/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110318.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, March 18, 2011, Vol. 15, No. 76 Headlines 1643 RISING: Case Summary & 9 Largest Unsecured Creditors AEOLUS PHARMA: Posts $7.6-Mil. Net Loss in Qtr. Ended Dec. 31 AHERN RENTALS: Suspending Filing of Reports with SEC ALLY FINANCIAL: Signs Underwriting Agreement for $2.25-Bil. Notes AMBAC FINANCIAL: Incurs $753.2 Million Net Loss in 2010 AMBAC FINANCIAL: Proposes One State Street Settlement AMBAC FINANCIAL: Bankr. Court Grants Summary Judgement vs. Veera AMBRILIA BIOPHARMA: Gets Approval of Licensing of MTX and OSK-1 AMBRILIA BIOPHARMA: Enters Global Licensing Deal With TaiMed AMERICAN AXLE: James McCaslin Does Not Own Any Securities AMERICAN INSTITUTIONAL: Sec. 341(a) Meeting Scheduled for April 6 AMR CORP: To Present at J.P. Morgan Conference on March 22 AMR CORP: American Completes Offering of $1-Bil. Secured Notes AMR CORP: Boeing Purchase Agreement Treated Confidential APOLLO MEDICAL: Buys Aligned Healthcare for 5.5-Mil. Shares ARMSTRONG WORLD: S&P Affirms 'BB-' Ratings; Outlook Negative ATLANTA AUTOMOTIVE: Case Summary & 14 Largest Unsecured Creditors AVANTAIR INC: Files Prospectus Supplement for 11,425,307 Shares AVENUE L: Voluntary Chapter 11 Case Summary AVISTA CORPORATION: Moody's Lifts Preferred Shelf Rating to 'Ba1' BAC INTERNATIONAL: Moody's Assigns 'D+' Bank Strength Rating BATAA/KIERLAND: Section 341(a) Meeting Scheduled for April 12 BARNES BAY: Files for Chapter 11 with Sale Plan BARNES BAY: Case Summary & 31 Largest Unsecured Creditors BERNARD L. MADOFF: Picard Said He Knew Facts in Levy Settlement BERNARD L. MADOFF: Trustee's Suit Proceeds vs. Madoff's Wife BERNARD L. MADOFF: House Panel Demands Docs on SEC Atty's Ties BIOJECT MEDICAL: Amends Bylaws to Permit One-Member Committee BORDERS GROUP: Court to Grant Approval of $505-Mil. Financing BORDERS GROUP: Court to OK Injunction Against Utilities BORDERS GROUP: NYSE Delists Common Stock BORDERS GROUP: Manga Publisher Lays Off Staff BOSTON BIOMEDICAL: S&P Cuts Rating to 'BB+' on Poor Fin'l Trends BOWE SYSTEC: PBGC to Cover Pensions for US Unit's Workers BRANCHWOOD PROPERTIES: Case Summary & Creditors List BROWN PUBLISHING: Improves Plan Ahead of April 5 Hearing BULLDOG LANES: Voluntary Chapter 11 Case Summary C&D TECHNOLOGIES: effects 1-for-35 Reverse Stock Split CANAL CAPITAL: Incurs $62,470 Net Loss in Jan. 31 Qtr. CASCADE BANCORP: Lowers Net Loss to $13.65-Mil. in 2010 CELL THERAPEUTICS: CEO J. Bianco Has New 2-Year Contract CHARLESTON ASSOCIATES: Can Continue Using BofA Cash Until April 30 CHEM RX: Ex-Employee Opposes "Mary Carter" Plan by Creditors CLEARWIRE CORP: Intel Nominee Steps Down from Board CLEARWIRE CORP: Amends Services Agreement With Amdocs Software COLUMBIAN CHEMICALS: S&P Affirms 'BB-' Corporate Credit COMCAM INTERNATIONAL: Gets $400,000 Secured Loan From Bartek COMMERCIAL VEHICLE: Reports $6.48 Million Net Income in 2010 COMPLIANCE SYSTEMS: Surrendered All Assets to Agile CONFECTIONERS FINANCE: Involuntary Chapter 11 Case Summary CONSTAR INT'L: Modifies Plan Ahead of April 25 Hearing COSINE COMMUNICATIONS: 2011 Incentive Stock Plan Approved COSINE COMMUNICATIONS: Incurs $929,000 Net Loss in 2010 CROSSTEX ENERGY: Moody's Upgrades Corporate Family Rating to 'B1' CRYOPORT INC: Delays Dec. 31 Form 10-Q Due to Stock Placement DBSD N.A.: Mini Auction Raises Dish Offer to $1.49-Bil. DEEP DOWN: Restates 2010 Quarterly Financials Due to Errors DELTA AIR: Files Form 10-K; Net Profit at $593 Million in 2010 DELTA AIR: Reports January 2011 Traffic Results DELTA AIR: Reports February 2011 Traffic Results DELTA PETROLEUM: KPMG LLP Raises Going Concern Doubt DYNAMIC BUILDERS: Files Plan; Disc. Statement Hearing April 13 DYNEGY INC: Seneca Begins Lobbying for Chairman's Exit EARTH SEARCH: Incurs $180,525 Net Loss in Dec. 31 Quarter ELEPHANT TALK: R. Greef Has 555,035 Common Shares at Dec. 31 ELITE LANDINGS: Court Confirms Joint Plan of Liquidation ELKO MALL: Case Summary & 4 Largest Unsecured Creditors ELM STREET: Section 341(a) Meeting Scheduled for April 19 EMPIRE TOWERS: Disclosure Statement Hearing Set for May 4 ENERGY FUTURE: Hikes Fourth Quarter Profit to $161 Million ETC WORKSHOP: Case Summary & 7 Largest Unsecured Creditors EVERGREEN ENERGY: Lowers Net Loss to $21-Mil. in 2010 EVERGREEN ENERGY: Registers 2.25MM Shares Under Incentive Plan EVERGREEN ENERGY: Peter Moss Does Not Own Any Securities EVERGREEN ENERGY: Files Form S-3; Registers 6.15MM Common Stock EXIDE TECHNOLOGIES: Files Post-Confirmation Report for Q4 FENTURA FINANCIAL: Slashes Losses to $5.38-Mil. in 2010 FENTURA FINANCIAL: Achieves Q4 Profit Due to Lower Loan Losses FIRST SECURITY: Fails to Meet Nasdaq Rule as Director Resigned FLINT TELECOM: Form 10-Q Delayed as Time Spent to Buy 2 Firms FLINT TIMBER: Case Summary & Largest Unsecured Creditor FLORIDA GAMING: Ramsey Asset Disposed Of All Common Shares FNB UNITED: Incurs $112.92 Million Net Loss in 2010 FONAR CORP: Posts $1.36-Mil. Net Income in Dec. 31 Qtr. FONTAINEBLEAU LV: Avenue/ACP Appeal Partial Final Judgement FONTAINEBLEAU LV: Ch. 7 Trustee Wins OK to Tap Genovese FONTAINEBLEAU LV: Ch. 7 Issues Subpoenas to 6 Parties FORD MOTOR: Executive Chairman Owns 2,266,114 Shares FOREVER CONSTRUCTION: Plan Filing Period Extended to May 2 FRANKLIN PACIFIC: Revised Payment Terms for Counsel Okayed FRANKLIN PACIFIC: Revised Payment Terms for Accountant Okayed GELTECH SOLUTIONS: Posts $1.8-Mil. Net Loss in Dec. 31 Quarter GLC LIMITED: Creditors Have Until May 30 to File Proofs of Claim GLOBAL GENERAL: Court Grants Recognition of London Proceedings GMX RESOURCES: $50-Mil. Notes Offering Oversubscribed GMX RESOURCES: Closes Oil & Gas Leases Purchase from Retamco GMX RESOURCES: Inks Underwriting Pact for 21.07MM Shares Offering GMX RESOURCES: Sells $200MM of Notes to Credit Suisse et al. GREAT ATLANTIC & PACIFIC: Motion for Trade Committee Denied GREDE HOLDINGS: S&P Assigns Preliminary 'B+' Credit Rating GULF PROPERTIES: Case Summary & 5 Largest Unsecured Creditors HAWKER BEECHCRAFT: Signs Separation Pact With Ex-CFO HEALTSOUTH CORP: Assembles Investor Reference Book HERBALIFE INT'L: S&P Withdraws Sr. Sec. Credit Facility Ratings HOLLYWOOD BEACH: Plan Confirmed; Unsecureds to be Paid Over Time HUGHES TELEMATICS: Completes Private Placement of 1.43-Mil. Shares INTEGRATED FINANCIAL: Nevada Mortgage Broker in Chapter 11 IRVINE SENSORS: To Offer 19.75MM Shares Under Incentive Plans IRVINE SENSORS: Authorized Common Stock Hiked to 500 Million ISTAR FINANCIAL: Names C. Cochrane as Chief Accounting Officer JUMA TECHNOLOGY: Amends 2009 Annual Report Due to SEC Comments KETCHUM HOTEL: Case Summary & 20 Largest Unsecured Creditors KING PHARMACEUTICALS: S&P Withdraws 'BB' Rtng After Pfizer Deal KV PHARMACEUTICAL: Completes $32MM Common Stock Private Offering KV PHARMACEUTICAL: Enters Into a Waiver to Credit Agreement LALL CORPORATION: Case Summary & 4 Largest Unsecured Creditors LANTHEUS MEDICAL: Moody's Cuts Corporate Family Rating to 'B3' LANTHEUS MEDICAL: S&P Keeps 'B+' Corporate Credit Rating LAS VEGAS RAILWAY: Unable to Timely File Dec. 31 Form 10-Q LAUREATE EDUCATION: S&P Assigns 'B' to $1.6BB Credit Facilities LEHMAN BROTHERS: BNC Asks for OK of Deal With Aurora Bank LEHMAN BROTHERS: Wants Zurich Authorized to Pay $2MM for Officers LEHMAN BROTHERS: Gets June 30 Svc. Deadline for Avoidance Actions LEHMAN BROTHERS: Gets OK for ADR Process to Settle SPVs Claims LEHMAN BROTHERS: LBI Transition Svcs. Pact w/ Barclays Approved LIBBEY INC: Board of Directors Amends and Restates By-Laws LIONS GATE: Seeks to Voluntarily Dismiss Chapter 11 Case LIQUIDMETAL TECH: Incurs $1.89 Million Net Loss in 2010 LOCAL INSIGHT: Wants Bonuses and More Plan Exclusivity LODGE NORTH: Section 341(a) Meeting Scheduled for April 13 LORAL SPACE: CEO Hid Ch. 11 Prep, Investors Tell 2nd Circ. MALIBU OCEAN: Case Summary & Largest Unsecured Creditor MARKET STREET: Middleberg Riddle to Serve as Trustee's Co-counsel MARKET STREET: Seeks to Hire Cupkovic as Architect MARKET STREET: Hires Patrick J. Gros CPA as Accountant MEDICAL PROPERTIES: Files for Chapter 7 Bankruptcy Protection MIDAS INC: Bank Group Grants Waiver, Modifies Loan Covenants MIDAY REALTY: Case Summary & 3 Largest Unsecured Creditors MILLENNIUM MULTIPLE: Amends Ch. 11 Plan Ahead of Apr. 20 Hearing MILLENNIUM MULTIPLE: Fails to Get OK for Settlement With Committee MONEYGRAM INT'L: Benson Steps Down as Principal Accounting Officer MSGI TECHNOLOGY: Unable to Timely File Dec. 31 Form-10-Q MSR RESORT: Has $5 Million Interim Loan From Paulson MT. JORDAN: Wants to Hire Wiggins & Co. as Accountants MT. JORDAN: Has Green Light to Hire Appraiser MUNCE'S SUPERIOR: Case Summary & 20 Largest Unsecured Creditors NATIONAL SPORTS ATTRACTION: Trustee Sues Heisman Trophy Trust NEUROLOGIX INC: Sued by Parkinson's Drug Trial Participant NEW JERSEY MOTORSPORTS: Organizational Meeting on March 25 NEDAK ETHANOL: Nebraska Plant Operating at Normal Production NEOMEDIA TECHNOLOGIES: Inks a 5-Year License Contract With eBay NET ELEMENT: Appoints Richard Lappenbusch as President and COO NNN MET: Secured Creditor Wants Stay Lifted, Case Dismissed OCEAN PLACE: Gets More Time to Prepare Plan of Reorganization ONE RENAISSANCE: Section 341(a) Meeting Set for April 12 ONE RENAISSANCE: Taps Hendren & Malone as Bankruptcy Counsel ORANGE GROVE: Gets Permission to Use Cash Collateral OVERLAND STORAGE: Shmuel Shottan Does Not Own Any Securities OXIGENE INC: Effects 1-for-20 Reverse Stock Split PAUL BRENNEKE: Involuntary Chapter 11 Case Summary PATIENT SAFETY: Presented at the 32nd Growth Stock Conference PEEK'N PEAK: Judge Defers Hearing on Critical Issue to March 29 PHILADELPHIA RITTENHOUSE: Owner Wants IStar Claims Subordinated PILOT TRAVEL: S&P Cuts Secured Credit Facilities Rating to 'BB+' PJ FINANCE: Encounters Opposition to Cash Use PRECISION OPTICS: Maturity of 10% Sr. Notes Extended to April 1 PREFERRED VOICE: Posts $55,254 Net Loss in Quarter Ended Dec. 31 PROVO CRAFT: S&P Cuts Rating to 'CCC+' on Deteriorating Liquidity PUGET ENERGY: Moody's Upgrades Issuer Rating to 'Ba1' QUANTUM FUEL: Enters Into $7.7-Mil. Stock Purchase Deals QUANTUM FUEL: Notifies Late Filing of Jan. 2011 Quarterly Report RASER TECHNOLOGIES: K. Higginson Resigns as Director REDCO DEVELOPMENT: Disclosure Statement Hearing for March 24 REITTER CORP: Files Chapter 11 Plan of Reorganization REITTER CORP: Court Allows Use of Cash Collateral Until March 30 RHI ENTERTAINMENT: Seeks Plan Exclusivity Extension RHI ENTERTAINMENT: Court OKs Work Letters with J.P. Morgan RHI ENTERTAINMENT: Wants Plan Exclusivity Until Aug. 8 RHI ENTERTAINMENT: Wants Until July 11 to Decide on Leases RIVER ROCK: Moody's Junks Corporate Family Rating From 'B2' ROCK & REPUBLIC: Seeks to Hire Marcum LLP as Accountants ROCK & REPUBLIC: Confirmation Hearing, Sale Approval on March 23 ROTHSTEIN ROSENFELDT: Trustee Reaches Deal with Rothstein Wife RUTHERFORD CONSTRUCTION: Case Summary & Creditors List S&E TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors S.A.M. GRAPHICS: Case Summary & 20 Largest Unsecured Creditors SARAH G'S: Case Summary & 4 Largest Unsecured Creditors SEQUENOM INC: Sr. VP Welch Does Not Own Any Securities SEQUENOM INC: Blackrock Has 8.47% Equity Stake SHEPHERD BROTHERS: Case Summary & 20 Largest Unsecured Creditors SIXTH AVENUE: Sued by GE Commercial for Loan Default SOUTH PADRE: Files Schedules of Assets and Liabilities SOUTHWEST GEORGIA: Files Schedules of Assets & Liabilities SPECIALTY HOLDINGS: Reaches Deal with GAAC; Document Sealed SPECIALTY HOLDINGS: Reaches Deal with Marsh; Document Sealed STANADYNE CORPORATION: Director Resigns From Post TEMPUS RESORTS: U.S. Trustee Appoints Creditors Committee TENET HEALTHCARE: Vanguard Group Has 5.64% Equity Stake TENET HEALTHCARE: BlackRock Is 8.07% Equity Owner THORPE INSULATION: Trustee Object to Asbestos Firms' Fees Bid TOUSA INC: Committee Seeks Delay on Ruling in Third Appeal TRICO MARINE: Extends Date of Vessel Auction to March 28 TSG INC: Court Extends Time to Decide on Leases Until April 24 ULTIMATE ACQUISITION: US Trustee Forms 7-Member Creditor's Panel ULTIMATE ACQUISITION: Panels Taps Womble Carlyle as Co-Counsel ULTIMATE ACQUISITION: Panels Taps BDO USA as Financial Advisor ULTIMATE ACQUISITION: Panels Taps Cooley LLP as Lead Counsel UNISYS CORP: BlackRock Is 5.72% Equity Owner UNITED CONTINENTAL: Janus Capital Discloses 8.7% Equity UNITED CONTINENTAL: Capital World Discloses 7.1% Stake UNITED CONTINENTAL: Blackrock Reports 6% Equity Stake UNITED WESTERN: Clover Partners No Longer Owns Shares UNITED WESTERN: Blair William Has 9.4% Equity Stake URBAN WEST: Section 341(a) Meeting Scheduled for April 12 USEC INC: BlackRock Has 5.76% Equity Stake VIKING SYSTEMS: Midsummer Investment Has 13.38% Stake WARNER MUSIC: Oaktree Capital Has 7.1% Equity Stake WASHINGTON MUTUAL: FDIC Sues Former Executives Over Collapse WELSH INDUSTRIES: Case Summary & 6 Largest Unsecured Creditors WOLVERINE TUBE: Seeks 90-day Extension of Lease Decision Deadline W.R. GRACE: New Unit RS Now Identified as Verifi W.R. GRACE: Opens Technical Service Center in Southern India * Los Angeles Leads in Small-Business Bankruptcies * Moody's Reports Decline in 'B3' Negative & Lower List * Moody's Says CMBS Loan Delinquencies Rise to 9.18% in February * Judicial Leaders Hear Concerns Over Funding * FDIC Sets Up Clawback Rules for Failed Bank Executives * FDIC Releases Details on Its Liquidation Authority * TARP Created 'Too Big to Fail' Moral Hazard: Watchdog * Moody's Outlook for State, Local Governments Remains Negative * Rating Firms Downplay Risk of Widespread Municipal Defaults * Allen Matkins Elects David Osias as New Managing Partner * Cadwalader's Friedman Earns Spot on Law360's Lawyers to Watch * Brown Rudnick's Novod Earns Spot on Law360's Lawyers to Watch * After Grede, Wayzata Purchases Grupo Proeza Foundries * BOOK REVIEW: The Style and Management of a Pediatric Practice ********* 1643 RISING: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------- Debtor: 1643 Rising Glen, LLC 3537 Berry Drive Studio City, CA 91604 Tel: (323) 654-4314 Bankruptcy Case No.: 11-13205 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Judge: Victoria S. Kaufman Debtor's Counsel: William H. Brownstein, Esq. WILLIAM H. BROWNSTEIN & ASSOCIATES, P.C. 1250 Sixth Street, Suite 205 Santa Monica, CA 90401 Tel: (310) 458-0048 Fax: (310) 576-3581 E-mail: Brownsteinlaw.bill@gmail.com Scheduled Assets: $6,292,850 Scheduled Debts: $3,450,880 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-13205.pdf The petition was signed by Fredrik Broberg, managing member. AEOLUS PHARMA: Posts $7.6-Mil. Net Loss in Qtr. Ended Dec. 31 ------------------------------------------------------------- Aeolous Pharmaceuticals, Inc., reported a net loss of $7,620,000 on $337,000 revenue for the fiscal first quart ended Dec. 31, 2010, from a $15,276,000 net loss on $0 revenue for the same period in 2009. The Company's consolidated balance sheets at Dec. 31, 2010, showed total assets of $2,933,000, total liabilities of $36,277,000, and a $33,344,000 shareholders' deficit. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?7544 About Aeolus Pharmaceuticals Based in Mission Viejo, California, Aeolus Pharmaceuticals Inc. (OTC BB: AOLS) -- http://www.aeoluspharma.com/-- is developing a variety of therapeutic agents based on its proprietary small molecule catalytic antioxidants, with AEOL 10150 being the first to enter human clinical evaluation. AEOL 10150 is a patented, small molecule catalytic antioxidant that mimics and thereby amplifies the body's natural enzymatic systems for eliminating reactive oxygen species, or free radicals. Studies funded by the National Institutes for Health are currently underway evaluating AEOL 10150 as a treatment for exposure to radiation, sulfur mustard gas and chlorine gas. A second compound, AEOL 11207, has demonstrated efficacy in animal models of Parkinson's disease and is currently being evaluated as a potential treatment for epilepsy. Haskell & White LLP, in Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for fiscal year ended Sept. 30, 2010. The independent auditors noted that the Company has suffered recurring losses, negative cash flows from operations and management believes the Company does not currently possess sufficient working capital to fund its operations past the second quarter of fiscal 2012. The Company reported a net loss of $25.9 million, which included a non-cash charge of $21.3 million related to increases in the fair value of warrants, for fiscal 2010, compared with a net loss of $2.3 million for fiscal 2009. The Company did not generate any revenue during fiscal 2010 or fiscal 2009. AHERN RENTALS: Suspending Filing of Reports with SEC ---------------------------------------------------- Ahern Rentals, Inc., filed a Form 15 notifying of its suspension of its duty under Section 15(d) to file reports required by Section 13(a) of the Securities Exchange Act of 1934 with respect to its 9-1/4% Second Priority Senior Secured Notes due 2013. Pursuant to Rule 12h-3, the Company is suspending reporting because there are currently less than 300 holders of record of the notes. The holders of the notes as of Feb. 15, 2011, total 150. About Ahern Rentals Ahern Rentals, Inc. -- http://www.ahern.com/-- headquartered in Las Vegas, Nevada, is a regional equipment supplier with 71 branches predominately in the Southwest region of the United States. The Company specializes in high reach equipment. For the 12 months ended June 2010 Ahern generated revenues of $275 million. As of Sept. 30, 2010, Ahern had $562,881,000 in total assets and $648,871,000 in total liabilities, including second priority senior secured notes payables of $237,870,000, and a $85,990,000 stockholders' deficit. * * * Ahern carries a corporate family rating of 'Caa2' and probability of default rating of 'Caa3' from Moody's Investors Service. Moody's said in February 2011 that the ratings are not currently affected by the announcement that on Feb. 15, 2011, the company did not make the scheduled $10.9 million interest payment on the $238 million outstanding 9.25% secon priority senior secured notes due August 2013. The indenture governing Ahern's second priority notes allows for a 30-day grace period to make the interest payment. Failure to make the interest payment within the grace period would likely constitute a default, as per Moody's definition of default. As reported by the Troubled Company Reporter on March 7, 2011, Standard & Poor's Ratings Services withdrew its ratings on Ahern Rental Inc., including the 'D' corporate credit rating, following the company's filing of Form 1515D suspending filing of financial statements with the SEC. On Feb. 15, 2011, Ahern had elected not to make an interest payment on its notes. This default resulted in S&P's rating action on Feb. 16, in which S&P lowered its ratings on the company to 'D'. ALLY FINANCIAL: Signs Underwriting Agreement for $2.25-Bil. Notes ----------------------------------------------------------------- Ally Financial Inc. disclosed that on Feb. 8, 2011, the Company entered into an Underwriting Agreement incorporating its Underwriting Agreement Standard Provisions (Debt Securities) with Barclays Capital Inc., Citigroup Capital Markets Inc., Goldman, Sachs & Co. and RBS Securities Inc., as representatives of the several Underwriters named therein, pursuant to which the Company agreed to sell to the Underwriters $1,000,000,000 aggregate principal amount of 4.500% Senior Guaranteed Notes due 2014 and $1,250,000,000 aggregate principal amount of Floating Rate Senior Guaranteed Notes due 2014. The Notes are guaranteed by Ally US LLC, IB Finance Holding Company, LLC, GMAC Latin America Holdings LLC, GMAC International Holdings B.V. and GMAC Continental LLC, each a subsidiary of the Company, on an unsubordinated basis. The Securities, which were offered and sold pursuant to the Underwriting Agreement, were registered pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-171519), which became automatically effective on January 3, 2011. The Underwriting Agreement contains customary representations, warranties and covenants of the Company, conditions to closing, its indemnification obligations and the Underwriters, and termination and other customary provisions. Free Writing Prospectus A copy of the final term sheet dated Feb. 8, 2011 in connection with the $1 billion 4.500% Senior Guaranteed Notes due 2014 Guaranteed by Certain Subsidiaries of Ally Financial Inc. is available for free at http://is.gd/Pe3FnM A copy of the final term sheet dated Feb. 8, 2011 in connection with $1,250,000,000 Floating Rate Senior Guaranteed Notes due 2014 Guaranteed by Certain Subsidiaries of Ally Financial Inc. is available for free at http://is.gd/Bxj1Ov About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. AMBAC FINANCIAL: Incurs $753.2 Million Net Loss in 2010 ------------------------------------------------------- Ambac Financial Group, Inc. (OTC: ABKFQ) announced a fourth quarter 2010 net loss of $81.6 million, or $0.27 per share. This compares to fourth quarter 2009 net income of $558.1 million, or $1.93 per diluted share. Relative to the fourth quarter 2009 results, the fourth quarter 2010 results reflect a reduction in net premiums earned, net investment income, net change in the fair value of credit derivatives, realized investment gains and higher VIE losses, partially offset by a reduction in loss and loss expenses and other-than-temporary impairment losses in its investment portfolio. Fourth Quarter 2010 Summary * Net loss and loss expenses incurred amounted to $141.5 million for the current quarter, down from $385.4 million in the fourth quarter of 2009. * Net change in fair value of credit derivatives was positive $15.7 million in the current quarter, down from positive $133.2 million in the fourth quarter 2009. * The financial services segment recorded $101.9 million of operating income, up from $77.7 million for the fourth quarter of 2009, primarily relating to the impact of rising interest rates on the derivative products business. * Certain liabilities and expenses have been reclassified in accordance with Financial Accounting Standard Board Accounting Standards Codification Topic 852, "Reorganizations" ("ASC Topic 852"), contributing to a charge of $32.0 million. * Statutory surplus of Ambac Assurance Corporation ("AAC") totaled approximately $1,027 million at December 31, 2010, up from $912 million at September 30, 2010, driven primarily by net income for the quarter. Statutory net income was positive for the quarter as a result of premiums earned and investment results, partially offset by losses incurred. * Cash, short-term securities and bonds at the holding company (Ambac Financial Group, Inc.) amounted to $66.0 million as of December 31, 2010. This amount includes $2.5 million of restricted cash. Financial Results Net Premiums Earned Net premiums earned for the fourth quarter of 2010 were $110.7 million, down 40% from $184.4 million earned in the fourth quarter of 2009. Net premiums earned include accelerated premiums, which result from calls, terminations and other accelerations recognized during the quarter. Accelerated premiums were $8.7 million in the fourth quarter of 2010, down 81% from $44.8 million in the fourth quarter 2009, primarily driven by a decline in public finance refunding in 2010 relative to the prior year. Normal net premiums earned, which exclude accelerated premiums, were $102.0 million in the fourth quarter of 2010, down 27% from $139.6 million in the fourth quarter of 2009. Normal net premiums earned for the period have been negatively impacted by the lack of new business written and the high level of refundings and terminations over the past three years, as well as non- recognition of premiums earned on VIEs that have been consolidated as a result of implementation of ASU 2009-17, effective Jan. 1, 2010. Net Investment Income Net investment income for the fourth quarter of 2010 was $67.6 million, representing a decrease of 43% from $118.7 million in the fourth quarter of 2009. The decrease was primarily driven by three factors: (i) a decrease in the invested asset base resulting from the second quarter 2010 commutation settlement on CDO of ABS transactions; (ii) a decrease in the average yield on the portfolio as a result of the sale of high yielding assets to fund the CDO commutation; and (iii) a reduction in interest income related to the impact of other-than-temporary impairments primarily on AAC guaranteed securities that were allocated to the Segregated Account. Such AAC guaranteed securities are subject to the payment moratorium ordered by the Office of the Commissioner of Insurance of the State of Wisconsin ("OCI") in connection with the rehabilitation plan for the Segregated Account of AAC. Net Change in Fair Value of Credit Derivatives The net change in fair value of credit derivatives, which comprises realized and unrealized gains/(losses) and other settlements on credit derivatives, was a gain of $15.7 million for the fourth quarter of 2010, compared to a gain of $133.2 million for the fourth quarter of 2009. The net change in fair value during the fourth quarter of 2010 reflects amortization of the notional amount of the remaining portfolio of CDOs, modest improvement in certain underlying reference obligations and CDS fees earned of $4.9 million. Fourth quarter of 2009 results included the impact of fair value changes to the CDO of ABS portfolio, which was fully commuted in June 2010. Variable Interest Entities Effective January 1, 2010, Ambac adopted Accounting Standards Update No. ("ASU") 2009-17, "Consolidations (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities". During the fourth quarter of 2010, Ambac recorded losses on variable interest entities ("VIEs") amounting to $111.8 million, primarily as a result of deconsolidating certain transactions during the quarter. Those losses primarily represent the re-establishment of loss reserves related to those transactions as of the date of the deconsolidation. As of December 31, 2010, the Company's balance sheet included 19 consolidated VIEs with $17.9 billion of assets and $17.7 billion of liabilities. Financial Guarantee Loss Reserves Total net loss and loss expenses were down 63% to $141.5 million in the fourth quarter of 2010, as compared to $385.4 million in the fourth quarter of 2009. Losses and loss expenses in the fourth quarter of 2010 primarily relate to credit deterioration in certain RMBS and student loan transactions, partially offset by a reduction of reserves for a public finance transportation transaction that Ambac agreed to commute. Loss and loss expenses paid during the fourth quarter 2010, net of recoveries from all policies, amounted to a net recovery of $9.6 million. Additionally, during the fourth quarter of 2010, $327.6 million of RMBS claims were presented to AAC and unpaid, as a result of the claim moratorium imposed on March 24, 2010 by the OCI on all policies allocated to the Segregated Account. Total net claims paid in the fourth quarter of 2009 were $489.5 million, of which $340.8 million related to RMBS. Loss and loss expense reserves for all RMBS insurance exposures as of December 31, 2010, were $3,047.0 million including $1,401.8 million relating to RMBS exposures that have been presented since March 24, 2010 and unpaid as a result of the claims moratorium. RMBS reserves as of December 31, 2010, are net of $2,391.3 million of estimated net remediation recoveries. The estimate of net remediation recoveries related to material representation and warranty breaches is essentially flat to the amount reported as of September 30, 2010. Ambac has initiated and may continue to initiate lawsuits seeking compliance with the repurchase obligations in the securitization documents with respect to sponsors who disregard their obligations to repurchase. Financial Guarantee Interest Expense Financial guarantee interest expense for the fourth quarter of 2010 amounted to $27.8 million. This interest charge results from the accrual of interest plus the accretion of discount on all surplus notes issued by Ambac Assurance Corporation in 2010. No such surplus notes were outstanding in 2009. Corporate Interest Expense Corporate interest expense was $12.6 million, which represents a decrease of 58% from $30.0 million in the fourth quarter of 2009. This decrease was principally attributable to Ambac's Chapter 11 bankruptcy filing on November 8, 2010, after which interest on outstanding debt was no longer accrued. Other Income Other income for the fourth quarter of 2010 was $5.3 million, representing a decrease of 95% from $101.1 million in the fourth quarter of 2009. The decline in other income was driven by the impact of the movement in the British Pound to US Dollar exchange rate upon premium receivables, resulting in a gain of approximately $81.0 million in the fourth quarter of 2009. Financial Services The financial services segment comprises the investment agreement business and the derivative products business, both of which are in run-off. Gross interest income less gross interest expense and operating expenses from investment and payment agreements, plus operating results from the derivative products business was $101.9 million for the fourth quarter of 2010, up from $77.7 million for the fourth quarter of 2009. The financial services segment has been positioned to record gains in a rising interest rate environment in order to provide a hedge against certain exposures within the financial guarantee segment. The fourth quarter 2010 result was positively impacted by increasing interest rates during the period. The fourth quarter 2009 result was also driven primarily by mark-to-market gains in the interest rate derivative portfolio caused by rising interest rates during that period. Reorganization Items, Net For purposes of presenting an entity's financial evolution during a Chapter 11 reorganization, the financial statements for periods including and after filing the Chapter 11 petition distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Such items include adjustments to carrying amounts of liabilities based on estimated allowable claims, interest income on cash preserved due to bankruptcy and reorganizations fees and expenses. Reorganization items in the fourth quarter of 2010 amounted to $32.0 million net, and represent valuation adjustments to carrying amounts of our long-term debt amounting to $26.4 million, and reorganization expenses (including professional advisory fees and legal expenses) incurred since Ambac filed the Chapter 11 petition on November 8, 2010, amounting to $5.5 million. The debt valuation adjustments represent one-time charges. Balance Sheet and Liquidity Total assets decreased during the fourth quarter of 2010, from $31.3 billion at September 30, 2010 to $29.0 billion at December 31, 2010, primarily due to the decrease in VIE assets by approximately $1.2 billion, resulting from deconsolidation of certain transactions during the quarter. The fair value of the consolidated non-VIE investment portfolio increased from $6.8 billion (amortized cost of $6.4 billion) as of September 30, 2010 to $6.9 billion (amortized cost of $6.5 billion) as of December 31, 2010. The increase was primarily driven by net cash inflow resulting from premium collections and net investment income and the claim moratorium imposed by the OCI. The financial guarantee non-VIE investment portfolio had a fair value of $5.7 billion (amortized cost of $5.4 billion) as of December 31, 2010. The portfolio consists of high quality municipal bonds, corporate bonds, Treasuries, U.S. Agencies and Agency MBS as well as mortgage and other asset-backed securities. Liabilities subject to compromise totaled $1.7 billion at Dec. 31, 2010. As required by ASC Topic 852, the amount of liabilities subject to compromise represents Ambac's estimate of known or potential prepetition claims to be addressed in connection with the Chapter 11 filing. Such claims are subject to future adjustments potentially resulting from, among other things, negotiations with creditors, rejection of executor contracts and unexpired leases and orders of the bankruptcy court. Liabilities subject to compromise consist of the following as of December 31, 2010: Accrued interest payable $68,091 Accounts payable 4,951 Senior unsecured notes 1,222,189 Directly-issued Subordinated capital securities 400,000 Consolidated liabilities subject to compromise $1,695,231 Overview of AAC Statutory Results As of December 31, 2010, AAC reported statutory capital and surplus of approximately $1,027 million, up from $912 million as of September 30, 2010. AAC's statutory financial statements include the results of AAC's general account and the Segregated Account (formed on March 24, 2010). Statutory capital and surplus was impacted by approximately $209 million in statutory net income recorded during the fourth quarter 2010. AAC's consolidated claims-paying resources amounts to approximately $8.0 billion as of December 31, 2010. This includes Ambac UK's claims-paying resources of approximately $0.9 billion. * * * AFG filed with the U.S. Securities and Exchange Commission on March 16, 2011, an annual report on Form 10-K for the year ended December 31, 2010. A full-text copy of Ambac's 2010 Annual Report is available for free at http://ResearchArchives.com/t/s?753c Ambac Financial Group Inc. and Subsidiaries Consolidated Balance Sheets As of December 31, 2010 ASSETS Investments: Fixed income securities, at fair value $6,020,895,000 Fixed income securities pledged as collateral, at fair value 123,519,000 Short-term investments 708,797,000 Other 100,000 ------------------ Total investments 6,853,311,000 Cash and cash equivalents 9,497,000 Restricted cash 2,500,000 Receivable for securities sold 23,505,000 Investment income due and accrued 45,066,000 Premium receivables 2,422,596,000 Reinsurance recoverable on paid/unpaid losses 136,986,000 Deferred ceded premium 264,858,000 Subrogation recoverable 714,270,000 Deferred taxes - Current taxes - Deferred acquisition costs 250,649,000 Loans 20,167,000 Derivative assets 290,299,000 Other assets 82,579,000 Variable interest entity assets Fixed income securities, at fair value 1,904,361,000 Restricted cash 2,098,000 Investment income due and accrued 4,065,000 Loans 16,005,066,000 Derivative assets 4,511,000 Other assets 10,729,000 ------------------ Total assets $29,047,113,000 ================== LIABLITIES AND STOCKHOLDERS' EQUITY Liabilities: Liabilities subject to compromise $1,695,231,000 Unearned premiums 4,007,886,000 Losses and loss expense reserve 5,288,655,000 Ceded premiums payable 141,450,000 Obligations under investment and payment agreements 767,982,000 Obligations under investment repurchase agreements 37,650,000 Current taxes 22,534,000 Long-term debt 208,260,000 Accrued interest payable 61,708,000 Derivative liabilities 348,791,000 Other liabilities 124,748,000 Payable for securities purchased - Variable interest entity liabilities: Accrued interest payable 3,425,000 Long-term debt 16,101,026,000 Derivative liabilities 1,580,120,000 Other liabilities 11,875,000 ------------------ Total liabilities 30,401,341,000 Stockholders' deficit: Ambac Financial Group, Inc. Preferred stock - Common stock 3,080,000 Additional paid-in capital 2,187,485,000 Accumulated other comprehensive income (loss) 291,774,000 Accumulated deficit (4,042,335,000) Common stock held in treasury at cost (448,540,000) ------------------ Total Ambac Financial Group, Inc. stockholders' deficit (2,008,536,000) Non-controlling interest 654,308,000 ------------------ Total stockholders' deficit (1,354,228,000) ------------------ Total liabilities and stockholders' deficit $29,047,113,000 ================== Ambac Financial Group, Inc. and Subsidiaries Consolidated Statements of Operations For the Three Months Ended December 31, 2010 REVENUES: Financial Guarantee: Normal net premiums earned $110,654,000 Accelerated net premiums earned 67,604,000 Other-than-temporary impairment losses Total other-than-temporary impairment losses (12,398,000) Portion of loss recognized in other comprehensive income 1,094,000 ------------------ Net other-than-temporary impairment losses recognized in earnings (11,304,000) Net realized investment gains 932,000 Change in fair value of credit derivatives: Realized (losses) and gains and other settlements 4,885,000 Unrealized gains (losses) 10,844,000 Net change in fair value of credit derivatives 15,729,000 Other income 5,319,000 (Loss) income on variable interest entity activities (11,815,000) Financial Services: Investment income 7,575,000 Derivative products 100,987,000 Other-than-temporary impairment losses: Total other-than-temporary impairment losses - Portion of loss recognized in other comprehensive income - ------------------ Net other-than-temporary impairment losses recognized in earnings - Net realized investment gains 5,168,000 Net change in fair value of total return swap contracts - Net mark-to-market(losses) gains on non-trading derivative contracts - Corporate and Other: Other income 99,000 Net realized investment gains - ------------------ Total revenues before reorganization items 190,948,000 EXPENSES: Financial Guarantee: Losses and loss expenses 141,488,000 Underwriting and operating expenses 47,796,000 Interest expense on surplus notes 27,829,000 Financial Services: Interest from investment & payment agreements 3,102,000 Operating expenses 3,529,000 Corporate and other: Interest 12,644,000 Other expenses 4,014,000 ------------------ Total expenses before reorganization items 240,402,000 ------------------ Pre-tax (loss) income from continuing operations before reorganization items (49,454,000) Reorganization items 31,980,000 ------------------ Pre-tax (loss) income from continuing operations (81,434,000) Provision (benefit) for income taxes 85,000 ------------------ Net loss (81,519,000) Less: net gain (loss) attributable to the noncontrolling interest 76,000 ------------------ Net loss attributable to Ambac Financial Group, Inc. ($81,595,000) ================== Ambac Financial Group, Inc. and Subsidiaries Consolidated Statements of Operations For Twelve Months Ended December 31, 2010 REVENUES: Financial Guarantee: Normal net premiums earned $545,975,000 Accelerated net premiums earned 324,042,000 Other-than-temporary impairment losses Total other-than-temporary impairment losses (62,104,000) Portion of loss recognized in other comprehensive income 5,380,000 ------------------ Net other-than-temporary impairment losses recognized in earnings (56,724,000) Net realized investment gains 76,405,000 Change in fair value of credit derivatives: Realized (losses) and gains and other settlements (2,757,624,000) Unrealized gains (losses) 2,817,807,000 ------------------ Net change in fair value of credit derivatives 60,183,000 Other income 106,032,000 (Loss) income on variable interest entity activities (616,688,000) Financial Services: Investment income 34,129,000 Derivative products (106,565,000) Other-than-temporary impairment losses: Total other-than-temporary impairment losses (3,079,000) Portion of loss recognized in other comprehensive income - ------------------ Net other-than-temporary impairment losses recognized in earnings (3,079,000) Net realized investment gains 72,874,000 Net change in fair value of total return swap contracts - Net mark-to-market(losses) gains on non-trading derivative contracts (14,295,000) Corporate and Other: Other income 1,674,000 Net realized investment gains 10,172,000 ------------------ Total revenues before reorganization items 434,135,000 EXPENSES: Financial Guarantee: Losses and loss expenses 719,362,000 Underwriting and operating expenses 198,423,000 Interest expense on surplus notes 62,207,000 Financial Services: Interest from investment and payment agreements 16,844,000 Operating expenses 13,740,000 Corporate and other: Interest 102,278,000 Other expenses 42,302,000 ------------------ Total expenses before reorganization items 1,155,156,000 ------------------ Pre-tax (loss) income from continuing operations before reorganization items (721,021,000) Reorganization items 31,980,000 ------------------ Pre-tax (loss) income from continuing operations (753,001,000) Provision (benefit) for income taxes 135,000 ------------------ Net loss (753,136,000) Less: net gain (loss) attributable to the noncontrolling interest 63,000 ------------------ Net loss attributable to Ambac Financial Group, Inc. ($753,199,000) ================== Ambac Financial Group, Inc. and Subsidiaries Consolidated Statements of Cash Flow Twelve Months Ended December 31, 2010 (Unaudited) Cash flows from operating activities: Net loss attributable to common shareholders ($753,199,000) Noncontrolling interest in subsidiaries' earnings 63,000 ------------------ Net loss (753,136,000) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 3,645,000 Amortization of bond premium and discount (125,884,000) Reorganization items 31,980,000 Share-based compensation 5,364,000 Current income taxes 443,972,000 Deferred income taxes, net - Deferred acquisition costs 29,055,000 Unearned premiums, net (1,443,282,000) Loss and loss expense, net 646,442,000 Ceded premiums payable (150,393,000) Investments income due and accrued 27,996,000 Premium receivables 1,295,562,000 Accrued interest payable 14,583,000 Net mark-to-market (gains) losses (2,803,512,000) Net realized investment gains (159,451,000) Other-than-temporary impairment charges 59,803,000 Variable interest entity activities 616,688,000 Other, net 171,055,000 Transfers to restricted cash 2,500,000 ------------------ Net cash used in operating activities (2,087,013,000) ------------------ Cash flows from investing activities: Proceeds from sales of bonds 2,448,814,000 Proceeds from matured bonds 701,288,000 Purchases of bonds (1,124,881,000) Change in short-term investments 253,210,000 Loans, net 60,243,000 Change in swap collateral receivable 117,143,000 Other, net 15,891,000 ------------------ Net cash provided by investing activities 2,471,708,000 ------------------ Cash flows from financing activities: Dividends paid - common stockholders - Dividends paid - subsidiary shares to noncontrolling interest (817,000) Securities sold under agreements to repurchase - Proceeds from issuance of investment and payment agreements 1,315,000 Payments for investment and payment draws (400,206,000) Proceeds from issuance of long-term debt - Proceeds from issuance of subsidiary shares to noncontrolling interest - Retirement of subsidiary shares to noncontrolling interest - Capital issuance costs - Net cash collateral paid/received (87,569,000) Proceeds from issuance of common stock - Purchases of treasury stock - Excess tax benefit related to share-based compensation - ------------------ Net cash used in financing activities (487,277,000) ------------------ Net cash flow (102,582,000) ------------------ Cash and cash equivalents at January 1 112,079,000 ------------------ Cash and cash equivalents at December 31 $9,497,000 ================== 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 (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 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) AMBAC FINANCIAL: Proposes One State Street Settlement ----------------------------------------------------- Ambac Financial Group, Inc. seeks permission from Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York to enter into a settlement, discontinuance and release agreement with One State Street, LLC. In January 1992, Ambac Indemnity Corporation, the predecessor of Ambac Assurance Corporation, and South Ferry Building Company, the predecessor of One State Street, LLC, entered into a real property lease for floors 15 through 18 of the property commonly known as One State Street Plaza, New York. AAC and South Ferry entered into a letter agreement in August 1997, extending the lease term through September 30, 2019, and adding the 19th floor to the leased premises. In December 2002, AAC and the Debtor entered into an agreement, whereby AAC assigned all of its right, title and interest in the Lease to the Debtor and the Debtor accepted the assignment. OSS LLC executed a consent expressly approving the assignment of AAC's interests in the Existing Headquarters Lease to the Debtor. The Debtor and OSS LLC also entered into a letter agreement in December 2002, pursuant to which the 20th floor was added to the leased premises and fixed rent over the term of the Existing Headquarters Lease was increased by about $18.5 million. The Debtor has since occupied the leased premises and fulfilled all of the tenant's obligations under the Existing Headquarters Lease, except for the prepetition rent for the period from November 1 to 8, 2010. In March 2010, the Wisconsin's Office of the Insurance Commissioner commenced rehabilitation of AAC's segregated account that contained, among other things, certain policies and liabilities of AAC and any obligations AAC may have to the Existing Headquarters Lease. The Circuit Court of Dane County, Wisconsin entered an Injunction Order on March 24, 2010, to promote the equitable and orderly rehabilitation of the segregated account of AAC. OSS LLC filed a motion in AAC's rehabilitation proceedings, seeking the dissolution or modification of the Injunction Order, asserting that AAC is the primary obligor under the Existing Headquarters Lease. OSS LLC also challenged the jurisdiction of the Rehabilitation Court and the Contingent Disputed Liabilities and objected to the confirmation of the Plan of Rehabilitation of the Segregated Account. Certain of those challenges and objections are subject to a stipulation among the AAC, the OCI, and OSS LLC filed with the Wisconsin Court of Appeals. Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, tells the Court that the Debtor pays average monthly rental payments of about $767,000 to OSS LLC in 2011 which, per the terms of the Existing Headquarters Lease, are projected to increase over the term of the Existing Headquarters Lease. While AAC reimburses the Debtor for AAC's proportional share of this expense and thereby pays the bulk of the rent, the Debtor is responsible for the entire rental payment, he elaborates. The Debtor believes that this monthly rental payment greatly exceeds the current market rental value for the Existing Premises. The Existing Premises also contain greater space than the Debtor and AAC need to conduct their businesses, and a portion of the Existing Premises is not being utilized, Mr. Ivanick points out. To resolve all disputes relating to the Existing Headquarters Lease, the Debtor, OSS LLC, AAC and the Segregated Account entered into a settlement and release agreement, the salient terms of which are: (1) The Existing Headquarters Lease will be terminated; (2) AAC and OSS LLC will execute a new lease for a reduced monthly rent and reduced space, which will also have the effect of mitigating damages with respect to the Existing Headquarters Lease. (3) OSS LLC will receive an allowed general unsecured claim against the Debtor for $14,302,367, which amount represents the maximum claim that OSS would receive pursuant to Section 502(b)(6) of the Bankruptcy Code had the Debtor rejected the Existing Headquarters Lease pursuant to Section 365 of the Bankruptcy Code, as opposed to negotiating a consensual termination of the Existing Headquarters Lease, which will be adjusted downward to reflect any payments made by Debtor pursuant to the Existing Headquarters Lease between March 1, 2011 and the effective date of the Settlement Agreement; and (4) Parties agree to exchange mutual releases, subject to certain exceptions specified in the Settlement Agreement. In a regulatory filing with the U.S. Securities and Exchange Commission on March 7, 2011, the Debtor disclosed that the amount to be paid to OSS LLC will be made in the same form as payment is made to the Company's other creditors in accordance with a confirmed Chapter 11 plan of reorganization. The Settlement Agreement further provides that the Segregated Account will issue junior surplus notes to OSS LLC. The amount of the junior surplus notes will be determined on the Effective Date and will equal to: (i) the net present value using a 7% discount rate of certain amounts owed under the Existing Lease; minus (ii) the net present value of amounts owed under the New AAC Lease; minus (iii) 83.33% of the value of any distribution received by OSS LLC from the Company's bankruptcy estate on account of OSS LLC's lease termination claim; minus (iv) the net present value of amounts paid for any extension of term of the New AAC Lease. The Effective Date of the Settlement Agreement will occur on the date on which certain conditions have been satisfied, so long as those conditions are satisfied prior to June 30, 2011, including, without limitation, approvals from (i) the OCI (ii) the Dane County Circuit Court, (iii) the Bankruptcy Court, and (iv) OSS LLC's mortgage holder. AFG Managing Director, Secretary and Assistant General Counsel Anne Gill Kelly related that on March 1, 2011, AAC entered into the New AAC Lease with OSS LLC for an initial term commencing on the Effective Date through December 31, 2015. The New AAC Lease provides for the rental of a reduced amount of space at AFG's current location, One State Street Plaza, at a current market rate of approximately $20 million in the aggregate over the initial term. The New AAC Lease also provides that its term may be extended through September 30, 2019, under certain circumstances. A full-text copy of the Settlement Agreement is available for free at http://bankrupt.com/misc/Ambac_OSSSettlementPact.pdf Mr. Ivanick maintains that the Settlement Agreement results in: (i) a reduction in the square footage utilized by the Debtor and AAC commensurate with their actual current business needs; and (ii) a significant reduction in the monthly rent paid from an estimated $767,000 per month owed by Debtor in 2011 to an estimated $368,000 per month owed by AAC in 2011, with similar reductions over the term of the lease. The Court will consider the Debtor's request on March 24, 2011. Objections are due March 17. 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 (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 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) AMBAC FINANCIAL: Bankr. Court Grants Summary Judgement vs. Veera ---------------------------------------------------------------- Judge Shelley Chapman of the U.S. Bankruptcy Court for the Southern District of New York granted Ambac Financial Group, Inc.'s motion for summary judgment and confirmed the applicability of the automatic stay to an ERISA action commenced by Karthikeyan Veera in the U.S. District Court for the Eastern District of Michigan. Specifically, Judge Chapman ruled that the automatic stay under Section 362(a) of the Bankruptcy Code will apply to the ERISA Action, and the ERISA Action and any related efforts by Mr. Veera to obtain discovery from 14 individuals and three committees that were fiduciaries to the Ambac Financial Group, Inc. Savings Investment Plan, the Debtor, or any other person or entity are stayed. The Bankruptcy Court nevertheless granted Mr. Veera a limited relief from the automatic stay to take these actions: (a) Mr. Veera may take the deposition of Gregg L. Bienstock, former vice president of the Debtor, in the ERISA Action. (b) The Debtor will produce to Mr. Veera the following documents that are in its possession, custody or control with the Debtor reserving the right to object to and withhold production of documents or portions thereof that are privileged or not relevant to the issues in the ERISA Action: -- the minutes of meetings of the Debtor's Board of Directors during the period October 1, 2006 to April 1, 2009, together with the documents that were discussed or reviewed at those meetings; and -- the minutes of the Administrative Committee meetings and the Investment Committee meetings during the Relevant Time Period, together with the documents that were discussed or reviewed at those meetings; -- the calendars maintained by or for each former officer or director of the Debtor who is an Individual Defendant in the ERISA Action and Robert J. Genader, former director of the Debtor, during the Relevant Time Period; -- Mr. Veera's Savings Plan account statements, employment agreement, termination agreement, and personnel file; and -- the slides used by Michael A. Callen, former executive chairman of the Debtor, during his presentation on October 28, 2008 to the Haas School of Business at the University of California, Berkeley. The Bankruptcy Court also ruled that after the expiration of the current exclusivity period with respect to the Debtor's filing of a Chapter 11 plan, counsel for Mr. Veera and the Debtor: (i) will confer and will advise the Bankruptcy Court at the next available omnibus hearing after July 7, 2011, whether there is a need for the Bankruptcy Court to consider granting Mr. Veera further relief from the automatic stay; and (ii) will each file with the Court at least two days before that omnibus hearing a memorandum of no more than 10 pages setting forth their positions, and will provide copies to counsel for the ERISA Defendants, the United States Trustee for Region 2, counsel for the Wisconsin's Office of the Commissioner, and counsel for the Official Committee of Unsecured Creditors. * * * Before the entry of the Court's order, the Debtor and Mr. Veera filed separate letters apprising the Bankruptcy Court of their talks regarding terms of a proposed order on the Debtor's Summary Judgment Motion as directed by Judge Chapman during a March 4, 2011 hearing. Stephen J. Fearon, Jr., Esq., at Squitieri & Fearon, LLP, in New York, counsel to Mr. Veera, said he and the Debtor's counsel were able to agree on most of the terms of a proposed order but they disagreed on a few provisions and required the Bankruptcy Court's assistance to resolve the dispute. Mr. Fearon identified these four provisions that are in dispute and Mr. Veera's position on each provision: (1) The Bankruptcy Court directed that Mr. Veera could depose Mr. Bienstock in the ERISA Action. Mr. Veera wanted the language to read: "Veera may take the deposition of Gregg L. Bienstock in the ERISA Action." The Debtor -- who refused to produce other witnesses like William McKinnon, a former executive of the Debtor, because doing so might jeopardize a proposed settlement in the securities case -- is attempting to further limit the scope of the deposition by inserting the limitation "with respect to the claims asserted." (2) Mr. Veera agreed that the Debtor may withhold privileged materials provided that it serves a proper privilege log in accordance with the federal rules. Mr. Fearon averred that the Debtor should not be able to withhold this limited set of documents on relevance grounds, particularly where the Debtor has already unsuccessfully argued that the documents are not relevant. (3) The Debtor agrees with Mr. Veera about the language in the provision concerning the Debtor producing calendars, but the Debtor wants to exclude former directors from the proposed order. The Bankruptcy Court specifically included former directors, thus the order should reflect the Court's direction regardless of whether there are responsive documents. (4) Mr. Veera acknowledged that the July 7, 2011, exclusivity deadline is a key date for the Debtor and for the issues that were before the Bankruptcy Court at the March 4 hearing. By July 7th, as the Bankruptcy Court noted, all parties should have a better understanding about the Debtor's chances to successfully reorganize. Mr. Veera's proposed language would require the parties to meet in good faith and submit to the Bankruptcy Court a joint memorandum limited to six pages setting forth their positions about whether to continue the stay of the ERISA Action beyond July 7th. Counsel to the Debtor, Richard W. Reinthaler, Esq., at Dewey & LeBoeuf LLP, in New York, contended that Mr. Fearon prematurely submitted to the Bankruptcy Court the Fearon Letter and that only two issues were in dispute, namely: (1) At the hearing, the Bankruptcy Court agreed to grant relief from the automatic stay with respect to Mr. Veera's first five document requests to the Debtor. The Debtor advised the Bankruptcy Court that responding to the first five requests would not be unduly burdensome, but raised concerns, particularly with respect to Request No.1. Mr. Reinthaler argued that Mr. Fearon's proposed form of order would require the Debtor to produce the entirety of the Debtor's board minutes and other documents regardless of their relevance or sensitivity to the ongoing reorganization efforts and without providing for the assertion of any privilege. (2) The Debtor's understanding is that, by virtue of the Bankruptcy Court's ruling that the automatic stay applies to the ERISA Action and the claims asserted against the Individual Defendants, under Section 362(a), the stay should remain in effect until the effective date of the plan, unless relief from the stay is granted sooner. Mr. Fearon's proposal, on the other hand, contemplates that the automatic stay will disintegrate on July 7, 2011, which is not what Section 362(a) provides or what the Bankruptcy Court intended, Mr. Reinthaler asserted. The Parties, however, agree to meet and confer in good faith before filing reasonably brief position papers with the Bankruptcy Court. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 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) AMBRILIA BIOPHARMA: Gets Approval of Licensing of MTX and OSK-1 --------------------------------------------------------------- Ambrilia has entered into a Heads of Agreement with ZBx Corporation, granting ZBx an option to acquire irrevocable and exclusive worldwide rights to Ambrilia's proprietary PSP-94 reagents and related intellectual property. ZBx can exercise its option during a period which starts 90 days from, and expires 120 days after, the effective date of the Option. If ZBx exercises such option, Ambrilia would be eligible to receive up to a total of $50,000 upon signing of a definitive agreement and achievement of sales milestones, as well as royalties on sales and a percentage share of proceeds from any sublicenses or sale of PSP- 94 by ZBx. ZBx will cover all future costs associated with the further development, manufacturing and commercialization of PSP- 94. The Option was approved and authorized by the Commercial Chamber of the Superior Court of Montreal pursuant to an Order rendered today. Ambrilia also announced that its previously-announced worldwide licensing agreement with Tournoux Biotech SAS of France for the development, manufacture and sale of its MTX and OSK1 technologies, under the terms of which, Ambrilia could receive future milestone and royalty payments, was also approved and authorized by the Commercial Chamber of the Superior Court of Montreal pursuant to an Order rendered today. Ambrilia has been operating under the protection of the Companies' Creditors Arrangement Act (Canada) ("CCAA") since July 31, 2009. Any recovery for creditors and other stakeholders, including shareholders, is uncertain and is highly dependent upon a number of factors, including the outcome of Ambrilia proceedings under the CCAA. About Ambrilia Biopharma Ambrilia Biopharma Inc. (CA:AMB 0.03, -0.04, -57.14%) -- http://www.ambrilia.com/-- is a biotechnology company focused on the discovery and development of novel treatments for viral diseases and cancer. The Company's strategy aims to capitalize on its broad portfolio and original expertise in virology. Ambrilia's product portfolio is comprised of oncology and antiviral assets, including two new formulations of existing peptides for cancer treatment, a targeted delivery technology for cancer, an HIV protease inhibitor program as well as HIV integrase and entry inhibitors, Hepatitis C virus inhibitors and anti- Influenza A compounds. Ambrilia's head office is located in Montreal. The Company is currently subject to court protection under the CCAA. AMBRILIA BIOPHARMA: Enters Global Licensing Deal With TaiMed ------------------------------------------------------------ TaiMed Biologics Inc. and Ambrilia Biopharma Inc., a publicly held biotechnology company based in Canada, announced today that the companies have signed a definitive agreement under which TaiMed Biologics will acquire exclusive worldwide rights to manufacture, develop and commercialize both protease inhibitor (PI) and integrase inhibitor programs for HIV. The PI program includes PPL-100, which has been shown to possess advantageous properties such as a high genetic barrier, a low cross-resistance profile and no requirement for ritonavir boosting in Phase 1 trials. Under the terms of the Transaction, Ambrilia will receive $250,000 USD in upfront payment and may also receive up to $7.6 million USD in development, regulatory and sales milestone payments. In addition to those payments, Ambrilia is also eligible to receive tiered royalties on the worldwide product sales. The Transaction was approved and authorized by the Commercial Chamber of the Superior Court of Montreal pursuant to an Order rendered. The need for such an approval and authorization stems from the fact that Ambrilia has been under the protection of the Companies' Creditors Arrangement Act, R.S.C. (1985) ch. C-36 ("CCAA") since July 31, 2009. "TaiMed Biologics has been dedicated to helping patients prevail over HIV since inception and is committed to the ongoing discovery, development and delivery of medicines to fight HIV/AIDS globally," said Dr. James Chang, CEO of TaiMed Biologics. "We have just completed the phase 2b clinical trial with our lead program, ibalizumab, a potent entry inhibitor for HIV. The PI and integrase inhibitor programs are welcomed assets as they will bolster and diversify our pipeline." "We are pleased to partner on our protease inhibitor and integrase inhibitor programs for HIV, including PPL-100, with TaiMed Biologics, a company with significant industry experience and the ability to successfully develop our HIV Antiviral Portfolio" said Richard La Rue, Interim President & CEO of Ambrilia" About TaiMed Biologics TaiMed Biologics, Inc. is a Taiwanese biotech company whose mission is to discover, develop and deliver innovative medicines that help patients prevail over serious infectious diseases. For more information, please visit http://www.taimedbiologics.com. About Ambrilia Biopharma Ambrilia Biopharma Inc. (CA:AMB 0.03, -0.04, -57.14%) -- http://www.ambrilia.com/-- is a biotechnology company focused on the discovery and development of novel treatments for viral diseases and cancer. The Company's strategy aims to capitalize on its broad portfolio and original expertise in virology. Ambrilia's product portfolio is comprised of oncology and antiviral assets, including two new formulations of existing peptides for cancer treatment, a targeted delivery technology for cancer, an HIV protease inhibitor program as well as HIV integrase and entry inhibitors, Hepatitis C virus inhibitors and anti- Influenza A compounds. Ambrilia's head office is located in Montreal. The Company is currently subject to court protection under the CCAA. AMERICAN AXLE: James McCaslin Does Not Own Any Securities --------------------------------------------------------- In a Form 3 filing with the U.S. Securities and Exchange Commission, James A. McCaslin, a director at American Axle & Manufacturing Holdings Inc., disclosed that he does not own any securities of the Company. A full-text copy of the filing is available for free at http://ResearchArchives.com/t/s?7521 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 Dec. 31, 2010 showed $2.11 billion in total assets, $2.58 billion in total liabilities and a $468.10 million stockholders' deficit. * * * 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 INSTITUTIONAL: Sec. 341(a) Meeting Scheduled for April 6 ----------------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of American Institutional Partners, LLC's creditors on April 6, 2011, at 3:00 p.m. The meeting will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room 2112, Wilmington, Delaware 19801. 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. Salt Lake City, Utah-based American Institutional Partners, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10709) on March 9, 2011. John D. McLaughlin, Jr., Esq., at Ciardi Ciardi & Astin, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate AIP Resort Development, LLC, filed a Chapter 11 petition (Bankr. D. Del. Case No. 10-25027) on April 19, 2010. AMR CORP: To Present at J.P. Morgan Conference on March 22 ---------------------------------------------------------- Beverly Goulet, vice president of Corporate Development and treasurer of American Airlines, Inc., a subsidiary of AMR Corporation, will speak at the J.P. Morgan Aviation, Transportation & Defense Conference on Tuesday, March 22, 2011, at approximately 9:30 a.m. ET. Ms. Goulet's presentation will focus on AMR's recent financial performance and the Company's outlook for the future. A webcast of Ms. Goulet's remarks along with accompanying slides will be made available via the investor relations section of the American Airlines Web site at http://www.aa.com/investorrelations Additionally, a replay of the speech will remain available for at least seven days following the event. 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. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. 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 Dec. 31, 2010, showed $25.09 billion in total assets, $29.03 billion in total liabilities and a $3.94 billion stockholders' deficit. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a '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. AMR CORP: American Completes Offering of $1-Bil. Secured Notes -------------------------------------------------------------- On March 15, 2011, American Airlines, Inc., a wholly-owned subsidiary of AMR Corporation, completed its private offering of $1,000,000,000 aggregate principal amount of 7.50% Senior Secured Notes due 2016 guaranteed by AMR. The Senior Secured Notes were sold only to qualified institutional buyers. The Senior Secured Notes and the Company's guarantee were issued under an Indenture, dated as of March 15, 2011, among American, AMR, U.S. Bank National Association, as trustee, and Wilmington Trust Company, as collateral trustee. The Senior Secured Notes will mature on March 15, 2016. The Notes bear interest at a rate of 7.50% per annum, payable semi-annually on March 15 and Sept. 15 of each year, beginning Sept. 15, 2011. The indebtedness evidenced by the Notes may be accelerated upon the occurrence of events of default under the Indenture which are customary for financings of this nature. The Notes will be senior secured obligations of American, unconditionally guaranteed on an unsecured basis by the Company. Subject to certain limitations and exceptions, the collateral will consist of certain route authorities, airport landing and take-off slots, and rights to use or occupy space in airport terminals, in each case that American uses to operate its non-stop scheduled air carrier services (i) between airports in the United States and Narita International Airport, Japan, Haneda Airport, Japan, and Heathrow Airport, England, (ii) between Chicago O'Hare International Airport, Illinois and Beijing Capital International Airport, China and (iii) between Chicago O'Hare International Airport, Illinois and Shanghai Pudong International Airport, China. American, at its option, may redeem some or all of the Senior Secured Notes at any time on or after March 15, 2013, at specified redemption prices, plus accrued and unpaid interest, if any. In addition, at any time prior to March 15, 2013, American, at its option, may redeem some or all of the Senior Secured Notes at a redemption price equal to 100% of their principal amount plus a "make-whole" premium and accrued and unpaid interest, if any. In addition, at any time prior to March 15, 2014, American, at its option, may redeem (1) up to 35% of the aggregate principal amount of the Senior Secured Notes with the proceeds of certain equity offerings at a redemption price of 107.5% of their principal amount, plus accrued and unpaid interest, if any, and (2) during any 12-month period, up to 10% of the original aggregate principal amount of the Senior Secured Notes at a redemption price of 103% of their principal amount, plus accrued and unpaid interest, if any. If American sells certain assets or if a "change of control" occurs, American must offer to repurchase the Senior Secured Notes at prices specified in the Indenture. A copy of the Indenture is available for free at: http://ResearchArchives.com/t/s?7545 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. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. 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 Dec. 31, 2010, showed $25.09 billion in total assets, $29.03 billion in total liabilities and a $3.94 billion stockholders' deficit. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a '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. AMR CORP: Boeing Purchase Agreement Treated Confidential -------------------------------------------------------- AMR Corporation submitted an application under Rule 24b-2 requesting confidential treatment for information it excluded from the Exhibits to a Form 10-K filed on Feb. 16, 2011. Based on representations by AMR Corporation that this information qualifies as confidential commercial or financial information under the Freedom of Information Act, 5 U.S.C. 552(b)(4), the Division of Corporation Finance has determined not to publicly disclose it. Accordingly, excluded information from the exhibit 10.159 will not be released to the public for until Jan. 1, 2019. The Exhibits relate to the Purchase Agreement with The Boeing Company. 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. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. 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 Dec. 31, 2010, showed $25.09 billion in total assets, $29.03 billion in total liabilities and a $3.94 billion stockholders' deficit. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a '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. APOLLO MEDICAL: Buys Aligned Healthcare for 5.5-Mil. Shares ----------------------------------------------------------- Apollo Medical Holdings, Inc., announced that it has acquired Aligned Healthcare, Inc., a provider of 24-hour physician call centers and specialized care management services to health plans, hospitals and medical groups. In exchange for a 100% ownership interest in Aligned, Apollo will issue 1,000,000 common shares to the shareholders of Aligned, and pay up to an additional 4,500,000 common shares over the next three years subject to a performance earnout based on cash flow. Raouf Khalil, MBA, Chief Executive Officer of Aligned, was named President of Aligned Healthcare and will be added to the Board of Directors of Apollo Medical Holdings. In addition, Jamie McReynolds, M.D. will become Chief Medical Officer and Bette Jane Reese, RN, MHA will become Chief Operating Officer of the Aligned Division respectively. Mr. Khalil has 23 years of experience in the healthcare industry. He began his career in banking on Wall Street. Subsequently, he founded Professional Home Health Services, a successful home health, home infusion, hospice and durable medical equipment business. He sold PHHS to Option Care, a national home infusion company. In 2001, he co-founded Care Level Management Group LLC. Mr. Khalil became Chief Executive Officer of CLM and grew the company to annual revenues of more than $50 million and had more than 460 employees in five states. CLM became a real healthcare innovator by pioneering the Personal Visiting Physician (PVP) delivery system, which provided round-the-clock access to doctors for chronically ill and elderly patients. CLM was sold to Inspiris in 2008. Mr. Khalil also founded and is Chief Executive Officer of Mobile Doctors 24-7 International, which provides healthcare services in the Middle East and founded Aligned Healthcare LLC in 2008. Mr. Khalil received an MBA from the University of Southern California in 1981. "The combination of ApolloMed and Aligned creates a powerful multidisciplinary care management organization that coordinates care across settings," stated Warren Hosseinion, M.D., Chief Executive Officer of Apollo Medical Holdings, Inc. "The new ApolloMed integrated model provides the infrastructure to help provider groups and health plans achieve objectives for utilization efficiency, quality of care and cost control within the shared accountability arrangements that are emerging within the new world of healthcare payment reform." "It is a pleasure to join forces with the management team of Aligned, an acknowledged leader in medical management. They have a proven track record providing scalable, patient-centered care management services for hospitals and health plans," stated Adrian Vazquez, M.D., President and Chairman of Apollo Medical Holdings, Inc. "By combining our two organizations, we will broaden our service offering to improve the quality of patient care in hospitals, post-acute care facilities and at home. It also enables us to achieve a balance between optimal length of stay and avoidance of readmissions." "Integrating inpatient care and outpatient services as well as providing 24/7 physician access is a unique value and essential for desired clinical and financial outcomes. The Aligned portfolio of care and transition services is strengthened considerably with the addition of ApolloMed's network of hospitalists. This combination of services does not exist in the market today and is in great demand as provider entities look for solutions to improve patient care and improve performance and accountability throughout their organizations," said Raouf Khalil, MBA, President of Aligned Healthcare. BJ Reese, RN, MHA brings 18 years of experience in health care management with an extensive background in care management operations, quality improvement, disease management, clinical consultative sales, account management and product implementation. Prior to joining Aligned, Ms Reese provided managed care consulting services for a variety of established and emerging health care clients on disease management, medical cost analysis, consultative sales and strategic planning for healthcare product introductions. Ms Reese served as Vice President of Account Management and Quality at Care Level Management Group LLC, where she established CLM's national account management strategy and developed standardized client reporting packages and client- specific program implementation strategies. Ms Reese started her managed care career at UnitedHealth Care in Minneapolis, where she held various corporate medical management positions for over 12 years involving development and implementation of a variety of clinical and operations programs for commercial and government- based business. Ms Reese has authored several white papers on medical management product positioning and has been a presenter at healthcare conferences on medical management issues. Prior to entering managed care, Ms Reese worked as a staff nurse in oncology, critical care and emergency/trauma. She holds a Masters in Health Administration, a mini MBA in Health Care and Quality Management, and a BA in Nursing. She received her original Diploma in Nursing in 1978 from Thomas Jefferson University in Philadelphia, PA. Jamie McReynolds, M.D. is a clinical physician with over 25 years of experience in family practice, clinical operations and the development of new care delivery systems. As Care Level Management's Senior Vice President for Clinical Operations and Best Practices, she led the Centers for Medicare and Medicaid Services demonstration project's implementation team and provided oversight of a multidisciplinary training committee. She has extensive knowledge of payment structures for Medicare and Medicaid as well as teaching experience with physicians and physician extenders. Dr. McReynolds received her medical degree from the University of New Mexico School of Medicine and performed her residency and fellowship at St. Joseph's Hospital and Medical Center in Arizona. Dr. McReynolds has won numerous awards throughout her clinical career. About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. The Company's balance sheet at Oct. 31, 2010, showed $1.29 million in total assets, $1.39 million in total liabilities, and a stockholders' deficit of S101,002. As reported in the Troubled Company Reporter on June 2, 2010, Kabani & Company, Inc., in Los Angeles, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended January 31, 2010. The independent auditors noted that the Company has an accumulated deficit of $1.24 million as of January 31, 2010, working capital of $1.07 million and cash flows used in operating activities of $338,141. ARMSTRONG WORLD: S&P Affirms 'BB-' Ratings; Outlook Negative ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Lancaster, Pa.-based Armstrong World Industries Inc. The rating outlook is negative. "At the same time, we assigned a 'BB-' issue-level rating (the same as the corporate credit rating) and '3' recovery rating to Armstrong's recently amended $550 million term loan B due 2018. The recovery rating of '3' indicates our expectation for meaningful (50% to 70%) recovery of principal in the event of payment default. We are affirming the 'BB-' issue-level rating and '3' recovery rating on Armstrong's existing $250 million revolving credit facility due 2015 and $250 million term loan A due 2015. "The ratings on Armstrong World Industries Inc. reflect what we consider to be the company's aggressive financial risk profile, including leverage of about 5x (including adjustments for pensions and operating leases) as of Dec. 31, 2010, and an aggressive financial policy following a November recapitalization that included an $800 million sponsor dividend," said Standard & Poor's credit analyst Megan Johnston. "The affirmation follows the recent amendment and restatement to Armstrong's senior secured credit agreement, which included an extension on the maturity of the firm's bank term loan B to 2018 from 2017, as well as reduced pricing." The credit facility also consists of a $250 million revolving credit facility due 2015 and a $250 million term loan A due 2015. The ratings and outlook incorporate our expectation that new residential and commercial construction will begin to recover in 2011, while repair and remodeling spending, from which Armstrong generates roughly 70% of its sales, will show a modest improvement. "Specifically, we expect repair and remodeling spending to increase by 5% in 2011. Standard & Poor's economists project housing starts to improve modestly, from the estimated 590,000 starts in 2010, but still well below historical annual starts of 1.5 million. The economists expect nonresidential construction to decline an additional 3% in 2011 after an approximate 14% decline in 2010," S&P said. "The negative rating outlook reflects our view that Armstrong's end markets, while likely to improve, will still remain weak compared with historical averages. While we expect debt to EBITDA to improve to about 3.5x in 2011 due to better operating performance, we think metrics could worsen if the recovery in residential and commercial construction is delayed, or if raw material price inflation cannot be offset through price increases. "We could lower the rating if Armstrong increases its use of debt for additional shareholder-friendly actions or debt-financed acquisitions. We could also lower the ratings if the company increased its leverage, or if continued weakness in the company's end markets resulted in lower-than-expected profitability, such that total adjusted debt (including operating leases and pensions) to EBITDA continues to exceed 5x by the end of 2011. "We would consider a positive rating action if the company succeeds in executing operating initiatives and strategies that could result in reduced leverage despite market weakness. Specifically, this could occur if the company reduced total adjusted leverage to about 3x, consistently produced FFO to debt of more than 25% and implemented business and financial strategies that we believed were consistent with a higher rating," S&P said. ATLANTA AUTOMOTIVE: Case Summary & 14 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Atlanta Automotive Corporation 1168 Joe Frank Harris Parkway Cartersville, GA 30120 Bankruptcy Case No.: 11-40800 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Northern District of Georgia (Rome) Debtor's Counsel: Edward F. Danowitz, Jr., Esq. DANOWITZ & ASSOCIATES, P.C. 300 Galleria Parkway, NW, Suite 960 Atlanta, GA 30339 Tel: (770) 933-0960 E-mail: edanowitz@danowitzlegal.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 14 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/ganb11-40800.pdf The petition was signed by Andrew Schatz, CEO. AVANTAIR INC: Files Prospectus Supplement for 11,425,307 Shares --------------------------------------------------------------- Avantair, Inc., filed with the U.S. Securities and Exchange Commission Post-Effective Amendment No. 1 to its Form S-1 relating to the sale or other disposition of up to an aggregate of 11,425,307 shares of common stock, including 455,887 shares of common stock underlying warrants issued by the Company, by stockholders. The stockholders may, from time to time, sell, transfer or otherwise dispose of any or all of their shares of common stock or interests in shares of common stock on any stock exchange, market or trading facility on which the shares are traded or in private transactions. These dispositions may be at fixed prices, at prevailing market prices at the time of sale, at prices related to the prevailing market price, at varying prices determined at the time of sale, or at negotiated prices. The Company will not receive any proceeds from the sale or other disposition of the shares of common stock by the Selling Stockholders. The Company is contractually obligated to pay all expenses of registration incurred in connection with this offering, except any underwriting discounts and commissions incurred by the Selling Stockholders. The common stock is currently quoted on the Over-the-Counter Bulletin Board under the symbol "AAIR.OB". On Feb. 15, 2011 the last reported sale price of the Company's shares was $2.50 per share. A full-text copy of the prospectus, as supplemented on Feb. 16, 2011, is available for free at: http://ResearchArchives.com/t/s?753a About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. As of June 30, 2010, Avantair operated 55 aircraft within its fleet, which is comprised of 46 aircraft for fractional ownership, 5 company owned core aircraft and 4 leased and company managed aircraft. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. The Company's balance sheet at Dec. 31, 2010 showed $114.81 million in total assets, $141.76 million in total liabilities, $14.66 million in commitments and contingencies and a $41.61 million stockholders' deficit. Avantair, Inc., reported a net loss of $4.0 million on $143.0 million of revenue for the fiscal year ended June 30, 2010, compared with a net loss of $4.5 million on $136.8 million of revenue for the fiscal year ended June 30, 2009. The Company reported a net loss of $8.88 million on $17.98 million of revenue for six months ended Dec. 31, 2010, compared with a net loss of $1.55 million on $23.20 million of revenue for six months ended Dec. 31, 2010. AVENUE L: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: Avenue L Realty LLC Law Office of Richard Tanenbaum 224 Franklin Avenue, B4 Hewlett, NY 11557 Tel: (347) 291-1776 Bankruptcy Case No.: 11-71580 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Richard Tanenbaum, Esq. 44 Court Street, Suite 917 Brooklyn, NY 11201 Tel: (347) 291-1776 Fax: (866) 413-9205 E-mail: nybankruptcy@gmail.com Scheduled Assets: $1,240,000 Scheduled Debts: $2,012,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Solomon Steinlauf, president. AVISTA CORPORATION: Moody's Lifts Preferred Shelf Rating to 'Ba1' ----------------------------------------------------------------- Moody's Investors Service upgraded the ratings of Avista Corporation including its senior secured debt to A3 from Baa1, senior unsecured debt to Baa2 from Baa3, preferred shelf rating to (P)Ba1 from (P)Ba2 and its affiliate Avista Corp. Capital Trust II to Baa3 from Ba1. The rating outlooks for Avista and Avista Corp. Capital Trust II are stable. Ratings Rationale "The upgrade reflects an improved liquidity profile, given the company's new $400 million credit agreement, which expires in February 2015, and continued support from Avista's regulatory commissions" said Kevin Rose, Vice President -- Senior Analyst. Avista's improved credit profile is due, in part, to the new $400 million senior secured revolving credit agreement, which the company entered into on February 11, 2011. Although Moody's deems the First Mortgage Bond security as somewhat limiting to any potential need for future financial flexibility with its banks, the security is in place solely at Avista's discretion which is a significant factor in Moody's liquidity analysis. The removal of the EBITDA to interest coverage covenant, which existed in the preceding credit agreement, is also viewed positively from a liquidity perspective. Avista continues to receive favorable regulatory approvals in its three operating jurisdictions, which have translated into improving credit metrics over the company's five year average. Recent rate increases, including a September 2010 approval in Idaho, November 2010 rate settlement approval in Washington and the most recent Oregon rate increase on March 10, 2011, have pointed toward a trend of sustainable credit metrics, which are appropriate for the Baa2 rating category. "Continued supportive rate case outcomes underpin Moody's expectation that Avista will exhibit intermediate-term credit metrics of CFO before working capital changes to debt and CFO pre-WC interest coverage in the high teens and approaching 4.0x, respectively," Rose added. The stable outlook incorporates Moody's view that Avista will continue to receive timely and predictable cost recovery in each of its regulatory jurisdictions and that the company's credit metrics will remain near current levels. It also assumes that Avista will finance an increasing capital expenditure budget with a balanced mix of debt and equity and will maintain sufficient liquidity levels throughout the construction period. A rating upgrade would be considered if Avista were to produce metrics of CFO pre-WC to debt above 20% and CFO pre-WC interest coverage of at least 4.0x, on a sustainable basis and without the one-time effects of beneficial tax impacts such as those derived from bonus depreciation. Avista's ratings could be negatively impacted if the level of regulatory support wanes, if the contribution of its unregulated business were to increase disproportionately to those of its regulated operations, or if CFO pre-WC to debt and CFO pre-WC interest coverage were to fall below 15% and 3.5x, respectively, for a sustainable period. Avista Corp. is an energy company, primarily involved in the production, transmission and distribution of energy through its Avista Utilities division. Avista is headquartered in Spokane, Washington. BAC INTERNATIONAL: Moody's Assigns 'D+' Bank Strength Rating ------------------------------------------------------------ Moody's Investors Service has assigned a bank financial strength rating of D+ to BAC International Bank, Inc., a 100%-owned subsidiary of Banco de Bogota. Moody's also assigned BAC global scale long and short term foreign currency deposit ratings of Baa3 and Prime-3, respectively. The rating outlook is stable. These ratings were assigned to BAC: -- Bank financial strength rating: D+, stable -- Long term global local currency deposit rating: Baa3, stable -- Short term global local currency deposit rating: Prime-3 -- Long term foreign currency deposit rating: Baa3, stable -- Short term foreign currency deposit rating: Prime-3 Ratings Rationale Moody's said that BAC's D+ BFSR and Baa3 stand-alone baseline credit assessment are supported by the bank's leading credit card and banking franchise in Central America and established regional footprint that position the bank well to take advantage of growth opportunities in retail and commercial banking throughout the region. The stand-alone ratings also reflect the bank's good profitability, fee generating capacity and earnings diversification, as well as its conservative management of asset quality, liquidity, and capital. BAC's operations and profitability benefit from strong customer-based core funding that emanates from its regional branch, ATM, and electronic payments network and is enhanced by its account and point-of-sale relationships with merchants through its card acquisition business. Positive economic and regulatory trends in the region also bode well for BAC's growth potential and credit quality. The Baa3 rating also takes into account BAC's experienced management team and tested risk management and governance practices. While there are transparency and control issues posed by the group's complex corporate structure across numerous jurisdictions, Moody's indicated that the group's centralized management of marketing, credit risk and systems of control, compliance, and audit help to mitigate those concerns. BAC is moreover subject to banking regulations in all of its markets of operation, including consolidated oversight by the Panamanian Superintendency of Banks as well as by the Colombian banking supervisors. BAC's December 2010 acquisition by Grupo Aval of Colombia through its flagship bank, Banco de Bogota, has been cited as strategic by its new owner because of BAC's expertise in credit card, mortgage, and consumer banking as well as a unique presence throughout Central America, a natural footprint for Bogota given both trade and cultural ties among the countries. While it remains unclear at this point what the financial impact the acquisition may ultimately have on BAC, Moody's views as relatively limited the risk that the parent would enact policies that would impair BAC's financial strength. A rating challenge for BAC is its riskier credit profile than that of the average commercial bank, because of its primary focus on consumer finance and in lesser developed Central American markets. Credit cards comprise some 25% of its loan book, with more than half concentrated in upper income customer segments, while residential mortgages comprise another 30%, together balanced by a broadly diversified portfolio of commercial loans in the various countries. The lack of true lenders of last resort in the fully or highly dollarized markets in which the bank operates also poses a challenge, as extraordinary support would be required in US dollars given the bank's predominantly US dollar-denominated balance sheet. This risk is partly mitigated by BAC's local core funding base and conservative liquidity management, which includes typically large holdings of cash and high quality securities, partly reflecting relatively high regulatory reserve requirements. A largely short term and relatively granular loan portfolio also represents a potential source of alternate liquidity for the bank as it did during the recent financial crisis, said Moody's. Systemic support is therefore not incorporated in BAC's Baa3 and Prime-3 foreign currency deposit ratings. Moody's, however, assesses a moderate probability of parental support because of the bank's dollarization and cross border domicile, which currently does not result in any uplift to the deposit ratings. Incorporated in Panama, BAC is the third largest banking group in Central America in assets and deposits, and the fourth largest in equity. As of December 31, 2010, the bank reported total assets of US$ 8.4 billion, deposits of $6.0 billion, equity of $930 million, and annual net income of $151.2 million. BATAA/KIERLAND: Section 341(a) Meeting Scheduled for April 12 ------------------------------------------------------------- The U.S. Trustee for Region 14 will convene a meeting of Bataa/Kierland, LLC's creditors on April 12, 2011, at 10:30 a.m. The meeting will be held at the US Trustee Meeting Room, 230 N. First Avenue, Suite 102, Phoenix, Arizona. 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. Scottsdale, Arizona-based Bataa/Kierland, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-05850) on March 9, 2011. Mark W. Roth, Esq., at Polsinelli Shughart P.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. BARNES BAY: Files for Chapter 11 with Sale Plan ----------------------------------------------- Barnes Bay Development Ltd. has filed a Chapter 11 plan in the United States Bankruptcy Court for the District of Delaware to facilitate the sale of the Viceroy Anguilla Resort and Residences. "We think this is the premier resort property in the Caribbean and we expect to make it even better." The sale of the property will be conducted under a Chapter 11 plan and in accordance with section 363 of the Bankruptcy Code. Barnes Bay has asked the Court for the sale to take place in Anguilla in compliance with Anguillan law -- a process that will result in an auction open to any interested bidder. A Starwood Capital Group controlled affiliate (Starwood Capital) owns the $358 million mortgage on Viceroy Anguilla and expects to acquire the resort as part of the sale and bankruptcy plan. Viceroy Anguilla is situated on 35 acres with more than 3,200 feet of beach frontage along both Barnes and Meads Bays. The resort has 166 luxury residences consisting of suites, penthouses, townhouses and villas ranging in size from approximately 500 square feet to nearly 6,200 square feet each with its own private pool and outdoor spaces ranging from 200 to over 2,800 square feet. Sixty-eight of the property's condos and villas sold for prices that ranged from $600,000 to $6.5 million. As part of the bankruptcy process, Starwood Capital will provide debtor-in-possession financing and an additional several million dollars to pay unsecured creditors in the event that it is the successful bidder at the auction and the bankruptcy plan is confirmed. The auction, which is subject to Court approval, is expected to occur in May and the Chapter 11 plan is expected to be completed within 70 to 90 days. According to representatives from Barnes Bay and Starwood Capital, the bankruptcy will have no impact on resort operations. The two firms have pledged to cooperate to avoid any interruption of service and ensure that the amenities, property maintenance and overall quality of guest experience are not diminished during this process. Viceroy Hotel Group, who will continue to manage the resort, said that guests can continue to expect the same extraordinary level of service and amenities from Viceroy Anguilla for which the property has become known. Barnes Bay also said that the resort's employees, local vendors and service providers will be paid as they always have been. Starwood Capital acquired the construction loan last year. During the past six months, the firm has invested approximately $12 million to finish construction and operate the property. If Starwood Capital successfully acquires the property at the auction and the bankruptcy plan is confirmed, the firm said it expects to invest additional millions of dollars later this year to further improve the guest experience. Additionally, Starwood Capital expects to work with the current buyers to close on the contracts that Barnes Bay signed for the sale of condos and villas and intends to reduce the purchase price of many residences to reflect the fact that almost two years have elapsed since the buyers intended to close. "Approximately $550 million has been invested in this resort," said a Starwood Capital spokesperson. "No expense was spared and the resort is truly stunning." "We want to own this property and we hope those individuals who have deposits with Barnes Bay will choose to close and take advantage of the significant savings we are offering," said the spokesperson. "We think this is the premier resort property in the Caribbean and we expect to make it even better." The Company has established a direct information line for interested parties. The number is 855-768-6750 or 212-660-6381. About Viceroy Anguilla Resort and Residences Situated on 35 lush acres with more than 3,200 feet of beach frontage along both Barnes and Meads Bays, Viceroy Anguilla evokes relaxed luxury in a stunning setting. The 134 private residences and 32 dedicated hotel suites are superbly designed and fully furnished oceanfront villas, beachfront townhouses, and bluff-top guestrooms - all with private pools and outdoor space. BARNES BAY: Case Summary & 31 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Barnes Bay Development Ltd. 421 South Beverly Drive, 7th Floor Beverly Hills, CA 90212 Bankruptcy Case No.: 11-10792 Debtor-affiliates that filed for Chapter 11 petitions: Entity Case No. ------ -------- Kor Duo II, LLC 11-10790 Kor Duo Investment Partners II, LP 11-10791 Chapter 11 Petition Date: March 17, 2011 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Peter J. Walsh Debtors' Counsel: Charles R. Gibbs, Esq. Michael P. Cooley, Esq. Sara J.L. Wahl, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Ave., Suite 4100 Dallas, TX 75214 Tel: (214) 969-2800 Fax: (214) 969-4343 http://www.akingump.com Debtors' Co-Counsel: Chun I. Jang, Esq. Paul Noble Heath, Esq. Travis A. McRoberts, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street P.O. Box 551 Wilmington, DE 19899 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: jang@rlf.com heath@rlf.com mcroberts@rlf.com Debtors' Claims & Notice Agent: KURTZMAN CARSON CONSULTANTS LLC Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Bradford Korzen. Barnes Bay's List of 31 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ SOF-VIII Hotel II Anguilla Deficiency/ $195,000,000 591 W. Putnam Avenue Unsecured Debt Greenwich, CT 06830 Exclusive Resorts Residence Purchase $7,078,500 1717 Rhode Island Avenue, N.W., Contract Suite 900 Washington, DC 20036 World Class Pools Contract $5,000,000 1875 Century Park East, Suite 550 Los Angeles, CA 90067 David B. Small Residence Purchase $3,425,050 1765 Lake Avenue, Suite 1800 Contract Highland Park, IL 60035 Gary L. Tilkin Residence Purchase $2,580,000 618 Kenmoor Avenue, SE Contract Grand Rapids, MI 49546 Adam Zoia Residence Purchase $2,544,822 1965 Broadway PH 3C Contract New York, NY 10023 Stephen Paluszek Residence Purchase $2,430,000 242 E. 19th Street PHW Contract New York, NY 10003 Joel Greenberg & Marcy Gringlas Residence Purchase $2,070,000 727 Merion Square Road Contract Gladwyne, PA 19035 Royal Butterfly LLC Residence Purchase $1,999,000 40 Worth Street, Suite 1415 Contract New York, NY 10013 RJR Victory LTD Residence Purchase $1,998,000 8130 Indian Hill Road Contract Cincinnati, OH 45243 Ellit Eichner and David Residence Purchase $1,878,120 Sonnenblick Contract 1901 Avenue of the Stars, Suite 175 Los Angeles, CA 90067 Sozo Anguilla, Inc. Residence Purchase $1,853,775 300 E. Mcbee Avenue, #200 Contract Greenville, SC 29601 Carillion Construction (West Residence Purchase $1,603,686 Indies) Limited Contract Brickfield Road, Carapachaima Trinidad, West Indies Viceroy Hotel Group Contract $1,547,761 1212 South Flower Street, Suite 100 Los Angeles, CA 90015 Steven Tuttleman Residence Purchase $1,251,000 145 Hudson Street, #401 Contract New York, NY 10013 Gary Black and Florence Black Residence Purchase $1,231,900 19 Baldwin Road Contract Saddle River, NJ 07458 Mark Frederickson Residence Purchase $1,012,000 11560 Spur Road Contract Monterey, CA 93940 Grant Gibson Residence Purchase $999,000 4271 Quail Run Place 3 Contract Danville, CA 94506 Global Futures and Forex, Ltd. Residence Purchase $832,122 618 Kenmoor Avenue, SE Contract Grand Rapids, MI 49546 David Ott Residence Purchase $796,500 2187 Quaethem Drive Contract Chesterfield, MO 63005 Leonardo Locascio Residence Purchase $792,000 c/o Winebow Contract 75 Chestnut Ridge Road Montvale, NJ 07645 Zoilo Nieto Residence Purchase $740,000 5411 City Place Contract Edgewater, NJ 07020 George Kalogridis Residence Purchase $658,000 4819 Maple Avenue Contract Dallas, TX 75219 JMC Anguilla, Inc. Residence Purchase $629,364 302 E. McBee Avenue, 2nd Floor Contract Greenville, SC 29603 Anthony Graham Residence Purchase $522,000 834 S. Broadway, 11th Floor Contract Los Angeles, CA 90014 22 Bond Street LLC Residence Purchase $500,500 608 Stanford Contract Houston, TX 77019 Doug Harmon Residence Purchase $487,500 40 W. 57th Street, 22nd Floor Contract New York, NY 10021 Richard C. Afrookteh and Carole Residence Purchase $459,000 Sue Sheain Contract 312 Cedarcroft Road Baltimore, MD 21212 Azure Water, LLC Residence Purchase $455,000 362 W. Broadway, #4 Contract New York, NY 10013 Arthur Marcus and Hilda Shuman Residence Purchase $441,000 Chestnut Hill, MA 02467 Contract IMI Contract undetermined 55 Beattie Place, Suite 100 Greenville, SC 29601 BERNARD L. MADOFF: Picard Said He Knew Facts in Levy Settlement --------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the trustee for Bernard L. Madoff Investment Securities Inc. said in a court filing March 16 that he knew all the relevant facts when the bankruptcy court approved a $220 million settlement in early 2010 with the estate of deceased New York real estate investor Norman F. Levy. Mr. Rochelle relates that the trustee's papers were filed in opposition to a motion in February on behalf of what lawyer Helen Davis Chaitman said were dozens of customers. She alleged that "stunning" facts came to light last month indicating the Madoff trustee settled too cheap when he took $220 million without a courtroom fight. According to Mr. Rochelle, a bankruptcy judge will hold a hearing March 30 on whether to overturn the settlement. Mr. Levy's relatives said in a filing that the settlement should have "finality." 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 Dec. 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 Feb. 18, 2011, a total of US$6.85 billion in claims by investors has been allowed, with US$791.1 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. BERNARD L. MADOFF: Trustee's Suit Proceeds vs. Madoff's Wife ------------------------------------------------------------ Linda Sandler at Bloomberg News reports that Ruth Madoff's account at Bank of New York Mellon Corp. received "fraudulent" transfers of at least $14 million, said the trustee liquidating her husband Bernard Madoff's firm, who wants to "recapture" $44.8 million. Irving Picard, the trustee, said last week that he had asked the bank for the couple's monthly bank statements, canceled checks and other records from January 2002 through December 2008. Bank of New York had no objection to providing them, he said in the March 10 filing in U.S. Bankruptcy Court in Manhattan. Ms. Madoff, according to Bloomberg News, is due to respond to the suit by March 31. She forfeited houses, jewels and bank accounts to the U.S. government in June 2009, according to a list attached to the forfeiture order. In the Bank of New York account, some transfers masqueraded as interest payments on loans made by Madoff companies, which should have gone to the businesses and not to the owner's wife, Mr. Picard said, according to the report. A $2.3 million deposit originating in the Madoff brokerage was used "for the purchase of a yacht for the personal enjoyment of Mrs. Madoff and her family," Mr. Picard said. As reported in the July 30, 2009 edition of the TCR, Irving L. Picard, the Trustee appointed to liquidate the business of Bernard L. Madoff Investment Securities LLC, has filed a lawsuit against Ruth Madoff seeking to recapture at least $44,822,355 in funds that were transferred from BLMIS during the past six years directly to Mrs. Madoff or for her benefit to companies in which she was an investor. Mr. Picard detailed 111 transactions which he alleges were fraudulent transfers or conveyances recoverable under the Bankruptcy Code. Noting that "for decades, Mrs. Madoff lived a life of splendor using the money of BLMIS's customers," Mr. Picard stated in the complaint that "regardless of whether or not Mrs. Madoff knew of the fraud her husband perpetrated" money she received from BLMIS should be recovered "to the extent possible for the benefit of BLMIS and its defrauded customers." 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 Dec. 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 Feb. 18, 2011, a total of US$6.85 billion in claims by investors has been allowed, with US$791.1 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. BERNARD L. MADOFF: House Panel Demands Docs on SEC Atty's Ties -------------------------------------------------------------- Bankruptcy Law360 reports that a U.S. House of Representatives oversight committee subpoenaed a slew of documents Wednesday about money former U.S. Securities and Exchange Commission general counsel David Becker inherited from funds invested with Ponzi schemer Bernard L. Madoff. According to Law360, the subpoenas from House Committee on Oversight and Government Reform Chairman Darrell Issa, R-Calif., were issued to Irving Picard, trustee for Bernard L. Madoff Investment Securities LLC. As reported in the Feb. 28, 2011 edition of the Troubled Company Reporter, U.S. House Republicans has asked SEC Chairman Mary Schapiro to disclose details of the participation of the agency's chief lawyer in the investigation of Madoff's Ponzi scheme. The SEC had said that the agency's departing general counsel, David M. Becker, didn't recuse himself from the Madoff probe after he and his brothers inherited about $2 million in 2004 from their mother's investment with the jailed financier. 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 Dec. 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 Feb. 18, 2011, a total of US$6.85 billion in claims by investors has been allowed, with US$791.1 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. BIOJECT MEDICAL: Amends Bylaws to Permit One-Member Committee ------------------------------------------------------------- On March 10, 2011, Bioject Medical Technologies, Inc., amended its Bylaws to permit committees of the Company's Board of Directors to be made up of one or more members. Before the amendment, committees of the Company's Board of Directors were required to have at least two members. A copy of the bylaws, as amended, is available for free at http://ResearchArchives.com/t/s?754a About Bioject Medical Bioject Medical Technologies Inc. (OTCBB: BJCT) -- http://www.bioject.com/-- based in Portland, Oregon, is an innovative developer and manufacturer of needle-free injection therapy systems. The Company is focused on developing mutually beneficial agreements with leading pharmaceutical, biotechnology, and veterinary companies. The Company's balance sheet at Sept. 30, 2010, shows $3.93 million in total assets, $2.06 million in total current liabilities, $1.18 million in deferred revenue, $351,148 in other long-term liabilities, and stockholder's equity of $338,370. At Sept. 30, 2010, the Company reported cash of $0.3 million and a working capital deficit of $0.2 million. * * * Moss Adams LLP, in Portland, Oregon, which audited the Company's 2009 results, expressed substantial doubt about the Company's ability to continue as a going concern. The auditor noted that the Company has suffered recurring losses, has had significant recurring negative cash flows from operations, and has an accumulated deficit. BORDERS GROUP: Court to Grant Approval of $505-Mil. Financing ------------------------------------------------------------- Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York said he will grant final approval of Borders Group, Inc. and its debtor affiliates' motion to borrow up to $505 million in postpetition financing after changes to the initial agreement with the lenders are approved and filed with the Court, Tiffany Kary of Bloomberg News reports. "When I look at the incremental cost of new money coming in, it's pretty steep," Judge Glenn commented at a March 15, 2011, hearing, Bloomberg notes. The loan nonetheless appeared to be the best available option for Borders, Judge Glenn said, according to the report. Counsel to the Debtors, David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, told Judge Glenn at the hearing that the Debtors must have credit because "without that, it can't survive," Bloomberg relays. The DIP Credit Agreement contemplates financing of a $450,000,000 Working Capital Facility and a $55,000,000 Term Loan B Facility. The Working Capital Facility is further comprised of a $410,000,000 million revolver credit facility, a $20,000,000 "first in last out" term loan, and an additional $20,000,000 cash management facility. The Debtors have previously been granted interim access of up to $400,000,000 of the DIP Loan Facility. As of March 14, 2011, objections to the final approval of the DIP Loan Motion filed by Bell County and County of Denton, Burleson ISD, City of Burleson, City of Colleyville, Grapevine-Colleyville ISD, City of Grapevine, Clear Creek ISD, Woodlands Metro MUD, Woodlands RUD #1, and Baybrook MUD #1; Lewisville Independent School District; and Verizon Communications, Inc. have been consensually resolved, Mr. Friedman related in a notice filed with the Court. Mr. Friedman further disclosed that the parties have reached a tentative agreement resolving the Official Committee of Unsecured Creditors' objection to the DIP Loan Motion. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: Court to OK Injunction Against Utilities ------------------------------------------------------- At a hearing held on March 15, 2011, Judge Martin Glenn said he would approve Borders Group Inc.'s motion for injunction against utility companies with some revisions, Tiffany Kary of Bloomberg News related. Judge Glenn also pointed to Jeffrey Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, that the Debtors' motion is "taken almost verbatim" from a motion for injunction against utility companies in Blockbuster's bankruptcy case drafted by Weil, Gotshal & Manges LLP, but that Mr. Gleit did not cite Weil, Bloomberg related. As a result, Judge Glenn prohibited Kasowitz Benson from charging fees for its work on the Debtors' Motion, including those for inserting the Borders case caption on a Weil pleading, Bloomberg noted. Mr. Gleit, a former Weil associate, apologized to Judge Glenn for his mistake, saying that he often sees passages he drafted in Weil's motions, Bloomberg stated. As of March 14, 2011, the objections of Nevada Power Company; Public Service Company of New Mexico; Potomac Electric Power Company, Florida Power & Light Company, Entergy, Delmarva Power, Central Maine Power Company, and Atlantic City Electric; and Puerto Rico Electric Power Authority have been consensually resolved, according to the Debtors' counsel, David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York. Mr. Friedman further disclosed that the hearing on the objection of Allegheny Power has been consensually adjourned until April 7, 2011. A formal order on the Utility Motion has yet to be entered by the Court. * * * Public Service of Company of New Mexico withdrew its objection and incorporated memorandum of law, citing that it has resolved its dispute with the Debtors via a settlement. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: NYSE Delists Common Stock ---------------------------------------- The New York Stock Exchange LLC filed with the U.S. Securities and Exchange Commission on March 9, 2011, a notification of removal from listing and registration of common stock of Borders Group, Inc. Pursuant to Section 240.12d2-1 of Title 17 of the Code of Federal Regulations, the NYSE has complied with its rules to strike the class of securities from listing or withdraw registration on the Exchange. The NYSE will remove the BGP symbol from the roster of company tickers on the exchange on March 21, Crain's Detroit Business said in a separate report. Crain's Detroit noted that taking the Borders symbol is a technicality as the NYSE suspended all public trading for Borders when the company filed for bankruptcy on February 16, 2011. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: Manga Publisher Lays Off Staff --------------------------------------------- Stu Levy, chief executive officer of North American manga publisher Tokyopop, cited the Borders Group, Inc.'s Chapter 11 filing case as reason for the layoffs of the publisher's editors, Anime News Network related, citing the ICv2 retail news source. "Borders -- our biggest customer -- went bankrupt, owed us a lot money, which they didn't pay us, and as a result we are in a very challenging situation, and have had to react quickly to the situation. We did need to let a few people go - and it's horrible for everyone involved to ever have to let people go. We will continue to do everything we can to evolve the manga business and we very much appreciate the support of our fans, our partners, our creators, and out retail customers," Mr. Levy said, the report related. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BOSTON BIOMEDICAL: S&P Cuts Rating to 'BB+' on Poor Fin'l Trends ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'BB+' from 'BBB-' on the series 1999 Boston Biomedical Research Institute bonds issued by the Massachusetts Development Finance Agency based on the institute's negative operating performance, reduced levels of financial resources, and a continued high debt burden. The 'BB+' rating reflects Standard & Poor's view of BBRI's operating deficits for three fiscal years with another, albeit smaller, deficit expected for fiscal 2011, as well as a small revenue base, lack of revenue diversity, and high debt burden. Standard & Poor's believes BBRI's positive rating factors include its role as a center for basic biomedical research; a long history of NIH funding; strong collaborative relationships with top universities, medical schools, biotechnology industry and hospitals; and strong financial resource levels for the rating category. Standard & Poor's also considers BBRI's growing level of grants and contracts in fiscals 2010 and 2011 another positive rating factor; however, this is balanced by an uncertain future federal funding environment. "The stable outlook reflects our expectation that, over the next 24 months, BBRI will continue to improve its operating performance, diversify its revenue base with the growth of contributions, and maintain financial resources that are consistent with the rating category," said Standard & Poor's credit analyst Nick Waugh. "We could consider a negative rating action during the outlook period, if there is a deterioration in operating performance, or a reduction in financial resources relative to the rating category," said Mr. Waugh. Standard & Poor's does not expect to raise the rating during the outlook period given current weak operating performance, and the uncertain federal funding environment; however, the generation of positive operations on a full accrual basis would be viewed favorably. The bonds are a general obligation of BBRI, which used proceeds to finance the purchase and renovation of a new headquarters building in Watertown, Mass. As of the fiscal year ended June 30, 2010, BBRI had $14.1 million of debt (including capital leases), which is being paid down every year. BBRI is an independent not-for-profit institution dedicated to basic biomedical research to promote the understanding, treatment, and prevention of specific human diseases, and to the training of research scientists. BOWE SYSTEC: PBGC to Cover Pensions for US Unit's Workers --------------------------------------------------------- The Pension Benefit Guaranty Corporation will cover the retirement benefits of nearly 800 employees and retirees of Bowe Bell + Howell Co., a maker of high-speed postal inserting and sorting systems based in Wheeling, Ill. The PBGC, which safeguards the pensions of 44 million Americans, acted because Bowe Bell + Howell's parent company, Bowe Systec AG of Augsburg, Germany, is selling all its assets in bankruptcy. Following the sale, the pension plan will be abandoned, leaving PBGC to pay about $21 million in unfunded benefits. By taking action before the sale, the agency can more easily recover assets from the company and its units to help pay benefits to members of Bowe Bell + Howell's retirement plan. In general, PBGC will pay the benefit that a retiree would earn if they retired at age 65. However, there is a legal maximum, $54,000 per year for a 65-year-old, and lower for people who retire before age 65 or choose survivor benefits. In addition, certain early- retirement payments and recent benefit increases are generally not covered. Further information is available at the PBGC Web site, www.pbgc.gov, or by calling toll-free 1-800-400-7242. TTY/TDD users should call the federal relay service toll-free at 1-800- 877-8339 and ask for 800-400-7242. Bowe Bell + Howell retirees who get their pension from PBGC may be eligible for the federal Health Coverage Tax Credit. For more information, see http://www.pbgc.gov/wr/benefits/hctc/hctc-faqs.html PBGC, which receives no taxpayer funds, will take over the pension plan assets and use insurance premiums to pay covered benefits. The company's pension plan has $24.6 million in assets to cover $45.5 million in benefit liabilities, according to the PBGC. The agency expects to cover $20.8 million of the $20.9 million shortfall. PBGC's action will not have a significant impact on the agency's financial statements. PBGC included an estimate of Bowe Bell + Howell's benefit payments in its fiscal year 2010 financial statements, in keeping with generally accepted accounting principles. BRANCHWOOD PROPERTIES: Case Summary & Creditors List ---------------------------------------------------- Debtor: Branchwood Properties Associates, LLC dba A 2nd Attic 3324 Talladega Springs Road Sylacauga, AL 35150 Bankruptcy Case No.: 11-40687 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Northern District Of Alabama (Anniston) Judge: James J. Robinson Debtor's Counsel: Harry P. Long, Esq. HARRY P. LONG P.O. Box 1468 Anniston, AL 36202 Tel: (256) 237-3266 E-mail: hlonglegal@aol.com Scheduled Assets: $3,512,230 Scheduled Debts: $2,529,507 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/alnb11-40687.pdf The petition was signed by Bruce Livingston, member. BROWN PUBLISHING: Improves Plan Ahead of April 5 Hearing -------------------------------------------------------- U.S. Bankruptcy Judge Dorothy T. Eisenberg will convene a hearing on April 5, 2011 at 11:00 a.m. Eastern Time, to consider approval of the disclosure statement explaining the proposed Chapter 11 Plan of Liquidation of The Brown Publishing Company, Brown Media Holdings Company, and their respective debtor affiliates and subsidiaries. The Debtors submitted their proposed Plan and Disclosure Statement on Nov. 12, 2011. The bankruptcy judge was scheduled to convene a hearing on Dec. 16, 2010, but the Debtors and the Official Committee of Unsecured Creditors agreed to the adjournment of the disclosure statement hearing until Feb. 8 in light of the pre- trial conference scheduled for Dec. 16 in connection with the lawsuit commenced by the Committee against PNC Bank, N.A. (the agent of the prepetition secured first lien lenders) and other parties. Counsel for the Debtors sent a notice last month that the disclosure statement hearing has again been adjourned, with the hearing now scheduled for April 5, 2011 at 11:00 a.m. Eastern Time. The Debtors on March 4 filed their First Amended Joint Chapter 11 Plan of Liquidation and First Amended Disclosure Statement. The Debtors also filed black-lined copies to show changes from the Nov. 12, 2010 iteration of the documents. As of the Petition Date, the Debtor owed lenders owed $72,727,041 under a revolver provided by a first lien credit agreement and $24,300,336 under a term loan provided by a second lien agreement. In September 2010, the Debtors sold most of their assets for $27,090,000 to DPH Holdings, LLC, and Ohio Community Media, LLC. The Debtors have used the proceeds of the sales to pay the first lien lenders. The first lien lenders still have deficiency claims of $45,637,041. The Plan provides for the creation of a Liquidating Trust that will undertake to liquidate the Debtors' remaining assets, resolve all outstanding Claims against, and Interests in, the Debtors, and investigate and if appropriate, pursue any causes of action that may belong to the Debtors' estates. According to the Amended Disclosure Statement, holders of general unsecured claims totaling $38,000,000 will recover 0.7% of their claims in cash. The pay off to the unsecured creditors will be funded from the "GUC Gift", i.e. the up to $275,000 to be set aside for the benefit of holders general unsecured claims. Holders of equity interests won't receive anything. According to the Amended Plan, in exchange of the withdrawal of the lawsuit filed by the Committee, the first lien lenders have agreed to make a payment to the liquidating trust in the amount of $870,000 (of which $620,000 will be refundable to the lenders) and allow the trust to use $450,000 of cash collateral to fund the implementation of the Plan. Payments of remaining obligations to professionals will be capped at $1,320,000. To the extent the allowed retained professional fee claims exceed the cap, the professionals will defer, or waive payment, of the shortfall until the final distribution date. The liquidating trust will dispose of the remaining assets of the Debtors. Once the GUC Gift has been funded and the $620,000 plan advance has been paid from the proceeds of the sales, 70% of the additional net proceeds will be paid to the first lien lender on account of its deficiency claim. The remaining 30% will be used to satisfy the Professional Fee Shortfall, if any, until paid in full and (ii) thereafter to be paid into a segregated account for distribution to holders of general unsecured claims. As of Feb. 6, 2011, the Debtors have cash on had on about $806,000. A liquidating trust may realize additional funds from the prosecution of causes of action. A black-lined copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/BrownPublishing.BlacklinedDS.pdf About Brown Publishing Headquartered in Cincinnati, Ohio, The Brown Publishing Company owns business publications in Ohio, Utah, Texas, South Carolina, New York, and Iowa. Brown publishes 15 daily, 32 weekly, 11 business and 41 free publications. There are also 51 websites. Seventy-eight of the publications are in Ohio. Brown publishes Dan's Papers, the weekly newspaper with the largest circulation in the area of eastern Long Island, New York, known as the Hamptons. Brown also publishes the Montauk Pioneer, which it calls the official newspaper of Montauk, New York. On April 30, 2010, and May 1, 2010, each of the Company, Brown Media Holdings Company, and their respective debtor affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Lead Case Case No. 10-73295). Edward M.Fox, Esq., at K&L Gates LLP, in New York, assists the Debtors in their restructuring effort. Mesirow Finanial Consulting, LLC, is the Debtors' financial advisor. Sam B. Mitchell is the Debtors' investment banker, and CBIZ MHM, LLC, is the Debtors' accountants. Epiq Systems is the claims and notice agent. Cole, Schotz, Meisel, Leonard & Forman, P.A., acts as counsel for the Creditors' Committee. Argus Management Corporation serves as financial advisor to the Creditors Committee. The Brown Publishing Company estimated $10 million to $50 million in assets and debts in its Chapter 11 petition. Brown Media Holdings Company disclosed assets of $94 million against debt totaling $104.6 million. On Sept. 3, 2010, the Debtors completed the sale of substantially all of their assets. The Debtor sold most of the assets of Ohio- based newspaper chain Brown Publishing Co. to Ohio Community Media LLC, which was formed by the Company's lenders, for about $21.8 million. BULLDOG LANES: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Bulldog Lanes, LLC 400 Highway 12 West Starkville, MS 39759 Bankruptcy Case No.: 11-11221 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Northern District of Mississippi (Aberdeen) Debtor's Counsel: Craig M. Geno, Esq. HARRIS JERNIGAN & GENO, PLLC P.O. Box 3380 Ridgeland, MS 39158-3380 Tel: (601) 427-0048 E-mail: cmgeno@hjglawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by William D. Norris, Jr., member. C&D TECHNOLOGIES: effects 1-for-35 Reverse Stock Split ------------------------------------------------------ C&D Technologies, Inc., filed an amendment to its amended and restated certificate of incorporation to decrease the number of authorized shares of the Company's common stock, par value $.01 per share, from 600,000,000 to 25,000,000. The Amendment also effected a reverse stock split of the issued and outstanding and treasury shares of Common Stock at a ratio of 1-for-35. Pursuant to the Reverse Stock Split, each 35 shares of the issued and outstanding and treasury shares of Common Stock will be combined and reclassified into 1 share of Common Stock. Each stockholder otherwise entitled to receive a fractional share of Common Stock as a result of the reverse stock split will receive one full share of Common Stock in lieu of the Company issuing such fractional share or paying cash in respect thereof. The Company previously filed an Information Statement on Schedule 14C with the Securities and Exchange Commission describing, among other things, the Authorized Share Reduction and the Reverse Stock Split. About C&D Technologies C&D Technologies, Inc., is a manufacturer, marketer and distributor of electrical power storage systems for the standby power storage market. The Company makes lead acid batteries and standby power systems that integrate lead acid batteries with other electronic components, which are used to provide backup or standby power for electrical equipment in the event of power loss from the primary power source. The Company's balance sheet at Oct. 31, 2010, showed $250.37 million in assets, $265.79 million in liabilities and a stockholders' deficit of $15.42 million. C&D Technologies in December 2010 escaped a bankruptcy filing after completing an out-of-court restructuring that reduced the Company's total debt from approximately $175 million to $50 million. The Company in September had entered into a restructuring support agreement with noteholders to a restructuring that will be effected through (i) an offer to exchange the Company's outstanding notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code, if the exchange offer fails to get the requisite support. C&D Technologies elected not to make a semi-annual interest payment due on its 5.25% Convertible Senior Notes due 2025 on November 1, 2010. CANAL CAPITAL: Incurs $62,470 Net Loss in Jan. 31 Qtr. ------------------------------------------------------ Canal Capital Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $62,470 on $70,244 of real estate revenues for the three months ended Jan. 31, 2011, compared with a net loss of $75,262 on $76,230 of real estate revenues for the same period during the prior year. The Company's balance sheet at Jan. 31, 2011 showed $2.57 million in total assets, $2.17 million in total liabilities, and $400,572 in stockholders' equity. The Company said in the Form 10-Q that while it is currently operating as a going concern, certain significant factors raise substantial doubt about its ability to continue as a going concern. The Company has suffered recurring losses from operations and is obligated to continue making substantial annual contributions to its defined benefit pension plan. A full-text copy of the Quarterly Report is available for free at: http://ResearchArchives.com/t/s?7556 About Canal Capital Port Jefferson Station, N.Y.-based Canal Capital Corporation is engaged in two distinct businesses -- real estate and stockyard operations. Canal's real estate properties are located in Sioux City, Iowa, South St Paul, Minnesota, St Joseph, Missouri, Omaha, Nebraska and Sioux Falls, South Dakota. The properties consist, for the most part, of an Exchange Building (commercial office space), land and structures leased to third parties (rail car repair shops, lumber yards and various other commercial and retail businesses) as well as vacant land available for development or resale. Canal currently operates one central public stockyard located in St. Joseph, Missouri. Canal closed the stockyard it operated in Sioux Falls, South Dakota in December 2009. Going Concern Doubt In its annual report on Form 10-K for fiscal year ended Oct. 31, 2010, the Company said significant factors raise substantial doubt about the Company's ability to continue as a going concern. "The Company has suffered recurring losses from operations and is obligated to continue making substantial annual contributions to its defined benefit pension plan." Due to financial constraints Canal's fiscal 2010 and 2009 financial statements have been presented in the Form 10-K without benefit of independent audit. Canal's stock is no longer listed over-the-counter on the "pink sheets". The stock was delisted by the SEC as a result of Canal's filing its fiscal 2009 Form 10-K without benefit of an independent audit. CASCADE BANCORP: Lowers Net Loss to $13.65-Mil. in 2010 ------------------------------------------------------- Cascade Bancorp filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $13.65 million on $84.98 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $114.83 million on $106.81 million of total interest and dividend income during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $1.71 billion in total assets, $1.70 billion in total liabilities and $10.05 million in total stockholders' equity. A full-text copy of the Annual Report is available for free at: http://ResearchArchives.com/t/s?754f About Cascade Bancorp Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its wholly-owned subsidiary, Bank of the Cascades, offers full-service community banking through 32 branches in Central Oregon, Southern Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho. Cascade Bancorp has no significant assets or operations other than the Bank. Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank of The Cascades. The rating company says that the institution currently demonstrates what it considers to be significant weaknesses and has also failed some of the basic tests it uses to identify fiscal stability. "Even in a favorable economic environment," Weiss says, "it is our opinion that depositors or creditors could incur significant risks." As of March 31, 2010, the bank's balance sheet showed $2.088 billion in assets. CELL THERAPEUTICS: CEO J. Bianco Has New 2-Year Contract -------------------------------------------------------- On March 9, 2011, the Compensation Committee of the Board of Directors of Cell Therapeutics, Inc., approved an employment agreement with James A. Bianco, M.D., Chief Executive Officer of the Company, effective Jan. 1, 2011 to replace Dr. Bianco's existing employment agreement that had expired on Dec. 31, 2010. The initial term of the Employment Agreement is two years, subject to automatic annual extensions unless either party gives advance written notice of its intent not to extend the term. Pursuant to the Employment Agreement, Dr. Bianco will continue to receive a base salary of $650,000, which has remained unchanged since 2005, and will continue to be considered for an annual bonus with a target bonus of at least 50% of his annual base salary upon 100% achievement of the applicable goals established for the corresponding year. Dr. Bianco's annual bonus may be up to 125% of his annual base salary for performance in excess of the applicable goals. Pursuant to the Employment Agreement, if Dr. Bianco's employment is terminated by the Company without cause or if he resigns for good reason, he will receive the following severance benefits: (1) cash severance equal to two years of his base salary; (2) reimbursement for up to two years by the Company for COBRA premiums to continue his medical coverage and that of his eligible dependents; and (3) continued payment for up to two years by the Company of premiums to maintain life insurance paid for by the Company at the time of his termination. In addition, Dr. Bianco would be entitled to accelerated vesting of all of his then-outstanding and unvested stock-based compensation, and his outstanding stock options would remain exercisable for a period of two years following the severance date. In the event of a change of control of the Company, if Dr. Bianco is terminated without cause or resigns for good reason upon or within two years after the change of control, he will receive cash severance in the form of a lump sum payment equal to two years of his base salary, plus an amount equal to the greater of the average of his three prior years' bonuses or thirty percent of his base salary, as well as the benefits and (3) above. Dr. Bianco's right to receive these severance benefits is conditioned upon his executing a release of claims in favor of the Company and complying with certain restrictive covenants set forth in the Employment Agreement. Further, if the Company is required to restate financials due to its material noncompliance with any financial reporting requirement under the U.S. securities laws during any period for which Dr. Bianco was Chief Executive Officer of the Company or Dr. Bianco acts in a manner that would have constituted cause for his termination had he been employed at the time of such act, Dr. Bianco will not be entitled to any severance benefits that have not been paid, and will be required to repay any portion of the severance to the Company that has already been paid. The Employment Agreement further provides that if there is a change of control of the Company during Dr. Bianco's employment with the Company, all of his then-outstanding and unvested stock- based compensation will fully vest and all outstanding stock options will remain exercisable for a period of two years following Dr. Bianco's severance date. Dr. Bianco is not entitled to any tax gross-up payments from the Company. Instead, should any benefits payable to Dr. Bianco in connection with a change in control of the Company be subject to the excise tax imposed under Sections 280G and 4999 of the U.S. Internal Revenue Code of 1986, Dr. Bianco will be entitled to either payment of the benefits in full (but no gross-up payment) or a reduction in the benefits to the extent necessary to avoid triggering the excise tax, whichever would result in his receiving the greater benefit on an after-tax basis. A copy of the Employment Agreement is available for free at: http://ResearchArchives.com/t/s?7549 About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a biopharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company's balance sheet at Dec. 31, 2010, showed $53.6 million in total assets, $45.3 million in total liabilities, $13.4 million in common stock purchase warrants, and a stockholders' deficit of $5.1 million. Marcum LLP, in San Francisco, Calif., expressed substantial doubt about the Company's ability to continue as a going concern in its audit reports for the financial statements for 2009 and 2010. The independent auditors noted that the Company has incurred losses since its inception, and has a working capital deficiency of approximately $14.2 million at Dec. 31, 2010. The Company reported a net loss of $82.64 million on $319,000 of revenue for the 12 months ended Dec. 31, 2010, compared with a net loss of $82.64 million on $80,000 of total revenue during the same period in 2009. CHARLESTON ASSOCIATES: Can Continue Using BofA Cash Until April 30 ------------------------------------------------------------------ On March 2, 2011, the U.S. Bankruptcy Court for the District of Delaware approved a seventh stipulation between Charleston Associates, LLC, and C-III Asset Management LLC, acting solely in its capacity as Special Services on behalf of Bank of America, National Association, permitting the Debtor to use for an interim period from Feb. 28, 2011, to April 30, 2011, the rents from the The Shops at Boca Park, which constitute cash collateral of BofA. The use of cash collateral will be solely to fund ordinary and necessary costs of operating The Shops at Boca Park shopping center as provided in a budget. The Debtor acknowledges that as of the Petition Date, it was indebted to Bank of America in the aggregate of $64,009,890, including principal, interest, fees, and expenses, default interest and certain legal fees and expenses. As adequate protection, the Debtor grants to the Secured Lender replacement liens in assets of the Debtor's estate to the same extent as the Secured Lender's prepetition liens in such assets. The parties agree to continue the final hearing on the Debtor's motion to April 20, 2011, at 1:00 p.m. A copy of the Seventh Cash Collateral Stipulation is available for free at http://bankrupt.com/misc/charleston.7thccstipulation.pdf About Charleston Associates Based in Las Vegas, Nevada, Charleston Associates, LLC is the successor by merger to Boca Fashion Village Syndications Group. It owns a portion of a large community shopping center located in Las Vegas. The entire shopping center is known as The Shops at Boca Park. It encompasses almost 55 acres and is situated at the northeast corner of the intersection of Charleston Boulevard and Rampart Boulevard. Charleston's current portion of the shopping center consists of a 20.4 acre parcel located at 700-750 S. Rampart Boulevard, Las Vegas, that is commonly known as Boca Fashion Village. Boca Fashion contains, among other things, a 130,000+ square foot parcel of real estate that is currently leased to Sears Roebuck & Company. Charleston Associates filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-11970) on June 17, 2010. Judge Kevin J. Carey presides over the case. Neal L. Wolf, Esq., and Karen M. Borg, Esq., at Butler Rubin Saltarelli & Boyd LLP, in Chicago, represents the Debtor as counsel. Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., serves as local counsel. In its schedules, the Debtor disclosed $92,348,446 in assets and $65,064,894 in liabilities. Attorneys at Brinkman Portillo Ronk, PC, represents the Official Committee of Unsecured Creditors as counsel. Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, PLLC, in Wilmington, Del., represents the Official Committee of Unsecured Creditors as Delaware counsel. CHEM RX: Ex-Employee Opposes "Mary Carter" Plan by Creditors ------------------------------------------------------------ BankruptcyData.com reports that former Chem Rx employee, Steven Silva, filed an objection with the U.S. Bankruptcy Court to the confirmation of Chem Rx's First Amended Joint Plan of Liquidation. BData says the objection stated, among other things, that the Plan amounts to an impermissible "Mary Carter" agreement under which defendants settling fraudulent conveyance claims arising from the merger will be entitled to share in any recoveries from litigation contemplated against other parties who participated in the same merger. Such agreements, the objection stated, are void as against public policy and fairness to non-settling potential defendants such as the Silva's. Mr. Silva filed proof of claims for just under $6 million. A hearing on the matter is scheduled for April 7, 2011. Creditors' Plan As reported in the Troubled Company Reporter on Jan. 11, 2011, Canadian Imperial Bank of Commerce, New York Agency, as administrative agent for the first lien lenders, and the official committee of unsecured creditors for Chem Rx Corp. filed with the U.S. Bankruptcy Court a Joint Plan of Liquidation and related Disclosure Statement for Chem Rx. The central component of the Plan is the compromise and settlement of the Committee Litigation and any and all Claims and Estate Causes of Action by the Creditors Committee on behalf of the Debtors' Estates as of the Effective Date against the Secured Lenders and the First Lien Agent, subject to the occurrence of the Effective Date. Additionally, the Plan contemplates the establishment of a Litigation Trust to prosecute Estate Causes of Action. The Plan proposes the following treatment for the various claims and interests in the Debtor: Class 1. Priority Claims. Unimpaired. Paid in full in Cash, without interest. Class 2. Other Secured Claims. Impaired. Each holder of an Allowed Other Secured Claim will receive, at the option of the First Lien Agent (a) Cash equal to the net proceeds of the sale or disposition of the Collateral securing that holder's Allowed Other Secured Claim, without interest; or (b) the Collateral; or (c) such other Plan distribution necessary to satisfy the requirements of the Bankruptcy Code. Class 3. Secured Lender Claims. Impaired. Each holder of an Allowed Secured Lender Claim will receive: a. its Pro Rata share of (i) 100% of the Available Proceeds; (ii) beneficial interests in the Litigation Trust; and (iii) any Assets of the Debtors remaining on the Effective Date, except for (x) the Consummation Account, (y) Causes of Action and (z) the Litigation Trust Reserve. b. upon satisfaction of all Allowed Administrative Claims, Allowed Priority Claims, Allowed Priority Tax Claims and Allowed Other Secured Claims, its Pro Rata share of the amounts remaining in the Consummation Account, provided that the Plan Administrator will be entitled to deduct certain amounts as provided under the Plan. c. tax refunds or any other refund of any kind or nature. d. the releases to the Released Claims. Class 4. General Unsecured Claims. Impaired. Holders of Allowed General Unsecured Claims will receive their Pro Rata share of the beneficial interests in the Litigation Trust and receive Litigation Trust Distributions in accordance with and pursuant to Section 6.3.9 of the Plan and the terms of the Litigation Trust Reserve on the Effective Date. Class 5. Subordinated Claims. Impaired. Holders of Subordinated Claims will receive, upon full payment of Secured Lender Claims, Secured Lender Deficiency Claims and Second Lien Lender Claims, any remaining interest in the Litigation Trust Distributions. Class 6. Equity Interests. Impaired. All Equity Interests will be deemed canceled and extinguished, and the holders will not receive any Plan or Litigation Distribution, or be entitled to retain any property or interest in property. The Available Proceeds refer to the Cash on hand in the Manufacturers and Traders Trust Company (M&T) Account, the Escrow Account held by Greenberg Traurig LLP, and the Wells Fargo Account on the Effective Date, immediately following the funding of the Consummation Account and the Litigation Trust Reserve pursuant to terms of the Plan. The Consummation Account means the account to be established by the Plan Administrator on the Effective Date which will be funded (a) first, from funds in the M&T Account at the Effective Date; and (b) thereafter, in an amount up to a maximum of $4.6 million, (i) first, from the funds remaining in the Escrow Account on the Effective Date and (ii) finally, from the funds available in the Wells Fargo Account on the Effective Date. The Litigation Reserve refers to the money market account to be established by the Litigation Trustee and funded in the amount of $2 million on the Effective Date. A copy of the First Amended Plan of Liquidation is available for free at: http://bankrupt.com/misc/ChemRx.BlacklinedCommitteeDS.pdf About Chem RX Corp. Long Beach, N.Y.-based Chem RX Corporation, aka Paramount Acquisition Corp. -- http://www.chemrx.net/-- is a major institutional pharmacy serving the New York City metropolitan area, as well as parts of New Jersey, upstate New York, Pennsylvania and Florida. The Company and five affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 10-11567) on May 11, 2010. Dennis A. Meloro, Esq., and Scott D. Cousins, Esq., at Greenberg Traurig, LLP, in Delaware, represent the Company in its restructuring. Cypress Holdings, LLC, is the Company's financial advisor. RSR Consulting, LLC, is the Company's chief restructuring officer. Brunswick Group LLP is the Company's public relations consultant. Grant Thornton LLP is the Company's independent auditor. Lazard Middle Market LLC is the Company's investment banker. Eichen & Dimeglio PC is the Company's tax advisor. Kurtzman Carson Consultants is the Company's claims and notice agent. Attorneys at White & Case and Fox Rothschild LLP serve as co- counsel to the Official Committee of Unsecured Creditors Chanin Capital Partners LLC serves as Restructuring and Financial Advisor for the Official Committee of Unsecured Creditors. The Company disclosed $169,690,868 in assets and $178,281,128 in debts as of Feb. 28, 2010. Chem Rx changed its name to CRC Parent Corp. following the sale of its business to PharMerica Corp. at a bankruptcy court-sanctioned auction. PharMerica paid $70.6 million and assumed specified liabilities. The deal enabled PharMerica to move into the New York and New Jersey markets. CLEARWIRE CORP: Intel Nominee Steps Down from Board --------------------------------------------------- On Feb. 11, 2011, Arvind Sodhani informed Clearwire Corporation of his decision to resign from his position on the Company's Board of Directors, effective immediately. Mr. Sodhani's resignation is not due to any disagreements with the Company on any matters relating to the Company's operations, policies, or practices. Mr. Sodhani was originally nominated to his position on the Board by Intel Corporation, pursuant to the terms of the Equityholders' Agreement dated Nov. 28, 2008 by and among the Company, Intel, Sprint Nextel Corporation, Google Inc., Comcast Corporation, Time Warner Cable Inc., Bright House Networks LLC, and Eagle River Holdings, LLC. Intel retains the right to nominate one director under the Equityholders' Agreement. About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. The Company's balance sheet at Dec. 31, 2010 showed $11.04 billion in total assets, $5.17 billion in total liabilities $5.87 billion in total equity. The Company reported a net loss of $2.30 billion on $556.82 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.25 billion on $274.46 million of revenue during the prior year. The Company disclosed in its Form 10-Q for the third quarter ended Sept. 30, 2010, that its expected continued losses from operations and the uncertainty about its ability to obtain sufficient additional capital raise substantial doubt about the Company's ability to continue as a going concern. "Without additional financing sources, we forecast that our cash and short-term investments would be depleted as early as the middle of 2011. Thus, we will be required to raise additional capital in the near-term in order to continue operations. The audit reports of Deloitte & Touche LLP, in Seattle, Washington, on the Company's financial statements for 2009 and 2010 did not include a going concern qualification. * * * As reported by the Troubled Company Reporter on Nov. 11, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating, and all other ratings, on Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near- term liquidity risks. The downgrade follows the Company's disclosure -- in its Form 10-Q for quarter ended Sept. 30, 2010 -- regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. CLEARWIRE CORP: Amends Services Agreement With Amdocs Software -------------------------------------------------------------- On March 9, 2011, Clearwire US LLC, an indirect subsidiary of Clearwire Corporation and Amdocs Software Systems Limited entered into an Amendment to the Customer Care and Billing Services Agreement that was originally entered into by the parties on March 31, 2009. The Agreement calls for Amdocs to provide a customized customer care and billing platform to Clearwire US and its subsidiaries and affiliates. The Amendment reflects changes related to Clearwire US's decision to (1) continue to use, and expand the use of, the Platform to support customer care and billing services for its wholesale business and (2) remain on its existing care and billing system that Amdocs also maintains for Clearwire US for its retail business. The Amendment cancels services no longer needed, such as support of system environments used for development and testing of the retail Platform. The Amendment also reduced the overall fees associated with support & customization for both the Platform and the retail care and billing system. The initial term of the Agreement and termination rights remain unchanged. Also, the license and support term of the retail care and billing system has been extended to be coterminous with the Agreement. About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. The Company's balance sheet at Dec. 31, 2010 showed $11.04 billion in total assets, $5.17 billion in total liabilities $5.87 billion in total equity. The Company reported a net loss of $2.30 billion on $556.82 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.25 billion on $274.46 million of revenue during the prior year. The Company disclosed in its Form 10-Q for the third quarter ended Sept. 30, 2010, that its expected continued losses from operations and the uncertainty about its ability to obtain sufficient additional capital raise substantial doubt about the Company's ability to continue as a going concern. "Without additional financing sources, we forecast that our cash and short-term investments would be depleted as early as the middle of 2011. Thus, we will be required to raise additional capital in the near-term in order to continue operations. The audit reports of Deloitte & Touche LLP, in Seattle, Washington, on the Company's financial statements for 2009 and 2010 did not include a going concern qualification. * * * As reported by the Troubled Company Reporter on Nov. 11, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating, and all other ratings, on Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near- term liquidity risks. The downgrade follows the Company's disclosure -- in its Form 10-Q for quarter ended Sept. 30, 2010 -- regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. COLUMBIAN CHEMICALS: S&P Affirms 'BB-' Corporate Credit ------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'BB-' corporate credit rating to Netherlands-based Indigold Carbon BV. The outlook is stable. At the same time, we removed all ratings on Columbian Chemicals Acquisition LLC from CreditWatch with negative implications, where they had been placed on Jan. 31, 2011, following the announcement that Aditya Birla Group had entered into a definitive agreement to acquire the company. The CreditWatch placement reflected the risk that additional debt associated with the acquisition could weaken financial metrics without measurable offsetting benefits to the business or financial risk profiles. "At the same time, we assigned our 'BB-' issue-level ratings (the same as the corporate credit rating) to Indigold Carbon USA's $575 million senior secured credit facilities. The recovery ratings are '3', indicating our expectation of meaningful recovery (50%-70%) in the event of a payment default," S&P said. The company proposes to use the proceeds, along with equity from Aditya Birla Group, to refinance existing debt and fund the acquisition of Columbian Chemicals from One Equity Partners LLC, an affiliate of JPMorgan Chase & Co. The senior facilities consist of a $75 million revolving credit facility due 2016, a $175 million term loan A due 2016, and a $325 million term loan B due 2018. "The ratings on Indigold Carbon reflect the company's aggressive financial risk profile as well as its fair business risk profile. "Although Indigold Carbon is the world's third-largest manufacturer of carbon black, it has a narrow product focus, and substantial customer and end-market concentration related to sales to the automotive and tire industries," said Standard & Poor's credit analyst Seamus Ryan. "The stable outlook reflects our expectation that modest improvements in global demand for carbon black applications should support operating results and credit quality. We expect the new ownership will be prudent in its investment plans and we do not expect an increase in debt leverage from dividends or acquisitions." COMCAM INTERNATIONAL: Gets $400,000 Secured Loan From Bartek ------------------------------------------------------------ On Feb. 25, 2011 ComCam International, Inc., executed a secured promissory note in favor of Bartek Investments -1, Ltd., in exchange for $400,000 pursuant to the exemptions from registration provided by Section 4(2) of the Securities Act of 1933, as amended. The Note is to be repaid with quarterly principal payments of $100,000 due on May 25, 2011, Aug. 25, 2011, and Nov. 25, 2011 with a final payment of $172,000 on Feb. 25, 2012 consisting of principal and accrued interest of 18%. The obligation is secured by the stock of the Company's wholly owned subsidiary Pinnacle Integrated Systems, Inc., and includes a share purchase warrant for the holder of the Note to purchase up to 100,000 shares of the Company's common stock at a price of $0.50 a share for a term of five years. The transaction was approved by the Company's board of directors. About ComCam International West Chester, Pa.-based ComCam International, Inc. is both a network solutions innovator and a provider of fusion technologies for security products and modern networks. The Company's proprietary digital wireless camera systems and security integration solutions address complex command-and-control applications for rapid-deployment military situations, borders, ports, airports, and detention facilities. ComCam International's balance sheet at Sept. 30, 2010, showed $2.1 million in total assets, $2.5 million in total liabilities, and a stockholders' deficit of $438,243. * * * As reported in the Troubled Company Reporter on April 24, 2010, Pritchett, Siler & Hardy, P.C., in Salt Lake City, expressed substantial doubt about ComCam International's ability to continue as a going concern, following its 2009 results. The independent auditors noted of the Company's substantial losses and working capital deficit. COMMERCIAL VEHICLE: Reports $6.48 Million Net Income in 2010 ------------------------------------------------------------ Commercial Vehicle Group, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting net income of $6.48 million on $597.77 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $81.53 million on $458.56 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $286.20 million in total assets, $286.31 million in total liabilities and a $112,000 stockholders' deficit. A full-text copy of the annual report is available for free at: http://ResearchArchives.com/t/s?7554 About Commercial Vehicle Group New Albany, Ohio-based Commercial Vehicle Group, Inc., (Nasdaq: CVGI) supplies fully integrated system solutions for the global commercial vehicle market, including the heavy-duty truck market, the construction and agricultural markets, and the specialty and military transportation markets. The Company has facilities located in the United States in Arizona, Indiana, Illinois, Iowa, North Carolina, Ohio, Oregon, Tennessee, Virginia and Washington and outside of the United States in Australia, Belgium, China, Czech Republic, Mexico, Ukraine and the United Kingdom. * * * Commercial Vehicle carries a 'Caa1' Corporate Family Rating from Moody's Investors Service. It has 'CCC+' issuer credit ratings from Standard & Poor's. In mid-October 2010, Moody's Investors Service upgraded Commercial Vehicle Group's Corporate Family Rating to 'Caa1' from 'Caa2', and revised the ratings outlook to positive from negative. These positive actions recognize the continuing improvement in the build rates for commercial vehicles and the realized benefits of the company's operating and capital restructurings. According to Moody's, the 'Caa1' CFR reflects modest size, high debt leverage, and exposure to highly cyclical commercial vehicle end markets. Demand for commercial vehicle components is sensitive to both economic cycles and regulatory implementation schedules. COMPLIANCE SYSTEMS: Surrendered All Assets to Agile --------------------------------------------------- According to a regulatory filing dated Feb. 22, 2011, but made available on March 2, 2011, Compliance Systems Corporation surrendered at the end of last year all assets to Agile Opportunity Fund, LLC, to pay off a defaulted loan. The regulatory filing relates that on Dec. 1, 2010, Compliance Systems entered into and consummated the transactions contemplated by an Agreement and Consent to Surrender of Collateral with Agile Opportunity Fund, LLC, the then owner of record of two secured convertible debentures of the Company in the aggregate principal amount of $1.94 million. On Nov. 18, 2010, Agile had notified the Company that Agile deemed the Company to be in default under the Agile Debentures. The default related to the Company's failure to make interest payments under the Agile Debentures, which totaled $281,939 as of Oct. 31, 2010, the most recent interest payment date under the Agile Debentures. Compliance Systems had five business days in which to cure such default. Compliance Systems failed to cure the default and, effective Nov. 23, 2010, an Event of Default under the Agile Debentures was deemed to have occurred. The occurrence of an Event of Default resulted in the acceleration of all amounts due under the Agile Debentures. Compliance Systems had previously granted Agile a first priority security interest in all of its assets. In addition, each of Call Compliance Inc. and Execuserve Corp., two of the Company's subsidiaries when it originally sold and issued the Agile Debentures, guaranteed all of the obligations under the Agile Debentures and granted Agile a first priority security interest in all of their respective assets. Accordingly, upon the occurrence of the Event of Default, Agile was entitled to enforce its rights as a secured lender, including the right to foreclose on all of our, CCI's and Execuserve's assets, up to the amount owing under the Agile Debentures. Compliance Systems believe that the value of the Collateral subject to foreclosure by Agile was not equal to or in excess of the amount owing under the Agile Debentures. The Surrender Agreement contemplated that Agile accept the Collateral in full satisfaction of the indebtedness evidenced by the Agile Debentures and that the Company, CCI and Execuserve surrender, assign and transfer to Agile the Collateral in full satisfaction of the indebtedness evidenced by the Agile Debentures. The acceptance, surrender, assignment and transfer of the Collateral was deemed effective as of the date of the Surrender Agreement. Accordingly, effective as of Dec. 1, 2010, all of the Company, CCI's and Execuserve's assets were surrendered, assigned and transferred to Agile and the Company's obligations under the Agile Debentures were deemed fully satisfied. Dean Garfinkel, who served as the Company's president and chief executive officer until Nov. 23, 2010, Barry Brookstein, currently chief financial and interim chief executive officer, and Spirits Management, Inc., a company in which Mr. Brookstein is the sole officer and stockholder, each granted Agile a limited non-recourse guaranty with respect to the amounts due under the Agile Debentures. Such non-recourse guarantees are limited to preferred stock of the Company held by Mr. Garfinkel, Mr. Brookstein and Spirits. The preferred stock subject to the limited guarantees consists of: * 200,000 shares of our Series A Senior Convertible Voting Non- Redeemable Preferred Stock, 500,000 shares of our Series B Senior Subordinated Convertible Voting Redeemable Preferred Stock and 406,992 shares of Series C Senior Subordinated Convertible Voting Redeemable Preferred Stock owned by Mr. Brookstein; * 466,750 shares of Series C preferred Stock owned by Mr. Garfinkel; and * 750,000 shares of Series B Preferred Stock and 450,601 shares of Series C Preferred Stock owned by Spirits. At the current exchange rate, the preferred stock subject to the non-recourse guarantees is convertible into a total of 282,855,707 shares of the Company's common stock. Agile has returned to Mr. Brookstein and Spirits their preferred stock. The Company has not been advised as to whether or not Agile intends to foreclose on the Garfinkel Preferred Stock. About Compliance Systems Headquartered in Glen Cove, New York, Compliance Systems Corporation operates its principal businesses through two of its subsidiaries, Call Compliance, Inc. and Execuserve Corp. Call Compliance helps telemarketing operators ensure compliance in the highly regulated, strictly enforced Do-Not-Call and other telemarketing guidelines environment. Execuserve provides organizations, who are hiring employees, with tests and other evaluation tools and services to assess and compare job candidates. The Company's balance sheet at Sept. 30, 2010, showed $1.46 million in total assets, $5.03 million in total liabilities, and a stockholders' deficit of $3.56 million. CONFECTIONERS FINANCE: Involuntary Chapter 11 Case Summary ---------------------------------------------------------- Alleged Debtor: Confectioners Finance, LLC 4500 North 32nd Street, 100E Phoenix, AZ 85018 Bankruptcy Case No.: 11-06576 Involuntary Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Charles G. Case, II Debtor's Counsel: Pro Se Creditors who signed the Chapter 11 petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Matt Doney -- -- 33791 Lake Front Drive Warrenton, OR 97146 Bill Collamer -- -- 7135 E. Camelback Road Scottsdale, AZ 85251 Shawn Riley -- -- 216 N. Iowa Street Chandler, AZ 85225 CONSTAR INT'L: Modifies Plan Ahead of April 25 Hearing ------------------------------------------------------ Constar International Inc. will present its pre-arranged plan for confirmation at a hearing on April 25, 2011. Objections to confirmation of the Plan are due April 15. On March 14, 2011, Constar gave notice that it has modified the First Amended Disclosure Statement for the First Amended Joint Plan of Reorganization, dated Feb. 22, 2011. A copy of the First Amended Disclosure Statement, as modified, is attached as Exhibit A to the notice. A black-line showing the changes is attached as Exhibit B to the notice. A full-text copy of the notice of the modifications is available for free at: http://bankrupt.com/misc/constar.noticeofDSmodifications.pdf As reported in the Troubled Company Reporter on March 16, 2011, according to the Disclosure Statement, the Reorganized Debtors will emerge with approximately 60% less funded debt, after giving effect to the restructuring transactions contemplated by the Plan. The Plan includes: $15 million of indebtedness under the Debtors' DIP Facility may be rolled over (at the DIP Facility Providers' election) into the financing available to the Debtors post- emergence; $100 million of secured indebtedness under the Floating Rate Notes and Floating Rate Note Indenture will be converted into (i) $70 million in Shareholder Notes and (ii) 100% of the New Overage Securities; the remaining $121.4 million of indebtedness under the Floating Rate Notes and Floating Rate Note Indenture and all other General Unsecured Claims will be converted into 100% of the New Common Stock (subject to dilution by the Management Incentive Plan), which New Common Stock will be distributed to the Holders of such Claims Pro Rata; and Equity Interests in Constar will be extinguished. About Constar International Philadelphia, Pennsylvania-based Constar International Inc. -- http://www.constar.net/-- produces and supplies polyethylene terephthalate plastic containers for food and beverages. Constar filed for Chapter 11 protection in December 2008 (Bankr. D. Del. Lead Case No. 08-13432), with a pre-negotiated Chapter 11 plan. The plan, which reduced Constar's debt load by roughly $175 million, became effective on May 29, 2009. Attorneys at Bayard P.A., and Wilmer Cutler Pickering Hale and Dorr LLP represented the Debtor in the case. Due to operating losses caused by a significant decline in demand for its products from Pepsi-Cola Advertising and Marketing Inc. and other customers, Constar and its affiliates returned to Chapter 11 protection on Jan. 11, 2011 (Bankr. D. Del. Case No. 11-10109), with a Chapter 11 plan negotiated with holders of 75% of the holders of $220 million in senior secured floating-rate notes. Andrew Goldman, Esq., and Dennis Jenkins, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP, serve as the Debtors' general bankruptcy counsel. Jamie Lynne Edmonson, Esq., and Neil B. Glassman, Esq., at Bayard, P.A., serve as co-counsel to the Debtors. PricewaterhouseCoopers serves as the Debtors' independent auditors and accountants. Kurtzman Carson Consultants LLC serves as the Debtors' claims agent. The Debtors disclosed $418 million in total assets and $414 million in total debts as of Sept. 30, 2010. Constar filed for Chapter 11 protection with a pre-arranged debt-for-equity exchange, expected to be completed by mid-2011. The Company and holders of more than 75% of its senior secured floating- rate notes agreed on a restructuring plan that would reduce debt by as much as $150 million. COSINE COMMUNICATIONS: 2011 Incentive Stock Plan Approved --------------------------------------------------------- On Feb. 15, 2011, the Board of Directors of CoSine Communications, Inc. approved a 2011 Incentive Stock Plan. The 2011 Plan will be used for future grants of stock options, restricted stock, stock appreciation rights, and other equity incentives or stock or stock based awards, including awards to made effective Feb 15, 2011. The 2011 Plan authorizes (1) the issuance of stock grants and other stock-based awards to the Company's employees, directors and consultants, (2) the grant of incentive stock options to the Company's employees and (3) the grant of non-qualified options to the Company's employees, directors and consultants. The purpose of these awards is to attract and retain key personnel by providing long term, equity-based incentives through ownership in the Company. Stock options granted under the 2011 Plan may either be incentive stock options or non-qualified stock options. The 2011 Plan will be administered by the Board of Directors of the Company, or by a committee appointed under the Board. The exercise price per share of a stock option, which is determined by the Board of Directors, may not be less than 100% of the fair market value of the common stock on the date of grant. If an incentive stock option is granted to an optionee who owns more than 10% of the total combined voting power of the Company, the exercise price may not be less than 110% of the fair market value of the common stock on the date of grant. An optionee's ability to exercise his or her shares is subject to the vesting of the option. At the time of the grant, a vesting period is established, which generally extends over a period of a few years. After the option vests, an optionee will be able to exercise the option with respect to the vested portion of the shares and ultimately with respect to all of the vested shares, until the expiration or termination of the option. For non- qualified options the term of the option is determined by the Board of Directors, or by a committee appointed under the Board. For incentive stock options the term of the option is not more than ten years. However, if the optionee owns more than 10% of the total combined voting power of the Company, the term of the incentive stock option will be no longer than five years. In the event of an option participant's termination of service with the Company, he or she may exercise his or her option within the term designated in the participant's option agreement. In general, if the termination is due to death or disability, the option will remain exercisable for 6 months. The 2011 Plan also provides for the issuance of an outright grant of common stock or a stock grant that is deemed restricted. Restricted stock is common stock that is subject to a substantial risk of forfeiture until the end of a "restricted period" during which the grantee must satisfy certain vesting conditions. If the grantee does not satisfy the vesting conditions by the end of the restricted period, the restricted stock is forfeited to the Company. During the restricted period, the holder of restricted stock has the rights and privileges of a regular stockholder, except that the restrictions set forth in the applicable award agreement apply. For example, the holder of restricted stock may vote and receive dividends on the restricted shares; but he or she may not sell the shares until the restrictions are lifted. The 2011 Plan also authorizes the grant of other types of stock-based compensation including, but not limited to stock appreciation rights, performance stock awards, and restricted stock unit awards. The 2011 Plan automatically terminates on Feb. 15, 2021, unless it is terminated earlier by a vote of the Company's stockholders or the Board of Directors; provided, however, that any such action does not affect the rights of any participants of the 2011 Plan. In addition, the 2011 Plan may be amended by the stockholders of the Company or the Board of Directors, subject to stockholder approval if the Board of Directors determines it is of a scope that requires stockholder approval. A copy of the 2011 Incentive Stock Plan is available for free at: http://ResearchArchives.com/t/s?753f In addition, on Feb. 15, 2011, the Board established the following compensation structure for the Board effective Jan. 1, 2011: Annual cash retainer for Directors $20,000 Annual equity award for Directors $50,000 In connection with the 2011 Board compensation structure, Terry R. Gibson, the Company's sole executive officer, was granted in his capacity as a director of the Company an annual cash retainer of $20,000 and equity awards in form of restricted stock in the amount of $50,000, 50% to vest immediately and 50% to vest on the one year anniversary of the date of grant. Pursuant to the Company's service agreement with SP Corporate Services LLC, SP Corporate Services LLP is responsible for Mr. Gibson's compensation and benefits for his serving as our sole executive officer. About Cosine Communications Los Gatos, California-based CoSine Communications, Inc. (Pink Sheets:COSN.pk) was founded in 1998 as a global telecommunications equipment supplier. As of December 31, 2006, CoSine had ceased all its product and customer service related operations. CoSine's strategic plan is to redeploy its existing resources to identify and acquire, or invest in, one or more operating businesses with the potential for generating taxable income or capital gains. The Company's balance sheet at Dec. 31, 2010 showed $21.67 million in total assets, $224,000 in total liabilities, all current, and $21.45 million in total stockholders' equity. Burr Pilger Mayer Inc. of San Jose, California, which audited the Company's annual report for 2009, said that that the CoSine Communications' actions in September 2004 in connection with its ongoing evaluation of strategic alternatives to terminate most of its employees and discontinue production activities in an effort to conserve cash, raise substantial doubt about its ability to continue as a going concern. COSINE COMMUNICATIONS: Incurs $929,000 Net Loss in 2010 ------------------------------------------------------- CoSine Communications, Inc., reported a net loss of $207,000 on $0 of revenue for the three months ended Dec. 31, 2010, compared with a net loss of $152,000 on $0 of revenue for the same period during the prior year. The Company also reported a net loss of $929,000 on $0 of revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $597,000 on $0 of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $21.67 million in total assets, $224,000 in total liabilities, all current, and $21.45 million in total stockholders' equity. A copy of the press release announcing the fourth quarter and full year 2010 results is available for free at http://ResearchArchives.com/t/s?7541 About Cosine Communications Los Gatos, California-based CoSine Communications, Inc. (Pink Sheets:COSN.pk) was founded in 1998 as a global telecommunications equipment supplier. As of December 31, 2006, CoSine had ceased all its product and customer service related operations. CoSine's strategic plan is to redeploy its existing resources to identify and acquire, or invest in, one or more operating businesses with the potential for generating taxable income or capital gains. Burr Pilger Mayer Inc. of San Jose, California, which audited the Company's annual report for 2009, said that that the CoSine Communications' actions in September 2004 in connection with its ongoing evaluation of strategic alternatives to terminate most of its employees and discontinue production activities in an effort to conserve cash, raise substantial doubt about its ability to continue as a going concern. CROSSTEX ENERGY: Moody's Upgrades Corporate Family Rating to 'B1' ----------------------------------------------------------------- Moody's Investors Service upgraded Crosstex Energy, L.P.'s Corporate Family Rating to B1 from B2 and upgraded the ratings on its senior unsecured notes to B2. The company's SGL-3 Speculative Grade Liquidity rating remains unchanged. The rating outlook is stable. "The ratings upgrade reflects Crosstex's improved financial leverage metrics and the expected conservative management of its distribution policies and capital spending program," commented Gretchen French, Moody's Vice President -- Senior Analyst. Ratings Rationale Crosstex's B1 CFR is supported by the relatively high proportion of its gross margin that is considered non-commodity based and management's conservative business strategy in recent years, which Moody's expect to remain in place as the company pursues growth opportunities. The rating also reflects the company's improved financial leverage following significant debt reduction in 2009 and 2010. The CFR is restrained by Crosstex's high level of exposure to the relatively mature Barnett Shale, and inherent volume and price risk in gathering and processing natural gas. The rating also considers management's prior history of more aggressive financial policies, and risks inherent to the MLP business model. Since the fourth quarter of 2008, Crosstex's management has pursued a more conservative business strategy than in prior years, focusing on improving financial flexibility and enhancing profitability. The company temporarily suspended distributions and then reinstated unitholder payments at lower levels, sold over $600 million in assets with the proceeds primarily used to repay debt, sharply cut back capital spending and improved its cost structure. These financial policies contrast to the company's prior track record, where management pursued an aggressive growth strategy, with high multiples paid for acquisitions, elevated capital spending levels, high distribution growth rates and funding falling short of management's 50% equity financing target. Through asset sales, Crosstex has reduced its debt burden by approximately $550 million since the end of 2008, significantly improving its leverage profile. Debt/EBITDA has declined to 4.3x (as adjusted for Moody's standard adjustments) from 6.9x during this time frame and has gravitated towards the company's publicly stated target of 4x. The current leverage profile is more closely aligned with Crosstex's ratings given its size, revenue mix and geographic concentration. With the recent reinstatement of distributions, Moody's expect Crosstex will look to grow distributions through acquisitions and organic growth projects, including expanding into new geographic areas, exposing investors to event, integration and financing risks. For 2011, the company has increased its growth capital budget to between $50 million and $150 million, with growth targeted in a number of emerging liquids-rich shale plays, as well as bolt-on projects related to the company's existing infrastructure. However, with Crosstex's currently relatively strong distribution coverage ratio (1.6x in the fourth quarter of 2010) and commitment to maintaining leverage around current levels, Moody's expect that the company's credit metrics will remain supportive of the B1 CFR. The stable outlook reflects Moody's view that over the next 12 to 18 months, the company will continue to exercise capital discipline and manage its distributions and liquidity in a prudent manner. The outlook assumes that any major capital project or acquisition will have a substantial equity funding component. Given the upgrade, positive rating action is unlikely over the near term. However, an upgrade or positive outlook is possible over the medium to longer term if Crosstex demonstrates that it can consistently maintain leverage around 4x, and at the same time maintain a high proportion of more durable fee based revenues as it pursues growth projects. Operational and cash flow diversification through a sustainable presence in geographical areas outside of the Barnett would also be viewed positively. The rating would come under pressure if Crosstex's operating performance shows a substantial weakening trend making its leverage unsustainable under 5x. A negative outlook or an outright downgrade could also result due to poor liquidity or a significant leveraging transaction. The B2 rating on the senior notes reflects both the overall probability of default of Crosstex, to which Moody's assigns a PDR of B1, and a loss given default of LGD 4 (68%). The company has a committed $420 million senior secured revolving credit facility. The notes are unsecured and are subordinate to the senior secured credit facility's potential priority claim to the company's assets. The size of the potential senior secured and other structurally superior claims relative to the unsecured notes results in the notes being notched one rating beneath the B1 CFR under Moody's Loss Given Default Methodology. Crosstex Energy, L.P., headquartered in Dallas, Texas, is a publicly traded master limited partnership engaged in the gathering, processing, transmission and marketing of natural gas and natural gas liquids. CRYOPORT INC: Delays Dec. 31 Form 10-Q Due to Stock Placement ------------------------------------------------------------- CryoPort, Inc. disclosed that it could not timely file its Form 10-Q for the quarter ended Dec. 31, 2010. The Company said that on Feb. 4, 2011, it announced the initial closing of a private placement of common stock and warrants to purchase common stock. Because a second closing is scheduled to occur on or before Feb. 15, 2011, which closing constitutes a material subsequent event to the Company's quarterly financial statements for the period ended Dec. 31, 2010, the Company is not able to timely file its Form 10-Q for the quarter ended Dec. 31, 2010 in a timely matter pending such closing. About CryoPort Inc. Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB: CYRXD) -- http://www.cryoport.com/-- provides innovative cold chain frozen shipping system dedicated to providing superior, affordable cryogenic shipping solutions that ensure the safety, status and temperature of high value, temperature sensitive materials. The Company has developed a line of cost-effective reusable cryogenic transport containers capable of transporting biological, environmental and other temperature sensitive materials at temperatures below 0-degree Celsius. At Sept. 30, 2010, the Company had total assets of $5.37 million, total liabilities of $5.53 million, and a stockholders' deficit of $153,700. KMJ Corbin & Company LLP expressed substantial doubt about CryoPort's ability to continue as a going concern, following the Company's fiscal 2009 results. The firm noted that the Company has incurred recurring losses and negative cash flows from operations since inception. DBSD N.A.: Mini Auction Raises Dish Offer to $1.49-Bil. ------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that DBSD North America Inc. used the past two weeks to conduct an unofficial mini-auction that resulted in first-lien creditor DISH Network Corp. increasing the purchase price to $1.49 billion from about $1 billion. At a hearing March 15, the bankruptcy judge approved DISH's revised offer as the basis for a new Chapter 11 plan. The DISH offer will pay all creditors in full while giving $325 million to DBSD's current owner, ICO Global Communications Holdings Inc. $1.4 Billion Deal with DISH As reported in yesterday's Troubled Company Reporter, pursuant to the Investment Agreement as revised by the March 15, 2011 Amendment, DISH Network and Dish DBS Corporation will acquire 100% of the equity of reorganized DBSD North America for an amount up to approximately $1.4 billion. They intend to make a cash tender offer to purchase certain claims against DBSD North America and its affiliates, upon the terms and conditions set forth in the Revised Investment Agreement. This amount will be paid after the tender offer is completed in accordance with its terms. The completion of the tender offer is not conditioned upon receipt of approval from the Federal Communications Commission. Under the Revised Investment Agreement, DISH Network and DISH DBS remain committed to provide a Credit Facility to provide DBSD North America and its affiliates with a non-revolving, multiple draw term loan in the aggregate principal amount of $87.5 million, with drawings subject to the terms and conditions set forth in the Credit Facility. The Credit Facility remains subject to approval by the Bankruptcy Court. Under the Revised Investment Agreement, DISH Network and DISH DBS also remain committed to support DBSD North America's plan of reorganization under which we will acquire 100% of the equity of reorganized DBSD North America upon DBSD North America's emergence from bankruptcy. Under the Revised Investment Agreement, as amended: i) all claims under those 7.5% Convertible Senior Secured Notes due 2009, issued under that certain indenture dated August 15, 2005, as supplemented and amended, among DBSD North America, the guarantors named therein, and The Bank of New York Mellon (f/k/a The Bank of New York), as trustee, will be paid in full; ii) all of DBSD North America's obligations under the Credit Facility will be paid in full; iii) the holders of allowed general unsecured claims of DBSD North America will be paid in full; iv) the holders of allowed administrative claims will be paid in full; and v) the holders of capital stock of DBSD North America, including ICO Global Communications (Holdings) Limited, will be paid an aggregate of $290 million. DISH Network and DISH DBSD's ultimate acquisition of 100% of the equity of reorganized DBSD North America is subject to the satisfaction of certain conditions, including approval by the FCC and DBSD North America's emergence from bankruptcy. Deal With ICO Global Also on March 15, 2011, DISH Network and DISH DBS entered into a Restructuring Support Agreement with ICO Global Communications (Holdings) Limited, parent of DBSD, pursuant to which ICO has agreed to support the plan of reorganization for DBSD North America contemplated by the Revised Investment Agreement. They also entered into an Implementation Agreement with ICO pursuant to which we will acquire from ICO certain claims and rights with respect to DBSD's G1 satellite. ICO has also agreed, subject to certain conditions, to grant us the right to acquire, subject to the satisfaction of certain conditions, including, among others, receipt of required regulatory approvals, certain assets and its equity interests in DBSD North America. ICO has also agreed to enter into ancillary agreements relating to transitional services, certain intellectual property rights and spectrum coordination and tax matters, in each case effective upon consummation of our plan of reorganization. DISH and DISH DBS have agreed to pay ICO an aggregate of approximately $325 million which will be creditable against any amounts payable to ICO or any successor under our plan of reorganization. They have also agreed to indemnify ICO against certain liabilities in connection with certain pending litigation related to DBSD North America. Their obligations under the Implementation Agreement are subject to, among other things, the satisfaction of the condition that the Bankruptcy Court approve the Revised Investment Agreement. If the Bankruptcy Court does not approve the Revised Investment Agreement, either party may terminate the Implementation Agreement, in which case either party will be entitled to terminate the Restructuring Support Agreement. Previous Plan Failed As reported in the Troubled Company Reporter, the Debtors on Nov. 23, 2009, won confirmation of a plan premised on an exchange senior note claims and general unsecured claims for equity in the Reorganized Debtors. However, consummation of the Debtors' Plan was delayed for nearly 10 months as the license transfer applications were not granted by the Federal Communications Commission until Sept. 29, 2010. During the delay in the FCC Approval process, appeals from the previous confirmation order made their way up through the United States Court of Appeals for the Second Circuit. DISH Network, which appealed confirmation of the Plan, became involved in the Debtors' cases when, after DBSD proposed a plan of reorganization, DISH bought up all of the Debtor's $40 million first lien debt from its prior holders, at par. Sprint Nextel Corp., which asserts an unliquidated, unsecured claim based on a lawsuit against a DBSD subsidiary, also appealed, arguing that the plan improperly gave shares and warrants to DBSD's owner. While Sprint initially asserted a $1.9 billion claim, the bankruptcy court temporarily allowed Sprint's claim for $2 million. The Second Circuit concluded that the plan violated the absolute priority rule by providing a for distribution of equity and warrants, from senior noteholders' to the Debtors' parent company, ICO Global, while a rejecting class of general unsecured claims was not being paid in full. The Second Circuit also affirmed the treatment of DISH Network Corp. under the Debtors' Plan. 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. 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 is represented by Dennis F. Dunne, Esq., Risa M. Rosenberg, Esq., and Jeremy S. Sussman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York; and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Washington, DC. Sprint Nextel is represented by Eric Moser, Esq., at K&L Gates LLP, in New York; and John H. Culver III, Esq., and Felton E. Parrish, Esq., at K&L Gates LLP, in Charlotte, North Carolina. DISH is represented in the case by J. Eric Ivester, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York. DEEP DOWN: Restates 2010 Quarterly Financials Due to Errors ----------------------------------------------------------- Deep Down, Inc., amended its Form 10-Qs for the quarters ended March 31, June 30, and Sept. 30, 2010. The amendments include a restatement to the balance sheets, the consolidated statement of operations and cash flows. In conjunction with an internal review meeting of Flotation Technologies, Inc., a Maine corporation and a wholly owned subsidiary of Deep Down, management of the Company reviewed the status of one of its long-term fixed price contracts that was entered into by the Company in Nov. of 2008 and is scheduled to be completed in the third quarter of 2011. As a result of this review, Management identified errors in the percentage of completion accounting model for revenue recognition pertaining to this Contract. On Jan. 14, 2011, the Audit Committee of the Company's Board of Directors concluded, based on recommendations from Management, that, as a result of these errors, the Company's unaudited consolidated interim financial statements for the quarterly periods ended March 31, 2010, June 30, 2010 and Sept. 30, 2010 should no longer be relied on and should be restated. The Company considered the effect of the error to be immaterial to the consolidated financial statements as of and for the year ended Dec. 31, 2009. According to the amended Form 10-Q, Deep Down Inc. incurred a net loss of $7,386,000 on $26,236,000 of total revenue for the nine months ended Sept. 30, 2010, compared with a net loss of $4,959,000 on $21,351,000 of total revenue for the same period a year earlier. The Company's restated balance sheet at Sept. 30, 2010, showed $49.3 million in total assets, $16.8 million in total liabilities, and stockholders' equity of $32.5 million. A full-text copy of the restated Form 10-Q for the quarter ended March 30, 2010 is available for free at http://is.gd/qN7EIL A full-text copy of the restated Form 10-Q for the quarter ended June 30, 2010 is available for free at http://is.gd/1i145B A full-text copy of the restated Form 10-Q for the quarter ended Sept. 30, 2010 is available for free at http://is.gd/U34IMh About Deep Down Houston, Tex.-based Deep Down, Inc. -- http://www.deepdowncorp.com/-- is an oilfield services company specializing in complex deepwater and ultra-deepwater oil production distribution system support services, serving the worldwide offshore exploration and production industry. "The Whitney National Bank Amended and Restated Credit Agreement becomes due on April 15, 2011, and we will need to raise additional debt or equity capital or renegotiate the existing debt prior to the expiration date," the Company said in its Form 10-Q for the quarter ended Sept. 30, 2010. "If we are unable to raise additional capital or renegotiate our existing debt, this would have a material adverse impact on our business or would raise substantial doubt about our ability to continue as a going concern." DELTA AIR: Files Form 10-K; Net Profit at $593 Million in 2010 -------------------------------------------------------------- On February 16, 2011, Delta Air Lines, Inc. submitted to the Securities and Exchange Commission on Form 10-K their annual report for the fiscal year ended December 31, 2010. A full-text copy of the SEC filing is available for free at http://researcharchives.com/t/s?74b3 Subsequently, Delta Air Lines submitted amendments to the Annual Report on Form 10-K/A to furnish certain exhibits consisting of: -- XBRL Instance Document; -- XBRL Taxonomy Extension Schema Document; -- XBRL Taxonomy Extension Calculation Linkbase Document; -- XBRL Taxonomy Extension Definition Linkbase Document; -- XBRL Taxonomy Extension Labels Linkbase Document; and -- XBRL Taxonomy Extension Presentation Linkbase Document. A full-text copy of the Form 10-K/A is available for free at: http://researcharchives.com/t/s?74b4 DELTA AIR LINES, INC. Consolidated Balance Sheet As of December 31, 2010 ASSETS Current Assets: Cash and cash equivalents $2,892,000,000 Short-term investments 718,000,000 Restricted cash and cash equivalents 409,000,000 Accounts receivable, net 1,456,000,000 Expendable parts & supplies inventories, net 318,000,000 Deferred income taxes, net 355,000,000 Prepaid expenses and other 1,159,000,000 ---------------- Total Current Assets 7,307,000,000 Property and Equipment, Net 20,307,000,000 Other Assets Goodwill 9,794,000,000 Identifiable intangibles, net 4,749,000,000 Other noncurrent assets 1,031,000,000 ---------------- Total Other Assets 15,574,000,000 ---------------- Total Assets $43,188,000,000 ================ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current maturities of long-term debt $2,073,000,000 Air traffic liability 3,306,000,000 Accounts payable 1,713,000,000 Frequent flyer deferred revenue 1,690,000,000 Accrued salaries and related benefits 1,370,000,000 Taxes payable 579,000,000 Other accrued liabilities 654,000,000 ---------------- Total Current Liabilities 11,385,000,000 Noncurrent Liabilities: Long-term debt and capital leases 13,179,000,000 Pension, postretirement & related benefits 11,493,000,000 Frequent flyer deferred revenue 2,777,000,000 Deferred income taxes, net 1,924,000,000 Other noncurrent liabilities 1,533,000,000 ---------------- Total noncurrent liabilities 30,906,000,000 Commitments and Contingencies Stockholders' Equity: Common stock: Common stock at $0.00001 par value, 1,500,000,000 shares authorized, 847,716,723 shares issued at Dec. 31, 2010 - Additional paid-in capital 13,926,000,000 Accumulated deficit (9,252,000,000) Accumulated other comprehensive loss (3,578,000,000) Treasury stock, at cost, 10,918,274 shares at Dec. 31, 2009 (199,000,000) ---------------- Total Stockholders' Equity 897,000,000 ---------------- Total Liabilities and Stockholders' Equity $43,188,000,000 ================ DELTA AIR LINES, INC. Consolidated Statements of Operations Year Ended December 31, 2010 Operating Revenue: Passenger Mainline $21,408,000,000 Regional Carriers 5,850,000,000 --------------- Total Passenger Revenue 27,258,000,000 Cargo 850,000,000 Other, net 3,647,000,000 --------------- Total Operating Revenue 31,755,000,000 Operating expenses: Aircraft fuel and related taxes 7,594,000,000 Salaries and related costs 6,751,000,000 Contract carrier arrangements 4,305,000,000 Aircraft maintenance materials and outside repairs 1,569,000,000 Contracted services 1,549,000,000 Depreciation and amortization 1,511,000,000 Passenger commissions and other selling expenses 1,509,000,000 Landing fees and other rents 1,281,000,000 Passenger service 673,000,000 Aircraft rent 387,000,000 Profit sharing 313,000,000 Impairment of goodwill and other tangible assets - Restructuring and merger-related items 450,000,000 Other 1,646,000,000 --------------- Total operating expense 29,538,000,000 --------------- Operating income (loss) 2,217,000 Other (expense) income: Interest expense (1,004,000,000) Amortization of debt discount, net (216,000,000) Interest expense 35,000,000 Loss on extinguishment of debt (391,000,000) Miscellaneous, net (33,000,000) --------------- Total other expense, net (1,609,000,000) --------------- Income (Loss) before income taxes 608,000,000 Income tax benefit (provision) (15,000,000) --------------- Net Income (Loss) $593,000,000 =============== DELTA AIR LINES, INC. Unaudited Consolidated Statement of Cash Flow Year Ended December 31, 2010 Cash Flows from Operating Activities: Net income (loss) $593,000,000 Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: Depreciation and amortization 1,511,000,000 Amortization of debt discount (premium), net 216,000,000 Loss on extinguishment of debt 391,000,000 Fuel hedge derivative instruments (136,000,000) Deferred income taxes 9,000,000 Pension, postretirement and postemployment expense (less than) in excess of payments (301,000,000) Equity-based compensation expense 89,000,000 Impairment of goodwill and tangible assets - Restructuring & merger-related items 182,000,000 Changes in certain current assets & liabilities: Decrease (increase) in receivables (141,000,000) Decrease (increase) in hedge margin receivables - Decrease (increase) in restricted cash & cash equivalents 16,000,000 (Increase) decrease in prepaid expenses and other current assets (105,000,000) (Decrease) increase in air traffic liability 232,000,000 (Decrease) increase in frequent flyer deferred revenue (345,000,000) Increase (decrease) in accounts payable 516,000,000 Other, net 105,000,000 ---------------- Net cash (used in) provided by operating activities 2,832,000,000 Cash Flows from Investing Activities: Property and equipment additions: Flight equipment, including advance payments (1,055,000,000) Ground property & equipment, including technology (287,000,000) (Increase) Decrease in restricted cash & cash equivalents (2,000,000) (Purchase) redemption of investments (730,000,000) Increase in cash in connection with the Merger - Proceeds from sales of flight equipment 36,000,000 Other, net 12,000,000 ---------------- Net cash provided by (used in) investing activities (2,026,000,000) Cash Flows from Financing Activities: Payments on long-term debt and capital lease obligations (3,722,000,000) Proceeds from long-term obligations 1,130,000,000 Proceeds from American Express Agreement - Payment of short-term obligations, net - Proceeds from the sale of treasury stock, net - Other, net 71,000,000 ---------------- Net cash provided by (used in) financing activities (2,521,000,000) Net increase in cash & cash equivalents (1,715,000,000) Cash & cash equivalents at beginning of period 4,607,000,000 ---------------- Cash & cash equivalents at end of period $2,892,000,000 ================ About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On December 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: Reports January 2011 Traffic Results ----------------------------------------------- Delta Air Lines for January 2011. System traffic in January 2011 increased 2.3 percent compared to January 2010 on a 4.2 percent increase in capacity. Load factor decreased 1.4 points to 75.2 percent. Domestic traffic decreased 1.7 percent year over year on a 0.5 percent decrease in capacity. Domestic load factor decreased 0.9 points to 74.9 percent. International traffic increased 8.3 percent year over year on an 11.4 percent increase in capacity, and load factor decreased 2.2 points to 75.8 percent. Delta Air Lines Monthly Traffic Results Jan-11 Jan-10 Change RPMs (000): Domestic 8,165,780 8,304,215 (1.7%) Mainline 6,425,743 6,481,034 (0.9%) Regional 1,740,037 1,823,181 (4.6%) International 5,956,069 5,501,592 8.3% Latin America 1,200,825 1,299,449 (7.6%) Mainline 1,184,834 1,280,404 (7.5%) Regional 15,991 19,045 (16.0%) Atlantic 2,727,300 2,507,178 8.8% Pacific 2,027,944 1,694,965 19.6% System 14,121,849 13,805,807 2.3% ASMs (000): Domestic 10,905,637 10,957,651 (0.5%) Mainline 8,414,210 8,391,278 0.3% Regional 2,491,427 2,566,373 (2.9%) International 7,861,185 7,054,547 11.4% Latin America 1,530,087 1,645,180 (7.0%) Mainline 1,504,787 1,618,050 (7.0%) Regional 25,300 27,130 (6.7%) Atlantic 3,900,689 3,387,246 15.2% Pacific 2,430,409 2,022,121 20.2% System 18,766,822 18,012,198 4.2% Load Factor: Domestic 74.9% 75.8% (0.9) pts Mainline 76.4% 77.2% (0.8) pts Regional 69.8% 71.0% (1.2) pts International 75.8% 78.0% (2.2) pts Latin America 78.5% 79.0% (0.5) pts Mainline 78.7% 79.1% (0.4) pts Regional 63.2% 70.2% (7.0) pts Atlantic 69.9% 74.0% (4.1) pts Pacific 83.4% 83.8% (0.4) pts System 75.2% 76.6% (1.4) pts Passengers Boarded 11,573,053 11,620,064 (0.4%) Mainline Completion 94.2% 98.1% (3.9) pts Factor Cargo Ton Miles (000): 182,828 153,037 19.5% About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On December 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: Reports February 2011 Traffic Results ------------------------------------------------ Delta Air Lines reported traffic results for February 2011. System traffic in February 2011 increased 1.4 percent compared to February 2010 on a 6.1 percent increase in capacity. Load factor decreased 3.4 points to 73.7 percent. Domestic traffic decreased 0.2 percent year over year on a 1.9 percent increase in capacity. Domestic load factor decreased 1.7 points to 77.1 percent. International traffic increased 4.0 percent year over year on a 12.5 percent increase in capacity, and load factor decreased 5.6 points to 68.8 percent. Delta Air Lines Monthly Traffic Results Feb-11 Feb-10 Change RPMs (000): Domestic 7,774,093 7,793,149 (0.2%) Mainline 6,157,014 6,064,907 1.5% Regional 1,617,079 1,728,242 (6.4%) International 4,889,282 4,701,484 4.0% Latin America 1,065,910 1,203,192 (11.4%) Mainline 1,051,962 1,178,461 (10.7%) Regional 13,948 24,731 (43.6%) Atlantic 2,116,965 1,995,819 6.1% Pacific 1,706,407 1,502,473 13.6% System 12,663,375 12,494,633 1.4% ASMs (000): Domestic 10,081,154 9,890,380 1.9% Mainline 7,824,466 7,591,050 3.1% Regional 2,256,688 2,299,330 (1.9%) International 7,107,748 6,317,023 12.5% Latin America 1,463,110 1,568,947 (6.7%) Mainline 1,440,704 1,534,815 (6.1%) Regional 22,406 34,132 (34.4%) Atlantic 3,461,843 2,913,042 18.8% Pacific 2,182,795 1,835,034 19.0% System 17,188,902 16,207,403 6.1% Load Factor: Domestic 77.1% 78.8% (1.7) pts Mainline 78.7% 79.9% (1.2) pts Regional 71.7% 75.2% (3.5) pts International 68.8% 74.4% (5.6) pts Latin America 72.9% 76.7% (3.8) pts Mainline 73.0% 76.8% (3.8) pts Regional 62.3% 72.5% (10.2) pts Atlantic 61.2% 68.5% (7.3) pts Pacific 78.2% 81.9% (3.7) pts System 73.7% 77.1% (3.4) pts Passengers Boarded 10,968,319 10,874,769 0.9% Mainline Completion 97.0% 94.7% 2.3 pts Factor Cargo Ton Miles (000): 186,490 166,372 12.1% Delta Air Lines Year To Date Traffic Results Feb-11 Feb-10 Change RPMs (000): Domestic 15,939,873 16,097,088 (1.0%) Mainline 12,582,757 12,545,941 0.3% Regional 3,357,116 3,551,423 (5.5%) International 10,845,351 10,203,076 6.3% Latin America 2,266,735 2,502,641 (9.4%) Mainline 2,236,796 2,458,865 (9.0%) Regional 29,939 43,776 (31.6%) Atlantic 4,844,265 4,502,997 7.6% Pacific 3,734,351 3,197,438 16.8% System 26,785,224 26,300,440 1.8% ASMs (000): Domestic 20,986,791 20,848,031 0.7% Mainline 16,238,676 15,982,328 1.6% Regional 4,748,115 4,865,703 (2.4%) International 14,968,933 13,371,570 11.9% Latin America 2,993,197 3,214,127 (6.9%) Mainline 2,945,491 3,152,865 (6.6%) Regional 47,706 61,262 (22.1%) Atlantic 7,362,532 6,300,288 16.9% Pacific 4,613,204 3,857,155 19.6% System 35,955,724 34,219,601 5.1% Load Factor: Domestic 76.0% 77.2% (1.2) pts Mainline 77.5% 78.5% (1.0) pts Regional 70.7% 73.0% (2.3) pts International 72.5% 76.3% (3.8) pts Latin America 75.7% 77.9% (2.2) pts Mainline 75.9% 78.0% (2.1) pts Regional 62.8% 71.5% (8.7) pts Atlantic 65.8% 71.5% (5.7) pts Pacific 80.9% 82.9% (2.0) pts System 74.5% 76.9% (2.4) pts Passengers Boarded 22,541,372 22,494,833 0.2% Cargo Ton Miles (000): 369,318 319,409 15.6% About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On December 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA PETROLEUM: KPMG LLP Raises Going Concern Doubt ---------------------------------------------------- Delta Petroleum Corporation filed on March 16, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. KPMG LLP, in Denver, Colorado, noted that due to continued losses and limited borrowing capacity the Company is evaluating sources of capital to fund the Company's near term debt obligations. "There can be no assurances that actions undertaken will be sufficient to repay obligations under the credit facility when due, which raises substantial doubt about the Company's ability to continue as a going concern." "The Company does not have the capital on hand necessary to repay its credit facility borrowings due on Jan. 31, 2012, or fund the purchase of the $115 million convertible notes that may be put to the Company on May 1, 2012," the Company said in the filing. At Dec. 31, 2010, the Company had approximately $6.2 million available under its amended credit facility ($26.4 million available at March 16, 2011). In addition, at Dec. 31, 2010, DHS Drilling Company, the Company's 49.8% subsidiary, was out of compliance with debt covenants under its credit facility and on Jan. 1, 2011, and did not pay its scheduled principal and interest payment. As a result, DHS entered into a forbearance agreement that currently expires on March 25, 2011. "If DHS is unable to extend the forbearance agreement or modify the terms of its debt agreement, and if LCPI exercises its default rights upon expiration of the forbearance period, including demanding immediate payment of all amounts outstanding under the debt agreement, DHS is not anticipated to have sufficient capital to repay the amounts due." The DHS facility is non-recourse to Delta. The Company reported net loss of $36.3 million on total revenue of $36.4 million in the fourth quarter of 2010, compared with net loss of $38.8 million on total revenue of $73.0 million in the fourth quarter of 2009. For the year ended Dec. 31, 2010, the Company reported a net loss of $194.0 million on $146.8 million of revenue in 2010 compared with a net loss of $349.7 million on $170.2 million of total revenue in 2009. The Company's balance sheet at Dec. 31, 2010, showed $1.024 billion in total assets, $512.5 million in total liabilities, and stockholders' equity of $511.6 million. A full-text copy of the Form 10-K is available for free at: http://researcharchives.com/t/s?753d A full-text copy of the press release announcing the 2010 annual and fourth quarter results is available for free at: http://researcharchives.com/t/s?7540 Delta Petroleum Corporation -- http://www.deltapetro.com/-- is an oil and gas exploration and development company based in Denver, Colorado. The Company's core area of operation is in the Rocky Mountain region, where the majority of its proved reserves, production and long-term growth prospects are located. Its common stock is listed on the NASDAQ Capital Market System under the symbol "DPTR." DYNAMIC BUILDERS: Files Plan; Disc. Statement Hearing April 13 -------------------------------------------------------------- Dynamic Builders, Inc., filed with the U.S. Bankruptcy Court for the Central District of California on March 8, 2011, a proposed Chapter 11 Plan and a disclosure statement explaining the Plan. The hearing to consider the adequacy of the information included in the disclosure statement is scheduled for April 13, 2011, at 10:00 a.m. Pursuant to the Plan terms, allowed administrative claims will be paid on the Effective Date of the Plan, and allowed priority tax Claims will be paid in full within 5 years of the Petition Date. Creditors with allowed general unsecured claims will receive a to- be-determined percentage (less than 100%) of their allowed general unsecured claims, plus interest at the rates set forth in the Plan. Secured Claims have been asserted by City National Bank, Bank of America, and Citizens Business Bank. CNB's claims will be paid monthly payments of interest only at the non-default contract rate specified in the existing loan documents between CNB and the Debtor. The Debtor will continue its efforts to market and sell the real estate properties securing CNB's claims, with all net sales proceeds to be applied in reduction of CNB's Allowed Secured Claims. The Debtor must make minimum post- Dec. 14, 2010 paydowns to CNB (through the sales of the real estate collateral). The balance will be due in full by Dec. 31, 2014. With respect to the BofA Secured Claim, the Debtor has consented to the surrender of the collateral to BofA in exchange for a waiver by BofA of any deficiency claim that may arise upon the sale or other disposition of its collateral. With respect to Citizens Allowed Secured Claim on account of the loan secured by the Lugo Property in Los Angeles, Citizens has been granted relief from stay to immediately foreclose on and sell the Lugo Property. With respect to Citizens Secured Claims on account of the San Leandro (Calif.) Property, Citizens will be paid monthly payments commencing April 1, 2011, over a period of 15 years. If the sale of the San Leandro Property does not close by June 30, 2012, or if there is an uncured default in Debtor's payments to Citizens, which is not cured within 30 days after notice, Citizens will be entitled to foreclose on and sell the Property immediately without need for further order of the Bankruptcy Court. With respect to Citizens Secured Claims on account of the Carson (Calif.) Property, Citizens will be paid monthly payments commencing April 1, 2011, over a period of 15 years, with the entire outstanding balance being due and payable in full on June 30, 2012. A complete text of the Disclosure Statement is available for free at http://bankrupt.com/misc/DynamicBuilders.DS.pdf About Dynamic Builders Inc. Dynamic Builders Inc. is a Los Angeles-based real estate developer. Founded in 1964 by L. Ramon Bonin, Dynamic Builders is principally involved in the construction of build to suit commercial/industrial buildings in the Los Angeles area. Dynamic Builders owns properties in Los Angeles, Carson, San Leandro, and Commerce, California, with total value of $130,790,612. Secured lenders who financed the acquisition of the properties are owed a total of $113,181,128. L. Ramon Bonin and Patty A. Bonin, the shareholders of the Company and guarantors of the institutional debt, sought Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-14067) on March 31, 2011. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, represents the Bonins in their Chapter 11 case. Dynamic Builders filed for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. C.D. Calif. Case No. 10-14151). The Company estimated its assets and debts at $100 million to $500 million as of the Chapter 11 filing. It identified Comerica Bank, with a claim of $29.6 million, as the largest unsecured creditor. Todd C. Ringstad, Esq., and Nanette D. Sanders, Esq., at Ringstad & Sanders, LLP, in Irvine, Calif., represent the Debtor as bankruptcy counsel. Shaw Financial Services, Inc. serves as the Debtor's bookkeeper for bankruptcy reporting requirements and as its tax preparer. Bird, Marella, Boxer, Wolpert, Nessim, Drooks & Lincenbert acts as special litigation counsel in certain proceeding affecting Dynamic's rights in properties located at 1124 and 1135 S. Boyle Avenue. Axis Business Advisory Services, LLC, serves as the Debtor's financial consultants. DYNEGY INC: Seneca Begins Lobbying for Chairman's Exit ------------------------------------------------------ Seneca Capital Investments, L.P., disclosed in a regulatory filing that its consent solicitation materials are now effective and that it will gather shareholder consents to replace the Dynegy Chairman and one other Dynegy Board member with Hunter Harrison, a pioneering railroad executive, and Jeff Hunter, a successful power industry veteran. The definitive consent solicitation materials can be accessed at http://www.myproxyonline.com/savingdynegy Seneca Capital Investments, L.P., and its affiliates beneficially own 11,226,500 shares of common stock of representing 9.3% of the shares outstanding. As of March 3, 2011, there were 121,209,325 shares outstanding. Seneca Capital will be requesting a record date for the consent solicitation and then Dynegy must provide one that is within 20 days. After the record date, Seneca Capital will gather shareholder consents and if consents for greater than 50% of shares have been gathered, the nominees will be seated on the Dynegy Board. Seneca Capital believes that Mr. Harrison and Mr. Hunter should provide substantial value-added to the Dynegy Board through their proven ability to create shareholder value, drive cost efficiencies and provide specialized knowledge regarding coal transportation and financing. Mr. Harrison and Mr. Hunter are fully aligned with the proposition of driving value for Dynegy shareholders - Mr. Harrison has already purchased 500,000 shares personally and Mr. Hunter has committed to purchase 300,000 shares while serving on the Dynegy Board. In addition, Seneca Capital believes its proposals contained in the consent solicitation as to strategic review, the optimization of Dynegy's debt and cost cut opportunities each have enormous potential to unlock significant intrinsic value for Dynegy's shareholders. Seneca Capital believes that once the IEP tender offer at $5.50 per share is defeated, an overhang will be removed that will enable substantial investor interest in the stock. Defeating the tender offer will also allow investors to participate in the positive changes at Dynegy that Seneca Capital is working to advance. 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. The Company's balance sheet at Dec. 31, 2010, showed $10.013 billion in total assets, $7.267 billion in total liabilities, and stockholders' equity of $2.746 billion. Ernst & Young LLP, in Houston, said that Dynegy projects that it is likely that it will not be able to comply with certain debt covenants throughout 2011. "This condition and its impact on Dynegy Inc.'s liquidity raises substantial doubt about Dynegy Inc.'s ability to continue as a going concern." The Company reported a net loss of $234 million on $2.323 billion of revenues for 2010, compared with a net loss of $1.262 billion on $2.468 billion of revenues for 2009. * * * As reported by the Troubled Company Reporter on Nov. 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. EARTH SEARCH: Incurs $180,525 Net Loss in Dec. 31 Quarter --------------------------------------------------------- Earth Search Sciences Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $180,525 for the three months ended Dec. 31, 2010, compared with a net loss of $554,400 for the same period a year ago. The Company did not generate any revenue during fiscal year 2010. It has no current business operations and is currently focused on two potential business ventures. The Company's balance sheet at Dec. 31, 2010, showed $258,661 in total assets, $20,090,122 in total liabilities, and a stockholders' deficit of $19,831,461. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?754b About Earth Search Lakeside, Montana-based Earth Search Sciences, Inc., is a Nevada corporation. The Company has five wholly-owned subsidiaries: Skywatch Exploration, Inc., Polyspectrum Imaging, Inc., Geoprobe, Inc., STDC, Inc and General Synfuels International. In addition, there are five majority-owned consolidated subsidiaries: Earth Search Resources, Inc., Eco Probe, Inc., ESSI Probe 1 LC, Petro Probe, Inc. and Terranet, Inc. All subsidiaries except Petro Probe and General Synfuels were inactive during fiscal 2009 and 2010. MaloneBailey, LLP, in Houston, Tex., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that Earth Search incurred losses from operations for fiscal 2010 and 2009 and has a working capital deficit as of March 31, 2010. ELEPHANT TALK: R. Greef Has 555,035 Common Shares at Dec. 31 ------------------------------------------------------------ In a Form 5 filing with the U.S. Securities and Exchange Commission, Roderick De Greef, a director at Elephant Talk Communications Inc., disclosed that he received 146,702 shares of common stock of the Company on June 8, 2010 as compensation for serving as a director. Mr. Greef beneficially owns 555,035 shares as of Dec. 31, 2010. About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. The Company's balance sheet at Sept. 30, 2010, showed $41.68 million in total assets, $69.79 million in total liabilities, and a stockholders' deficit of $28.10 million. Stockholders' deficit was $14.9 million at June 30, 2010. * * * As reported in the Troubled Company Reporter on April 7, 2010, BDO Seidman, LLP expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for 2009. The independent auditors noted that the Company incurred a net loss of $17.4 million, used cash in operations of $5.4 million and had an accumulated deficit of $62.3 million. ELITE LANDINGS: Court Confirms Joint Plan of Liquidation -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Minnesota has confirmed the Third Modified Joint Plan of Liquidation filed by Petters Aviation, LLC, and Elite Landings, LLC, dated Dec. 31, 2010. The assets of each Debtor to be liquidated are primarily cash, claims against MN Airlines, LLC, dba Sun Country Airlines, which is also a debtor-in-possession under Chapter 11 of the United States Bankruptcy Code, its parent, MN Airline Holdings, Inc., which is similarly a debtor-in-possession under Chapter 11 of the Bankruptcy Code, and claims against various other entities, which are either in bankruptcy or in receivership that were at one time within the business ambit of Thomas Petters. On the Effective Date of the Plan, the assets of each Debtor will be transferred to a single creditors' trust, which will be managed by a Creditors' Trustee. The initial Creditors' Trustee will be T. Jay Salmen, the current president of the Debtors. The Secured Claim of Richard Hettler under Class 7, Unsecured Claims against Petters Aviation under Class 10, Convenience Class Claims under Class 11, Unsecured Claims against Elite Landings, Equity Interests of Petters Aviation under Class 13, and Equity Interests of Elite Landings, are the only impaired classes. The Secured Claim of Richard Hettler has been disallowed. No property of any kind will be distributed on account of this claim. Holders of Unsecured Claims against Petters Aviation will receive its pro rata share from the Creditors' Trust of any amounts available for distribution from time to time, as described in Section 7.03 of this Plan. With respect to Convenience Class Claims ($150,000 or less) under Class 11, each holder will receive a single cash payment equal to 35% of the allowed amount of such claim, in full satisfaction of such claim. Unsecured Claims against Elite Landings in Class 12 will receive its pro rata share from the Creditors' Trust of any amounts available for distribution from time to time, as described further in Section 7.03 of this plan. Any unsecured deficiency claim allowed against Elite Landings on account of a class of secured claim will be included within this Class 12. Equity interests of Petters Aviation under Class 13 will not receive any distribution under the Plan, nor will they receive or retain, any interest in the Creditors' Trust on account of such equity interest (nor will such holders have any voting or other rights with respect to such equity interests) unless and until all holders of allowed claims in creditor Classes 1 through 8 and 10 and 11 have been paid in full plus interest at 6.0% per annum (determined from the petition date through the date of payment). Only after all such creditors have been paid in full (with interest), will each holder of an allowed Class 13 equity interest will receive one or more pro rata distributions from the With respect to all equity interests of Elite Landings under Class 14, Petters Aviation and its successor, the Creditor Trust, will retain 100% of the equity interest in Elite Landings. A copy of the Third Modified Joint Plan of Liquidation is available for free at: http://bankrupt.com/misc/elitelandings.amendedplan.pdf About Elite Landings and Petters Aviation Based in Minnetonka, Minnesota, Elite Landings, LLC was, prior to filing for bankruptcy, engaged in the business of purchasing Airbus Corporate Jet Aircraft from Airbus S.A.S. and reselling them. The Company filed for Chapter 11 relief (Bankr. D. Minn. Case No. 08-45210) on Oct. 9, 2008. Cass Weil, Esq., and James A. Rubensteien, Esq., at Moss & Barnett, in Minneapolis, Minn., represent Elite Landings, LLC as counsel. In its petition, the Company estimated between $10 million and $50 million in assets and debts. The Company is a wholly owned subsidiary of Petters Aviation, LLC. Petters Aviation is the owner of 84.4% of the issued and outstanding stock in MN Airline Holdings, Inc., which, in turn, owns 100% of the stock in MN Airlines, LLC, dba Sun Country Airlines. Petters Aviation filed its Chapter 11 case on October 6, 2008. Both MN Airline Holdings, and MN Airlines, LLC are debtors-in- possession in Chapter 11 cases pending in the district. Petters Aviation is a wholly owned subsidiary of Thomas Petters, Inc., which is in turn owned 100% by Thomas J. Petters, individually. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. About Petters Group Worldwide Based in Minnetonka, Minn., Petters Group Worldwide LLC is named for founder and chairman Tom Petters. The group is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Petters formed the company in 1988. Petters Company, Inc. is the financing and capital-raising unit of Petters Group Worldwide, LLC. Petters Company, Inc. and Petters Group Worldwide, LLC, filed separate petitions for Chapter 11 relief on Oct. 11, 2008 (Bankr. D. Minn. Case No. 08-45257 and 08-45258, respectively). James A. Lodoen, Esq., at Lindquist & Vennum P.L.L.P., represents the Debtors as counsel. In its petition, Petters Company, Inc. estimated debts of between $500 million and $1 billion, while its parent, Petters Group Worldwide, LLC, estimated debts of not more than $50,000. As reported in the Troubled Company Reporter on Oct. 7, 2008, Petters Aviation, LLC,, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed for Chapter 11 bankruptcy protection with the U.S. Bankruptcy Court for the District of Minnesota on Oct. 6, 2008 (Lead Case No. 08-45136). Petters Aviation, LLC, is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Inc., Sun Country's parent company. Sun Country Airlines won confirmation of its plan of reorganization on September 13, 2010. The plan provides for cash payments to certain creditors, as well as a distribution of equity in the reorganized company to other creditors. Polaroid Corp., which was owned by Petters since 2005, filed its second voluntary petition for Chapter 11 protection on Dec. 18, 2008 (Bankr. D. Minn., Lead Case No. 08-46617). PLR Acquisition LLC, a joint venture composed of Hilco Consumer Capital L.P. and Gordon Brothers Brands LLC, acquired most of Polaroid's assets -- including the Polaroid brand and trademarks -- in May 2009. They paid $87.6 million for the brand. Debtor Polaroid Corp. was renamed to PBE Corp. following the sale. The case was converted to Chapter 7 on Aug. 31, 2009, and John R. Stoebner serves as the Chapter 7 Trustee. ELKO MALL: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Elko Mall of America, LLC. 11911 San Vicente Boulevard, #255 Los Angeles, CA 90049 Bankruptcy Case No.: 11-21103 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Ellen Carroll Debtor's Counsel: Andrew A. Goodman, Esq. GOODMAN FAITH LLP 21550 Oxnard Street, Suite 830 Woodland Hills, CA 91367 Tel: (818) 887-2500 Fax: (818) 887-2501 E-mail: agoodman@goodmanfaith.com Scheduled Assets: $5,500,200 Scheduled Debts: $7,890,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-21103.pdf The petition was signed by Shahram Elyaszadeh, managing member. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Malibu Ocean View Villas, LLC 11-13192 03/15/11 ELM STREET: Section 341(a) Meeting Scheduled for April 19 --------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of Elm Street Partners, LLC's creditors on April 19, 2011, at 11:00 a.m. The meeting will be held at Room 2610, 725 S Figueroa Street, Los Angeles, California 90017. 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. Santa Monica, California-based Elm Street Partners, LLC, filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11- 20225) on March 9, 2011. James R. Selth, Esq., at Weintraub & Selth, APC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. EMPIRE TOWERS: Disclosure Statement Hearing Set for May 4 --------------------------------------------------------- Empire Holdings Corporation and Empire Towers Corporation filed with the U.S. Bankruptcy Court for the District of Maryland on Feb. 28, 2011, a disclosure statement explaining their Joint Chapter 11 plan of reorganization. The original Joint Plan was submitted to the Court on January 24, 2011. A hearing has been set for May 4, 2011, to consider approval of the Disclosure Statement. Parties-in-interest have until April 8, 2011, to file formal written objections on it. The Disclosure Statement relates that the Plan provides for the division of the Debtors' creditors and interest holders into five separate classes. The Plan also provides treatment for administrative expenses and tax claims. Class Description Treatment ----- ----------- --------- 1 Bank of America's Secured Claim Will receive full BOA filed a $12,161,552 claim amount of Secured Claim 2 General Unsecured Claims Will receive pro rata share of distributions from the Distribution Account 3 Membership Interests in Each holder of Class 3 the Debtors will retain his/her interest in the Debtors. - Administrative Expenses Will be paid in cash in full. - Tax Claims Will be paid in full with interest at 6%. The Debtors' estimate of the Administrative Expenses as of the Confirmation Date is $20,000 for attorneys' fees and $1,300 for U.S. Trustee fees. The Debtors are not aware of any Tax Claims. The Debtors and BOA are parties to certain loan documents, which include a Promissory Note Secured by Deed of Trust. BOA demanded from the Debtors certain payments under the Loan Documents in 2009. The Debtors intend that payments will be sourced from proceeds from the sale or refinancing of the land and building the Debtors own known as 7300-7310 Ritchie Highway, Glen Burnie, MD 21061, titled in the name of Towers or sale of the Loan Agreement. The Debtors disclosed that they have obtained a commitment from an investor group that is willing to purchase the Loan Documents from BOA. The Debtors anticipate that closing on the note purchase will take place within 45 days of the execution of the note purchase agreement, with a one-time 30 day extension option available at the Debtors' election with the posting of an additional $50,000 good faith deposit. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/EmpireTowers_DiscStat.pdf About Empire Towers and Empire Holdings Empire Towers Corporation is the owner of certain real property located at 7300-7310 Ritchie Highway, Glen Burnie, Maryland. The office building, built on the property in 1974, is the tallest building in northern Anne Arundel County and currently leases space to business and retail enterprises of a wide variety. Empire Towers filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 10-34611) on Oct. 27, 2010. Parent Empire Holdings Corporation simultaneously filed for Chapter 11 (Bankr. D. Md. Case No. 10-34580). Aryeh E. Stein, Esq., at Meridian Law, LLC, in Baltimore, Md., assists the Debtors in their restructuring effort. The Debtors each estimated assets and debts at $10 million to $50 million as of the Chapter 11 filing. ENERGY FUTURE: Hikes Fourth Quarter Profit to $161 Million ---------------------------------------------------------- Energy Future Holdings Corp. reported consolidated net income of $161 million for the fourth quarter of 2010, compared to reported net income of $137 million for the fourth quarter 2009. "We delivered a strong year of operational and financial performance in 2010," said John Young, CEO, Energy Future Holdings. "We completed construction of Oak Grove 2, had excellent nuclear performance at Comanche Peak, improved customer care in the retail markets and increased our investment in smart grid technologies. We will continue to focus on operational excellence, customer care and financial discipline in 2011 while working to improve our balance sheet." A full text copy of the earnings release announcing the fourth quarter 2010 results is available free at: http://ResearchArchives.com/t/s?7543 About Energy Future Energy Future Holdings Corp. is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leveraged buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. * * * As reported by the Troubled Company Reporter on Aug. 19, 2010, Fitch Ratings downgraded the Issuer Default Ratings of Energy Future Holdings Corp. and its subsidiaries Energy Future Intermediate Holding Company LLC, Texas Competitive Electric Holdings Company LLC, and Energy Future Competitive Holdings Company by one notch to 'CCC' from 'B-'. The downgrades of the IDRs of EFH and its non-ring-fenced subsidiaries reflect large debt maturities occurring in 2014, over-leveraged capital structure, cash flow dependence on the forward natural gas NYMEX curve, which has been consistently moving down since mid-2008, and the likely outcome of future debt exchanges and amend-and-extend bank facility negotiations. In Fitch's view, potential defaults in 2011-2012 are considered more likely to result from coercive debt exchanges and unlikely to result from payment defaults. The TCR on Aug. 19, 2010, also reported that Moody's Investors Service changed the probability of default rating for Energy Future Holdings to Caa2/LD from Ca following the completion of a debt restructuring which Moody's views as a distressed exchange. EFH's Caa1 CFR and SGL-4 liquidity rating are affirmed. The rating outlook remains negative. EFH executed a debt restructuring which involved an exchange of its 10.875% senior unsecured (guaranteed) notes due 2017 and its 11.25% / 12.00% senior unsecured PIK Toggle (guaranteed) notes due 2017 for new 10.00% senior secured notes due 2020 issued at EFIH, plus approximately $500 million in cash, plus accrued interest. These events had the effect of allowing EFH to reduce its overall net debt by approximately $1.0 billion and extend a portion of its maturities. The transaction crystallized losses for investors of approximately 30%. Taken as a whole, Moody's views the transaction as a distressed exchange and has classified this transaction as a limited default by appending an LD designation to the PDR. The affirmation of EFH's Caa1 CFR considers the very weak financial profile, untenable capital structure, questionable long- term business plan and material operating headwinds for the company. Moody's believes EFH has very little financial flexibility. In March 2011, Fitch Ratings it does not expect to take any immediate rating action on EFH's Texas Competitive Electric Holdings Company LLC or their affiliates based on recent default allegations from lender Aurelius. Moody's also said said the default assertion will not, at this time, affect the ratings or rating outlooks for EFH or its subsidiaries. ETC WORKSHOP: Case Summary & 7 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: ETC Workshop, Inc. 303 W. 42nd Street New York, NY 10036 Bankruptcy Case No.: 11-11148 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Martin Glenn Debtor's Counsel: Jack A. Chartoff, Esq. 155 W. 68th Street New York, NY 10023 Tel: (212) 496-5501 Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nysb11-11148.pdf The petition was signed by Jack A. Chartoff, attorney for debtor. EVERGREEN ENERGY: Lowers Net Loss to $21-Mil. in 2010 ----------------------------------------------------- Evergreen Energy Inc. reported a net loss of $21.02 million on $403,000 of total operating revenue for the year ended Dec. 31, 2010, compared with a net loss of $58.53 million on $423,000 of total operating revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $29.56 million in total assets, $43.05 million in total liabilities and a $13.49 million stockholders' deficit. Ilyas Khan, Executive Chairman of Evergreen, stated: "2010 was a challenging year for Evergreen in many ways; however, we implemented key elements of our strategy by successfully selling non-core assets and continuing the development of our proprietary technologies. So far in 2011, we have hit the ground running and reached significant milestones. On February 2, 2011, we announced that we completed a private placement for approximately $16 million, and we reached a forbearance and settlement agreement with certain holders of our 2007 and 2009 notes. These steps better position us to take advantage of our growth opportunities and represent substantial progress toward our goal of delivering shareholder value." A full-text copy of the press release announcing the 2010 financial results is available for free at: http://ResearchArchives.com/t/s?7550 Strategic Objectives On March 15, 2011, Evergreen Energy Inc. released a letter to its shareholders from the Executive Chairman of the Board. The Letter provides updates on the Company's current status and progress on the Company's strategic objectives in line with the Company's commitment to provide regular and transparent updates to its investors. A copy of the letter is available for free at: http://ResearchArchives.com/t/s?7551 About Evergreen Energy Evergreen Energy Inc. has developed two, proprietary, patented, and 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. Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about Evergreen Energy's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and has had recurring cash used in operations. EVERGREEN ENERGY: Registers 2.25MM Shares Under Incentive Plan -------------------------------------------------------------- Evergreen Energy Inc. registered with the U.S. Securities and Exchange Commission 2.25 million shares of common stock, at a proposed maximum offering price of $3.20 per share, to be offered to employees under the Evergreen Energy Inc. 2010 Equity Incentive Plan. About Evergreen Energy Evergreen Energy Inc. has developed two, proprietary, patented, and 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 reported a net loss of $21.02 million on $403,000 of total operating revenue for the year ended Dec. 31, 2010, compared with a net loss of $58.53 million on $423,000 of total operating revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $29.56 million in total assets, $43.05 million in total liabilities and a $13.49 million stockholders' deficit. Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about Evergreen Energy's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has had recurring cash used in operations. EVERGREEN ENERGY: Peter Moss Does Not Own Any Securities -------------------------------------------------------- In a Form 3 filing with the U.S. Securities and Exchange Commission, Peter B. Moss, Jr., a director at Evergreen Energy Inc., disclosed that he does not own any securities of the Company. About Evergreen Energy Evergreen Energy Inc. has developed two, proprietary, patented, and 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 reported a net loss of $21.02 million on $403,000 of total operating revenue for the year ended Dec. 31, 2010, compared with a net loss of $58.53 million on $423,000 of total operating revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $29.56 million in total assets, $43.05 million in total liabilities and a $13.49 million stockholders' deficit. Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about Evergreen Energy's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has had recurring cash used in operations. EVERGREEN ENERGY: Files Form S-3; Registers 6.15MM Common Stock --------------------------------------------------------------- On March 14, 2011, Evergreen Energy Inc. filed with the U.S. Securities and Exchange Commission a Form S-3 relating to the offer and sale by the stockholders holders of up to 6,150,003 shares of the Company's common stock. The Company will not receive any of the proceeds from the sale of those shares. Shares of the Company's common stock are traded on the NYSE Arca under the symbol "EEE." On March 7, 2011, the last reported sales price for the Company's common stock on the NYSE Arca was $3.75 per share. A full-text copy of the prospectus is available for free at http://ResearchArchives.com/t/s?7558 About Evergreen Energy Evergreen Energy Inc. has developed two, proprietary, patented, and 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 reported a net loss of $21.02 million on $403,000 of total operating revenue for the year ended Dec. 31, 2010, compared with a net loss of $58.53 million on $423,000 of total operating revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $29.56 million in total assets, $43.05 million in total liabilities and a $13.49 million stockholders' deficit. Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about Evergreen Energy's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has had recurring cash used in operations. EXIDE TECHNOLOGIES: Files Post-Confirmation Report for Q4 --------------------------------------------------------- Exide Technologies Post-Confirmation Quarterly Summary Report Condensed Balance Sheets As of December 31, 2010 (in thousands) Assets Current Assets: Cash $26,972 Accounts receivables, net 127,515 Intercompany receivables 15,071 Inventories 169,836 Prepaid expenses & other 69,183 -------------- Total current assets 408,576 -------------- Property, plant and equipment, net 260,619 -------------- Other Assets: Other intangibles, net 52,082 Investment in affiliates 1,375 Intercompany notes receivables 171,789 Deferred financing costs and other 50,993 -------------- TOTAL ASSETS $945,434 ============== Liabilities and Stockholders' Equity Current Liabilities Current maturities of long-term debt $1,545 Accounts payable 104,006 Accrued expenses 53,631 Accrued interest 10,203 Restructuring reserve 4,004 Liability for warrants 168 Warranty liability 10,520 -------------- Total current liabilities 184,077 Long-term debt 471,677 Noncurrent retirement obligations 72,119 Other noncurrent liabilities 55,825 -------------- Total liabilities 783,697 Total stockholder's equity 161,736 -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $945,434 ============== Exide Technologies Post Confirmation Quarterly Summary Report Schedule of Cash Flows Quarter Ended December 31, 2010 (in thousands) Beginning Balance $17,703 Cash Receipts: Collection of accounts receivable 361,355 Proceeds from equity issuance - Proceeds from sale of Debtor's assets - All other cash receipts 1,354 -------------- Total Cash Receipts 362,708 -------------- Cash Disbursements: Disbursements made under the Plan, excluding payments to bankruptcy professionals - Disbursements made to bankruptcy professionals 1,668 Repayment of Term Loans 318 All other disbursements made in the ordinary course 351,453 -------------- Total Cash Disbursements 353,439 -------------- Ending Cash Balance $26,972 ============== 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. FENTURA FINANCIAL: Slashes Losses to $5.38-Mil. in 2010 ------------------------------------------------------- Fentura Financial, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $5.38 million on $13.87 million of interest income for the year ended Dec. 31, 2010, compared with a net loss of $16.98 million on $16.24 million of interest income during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $424.22 million in total assets, $408.17 million in total liabilities and $16.05 million in total shareholders' equity. A full-text copy of the annual report on Form 10-K is available for free at http://ResearchArchives.com/t/s?7538 About Fentura Financial Based in Fenton, Michigan, Fentura Financial, Inc., is a registered bank holding company, owns and controls The State Bank, Fenton, Michigan, and West Michigan Community Bank, Hudsonville, Michigan, both state nonmember banks, and two nonbank subsidiaries. Fentura Financial shares are traded over the counter under the FETM trading symbol. As reported in the Troubled Company Reporter on March 22, 2010, Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred net losses in 2009 and 2008, primarily from higher provisions for loan losses, and non-compliance with the higher capital requirements of the Consent Orders. Fentura Financial, Inc., entered into a Written Agreement with the Federal Reserve Bank of Chicago on November 4, 2010. Among other things, the Written Agreement requires that the Company obtain the approval of the FRB prior to paying a dividend; requires that the Company obtain the approval of the FRB prior to making any distribution of interest, principal, or other sums on subordinated debentures or trust preferred securities; prohibits the Company from purchasing or redeeming any shares of its stock without the prior written approval of the FRB; requires the submission of a written capital plan by January 3, 2011, and; requires the Company to submit cash flow projections for the Company to the FRB on a quarterly basis. FENTURA FINANCIAL: Achieves Q4 Profit Due to Lower Loan Losses -------------------------------------------------------------- Donald L. Grill, president and CEO of Fentura Financial Inc., sent a letter to shareholders last month saying that Fentura and each of the subsidiary banks achieved a profit during the fourth quarter of 2010. For the quarter, Fentura reported a profit of $214,000 or $0.09 per diluted share; a substantial improvement over the operating losses reported in the first, second and third quarters of the year. Additionally, the performance for the quarter reflects marked improvement over the fourth quarter of 2009 on an operating pre-tax basis. On a pre-tax basis, the fourth quarter of 2010 reflects a $2,393,000 improvement in the pre-tax operating income over the same quarter of the prior year. In December of 2009, a change in federal income tax regulation allowed Fentura to realize the benefit of an extended tax loss carry back, resulting in a $3,658,000 tax benefit for the quarter. Mr. Grill said, "The quarterly financial performance improvement as compared to each of the prior four quarters is primarily a result of a substantial reduction in the provision for loan losses. After 14 consecutive quarters of extraordinarily high loan loss provision expense, (due to the impact of the economy on many of our borrowers), we were able to reduce the provision expense for the fourth quarter of 2010 and still maintain an adequate reserve for loan losses." A full text copy of the letter to shareholders is available for free at http://is.gd/GsNTTq About Fentura Financial Based in Fenton, Michigan, Fentura Financial, Inc., is a registered bank holding company, owns and controls The State Bank, Fenton, Michigan, and West Michigan Community Bank, Hudsonville, Michigan, both state nonmember banks, and two nonbank subsidiaries. Fentura Financial shares are traded over the counter under the FETM trading symbol. At Sept. 30, 2010, the Company had total assets of $449.38 million against total liabilities of $433.31 million, and shareholders' equity of $16.07 million. Fentura reported a net loss of $5.60 million for the nine months ended Sept. 30, 2010, from $17.871 million for the same period a year ago. As reported in the Troubled Company Reporter on March 22, 2010, Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred net losses in 2009 and 2008, primarily from higher provisions for loan losses, and non-compliance with the higher capital requirements of the Consent Orders. Fentura Financial, Inc., entered into a Written Agreement with the Federal Reserve Bank of Chicago on November 4, 2010. Among other things, the Written Agreement requires that the Company obtain the approval of the FRB prior to paying a dividend; requires that the Company obtain the approval of the FRB prior to making any distribution of interest, principal, or other sums on subordinated debentures or trust preferred securities; prohibits the Company from purchasing or redeeming any shares of its stock without the prior written approval of the FRB; requires the submission of a written capital plan by January 3, 2011, and; requires the Company to submit cash flow projections for the Company to the FRB on a quarterly basis. FIRST SECURITY: Fails to Meet Nasdaq Rule as Director Resigned -------------------------------------------------------------- Due to the resignation of Director Tim T. Morris from the Board of Directors of First Security Group, Inc., the Company temporarily had only two members on its Audit/Corporate Governance Committee. Accordingly, on Feb. 9, 2011, the Company notified Nasdaq that it was deficient in meeting the requirements of Nasdaq Marketplace Rule 5605, which requires that audit committees of listed companies consist of at least three members. In accordance with the Rule, the Company would have been deemed noncompliant with Nasdaq listing standards if the Company were unable to cure the deficiency within 180 days. On February 9, 2011, the Company's Board of Directors appointed Director William Charles Hall to serve on the Company's Audit/Corporate Governance Committee. The Company, following consultation with Nasdaq, believes that this appointment cured the non-compliance event, and that no further action will be taken by Nasdaq. Departure of Directors or Principal Officers On Feb. 8, 2011, the Company received a letter of resignation from Director Tim T. Morris. Mr. Morris indicated that he was not able to provide the time he believed necessary to continue to serve as a director of the Company. Mr. Morris's letter does not indicate any disagreements with First Security's operations, policies or practices. No successor to Mr. Morris has been elected at this time, although the Company currently anticipates filling the vacancy on the Board of Directors caused by Mr. Morris's resignation in the future. The Company's Compensation and Nominating Committee will be conducting a search for a nominee to fill this vacancy. On Feb. 9, 2011, the Board elected Director Ralph E. Mathews, Jr. to serve as lead independent director. About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee, with $1.2 billion in assets as of Sept. 30, 2010. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A., has 37 full- service banking offices, including the headquarters, along the interstate corridors of eastern and middle Tennessee and northern Georgia and 325 full-time equivalent employees. In Dalton, Georgia, FSGBank operates under the name of Dalton Whitfield Bank; along the Interstate 40 corridor in Tennessee, FSGBank operates under the name of Jackson Bank & Trust. As reported in the Troubled Company Reporter on Nov. 12, 2010, the Company said its losses from operations during the last two years raise possible doubt as to its ability to continue as a going concern. On Sept. 7, 2010, the Company entered into a Written Agreement with the Federal Reserve Bank of Atlanta, the Company's primary regulator, which prohibits the Company from declaring or paying dividends without prior written consent of the Federal Reserve. The Company is also prohibited from taking dividends, or any other form of payment representing a reduction of capital, from the Bank without prior written consent. The Company is also required, within 60 days of the Agreement, to submit to the Federal Reserve a written plan designed to maintain sufficient capital at the Company and the Bank. On April 28, 2010, FSGBank, the Company's wholly-owned subsidiary, consented and agreed to the issuance of a Consent Order by the Office of the Comptroller of the Currency (OCC). Pursuant to that Consent Order, within 120 days of the effective date of the Order, the Bank is required to achieve and thereafter maintain total capital at least equal to 13% of risk-weighted assets and Tier 1 capital at least equal to 9% of adjusted total assets. As of Sept. 30, 2010, the first financial reporting period subsequent to the 120 day requirement, the Bank's total capital to risk-weighted assets was 12.93% and the Tier 1 capital to adjusted total assets was 7.43%. The Bank has notified the OCC of the non-compliance. FLINT TELECOM: Form 10-Q Delayed as Time Spent to Buy 2 Firms ------------------------------------------------------------- Flint Telecom Group, Inc. disclosed that it could not timely file its quarterly report on Form 10-Q for the second quarter ended Dec. 31, 2010. The Company, which has a small accounting staff, has devoted substantial time and effort to recent business matters, including the acquisition of two companies, Ingedigit International, Inc. and Gotham Ingedigit Financial Processing Corp. dba Power2Process. As a result, the Company has not yet been able to finalize its Quarterly Report for the second quarter ended Dec. 31, 2010. About Flint Telecom Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT) -- http://www.flinttelecomgroup.com/-- operates its business through six wholly-owned subsidiaries, Cable and Voice Corporation, Phone House, Inc., Flint Prepaid, Inc. (previously named Wize Communications, Inc.), Digital Phone Solutions, Inc., Ingedigit International, Inc. and Gotham Ingedigit Financial Processing Corp. dba Power2Process. The Company provides next generation turnkey voice, data and wireless services through partner channels primarily in the United States. The Company's balance sheet at Dec. 31, 2010, showed $10.2 million in total assets, $17.7 million in total liabilities, $4.9 million in redeemable equity securities, and a stockholders' deficit of $12.4 million. As reported in the Troubled Company Reporter on Oct. 26, 2010, L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed substantial doubt about Flint Telecom's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted that the Company has suffered losses from operations, negative cash flows from operations and current liabilities exceed current assets. FLINT TIMBER: Case Summary & Largest Unsecured Creditor ------------------------------------------------------- Debtor: Flint Timber II, L.P. 24 Beaver Lake Drive Ellijay, GA 30540 Bankruptcy Case No.: 11-50220 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Southern District of Georgia (Waycross) Debtor's Counsel: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON & BOYER, LLP 355 Cotton Avenue Macon, GA 31201 Tel: (478) 742-6481 Fax: (478) 742-0108 E-mail: wjboyer_2000@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Robert Bowman, vice president. Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. ------ -------- Flint Timber, L.P. 11-50221 Flint Timber III, L.P. 11-50222 The list of unsecured creditors filed together with its petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wildlands -- $1,660 1305 Lakes Parkway, Suite 129 Lawrenceville, GA 30043 FLORIDA GAMING: Ramsey Asset Disposed Of All Common Shares ---------------------------------------------------------- Ramsey Asset Management, LLC, said in a Schedule 13G filing that it no longer owns shares of common stock, $0.20 par value per share, of Florida Gaming Corporation as of Dec. 31, 2010. About Florida Gaming Florida Gaming Corporation operates live Jai Alai games at frontons in Ft. Pierce, and Miami, Florida through its Florida Gaming Centers, Inc. subsidiary. The Company also conducts intertrack wagering (ITW) on jai alai, horse racing and dog racing from its facilities. Poker is played at the Miami and Ft. Pierce Jai-Alai, and dominoes are played at the Miami Jai-Alai. In addition, the Company operates Tara Club Estates, Inc., a residential real estate development located near Atlanta in Walton County, Georgia. Approximately 46.2% of the Company's common stock is controlled by the Company's Chairman and CEO either directly or beneficially through his ownership of Freedom Holding, Inc. The Company is based in Miami, Florida. The Company's balance sheet as of Sept. 30, 2010, showed $15.40 million in assets, $20.77 million in total liabilities, and a stockholders' deficit of $5.37 million. King + Company, PSC, in Louisville, Kentucky, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and cash flow deficiencies. FNB UNITED: Incurs $112.92 Million Net Loss in 2010 --------------------------------------------------- FNB United Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $112.92 million on $82.83 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $101.69 million on $103.17 million of total interest income during the prior year. The Company reported a net loss of $29.57 million on $17.95 million of total interest income for the quarter ended Dec. 31, 2010, compared with a net loss of $28.03 million on $25.27 million of total interest income for the quarter ended Dec. 31, 2009. The Company's balance sheet at Dec. 31, 2010 showed $1.92 billion in total assets, $1.93 billion in total liabilities, and a $9.93 million shareholders' deficit. Going Concern Doubt Raised Dixon Hughes PLLC, in Charlotte, North Carolina, in its independent auditors' report dated March 14, 2011 and attached to the financial statements, noted that the Company continued to incur significant net losses in 2010, primarily from the higher provisions for loan losses due to the significant level of non- performing assets. According to Dixon Hughes, the Company is significantly undercapitalized per regulatory guidelines and has failed to reach capital levels required in the Consent Order issued by the Office of the Comptroller of the Currency in 2010. These matters, the accounting firm maintains, raise substantial doubt about the Company's ability to continue as a going concern. Dixon Hughes also said that FNB United Corp. and Subsidiary has not maintained effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. A full-text copy of the Annual Report on Form 10-K is available for free at http://ResearchArchives.com/t/s?7533 CEO's Statement on 2010 Results "We continue to expend considerable effort toward the management of non-performing assets," said R. Larry Campbell, Interim President and CEO, in a statement. "Since the end of 2009 we have seen non-performing assets increase to $393.7 million at December 31, 2010. Because of these levels, we have been aggressively making provisions for loan loss reserves as well as charging off loans deemed to be uncollectible. Our allowance for loan losses as a percentage of loans held for investment is now 5.84% compared to 3.16% a year ago. We expect these levels to begin declining over the coming months as the economy improves and we aggressively work out of these credits." Mr. Campbell continued, "During this time we have also maintained high levels of liquidity. This has allowed us to manage our other borrowed money to lower levels." About FNB United Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank holding company for CommunityOne Bank, N.A., and the bank's subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38 communities throughout central, southern and western North Carolina. Through these subsidiaries, FNB United offers a complete line of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth management and internet banking services. FONAR CORP: Posts $1.36-Mil. Net Income in Dec. 31 Qtr. ------------------------------------------------------- FONAR Corporation filed its quarterly report on Form 10-Q, reporting a net income of $1,363,000 on $8,019,000 of total net revenue for the three months ended Dec. 31, 2010, compared with a net loss of $1,292,000 on $8,213,000 of total net revenue for the same period a year earlier. The Company's balance sheet at Dec. 31, 2010, showed $24,074,000 in total assets, $27,631,000 in total liabilities, and a stockholders' deficit of $3,557,000. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?73b7 About FONAR Corporation Melville, N.Y.-based FONAR Corporation (Nasdaq: FONR) -- http://www.fonar.com/-- is a Delaware corporation which was incorporated on July 17, 1978. The Company conducts its business in two segments. The first, conducted directly through FONAR, is referred to as the Company's medical equipment segment. The second, conducted through the Company's wholly owned subsidiary Health Management Corporation of America, is referred to as the physician management and diagnostic services segment. The medical equipment segment is engaged in the business of designing, manufacturing, selling and servicing magnetic resonance imaging, also referred to as "MRI" or "MR", scanners which utilize MRI technology for the detection and diagnosis of human disease. Health Management Corporation of America provides management services, administrative services, billing and collection services, office space, equipment, repair, maintenance service and clerical and other non-medical personnel to diagnostic imaging centers. FONTAINEBLEAU LV: Avenue/ACP Appeal Partial Final Judgement ----------------------------------------------------------- Plaintiffs in (i) Avenue CLO Fund, Ltd., et al v. Bank of America, N.A., et al. Case No. 09-23835-CIV-GOLD/GOODMAN, and (ii) ACP Master, Ltd, et al. v. Bank of America, N.A., et al. Case No. 10- cv-20236-GOODMAN/GOLD, filed separate notices informing the U.S. District Court for the Southern District of Florida that they will take an appeal to the United States Court of Appeals for the Eleventh Circuit from the partial final judgment and the related order granting in part and denying in part motions to dismiss entered in the multidistrict litigation on May 28, 2010, to the extent the Motions to Dismiss were granted. In the Partial Final Judgment, the District Court dismissed with prejudice certain counts in the amended complaints of the Avenue and Aurelius Actions, which complaints arose from the alleged breach of the Fontainebleau Credit Agreement. The Avenue Plaintiffs also filed with the Court designation of records on appeal. About Fontainebleau Las Vegas Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is constructing a luxury resort, Fontainebleu Las Vegas, on the northern end of the Las Vegas Strip. Fontainebleau Las Vegas Holdings, LLC and its units filed for Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case No. 09-21481). Scott L Baena, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, represented the Debtors in their restructuring effort. The Debtors' claims agent is Kurtzman Carson Consulting LLC. Attorneys at Genovese Joblove & Battista, P.A., and Fox Rothschild, LLP, represent the Official Committee of Unsecured Creditors. Fontainebleau Las Vegas LLC listed more than $1 billion in debt and a similar amount in assets, while each of Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas Holdings, LLC, listed less than $50,000 in assets and more than $1 billion in debts. In February 2010, Icahn Enterprises L.P. acquired from Fontainebleau Las Vegas and certain affiliated entities, the Fontainebleau property and improvements thereon located in Las Vegas, Nevada, for an aggregate purchase price of around $150 million. The bankruptcy case was subsequently converted to Chapter 7. Soneet R. Kapila has been named the trustee for the Chapter 7 case of Fontainebleau Las Vegas. FONTAINEBLEAU LV: Ch. 7 Trustee Wins OK to Tap Genovese ------------------------------------------------------- Soneet R. Kapila, Fontainebleau Las Vegas Holdings LLC's Chapter 7 trustee, received authority to retain Paul J. Battista, Esq., and the law firm of Genovese Joblove & Battista, P.A., as special litigation counsel. Genovese used to serve as the co-counsel to the Official Committee of Unsecured Creditors. As a result of the conversion of the Debtors' cases to Chapter 7, the Creditors Committee was disbanded and GJB's role as co-counsel to the Creditors Committee ceased. As special litigation counsel, GJB will investigate and, if appropriate in the discretion of the Chapter 7 Trustee, pursue all claims or causes of action that the bankruptcy estates have against the Debtors' present and former officers and directors. Mr. Kapila proposes GJB's retention as: A. Phase 1 GJB to investigate the existence and viability of any and all D&O Claims. During Phase 1, GJB will begin preliminary discovery, including reviewing documents in the Chapter 7 Trustee's possession and requesting documents from third parties. GJB will also conduct examinations under Rule 2004 of the Federal Rules of Bankruptcy Procedure of the Debtors' former officers and directors, and certain third parties. Upon completion of Phase 1, the Chapter 7 Trustee will evaluate and determine whether to pursue the filing and prosecution of any D&O Claims. B. Phase 2 At the sole discretion of the Chapter 7 Trustee, GJB will pursue the prosecution of the D&O Claims identified in Phase 1. During Phase 1, the Chapter 7 Trustee proposes to pay GJB on an hourly fee basis at its standard hourly rates not to exceed $75,000, subject to GJB's filing fee applications and the Court's approval of those fee applications. In Phase 2, the Chapter 7 Trustee proposes to pay GJB on a contingency fee basis in the amount of 35% of any and all recoveries realized on the D&O Claims, whether through judgment, settlement or otherwise. In the event GJB is required to prosecute or defend any appeal of a judgment in favor of or against the Chapter 7 Trustee on a D&O Claim, or engage in any post-judgment collection activity to collect any judgment in favor of the Chapter 7 Trustee, then the Chapter 7 Trustee proposes and has agreed to compensate GJB on a contingency fee basis in the amount of 40% of all recoveries realized on the D&O Claims. GJB will also be reimbursed of its out-of-pocket expenses incurred in connection with Phase 2, including any expert witness fees and costs. GJB has agreed to credit the contingency fee proposed in Phase 2 toward the fees awarded to GJB in Phase 1. Mr. Battista, a GJB shareholder, assures the Court that no attorney at his firm has had or presently has any connection with the Debtors on any matters in which GJB is to be engaged, hence, GJB is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. About Fontainebleau Las Vegas Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is constructing a luxury resort, Fontainebleu Las Vegas, on the northern end of the Las Vegas Strip. Fontainebleau Las Vegas Holdings, LLC and its units filed for Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case No. 09-21481). Scott L Baena, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, represented the Debtors in their restructuring effort. The Debtors' claims agent is Kurtzman Carson Consulting LLC. Attorneys at Genovese Joblove & Battista, P.A., and Fox Rothschild, LLP, represent the Official Committee of Unsecured Creditors. Fontainebleau Las Vegas LLC listed more than $1 billion in debt and a similar amount in assets, while each of Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas Holdings, LLC, listed less than $50,000 in assets and more than $1 billion in debts. In February 2010, Icahn Enterprises L.P. acquired from Fontainebleau Las Vegas and certain affiliated entities, the Fontainebleau property and improvements thereon located in Las Vegas, Nevada, for an aggregate purchase price of around $150 million. The bankruptcy case was subsequently converted to Chapter 7. Soneet R. Kapila has been named the trustee for the Chapter 7 case of Fontainebleau Las Vegas. FONTAINEBLEAU LV: Ch. 7 Issues Subpoenas to 6 Parties ----------------------------------------------------- Soneet R. Kapila, the Debtors' Chapter 7 Trustee, pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure, notifies the Court and parties-in-interest that he issued subpoena duces tecum with examination to these parties: 1. Examinee: Jeffrey M. Soffer c/o David Reimer, Esq. Reimer & Rosenthal 2115 N. Commerce Parkway Weston, FL 33326 Date/Time: April 7, 2011, at 10:00 a.m. Location: Genovese Joblove & Battista, P.A. 100 S.E. Second Street, Suite 4400 Miami, FL 33131 2. Examinee: Howard C. Karawan 24 Seneca Road Sea Ranch Lakes, FL33308-2303 Date/Time: April 8, 2011, at 10:00 a.m. Location: Genovese Joblove & Battista, P.A. 100 S.E. Second Street, Suite 4400 Miami, FL 33131 3. Examinee: Glenn W. Schaeffer 7202 W. Ocean Front Newport Beach, CA 92663-1726 Date/Time: April 11, 2011, at 10:00 a.m. (PDT) Location: Esquire Solutions 535 Anton Boulevard, Suite 400 Costa Mesa, CA 92626 Tel: 714-668-0166 4. Examinee: Raymond Parello 16047 Collins Avenue, Apt. 1903 Sunny Isles Beach, FL 33160-5570 Date/Time: April 12, 2011, at 10:00 a.m. Location: Genovese Joblove & Battista, P.A. 100 S.E. Second Street, Suite 4400 Miami, FL 33131 5. Examinee: Bruce Weiner 7099 Ayrshire Ln. Boca Raton, FL 33496-1419 Date/Time: April 13, 2011, at 10:00 a.m. Location: Genovese Joblove & Battista, P.A. 100 S.E. Second Street, Suite 4400 Miami, FL 33131 6. Examinee: Camilia Denny 137 Deer Run Rd. Townsend, DE 19734-9158 Date/Time: April 14, 2011, at 10:00 a.m. Location: Basye Santiago Reporting 1201 North Orange Street Wilmington, DE 19801 Tel: 302-573-2300 Mr. Kapila says that the Examinees will produce those documents and records listed in the subpoenas on the date, time and location indicated. About Fontainebleau Las Vegas Fontainebleau Las Vegas -- http://www.fontainebleau.com/-- is constructing a luxury resort, Fontainebleu Las Vegas, on the northern end of the Las Vegas Strip. Fontainebleau Las Vegas Holdings, LLC and its units filed for Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case No. 09-21481). Scott L Baena, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, represented the Debtors in their restructuring effort. The Debtors' claims agent is Kurtzman Carson Consulting LLC. Attorneys at Genovese Joblove & Battista, P.A., and Fox Rothschild, LLP, represent the Official Committee of Unsecured Creditors. Fontainebleau Las Vegas LLC listed more than $1 billion in debt and a similar amount in assets, while each of Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas Holdings, LLC, listed less than $50,000 in assets and more than $1 billion in debts. In February 2010, Icahn Enterprises L.P. acquired from Fontainebleau Las Vegas and certain affiliated entities, the Fontainebleau property and improvements thereon located in Las Vegas, Nevada, for an aggregate purchase price of around $150 million. The bankruptcy case was subsequently converted to Chapter 7. Soneet R. Kapila has been named the trustee for the Chapter 7 case of Fontainebleau Las Vegas. FORD MOTOR: Executive Chairman Owns 2,266,114 Shares ---------------------------------------------------- William Clay Ford Jr., executive chairman and chairman of Ford Motor Co., disclosed that he directly owns 2,266,114 shares of Ford as of Dec. 31, 2010. Mr. Ford had disposed of 108,857 on Aug. 23, 2010. Mr. Ford also indirectly owns shares of common stock of Ford, including 4,014,199 shares held by the voting trust, where he is one of five trustees. He also has options to purchase shares of Ford. About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles across six continents. With about 200,000 employees and about 90 plants worldwide, the company's automotive brands include Ford, Lincoln, Mercury and Volvo. The Company provides financial services through Ford Motor Credit Company. Ford Motor's balance sheet at Sept. 30, 2010, showed $177.07 billion in total assets, $178.81 billion in total liabilities, and a stockholders' deficit of $1.77 billion. * * * Ford Motor has a 'BB' issuer default rating, with positive outlook, from Fitch Ratings; 'Ba2' corporate family rating and probability of default rating from Moody's Investors Service; and a 'BB-' corporate credit rating, with positive outlook, from Standard & Poor's. Fitch said at the end of January 2011 that Ford's ratings reflect its continued strong financial performance and the substantial debt reduction accomplished in the fourth quarter of 2010, both of which outperformed Fitch's previous expectations. FOREVER CONSTRUCTION: Plan Filing Period Extended to May 2 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has extended Forever Construction, Inc.'s exclusive right to file a plan of reorganization to and including May 2, 2011, and its exclusive right to solicit acceptances of a plan to and including July 1, 2011. The Debtor was initially given until Nov. 24, 2010, to file a plan and disclosure statement. That deadline was later extended to Feb. 26. Waukegan, Illinois-based Forever Construction, Inc., filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 10-33276) on July 27, 2010. Joel A. Schechter, Esq., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million in its Chapter 11 petition. No creditors committee has been appointed in the case. FRANKLIN PACIFIC: Revised Payment Terms for Counsel Okayed ---------------------------------------------------------- Franklin Pacific Finance, LLLP, won permission from the Bankruptcy Court to employ Leslie Cohen Law PC as its bankruptcy counsel on amended terms and conditions, effective as of July 15, 2010: Leslie A. Cohen, Esq. Jaime K. Williams, Esq. LESLIE COHEN LAW, PC 506 Santa Monica Blvd., Suite 200 Santa Monica, CA 90401 Telephone: (310) 394-5900 Facsimile: (310) 394-9280 E-mail: leslie@lesliecohenlaw.com jaime@lesliecohenlaw.com The Debtor initially obtained authority to employ the firm in August 2010. The Debtor proposed to amend that manner in which the firm is compensated as follows: the Debtor will pay the firm 80% of fees and 100% of costs billed on a monthly basis subject to further review and payment of the additional amounts due upon interim and final fee applications to be subject to the Court's approval. About Franklin Pacific Santa Monica, California-based Franklin Pacific Finance, LLLP, engages in the business of acquiring and operating real estate assets and loans secured by real estate assets, equipment, vehicles and business assets, unsecured loans. The Company acquires assets and loans as portfolios or in stand-alone transactions. Debtor has conducted its business activity since 2005. The Company filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 10-30727) on May 24, 2010. Leslie A. Cohen, Esq., and Jaime Williams, Esq., at Leslie Cohen Law, P.C., in Santa Monica, California, serve as counsel to the Debtor. In its schedules, the Debtor listed $31,493,584 in assets and $15,751,359 in debts. The Debtor has filed a bankruptcy-exit plan. A plan confirmation hearing is set for April 7, 2011, at 1:30 p.m. Under the DePlan, as amended, general unsecured creditors under Class 4 can expect payment of 1/3 of each creditors' unsecured claim plus 4% interest. A copy of the Combined Disclosure Statement and Plan of Reorganization is available for free at http://bankrupt.com/misc/FranklinPacific.AmendedDS.pdf FRANKLIN PACIFIC: Revised Payment Terms for Accountant Okayed ------------------------------------------------------------- Franklin Pacific Finance, LLLP, won permission from the Bankruptcy Court to employ Robert Wyndelts and Wyndelts & Gagnon PLC as its Tax Accountants, on revised terms and conditions, effective as of May 24, 2010. The Debtor first obtained permission to hire the firm as its Tax Accountants in November 2010. The Debtor proposed to amend that manner in which the firm is compensated as follows: the Debtor will pay the firm 80% of amounts billed on a monthly basis, subject to further review and payment of additional amounts due upon interim and final fee applications to be subject to the Court's approval. About Franklin Pacific Santa Monica, California-based Franklin Pacific Finance, LLLP, engages in the business of acquiring and operating real estate assets and loans secured by real estate assets, equipment, vehicles and business assets, unsecured loans. The Company acquires assets and loans as portfolios or in stand-alone transactions. Debtor has conducted its business activity since 2005. The Company filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 10-30727) on May 24, 2010. Leslie A. Cohen, Esq., and Jaime Williams, Esq., at Leslie Cohen Law, P.C., in Santa Monica, California, serve as counsel to the Debtor. In its schedules, the Debtor listed $31,493,584 in assets and $15,751,359 in debts. The Debtor has filed a bankruptcy-exit plan. A plan confirmation hearing is set for April 7, 2011, at 1:30 p.m. Under the DePlan, as amended, general unsecured creditors under Class 4 can expect payment of 1/3 of each creditors' unsecured claim plus 4% interest. A copy of the Combined Disclosure Statement and Plan of Reorganization is available for free at http://bankrupt.com/misc/FranklinPacific.AmendedDS.pdf GELTECH SOLUTIONS: Posts $1.8-Mil. Net Loss in Dec. 31 Quarter -------------------------------------------------------------- Geltech Solutions, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1,772,293 on $60,637 of sales for the three months ended Dec. 31, 2010, compared to a net loss of $899,074 on $237,867 of sales for the same period a year ago. The Company's balance sheet at Dec. 31, 2010, showed $862,023 in total assets, $2,649,664 in total liabilities, and a stockholders' deficit of $1,787,641. Going Concern Doubt As reported in the Troubled Company Reporter on October 4, 2010, Salberg & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. In the Form 10-Q, the Company noted that as of Dec. 31, 2010, it had a working capital deficit of $1,949,478, had an accumulated deficit and stockholders' deficit of $12,412,626 and $1,787,641, respectively, and incurred losses from operations of $2,568,513 for the six months ended Dec. 31, 2010 and used cash from operations of $1,632,695 during the six months ended Dec. 31, 2010. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. "The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary debt or equity financing to continue operations, and the attainment of profitable operations," GalTech said. A full-text copy of the Form 10-Q is available for free at: http://ResearchArchives.com/t/s?754c About GelTech Solutions Jupiter, Fla.-based GelTech Solutions. Inc. (OTC Bulletin Board: GLTC) -- http://www.GelTechsolutions.com/-- is a Delaware corporation organized in 2006. The Company creates innovative, Earth-friendly, cost-effective products that help industry, agriculture, and the general public accomplish environmental and safety goals, such as water conservation and the protection of lives, homes, and property from fires. The Company's current business model is focused on the following products: 1) FireIce(R), a fire suppression product, 2) SkinArmor(TM), an ointment used for protecting skin from direct flame and high temperatures, and 3) Soil2O(TM), a line of agricultural moisture retention products. GLC LIMITED: Creditors Have Until May 30 to File Proofs of Claim ---------------------------------------------------------------- The Ironton Tribune reports that creditors with unsecured, priority or secured claims against GLC Limited have until May 30, 2011, to file proofs of claim to the U.S. Bankruptcy Court in Cincinnati. Governmental agencies have until Aug. 31, 2011. Governmental claims would include taxes, unemployment insurance, worker's compensation and government loans. Proctorville, Ohio-based GLC Limited is principally a liquidation company in the wholesale/retail distribution industry. It offers large selections of name brand products in many categories. It distributes its goods through a network of wholesale distributors, retail chains and discount and surplus centers. It owns four warehouses for its goods which are located in Proctorville and Columbus, Ohio and Huntington, West Virginia. GLC filed for Chapter 11 bankruptcy protection on Feb. 28, 2011 (Bankr. S.D. Ohio Case No. 11-11090). Ronald E. Gold, Esq., at Frost Brown Todd LLC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. GLOBAL GENERAL: Court Grants Recognition of London Proceedings -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York has granted the request of Simon Brincklow, as duly authorized foreign representative of GLOBAL General and Reinsurance Company Limited, for recognition of the foreign main proceedings respecting the Scheme of Arrangement proposed by GLOBAL under Part 26 of the Companies Act of Great Britain before the High Court of Justice of England and Wales. The U.S. Bankruptcy Court also ordered that the Scheme, including any modifications thereto, will be given full force and effect in the United States, and will be binding on and enforceable against any person or entity that is a Scheme Creditor, including, without limitation, against such person or entity in its capacity as a creditor or a debtor of the Company in the United States. As reported in the TCR on Feb. 14, 2011, the proposed scheme, which was sanctioned by the High Court on Jan. 28, "addresses and resolves all of the Company's existing and future liabilities," excluding certain liabilities, such as those covered in prior schemes. Global General has ceased underwriting and went into run-off in October 2002. When insurance or reinsurance companies enter into run-off, they cease writing new business and seek to determine, settle and pay all liquidated claims of their insureds either as they arise, or, if possible, before they arise. Typically, a run- off of an insurance company will take 20 or more years to complete. About GLOBAL General Headquartered in London, GLOBAL General and Reinsurance Company Limited is an insurance and reinsurance company formed in April 16, 1940. Between 1940 and 2002, GLOBAL General wrote a wide array of reinsurance business in England. The reinsurance portfolio was underwritten in London, predominantly from the early 1950's to the early 1980's. The portfolio was mostly accepted through placements made by London market brokers. The portfolio consists of facultative and treaty reinsurance, both proportional and non-proportional, covering various classes including, but not limited to, marine, non-marine and aviation. Simon Brincklow filed a chapter 15 petition for GLOBAL General and Reinsurance Company Limited (Bankr. S.D.N.Y. Case No. 11-10327) on Jan. 31, 2011. Two schemes for different lines of General Global's insurance business already have been recognized under Chapter 15. Thomas Klaus Freudenstein, as foreign representative of the two Scheme Companies, filed voluntary Chapter 15 petitions for GLOBAL General and its wholly owned subsidiary GLOBALE Ruckversicherrungs-AG (Bankr. S.D.N.Y. Case Nos. 08-14939 and 08-14940) on December 10, 2008, estimating assets and debts of more than US$100 million in the petition. Howard Seife, Esq., and Francisco Vazquez, Esq., at Chadbourne & Parke LLP, represent the foreign representatives in all three Chapter 15 proceedings. GMX RESOURCES: $50-Mil. Notes Offering Oversubscribed ----------------------------------------------------- GMX Resources Inc. announced the results of its tender offer for up to $50,000,000 aggregate principal amount of its outstanding 5.00% Convertible Senior Notes due 2013, which expired at 5:00 p.m. New York City time, on March 11, 2011. Based on the information received from Global Bondholder Services Corporation, the depositary for the tender offer, $121,534,000 aggregate principal amount of Convertible Notes were validly tendered and not withdrawn pursuant to the tender offer. In accordance with the terms and conditions of the tender offer, GMXR has accepted for purchase $50,000,000 aggregate principal amount of Convertible Notes for an aggregate consideration of approximately $50,312,500, including accrued and unpaid interest on the Convertible Notes from the most recent interest payment date to, but not including, the settlement date of March 16, 2011. Because the tender offer was oversubscribed, the aggregate principal amount of Convertible Notes that GMXR purchased from each tendering noteholder was prorated. GMXR has been informed by the depositary that the proration factor is approximately 41.2%. In accordance with the terms and conditions of the tender offer, on the settlement date, the depositary will issue payment for the Convertible Notes accepted for purchase and will return all other Convertible Notes tendered. After GMXR's purchase of $50,000,000 aggregate principal amount of Convertible Notes, approximately $72,750,000 aggregate principal amount of Convertible Notes will remain outstanding. Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. Incorporated acted as the dealer managers for the tender offer. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company's balance sheet at Dec. 31, 2010 showed $507.09 million in total assets, $368.87 million in total liabilities and $138.22 million in total equity. The Company reported a net loss of $138.29 million on $96.52 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $181.08 million on $94.29 million of oil and gas sales during the prior year. * * * GMX Resources got a first time 'Caa1' Corporate Family Rating and SGL-3 Speculative Grade Liquidity rating from Moody's Investors Service in February 2011. GMX's 'Caa1' CFR reflects its small size, limited diversification, production that is 97% natural gas in a low gas price environment, high leverage on production and reserves, and the risks inherent in developing its newly acquired oil focused Bakken and Niobrara acreage while outspending cash flow," commented Jonathan Kalmanoff, Moody's Analyst. "The rating also considers the potential for improvement in both profitability and diversification if GMX is successful in developing its newly acquired acreage, the pre-funding of the majority of 2011 capital spending through both debt and equity offerings, a lack of required drilling to hold acreage in the company's East Texas properties, and hedges in place which add support to realized prices for gas production through 2012." Standard & Poor's Ratings Services in February 2011 said it assigned its preliminary 'B-' corporate credit rating to GMX Resources Inc. The outlook is stable. "The ratings on Oklahoma City-based GMX Resources Inc. reflect the company's limited scale of operations, meaningful exposure to weak natural gas prices, a very aggressive near-term spending plan, limited liquidity beyond 2011, and elevated debt leverage," said Standard & Poor's credit analyst Paul B. Harvey. GMX RESOURCES: Closes Oil & Gas Leases Purchase from Retamco ------------------------------------------------------------ On Feb. 28, 2011, GMX Resources Inc. closed its acquisition of oil and gas leases for undeveloped acreage located in the Montana and North Dakota Bakken/Sanish-Three Forks formation pursuant to a purchase and sale agreement, dated Jan. 13, 2011, between GMXR, as the buyer, and Retamco Operating, Inc., as the seller. In connection with the closing under the Purchase Agreement, GMXR and the Seller entered into a registration rights agreement. The registration rights agreement provides that GMXR will use its best efforts in accordance with reasonable commercial practice and without the incurrence of unreasonable expense to file, within 30 days following the closing date, a shelf registration statement on Form S-3 or such other form under the Securities Act of 1933 then available to GMXR, providing for the resale of the registrable shares. GMXR has also agreed to use its best efforts in accordance with reasonable commercial practice and without the incurrence of unreasonable expense to cause the shelf registration statement to be declared effective by the SEC. GMXR has agreed to maintain the effectiveness of the shelf registration statement until the earlier of (i) end of the date three years from the date of its effectiveness and (ii) when the holders no longer hold registrable shares. The registration rights agreement contains other customary terms and conditions, including indemnification by GMXR. A copy of the Registration Rights Agreement is filed with this Form 8-K as Exhibit 10.1 and is incorporated by reference into this Item 1.01. Unregistered Sales of Equity Securities On Feb. 28, 2011, GMXR issued 2,268,971 shares of GMXR common stock, par value $0.001 per share to the Seller as consideration for the assets acquired by GMXR pursuant to the Purchase Agreement This issuance of Common Stock to an accredited investor was effected pursuant to Section 4(2) of the Securities Act of 1933. Regulation FD Disclosure On Feb. 28, 2011, GMXR issued a statement regarding the exercise by the underwriters of an over-allotment option to acquire an additional 1,098,518 shares of GMXR common stock. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company's balance sheet at Dec. 31, 2010 showed $507.09 million in total assets, $368.87 million in total liabilities and $138.22 million in total equity. The Company reported a net loss of $138.29 million on $96.52 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $181.08 million on $94.29 million of oil and gas sales during the prior year. * * * GMX Resources got a first time 'Caa1' Corporate Family Rating and SGL-3 Speculative Grade Liquidity rating from Moody's Investors Service in February 2011. GMX's 'Caa1' CFR reflects its small size, limited diversification, production that is 97% natural gas in a low gas price environment, high leverage on production and reserves, and the risks inherent in developing its newly acquired oil focused Bakken and Niobrara acreage while outspending cash flow," commented Jonathan Kalmanoff, Moody's Analyst. "The rating also considers the potential for improvement in both profitability and diversification if GMX is successful in developing its newly acquired acreage, the pre-funding of the majority of 2011 capital spending through both debt and equity offerings, a lack of required drilling to hold acreage in the company's East Texas properties, and hedges in place which add support to realized prices for gas production through 2012." Standard & Poor's Ratings Services in February 2011 said it assigned its preliminary 'B-' corporate credit rating to GMX Resources Inc. The outlook is stable. "The ratings on Oklahoma City-based GMX Resources Inc. reflect the company's limited scale of operations, meaningful exposure to weak natural gas prices, a very aggressive near-term spending plan, limited liquidity beyond 2011, and elevated debt leverage," said Standard & Poor's credit analyst Paul B. Harvey. GMX RESOURCES: Inks Underwriting Pact for 21.07MM Shares Offering ----------------------------------------------------------------- GMX Resources Inc. on Feb. 4, 2011, entered into an Underwriting Agreement with Morgan Stanley & Co. Incorporated and Credit Suisse Securities (USA) LLC, as representatives of the several underwriters, relating to the issuance and sale in an underwritten public offering of 21,075,000 shares of the Company's common stock, par value $0.001 per share, pursuant to the Company's registration statement on Form S-3 (File No. 333-151721) at a price to the Company of $4.75 per share. The Underwriters were also granted an option to purchase up to an additional 3,161,250 shares from the Company within 30 days of the date of the Underwriting Agreement. The Company expects to use the net proceeds, together with proceeds from a concurrent private placement of senior notes, to fund an offer to purchase up to $50.0 million of its 5.00% convertible senior notes due 2013, (ii) to repay the current outstanding balance under its secured revolving credit facility, (iii) to fund the cash portion of the purchase price of pending acquisitions of undeveloped oil and gas leases for approximately $68.3 million, (iv) to fund its exploration and development program and (v) for other general corporate purposes. Credit Suisse AG (Cayman Islands Branch), an affiliate of Credit Suisse Securities (USA) LLC, and Capital One, National Association, an affiliate of Capital One Southcoast, Inc., are lenders under the Company's existing secured revolving credit facility, and as such, are entitled to be repaid with the proceeds of the offering that are used to repay the Company's secured revolving credit facility. The amount of outstanding indebtedness owed to such lender will therefore be reduced. The Underwriting Agreement provides that the obligations of the underwriters to purchase the shares of common stock are subject to approval of legal matters by counsel and other customary conditions. The Underwriting Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions under which the Company and the Underwriters have agreed to indemnify each other against certain liabilities, including liabilities under the Securities Act of 1933, as amended. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company's balance sheet at Dec. 31, 2010, showed $507.09 million in total assets, $368.87 million in total liabilities and $138.22 million in total equity. The Company reported a net loss of $138.29 million on $96.52 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $181.08 million on $94.29 million of oil and gas sales during the prior year. * * * GMX Resources got a first time 'Caa1' Corporate Family Rating and SGL-3 Speculative Grade Liquidity rating from Moody's Investors Service in February 2011. GMX's 'Caa1' CFR reflects its small size, limited diversification, production that is 97% natural gas in a low gas price environment, high leverage on production and reserves, and the risks inherent in developing its newly acquired oil focused Bakken and Niobrara acreage while outspending cash flow," commented Jonathan Kalmanoff, Moody's Analyst. "The rating also considers the potential for improvement in both profitability and diversification if GMX is successful in developing its newly acquired acreage, the pre-funding of the majority of 2011 capital spending through both debt and equity offerings, a lack of required drilling to hold acreage in the company's East Texas properties, and hedges in place which add support to realized prices for gas production through 2012." Standard & Poor's Ratings Services in February 2011 said it assigned its preliminary 'B-' corporate credit rating to GMX Resources Inc. The outlook is stable. "The ratings on Oklahoma City-based GMX Resources Inc. reflect the company's limited scale of operations, meaningful exposure to weak natural gas prices, a very aggressive near-term spending plan, limited liquidity beyond 2011, and elevated debt leverage," said Standard & Poor's credit analyst Paul B. Harvey. GMX RESOURCES: Sells $200MM of Notes to Credit Suisse et al. ------------------------------------------------------------ GMX Resources Inc. on Feb. 4, 2011, entered into a Purchase Agreement with Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. Incorporated, as representatives of the several initial purchasers, pursuant to which the Company agreed to issue and sell to the Initial Purchasers $200,000,000 in aggregate principal amount of the Company's 11.375% senior unsecured notes due 2019. The Notes were sold to the Initial Purchasers at 93.583% of the principal amount thereof. The Company expects to use the net proceeds, together with proceeds from a concurrent public offering of common stock, to fund an offer to purchase up to $50.0 million of its 5.00% convertible senior notes due 2013, (ii) to repay the current outstanding balance under its secured revolving credit facility, (iii) to fund the cash portion of the purchase price of pending acquisitions of undeveloped oil and gas leases for approximately $68.3 million, (iv) to fund its exploration and development program and (v) for other general corporate purposes. Credit Suisse AG (Cayman Islands Branch), an affiliate of Credit Suisse Securities (USA) LLC, and Capital One, National Association, an affiliate of Capital One Southcoast, Inc., are lenders under the Company's existing secured revolving credit facility, and as such, are entitled to be repaid with the proceeds of the offering that are used to repay the Company's secured revolving credit facility. The amount of outstanding indebtedness owed to such lender will therefore be reduced. The Purchase Agreement provides that the obligations of the Initial Purchasers to purchase the notes are subject to approval of legal matters by counsel and other customary conditions. The Purchase Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions under which the Company and the Guarantors, on the one hand, and the Initial Purchasers, on the other, have agreed to indemnify each other against certain liabilities, including liabilities under the Securities Act of 1933, as amended. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company's balance sheet at Dec. 31, 2010 showed $507.09 million in total assets, $368.87 million in total liabilities and $138.22 million in total equity. The Company reported a net loss of $138.29 million on $96.52 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $181.08 million on $94.29 million of oil and gas sales during the prior year. * * * GMX Resources got a first time 'Caa1' Corporate Family Rating and SGL-3 Speculative Grade Liquidity rating from Moody's Investors Service in February 2011. GMX's 'Caa1' CFR reflects its small size, limited diversification, production that is 97% natural gas in a low gas price environment, high leverage on production and reserves, and the risks inherent in developing its newly acquired oil focused Bakken and Niobrara acreage while outspending cash flow," commented Jonathan Kalmanoff, Moody's Analyst. "The rating also considers the potential for improvement in both profitability and diversification if GMX is successful in developing its newly acquired acreage, the pre-funding of the majority of 2011 capital spending through both debt and equity offerings, a lack of required drilling to hold acreage in the company's East Texas properties, and hedges in place which add support to realized prices for gas production through 2012." Standard & Poor's Ratings Services in February 2011 said it assigned its preliminary 'B-' corporate credit rating to GMX Resources Inc. The outlook is stable. "The ratings on Oklahoma City-based GMX Resources Inc. reflect the company's limited scale of operations, meaningful exposure to weak natural gas prices, a very aggressive near-term spending plan, limited liquidity beyond 2011, and elevated debt leverage," said Standard & Poor's credit analyst Paul B. Harvey. GREAT ATLANTIC & PACIFIC: Motion for Trade Committee Denied ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York has denied the motion of the Frito-Lay, Inc., Kraft Foods, Inc., PersiCo/Frito, Nestle USA, Bimbo Bakeries USA, Kellogg North American, Wise Foods, Inc., Dr. Pepper Snapple Group and Campbell Soup Company, for the appointment of an Official Committee of Direct Store Delivery and Trade Creditors. Objections to the appointment of an Official Committee of DSD/Trade Creditors were made by the United States Trustee, the Official Committee of Unsecured Creditors, and by certain holders of Convertible Notes. The Debtors said they support more bondholder and trade representation on the current creditors' committee, or in the alternative, the appointment of DSD/Trade Creditors' Committee, subject to certain cost-savings mechanisms. About A&P Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific (A&P) is a leading supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid- Atlantic and Northeastern United States. It operates 395 supermarkets, combination food and drug stores, beer, wine, and liquor stores, and limited assortment food stores in Connecticut, Delaware, Massachusetts, Maryland, New Jersey, New York, Pennsylvania, Virginia, and the District of Columbia. "Banners" include A&P (101 stores), Food Basics (12 stores), Pathmark (128 stores), Super Fresh (57 stores), The Food Emporium (16 stores), and Waldbaum's (59 stores). A&P employs roughly 41,000 employees, including roughly 28,000 part-time employees. Roughly 95% of the workforce are covered by collective bargaining agreements. The Great Atlantic & Pacific Tea Company, Inc., and its affiliates filed petitions under Chapter 11 of the U.S. Bankruptcy Code on Dec. 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White Plains. As of Sept. 11, 2010, the Debtors reported total assets of $2.5 billion and liabilities of $3.2 billion. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represent the Official Committee of Unsecured Creditors. GREDE HOLDINGS: S&P Assigns Preliminary 'B+' Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'B+' corporate credit rating to Southfield, Mich.-based casting supplier Grede Holdings LLC. The outlook is stable. "At the same time, we assigned a preliminary 'B+' issue-level rating and preliminary '4' recovery rating to Grede's proposed $175 million six-year senior secured term loan. The '4' recovery rating indicates our expectation that lenders would receive average (30% to 50%) recovery in the event of a payment default," S&P said. The final rating will depend upon receipt and satisfactory review of all final transaction documentation. Accordingly, the preliminary rating should not be construed as evidence of a final rating. If Standard & Poor's does not receive final documentation within a reasonable time frame, or if final documentation departs from materials reviewed, Standard & Poor's reserves the right to withdraw or revise its rating. "The ratings reflect what we consider to be Grede's weak business risk profile and aggressive financial risk profile," said Standard & Poor's credit analyst Robert Schulz. S&P said, "Our business risk assessment incorporates the multiple industry risks facing companies supplying the light vehicle and commercial vehicle markets, including volatile demand, high fixed costs, intense competition and pricing pressures, as well as raw material recovery risk." GULF PROPERTIES: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Gulf Properties Associates, LLC dba Bay Pointe Golf Club Bay Pointe Golf & Country Club Bay Pointe Golf Bay Pointe fdba Gulf Properties Associates, GP 22 Sunningdale Drive Grosse Pointe, MI 48236 Bankruptcy Case No.: 11-04563 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Judge: K. Rodney May Debtor's Counsel: John M. Brunson, Esq. JOHN M. BRUNSON, ATTORNEY AT LAW 4250 Central Avenue St. Petersburg, FL 33711 Tel: (727) 828-0580 Fax: (727) 828-0583 E-mail: jmb@jmbesquire.com Scheduled Assets: $2,313,973 Scheduled Debts: $1,692,529 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flmb11-04563.pdf The petition was signed by Wayne T. Wallrich, managing member. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Cynthia A. Vogt 08-68461 11/20/08 HAWKER BEECHCRAFT: Signs Separation Pact With Ex-CFO ---------------------------------------------------- On Feb. 7, 2011, Hawker Beechcraft Corporation, Hawker Beechcraft Acquisition Company, LLC's principal operating subsidiary, and Hawker Beechcraft, Inc., the Company's direct parent company, entered into a Separation of Employment Agreement and General Release with Sidney E. Anderson, who resigned as Vice President and Chief Financial Officer on Jan. 25, 2011. Mr. Anderson's separation arrangements include salary and benefits continuance for nine months, payout under the Management Incentive Plan for 2010, and a potential Lump Sum Payment of three months base pay at the end of October 2011 if it is determined that he has cooperated and assisted satisfactorily with any specific matters that may have been requested by the Company during the nine month period during which he continued to receive salary and benefits. About Hawker Beechcraft Headquartered in Wichita, Kansas, Hawker Beechcraft Acquisition Company, LLC -- http://www.hawkerbeechcraft.com/-- is a leading designer and manufacturer of business jet, turboprop and piston aircraft. The Company is also the sole source provider of the primary military trainer aircraft to the U.S. Air Force and the U.S. Navy and provide military trainer aircraft to other governments. The Company has a diverse customer base, including corporations, fractional and charter operators, governments and individuals throughout the world. The Company provides parts, maintenance and flight support services through an extensive network of service centers in 32 countries to an estimated installed fleet of more than 37,000 aircraft. The Company reported a net loss of $304.3 million on $2.805 billion of total sales for the year ended Dec. 31, 2010, compared with a net loss of $451.3 million on $3.198 billion of total sales during 2009. The Company's balance sheet at Dec. 31, 2010, showed $3.212 billion in total assets, $3.426 billion in total liabilities, and a deficit of $214.4 million. * * * Hawker Beechcraft carries 'Caa2' corporate family and probability of default ratings from Moody's Investors Service and a 'CCC+' long-term corporate credit rating from Standard & Poor's Ratings Services. HEALTSOUTH CORP: Assembles Investor Reference Book -------------------------------------------------- Subsequent to its earnings release for the fourth quarter of 2010, HealthSouth Corporation assembled an Investor Reference Book, a copy of which is available for free at: http://ResearchArchives.com/t/s?7546 The Investor Reference Book addresses, among other things, an overview of the Company and its industry, a historical perspective of the Company, the Company's business outlook, the Company's financial and operational metrics and initiatives, and the Company's value proposition. About HealthSouth Corp. Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) -- http://www.healthsouth.com/-- claims to be the nation's largest provider of inpatient rehabilitative healthcare services. Operating in 26 states across the country and in Puerto Rico, HealthSouth serves patients through its network of inpatient rehabilitation hospitals, long-term acute care hospitals, outpatient rehabilitation satellites, and home health agencies. The Company's balance sheet at Dec. 31, 2010 showed $2.37 billion in total assets, $1.99 billion in current liabilities, $387.40 million in commitments and contingencies, and a $2.20 million shareholders' deficit. HealthSouth carries a 'B1' corporate family rating with "stable" outlook, from Moody's. It has 'B+' foreign and local issuer credit ratings, with "positive" outlook, from Standard & Poor's. HERBALIFE INT'L: S&P Withdraws Sr. Sec. Credit Facility Ratings --------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'BBB-' issue-level ratings on Herbalife International Inc.'s $450 million senior secured credit facility, which consisted of a $250 million revolving credit facility due 2012 and a $200 million term loan due 2013. Herbalife replaced this facility with a $700 million senior secured revolving credit facility. S&P does not rate the company's $700 million senior secured revolving credit facility. "Our corporate credit rating on Herbalife reflects our assessment that the company has an intermediate financial risk profile based on its strong cash flow, solid credit metrics, and conservative financial policy. Our fair business risk profile is supported by its participation in the highly competitive and fragmented weight management and nutritional supplements industries. Though the company has sustained strong credit metrics above its rating category medians, the overall rating is moderated by the Herbalife brand and product concentration. Other rating factors include the risks associated with the company's network marketing business model, risks of product liability, and risks of negative publicity," S&P said. RATINGS LIST Herbalife International Inc. Corporate Credit Rating BB+/Stable/-- Herbalife International Inc. Ratings Withdrawn To From $250 mil revolving credit facility due 2012 NR BBB- $200 mil term loan due 2013 NR BBB- HOLLYWOOD BEACH: Plan Confirmed; Unsecureds to be Paid Over Time ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida confirmed on Jan. 27, 2011, the Plan of Reorganization of Hollywood Beach Gate Resort, Inc. Miami-Dade County Tax Collector, Park Place Development LLC, and the Estate of Joseph Aquino objected to the Plan, but after negotiation, agreed to withdraw their respective objections and accept the Plan based on the revised treatment of their respective Class 1-A, 1-C, and 1-D claims, as set forth in the Order confirming the Plan. Payments and distributions under the Plan will be funded by: (i) ongoing management of properties; (ii) sale of property; and (iii) capital investment by the Devecht family. General unsecured creditors will receive a distribution of 100% over 5 years of their allowed claims, payable quarterly, with the first distribution due at confirmation. The secured claim of Miami Dade County Tax Collector for prepetition 2009-2010 ad valorem taxes, including statutory interest, will be paid in full upon the sale of the taxed estate properties. In the event that taxes are still owed on taxed properties one year from the date of confirmation, the Tax Collector will be authorized to sell tax certificates with respect to said taxes without further Order of this Court. The tax liens securing payment of the taxes on said properties will be retained until the tax claim is paid in full. With respect to the Secured claim of the Estate of Joseph Aquino, the entire amount of the secured claim ($376,628.24) will be paid in full upon the closing of the sale of the real property located at 2201 N. Miami Avenue, in Miami, Florida. Additionally, on Jan. 11, 2011, the Estate of Joseph Aquino was granted stay relief to commence foreclosure proceedings in the event the Debtor did not close on a sale of the real property within 60 days thereafter. The Stay Relief Order, and the Estate of Joseph Aquino's rights set forth therein, will remain in full force and effect pending a sale of the 2201 N. Miami Ave. Property. Park Place Development LLC, under Class 1D, owed $1,305,000, and Ocean Way Corp. - Matthew Schoss, under 1E, owed $1,507,000, will be paid at closing of the sale of the property. Equity Interest Holder, Gyorgy Katz, will receive the stock subordinated to claims. A copy of the Disclosure Statement dated Jan. 9, 2011, is available for free at: http://bankrupt.com/misc/HollywoodBeach_DS.pdf About Hollywood Beach Gate Resort North Miami Beach, Florida-based Hollywood Beach Gate Resort, Inc., owns distress properties. The Company filed for Chapter 11 bankruptcy protection on May 25, 2010 (Bankr. S.D. Fla. Case No. 10-24331). Joel M. Aresty, Esq., who has an office in Miami, Florida, represents the Debtor. The Company disclosed $10,789,110 in assets and $3,559,399 in liabilities as of the Petition Date. HUGHES TELEMATICS: Completes Private Placement of 1.43-Mil. Shares ------------------------------------------------------------------ HUGHES Telematics, Inc., on Feb. 7, 2011, completed a private placement of 1,428,572 shares of its common stock, par value $0.0001, to a group of accredited investors who are not affiliated with the Company at a per share price of $3.50, pursuant to the terms of a Stock Purchase Agreement, dated Feb. 7, 2011, by and among the Company and each of the Purchasers. The aggregate purchase price for the common stock sold in the private placement was approximately $5.0 million. The Company intends to use the net proceeds from the private placement for general corporate purposes. In connection with the private placement, the Company entered into an amendment to its Amended and Restated Credit Agreement dated as of March 31, 2008 with Morgan Stanley Senior Funding, Inc. as administrative agent, Morgan Stanley & Co. Incorporated, as collateral agent, and the lenders from time to time party thereto providing for the waiver of the requirement to use 25% of the net cash proceeds from the private placement for the repayment of senior secured term indebtedness. Concurrent with the private placement, the Company entered into an incremental loan commitment agreement with the Purchasers pursuant to which the Purchasers made loans in the aggregate principal amount of approximately $5.0 million under the terms of the credit agreement with PLASE HT, LLC, as administrative agent, collateral agent and original lender. The loans under the Second Lien Credit Agreement bear interest at 9.0% per annum, payable-in-kind, and are guaranteed by all of the Company's existing and future domestic subsidiaries. The loans are secured by a second priority lien on substantially all of the Company's tangible and intangible assets, including the equity interests of the Company's subsidiaries. The liens granted in connection with the Second Lien Credit Agreement are expressly subject and subordinated to the liens securing the Company's obligations under the First Lien Credit Agreement. In connection with the issuance of the loans under the Second Lien Credit Agreement, the Company issued warrants to purchase an aggregate of 1,000,000 shares of the Company's common stock at an exercise price of $5.99 per share, subject to certain customary anti-dilution provisions. In connection with the private placement and the issuance of the Warrants, the Company entered into a Registration Rights Agreement, dated February 7, 2011 with the Purchasers requiring that, among other things, the Company register the resale of the shares of common stock sold in the private placement and the shares of common stock issuable upon exercise of the Warrants. If the Company does not meet certain deadlines with respect to making a registration statement covering such resale effective, then cash penalties of 1% of the purchase price per month of up to twelve months may apply. About HUGHES Telematics Atlanta, Ga.-based HUGHES Telematics, Inc. is a telematics services company that provides a suite of real-time voice and data communications services and applications for use in vehicles and is developing additional applications for use within and outside of the automotive industry. The Company's balance sheet as of Dec. 31, 2010, showed $108.8 million in total assets, $171.1 million in total liabilities, and a stockholders' deficit of $62.3 million. As reported in the Troubled Company Reporter on March 19, 2010, PricewaterhouseCoopers LLP, in Atlanta, Ga., in its report on the Company's financial statements for the year ended Dec. 31, 2009, 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 limited capital resources. INTEGRATED FINANCIAL: Nevada Mortgage Broker in Chapter 11 ---------------------------------------------------------- The Las Vegas Review-Journal reports that Integrated Financial Associates, Inc., which has sought Chapter 11 protection, is a mortgage broker licensed in Nevada that originates, underwrites, funds, and services short-term real. Its Web site is http://www.ifaproperty.com/ According to the report, Chief Executive Officer William Dyer signed the bankruptcy petition on behalf of Integrated Financial, which has offices at 3311 S. Rainbow Blvd., Suite 209. Board members and shareholders include developer Ken Templeton, former chairman of Sun West Bank, which regulators shut down in May 2010. The report relates that Integrated Financial's assets include 97 acres in Phoenix and lots in a 60-acre subdivision in Riverside County. The Phoenix land and the Riverside County lots are each valued at $3 million, less than half of the secured claims against the real estate. Vestin Realty Mortgage, which is owed $5.2 million, is the largest unsecured creditor. Bank of America is the largest secured creditor and is owed $4.8 million, notes the report. Integrated Financial filed a Chapter 11 petition (Bankr. D. Nev. Case No. 11-13537) on March 14, 2011. In its schedules, the Company disclosed assets of $7,540,534 and liabilities of $44,887,997. The Debtor is represented by: Alan R. Smith, Esq. THE LAW OFFICES OF ALAN R. SMITH 505 Ridge Street Reno, NV 89501 Tel: (775) 786-4579 E-mail: mail@asmithlaw.com IRVINE SENSORS: To Offer 19.75MM Shares Under Incentive Plans ------------------------------------------------------------- Irvine Sensors Corporation filed with the U.S. Securities and Exchange Commission a Form S-8 relating to offer of an aggregate of 19.75 million shares of common stock under the Irvine Sensors Corporation Amended and Restated 2006 Omnibus Incentive Plan and Irvine Sensors Corporation 2010 Nonqualified Stock Option Plan. About Irvine Sensors Headquartered in Costa Mesa, Calif., Irvine Sensors Corporation (OTC BB: IRSN) -- http://www.irvine-sensors.com/-- is a vision systems company engaged in the development and sale of miniaturized infrared and electro-optical cameras, image processors and stacked chip assemblies and sale of higher level systems incorporating said products. Irvine Sensors also conducts research and development related to high density electronics, miniaturized sensors, optical interconnection technology, high speed network security, image processing and low-power analog and mixed-signal integrated circuits for diverse systems applications. The Company's balance sheet at Jan. 2, 2011, showed $15.09 million in total assets, $30.92 million in total liabilities and $15.82 million in total stockholders' deficit. Squar, Milner, Peterson, Miranda & Williamson, LLP, in Irvine, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that as of October 3, 2010, the Company has negative working capital of $10.1 million and a stockholders deficit of $10.1 million. The Company reported a net loss of $11.16 million on $11.72 million of revenues for the fiscal year ended October 3, 2010, compared with a net loss of $914,700 on $11.54 million of revenues for the fiscal year ended September 27, 2009. IRVINE SENSORS: Authorized Common Stock Hiked to 500 Million ------------------------------------------------------------ On Feb. 17, 2011, Irvine Sensors Corporation issued 71,428 shares of common stock to an accredited investor upon such investor's conversion of $35,714 of the stated value of the Company's Series B Convertible Preferred Stock. On March 9, 2011, the Company issued an aggregate of 1,400,000 shares of common stock to an accredited institutional investor upon such investor's conversion of an aggregate of $98,000 of the stated value of the Company's Series A-2 10% Cumulative Convertible Preferred Stock. On March 10, 2011, options to purchase 23,750,00 shares of common stock of the Company at the exercise price of $0.15 per share, which was the closing price of said common stock on the Over the Counter Bulletin Board on that date, were granted under the Company's 2011 Omnibus Incentive Plan for services to be rendered after such date, as follows: Bill Joll, Chief Executive, President and Director, was granted a ten year option to purchase 10,000,000 shares, John Carson, Chief Strategist and Director, was granted a ten year option to purchase 5,000,000 shares, John Stuart, Senior Vice President and Chief Financial Officer, was granted a ten year option to purchase 4,000,000 shares, John Leon, Vice President, was granted a ten year option to purchase 2,000,000 shares, Peter Kenefick, Senior Vice President, was granted a ten year option to purchase 2,000,000 shares, and Messrs. Marc Dumont, Jack Johnson, Thomas M. Kelly, Scott Reed, Chester P. White and Marcus A. Williams, all Directors, were granted, in the aggregate, ten year options to purchase 750,000 shares (or 125,000 shares each). For Mr. Joll, options to purchase 1,000,000 shares were immediately vested, with the balance vesting in 36 monthly installments thereafter. For Messrs. Carson and Stuart, options to purchase 1,000,000 shares will vest on the earlier of: (a) July 10, 2012 or (b) the satisfaction or waiver of the compensation restrictions set forth in the Secured Promissory Note dated April 14, 2010 by and between the Company to Timothy Looney, with the balance vesting in 24 equal monthly installments after the Initial Vesting Date. For Messrs. Kenefick and Leon, options to purchase 25% of the shares will vest one year after the grant date, with the balance vesting in 36 equal monthly installments thereafter. For Messrs. Dumont, Johnson, Kelly, Reed, White and Williams, options to purchase 25% of the shares were immediately vested, with the balance vesting in three equal quarterly installments thereafter. Other vesting terms for Messrs. Joll, Carson and Stuart are as set forth in their respective Employment Agreements and applicable stock option agreements, the forms of which were disclosed by the Company in its Quarterly Report on Form 10-Q filed with the SEC on Feb. 16, 2011. Adoption of 2011 Omnibus Incentive Plan On March 9, 2011, at the 2011 Annual Meeting of Stockholders of the Company, the Company's stockholders approved the adoption of the 2011 Plan, which previously had been approved by the Company's Board of Directors, subject to such stockholder approval. The 2011 Plan permits grants of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, performance awards, other stock grants and other stock-based awards. The Company's Board and Compensation Committee have the authority to determine the type of Award as well as the amount, terms and conditions of each Award under the 2011 Plan, subject to the express limitations and other provisions of the 2011 Plan. The purpose of the 2011 Plan is to promote the interests of the Company and its stockholders by aiding the Company in attracting and retaining employees, officers, consultants, advisors and directors capable of assuring the future success of the Company, to offer such persons incentives to continue in the Company's employ or service and to afford such persons an opportunity to acquire a proprietary interest, or otherwise increase their proprietary interest, in the Company. The aggregate number of shares of the Company's common stock that may be issued under all stock-based Awards made under the 2011 Plan is 46,500,000 shares. The shares of Common Stock issuable under the 2011 Plan may be drawn from shares of authorized but unissued Common Stock or from shares of Common Stock that the Company acquires. If the Committee so provides for purposes of Section 162(m) of the Internal Revenue Code, no Award recipient may be granted (i) options or stock appreciation rights with respect to more than 15,000,000 shares of Common Stock in the aggregate within any fiscal year or (ii) qualified performance based Awards which could result in such person receiving more than $1,500,000 in cash or the equivalent fair market value of shares of Common Stock determined at the date of grant for each full or partial fiscal year contained in the performance period of a particular qualified performance based award, subject to certain adjustments. The number of shares available for Awards, as well as the terms of outstanding Awards, are subject to adjustment as provided in the 2011 Plan for stock splits, stock dividends, recapitalizations and other similar events. If any shares of Common Stock subject to any Award or to which an Award relates are forfeited or are reacquired by the Company, or if any Award terminates without the delivery of any shares, the shares previously set aside for such Awards will be available for future Awards under the 2011 Plan. In addition, shares used by Award recipients as payment of the exercise price of an Award or in satisfaction of the tax obligations relating to an Award will be available again for Award grants other than an incentive stock option. The 2011 Plan also contains certain limits with respect to the terms of different types of Awards and with respect to the number of shares subject to Awards that can be granted to a participant during any year. The Company intends to register the shares of common stock that will become available for issuance under the 2011 Plan on a registration statement on Form S-8 to be filed with the Securities and Exchange Commission at the Company's expense. Unless earlier discontinued or terminated by the Board, the 2011 Plan will expire on the tenth anniversary of Jan. 12, 2011, the date that it was approved by the Board. The Board may from time to time, amend, alter, suspend, discontinue or terminate the 2011 Plan, subject, in certain circumstances, to stockholder approval. Adoption of Senior Management Performance Bonus Plan On March 9, 2011, the Compensation Committee of the Company's Board adopted a Senior Management Performance Bonus Plan to provide members of senior management of the Company with the opportunity to earn incentive bonuses based on the performance of the Company and its individual business units for a fiscal year. Awards under the Bonus Plan may be made only to officers or other members of senior management of the Company or of an affiliate who have been selected by the Committee for participation in the Bonus Plan for the relevant performance period. A participant's award under the Bonus Plan will be based on the Company achieving certain performance goals applicable to such participant during the performance period, as determined by the Committee. As determined by the Committee, the performance goals applicable to each participant will provide for a targeted level or levels of achievement using one or more of the following measures: (a) revenue for the Company or any of its business units, (b) gross margin for the Company or any of its business units, (c) EBITDA, (d) new orders for any of the Company's business units, (e) product cost reduction for any of the Company's business units, (f) new equity financing, (g) new government contracts and (h) channel development. Bonus payments, if earned, will be paid in cash or restricted stock under the 2011 Omnibus Incentive Plan after the end of the performance period during which the award was earned but no later than the fifteenth day of the third month after the end of the fiscal year in which such performance period ended. If a participant terminates employment with the Company, prior to the determination of the award being certified by the Committee, for a reason other than permanent disability or death, he or she shall not be entitled to the payment of an award for the performance period, subject, however, to the terms of any employment agreement between the participant and the Company. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On March 9, 2011, the Company's stockholders approved an amendment and restatement of the first paragraph of Article IV of the Company's Certificate of Incorporation to increase the number of shares of authorized Common Stock of the Company from 150,000,000 shares to 500,000,000 shares and to correspondingly increase the total capital stock of the Company. Submission of Matters to a Vote of Security Holders The following proposals were approved at the 2011 annual meeting: 1. To elect the following persons to serve on the Company's Board of Directors until the next annual meeting of stockholders or until their successors are duly elected and qualified: John C. Carson, Marc Dumont, Seth W. Hamot, Bill Joll, Jack Johnson, Thomas M. Kelly, Scott Reed, Edward J. Scollins, Chester P. White and Marcus A. Williams; 2. To approve an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of Common Stock to 500,000,000; 3. To approve and adopt the Company's 2011 Omnibus Incentive Plan and the reservation of 46,500,000 shares of the Company's Common Stock for issuance thereunder; 4. To ratify the appointment of Squar, Milner, Peterson, Miranda & Williamson, LLP as the independent auditors of the Company for the fiscal year ending Oct. 2, 2011; About Irvine Sensors Headquartered in Costa Mesa, Calif., Irvine Sensors Corporation (OTC BB: IRSN) -- http://www.irvine-sensors.com/-- is a vision systems company engaged in the development and sale of miniaturized infrared and electro-optical cameras, image processors and stacked chip assemblies and sale of higher level systems incorporating said products. Irvine Sensors also conducts research and development related to high density electronics, miniaturized sensors, optical interconnection technology, high speed network security, image processing and low-power analog and mixed-signal integrated circuits for diverse systems applications. The Company's balance sheet at Jan. 2, 2011, showed $15.09 million in total assets, $30.92 million in total liabilities and $15.82 million in total stockholders' deficit. Squar, Milner, Peterson, Miranda & Williamson, LLP, in Irvine, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that as of October 3, 2010, the Company has negative working capital of $10.1 million and a stockholders deficit of $10.1 million. The Company reported a net loss of $11.16 million on $11.72 million of revenues for the fiscal year ended October 3, 2010, compared with a net loss of $914,700 on $11.54 million of revenues for the fiscal year ended September 27, 2009. ISTAR FINANCIAL: Names C. Cochrane as Chief Accounting Officer -------------------------------------------------------------- iStar Financial Inc. announced that Collin Cochrane has been named Chief Accounting Officer effective Feb. 15, 2011. As Chief Accounting Officer, he will be responsible for managing the Company's accounting and tax departments, including internal and external financial reporting, internal controls and tax reporting and compliance. Mr. Cochrane, who is 34 years old, has served with the Company since 2001, most recently in the position of corporate controller since 2007, and prior to that in the position of assistant controller since 2005. Mr. Cochrane holds a B.S. in Accounting from the Leventhal School of Accounting at the University of Southern California and is a certified public accountant. About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company reported net income of $80.21 million on $575.25 million of total revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $769.85 million on $766.19 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $9.17 billion in total assets, $7.48 billion in total liabilities and $1.69 billion in total equity. * * * iStar carries a 'C' issuer default rating from Fitch Ratings Services. Fitch lowered, among other things, the IDR from 'CC' to 'C' in October 2010, noting that there is substantial amount of debt maturities in the second quarter of 2011, consisting primarily of a second lien term loan and second lien revolving credit agreement in aggregate amounting to approximately $1.7 billion, and an unsecured revolving credit facility of approximately $500 million. In order to avoid maturity defaults on the second lien obligations and unsecured revolving credit facility due June 2011, a coercive debt exchange would need to be effected, whereby the company negotiates with certain of its debt holders a material reduction in terms to avert bankruptcy, Fitch said. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. JUMA TECHNOLOGY: Amends 2009 Annual Report Due to SEC Comments -------------------------------------------------------------- Juma Technology Corp. filed with the U.S. Securities and Exchange Commission an amendment to its annual report on Form 10-K for the year ended Dec. 31, 2009, to reflect the changes made in response to the comments received by the Company from the Staff of the SEC in connection with the Staff's review of the report. The changes made to the report include several revisions to the Company's disclosures under Items 1A, Risk Factors, 7 Management's Discussion and Analysis of Financial Condition and Results of Operations; 10 Directors, Executive Officers and Corporate Governance; and 12 Executive Compensation. The Company reported a net loss of $12.40 million on $13.09 million of net sales for the year ended Dec. 31, 2009, compared with a net loss of $9.03 million on $21.37 million of net sales during the prior year. The Company's balance sheet at Dec. 31, 2009 showed $4.93 million in total assets, $17.08 million in total liabilities and $12.15 million in total stockholders' deficiency. A copy of the 2009 Annual Report, as amended, is available for free at http://ResearchArchives.com/t/s?7559 About Juma Technology Farmingdale, N.Y.-based Juma Technology Corp. is a highly specialized convergence systems integrator with a complete suite of services for the implementation and management of an entity's data, voice and video requirements. The Company's balance sheet at Sept. 30, 2010, showed $4.29 million in total assets, $22.01 million in total liabilities, and a stockholders' deficit of $17.72 million. As reported in the Troubled Company Reporter on April 5, 2010, Seligson & Giannattasio, LLP, in White Plains, N.Y., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred significant recurring losses. KETCHUM HOTEL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ketchum Hotel Company, Inc. dba Clarion Inn of Sun Valley P.O. Box 548 Ketchum, ID 83340 Bankruptcy Case No.: 11-40333 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court District of Idaho (Twin Falls) Judge: Jim D. Pappas Debtor's Counsel: Joseph M. Meier, Esq. COSHO HUMPHREY, LLP P.O. Box 9518 800 Park Boulevard, Suite 790 Boise, ID 83707-9518 Tel: (208) 344-7811 Fax: (208) 338-3290 E-mail: jmeier@cosholaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/idb11-40333.pdf The petition was signed by Peter D. Lewis, president. KING PHARMACEUTICALS: S&P Withdraws 'BB' Rtng After Pfizer Deal --------------------------------------------------------------- Standard & Poor's Ratings Services withdrew all of its ratings, including its 'BB' corporate credit rating, on Bristol, Tenn.- based King Pharmaceuticals Inc., at the company's request. The rating withdrawal follows the close of Pfizer Inc.'s acquisition of King Pharmaceuticals on Feb. 28, 2011. KV PHARMACEUTICAL: Completes $32MM Common Stock Private Offering ---------------------------------------------------------------- K-V Pharmaceutical Company announced that it has entered into a definitive agreement with a group of institutional investors to raise approximately $32 million of gross proceeds from a private placement of 9,950,000 shares of its Class A Common Stock at $3.25 per share. The Company will use $20 million of the proceeds from the financing to repay certain outstanding amounts and other outstanding obligations under its credit agreement with U.S. Healthcare and the remainder for general corporate purposes, including the launch of MakenaTM. Subject to the satisfaction of customary closing conditions, the private placement is expected to close and fund on or about Feb. 17, 2011. The Company also announced it has agreed to terms with US Healthcare I, L.L.C. and US Healthcare II, L.L.C., affiliates of New York based Centerbridge Partners, L.P. to close on a multi- draw financing facility with a total commitment of $130 million. The amendment is expected to be completed on or prior to Feb. 18, 2011. In addition, the Company has agreed to issue additional warrants to purchase 7,450,899 shares of the Company's Class A Common Stock, subject to completion of the private placement, at an exercise price of $1.62 per share. Upon completion of the definitive agreement, the loan terms and covenants will be amended to reflect the Company's current projections and timing of certain anticipated future events, including the planned disposition of certain assets. The significant components of the amended agreement will include extending the $60 million payment that was due on March 20, 2011 to three payments of $20 million each with the first payment due upon closing and funding the private placement, $20 million due in April 2011 and $20 million due in August 2011. In addition, all past covenant issues will be waived. In addition to the loan balance which remains outstanding as of Feb. 14, 2011, future draws against the facility, subject to achievement of certain MakenaTM related milestones, are anticipated to be $15 million in March 2011, $15 million in May 2011 and $10 million in each of July, August, September and October 2011. The shares of Class A Common Stock sold in the private placement have not been registered under the Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from the registration requirements. The Company has agreed to file a registration statement with the Securities and Exchange Commission covering the resale of the common stock sold in the private placement. Jefferies & Company, Inc. acted as sole placement agent on the private placement. Jefferies & Company, Inc. and Alvarez & Marsal advised the Company with respect to the restructuring of the Senior Secured Facility. About KV Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. On Dec. 23, 2008, the Company announced it had voluntarily suspended all shipments of its FDA approved drug products in tablet form and, effective Jan. 22, 2009, the Company voluntarily suspended the manufacturing and shipment of the remainder of its products, other than three products it distributes but does not manufacture and which do not generate a material amount of revenue for the Company. During the quarter ended June 30, 2010, while not generating any material revenues as a result of the suspension of shipments, the Company had to meet ongoing operating costs related to its employees, facilities and FDA compliance, as well as costs related to the steps the Company currently is taking to prepare for reintroducing the Company's approved products to the market. KV Pharmaceutical has not timely filed its Form 10-K for the year ended March 31, 2010 and its Form 10-Qs for the subsequent quarterly periods. The Company's independent accounting firm, KPMG, resigned on June 25, 2010, and the Company has tapped BDO USA, LLP, to audit the fiscal 2010 financial statements. The Form 10-Q for the quarter ended June 30, 2010, was only filed March 10, 2011. The Company's balance sheet at June 30, 2010 showed $315.48 million in total assets, $488.04 million in total liabilities and a $172.56 million shareholders' deficit. The Company incurred a net loss of $283.61 million on $152.22 million of net revenue for 12 months ended March 31, 2010, compared with a net loss of $313.63 million on $312.33 million of revenue in the same period in fiscal 2009. The Company reported a net loss of $34.60 million on $3.38 million of net revenue for three months ended June 30, 2010, compared with a net loss of $53.95 million on $6.30 million of revenue in the same period in 2009. KV PHARMACEUTICAL: Enters Into a Waiver to Credit Agreement ----------------------------------------------------------- K-V Pharmaceutical Company entered into a Waiver to Credit Agreement, dated as of Feb. 9, 2011, with U.S. Healthcare I, L.L.C. and U.S. Healthcare II, L.L.C. with respect to the Credit and Guaranty Agreement, dated Nov. 17, 2010, as amended by that certain Amended and Restated Amendment No. 1 to Credit Agreement dated as of January 6, 2011, by and among the Company, certain of the Company's subsidiaries and the Lenders. Pursuant to the Waiver Agreement, the Lenders agreed, among other things, to negotiate in good faith the definitive documentation implementing a proposed Amendment No. 2 to the Credit Agreement to more permanently address developments in the Company's actual and projected financial performance since the date the Credit Agreement was put in place. As previously disclosed, the Company and the Lenders agreed, in a series of waivers, to extend the Waiver Agreement to 5:00 p.m. Eastern on March 2, 2011. On March 2, 2011, the Company and the Lenders entered into Amendment No. 2, which incorporates the agreed upon terms, with such changes as were mutually agreed to by the parties. Amendment No. 2 to Credit Agreement The key terms of Amendment No. 2 are: -- Revisions to Mandatory Prepayment Provisions. The prepayments required pursuant to the Credit Agreement were revised to require (a) $20,000,000 to be repaid on or prior to February 18, 2011 from the proceeds of the private placement of Class A Common Stock previously announced on February 14, 2011, (b) $20,000,000 to be repaid on or prior to August 31, 2011, and (c) a possible $20,000,000 payment may be required based on a financial formula relating to the total number of prescriptions filled for Evamist(TM) over rolling 60-day periods. -- Applicable Premium. The Applicable Premium (a make-whole payment of interest with respect to payments on the loans prior to maturity) was amended to provide that if the Credit Agreement is repaid in full as a result of a refinancing transaction provided other than by the Lenders, a premium will be paid to the Lenders equal to $12,500,000, of which $7,295,256 has already been paid in connection with the PIPE Financing. In addition, an amount up to $7,500,000 will be placed in escrow and will be released to the Company or to the Lenders on August 31, 2011 or September 30, 2011, as the case may be, depending on the status of the Company's registration process with the Securities and Exchange Commission by such dates and the Company's stock price meeting certain specified levels as of the applicable date. In the event that the Company consummates the Private Bond Offering, the Company intends to pay in full the amounts owing under the amended Credit Agreement, subject to the Applicable Premium provided for in Amendment No. 2. -- Asset Sales. The Company will not be required to sell its generics business by March 20, 2011, but will be required to cause such sale by August 31, 2011. The Company will also be required to fund $20,000,000 into a controlled account by Aug. 31, 2011. Financial Covenants. The Net Revenues financial covenant in the Credit Agreement was modified to provide greater flexibility for the Company and the Cash Collections and Specified Disbursements financial covenants in the Credit Agreement were eliminated. About KV Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. On Dec. 23, 2008, the Company announced it had voluntarily suspended all shipments of its FDA approved drug products in tablet form and, effective Jan. 22, 2009, the Company voluntarily suspended the manufacturing and shipment of the remainder of its products, other than three products it distributes but does not manufacture and which do not generate a material amount of revenue for the Company. During the quarter ended June 30, 2010, while not generating any material revenues as a result of the suspension of shipments, the Company had to meet ongoing operating costs related to its employees, facilities and FDA compliance, as well as costs related to the steps the Company currently is taking to prepare for reintroducing the Company's approved products to the market. KV Pharmaceutical has not timely filed its Form 10-K for the year ended March 31, 2010 and its Form 10-Qs for the subsequent quarterly periods. The Company's independent accounting firm, KPMG, resigned on June 25, 2010, and the Company has tapped BDO USA, LLP, to audit the fiscal 2010 financial statements. The Form 10-Q for the quarter ended June 30, 2010, was only filed March 10, 2011. The Company's balance sheet at June 30, 2010 showed $315.48 million in total assets, $488.04 million in total liabilities and a $172.56 million shareholders' deficit. The Company incurred a net loss of $283.61 million on $152.22 million of net revenue for 12 months ended March 31, 2010, compared with a net loss of $313.63 million on $312.33 million of revenue in the same period in fiscal 2009. The Company reported a net loss of $34.60 million on $3.38 million of net revenue for three months ended June 30, 2010, compared with a net loss of $53.95 million on $6.30 million of revenue in the same period in 2009. LALL CORPORATION: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Lall Corporation aka Riverside Terrace Apartments 14081 58th Avenue S. Tukwila, WA 98168 Bankruptcy Case No.: 11-12867 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Western District of Washington (Seattle) Judge: Karen A. Overstreet Debtor's Counsel: Christopher A. Benson, Esq. LAW OFFICES OF CHRISTOPHER A. BENSON, PLLC 1814 S. 324th Place, Suite B Federal Way, WA 98003 Tel: (253) 815-6940 E-mail: cbenson@cbenson.com Scheduled Assets: $814,229 Scheduled Debts: $1,105,995 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/wawb11-12867.pdf The petition was signed by Chander P. Lall, president. LANTHEUS MEDICAL: Moody's Cuts Corporate Family Rating to 'B3' -------------------------------------------------------------- Moody's Investors Service lowered the ratings of Lantheus Medical Imaging, Inc. (Corporate Family Rating and senior unsecured notes to B3 from B2) in conjunction with the company's decision to tack- on $150 million in notes to its May 2010 bond offering. At the same time, the company's speculative grade liquidity rating was changed to SGL-3 from SGL-2. The rating outlook is stable. Proceeds will be used to finance a dividend to the private equity sponsor and refinance preferred stock at holdco. Ratings downgraded: Lantheus Medical Imaging, Inc. -- Corporate Family Rating to B3 from B2 -- PDR to B3 from B2 -- $400 million senior unsecured notes to B3, LGD4, 55% from B2, LGD4, 57% -- Speculative grade liquidity rating to SGL-3 from SGL-2 Ratings Rationale Following this transaction, pro-forma leverage based on 2010 financials is relatively high, with debt/EBITDA estimated to be about 5.0 times. The downgrade also reflects weaker than expected sales trends and the likelihood that free cash flow generation will be negative during 2011. Sales of Cardiolite contrast agent (used in nuclear stress tests) and Technelite generators (used to radiolabel Cardiolite and other Technetium-based radiopharmaceuticals) have not fully recovered to expected levels following the re-opening of the NRU nuclear reactor, which produces Molybdenum-99 (Moly-99), a radioactive isotope that is critical to these two products. Although Definity (a contrast agent used for echocardiograms) saw 40% year over year growth, it performed below the company's previous expectations. In addition, Ablavar (used to measure blood flow for patients with peripheral vascular disease), has seen significantly slower than anticipated adoption by physicians. The presence of a committed manufacturing contract for Ablavar will will result in high inventory levels that will constrain operating cash flow in 2011. "The combination of incremental debt associated with a dividend payment and weaker than expected performance contribute to the rating downgrade for Lantheus," said Diana Lee, a senior credit officer at Moody's. The B3 CFR also reflects Lantheus's heavy reliance on a somewhat volatile supply source, relatively small size with declining revenues due to generic competition for Cardiolite, and high product concentration risk. Lantheus's primary source for Moly- 99, the NRU nuclear reactor in Canada, did come back on line during August of 2010, and the company continues to take steps to reduce reliance on the NRU. The global supply source, however, will continue to be vulnerable due to an aging infrastructure, complex repair needs and a high degree of government regulation. Further, weaker sales and higher interest expense associated with incremental debt will hamper the company's ability to invest in R&D to support new product development, which is critical to its growth. These weaknesses are somewhat offset by the company's solid market position in the medical diagnostic imaging segment, and contracts with key radiopharmacies, including one recently renewed with UPPI, that provide some top-line stability over the intermediate term. The stable outlook reflects Moody's view that sales and cash flow generation will be sufficient to provide close to breakeven operating cash flow during 2011 despite a scheduled maintenance shut-down of the NRU nuclear reactor for four weeks in May. If there is a disruption to the Moly supply source, sales do not improve as expected, or working capital needs are higher than anticipated, such that free cash flow continues to be negative over a protracted period of time, the ratings could be further downgraded. Moody's believe that liquidity would further weaken under these scenarios. If, however, sales trends improve, and metrics are likely to be sustained in the "Ba" range, with debt/EBITDA in the 2.5-3.75 times range and FCF/debt in the 7.5%- 15% range, the ratings could be upgraded. The SGL-3 rating incorporates Moody's expectation that despite weaker operating cash flow, Lantheus will be able to maintain adequate liquidity over the next twelve months, supported by internal sources of cash and a currently untapped revolver that can fund operating and capital spending needs. Bank covenant cushions are expected to be sufficient following amendments required in conjunction with these new borrowings; however, covenants could become tighter due to quarterly step downs. Lantheus Medical Imaging Inc. is a leading global manufacturer of medical imaging products and a wholly-owned subsidiary of Lantheus MI Intermediate, Inc., which, in turn, is a wholly-owned subsidiary of Lantheus MI Holdings, Inc. The company primarily manufactures products for cardiovascular diagnostic imaging. LANTHEUS MEDICAL: S&P Keeps 'B+' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' issue-level rating on Lantheus Medical Imaging Inc.'s senior unsecured notes due 2017 following the company's $150 million add-on. Lantheus Medical Imaging, Inc. has increased its outstanding $250 million notes to $400 million. The recovery rating on this debt has been revised to '4', indicating the expectation for average (30%-50%) recovery in the event of a payment default, from '3'. The '4' recovery rating indicates expectations for average (30%-50%) recovery of principal in the event of default. "In addition, we affirmed our 'B+' corporate credit rating on the company and revised our outlook to stable from positive," S&P said. "The outlook revision follows the company's shareholder-friendly financial policy of issuing debt to fund the repurchase of preferred stock and to pay a common stock dividend," said Standard & Poor's credit analyst Michael G. Berrian, "as well as its financial performance in 2010 that was below our expectations." "The speculative-grade ratings on Lantheus reflect a weak business risk profile exhibited by a narrow business focus in the niche field of manufacturing and distribution of diagnostic medical imaging agents, product concentration, and recent and upcoming patent expirations for its Technelite product," added Mr. Berrian. Revenue and EBITDA pressure from Cardiolite's 2009 patent expiration is another factor. We view Lantheus' financial risk profile as aggressive. LAS VEGAS RAILWAY: Unable to Timely File Dec. 31 Form 10-Q ---------------------------------------------------------- Las Vegas Railway Express, Inc., filed with the Securities and Exchange Commission a Form 12b-25 saying that it is unable to file its Form 10-Q on time. The Company is unable to file its quarterly report on form 10-Q because the management requires additional time to compile and verify the data required to be included in the report. The Company is in the process of working its financials for the quarter ended Dec. 31, 2010. Due to the additional work needed for the filing due Feb. 15, 2011, the Company is unable to complete the necessary data in time to file its Form 10-Q in a timely manner. About Las Vegas Railway Las Vegas, Nev.-based Las Vegas Railway Express, Inc., formerly Liberty Capital Asset Management, Inc. was formed March 9, 2007, as Corporate Outfitters, a development stage company. On Nov. 3, 2008, with a share exchange, asset purchase agreement the Company acquired Liberty Capital Asset Management, a Nevada corporation, formed in July of 2008 as a holding company for all the assets of CD Banc LLC in contemplation of the company going public via a reverse merger into a publicly trading corporation. CD Banc LLC was formed in 2003 as a Nevada limited liability corporation with the purpose of acquiring real estate assets and holding them for long-term appreciation. The Company acquired Las Vegas Railway Express (LVRE) in January 2010 and began its operations as the primary business of the Company. The Company subsequently changed its name from Las Vegas Railway Express, to Las Vegas Railway Express, Inc., and is traded under the symbol XTRN.OB. The Company's balance sheet at June 30, 2010, showed $1.32 million in total assets, $2.09 million in total liabilities, and a stockholders' deficit of $770,059. Hamilton, PC, in Denver, Colo, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has suffered recurring losses from operations. For the quarter ended, June 30, 2010, there were no revenues associated with the railcar operations. The Company has an accumulative deficit of $8.49 million through June 30, 2010. Although a substantial portion of the Company's cumulative net loss is attributable to discontinued operations, management believes that it will need additional equity or debt financing to be able to sustain profitability. LAUREATE EDUCATION: S&P Assigns 'B' to $1.6BB Credit Facilities --------------------------------------------------------------- Standard & Poor's Ratings Services assigned ratings to Baltimore, Md.-based Laureate Education Inc.'s $1.595 billion proposed senior secured credit facilities, consisting of $1.295 billion in term loan facilities due 2018, a $200 million revolving credit facility due 2016, and a $100 million revolving credit facility due 2016. "We assigned the loans an issue-level rating of 'B' (at the same level as our 'B' corporate credit rating on the company) with a recovery rating of '4', indicating our expectation of average (30% to 50%) recovery for lenders in the event of a payment default," S&P said. Proceeds will be used to refinance the company's existing U.S. credit facilities maturing in 2013 and 2014. "At the same time, we affirmed our existing ratings on Laureate, including the 'B' corporate credit rating. The rating outlook is stable. Total debt at the company was $3.1 billion at Dec. 31, 2010, and cash balances were $400 million. "The 'B' corporate credit rating reflects our expectation that Laureate's debt leverage will remain high, reflecting the company's acquisition orientation," said Standard & Poor's credit analyst Hal Diamond. S&P said, "We expect debt leverage, adjusted for operating leases and put options held by the minority owners, to decline slightly to the high 6x area in 2011, as EBITDA growth is likely to be partially offset by continued debt-financed acquisitions. We view Laureate's business risk profile as weak because of the risks inherent in undertaking its rapid overseas expansion, which involves considerable execution and country risk, in our view. The company has a highly leveraged financial profile, in our view, because of high debt usage, modest discretionary cash flow, and rapidly accreting pay-in-kind (PIK) debt." Laureate's goal, broadly, is to acquire established international institutions that may have good positions in their markets and to improve curriculum and grow enrollment. The company periodically acquires underperforming assets operating at low profitability, which can depress overall margins. Laureate earns about half of revenues, and a slightly greater percentage of EBITDA, in Mexico, Chile, and Brazil, where post-secondary enrollment is currently growing faster than in the U.S. The company's campuses in Europe account for 20% of revenues, but make a slightly smaller contribution to profitability. S&P said, "We believe that the company intends to continue growing rapidly by making acquisitions, entering new countries, and building new campuses over the next several years." "We view the execution risk related to Laureate's fast growth as a key risk. The company has spent heavily since 2007 to make 24 acquisitions and purchase minority ownership stakes in its schools, which have increased the number of schools by roughly two-thirds. The revenue base has also nearly doubled since 2007 through school acquisitions, construction of new campuses, and low-double-digit percent organic enrollment growth. Revenues and EBITDA rose roughly 20% in 2010, reflecting a 14% increase in enrollments." LEHMAN BROTHERS: BNC Asks for OK of Deal With Aurora Bank --------------------------------------------------------- BNC Mortgage LLC asks the U.S. Bankruptcy Court for the Southern District of New York to approve an intercompany services agreement with Aurora Bank FSB. BNC Mortgage, an affiliated debtor of Lehman Brothers Holdings Inc., entered into the agreement to ensure Aurora Bank's continued services to the company and to compensate the bank for those services. Aurora Bank has managed the wind down of BNC Mortgage's businesses since 2007 and has provided services necessary for the company to comply with its legacy obligations. BNC Mortgage's bankruptcy filing in January 2009, however, has prevented Aurora Bank from seeking reimbursement from BNC Mortgage's intercompany receivable. The intercompany receivable is the primary remaining asset of BNC Mortgage and was originated during the winding down of its businesses. It is comprised of amounts that were transferred to Aurora Bank, tax benefits the company accrued prior to the wind down, and other miscellaneous funds. As of January 9, 2009, the amount of the payable was $17,184,322. Under the Intercompany Services Agreement, Aurora Bank will provide BNC Mortgage with legal representation in the prosecution or defense of lawsuits, maintain the company's loan files and other records, conduct investigations in connection with the claims filed against the company as a result of its bankruptcy filing, among other services. In return for Aurora Bank's services, BNC Mortgage will reimburse the bank for its costs and expenses, including a pro-rated portion of the employee benefits of the bank's personnel who will be providing those services. A full-text copy of the Intercompany Services Agreement is available for free at http://bankrupt.com/misc/LBHI_BNCISA.pdf Aurora Bank projects that the total cost for its services for this year will reach more than $1.1 million. Its estimated total cost for the next five years is $821,042. The bank has already incurred $504,455 in total expenses for services it provided since BNC Mortgage's bankruptcy filing. The Court will hold a hearing on March 23, 2011, to consider approval of the Intercompany Services Agreement. The deadline for filing objections is March 16. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Wants Zurich Authorized to Pay $2MM for Officers ----------------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors seek court order authorizing Zurich American Insurance Company to pay $2.06 million to settle the arbitration cases against their officers and employees. The defendants earlier reached an agreement with American Eagle Outfitters Inc. and AEO Management Co., and another agreement with Tule River Tribe of the Tule River Reservation and the Tule River Tribal Council, to settle the cases pending before the arbitral tribunals. The arbitration cases involve claims, which stemmed from alleged violations of securities law by the defendants in connection with American Eagle's and Tule River's investments in certain auction rate securities. Under the settlement agreements, American Eagle and AEO Management will receive payment in the sum of $560,000, while the Tule River entities will be paid $1.5 million from Zurich American's insurance policies. Zurich American provides coverage of $15 million in excess of $70 million. In exchange for the payment, LBHI and some of its affiliates will be released from claims asserted in the arbitration cases except those held by the plaintiffs against Lehman Brothers Inc., the company's brokerage firm. AEO Management's $61,462 claim against LBHI, which is not related to the arbitration cases, is not covered by the settlement. The Court will hold a hearing on March 23, 2011, to consider approval of the settlement agreements. The deadline for filing objections is March 16. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Gets June 30 Svc. Deadline for Avoidance Actions ----------------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors sought and obtained an extension of the deadline to effect service of process of the avoidance actions to June 30, 2011. As of February 14, 2011, 50 avoidance actions with respect to more than 230 transactions have been commenced by the Debtors. The Debtors earlier obtained a court order imposing a stay on the avoidance actions and extending their service deadline for another six months. Since most of the avoidance actions were filed in September and October last year, the 180-day deadline requires the Debtors to effect service on all defendants by March or April this year. Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New York, says the extension would allow the Debtors to complete their discovery efforts. Since the imposition of stay, the Debtors have engaged in discovery to obtain information needed in connection with the avoidance actions. The discovery is not yet complete although the Debtors have already collected considerable information, according to Mr. Waisman. Mr. Waisman also explains that there are a number of defendants, particularly those in foreign jurisdictions, for whom service is taking longer than anticipated. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Gets OK for ADR Process to Settle SPVs Claims -------------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors received court approval to implement what they call an alternative dispute resolution process to settle their claims under derivatives contracts with special purpose vehicles. Since their bankruptcy, the Debtors have filed more than 50 lawsuits to recover claims involving more than 200 transactions. Most of these transactions involve the SPVs, which were implicated in the lawsuits. "Although the pending actions are currently stayed, it is the Debtors' intention to make efforts to consensually resolve most or all of those disputes before the expiration of the stay," says Richard Slack, Esq., at Weil Gotshal & Manges LLP, in New York. He says the derivatives transactions constitute significant assets of the Debtors' estates. The lawsuits are stayed until July 20, 2011, pursuant to the Court's October 20, 2010 order. The Debtors' derivatives contracts with the SPVs are also subject to the Court's prior order which authorized the implementation of a process for resolving claims that also stemmed from derivatives contracts. However, the order could not reportedly address the difficulties faced by the Debtors in finding appropriate counterparts with whom to discuss the settlement. "In a majority of the SPV derivatives transactions for which ADR notices have been served, the Debtors have come to the negotiating table only to find that there is no one with whom to negotiate," Mr. Slack says in court papers. Many of the SPVs have ignored the notices and have remained unresponsive to discussions with the Debtors, according to the Lehman lawyer. One feature of the proposed ADR process to resolve claims against SPVs is that it requires mandatory participation by the SPVs, which are involved in the pending lawsuits or will be named as defendants in future derivatives actions. Details about the proposed ADR process are contained in the proposed order, a copy of which is available for free at http://bankrupt.com/misc/LBHI_SPVADRprocess.pdf About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBI Transition Svcs. Pact w/ Barclays Approved --------------------------------------------------------------- James W. Giddens, as trustee for the liquidation under the Securities Investor Protection Act of the business of Lehman Brothers, Inc., won approval from the U.S. Bankruptcy Court of a transition services agreement it entered into with Barclays Capital Inc. The TSA provides the Trustee with services that are critical in aiding him and his professionals in, among other things, evaluating claims asserted in the liquidation and to carry out the liquidation of the business. Certain services can only be provided by Barclays, as purchaser of certain LBI assets, and the resulting TSA thereby is reasonable, fair and appropriate for the LBI estate, its customers, creditors and other parties-in- interest, the Trustee tells the Court. Among the services to be provided under the TSA are finance, treasury, front office, operations and IT infrastructure services. The TSA also provides that the Trustee and his professionals' access to Barclays information systems will continue until March 16, 2011. The TSA supersedes all prior services agreements entered into between the Trustee and Barclays. A full-text copy of the executed copy of TSA is available for free at http://bankrupt.com/misc/lehm_barcltsa.pdf Oracle USA, Inc., reserves its right regarding the TSA or other contemplated interim use, to the extent that the TSA contemplates ongoing use of Oracle's software by any entity other than the authorized user(s) under the applicable license and related agreements' terms. Specifically, Oracle objects to the TSA to the extent that it may grant both the Trustee and Barclays the right to simultaneous use of, and access to, the Oracle software. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LIBBEY INC: Board of Directors Amends and Restates By-Laws ---------------------------------------------------------- On Feb. 8, 2011, the Board of Directors of Libbey Inc. amended and restated the Company's Amended and Restated By-Laws dated as of Feb. 1, 2005. A copy of the Amended Bylaws is available for free at http://ResearchArchives.com/t/s?753b Prior to the Amended Bylaws, there was a potential ambiguity in the Original Bylaws as to whether a plurality or majority vote was required connection with various matters brought to the shareholders for a vote. The Amended Bylaws make it clear that, when a quorum is present at any meeting: * in an uncontested election of directors, each director must be elected by the vote of the majority of the votes cast with respect to that director's election; * in a contested election of directors, the directors must be elected by the vote of a plurality of the shares that are represented in person or by proxy at such meeting and that are entitled to vote on the election of directors; and * except for the election of directors or any other question or matter that, by express provision of law, or the Certificate of Incorporation, or the Amended Bylaws, requires a different vote, the affirmative vote of a majority of the shares that are present in person or represented by proxy at the meeting and that are entitled to vote on the subject matter shall be the act of the shareholders. In addition, the Amended Bylaws make it clear that (x) a majority of the votes cast means that the number of shares voted "for" a director's election must exceed the number of votes cast "against" or "withheld" from such director's election, (y) neither abstentions nor broker non-votes will be deemed to be votes "for," "against" or "withheld" from a director's election, and (z) the Board will have the exclusive power and authority to determine whether any election of directors is a contested election. Finally, the Amended Bylaws make it clear that at each meeting of the stockholders, each stockholder having the right to vote may vote in person or may authorize another person or persons to act for him by proxy in a manner permitted by Section 212 of the General Corporation Law of Delaware. Concurrently with the approval of the Amended Bylaws, the Board of Directors approved revised Corporate Governance Guidelines, a copy of which is available at www.libbey.com. Pursuant to the revised Corporate Governance Guidelines, the Board has adopted a policy that provides that: * In an uncontested election of directors, any nominee for election as a director who fails to receive the vote required by Section 1 of Article III of the Company's By- Laws is expected to tender his or her resignation to the Board promptly following the certification of the results for such election. * The Nominating and Governance Committee will consider each resignation tendered under the policy and recommend to the Board whether to accept or reject it. The Board will act on each tendered resignation, taking into account the Nominating and Governance Committee's recommendation, within 90 days following the certification of the election results. The Nominating and Governance Committee in making its recommendation, and the Board in making its determination, may consider any factors or other information that it considers appropriate, including, without limitation, the reasons (if any) given by stockholders as to why they withheld their votes, the qualifications of the tendering director and his or her contributions to the Board. * The Board will promptly disclose (1) its decision whether to accept or reject each tendered resignation and (2) if applicable, the reasons for rejecting any tendered resignation, in a press release to be disseminated in the manner the Company's press releases are typically distributed. * Any director who tenders his or her resignation pursuant to the policy will not participate in the Nominating and Governance Committee recommendation or Board determination regarding whether to accept or reject his or her tendered resignation. If, however, each member of the Nominating and Governance Committee failed to receive the Requisite Vote at the same election, then the Board will create a committee comprised solely of independent directors who did not fail to receive the Requisite Vote to consider the tendered resignations and recommend to the Board whether or not to accept them. Further, if the only directors who did not fail to receive the Requisite Vote in the same election constitute three or fewer directors, all directors may participate in the Board determination regarding whether or not to accept the tendered resignations. * If a director's resignation tendered under this policy is rejected by the Board, the director will continue to serve for the remainder of his or her term and until his or her successor is duly elected and qualified, or until his or her death, resignation, retirement or removal. * If a director's tendered resignation is accepted by the Board, then the Board, in its sole discretion, may fill any resulting vacancy or may decrease the size of the Board in each case pursuant to the applicable provisions of the Company's Bylaws. * The Board will consider as candidates for nomination for election or re-election to the Board, or to fill vacancies and new directorships on the Board, only those individuals who agree to tender, promptly following their election, re- election or appointment, an irrevocable resignation that will be effective upon (1) the director's failure to receive the Requisite Vote in his or her election as a director and (2) the acceptance of such tendered resignation by the Board. * The Board will have the exclusive power and authority to administer and interpret the policy and to make all determinations deemed necessary or advisable for the administration of the policy, including any determination as to whether any election of directors is contested. All actions, interpretations and determinations that are done or made by the Board in good faith will be final, conclusive and binding. About Libbey Inc. Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass tableware manufacturing plants in the United States in Louisiana and Ohio, as well as in Mexico, China, Portugal and the Netherlands. Libbey supplies tabletop products to foodservice, retail, industrial and business-to-business customers in over 100 countries. * * * Libbey carries 'B' issuer credit ratings, with stable outlook, from Standard & Poor's Ratings Services. On Oct. 28, 2009, Libbey restructured a portion of its debt by exchanging the old 16% Senior Subordinated Secured Payment-in- Kind Notes due December 2011 of subsidiary Libbey Glass Inc., having an outstanding principal amount as of October 28, 2009, of $160.9 million for (i) $80.4 million principal amount of new Senior Subordinated Secured Payment-in-Kind Notes due 2021 of Libbey Glass, and (ii) 933,145 shares of common stock and warrants exercisable for 3,466,856 shares of common stock of Libbey Inc. On Feb. 8, 2010, Libbey used the proceeds of a $400.0 million debt offering of 10.0% Senior Secured Notes due 2015 of Libbey Glass Inc., as well as cash on hand, to (i) repurchase the $306.0 million then outstanding Floating Rate Senior Secured Notes due 2011 of Libbey Glass, (ii) repay the $80.4 million New PIK Notes and (iii) pay related fees and expenses. Concurrent with the closing of the offering of the Senior Secured Notes, Libbey entered into an amended and restated $110 million Asset Based Loan facility which, among other terms, extended the maturity date to 2014. LIONS GATE: Seeks to Voluntarily Dismiss Chapter 11 Case -------------------------------------------------------- Lions Gate Ventures, Inc. asks the U.S. Bankruptcy Court for the Central District of California, pursuant to Section 1112 of the Bankruptcy Code, for an order voluntarily dismissing its Chapter 11 case. The Debtor's counsel, Terrell Proctor, Esq., in Downey, California, asserts that the motion should be granted because, among other things, the Debtor is unable to effectuate a plan. The continuation of this case would result in continuing loss to or diminution of the estate, and there is "an absence of a reasonable likelihood of rehabilitation," he added. About Lions Gate Corona, California-based Lions Gate Ventures, Inc., dba Lions Gate Ventures, filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-10409) on Jan. 5, 2011. Terrell Proctor, Esq., who has an office in Woodland Hills, California, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. LIQUIDMETAL TECH: Incurs $1.89 Million Net Loss in 2010 ------------------------------------------------------- Liquidmetal Technologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $1.89 million on $33.29 million of revenue for the year ended Dec. 31, 2010, compared with net income of $251,000 on $16.94 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $15.04 million in total assets, $31.88 million in total liabilities and $16.84 million in total shareholders' deficiency. Choi, Kim & Park LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The Company has experienced losses from continuing operations during the last three fiscal years and has an accumulated deficit of $165,879 as of Dec. 31, 2010. Net cash provided by continuing operations for the year ended Dec. 31, 2010 was $10,080. At Dec. 31, 2010, working capital deficit was $14,180. As of Dec. 31, 2010, the Company's principal source of liquidity is $5,049 of cash and $1,731 of trade accounts receivable. A full-text copy of the annual report on Form 10-K is available for free at http://ResearchArchives.com/t/s?7555 About Liquidmetal Technologies Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies, Inc. and its subsidiaries are in the business of developing, manufacturing, and marketing products made from amorphous alloys. Liquidmetal Technologies markets and sells Liquidmetal(R) alloy industrial coatings and also manufactures, markets and sells products and components from bulk Liquidmetal alloys that can be incorporated into the finished goods of its customers across a variety of industries. The Company also partners with third- party licensees and distributors to develop and commercialize Liquidmetal alloy products. The Company classifies operations into two reportable segments: Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys. LOCAL INSIGHT: Wants Bonuses and More Plan Exclusivity ------------------------------------------------------ Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Local Insight Regatta Holdings Inc. is seeking approval for bonuses covering 88 top executives and managers and more time to file a reorganization plan. Hearings on both motions will take place March 29. Local Insight, Mr. Rochelle discloses, says six senior executives already quit, including the chief executive officer. To prevent more losses, the company has lenders' support for a program to pay incentive bonuses to the top 38 executives and retention bonuses to 50 non-executive managers. The company is still negotiating to garner creditors' committee approval for the bonus program. The incentive bonuses for the top 38 executives will be based on a combination of achieving cash-flow targets and the date for emergence from Chapter 11. Local Insight, according to Mr. Rochelle's report, has received a draft of a proposed plan from the lenders owed $337 million and has completed the business plan and projections. It wants the exclusive right to propose a Chapter 11 plan extended to July 15 from March 17. About Local Insight Media Holdings Wilmington, Delaware-based Local Insight Media Holdings, Inc., is a publisher of print and online yellow page directories in the United States. It filed for Chapter 11 bankruptcy protection on (Bankr. D. Del. Case No. 10-13677) on Nov. 17, 2010. Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del. Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr. D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D. Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No. 10-13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del. Case No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No. 10-13678), Local Insight Listing Management, Inc. (Bankr. D. Del. Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D. Del. Case No. 10-13725), Regatta Investor Holdings II, Inc. (Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr. D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D. Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del. Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No. 10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No. 10-13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No. 10-13745) filed separate Chapter 11 petitions. Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. Curtis A. Hehn, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors' co-counsel. The Debtors' investment banker and financial advisor is Lazard Freres & Co. LLC. The Debtors' independent auditor is Deloitte & Touche LLP. The Debtors' interim management and restructuring advisors are Alvarez & Marsal North America, LLC, and Avarez & Marsal Private Equity Performance Improvement Group, LLC. Kurtzman Carson Consultants LLC is the Debtors' notice and claims agent. Local Insight Media Holdings estimated assets of less than $50,000 and liabilities of $100 million to $500 million in its Chapter 11 petition. Local Insight Regatta reported consolidated assets of $796,270,000 against consolidated debts of $669,612,000 as of September 30, 2010, according to its Form 10-Q filed with the Securities and Exchange Commission. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP as its counsel; Morris, Nichols, Arsht & Tunnel LLP as Delaware co-counsel; and Houlihan Lokey Howard & Zukin Capital Inc. as its financial advisor and investment banker. LODGE NORTH: Section 341(a) Meeting Scheduled for April 13 ---------------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of Lodge North Investors-07, LLC's creditors on April 13, 2011, at 1:00 p.m. The meeting will be held at United States Bankruptcy Court, Southern District of New York, 300 Quarropas Street, Room 243A, White Plains, New York. This is the first meeting of creditors required under Section 341(a) of the U.S. Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. New Rochelle, New York-based Lodge North Investors-07, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 11- 22429) on March 9, 2011. David Carlebach, Esq., at the Law Offices of David Carlebach, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate TN Metro Holdings XII, LLC, filed a separate Chapter 11 petition on March 9, 2011 (Bankr. S.D.N.Y. Case No. 11-22428). LORAL SPACE: CEO Hid Ch. 11 Prep, Investors Tell 2nd Circ. ---------------------------------------------------------- Bankruptcy Law360 reports that a class of shareholders told the Second Circuit on Wednesday that the former CEO of Loral Space & Communications Ltd. knowingly hid the troubled company's bankruptcy preparations from the public to save his own neck. Loral Space & Communications -- http://www.loral.com/-- is a satellite communications company. It owns and operates a fleet of telecommunications satellites used to broadcast video entertainment programming, distribute broadband data, and provide access to Internet services and other value-added communications services. The Company and various affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 03-41710) on July 15, 2003. Stephen Karotkin, Esq., and Lori R. Fife, Esq., at Weil, Gotshal & Manges LLP, represented the Debtors in their successful restructuring and prosecution of their Fourth Amended Joint Plan of Reorganization to confirmation on Aug. 1, 2005. MALIBU OCEAN: Case Summary & Largest Unsecured Creditor ------------------------------------------------------- Debtor: Malibu Ocean View Villas, LLC. 24683 24685 24687 24689 Pacific Coast Highway Malibu, CA 90265 Bankruptcy Case No.: 11-13192 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Andrew A. Goodman, Esq. GOODMAN FAITH LLP 21550 Oxnard Street, Suite 830 Woodland Hills, CA 91367 Tel: (818) 887-2500 Fax: (818) 887-2501 E-mail: agoodman@goodmanfaith.com Scheduled Assets: $7,500,000 Scheduled Debts: $4,610,000 The petition was signed by Shahram Elyaszadeh, managing member. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Elko Mall of America, LLC 11-21103 03/15/11 The Malibu Ocean View's list of unsecured creditors filed together with its petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Los Angeles County Tax Collector -- $300,000 P.O. Box 54088 Los Angeles, CA 90054 MARKET STREET: Middleberg Riddle to Serve as Trustee's Co-counsel ----------------------------------------------------------------- U.S. Bankruptcy Judge Elizabeth W. Magner granted the motion to enroll Michele Allen-Hart, Esq., at Middleberg Riddle & Gianna, as co-counsel of record for Burt Eisenberg as Trustee of Market Street Properties Trust. The co-counsel may be reached at: Michele Allen-Hart, Esq. MIDDLEBERG, RIDDLE & GIANNA 201 St. Charles Avenue, 31st Floor New Orleans, LA 70170-3100 Telephone: (504) 525-7200 Facsimile: (504) 581-5983 About Market Street Properties Oceanside, New York-based Market Street Properties, L.L.C., owns an approximately 500,000 square-foot power plant, two substations, and three parcels of vacant land. It filed for Chapter 11 bankruptcy (Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009, represented by: Christopher T. Caplinger, Esq. Joseph Patrick Briggett, Esq. Stewart F. Peck, Esq. LUGENBUHL WHEATON PECK RANKIN & HUBBARD 601 Poydras Street, Suite 2775 New Orleans, LA 70130 Tel: (504) 568-1990 Fax: (504) 529-7418 E-mail: ccaplinger@lawla.com jbriggett@lawla.com speck@lawla.com The Company reported $52,404,026 in assets and $26,848,596 in liabilities as of the Chapter 11 filing. MARKET STREET: Seeks to Hire Cupkovic as Architect -------------------------------------------------- Market Street Properties, LLC, needs an architect with experience and expertise in the development of large-box retail sites and with the ability to provide coordination, planning and design oversight for the Debtor's properties, as required by certain potential tenants. The Debtor said Cupkovic Architecture LLC fits the bill. Cupkovic is a nationally recognized architectural firm with extensive experience with the design and planning of large box retail. Moreover, professionals at Cupkovic are approved and recognized for the Debtor's primary tenant candidate, Bass Pro, and are familiar with Bass Pro's design requirement and corporate culture. The Debtor's management determined that retaining Cupkovic was critical to securing Bass Pro interest, as well as necessary to organizing related presentations. As a result, the Debtor's management deemed it to be essential to work with Cupkovic in its pre-development activities and to seek the Bankruptcy Court's authority to employ Cupkovic, nunc pro tunc to October 1, 2010, pursuant to Sections 327(a) and 328(a) of the Bankruptcy Code. To the best of the Debtor's knowledge, Cupkovic does not represent any interest adverse to the Debtor's estate, Cupkovic is a "disinterested person" as that phrase is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code, and Cupkovic's employment is necessary and in the best interests of the Debtor and the Debtor's estate. The parties' Employment Agreement contemplates compensation of Cupkovic in accordance with these hourly rates: Position Rate -------- ---- Principal Architect $200/hr Sr. Design Architect/ Sr. Project Manager (Executive Rate) $155/hr Sr. Project Mgr./ PA (Professional Rate) $120/hr Sr. Associate -- Interior Designer $105/hr Associate Architect (PA) $100/hr Design Associate/ Job Captain $90/hr Intern/Graduate Architect $85/hr Interior Designer -- Designer -- Drafter $75/hr Administrative Staff $60/hr The Employment Agreement further provides that the Executives and Professionals will be entitled to a per diem travel rate of $1,600 and $1,300, respectively. The Court will convene a hearing on March 22, at 2:00 p.m. to consider the Debtor's application. About Market Street Properties Oceanside, New York-based Market Street Properties, L.L.C., owns an approximately 500,000 square-foot power plant, two substations, and three parcels of vacant land. It filed for Chapter 11 bankruptcy (Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009, represented by Christopher T. Caplinger, Esq., Joseph Patrick Briggett, Esq., and Stewart F. Peck, Esq., at LUGENBUHL WHEATON PECK RANKIN & HUBBARD, in New Orleans. The Company reported $52,404,026 in assets and $26,848,596 in liabilities as of the Chapter 11 filing. MARKET STREET: Hires Patrick J. Gros CPA as Accountant ------------------------------------------------------ Market Street Properties, LLC, seeks to hire Patrick J. Gros, CPA, as accountant pursuant to Sections 327, 328(a) and 1107 of the Bankruptcy Code, nunc pro tunc to February 16, 2011. The Debtor believes that the employment of the Accounting Firm is necessary to comply with the reporting requirements of the Bankruptcy Court and the Office of the United States Trustee and will be beneficial to the estate given the Firm's experience and expertise in bankruptcy matters. The services to be provided by the Accounting Firm include: (a) providing general accounting services; (b) consulting and preparation of monthly operating reports pursuant to requirements provided by the Office of the United States Trustee; and (c) providing other accounting and financial advisory services as may be requested by the Debtor and other professionals employed by the Debtor. To the best of the Debtor's knowledge and belief, the Accounting Firm, its partners, directors, managers, associates and other professionals do not represent or hold any interest adverse to the Debtors or the Debtors' estates and are disinterested persons. The Accounting Firm has not received a retainer for services to be rendered to the Debtors. The Debtors propose that the compensation to be paid to the Accounting Firm and its employees will be at these hourly rates: Partners $150 Managers $95 Seniors $80 Staff & Paraprofessionals $65 Additionally, the Accounting Firm is customarily reimbursed for all expenses incurred by it in connection with the services provided. The Court will convene a hearing on March 22, at 2:00 p.m. to consider the Debtor's application. About Market Street Properties Oceanside, New York-based Market Street Properties, L.L.C., owns an approximately 500,000 square-foot power plant, two substations, and three parcels of vacant land. It filed for Chapter 11 bankruptcy (Bankr. E.D. La. Case No. 09-14172) on Dec. 23, 2009, represented by Christopher T. Caplinger, Esq., Joseph Patrick Briggett, Esq., and Stewart F. Peck, Esq., at LUGENBUHL WHEATON PECK RANKIN & HUBBARD, in New Orleans. The Company reported $52,404,026 in assets and $26,848,596 in liabilities as of the Chapter 11 filing. MEDICAL PROPERTIES: Files for Chapter 7 Bankruptcy Protection ------------------------------------------------------------- Annie Johnson, staff writer at the Nashville Business Journal, notes that Medical Properties, a Murfreesboro medical property firm, voluntarily sought Chapter 7 liquidation. Medical Properties disclosed it had $92,227 in assets and almost $2 million in debts. MIDAS INC: Bank Group Grants Waiver, Modifies Loan Covenants ------------------------------------------------------------ Midas, Inc. has been granted a waiver by its bank group for violating certain financial covenants in its existing revolving credit facility, as a result of a recent ruling in the arbitration between the company and its European licensee MESA S.p.A. and Mobivia Groupe S.A. As a result of the arbitration ruling, Midas must pay an approximate $25.5 million award to MESA and Mobivia that has been accrued in the company's fourth quarter 2010 operating results. The company's December 2009 revolving credit facility's covenants required a maximum three-to-one ratio of total debt, including bank debt, letters of credit and the balance of capital leases, to the company's consolidated adjusted EBITDA. As part of the waiver, the bank group has amended the credit agreement to exclude the $25.5 million expense from the adjusted EBITDA calculations for 2010 and 2011. The amendment also increased the maximum allowable debt-to-EBITDA ratio to 3.5-to-one for the fiscal year-end 2010 and for the first two quarters of 2011. The ratio will reduce to 3.25-to-one for the third and fourth quarters of 2011, then will return to three- to-one for the remaining term of the credit facility. The current credit facility agreement expires in October 2013. Interest rates were not affected by the modifications. The interest on Jan. 1, 2011, was priced at LIBOR plus three percent. The revolving credit facility is unsecured and provides for borrowings and letters of credit of up to $125 million. The company had $62.7 million of outstanding borrowings at the end of 2010 prior to payment of the arbitration award. "The bank group's willingness to work with Midas to ensure the company's liquidity for 2011 and future years confirms their confidence in the on-going progress we are making in our initiatives to grow our business," said William M. Guzik, Midas' executive vice president and chief financial officer. "We appreciate their unanimous support." The bank group is led by JP Morgan Chase Bank and also includes PNC Bank, Bank of America, BB&T and Northern Trust. MESA filed a request for arbitration in June 2009, seeking damages of up to EUR 256 million from Midas, claiming breach of a 1998 agreement of strategic alliance and requesting termination of the license agreement under which license fees are paid to Midas. In the arbitration ruling announced March 3, 2011, Midas prevailed in defending the vast majority of claims by MESA and Mobivia that Midas had an obligation to invest in Midas Europe. Under the ruling, the license agreement between Midas and MESA continues in full force and the license fee stream is to continue uninterrupted. However, the arbitral tribunal awarded MESA EUR 17.45 million (US $23.4 million) plus interest of five percent from June 12, 2009 through the award date of approximately $2.1 million, in connection with MESA's claim that Midas failed to cooperate in the improvement of information technology in the European operations. Midas accrued the damage award as a charge to fiscal 2010 results. Therefore, the ruling had a negative impact on full-year operating income of $25.5 million and a negative impact on net income of $16.0 million--or $1.15 per diluted share. Because the company prevailed in the majority of the claims, the arbitral tribunal ordered MESA to reimburse Midas for approximately $2.5 million in legal and other arbitration-related expenses. This fee recovery was also reflected in the fourth quarter operating results. With the impact of the arbitration award, Midas reported an operating loss of $9.0 million for 2010. Midas, Inc. -- http://midas.com/-- is a provider of automotive repair and maintenance services with over 2,550 shops globally. Midas retail shops, which are operated by the Company, its franchisees and licensees, offer an array of automotive repair and maintenance services. MIDAY REALTY: Case Summary & 3 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Miday Realty Corp. 1439 41st Street Brooklyn, NY 11218 Bankruptcy Case No.: 11-41998 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Joel B. Rosenthal Debtor's Counsel: Ronald D. Weiss, Esq. RONALD D. WEISS, P.C. 734 Walt Whitman Road, Suite 203 Melville, NY 11747 Tel: (631) 271-3737 Fax: (631) 271-3784 E-mail: weiss@ny-bankruptcy.com Scheduled Assets: $803,700 Scheduled Debts: $2,305,500 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nyeb11-41998.pdf The petition was signed by Chana Wolner, vice president. MILLENNIUM MULTIPLE: Amends Ch. 11 Plan Ahead of Apr. 20 Hearing --------------------------------------------------------------- Millennium Multiple Employer Welfare Benefit Plan fine-tuned its proposed Chapter 11 plan of reorganization and explanatory disclosure statement on March 10, 2011, ahead of the hearing on April 20. A copy of the Disclosure Statement, as amended, is available for free at http://bankrupt.com/misc/MILLENNIUM_MULTIPLE_amended_ds.pdf The hearing to consider approval of the Amended Disclosure Statement, including the solicitation, voting procedures and form of ballot as provided therein, will be held on April 20, 2011, at 1:30 p.m., and, if necessary, will continue on April 21, 2011, at 9:30 a.m. The Amended Plan says that up to $1,000,000 in cash will be set aside for the payment of allowed unsecured claims under Class 3. The Original Plan set aside $500,000 for the class. The Original Plan says that each plan participant under Class 4 will remain eligible to receive his or her death benefit through and including the date upon which a Participant's election is due. The Amended Plan says that each Participant will remain eligible to receive the lesser of a modified death benefit, or the 2010 Death Benefit made available to the Participant by the Debtor through and including the date upon which a Participant's election is due. The modified Death Benefit will be the amount of the net proceeds received by the Millennium Liquidation Trustee from the Life Policy or Policies insuring the Participant's life less the sum of 1) the Participant's gross Life Benefit calculated in accordance with the Plan plus 2) any interest paid by the Insurer from the date of the Participant's death. The Amended Plan mentions what will happen to life and death benefits following confirmation of the Plan. According to the Amended Plan, the Debtor has currently made only a death benefit available to each of its Participants. No life benefits were made available for the 2010 or 2011 Plan Years. Following the effective date of the propose Plan, for a limited period of time each participant will only be entitled to the lesser of their current death benefit or a modified death benefit. The difference between a Participant's current death benefit and the modified death benefit could be significant. About Millennium Multiple Richardson, Texas-based Millennium Multiple Employer Welfare Benefit Plan filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. W.D. Okla. Case No. 10-13528). G. Blaine Schwabe, III, Esq., at Mock Schwabe Waldo Elder Reeves & Bryant, assists the Company in its restructuring effort. Eric D. Madden, Esq., and Brandon V. Lewis, Esq., at Diamond McCarthy LLP, in Dallas; and Kyung S. Lee, Esq., at Diamond McCarthy LLP, and Kiran A. Phansalkar, Esq., at Conner & Winters LLP, serve as counsel to the Official Committee of Unsecured Creditors. The Company estimated its assets and debts at $50 million to $100 million as of the petition date. MILLENNIUM MULTIPLE: Fails to Get OK for Settlement With Committee ------------------------------------------------------------------ The Hon. T.M. Weaver of the U.S. Bankruptcy Court for the Western District of Oklahoma denied on Feb. 7, 2011, approval of a settlement between Millennium Multiple Employer Welfare Benefit Plan, the Official Committee of Unsecured Creditors, and certain plan participants. Dozens of current, former, or alleged plan participants sued the Debtor and asserted claims against the Debtor relating to its prepetition operations, collectively seeking more than $150 million in damages. In 2009 several of the insurers, who collectively hold more than 80% of the Debtor's assets in the form of the cash surrender value in the policies, filed interpleader actions in the Court. Simultaneous with the filing, the insurers took the position that they would no longer allow the Debtor access to its assets held within the policies. Although the Debtor has a net worth in excess of $85 million, it was unable to obtain access to a large portion of those funds. The Debtor asserted having various claims against the Litigation Claimants, including claims for contractual indemnity. According to the Debtor, the contractual indemnity claims arise from a provision of the agreement signed by each employer that decided to participate in the Debtor. If the Debtor were to continue to pursue these contractual indemnity claims against the Litigation Claimants, the Debtor would seek to recover, inter alia, attorney's fees in defending against the Litigation Claims. After extensive arms-length negotiations, the Debtor, the Committee, and Litigation Claimants reached an agreement to settle the Debtor claims and the litigation claims, subject to court approval. Under the Settlement Agreement, the Debtor was to undertake commercially reasonable efforts to surrender the Policies insuring the lives of the Litigation Claimants who are current Participants so that it can receive cash from the insurers that issued such Policies. The Debtor will retain $3 million of cash proceeds received from surrendering the policies. The Settlement Agreement also provides that the Litigation Claimants will be responsible for any additional tax liability imposed on the Debtor or the non- litigant Participants as a result of the Settlement. The Debtor, after retaining the Settlement Repayment, will transfer the remaining cash proceeds from the surrender of the Policies to one of the counsel for the Litigation Claimants, subject to any applicable tax withholding, who will then distribute such proceeds to the Litigation Claimants. Eric D. Madden -- emadden@diamondmccarthy.com -- at Diamond McCarthy LLP, serves as counsel for the Committee. Kiran A. Phansalkar -- kphansalkar@cwlaw.com -- at Conner & Winters, LLP, is the Committee's local counsel. About Millennium Multiple Richardson, Texas-based Millennium Multiple Employer Welfare Benefit Plan filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. W.D. Okla. Case No. 10-13528). G. Blaine Schwabe, III, Esq., at Mock Schwabe Waldo Elder Reeves & Bryant, assists the Company in its restructuring effort. Eric D. Madden, Esq., and Brandon V. Lewis, Esq., at Diamond McCarthy LLP, in Dallas; and Kyung S. Lee, Esq., at Diamond McCarthy LLP, and Kiran A. Phansalkar, Esq., at Conner & Winters LLP, serve as counsel to the Official Committee of Unsecured Creditors. The Company estimated its assets and debts at $50 million to $100 million as of the petition date. MONEYGRAM INT'L: Benson Steps Down as Principal Accounting Officer ------------------------------------------------------------------ MoneyGram International, Inc. and Jean C. Benson, the Company's Senior Vice President and Controller entered into a separation agreement and release of all claims. Ms. Benson ceased to serve as the Company's principal accounting officer, effective Feb. 10, 2011, but will remain employed by the Company until March 31, 2011. Pursuant to the terms of the Benson Separation Agreement, in consideration for Ms. Benson's release of certain employment and other related claims against the Company, Ms. Benson will receive (i) a payment of $80,806.08 pursuant to the Company's Severance Plan; (ii) an additional payment of $116,154; and (iii) a payment of $50,000.00 pursuant to Ms. Benson's recognition bonus, in each case, less all voluntary and required withholdings. In addition, Ms. Benson will be eligible to receive an award based on the number of days she was employed in fiscal year 2010 pursuant to the Company's Performance Bonus Plan if certain criteria under the PBP are satisfied. In addition, Ms. Benson will be entitled to Company-provided outplacement services provided she elects to engage such services by Dec. 31, 2011. The Benson Separation Agreement also contains a one-year non-solicitation provision and certain other covenants and acknowledgements applicable to Ms. Benson. On Feb. 10, 2011, the Company appointed Rebecca L. Lobsinger, age 36, to be its Vice President, Controller and Chief Accounting Officer. Ms. Lobsinger has served as the Assistant Controller of the Company since September 2005. From December 2004 through September 2005, Ms. Lobsinger served as the manager of financial standards and reporting for the Company. As Vice President, Controller and Chief Accounting Officer of the Company, Ms. Lobsinger will receive an annual base salary of $200,000. Ms. Lobsinger will also be eligible to participate in the Company's PBP, pursuant to which Ms. Lobsinger will be eligible for an annual bonus of 35% of her Base Salary if annual PBP bonus base targets are achieved and 70% of her Base Salary if annual PBP bonus maximum targets are achieved. Annual PBP bonus targets will be established by the Company's Board of Directors. About MoneyGram International MoneyGram International, Inc. (NYSE: MGI) -- http://www.moneygram.com/-- is a leading global payment services company. The Company's major products and services include global money transfers, money orders and payment processing solutions for financial institutions and retail customers. MoneyGram is a New York Stock Exchange listed company with 203,000 global money transfer agent locations in 191 countries and territories. The Company's balance sheet at Dec. 31, 2010, showed $5.12 billion in total assets, $5.06 billion in total liabilities, $999.35 million in mezzanine equity and a $942.48 million stockholders' deficit. * * * According to the Troubled Company Reporter on July 1, 2010, Fitch Ratings has affirmed the Issuer Default Ratings for MoneyGram International Inc. and MoneyGram Payment Systems Worldwide, Inc., at 'B+'. Outlook is stable. Fitch noted that the ratings could be negatively impacted by further declines in remittance volumes driven by macro economic factors or decreases in migrant labor populations worldwide. MSGI TECHNOLOGY: Unable to Timely File Dec. 31 Form-10-Q -------------------------------------------------------- MSGI Technology Solutions, Inc. filed a form 12b-25 saying that it is unable to file its Form 10-Q on time. The compilation, dissemination and review of the information required to be presented in the Form 10-Q for the period ending Dec. 31, 2010, cannot be completed by February 14, 2011, without undue hardship and expense to Company. The Company's Interim Report on Form 10-Q will be filed as soon as practicable, and in no event later than the fifth (5th) calendar day following the prescribed due date. About MSGI Security MSGI Security Solutions, Inc. (Other OTC: MSGI) -- http://www.msgisecurity.com/-- is a provider of proprietary solutions to commercial and governmental organizations. The Company is developing a global combination of innovative emerging businesses that leverage information and technology. The Company is headquartered in New York City where it serves the needs of counter-terrorism, public safety, and law enforcement and is developing new technologies in nanotechnology and alternative energy as a result of its recently formed relationship with The National Aeronautics and Space Administration. The Company's balance sheet at Sept. 30, 2010, showed $567,713 in total assets, $25.76 million in total liabilities, and a stockholders' deficit of $25.20 million. Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed substantial doubt about MSGI Security Solutions, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm reported that the Company has suffered recurring losses from operations, and negative cash flows from operations, and has a substantial amount of notes payable due on demand or within the next 12 months and has very limited capital resources. MSR RESORT: Has $5 Million Interim Loan From Paulson ---------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Paulson & Co. and Five Mile Capital Partners LLC were given interim approval March 15 to provide $5 million in subordinate secured financing for MSR Resort Golf Course LLC and its affiliates' Chapter 11 reorganization. A final hearing is scheduled for April. As reported in the March 8, 2011 edition of the Troubled Company Reporter, MSR Resort Golf Course LLC; MSR Biltmore Resort, LP; MSR Grand Wailea Resort, LP; MSR Desert Resort, LP; MSR Resort Hotel, LP; MSR Resort Silver Properties, LP; and MSR Claremont Resort, LP, are asking for authorization from the Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York to obtain postpetition secured financing from a syndicate of lenders led by Paulson Real Estate Recovery Fund, LP and Five Mile Capital II CNL DIP Administrative Agent LLC. Paulson Real Estate Recovery Fund, LP and Five Mile Capital II Equity Pooling LLC, as DIP Lenders, have committed to provide up to $30 million. The DIP Debtors sought authority on an interim basis to borrow up to $5 million of the committed amount. A copy of the DIP financing agreement is available for free at: http://bankrupt.com/misc/MSR_RESORT_dipfinancingpact.pdf The DIP Obligations will mature in 12 months. The loans will accrue interest at a rate per annum equal to the LIBO Rate plus 3.00%. In event of default, the Debtors will pay an additional 1.00% per annum. The Debtors agree to pay the DIP Agent a commitment fee in an amount equal to 1.00% of the DIP Lender's Commitment Amount. The Debtors also sought authority to continue using the Cash Collateral to provide additional liquidity. As of the Petition Date, the Debtors had secured debt in the aggregate amount of approximately $1.525 billion, consisting of (a) a $1 billion mortgage loan from Bank of America, National Association, as successor by merger to LaSalle Bank National Association, as trustee for the Certificate Holders of Deutsche Mortgage & Asset Receiving Corporation, COMM 2006-CNL2 Commercial Mortgage Backed Certificates; and (b) four tranches of mezzanine loans in the aggregate principal amount of $525 million. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owns a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc. A joint venture affiliated Morgan Stanley's CNL Hotels & Resorts owned the resorts before the foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature Feb. 1, 2011, were sent to Chapter 11 by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. MT. JORDAN: Wants to Hire Wiggins & Co. as Accountants ------------------------------------------------------ Mt. Jordan Limited Partnership seeks permission from the Bankruptcy Court to employ Wiggins & Co., PC, as its accountants. The Debtor has determined the necessity of employing an accounting advisor to assist with accounting and tax matters in connection with its ongoing business and operations. W&C has been preparing Compilation Financial Statement Reports and Federal and State Tax Returns for Mt. Jordan Limited for roughly 40+ years. There are no outstanding invoices of W&C to the Debtor that are unpaid, and W&C is not currently a creditor of the Debtor and has not been a creditor since the Debtor paid the last invoice in July 2010. W&C received no payments from the Debtor within the 90 days prior to Dec. 9, 2010. The firm's Barry R. Goff, CPA, attests that W&C has no direct or indirect relationship to, connection with, or interest in the Debtor, any of the Debtor's creditors, any other party in interest, any of their attorneys and accountants, the United States Trustee, or any person employed in the office of the United States Trustee. W&C will charge the Debtor for its services on an hourly basis in accordance with his hourly rates in effect at the time services are rendered. Mr. Goff's current hourly rate is $180 and the hourly rates of his staff who may assist in the case range from $40 to $140. The Debtor is informed and believes that the hourly rates of W&C are reasonable in light of the current hourly rates charged by other accountants in the Salt Lake area. About Mt. Jordan Mt. Jordan Limited Partnership, in Draper, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37050) on Dec. 9, 2010, Judge R. Kimball Mosier presiding. Steven C. Strong, Esq. -- scs@pkhlawyers.com -- at Parsons Kinghorn Harris PC, serves as bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. MT. JORDAN: Has Green Light to Hire Appraiser --------------------------------------------- Mt. Jordan Limited Partnership won permission from the Bankruptcy Court to hire Appraisal Group, Inc., to value the Debtor's real property and, if requested, to prepare a commercial appraisal report and provide testimony to the Court. AGI is a licensed and trained commercial appraiser. The Debtor is authorized to compensate AGI at a flat fee of $4,650 to provide a preliminary valuation review with regard to the Debtor's real property and, potentially, the completion of an appraisal report for an additional flat fee of $3,250. In addition, AGI will charge the Debtor $200 per hour for testimony or consultation after the completion of the appraisal report if necessary or requested, subject to AGI applying to the Court for the allowance of compensation and reimbursement of expenses. About Mt. Jordan Mt. Jordan Limited Partnership, in Draper, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37050) on Dec. 9, 2010, Judge R. Kimball Mosier presiding. Steven C. Strong, Esq. -- scs@pkhlawyers.com -- at Parsons Kinghorn Harris PC, serves as bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. MUNCE'S SUPERIOR: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Munce's Superior Petroleum Products, Inc. aka Munce's Superior Inc. 620 Main Street Gorham, NH 03581 Bankruptcy Case No.: 11-10975 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court District of New Hampshire (Manchester) Debtor's Counsel: Jennifer Rood, Esq. BERSTEIN, SHUR, SAWYER & NELSON 670 N. Commercial Street, Suite 108 P.O. Box 1120 Manchester, NH 03105-1120 Tel: (603) 623-8700 Fax: (603) 623-7775 E-mail: jrood@bernsteinshur.com Robert J. Keach, Esq. BERSTEIN, SHUR, SAWYER & NELSON 100 Middle Street, P.O. Box 9729 Portland, ME 04104-5029 Tel: (207) 774-1200 Fax: (207) 774-1127 E-mail: rkeach@bernsteinshur.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nhb11-10975.pdf The petition was signed by Harold P. Munce, president. Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. ------ -------- Gorham Oil, Inc. 11-10977 Superior Trucking, Inc. 11-10978 Munces Real Estate Ventures, LLC 11-10979 BMRA Real Estate Ventures, LLC 11-10980 NATIONAL SPORTS ATTRACTION: Trustee Sues Heisman Trophy Trust ------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the bankruptcy trustee for New York's Sports Museum of America sued the Heisman Trophy Trust, claiming that drawing down a $750,000 letter of credit in the month before bankruptcy was a fraudulent transfer. Mr. Rochelle relates that the lawsuit was filed by Roy Babitt, a former New York bankruptcy judge who serves as the museum's trustee. The museum made an agreement with the Heisman trust in 2005 to house the trophy. The museum at the time gave the Heisman trust a $750,000 letter of credit and provided collateral to the bank as security if there were a draw on the letter of credit. Mr. Babitt contends the museum didn't receive reasonably equivalent value when it drew the letter of credit. According to Mr. Rochelle, the trust can defend against the suit by contending that the relevant transfer was in 2005, when the letter of credit was provided. The trust can also contend that drawing the letter of credit wasn't a transfer of the museum's property. Mr. Rochelle recounts that the privately owned attraction in Manhattan's financial district opened in 2008 at a cost of $97 million, defaulted on bonds by September of that year, and closed down in February 2009, leaving $57 million owing on tax-exempt bonds. The trustee said in a court filing that the museum's executives exhibited "blind neglect" of management and operations. National Sports Attraction, LLC, operates an interactive attraction-based sports museum. It showcases the history, grandeur, and significance of various sports with films, multi- media displays, and interactive exhibits. The Company was founded in 2008 and is based in New York, New York. On March 13, 2009, National Sports filed a voluntary petition for liquidation under Chapter 7 (Bankr. S.D.N.Y. Case No. 09-11162), listing listed assets of $55.6 million and debt totaling $177.1 million, including $50.9 million in secured claims. NEUROLOGIX INC: Sued by Parkinson's Drug Trial Participant ---------------------------------------------------------- Neurologix, Inc. has been informed, through its counsel, that plaintiffs Robert Zeman and his wife, Julia Zeman, filed a complaint on Feb. 7, 2011 in the United States District Court for the District of Massachusetts against the Company and other named defendants involved in the Company's Phase 2 clinical trial for Parkinson's disease. The Complaint is styled Robert Zeman et al v. Ziv Williams, M.D. et al. The Company has not yet been served with the Complaint. As previously disclosed in the Company's public filings, RZ's counsel, by letter dated June 18, 2010, notified certain parties involved in the Trial, including the Company, that RZ intended to institute this litigation if his claims, as now alleged in the Complaint, were not settled. The Complaint, among other things, alleges that RZ, a participant in the Trial, was injured during the Trial's surgical procedure by receiving a double dose of the drug used in the Trial on one side of his brain rather than a bilateral dose of such drug as called for by the Trial's protocol, and that RZ was not adequately informed of the risks and potential consequences of his participation in the Trial. The Complaint further alleges that JZ suffered loss of consortium as a result of RZ's alleged injuries. RZ seeks from the Company approximately $15,000,000 in damages, and JZ seeks from the Company approximately $3,000,000 in damages. The Company does not believe that RZ's claimed injuries are related to the drug used in the Trial or to the protocol of the Trial. The Company believes that the claims against the Company set forth in the Complaint are without merit, and the Company intends to vigorously defend against such claims once properly served with the Complaint. About Neurologix, Inc. Fort Lee, N.J.-based Neurologix, Inc. (OTC Bulletin Board: NRGX) -- http://www.neurologix.net/-- is a clinical-stage biotechnology company dedicated to the discovery, development, and commercialization of gene transfer therapies for serious disorders of the brain and the central nervous system. The Company's current programs address such conditions as Parkinson's disease, epilepsy, depression and Huntington's disease, all of which are large markets not adequately served by current therapeutic options. The Company's balance sheet at June 30, 2010, showed $5.8 million in total assets, $7.9 million in total liabilities, and a stockholders' deficit of $2.1 million. * * * BDO Seidman, LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations, expects to incur future losses for the foreseeable future and has a net capital deficiency. NEW JERSEY MOTORSPORTS: Organizational Meeting on March 25 ---------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on March 25, 2011, at 11:00 a.m. in the bankruptcy case of New Jersey Motorsports Park, LLC, et al. The meeting will be held at United States Trustee's Hearing Room, Bridge View, 800-840 Cooper Street, Suite 102, Camden, New Jersey 08102. 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. Millville, New Jersey-based New Jersey Motorsports Park, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 11-16752) on March 7, 2011. Nella M. Bloom, Esq., at Cohen Seglias Pallas Greenhall & Furman, PC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $100,001 to $500,000 and debts at $10 million to $50 million. Affiliates New Jersey Motorsports Park Operating Company, LLC (Bankr. D. N.J. Case No. 11-16772), New Jersey Motorsports Park Development Association (Bankr. D. N.J. Case No. 11-16776), and New Jersey Motorsports Park Urban Renewal, LLC (Bankr. D. N.J. Case No. 11-16778) filed separate Chapter 11 petitions on March 7, 2011. NEDAK ETHANOL: Nebraska Plant Operating at Normal Production ------------------------------------------------------------ In the early morning hours of Feb. 22, the fire department was called to a fire at NEDAK Ethanol in Atkinson, Nebraska. The fire occurred in portions of the equipment of the outdoor ring dryer used for drying distillers grain. There were no injuries reported or exposure of any hazardous materials. The fire department was on site for approximately 2 1/2 hours to completely extinguish the fire. NEDAK is continuing to operate the ethanol portion of plant at their normal production rates and will continue to produce WDGS (Wet Distillers Grains with Solubles). The dryer will be repaired as soon as a complete damage assessment can be made. About NEDAK Ethanol Atkinson, Neb.-based NEDAK Ethanol, LLC -- http://www.nedakethanol.com/-- operates a 44 million gallon per year ethanol plant in Atkinson, Nebraska, and produces and sells fuel ethanol and distillers grains, a co-product of the ethanol production process. Sales of ethanol and distillers grains began in January 2009. The Company's balance sheet as of September 30, 2010, showed $86.7 million in assets, $54.7 million in total liabilities, and members' equity of $32.0 million. As reported in the Troubled Company Reporter on April 14, 2010, McGladrey & Pullen, LLP, in Sioux Falls, South Dakota, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that there is uncertainty as to the Company's ability to secure additional funds needed to fund ongoing operations. NEOMEDIA TECHNOLOGIES: Inks a 5-Year License Contract With eBay --------------------------------------------------------------- On Dec. 21, 2010, NeoMedia Technologies, Inc., entered into a license, covenant not to sue and release agreement, to grant a five0year, non-exclusive, non-sublicensable license to eBay Inc. with respect to certain of the Company's patents and applications. On Feb. 15, 2011 eBay notified the Company that eBay had elected to exercise its option to include in the Agreement the Company's U.S. Patent Nos. 6,766,363; 6,675,165; 6,651,053; and 6,430,554, and related patents and applications, such patents described in the Agreement as the Company's Search Technology. As a result of the exercise of the Option, the Company received an additional license fee from eBay for the initial term of the Agreement. About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. The Company's balance sheet at Sept. 30, 2010, showed $9.04 million in total assets, $83.31 million in total liabilities, $8.37 million in Series C convertible preferred stock, $2.50 million in Series D convertible preferred stock, and a stockholders' deficit of $85.14 million. At September 30, 2010, the Company has an accumulated deficit of $237.99 million. The Company also has a working capital deficit of $82.05 million, of which of which $68.51 million is related to the Company's financing instruments, including $30.71 million related to the fair value of warrants and those debentures that are recorded as hybrid financial instruments, and $37.80 million related to the amortized cost carrying value of certain of the Company's debentures and the fair value of the associated derivative liabilities. As reported in the Troubled Company Reporter on April 1, 2010, Kingery & Crous, P.A., in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. NET ELEMENT: Appoints Richard Lappenbusch as President and COO -------------------------------------------------------------- Net Element, Inc., announced that it had appointed Richard Lappenbusch as its President and Chief Operating Officer effective as of Feb. 15, 2011. Mr. Lappenbusch is an accomplished media and technology executive with twenty years of experience in strategic development, product development, intellectual property planning, digital facility operations design and management, technical policy development, and Internet, web and cloud computing services. Over the course of his career, Mr. Lappenbusch has been a key player in providing products and services in the broadcast, cable, film, Internet, media, software and web services industries. Prior to joining the Company, Mr. Lappenbusch was Founder and Managing Partner of Novus Ordo LLC, a professional media and technology consulting company from 2009 through 2011. From 1993 to 2009, Mr. Lappenbusch held various positions with Microsoft Corporation and its affiliated companies, including Director of Global Foundation Services, managing the business and service units of a cloud computing services group; Director of Microsoft Entertainment & Devices, responsible for analysis of business interests relating to video-on-demand, advertising and subscription services business models; and Director of Strategic Planning of Microsoft Windows, managing strategic planning of the Windows Client Operating System. From 1999 to 2000, Mr. Lappenbusch was Director of Monitoring, Reporting and Analysis at MSN, where he was responsible for product development focusing on global Internet user monitoring and reporting services. From 1996 to 1999, Mr. Lappenbusch was Director of Operations at MSNBC Interactive News, LLC, a joint venture of GE's NBC business unit and Microsoft Corporation, where he was instrumental in building the Internet operations unit for news production and distribution. From 1993 to 1995, Mr. Lappenbusch was Lead Program Manager at Microsoft Research, responsible for designing and developing interactive television post-production facilities and services. Mr. Lappenbusch has driven and contributed to industry initiatives, interoperability standards and strategic plans. His broad knowledge base, hands-on experience and successful accomplishments will be invaluable assets to Net Element and its portfolio of companies. Mr. Lappenbusch received his Master's degree from New York University's Tisch School of the Arts in Interactive Telecommunications, and his Bachelor of Science degree from the University of Redlands in Business Administration. He has earned the Competitive Intelligence Professional designation and is a Member of the Society of Competitive Intelligence Professionals. In connection with Mr. Lappenbusch's appointment as President and COO, the Board of Directors also authorized an annual salary of $300,000 and a bonus of $100,000 ($50,000 to be awarded on Dec. 31, 2011 provided Mr. Lappenbusch is then employed with the Company and $50,000 to be awarded at the discretion of the Board of Directors). Additionally, the Board granted Mr. Lappenbusch 6,100,000 shares of restricted common stock vesting as follows: 100,000 shares on Feb. 15, 2012; 4,000,000 shares vesting semi- annually over a three-year period from the date of grant; and 2,000,000 shares upon the Company achieving $20,000,000 in aggregate gross revenues. All unvested shares of common stock are subject to repurchase by the Company for an aggregate of $1.00 in the event of termination of employment in certain circumstances. Additionally, vesting will be accelerated upon the occurrence of an extraordinary transaction that results in a change in control of the Company. Additionally, the Company paid a signing bonus of $37,000 to cover relocation and housing expenses. In addition, upon the Company attaining $20,000,000 in aggregate gross revenues, Mr. Lappenbusch's appointment to the Board of Directors will become effective. The Board of Directors believes that Mr. Lappenbusch's extensive business and operating experience, knowledge of the Company's industry, and track record of success, will make him a valuable member of the executive team and, ultimately, the Board. About Net Element Miami, Fla.-based Net Element, Inc. (formerly TOT Energy, Inc.) currently operates several online media websites in the film, auto racing and emerging music talent markets. Daszkal Bolton LLP, in Fort Lauderdale, Fla., expressed substantial doubt about Net Element's ability to continue as a going concern. The independent auditors noted that the Company has experienced recurring losses and has an accumulated deficit and stockholders' deficiency at Dec. 31, 2010. The Company reported a net loss of $3.1 million on $242 of sales for the nine-month period ended Dec. 31, 2010. The Company had a net loss of $6.6 million on $0 revenue for the twelve months ended March 31, 2010. At Dec. 31, 2010, the Company's balance sheet showed $2.8 million in total assets, $3.1 million in total liabilities, and a stockholders' deficit of $253,000. NNN MET: Secured Creditor Wants Stay Lifted, Case Dismissed ----------------------------------------------------------- Secured lender BACM 2005-3 Met Center Office, LLC, has lodged separate requests asking the Bankruptcy Court to lift the automatic stay in the bankruptcy case of NNN Met Center 10 25, LLC and to dismiss the Chapter 11 case. Judge Thomas E. Carlson will hold a hearing on April 22 at 9:30 a.m., to consider the Motion to Dismiss. The Motion for Relief from Stay is set to be heard on March 28 at 9:30 a.m. Last month, the Debtor asked the Court to cite the Secured Creditor for contempt for violating the automatic stay imposed in the bankruptcy case. The Court will also consider the Contempt Motion on March 28. About NNN Met Center San Francisco, California-based NNN Met Center 10 25, LLC, a Delaware Limited Liability, filed for Chapter 11 bankruptcy protection on January 31, 2011 (Bankr. N.D. Calif. Case No. 11- 30356). Darvy Mack Cohan, Esq., at the Law Offices of Darvy Mack Cohan, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. OCEAN PLACE: Gets More Time to Prepare Plan of Reorganization ------------------------------------------------------------- Kenny Walter at GMN says John K. Sherwood, attorney for Ocean Place Development LLC, said Judge Michael Kaplan of the U.S. Bankruptcy Court in Trenton, New Jersey, gave the Company time to develop a plan for reorganization. According to the report, Ocean Place Development, a joint venture of Orr Partners and Tiburon Capitol Corp., filed notice in bankruptcy court on Feb. 15, 2011, just a week before a scheduled sheriff's foreclosure sale was supposed to take place for the Ocean Place mortgage, valued at just over $58 million. Ocean Place Development LLC, A Delaware Limited Liability Company, dba Ocean Place Resort & Spa, filed for Chapter 11 bankruptcy protection on Feb. 15, 2011 (Bankr. D. N.J. Case No. 11-14295). Kenneth Rosen, Esq., at Lowenstein Sandler, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $50 million to $100 million. ONE RENAISSANCE: Section 341(a) Meeting Set for April 12 -------------------------------------------------------- The U.S. Trustee for Region of Eastern District of North Carolina will convene a meeting of One Renaissance, LLC's creditors on April 12, 2011, at 10:00 a.m. The meeting will be held at the USBA Creditors Meeting Room, Two Hannover Square, Room 610, 434 Fayetteville Street Mall, Raleigh, North Carolina 27601. 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. Raleigh, North Carolina-based One Renaissance, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. N.C. Case No. 11- 01793) on March 9, 2011. Jason L. Hendren, Esq., at Hendren & Malone, PLLC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. ONE RENAISSANCE: Taps Hendren & Malone as Bankruptcy Counsel ------------------------------------------------------------ One Renaissance, LLC, asks for authorization from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Hendren & Malone, PLLC, as bankruptcy counsel. Hendren & Malone will represent and assist the Debtor in carrying out its duties under the provisions of Chapter 11 of the U.S. Bankruptcy Code. Neither the Debtor nor Hendren & Malone disclosed how the law firm will be compensated for its services. Jason L. Hendren, Esq., an attorney at Hendren & Malone, PLLC, assures the Court that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. Raleigh, North Carolina-based One Renaissance, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. N.C. Case No. 11- 01793) on March 9, 2011. The Debtor estimated its assets and debts at $10 million to $50 million. ORANGE GROVE: Gets Permission to Use Cash Collateral ---------------------------------------------------- Orange Grove Service, Inc., obtained authorization from Judge Alan M. Ahart of the United States Bankruptcy Court for the Central District of California to use cash of American Continental Bank and Signal Walnut Partnership, L.P, to pay expenses as set forth in their budgets through March 31, 2011. On April 6, 2011, the Court will hold a continued hearing to consider Orange Grove's further use of the Cash Collateral. Regarding the use of Signal Walnut's Cash Collateral, Judge Ahart authorized Orange Grove to deviate from the total expenses by no more than 10% without prior notice and approval of Signal Walnut. On a monthly basis, Orange Grove will pay to Signal Walnut all cash collateral from the subject property in excess of the Approved Expenses, up to a maximum of $33,000 for the months of February and March 2010. Copies of the budgets are available for free at: http://bankrupt.com/misc/OrangeGrove_Budget_02182011_ACB.pdf http://bankrupt.com/misc/OrangeGrove_Budget_02252011_Signal.pdf About Orange Grove Service La Verne, California-based Orange Grove Service, Inc., owns and operates 2 "strip" shopping centers, the Lemon Creek in Walnut, Calif., and the Fremont, in Alhambra, Calif. The Company filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 10-21336) on March 25, 2010. Matthew Abbasi, Esq., at Wilson & Associates LLP, in Los Angeles, assists the Debtor in its restructuring effort. In its schedules, the Debtor disclosed $12,003,736 in assets and $11,611,337 in liabilities. OVERLAND STORAGE: Shmuel Shottan Does Not Own Any Securities ------------------------------------------------------------ In a Form 3 filing with the U.S. Securities and Exchange Commission, Shmuel Shottan, a director at Overland Storage Inc., disclosed that he does not own any securities of the Company. About Overland Storage San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. The Company's balance sheet at Dec. 31, 2010 showed $39.82 million in total assets, $38.31 million in total liabilities and $1.52 million in shareholders' equity. As reported in the Troubled Company Reporter on Sept. 28, 2010, Moss Adams LLP, in San Diego, Calif., expressed substantial doubt about Overland Storage's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted of the Company's recurring losses and negative operating cash flows. OXIGENE INC: Effects 1-for-20 Reverse Stock Split ------------------------------------------------- OXiGENE, Inc., announced that it has filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation to effect a 1-for-20 reverse stock split on Feb. 22, 2011. On the Effective Date, immediately and without further action by the Company's stockholders, every 20 shares of the Company's Common Stock, $0.01 par value per share, issued and outstanding immediately prior to the filing of the Amendment were automatically converted into one share of Common Stock, $0.01 par value per share. As a result of the reverse split, the number of outstanding shares of Common Stock was reduced to approximately 6,829,292, excluding outstanding and unexercised share options and warrants and subject to adjustment for fractional shares. The reverse stock split will not affect any shareholder's ownership percentage of the Company's Common Stock, except to the limited extent that the reverse split would result in any shareholder owning a fractional share. In lieu of fractional shares, stockholders will receive cash in an amount equal to the product obtained by multiplying (i) the closing sale price per share on the business day immediately preceding the Effective Date as reported on The Nasdaq Capital Market(R) by (ii) the number of shares of Common Stock held by the stockholder that would otherwise have been exchanged for the fractional share interest. Further, any options, warrants and contractual rights outstanding as of the Effective Date that are subject to adjustment will be adjusted in accordance with the terms thereof. These adjustments may include, without limitation, changes to the number of shares of common stock that may be obtained upon exercise or conversion of these securities, and changes to the applicable exercise or purchase price. The Common Stock began trading on NASDAQ on a post-split basis on Feb. 23, 2011. It is expected that NASDAQ will append a "D" to the Company's ticker symbol ("OXGND") to indicate the completion of the reverse split, and that after a 20 trading-day period following effectiveness of the reverse split, the ticker symbol will revert to "OXGN." In addition, the shares of Common Stock will also traded under the new CUSIP number 691828 305 effective on Feb. 22, 2011. As previously disclosed, the shareholders of the Company approved a proposal authorizing the Board of Directors, in its discretion, to implement the reverse split at a Special Meeting of Shareholders held on Dec. 21, 2010. The Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company is available at no charge at http://ResearchArchives.com/t/s?7542 About OXiGENE Inc. South San Francisco, Calif.-based OXiGENE (Nasdaq: OXGN) -- http://www.oxigene.com/-- is a clinical-stage biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases. The Company's balance sheet at Sept. 30, 2010, showed $7.7 million in total assets, $15.2 million in total liabilities, and a stockholders' deficit of $7.5 million. As reported in the Troubled Company Reporter on March 22, 2010, Ernst & Young LLP, in Boston, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has incurred recurring operating losses and will be required to raise additional capital, alternative means of financial support, or both, prior to January 1, 2011, in order to sustain operations. PAUL BRENNEKE: Involuntary Chapter 11 Case Summary -------------------------------------------------- Alleged Debtor: Paul Brenneke Qualified Personal Residence Trust UDT aka Thomas B Brenneke, Trustee Paul Brenneke 11710 SW Summerville Avenue Portland, OR 97219 Bankruptcy Case No.: 11-31975 Involuntary Chapter 11 Petition Date: March 14, 2011 Court: U.S. Bankruptcy Court District of Oregon Judge: Trish M. Brown Debtor's Counsel: Pro Se Petitioners' Counsel: Robert S. Simon, Esq. ROBERT S. SIMON P.C. P.O. Box 820035 Portland, OR 97282-1035 Tel: (503) 274-6208 Creditors who signed the Chapter 11 petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Z&A Irrevocable Trust UDT Breach of $1,979,949 333 S. State Street, #286 Promissory Note Lake Oswego, OR 97034 Elene Dunavan Loan $1,200,000 11710 SW Summerville Portland, OR 97219 Jones Dave D&J Remodeling Breach of Contract $367,511 20672 NW Quail Hollow Portland, OR 97229 Victor Le Nettoyeur LLC Lien/Breach of $157,096 333 S. State Street, #286 Promissory Note Lake Oswego, OR 97034 PATIENT SAFETY: Presented at the 32nd Growth Stock Conference ------------------------------------------------------------- Patient Safety Technologies, Inc., filed with the U.S. Securities and Exchange Commission a slide presentation, which the Company presented at the 23nd Annual OC Growth Stock Conference hosted by Roth Capital Partners on March 15, 2011. The slide presentation is available for free at http://ResearchArchives.com/t/s?754d About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. The Company's balance sheet at Sept. 30, 2010, showed $12.02 million in total assets, $10.10 million in total liabilities, and a stockholders' equity of $1.92 million. * * * In its March 31, 2010 report, Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, noted that the Company's significant recurring net losses through December 31, 2009, and significant working capital deficit as of December 31, 2009, raise substantial doubt about the Company's ability to continue as a going concern. PEEK'N PEAK: Judge Defers Hearing on Critical Issue to March 29 --------------------------------------------------------------- Ed Palattella at Erie Times-News reports that U.S. Bankruptcy Judge Randolph Baxter granted the Peek'n Peak's request to have a hearing on a critical issue on March 29, 2011. According to the report, Judge Baxter granted the request after he ruled that the Peak had presented inadequate information in its financial disclosure statement -- a document that details the Peak's financial status. The Peak, based in Findley Lake, N.Y., but owned by a company in Chardon, Ohio, east of Cleveland, had hoped to have its reorganization plan in place by April 13, 2011, thus allowing the Peak to get out of bankruptcy. Peek'n Peak Resort -- http://www.pknpk.com/-- operates a recreational and leisure facility. Peek'n Peak Resort sought bankruptcy protection in the U.S. Bankruptcy Court for the Northern District of Ohio. The Company said it filed for Chapter 11 as its financial situation "does not seem to be improving." PHILADELPHIA RITTENHOUSE: Owner Wants IStar Claims Subordinated --------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the owner of 10 Rittenhouse Square sued IStar Financial Inc. last week, contending the lender intended to use its position to take control of the project while squeezing out the owner and the mezzanine lender. According to the report, the owner was scheduled to face a hearing March 17 where IStar wants the bankruptcy judge in Philadelphia to dismiss the case or deny the use of cash from sales or rentals of units. IStar, owed $205 million, contends the project won't sell out for enough to pay off its loan in full. The owner claims otherwise and filed a plan to pay IStar over time. Mr. Rochelle relates that last week's complaint alleges that IStar concealed and lied about its own declining financial condition when making loans on the project. IStar is accused in the complaint of interfering in management to the extent that as much as $20 million in sales were lost. The owner seeks to have IStar's secured claim subordinated to the interests and claims of unsecured creditors and the owner. About Philadelphia Rittenhouse Philadelphia Rittenhouse Developer, L.P. is a joint venture between ARC Properties, Inc., based in Clifton, New Jersey, and Philadelphia-based Wheeler Brothers Holdings, LLC. The Company was formed to develop 10 Rittenhouse Square, a 33-story condominium building in Philadelphia. Rittenhouse filed for chapter 11 bankruptcy in response to an action in Pennsylvania state court seeking to appoint a receiver for the development project, which was brought by one of the Company's lenders, iStar Tara, LLC. Rittenhouse filed a Chapter 11 petition on Dec. 30, 2010 (Bankr. E.D. Pa. Case No. 10-31201). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $100 million to $500 million. iStar Tara, LLC is represented in the chapter 11 case by the firm of Blank Rome LLP. PILOT TRAVEL: S&P Cuts Secured Credit Facilities Rating to 'BB+' ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Knoxville, Tenn.-based Pilot Travel Center LLC to stable from positive and affirmed the 'BB' corporate credit rating. "At the same time, we lowered the issue-level rating on the company's credit facilities to 'BB+' from 'BBB-' and revised the recovery rating to '2' from '1'. The '2' recovery rating indicates our expectation of substantial recovery (albeit at the low end of the 70%-90% range) in the event of a payment default," S&P said. "The ratings reflect our expectation that rising oil prices in 2011 will contract fuel margins, which we forecast to drop to 11 cents from 12.8 cents the previous year," said Standard & Poor's credit analyst Andy Sookram. "The outlook revision reflects our assessment that credit metrics will not improve enough to support a higher rating during the outlook period as previously envisioned," continued Mr. Sookram. Rather, we now expect them to remain in line with the 'BB' rating because of the impact of higher debt. PJ FINANCE: Encounters Opposition to Cash Use --------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that PJ Finance Co. LLC and six affiliates are facing opposition from the secured lender on the use of rental income. Torchlight Loan Services LLC, the special servicer for mortgage-backed securities including $475 million in mortgages on the properties, opposes allowing the use of rental income that's part of its collateral. Torchlight said it's not being offered any protection for the use of its collateral because it already has liens on everything. It said the owner has admitted the property is worth $200 million less than the debt. The lender also said a better property manager could be retained at a lower cost. Torchlight alleged that changing property managers was a violation of its loan agreement. The Troubled Company Reporter previously reported that PJ Finance Company had obtained an order authorizing the use of cash collateral until March 19, 2011. A hearing on further access to cash collateral was scheduled for March 17. In November 2006, Alliance PJRT Limited Partnership and Alliance PJWE Limited Partnerships entered into an amended and restated loan agreement with Column Financial Inc., as originating lender, whereby the Originating Lender agreed to make a loan to the Partnerships in the principal amount of $475 million with a Nov. 11, 2016 maturity date. In May 2007, the Originating Lender sold the prepetition loan documents to Credit Suisse First Boston Mortgage Securities Corp. Pursuant to that certain pooling and servicing agreement dated May 1, 2007, Credit Suisse contributed the prepetition loan documents to a trust. Under that agreement, Bank of America, N.A., acts as successor trustee; Wachovia Bank, N.A., acts as the master servicer; and Torchlight Loan Services, LLC, acts as special servicer. The loan is secured by mortgages and deeds of trust encumbering all of the properties in favor of the Trustee. The Partnerships are currently indebted on the loan in the amount of $475 million plus accrued and unpaid interest, costs and fees. In its request for access to cash collateral, the Debtor said that in exchange for the use of cash collateral, the Trustee and Special Servicer, will be granted replacement liens and superpriority administrative expense claim against each Debtor. The adequate protection senior lies and adequate protection senior claim will secure the payment of the adequate protection senior obligations in an amount equal to any diminution in the value of the Trustee's and Special Servicer's interests in the prepetition collateral from and after the Petition Date. About PJ Finance Chicago, Illinois-based PJ Finance Company, LLC, owns apartment communities in the states of Arizona, Florida, Georgia, Tennessee and Texas. PJ Finance owns or holds ownership interests in 32 apartment communities that collectively have more than 9,500 rentable units. It has 20 apartment locations in Texas, and the remaining 12 in Arizona, Florida, Georgia and Tennessee. The day- to-day operations of the portfolio are managed by a third party, WestCorp Management Group One, Inc. PJ Finance filed for Chapter 11 bankruptcy protection on March 7, 2011 (Bankr. D. Del. Case No. 11-10688). Affiliates PJ Holding Company Manager, LLC (Bankr. D. Del. Case No. 11-10692); PJ Holding Company, LLC (Bankr. D. Del. Case No. 11-10693); Alliance PJRT GP, Inc. (Bankr. D. Del. Case No. 11-10695); Alliance PJWE GP, L.L.C. (Bankr. D. Del. Case No. 11-10697); Alliance PJRT Limited Partnership (Bankr. D. Del. Case No. 11-10699); and Alliance PJWE Limited Partnership (Bankr. D. Del. Case No. 11-10700) filed separate Chapter 11 petitions. The cases are jointly administered with PJ Finance Company as the lead case. Michelle E. Marino, Esq., and Stuart M. Brown, Esq., and Edwards Angell Palmer & Dodge, LLP, serve as the Debtors' local bankruptcy counsel. Richard A. Chesley, Esq., and Kimberly D. Newmarch, Esq., at DLA Piper LLP (US), serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants, LLC, is the Debtors' claims and notice agent. The Debtors estimated total assets of at least $275 million (estimated value of portfolio securing loan to Bank of America) and total debts of at least $479 million ($475 million owed to BofA, $4.4 million trade debt). PJ said it has a commitment for Gaia Real Estate Investments LLC to invest $42 million and serve as the foundation for a reorganization plan. PRECISION OPTICS: Maturity of 10% Sr. Notes Extended to April 1 --------------------------------------------------------------- On June 25, 2008, Precision Optics Corporation, Inc., entered into a Purchase Agreement, as amended on Dec. 11, 2008, with certain accredited investors pursuant to which the Company sold an aggregate of $600,000 of 10% Senior Secured Convertible Notes. The Investors amended the Notes on several dates to extend the "Stated Maturity Date" of the Notes. On March 11, 2011, the Investors further amended the Notes to extend the "Stated Maturity Date" to April 1, 2011. The Company believes the Investors will continue to work with us to reach a positive outcome on the Note repayment. About Precision Optics Gardner, Mass.-based Precision Optics Corporation, Inc. (OTC BB: PEYE) -- http://www.poci.com/-- designs, develops, manufactures and sells specialized optical systems and components and optical thin-film coatings. The Company conducts business in one industry segment only and its customers are primarily domestic. The Company's products and services fall into two principal areas: (i) medical products for use by hospitals and physicians; and (ii) advanced optical system design and development services and products used by industrial customers. The Company's balance sheet at Dec. 31, 2010 showed $1.33 million in total assets, $1.98 million in total current liabilities and a $646,334 stockholders' deficit. Going Concern Doubt Stowe & Degon LLC, in Westborough, Mass., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring net losses and negative cash flows from operations. The Company has sustained recurring net losses for several years. As of June 30, 2010, the Company has an accumulated deficit of $38.4 million. As of June 30, 2010, cash and cash equivalents were $416,040, accounts receivable were $505,200, and current liabilities were $2.1 million. The Company anticipates that deferred officers' salaries and director consulting expenses accrued at June 30, 2010, will be settled by issuing restricted common stock rather than by cash payments. These deferred amounts included in current liabilities at June 30, 2010, total roughly $574,000. PREFERRED VOICE: Posts $55,254 Net Loss in Quarter Ended Dec. 31 ---------------------------------------------------------------- Preferred Voice, Inc., reported a net loss of $55,254 on $6,167 of net sales for the three months ended Dec. 31, 2010, compared with a net income of $180,871 on $15,097 of net sales for the same period in 2009. As of Dec. 31, 2010, the Company reported $681,897 in total assets and $12,472 in total liabilities, all current, and a stockholders' equity of $669,425. Assets totalled $1,411,151 as of Dec. 31, 2009. A full-text copy of the Company's Form 10-Q is available at no charge at http://ResearchArchives.com/t/s?7547 About Preferred Voice Preferred Voice, Inc., provides enhanced services to the telecommunications industry throughout the United States and maintains its principal offices in Dallas, Texas. The Company's independent auditor has expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's fiscal 2010 results. The auditor noted that the Company has suffered significant operating losses in past years. PROVO CRAFT: S&P Cuts Rating to 'CCC+' on Deteriorating Liquidity ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on South Jordan, Utah-based Provo Craft & Novelty Inc. to 'CCC+' from 'B'. "At the same time, we lowered the ratings on the company's remaining $170 million senior secured credit facility to 'B-' from 'B+'. The '2' recovery rating on the facility remains unchanged," S&P said. "We have revised the CreditWatch listing for the corporate credit and issue-level ratings to developing from negative. Ratings were initially placed on CreditWatch with negative implications on Dec. 8, 2010, reflecting our belief that the company may not be able to comply with its financial covenants over the near term due to potentially weaker-than-expected operating performance and very weak covenant cushion. About $142 million of total senior debt was outstanding at Provo Craft at Dec. 31, 2010," S&P said. "The downgrade of Provo Craft reflects our belief that the company might breach the total leverage or senior leverage ratio covenants in the near term," said Standard & Poor's credit analyst Stephanie Harter. "We also anticipate a decline in operating performance and profitability in the near term, which could further strain our estimate of the company's already existing single-digit covenant cushion on its total leverage and senior leverage ratio covenants. Relatively weak economic conditions could lead to further volatility in operating performance, resulting in a covenant breach." PUGET ENERGY: Moody's Upgrades Issuer Rating to 'Ba1' ----------------------------------------------------- Moody's Investors Service has upgraded all long-term ratings of Puget Energy, Inc., including the long-term ratings of its core regulated electric and gas operating subsidiary, Puget Sound Energy, Inc one notch. At the same time Moody's have upgraded PSE short-term commercial paper rating to P-2 from P-3. The outlook is stable. Ratings upgraded include: Puget Energy * Issuer Rating -- to Ba1 from Ba2 * Senior secured bank facility -- to Ba1 from Ba2 * Senior Secured -- to Ba1 from Ba2 Puget Sound Energy * Issuer rating - to Baa2 from Baa3 * Senior unsecured bank facility -- to Baa2 from Baa3 * Senior Unsecured Shelf -- to (P) Baa2 from (P) Baa3 * Senior Secured -- to A3 from Baa1 * First Mortgage Bonds -- to A3 from Baa1 * Subordinated - to Baa3 from Ba1 * Short-term commercial paper -- to P-2 from P-3 Ratings Rationale The rating action is reflective of a number of considerations including the relative stability in operations observed following the company's purchase by a consortium of investors in February 2009, as well as the progress being made to extend the maturity profile of the debt at the PE level that was used to help finance the acquisition. Prospectively, Moody's believe the utility's capital spending will peak in 2011 resulting in a higher level of retained cash flow in 2012. Additionally, Moody's expect PSE will seek authorization from the Washington Utilities and Transportation Commission for rate increases at both the electric and gas businesses sometime in 2011 (effective 2012), providing an opportunity for stronger positioning at its current rating category. The Baa2 (senior unsecured) ratings for PSE, reflect the relatively low risk utility operations, collaborative regulatory relationships and recent credit supportive rate case outcomes, efficient handling of electric and gas supply needs, acceptable credit metrics for the rating category, and continued access to its own committed bank credit facilities plus indirect access to the parent's committed capital expenditure facility to supplement internal cash flow. At Ba1 (senior unsecured) for PE following the rating action, a two notch differential remains between the rating of PSE and its parent. The difference takes into account the structural subordination of PE debt to that of its primary cash flow provider, PSE, but also considers the relative size of the debt (25% of consolidated debt) resulting in weaker credit metrics, and the relatively strong ring-fencing at PSE. The higher leverage at the parent is clearly observed when viewing certain year-end 2010 credit metrics. For example, cash from operations (pre w/c) to debt at PSE was 17% and 10% at PE; however, both metrics are in line with their respective rating categories. Despite the expected negative free cash flow in 2011, Moody's believes liquidity at both entities is good. This is based on the existing $1.0 billion committed credit line at PE (approximately $435 million drawn) and the combined $1.15 billion of credit lines at PSE (approximately $507 million drawn). Moody's expect that the company will seek to term-out some of these borrowings in 2011. As noted above, Moody's have also upgraded the short-term rating to P-2. PSE's commercial paper program is backstopped by a committed $400 million senior unsecured working capital facility that expires February 6, 2014. It has same-day drawing availability and no material adverse event language for ongoing drawdowns. The rating outlook is stable given that the current credit metrics for both PE and PSE are well placed in the "Ba" and "Baa" categories, respectively. As such, further credit metric strengthening would be necessary for any further positive rating action. However, the stable outlook also incorporates a view that the company will be able to successfully refinance the sizable 2014 acquisition-debt maturity at PE, and skillfully carry out its expected rate cases and capital program over the next 18 months. Headquartered in Bellevue, Washington, Puget Energy, Inc., is an electric utility holding company that operates through its principal operating subsidiary Puget Sound Energy, Inc. PE reported LTM revenue and balance sheet debt of $3.1 billion and $4.9 billion, respectively, at December 31, 2010. QUANTUM FUEL: Enters Into $7.7-Mil. Stock Purchase Deals -------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc. entered into separate Securities Purchase Agreements with certain "accredited investors", as such term is defined in Rule 501(a) of Regulation D under the United States Securities Act of 1933, as amended, for the sale and purchase of approximately 1.5 million shares of the Company's common stock and warrants to purchase additional shares of the Company's common stock. The aggregate purchase price to be received by the Company is approximately $7.7 million, of which approximately $5.7 million will be paid in cash and approximately $2.0 million will be paid by the reduction of debt owed by the Company to its senior secured lenders. A full text copy of the filing with the Securities and Exchange Commission is available for free at http://is.gd/rbQZuC About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on January 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company recorded a net loss of $28.0 million in fiscal 2009, compared to a net loss of $86.8 million in fiscal 2008. QUANTUM FUEL: Notifies Late Filing of Jan. 2011 Quarterly Report ---------------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc., notified the U.S. Securities and Exchange Commission that it is unable to timely file its Quarterly Report on Form 10-Q for the period ended Jan. 31, 2011, without unreasonable effort or expense because the it needs additional time in order to complete its analysis of the accounting treatment for certain debt modification transactions that occurred during the quarter. The Company anticipates that it will be able to file its Quarterly Report for the fiscal quarter ended Jan. 31, 2011, within the time prescribed in Rule 12b- 25(b)(2)(ii). About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on January 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company recorded a net loss of $28.0 million in fiscal 2009, compared to a net loss of $86.8 million in fiscal 2008. RASER TECHNOLOGIES: K. Higginson Resigns as Director ---------------------------------------------------- On Feb. 11, 2011, Kraig Higginson, resigned from his position as Class I director of Raser Technologies, Inc. Mr. Higginson's reason for the resignation was to allow him to concentrate his professional efforts, full-time, on the success of VIA Motors, Inc., a private hybrid automobile developer in which Mr. Raser has a significant equity interest (approx. 39%). About Raser Technologies Provo, Utah-based Raser Technologies, Inc. (NYSE: RZ) -- http://www.rasertech.com/-- is an environmental energy technology company focused on geothermal power development and technology licensing. Raser's Power Systems segment develops clean, renewable geothermal electric power plants with one operating plant in southern Utah and eight active and early stage projects in four western United States: Utah, New Mexico, Nevada and Oregon, as well as a concession for 100,000 acres in Indonesia. Raser's Transportation and Industrial segment focuses on extended-range plug-in-hybrid vehicle solutions and using Raser's award-winning Symetron(TM) technology to improve the torque density and efficiency of the electric motors and drive systems used in electric and hybrid-electric vehicle powertrains and industrial applications. * * * Hein & Associates LLP, in Denver, Colo., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses, has used significant cash for operating activities since inception, has significant purchase commitments in 2010 and has a lack of sufficient working capital. Raser Technologies did not make the $2.2 million semi-annual interest payment due October 1, 2010, on its 8% Convertible Senior Notes Due 2013. The Company satisfied the semi-annual interest payment obligation after receiving $1.10 million from the Thermo No. 1 plant escrow funds and $1.15 million from a loan with Evergreen Clean Energy, LLC, late in October 2010. The Company's balance sheet at Sept. 30, 2010, showed $57.68 million in total assets, $107.26 million in total liabilities, and a stockholders' deficit of $49.58 million. REDCO DEVELOPMENT: Disclosure Statement Hearing for March 24 ------------------------------------------------------------ Redco Development Co. LLC has filed with the U.S. Bankruptcy Court for the District of Oregon a Chapter 11 plan of reorganization and a disclosure statement explaining its proposed plan. Under the proposed plan, all creditors of Redco Development will be paid in full. Creditors holding secured claims will retain their security and will be paid either monthly or when a $4 million note is paid to Redco Development. The $4 million note due June 15, 2012, was guaranteed by Guy Farthing and Steve Morgan, who purchased Redco Development's 25% stake in Northgate LLC for $5 million. It is considered the company's most valuable asset. Redco Development's current owner will continue to manage its operations and use the balance remaining when the note is paid and excess revenue to make annual payments until unsecured creditors are paid in full, according to the plan. Claims Classification The proposed plan classified the claims against and interests in Redco Development into 11 classes: * Class 1 (Priority Tax Claims and Other Priority Claims) * Class 2 (PremierWest) * Class 3 (Sterling) * Class 4 (Virann). * Class 5 (Umpqua Bank) * Class 6 (Bank of the Cascades) * Class 7 (Grant Alexander) * Class 8 (Clearview LLCs and R.A. Global) * Class 9 (Small Unsecured Creditors) * Class 10 (Unsecured Creditors) * Class 11 (Interests) Class 1 claims will be paid in full including interest, costs, fees and charges provided for under any agreement under which those claims arose or are otherwise allowed by law. The secured claim of PremierWest Bank will be paid in full the amount of its allowed Class 2 claim as provided in the notes executed by Redco Development. Sterling Savings, Umpqua and Bank of the Cascades will retain security for their loans and will receive monthly payments for their allowed claims. Meanwhile, Virann will retain its security in the Northgate note and to the proceeds when the note is paid. Its allowed Class 4 claim will be paid in full within 10 days after Redco Development receives payment on the Northgate note. Redco Development will transfer its stake in the Clearview LLCs either to those companies or to R.A. Global LLC to satisfy their allowed Class 8 claims. Redco Development does not believe that Grant Alexander has a valid secured claim. However, any allowed Class 7 claim of Grant Alexander that is deemed secured will be paid in installments, according to the proposed plan. Under the plan, small unsecured creditors with allowed Class 9 claims of not more than $1,500 will receive full cash payment within two months after the plan becomes effective. Meanwhile, unsecured creditors with allowed Class 10 claims over $1,500 will be paid 30 days after Redco Development receives payment on the Northgate note. Members of Redco Development will retain their interests in the company but won't be entitled to distributions until all other allowed claims have been paid. Administrative expense claims are not classified but they will be paid in cash on the effective date of the plan. Creditors Entitled to Vote Under the proposed plan, Class 2 is not impaired and, therefore, is deemed to have accepted the plan. Classes 1 and 3 through 11 are impaired and holders of those claims are entitled to vote to accept or reject the plan. As a condition to confirmation, each impaired class must accept the proposed plan. If the plan is not accepted by all of the impaired classes, it may still be confirmed pursuant to Section 1129(b) of the Bankruptcy Code's "Cram Down" provision if the plan has been accepted by at least one impaired class of claims, without counting the acceptances of any insiders, and the Bankruptcy Court determines that the plan "does not discriminate unfairly," is "fair and equitable" with respect to each non- accepting impaired class of claims or interests, among other things. The Bankruptcy Court will consider approval of the disclosure statement at the hearing scheduled for March 24, 2011. Following approval of the disclosure statement, creditors entitled to vote will be sent ballots for acceptance or rejection of the restructuring plan. Implementation of the Plan Redco Development will collect the Northgate note and may file legal action if necessary to collect the amount due. The company, however, is confident that Mr. Farthing is financially capable of making the payment, Russ Dale, managing member of Redco Development, said. The company is also confident it would retain sufficient funds from the Northgate note to pay taxes associated with the payoff of the note. It expects that even after deducting the funds for the payment of taxes, it will be able to pay PremierWest, Virann, its administrative expenses and unsecured creditors from the proceeds of the note. Redco Development will also continue to own and operate the McCall Condominiums in Ashland and the Miller Building, a three-story office building in downtown Medford. Banks holding claims secured by the buildings will be paid from the revenue from those properties. Any net revenue generated from a reduction in the interest paid to each bank will be retained for other payments required by the restructuring plan. Mr. Dale said that creditors entitled to vote on the restructuring plan won't receive less than they would receive under a Chapter 7 liquidation. "[Redco Development's] assets are not easily liquidated so there is little prospect that a trustee in a Chapter 7 case could sell the assets for anything close to fair market value," he said. The Miller Building has equity but it would likely be lost in a liquidation sale while the McCall Condominiums are currently worth less than the debt and have not sold despite Redco Development's efforts, according to Mr. Dale. He also said that the note "would be discounted severely because of collectability issues and would likely not be sold for more than the debt secured by the note." About Redco Development Co., LLC Medford, Oregon-based Redco Development Co., LLC, filed for Chapter 11 bankruptcy protection on August 3, 2010 (Bankr. D. Ore. Case No. 10-64783). James Ray Streinz, Esq., who has an office in Portland, Oregon, assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. REITTER CORP: Files Chapter 11 Plan of Reorganization ----------------------------------------------------- Reitter Corporation has filed with the U.S. Bankruptcy Court for the District of Puerto Rico its Chapter 11 plan of reorganization and a disclosure statement explaining its proposed plan. Under the plan, Reitter proposed to make payments to its creditors which primarily consist of: (i) payment of all administrative expenses on the later of the effective date of the plan and the date those claims become allowed; (ii) monthly payment of 100% of all allowed priority tax claims to be made within the sixth year of the date of assessment of each particular claim; (iii) payment of 100% of all claims from holders of executory contracts that are being assumed by Reitter; (iv) payment of approximately 2.8% of allowed unsecured claims in 60 monthly payments to begin 30 days after the effective date of the plan; Reitter will also continue to pay its secured creditor, Banco Popular, under an agreed upon payment scheme. The effective date of the proposed plan will be 120 days after an order confirming the plan is final and unappealable. Claims Classification Under the proposed plan, claims against Reitter are classified into six classes. Class 1 consists of administrative claims. Reitter estimates that at the time of the confirmation of its proposed plan, Class 1 administrative claims will amount to about $50,000. Class 2 consists of secured or unsecured priority tax claims. Each creditor will receive 100% of the allowed amount of its claim in 60 monthly payments to be made within the sixth year of the date of assessment of each claim. Reitter estimates these claims at $4,929,105. Banco Popular's secured claim for $10,182,258, is classified as Class 3. It will be paid in full at a 25 year amortization rate accruing a per annum interest rate of 5% with a balloon payment of the outstanding balance on April 30, 2014. The bank will retain unaltered its first mortgage on Reitter's realty and its lien over almost all of Reitter's assets. Class 4 consists of claims of unsecured creditors whose executory contracts will be assumed by Reitter. The claims total approximately $153,943. Class 5 consists of claims by unsecured creditors with no executory contracts with Reitter. The claims total approximately $4,277,465. Creditors will be paid approximately 2.8% of their allowed claims in 60 monthly payments beginning 30 days after the effective date of the plan. Meanwhile, interest of holders of issued and outstanding common share is classified as Class 6. These holders will retain their interest pursuant to the proposed plan. Classes 1 and 6 are unimpaired, and, therefore, are deemed to have accepted the plan. Classes 2 to 5 are impaired and holders of those claims are entitled to vote to accept or reject the plan. Reitter President Jorge Valdesuso Hernandez said the proposed treatment of impaired classes under the restructuring plan exceeds any potential recovery through liquidation. He also said that the plan is confirmable based on its financial projections, which will prevent the loss of over 300 jobs and will result in the creation of additional jobs in Puerto Rico. The plan will be funded from the operating margin being generated by the ongoing operation, according to Mr. Hernandez. After confirmation of the plan, Reitter's current management will remain in place. It will continue to operate as a domestic corporation engaged to provide medical services upon emergence from bankruptcy. About Reitter Corporation San Juan, Puerto Rico-based Reitter Corporation filed for Chapter 11 protection (Bankr. D. P.R. Case No. 10-07152) on Aug. 6, 2010. Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. In its schedules, the Debtor disclosed US$20,440,765 in total assets and US$17,250,033 in total debts. REITTER CORP: Court Allows Use of Cash Collateral Until March 30 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico approved a stipulation among Reitter Corporation, Banco Popular de Puerto Rico and the Internal Revenue Service, which allows the interim use of cash collateral until March 30, 2011. San Juan, Puerto Rico-based Reitter Corporation filed for Chapter 11 protection (Bankr. D. P.R. Case No. 10-07152) on Aug. 6, 2010. Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. In its schedules, the Debtor disclosed US$20,440,765 in total assets and US$17,250,033 in total debts. RHI ENTERTAINMENT: Seeks Plan Exclusivity Extension --------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that RHI Entertainment Inc. filed a motion out of an "abundance of caution" to extend the exclusive right to propose a Chapter 11 plan should the bankruptcy court fail to approve the reorganization at a hearing set for March 29. If confirmation doesn't occur at the end of the month, RHI wants exclusivity extended to June 8 from April 8. RHI filed for Chapter 11 with a prepackaged Chapter 11 plan. According to Mr. Rochelle, RHI had been scheduled to confirm the plan last month. The hearing was postponed for more discussion with the principal lenders. The Prepackaged Plan provides that, on its Effective Date, (a) the First Lien Lenders will receive (i) $300 million of New Term Loan Obligations and (ii) roughly 99% of the New Common Stock (subject to dilution); and (b) the Second Lien Lenders will receive (i) roughly 1% of the New Common Stock (subject to dilution), (ii) New Warrants representing 15% ownership of the New Common Stock on a fully diluted basis, and (iii) a limited fee and expense reimbursement of up to $250,000. About RHI Entertainment New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. It filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-16536) on Dec. 10, 2010. D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serve as the Debtors' bankruptcy counsel. The Debtor disclosed $524,722,000 in total assets and $834,094,000 in total debts in its chapter 11 petition. Affiliates RHI Entertainment, LLC (Bankr. S.D.N.Y. Case No. 10-16537), RHIE Holdings Inc. (Bankr. S.D.N.Y. Case No. 10-16538), RHI Entertainment Holdings II, LLC (Bankr. S.D.N.Y. Case No. 10-16541), RHI Entertainment Distribution, LLC (Bankr. S.D.N.Y. Case No. 10-16549), RHI International Distribution Inc. (Bankr. S.D.N.Y. Case No. 10-16550), RHI Entertainment Productions, LLC (Bankr. S.D.N.Y. Case No. 10-16551), HE Pro Tunes, Inc. (Bankr. S.D.N.Y. Case No. 10-16552), HEGOA INC. (Bankr. S.D.N.Y. Case No. 10-16553), HEP Music, Inc. (Bankr. S.D.N.Y. Case No. 10-16554), HEP SS Music Inc. (Bankr. S.D.N.Y. Case No. 10-16555), Don Quixote, Inc. (Bankr. S.D.N.Y. Case No. 10-16556), Independent Projects, Inc. (Bankr. S.D.N.Y. Case No. 10-16557), Library Storage, Inc. (Bankr. S.D.N.Y. Case No. 10-16558), Metropolitan Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16560), NGP Holding, Inc. (Bankr. S.D.N.Y. Case No. 10-16561), and SLB Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16562) filed separate Chapter 11 petitions. Logan & Company, Inc., serves as the Debtors' claims and noticing agent. RHI's First Lien Lenders are represented by Michael A. Chapnick, Esq. -- mchapnick@morganlewis.com -- and Wendy S. Walker, Esq. -- wwalker@morganlewis.com -- at Morgan, Lewis & Bockius LLP, and RHI's Second Lien Lenders are represented by Mark R. Somerstein, Esq. -- mark.somerstein@ropesgray.com -- and Patricia I. Chen, Esq. -- patricia.chen@ropesgray.com -- at Ropes & Gray LLP. RHI ENTERTAINMENT: Court OKs Work Letters with J.P. Morgan ---------------------------------------------------------- BankruptcyData.com reports that the U.S. Bankruptcy Court approved RHI Entertainment's motion seeking approval to enter into and perform under certain work letters with J.P. Morgan Chase Bank, J.P. Morgan Securities, JPMCB, Riva Ridge Capital Management, and Caspian Capital regarding two proposed exit facilities. About RHI Entertainment New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. RHI and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 10-16536) on Dec. 10, 2010. D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serve as the Debtors' bankruptcy counsel. Logan & Company, Inc., serves as the Debtors' claims and noticing agent. RHI's First Lien Lenders are represented by Michael A. Chapnick, Esq. -- mchapnick@morganlewis.com -- and Wendy S. Walker, Esq. -- wwalker@morganlewis.com -- at Morgan, Lewis & Bockius LLP, and RHI's Second Lien Lenders are represented by Mark R. Somerstein, Esq. -- mark.somerstein@ropesgray.com -- and Patricia I. Chen, Esq. -- patricia.chen@ropesgray.com -- at Ropes & Gray LLP. The Debtors disclosed $524,722,000 in total assets and $834,094,000 as of the Chapter 11 filing. RHI ENTERTAINMENT: Wants Plan Exclusivity Until Aug. 8 ------------------------------------------------------ RHI Entertainment Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to extend their exclusive periods to (i) file a Chapter 11 plan of reorganization until June 10, 2011, and (ii) solicit acceptances of that plan until Aug. 8, 2011. A hearing is set for March 29, 2011 at 2:00 p.m. (Eastern Time), to consider approval of the extension request. Objections, if any, must be filed no later than 5:00 p.m., on March 22, 2011. The Debtors notes that they submitted this extension request solely out of an abundance of caution. Debtors' present deadlines by which they must file a plan of reorganization and solicit acceptances thereon are April 9, 2011 and June 8, 2011. Plan Modification Filed BankruptcyData.com reports that RHI Entertainment filed with the U.S. Bankruptcy Court first modifications to its Joint Prepackaged Chapter 11 Plan of Reorganization. According to the Debtors, "The modifications to the Plan set forth in the Plan Modification generally fall within the following categories: (a) the creation of a new Exit Term Credit Facility in the amount of $15 million, to be provided by certain of the First Lien Lenders, which will be secured by second priority liens on the Debtors' assets, junior to the first priority liens securing the Exit Revolving Credit Facility and senior to the third priority liens securing the New Term Loan Obligations; (b) the grant of 25.5% of the New Common Stock to be issued under the Plan to the lenders under the Exit Term Credit Facility, reducing the amount of equity that would have otherwise gone to the First Lien Lenders on account of their Existing First Lien Claims, but not affecting the grants of equity to the Second Lien Lenders with respect to their Existing Second Lien Claims; (c) changes to corporate governance and equity ownership provisions reflecting the grant of New Common Stock to the lenders under the Exit Term Credit Facility and the rights sought by such lenders in consideration of the additional financing; (d) changes to certain covenants in the Exit Revolving Credit Facility, to provide necessary financial cushion and operational flexibility; (e) changes to the interest rate, amortization and lien priority provisions governing the New Term Loan Obligations, to be evidenced by the New Third Lien Term Loan Facility, as well as corresponding covenant changes to provide necessary financial cushion and operational flexibility; (f) changes to the New Management Incentive Plan, and in particular the grant of equity rights therein, to provide that 4.5% of the New Common Stock issuable to management thereunder may be forfeited to the lenders under the Exit Term Credit Facility if certain performance targets are not achieved; (g) the grant of additional rights under the Plan to the lenders under the Exit Term Credit Facility, including rights to consent to condition precedent requirements and to waive such requirements, and rights to exculpation (which were correspondingly granted to the lenders under the Exit Revolving Credit Facility); and (h) a host of other changes that resulted from the process of drafting the various implementing documents and focusing on the detail of the negotiated understandings among the parties." The Company also filed a Plan Supplement to its Chapter 11 Plan. About RHI Entertainment New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. RHI and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 10-16536) on Dec. 10, 2010. D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serve as the Debtors' bankruptcy counsel. Logan & Company, Inc., serves as the Debtors' claims and noticing agent. RHI's First Lien Lenders are represented by Michael A. Chapnick, Esq. -- mchapnick@morganlewis.com -- and Wendy S. Walker, Esq. -- wwalker@morganlewis.com -- at Morgan, Lewis & Bockius LLP, and RHI's Second Lien Lenders are represented by Mark R. Somerstein, Esq. -- mark.somerstein@ropesgray.com -- and Patricia I. Chen, Esq. -- patricia.chen@ropesgray.com -- at Ropes & Gray LLP. The Debtors disclosed $524,722,000 in total assets and $834,094,000 as of the Chapter 11 filing. RHI ENTERTAINMENT: Wants Until July 11 to Decide on Leases ---------------------------------------------------------- RHI Entertainment Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York to extend the deadline to assume or reject unexpired leases of non- residential real property through and including the earlier of July 11, 2011, and (b) the effective date of a plan confirmed in these Chapter 11 cases. A hearing is set for March 29, 2011 at 2:00 p.m. (Eastern Time), to consider approval of the extension request. Objections, if any, must be filed no later than 5:00 p.m., on March 22, 2011. According to the Debtors, while they anticipate that they will be able to assume their unexpired leases of nonresidential real property prior to the assumption/rejection deadline, the Debtors believe that cause exists to grant the limited extension of the assumption/rejection deadline requested herein. Since the Petition Date, the Debtors have been focused on other matters of more immediate importance to these Chapter 11 Cases, such as the stabilization of their business and the obtaining of financing to fund their emergence from bankruptcy protection. Additionally, the Debtors have been working to satisfy certain conditions in the Plan necessary to allow it to proceed to confirmation on a consensual basis. Notably, the Debtors have devoted significant time and attention to their efforts to achieve settlements with various other creditors that hold significant claims against the Debtors, including MAT Movies & Television Productions GmbH & Co. Project IV KG, Hallmark Entertainment Holdings, Inc., U.S. Bank National Association, Powercorp International Limited and Powercorp International Holdings. The leases are nevertheless important assets of the Debtors, and the Debtors have continued to meet their obligations with respect to these Leases in full during these Chapter 11 Cases. Although it is likely that the Debtors will be able to assume the Leases pursuant to the Plan prior to the assumption/rejection deadline, such an outcome is not a certainty and, thus, the Debtors believe that it is prudent, out of an abundance of caution, to request the ninety-day extension of the assumption/rejection deadline by this motion. About RHI Entertainment New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. RHI and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 10-16536) on Dec. 10, 2010. D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serve as the Debtors' bankruptcy counsel. Logan & Company, Inc., serves as the Debtors' claims and noticing agent. RHI's First Lien Lenders are represented by Michael A. Chapnick, Esq. -- mchapnick@morganlewis.com -- and Wendy S. Walker, Esq. -- wwalker@morganlewis.com -- at Morgan, Lewis & Bockius LLP, and RHI's Second Lien Lenders are represented by Mark R. Somerstein, Esq. -- mark.somerstein@ropesgray.com -- and Patricia I. Chen, Esq. -- patricia.chen@ropesgray.com -- at Ropes & Gray LLP. The Debtors disclosed $524,722,000 in total assets and $834,094,000 as of the Chapter 11 filing. RIVER ROCK: Moody's Junks Corporate Family Rating From 'B2' ----------------------------------------------------------- Moody's Investors Service downgraded River Rock Entertainment Authority's Corporate Family Rating and Probability of Default Rating to Caa1 from B2, and the rating on the $200 million senior notes due 2011 to Caa1 from B2. All ratings are kept under review for further possible downgrade. Ratings lowered and kept on review for further possible downgrade: * Corporate Family Rating -- to Caa1 from B2 * Probability of Default Rating -- to Caa1 from B2 * $200 million senior notes due November 2011 -- to Caa1 (LGD 4, 50%) from B2 (LGD 4, 50%) The downgrade of CFR to Caa1 reflects the significant refinancing risk stemming from upcoming maturity of RREA's $200 million senior notes on November 1, 2011 and lack of evidence that the Authority has made meaningful progress in addressing the maturity since its ratings were initially placed under review for possible downgrade in October 2010. The lower ratings also incorporate several other factors that Moody's believe could complicate the refinancing process or could impede the Authority's ability to refinance timely or on economical terms. These factors include the near- term potential needs to support other sizeable financial obligations and commitments at the Tribe -- the owner of the Casino, in particular the construction of an emergency access road required by the Memorandum of Agreement between the Sonoma County and the Tribe, as well as the refinancing of material amount of indebtedness issued by the Tribe. Additionally, the Caa1 rating recognizes the rising competitive pressure and potential adverse impact on River Rock's casino future operating performance. The review for possible downgrade considers that, while the completion of refinancing in the near term remains possible and RREA's operating performance has been relatively stable, the political elements that are part of the tribe's decision making process combined with other above mentioned complicating factors could result in further delay in the refinancing, and likely higher borrowing cost or default risk. Ratings could be downgraded further if the Authority fails to act on the refinancing plan in the near term. River Rock is an unincorporated governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe with 947 enrolled members and an approximately 75-acre reservation in Sonoma County, California. River Rock was formed in 2003 to own and operate the River Rock Casino, which reported approximately $128 million in net revenues for the last twelve-month period ended September 30, 2010. ROCK & REPUBLIC: Seeks to Hire Marcum LLP as Accountants -------------------------------------------------------- Rock & Republic Enterprises, Inc., and Triple R. Inc., ask Judge Arthur J. Gonzalez to bless their employment of Marcum LLP to provide accounting and consulting services. Marcum's principal, Lester Raikow, CPA, CIRA, leads the engagement. The firm may be reached at: MARCUM LLP 2049 Century Park East, Suite 400 Los Angeles, CA 90067 Marcum has not been, and will not be, paid a retainer. The firm will be paid on an hourly basis at these rates: Partner $350 - $450 Directors $325 - $350 Managers $260 - $325 Sr. Associates $215 - $250 Associates $160 - $195 Accounting Assistants $80 - $160 Mr. Raikow's hourly rate is $450. Mr. Raikow attests that Marcum does not hold or represent any interest adverse to the Debtors' estates, and Marcum is a "disinterested person" as that phrase is defined in Sec. 101(14) of the Bankruptcy Code. About Rock & Republic Rock & Republic Enterprises, Inc., is a wholesale and retail apparel company specializing in an avant-garde and distinctive line of clothing. Rock & Republic Enterprises, Inc., and Triple R, Inc., filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case Nos. 10-11728 and 10-11729) on April 1, 2010, represented by attorneys at Todtman, Nachamie, Spizz & Johns, P.C. in New York. Manderson, Schaefer & McKinlay, LLP, is the Company's special corporate counsel. The Company estimated $50 million to $100 million in assets, and $10 million to $50 million in liabilities. Donlin Recano serves as claims and noticing agent. The Official Committee of Unsecured Creditors is represented by: Robert M. Hirsh, Esq. ARENT FOX LLP 1675 Broadway New York, NY 10019 Tel: 212-484-3900 Fax: 212-484-3990 E-mail: hirsh.robert@arentfox.com - and - Schuyler G. Carroll, Esq. PERKINS COIE LLP 30 Rockefeller Plaza, 25th Floor New York, NY 10112 Tel: (212) 262-6905 Fax: (212) 977-1636 E-mail: scarroll@perkinscoie.com ROCK & REPUBLIC: Confirmation Hearing, Sale Approval on March 23 ---------------------------------------------------------------- Rock & Republic Enterprises, Inc., and Triple R, Inc., will return to the Bankruptcy Court on March 23, 2011, at 9:30 a.m., to seek confirmation of their bankruptcy-exit plan. On Dec. 17, the Debtors, the official committee of unsecured creditors appointed in their cases, Rock Holdings, Inc., Global Domination Enterprises, Inc., Brick & Mortar, Inc., their founder and CEO Michael Ball, and VF Corporation entered into an agreement for the sale of all of the Debtors' intellectual property rights and all right, title and interest of certain of the Debtors' affiliates to NewCo, an entity wholly owned by VF, for total cash consideration of roughly $57 million. On Dec. 20, the Committee, the Debtors and VF filed a plan and disclosure statement with the Court. The Plan contemplates and is predicated upon the sale transaction. The Plan provides for the transferring of a portion of the total sale consideration paid under the Sale Transaction and all property of the estate to a liquidating trust that will be administered by a liquidating trust administrator. The remainder of the Sale Consideration, the amount to be determined jointly by the Debtors and the Committee, will be paid to the Debtors for the purpose of satisfying certain allowed claims. On Jan. 28, the Court entered an order establishing Plan solicitation and voting procedures, scheduling a confirmation hearing, and establishing notice and objection procedures for confirmation of the Plan. The closing on the Sale Transaction is anticipated to occur shortly after the confirmation order becomes a final order. About Rock & Republic Rock & Republic Enterprises, Inc., is a wholesale and retail apparel company specializing in an avant-garde and distinctive line of clothing. Rock & Republic Enterprises, Inc., and Triple R, Inc., filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case Nos. 10-11728 and 10-11729) on April 1, 2010, represented by attorneys at Todtman, Nachamie, Spizz & Johns, P.C. in New York. Manderson, Schaefer & McKinlay, LLP, is the Company's special corporate counsel. The Company estimated $50 million to $100 million in assets, and $10 million to $50 million in liabilities. Donlin Recano serves as claims and noticing agent. The Official Committee of Unsecured Creditors is represented by Robert M. Hirsh, Esq., at Arent Fox LLP, and Schuyler G. Carroll, Esq., at Perkins Coie LLP, as bankruptcy counsel. ROTHSTEIN ROSENFELDT: Trustee Reaches Deal with Rothstein Wife -------------------------------------------------------------- Paul Brinkmann at the South Florida Business Journal reports that progress was made in the Chapter 11 case of Ponzi schemer Scott Rothstein's former law firm, including a proposed settlement with his wife, Kimberly Rothstein, and a fine for contempt of court with a California-based software company. The Business Journal recounts that the bankruptcy trustee for Rothstein Rosenfeldt Adler sued Kim Rothstein on March 10, 2010. A settlement "in principle" was announced on March 7, 2011. The suit alleged Kim Rothstein spent $1.3 million of law firm money for expenses that did not benefit the firm. Kim Rothstein has filed motions refuting the bankruptcy claims. U.S. Bankruptcy Judge Raymond Ray fined software firm Qtask $400,000, according to the report. About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA -- http://www.rra-law.com/-- has been suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non- existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on January 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. RUTHERFORD CONSTRUCTION: Case Summary & Creditors List ------------------------------------------------------ Debtor: Rutherford Construction, Inc. P.O. Box 969 Fishersville, VA 22939 Bankruptcy Case No.: 11-50346 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Western District of Virginia (Harrisonburg) Judge: Ross W. Krumm Debtor's Counsel: George I. Vogel, II, Esq. VOGEL & CROMWELL P.O. Box 18188 Roanoke, VA 24014 Tel: (540) 982-1220 E-mail: gvogel@vogelandcromwell.com Scheduled Assets: $10,667,204 Scheduled Debts: $15,282,384 The petition was signed by Allen Troy Rutherford, president. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Old Dominion National Bank Guaranty $3,482,000 4916 Plank Road North Garden, VA 22959 Franklin Federal Savings 26 duplex lots $2,080,000 P O Box 5310 Glen Allen, VA 23058-5310 Virginia Community Bank Second Lien $260,000 P.O. Box 888 Louisa, VA 23093 Hamrick Engineering Services Rendered $219,000 Schroers Plumbing Inc Plumbing Services $216,625 Valley Building Supply Inc Trade Vendor $132,606 American Bureau of Collections Collection Account $71,836 Carter Machinery Company Inc Equipment $55,582 FMSI Trade Vendor $25,969 CMC Supply Co Trade Vendor $21,727 Staunton Lime Company Trade Vendor $19,200 Fertig Cabinet Company Inc Trade Vendor $17,750 HUB International Trade Vendor $14,892 Americast Inc Trade Vendor $13,536 Lowes Credit Account $4,033 Sears Commercial One Credit Account $3,931 D M Conner Trade Vendor $3,838 Teaverton Property Owners Assoc. POA Dues $3,200 Erie Insurance Insurance Services $2,700 Augusta County Service Authority Utility Service $2,677 S&E TRANSPORTATION: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: S&E Transportation, LLC 26224 Enterprise Court Lake Forest, CA 92630 Bankruptcy Case No.: 11-13659 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Robert C. Briseno, Esq. SNELL & WILMER LLP 600 Anton Boulevard, Suite 1400 Costa Mesa, CA 92626-7689 Tel: (714) 427-7441 Fax: (714) 427-7799 E-mail: rbriseno@swlaw.com Scheduled Assets: $449,936 Scheduled Debts: $2,568,853 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-13659.pdf The petition was signed by Eric C. Carden, vice president. S.A.M. GRAPHICS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: S.A.M. Graphics, Inc. dba Millenium Graphics School Photo Marketing 35 Vanderburg Road Marlboro, NJ 07746 Bankruptcy Case No.: 11-17642 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court District of New Jersey (Trenton) Judge: Kathryn C. Ferguson Debtor's Counsel: David L. Bruck, Esq. GREENBAUM, ROWE, SMITH, ET AL. P.O. Box 5600 Woodbridge, NJ 07095 Tel: (732) 549-5600 Fax: (732) 549-1881 E-mail: bankruptcy@greenbaumlaw.com Scheduled Assets: $3,755,135 Scheduled Debts: $6,777,756 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/njb11-17642.pdf The petition was signed by Robert Klepner, president. Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. ------ -------- Fundraising Solutions 2, Inc. 11-17644 Fundraising Solutions, Inc. 11-17647 SARAH G'S: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Sarah G's Holdings, LLC P.O. Box 730669 Ormond Beach, FL 32173 Bankruptcy Case No.: 11-03598 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Richard Martin Nazareth, II, Esq. THE NAZARETH LAW FIRM PA 625 East Colonial Drive Orlando, FL 32803 Tel: (407) 722-7288 Fax: (866) 449-8042 E-mail: richard@nazarethlegal.com Scheduled Assets: $1,394,288 Scheduled Debts: $7,032,790 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flmb11-03598.pdf The petition was signed by Anthony M. Bailey, managing member. SEQUENOM INC: Sr. VP Welch Does Not Own Any Securities ------------------------------------------------------ WILLIAM J WELCH, Sr. VP, Diagnostics, of Sequenom Inc., disclosed in a Form 3 filing that he does beneficially own non-derivative securities of Sequenom as of Feb. 8, 2011. Mr. Welch has a non- qualified stock option for 150,000 shares, exercisable at $7.7 per share. About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom reported a net loss of $120.85 million on $47.45 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $71.01 million on $37.86 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $174.27 million in total assets, $23.54 million in total liabilities and $150.73 million in total stockholders' equity. Ernst & Young LLP of San Diego, California, in its audit report attached to the 2010 financial statements, did not include a going concern qualification for Sequenom. E&Y, in its report on the 2009 results, expressed substantial doubt against Sequenom's ability as a going concern, noting that the Company "has incurred recurring operating losses and does not have sufficient working capital to fund operations through 2010." SEQUENOM INC: Blackrock Has 8.47% Equity Stake ---------------------------------------------- Blackrock Inc. disclosed in a Schedule 13G that it beneficially owns 7,831,085 shares of common stock of Sequenom Inc. as of Dec. 13, 2010. The shares represent 8.47% of the total shares outstanding. About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom reported a net loss of $120.85 million on $47.45 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $71.01 million on $37.86 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $174.27 million in total assets, $23.54 million in total liabilities and $150.73 million in total stockholders' equity. Ernst & Young LLP of San Diego, California, in its audit report attached to the 2010 financial statements, did not include a going concern qualification for Sequenom. E&Y, in its report on the 2009 results, expressed substantial doubt against Sequenom's ability as a going concern, noting that the Company "has incurred recurring operating losses and does not have sufficient working capital to fund operations through 2010." SHEPHERD BROTHERS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Shepherd Brothers Timber Company, LLC 6860 Highway 96 Irwinton, GA 31042 Bankruptcy Case No.: 11-50838 Chapter 11 Petition Date: March 16, 2011 Court: U.S. Bankruptcy Court Middle District of Georgia (Macon) Debtor's Counsel: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON AND BOYER, LLP 355 Cotton Avenue Macon, GA 31201 Tel: (478) 742-6481 E-mail: wjboyer_2000@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/gamb11-50838.pdf The petition was signed by Robbie Shepherd, managing member. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Shepherd and Young Construction, LLC 10-50368 02/08/10 SIXTH AVENUE: Sued by GE Commercial for Loan Default ---------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Sixth Avenue Electronics City Inc., an 11-store electronics retailer, may be forced to file under Chapter 11 to prevent the secured lender from repossessing inventory. According to the report, in Capital Solutions for the Home Product Industry v. Sixth Avenue Electronics City Inc., Case No. 11-00219 (D. Del), GE Commercial Distribution Finance Corp. is alleging that Springfield, New Jersey-based Sixth Avenue defaulted on payments under the credit agreement secured by inventory. GE is owed $9.6 million while the inventory is only worth $5.5 million, according to the complaint. GE wants the district judge to allow it to take possession of the inventory in the stores and distribution centers in New York, New Jersey, Pennsylvania and Delaware. SOUTH PADRE: Files Schedules of Assets and Liabilities ------------------------------------------------------ South Padre Investment, LP, filed with the U.S. Bankruptcy Court for the Southern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $12,700,000 B. Personal Property $2,043,370 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,557,210 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $3,520,402 ----------- ----------- TOTAL $14,743,370 $9,077,613 Glendale, California-based South Padre Investment, LP fdba South Padre Investment, Inc. filed for Chapter 11 protection (Bankr. S.D. Tex. Case No. 11-20056) on Jan. 29, 2011. James S Wilkins, Esq., at Willis & Wilkins represents the Debtor. SOUTHWEST GEORGIA: Files Schedules of Assets & Liabilities ---------------------------------------------------------- Southwest Georgia Ethanol LLC filed with the U.S. Bankruptcy Court for the Middle District of Georgia its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------------ ----------- A. Real Property $63,508,494 B. Personal Property $110,852,906 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $120,691,739 E. Creditors Holding Unsecured Priority Claims F. Creditors Holding Unsecured Non-priority Claims $11,186,657 ------------ ------------ TOTAL $174,361,400 $131,878,396 A full-text copy of the Schedules of Assets and Liabilities is available for free at http://ResearchArchives.com/t/s?752f About Southwest Georgia Ethanol Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co., owns and operates an ethanol production facility located on 267 acres in Mitchell County, Georgia, producing 100 million gallons of ethanol annually. Ethanol production operations commenced in October 2008. Revenue was $168.9 million for fiscal year ended Sept. 30, 2010. The Debtor said profitability and liquidity have been materially reduced by unfavorable fluctuations in commodity prices for ethanol and corn. Southwest Georgia Ethanol sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany, Georgia, on February 1, 2011. John Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in Atlanta, Georgia, serves as counsel to the Debtor. Morgan Keegan & Company, Inc., is the investment banker and financial advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Debtor's balance sheet showed $164.7 million in assets and $134.1 million in debt as of Dec. 31, 2010. Bloomberg News notes that since 2008, at least 11 ethanol-related companies have sought court protection, including VeraSun Energy Corp., once the second-largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and White Energy Holding Co. Donald F. Walton, United States Trustee for Region 21, selected three creditors to serve on an Official Committee of Unsecured Creditors of Southwest Georgia Ethanol LLC dba Southwest Georgia Ethanol LLC. SPECIALTY HOLDINGS: Reaches Deal with GAAC; Document Sealed ----------------------------------------------------------- Specialty Products Holding Corp., et al. ask the U.S. Bankruptcy Court for the District of Delaware for authority to file under seal a settlement agreement among parties, including Debtor Specialty Products Holding Corp. and Great American Assurance Company. The Debtors are filing a separate motion for the approval of the Settlement Agreement. The Settlement Agreement resolves certain pending litigation commenced by SPHC, Dryvit Systems, Inc., and non-debtor RPM Canada against Great American regarding insurance coverage that Great American provided to the Plaintiffs. According to Tyler Semmelman, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, the Settlement Agreement contains confidentiality provisions that require the Plaintiffs to maintain the confidentiality of certain terms of the agreement and to file the agreement under seal. The confidential information contained in the Settlement Agreement will be disclosed only to the Court and certain parties or their counsel. The Settlement Motion, which is filed separately, contains a description of the principal terms of the Settlement Agreement other than the amount of consideration to be provided by Great American. The Debtors will also provide a copy of the Settlement Agreement on a confidential basis to the Official Committee of Unsecured Creditors and the Future Claimants' Representative pursuant to the terms of the Agreed Protective Order Governing Confidential Information, Mr. Semmelman informs the Court. The Debtors submit that no third party would have a compelling reason to know the contents of the Settlement Agreement other than to gain access to otherwise confidential information for purely private purposes, according to Mr. Semmelman. A hearing on the motion to file under seal is set for March 28, 2011. About Specialty Products Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The Company claims to be a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company and filed for Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. D. Del. Lead Case No. 10-11780), estimating its assets and debts at $100,000,001 to $500,000,000. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100,000,001 to $500,000,000. Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve as bankruptcy counsel to the Debtors. Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, serve as co-counsel. Logan and Company is the Company's claims and notice agent. Blackstone Advisory Partners L.P. is the Debtors' financial advisor and investment banker. As of the Petition Date, the Debtors were defendants in over 10,000 pending asbestos-related bodily injury lawsuits. A significant portion of these lawsuits involve mesothelioma claims. Attorneys at Montgomery McCracken Walker & Rhoads, LLP, serve as counsel to the Committee of Asbestos Personal Injury Claimants. SPECIALTY HOLDINGS: Reaches Deal with Marsh; Document Sealed ------------------------------------------------------------ Specialty Products Holding Corp., et al. ask the U.S. Bankruptcy Court for the District of Delaware for authority to file under seal a settlement agreement among parties, including Debtor Specialty Products Holding Corp. and Marsh USA Inc. The Debtors are also filing a separate motion to approve the Settlement Agreement The Settlement Agreement resolves certain pending litigation commenced by SPHC, Dryvit Systems, Inc., and non-debtor RPM Canada against Marsh USA regarding brokerage services Marsh provided to the Plaintiffs. The Settlement Agreement contains confidentiality provisions that require the Plaintiffs to maintain the confidentiality of certain terms of the agreement and to file the agreement under seal. Accordingly, the Debtors also ask the Court to authorize the filing under seal of the Settlement Agreements in accordance with Section 107(b)(1) of the Bankruptcy Code, Bankruptcy Rule 9018, and Local Rule 9018-1(b), so that the confidential information contained in the agreement is disclosed only to the Court and certain parties or their counsel. The Debtors' counsel, Tyler Semmelman, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, asserts that key parties- in-interest in the Debtors' bankruptcy cases will have sufficient information to evaluate the Settlement Agreement. The Settlement Motion, which will be filed separately, contains a description of the principal terms of the Settlement Agreement other than the amount of consideration to be provided by Marsh USA, he tells the Court. The Debtors will also provide a copy of the Settlement Agreement on a confidential basis to the Official Committee of Unsecured Creditors and the Future Claimants' Representative pursuant to the terms of the Agreed Protective Order Governing Confidential Information, Mr. Semmelman says. A hearing on the motion to file under seal is set for March 28, 2011. About Specialty Products Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The Company claims to be a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company and filed for Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. D. Del. Lead Case No. 10-11780), estimating its assets and debts at $100,000,001 to $500,000,000. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100,000,001 to $500,000,000. Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve as bankruptcy counsel to the Debtors. Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, serve as co-counsel. Logan and Company is the Company's claims and notice agent. Blackstone Advisory Partners L.P. is the Debtors' financial advisor and investment banker. As of the Petition Date, the Debtors were defendants in over 10,000 pending asbestos-related bodily injury lawsuits. A significant portion of these lawsuits involve mesothelioma claims. Attorneys at Montgomery McCracken Walker & Rhoads, LLP, serve as counsel to the Committee of Asbestos Personal Injury Claimants. STANADYNE CORPORATION: Director Resigns From Post ------------------------------------------------- Chris Lacovara resigned from his positions as a director of Stanadyne Holdings, Inc. and all of its related subsidiaries or affiliates, including Stanadyne Corporation. Mr. Lacovara's resignation was not a result of any disagreement with Holdings, Stanadyne or Holdings' or Stanadyne's Board of Directors. Effective February 14, 2011, Evan Wildstein was elected as a director of Holdings and Stanadyne to fill the vacancies created by the resignation of Mr. Lacovara. Holdings' is a party to the KSTA Holdings Stockholders Agreement, dated August 6, 2004. Pursuant to the KSTA Holdings Stockholders Agreement, Kohlberg & Company, L.L.C. has the right to elect the directors of Holdings. All of the directors of Holdings also serve as directors of Stanadyne. About Stanadyne Corporation Stanadyne Corporation, headquartered in Windsor, Connecticut, is a designer and manufacturer of highly-engineered precision- manufactured engine components, including fuel injection equipment for diesel engines. Stanadyne sells engine components to original equipment manufacturers and the aftermarket in a variety of applications, including agricultural and construction vehicles and equipment, industrial products, automobiles, light duty trucks and marine equipment. Revenues for LTM ended September 30, 2010 were $240 million. * * * As reported in the Troubled Company Reporter on Jan. 21, 2011, Moody's Investors Service confirmed Stanadyne Holdings, Inc.'s Caa1 Corporate Family Rating and revised the rating outlook to stable. TEMPUS RESORTS: U.S. Trustee Appoints Creditors Committee --------------------------------------------------------- Donald F. Walton, U.S. Trustee for Region 21, has appointed three creditors to serve on the committee of creditors holding unsecured claims in the Chapter 11 case of Tempus Resorts International, Ltd., filed in the U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division. * Toho Water Authority c/o Brian L. Wheeler, Executive Director 101 North Church Street Kissimmee, FL 34741 Tel. No.: 407-944-5131 Fax No. : 407-343-4371 E-mail : bwheeler@tohowater.com * Euro Print, Inc. c/o Scott Johnson, President 620 Douglas Avenue, Ste. 1308 Altamonte Springs, FL 32714 Tel. No.: 407-869-9955 Fax No. : 407-869-8013 E-mail : scottj@eurografix.com * McDonnell Corp. dba Resort Pool Services c/o Roger McDonnell, President 1171 Mesa Verde Court Clermont, FL 34711 Tel. No.: 321-689-6210 Fax No. : 352-227-9065 E-mail : r.mc@hotmail.com Additional members to the Creditors' Committee may be added. About Tempus Resorts Orlando, Florida-based Tempus Resorts International, Ltd., filed for Chapter 11 bankruptcy protection on November 19, 2010 (Bankr. M.D. Fla. Case No. 10-20709). Elizabeth A. Green, Esq., at Baker & Hostetler LLP, assists the Debtor in its restructuring effort. It estimated its assets and debts at $100 million to $500 million. Affiliates Tempus Palms International, Ltd. (Bankr. M.D. Fla. Case No. 10-20712); Tempus Golf Development, LLC (Bankr. M.D. Fla. Case No. 10-20714); Tempus Select, LLC (Bankr. M.D. Fla. Case No. 10- 20715); Backstage Myrtle Beach, LLC (Bankr. M.D. Fla. Case No. 10- 20716); Tempus Resorts Management, Ltd. (Bankr. M.D. Fla. Case No. 10-20717); Tempus Resorts Realty, LLC (Bankr. M.D. Fla. Case No. 10-20718); Tempus International Marketing Enterprises, Ltd. (Bankr. M.D. Fla. Case No. 10-20719); and Time Retail, LLC (Bankr. M.D. Fla. Case No. 10-20720) filed separate Chapter 11 petition. Tempus Resorts estimated its assets and debts at $100,000 to $500,000. Tempus Golf Debt. Estimated its assets and debts at $1 million to $10 million. Tempus Palms International estimated its assets at $100 million to $500 million. TENET HEALTHCARE: Vanguard Group Has 5.64% Equity Stake ------------------------------------------------------- The Vanguard Group, Inc., said in a Schedule 13G filing that it beneficially owns 27,414,385 shares of common stock of Tenet Healthcare Corp. as of Dec. 31, 2010. The shares held by Vanguard represent 5.64% of the total shares outstanding. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. The Company's balance sheet at Dec. 31, 2010, showed $8.50 billion in total assets, $6.68 billion in total liabilities, and $1.82 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. TENET HEALTHCARE: BlackRock Is 8.07% Equity Owner ------------------------------------------------- BlackRock, Inc., filed a Schedule 13G disclosing that it beneficially owns 39,201,204 shares of common stock of Tenet Healthcare Corp as of Dec. 31, 2010. The shares held by BlackRock represent 8.07% of the total shares outstanding. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. The Company's balance sheet at Dec. 31, 2010 showed $8.50 billion in total assets, $6.68 billion in total liabilities, and $1.82 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. THORPE INSULATION: Trustee Object to Asbestos Firms' Fees Bid ------------------------------------------------------------- Bankruptcy Law360 reports that a U.S. trustee and certain insurers are objecting to an attempt by two asbestos plaintiffs firms to take home at least $7 million in contribution money for their work on the Thorpe Insulation Co. bankruptcy. The two firms, Kazan McClain Lyons Greenwood & Harley PLC and Brayton Purcell LLP, claim that their negotiating skills and efforts increased the value of settlements for the Thorpe bankruptcy, according to Law360. About Thorpe Insulation Based in Long Beach, California, Thorpe Insulation Company supplied and distributed asbestos thermal insulation in Southern California before about 1972. The company's products included pipe and boiler insulation, asbestos cloth and insulating mud. After 1972, some of Thorpe's operations also involved asbestos and lead abatement, including repairing insulation that contained asbestos at commercial and industrial sites. On or about Dec. 17, 2004, Thorpe's lender, Pacific Funding Group LLC, sold its collateral at a foreclosure sale to Farwest Insulation Consulting owned by Eric and David Fults. Following the foreclosure, Thorpe ceased operation of its business. To date, Thorpe has been subjected to about 12,000 claims and lawsuits related to asbestos. Thorpe filed for chapter 11 protection on Oct. 15, 2007 (Bankr. C.D. Calif. Case No. 07-19271). Jeremy V. Richards, Esq., and Scotta E. McFarland, Esq., at Pachulski, Stang, Ziehl & Jones, LLP, represent the Debtor. Los Angeles-based Pacific Insulation Company was incorporated in California by Thorpe on May 23, 2000, to be its wholly owned subsidiary. On Oct. 1, 2000, Pacific transferred 100% of its shares to Thorpe in exchange for Thorpe's materials division assets. Thorpe's sole shareholders and board members, Robert W. Fults and Linda Fults, own 50.1% and 49.9% of Pacific, respectively. Pacific is a southwest commercial and industrial insulation distributor and fabricator with locations in Southern and Northern California, Arizona, and Nevada. It provides pipe, air handling, fire barrier, board and blanket insulation as well as adhesives, mastics and sealants. Pacific has never installed or sold any materials containing asbestos. It currently has 55 full-time employees. Pacific filed for chapter 11 petition on Oct. 31, 2007 (Bankr. C.D. Calif. Case No. 07-20016) due to its alleged asbestos liability and the failure of Thorpe's insurers to pay asbestos claims asserted against Thorpe. John A. Lapinski, Esq., Leslie R. Horowitz, Esq., and Stephen R. Hyam, Esq., at Clark & Trevithick represent Pacific in its restructuring efforts. On Nov. 6, 2007, Pacific's case was jointly administered under Thorpe Insulation's bankruptcy proceeding. Caplin & Drysdale, Chartered and Heller Ehrman LLP are co-counsels to the Official Committee of Unsecured Creditors. The Debtor's schedules showed $6,499,167 in total assets, and $52,438,167 in total liabilities. TOUSA INC: Committee Seeks Delay on Ruling in Third Appeal ---------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the official creditors' committee for Tousa Inc. said the reversal in one of three pending appeals means a loss in the main appeal that has yet to be decided, according to a court filing this week. A bankruptcy judge ruled that there were fraudulent transfers when Tousa gave liens on subsidiaries' properties to bail out and refinance a joint venture. U.S. District Judge Alan S. Gold in Miami reversed the bankruptcy judge and said there was no fraudulent transfer as to the banks that were paid off with the new loans in 2007. Judge Gold said the Tousa companies got adequate consideration for the liens, thus blocking any fraudulent transfer claim. Another Miami district judge, Adalberto Jordan, has the main appeal dealing with whether the lenders in 2007 received fraudulent transfers when the subsidiaries gave liens on their properties. Judge Jordan directed the parties in his appeal to submit supplemental briefs saying what Gold's opinion implies for the remaining appeal. According to Mr. Rochelle, the creditors' committee conceded that the finding of adequate consideration means the main appeal also would be reversed, assuming Judge Gold was correct. The committee urged Judge Jordan not to rule on the appeal before his court because the creditors' panel is appealing Judge Gold's opinion to the U.S. Court of Appeals. The appeal remaining to be decided is Wells Fargo Bank v. Official Unsecured Creditors' Committee of Tousa Inc., 10-60018, U.S. District Court, Southern District of Florida (Miami). The opinion in March is Official Committee of Unsecured Creditors of Tousa Inc. v. Citicorp North America Inc. (In re Tousa Inc.), 09-60589, in the same court. The reversal in February is 3V Capital Master Fund Ltd. v. Official Creditors' Committee of Tousa Inc. (In re Tousa Inc.),10-60017, in the same court. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08-10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. TRICO MARINE: Extends Date of Vessel Auction to March 28 -------------------------------------------------------- Trico Marine Services, Inc. has extended the date of its previously scheduled auction to sell certain additional Towing and Supply vessels, in continuation of the Company's exit from the Towing and Supply business. The United States Bankruptcy Court for the District of Delaware recently issued an Order approving the auction process for the sale of these vessels. Trico now intends to conduct the auction on March 28, 2011 to procure the highest and best price for the vessels, and the Court will conduct a sales hearing on April 4, 2011 to approve the sale of any auctioned vessel. Previously the auction was to occur on March 21, 2011. The vessels Trico intends to auction currently include the Suwanee River, Trinity River and Palma River, as well as any additional vessels whose sales have not closed by the auction date, and those vessels' related inventory. The sale of the vessels will be on an "as is, where is" basis. The Company noted that the Elm River has been sold and is no longer up for auction. Upon receipt of an offer for any or all of the vessels prior to the auction date, Trico Marine may, accept an offer and execute a purchase agreement, subject to Court approval. The Company may then withdraw the vessel from consideration at the auction. About Trico Marine Headquartered in Texas, Trico Marine Services, Inc. -- http://www.tricomarine.com/-- provides subsea services, subsea trenching and protection services, and towing and supply vessels. Trico filed for Chapter 11 protection on August 25, 2010 (Bankr. D. Del. Case No. 10-12653). John E. Mitchell, Esq., Angela B. Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP, serve as the Debtor's bankruptcy counsel. The Debtor disclosed US$30,562,681 in assets and US$353,606,467 in liabilities as of the Petition Date. Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10-12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico Marine International, Inc. (Case No. 10-12650), Trico Marine Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No. 10-12652) filed separate Chapter 11 petitions. Cahill Gordon & Reindell LLP is the Debtors' special counsel. Alix Partners Services, LLC, is the Debtors' chief restructuring officer. Epiq Bankruptcy Solutions is the Debtors' claims and notice agent. Postlethwaite & Netterville serves as the Debtors' accountant and Ernst & Young LLP serves as tax advisors. Pricewaterhousecoopers LLC provides the independent accountants and tax advisors for the Debtors. Aside from the Cayman Islands holding company, Trico's foreign subsidiaries were not included in the filing and will not be subject to the requirements of the U.S. Bankruptcy Code. The Official Committee of Unsecured Creditors tapped Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski, Stang, Ziehl & Jones LLP, in Wilmington, Delaware, and Andrew K. Glenn, Esq., David J. Mark, Esq., and Daniel A. Fliman, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, as counsel. TSG INC: Court Extends Time to Decide on Leases Until April 24 -------------------------------------------------------------- The Hon. Jean K. FitzSimon of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania has extended, at the behest of TSG Incorporated, the time to assume or reject unexpired leases of nonresidential real property for an additional 90 days through and including April 24, 2011. The Debtor previously sought and obtained an extension of time to assume or reject leases for 90 days which expired on Jan. 24, 2011. The Debtor said that further extension of time is necessary to allow the Debtor to maximize the value of these assets, and allow for the confirmation of the Debtor's plan of reorganization. The Debtor will assume the affected real property leases if the Plan is confirmed. The hearing on confirmation of the Plan is scheduled for March 30, 2011. The Debtor asked for more time to decide on the leases as a precaution to the extent that theh Plan is not confirmed to allow for maximization of the Real Property Leases for the benefit of the Debtor's estate. The Debtor received written consent of the Lessors to an additional extension of time to assume or reject any Real Property Lease through Jan. 24, 2011, and submitted that each Lessor will consent to the subsequent extension. Affected lessors are Harger, LLC, and Wayne and Elaine H. Vaughn. North Wales, Pennsylvania-based TSG Incorporated operates a real estate business. Founded in 1901 under the name of Levy's International Water Shrinking and Drying Company, the Debtor has operated as a privately held, family owned business for over 108 years. Locally headquartered in North Wales, Pennsylvania, the Debtor is in the business of fabric finishing, coating and embossing. TSG -- which is an acronym for "The Synthetics Group" -- is one of the largest commission finishers in the United States. The Company filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 09-19124) on Nov. 29, 2009. Michael Jason Barrie, Esq., at Benesch Friedlander Coplan & Aronoff LLP, serves as the Company's bankruptcy counsel. The Company estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. ULTIMATE ACQUISITION: US Trustee Forms 7-Member Creditor's Panel ---------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, appointed seven creditors to serve on an Official Committee of Unsecured Creditors of Ultimate Acquisition Partners LP. The members of the Committee are: 1) Valassis Attn: Hal Manoian One Targeting Centre Windsor, CT 06095 Tel: 860-235-6336 Fax: 860-285-6480 2) Synnex Corporation Attn: Diane E. Maefs 39 Pelham Ridge Drive Greenville, SC 29615 Tel: 864-289-4223 Fax: 510-249-5444 3) Sony Electronics Inc. Attn: Alan Rubin 1 Sony Drive Park Ridge, NJ 07656 Tel: 201-930-7084 Fax: 201-930-7782 4) InLine Media, Inc. Attn: Nancy Haven 1600 Stout Street, Suite 700 Denver, CO 80202 Tel: 303-893-4040 Fax: 303-893-6718 5) Monster, LLC Attn: Ajay Vadera 455 Valley Drive Brisbane, CA 94005 Tel: 415-850-0026 Fax: 415-468-1604 6) Klipsch Group, Inc. Attn: Frederick L. Farrar 3502 Woodview Trace, Suite 200 Indianapolis, IN 46268 Tel: 317-860-8213 Fax: 317-860-9190 7) JB Hunt Transport, Inc. Attn: Clark Woods 615 JB Hunt Corporate Drive Lowell, AR 72745 Tel: 479-419-3504 Fax: 479-820-1717 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About 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., and Mark T. Hurford, Esq., at Campbell & Levine LLC, in Wilmington, Del., and Jay L. Welford, Esq., and Judith Greenstone Miller, Esq., in Southfield, Mich., serve as the Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. No trustee, examiner or official committee of unsecured creditors has been appointed in the Debtors' cases. ULTIMATE ACQUISITION: Panels Taps Womble Carlyle as Co-Counsel -------------------------------------------------------------- The Official Committee ofUnsecured Creditors of Ultimate Acquisition Partners LP and CC Retail LLC asks the U.S. Bankruptcy Court for the District of Delaware for permission to employ Womble Carlyle Sandridge & Rice PLLC its co-counsel. A hearing is set for March 29, 2011, at 10:30 a.m. (Eastern) to consider approval of Committee's request. Objections, if any, are due March 22, 2011, 4:00 p.m (Eastern). The firm will: a) assist and advise the Committee in its discussions with the Debtors and other parties in interest regarding the overall administration of these cases; b) represent the Committee at hearings to be held before this Court and communicating with the Committee regarding the matters heard and the issues raised as well as the decisions and considerations of this Court; c) assist and advise the Committee in its examination and analysis of the conduct of the Debtors' affairs; d) review and analyze pleadings, orders, schedules, and other documents filed and to be filed with this Court by interested parties in these cases; advising the Committee as to the necessity, propriety, and impact of the foregoing upon these cases; and consenting or objecting to pleadings or orders on behalf of the Committee, as appropriate; e) assist the Committee in preparing such applications,motions, memoranda, proposed orders, and other pleadings as may be required in support of positions taken by the Committee, including all trial preparation as may be necessary; f) confer with the professionals retained by the Debtors and other parties in interest, as well as with such other professionals as may be selected and employed by the Committee; g) coordinate the receipt and dissemination of information prepared by and received from the Debtors' professionals, as well as such information as may be received from professionals engaged by the Committee or other parties in interest in these cases; h) participate in such examinations of the Debtors and other witnesses as may be necessary in order to analyze and determine, among other things, the Debtors' assets and financial condition, whether the Debtors have made any avoidable transfers of property, or whether causes of action exist on behalf of the Debtors' estates; i) negotiate and formulate a plan of reorganization for the Debtors; and j) assist the Committee generally in performing such other services as may be desirable or required for the discharge of the Committee's duties pursuant to Section 1103 of the Bankruptcy Code. The firm will charge the Debtors' estate based on the hourly rates of its professionals: Attorneys Designations Hourly Rates --------- ------------ ------------ Steven K. Kortanek, Esq. Member $575 Mark L. Desgrosseilliers, Esq. Member $450 Matthew P. Ward, Esq. Member $400 Ryan C. Cicoski, Esq. associate $225 The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the bankruptcy code. 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., and Mark T. Hurford, Esq., at Campbell & Levine LLC, in Wilmington, Del., and Jay L. Welford, Esq., and Judith Greenstone Miller, Esq., in Southfield, Mich., serve as the Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. No trustee, examiner or official committee of unsecured creditors has been appointed in the Debtors' cases. ULTIMATE ACQUISITION: Panels Taps BDO USA as Financial Advisor -------------------------------------------------------------- The Official Committee ofUnsecured Creditors of Ultimate Acquisition Partners LP and CC Retail LLC asks the U.S. Bankruptcy Court for the District of Delaware for permission to employ BDO USA LLP as its financial advisor. A hearing is set for March 29, 2011, at 10:30 a.m. (Eastern) to consider approval of Committee's request. Objections, if any, are due March 22, 2011, 4:00 p.m (Eastern). The firm will, among other things: a) analyze the financial operations of the Debtors pre and post-petition, as necessary; b) analyze the financial ramifications of any proposed transactions for which the Debtors seek Bankruptcy Court approval including, but not limited to, postpetition financing, sale of all or a portion of the Debtors' assets, critical vendor payments, retention of management and employee incentive and severance plans; c) conduct any requested financial analysis including verifying the material assets and liabilities of the Debtors, as necessary, and their values; d) assist the Committee in its review of monthly statements of operations submitted by the Debtors; e) perform claims analysis for the Committee; The firm's professionals will charge the Debtors' estates based on these hourly rates: Designations Hourly Rates ------------ ------------ Partners/Managing Directors $475-$795 Directors & Sr. Managers $375-$525 Managers $325-$425 Seniors $200-$350 Staff $150-$225 The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the bankruptcy code. 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., and Mark T. Hurford, Esq., at Campbell & Levine LLC, in Wilmington, Del., and Jay L. Welford, Esq., and Judith Greenstone Miller, Esq., in Southfield, Mich., serve as the Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. No trustee, examiner or official committee of unsecured creditors has been appointed in the Debtors' cases. ULTIMATE ACQUISITION: Panels Taps Cooley LLP as Lead Counsel ------------------------------------------------------------ The Official Committee ofUnsecured Creditors of Ultimate Acquisition Partners LP and CC Retail LLC asks the U.S. Bankruptcy Court for the District of Delaware for permission to employ Cooley LLP as its lead counsel. A hearing is set for March 29, 2011, at 10:30 a.m. (Eastern) to consider approval of Committee's request. Objections, if any, are due March 22, 2011, 4:00 p.m (Eastern). The firm will, among other things: a) attend the meetings of the Committee; b) review financial information furnished by the Debtors to the Committee; c) negotiate the budget and the use of cash collateral; d) monitor the Debtors going out of business sales; e) review and investigate the liens of purported secured parties; The firm's professionals that are part of the engagement are: Professionals Designations Hourly rates ------------- ------------ ------------ Lawrence C. Gottlieb, Esq. Partner $955 Alan Cohen, Esq. Partner $710 Brent Weisenberg, Esq. Associate $600 Alex R. Velinsky, Esq. Associate $375 Rebecca Goldstein Paralegal $245 The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the bankruptcy code. 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., and Mark T. Hurford, Esq., at Campbell & Levine LLC, in Wilmington, Del., and Jay L. Welford, Esq., and Judith Greenstone Miller, Esq., in Southfield, Mich., serve as the Debtor's bankruptcy counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. No trustee, examiner or official committee of unsecured creditors has been appointed in the Debtors' cases. UNISYS CORP: BlackRock Is 5.72% Equity Owner -------------------------------------------- BlackRock, Inc., discloses in a Schedule 13G filing that it beneficially owns 2,439,342 shares of common stock of Unisys Corp as of Dec. 31, 2010. The shares held by BlackRock represent 5.72% of the total shares outstanding. About Unisys Corp. Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS) -- http://www.unisys.com/-- provides a portfolio of IT services, software, and technology that solves critical problems for clients. With more than 26,000 employees, Unisys serves commercial organizations and government agencies throughout the world. The Company's balance sheet at Dec. 31, 2010, showed $3.02 billion in total assets, $3.95 billion in total liabilities and a $933.80 million stockholders' deficit. As reported by the Troubled Company Reporter on Feb. 24, 2011, Moody's Investors Service has affirmed Unisys' B1 corporate family rating and all other ratings, and also changed the rating outlook to positive from stable. This outlook change follows the announcement by Unisys of plans to issue mandatory convertible preferred stock, redeem secured notes, and tender for additional bonds which Moody' estimates will reduce secured debt by up to $390 million. Upon completion of the transactions, the loss given default assessments will be revised based on the remaining debt balances. UNITED CONTINENTAL: Janus Capital Discloses 8.7% Equity ------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission dated February 14, 2011, Janus Capital Management LLC reported that it beneficially owns 27,686,345 shares of United Continental Holdings, Inc.'s common stock, representing 8.7% of United Continental's 322,504,594 total outstanding shares as of Oct. 21, 2010. As of February 15, 2011, United Continental had 328,550,825 shares of common stock outstanding. Janus has sole power to vote and dispose of 25,314,550 shares of United Continental common stock. Janus has shared power to vote and dispose of 2,371,795 shares of United Continental common stock. Janus disclosed that it has a direct 94.5% ownership stake in INTECH Investment Management and a direct 77.8% ownership stake in Perkins Investment Management LLC. Due to this ownership structure, holdings of Janus, Perkins and INTECH are aggregated for purposes of the Schedule 13G/A. Janus Capital, Perkins and INTECH are registered investment advisers, each furnishing investment advice to various investment companies registered under Section 8 of the Investments Company Act of 1940 and to individual and institutional clients. As a result of its role as investment advisor or sub-adviser to the Managed Portfolios, Janus may be deemed to be the beneficial owner of 25,314,550 shares or 8% of the shares outstanding of United Continental held by the Managed Portfolios. However, Janus does not have the right to receive any dividends from, or the proceeds from the sale of the securities held in the Managed Portfolios and disclaims any ownership associated with those rights. As a result of its role as investment adviser or sub-adviser to the Managed Portfolios, INTECH may be deemed to be the beneficial owner of 2,371,795 shares or 0.7% of the shares outstanding of United Continental common stock held by the Managed Portfolios. However, INTECH does not have the right to receive any dividends from, or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaims any ownership associated with these rights. About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At Sept. 30, 2010, United Continental had $20.055 billion in total assets against total current liabilities of $8.256 billion, long- term debt of $6.025 billion, long-term obligations under capital leases of $906 million, other liabilities and deferred credits of $7.074 billion, and a stockholders' deficit of $2.206 billion. UNITED CONTINENTAL: Capital World Discloses 7.1% Stake ------------------------------------------------------ In a Schedule 13G, as amended, filed with the Securities and Exchange Commission dated February 14, 2011, Capital World Investors stated that it beneficially owns 22,785,131 shares of United Continental Holdings, Inc., representing 7.1% of United Continental's 322,504,594 total outstanding shares as of Oct. 21, 2010. As of February 15, 2011, United Continental had 328,550,825 shares of common stock outstanding. Capital World has sole power to vote on 17,352,413 shares of United Continental common stock and has sole power to dispose of 22,785,131 shares of the Company's common stock. Capital World is a division of Capital Research and Management Company. According to Capital World Senior Vice President Robert W. Lovelace, the shares reported by Capital World include 780,566 shares resulting from the assumed conversion of $14,755 principal amount of the 4.5% Convertible Senior Note due October 15, 2015, 1,784,000 shares resulting from the assumed conversion of $15,500 Principal Amount of the 6.0% Convertible Senior Note due October 15, 2029, and 2,868,082 shares resulting from the assumed conversion of $93,600 principal amount of the 4.5% Convertible Note due June 30, 2021. About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At Sept. 30, 2010, United Continental had $20.055 billion in total assets against total current liabilities of $8.256 billion, long- term debt of $6.025 billion, long-term obligations under capital leases of $906 million, other liabilities and deferred credits of $7.074 billion, and a stockholders' deficit of $2.206 billion. UNITED CONTINENTAL: Blackrock Reports 6% Equity Stake ----------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission dated January 21, 2011, BlackRock, Inc. disclosed that it beneficially owns 19,039,029 shares of United Continental Holdings, Inc. Common Stock, representing 6% of United Continental's 322,504,594 total outstanding shares as of Oct. 21, 2010. United Continental had 328,550,825 shares of common stock outstanding as of February 15, 2011. BlackRock has sole power to vote and dispose of the 19,039,029 shares of United Continental common stock. About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At Sept. 30, 2010, United Continental had $20.055 billion in total assets against total current liabilities of $8.256 billion, long- term debt of $6.025 billion, long-term obligations under capital leases of $906 million, other liabilities and deferred credits of $7.074 billion, and a stockholders' deficit of $2.206 billion. UNITED WESTERN: Clover Partners No Longer Owns Shares ----------------------------------------------------- Clover Partners, L.P., disclosed in a Schedule 13G filing that it no longer owns shares of common stock, par value $0.0001 per share, of United Western Bancorp, Inc. About United Western Bancorp Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK) -- http://www.uwbancorp.com/-- is a holding company whose principal subsidiary, United Western Bank, is a community bank focused on Colorado's Front Range market and selected mountain communities. United Western Bank of Denver, Colo., was closed on January 21, 2011, by the Office of Thrift Supervision, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with First-Citizens Bank & Trust Company of Raleigh, N.C., to assume all of the deposits of United Western Bank. As of Sept. 30, 2010, United Western Bank had around $2.05 billion in total assets and $1.65 billion in total deposits. First-Citizens Bank & Trust Company did not pay the FDIC a premium for the deposits of United Western Bank. In addition to assuming all of the deposits of the failed bank, First-Citizens Bank & Trust Company agreed to purchase essentially all of the assets. UNITED WESTERN: Blair William Has 9.4% Equity Stake --------------------------------------------------- Blair William & Co/Il filed a Schedule 13G, disclosing that it United Western Bancorp Inc. as of Dec. 31, 2010. The shares held by Blair William represent 9.4% of the shares outstanding. About United Western Bancorp Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK) -- http://www.uwbancorp.com/-- is a holding company whose principal subsidiary, United Western Bank, is a community bank focused on Colorado's Front Range market and selected mountain communities. United Western Bank of Denver, Colo., was closed on January 21, 2011, by the Office of Thrift Supervision, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with First-Citizens Bank & Trust Company of Raleigh, N.C., to assume all of the deposits of United Western Bank. As of Sept. 30, 2010, United Western Bank had around $2.05 billion in total assets and $1.65 billion in total deposits. First-Citizens Bank & Trust Company did not pay the FDIC a premium for the deposits of United Western Bank. In addition to assuming all of the deposits of the failed bank, First-Citizens Bank & Trust Company agreed to purchase essentially all of the assets. URBAN WEST: Section 341(a) Meeting Scheduled for April 12 --------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of Urban West Rincon Developers II, LLC's creditors on April 12, 2011, at 10:30 a.m. The meeting will be held at the San Francisco U.S. Trustee Office, 235 Pine Street, Suite 700, San Francisco, California 94104. 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. San Francisco, California-based Urban West Rincon Developers II, LLC, filed for Chapter 11 bankruptcy protection on March 9, 2011 (Bankr. N.D. Calif. Case No. 11-30924). Heinz Binder, Esq., and Roya Shakoori, Esq., at the Law Offices of Binder and Malter, serves as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed $28,851,986 in total assets and $39,180,356 in total debts. USEC INC: BlackRock Has 5.76% Equity Stake ------------------------------------------ BlackRock, Inc., filed a Schedule 13G disclosing that it beneficially owns 6,592,071 shares of USEC Inc. common stock as of Dec. 31, 2010. The shares held by BlackRock represent 5.76% of the total shares outstanding. About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. The Company's balance sheet at Dec. 31, 2010 showed $3.84 billion in total assets, $2.53 billion in total liabilities, and $1.31 billion in stockholders' equity. * * * USEC Inc. carries 'Caa1' corporate and probability of default ratings, with "developing" outlook, from Moody's, and 'CCC+' long term foreign issuer credit rating and 'CCC-' long term local issuer credit rating, with outlook "developing", from Standard & Poor's. In May 2010, S&P said that its rating and outlook on USEC Inc. are not affected by the announcement that Toshiba Corp. and Babcock & Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co., have signed a definitive investment agreement for $200 million with USEC. VIKING SYSTEMS: Midsummer Investment Has 13.38% Stake ----------------------------------------------------- Midsummer Investment Ltd. disclosed that it beneficially owns 7,806,899 shares of common stock, $0.001 par value, of Viking Systems Inc. as of Dec. 31, 2010. The shares represent 13.38% of the total shares outstanding of 58,344,489 as stated in the Form 10-Q/A filed on Dec. 7, 2010. About Viking Systems Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB: VKNG.OB) -- http://www.vikingsystems.com/-- is a developer, manufacturer and marketer of visualization solutions for complex minimally invasive surgery. The Company partners with medical device companies and healthcare facilities to provide surgeons with proprietary visualization systems enabling minimally invasive surgical procedures, which reduce patient trauma and recovery time. The Company's balance sheet at Dec. 31, 2010, showed $4.20 million in total assets, $2.26 million in total current liabilities and $1.94 million in total stockholders' equity. The Company reported a net loss applicable to common shareholders of $2.44 million on $8.04 million of sales for the year ended Dec. 31, 2010, compared with a net loss applicable to common shareholders of $1.07 million on $7.22 million of sales during the prior year. The report from Viking Systems, Inc.'s independent registered public accounting firm, Squar, Milner, Peterson, Miranda & Williamson, LLP, dated February 22, 2010, includes a going concern explanatory paragraph which states that factors relating to the Company's net losses and working capital concerns raise substantial doubt the Company's ability to continue as a going concern. Viking Systems said it will need to generate significant additional revenue to achieve profitability and it may require additional financing during 2010. "The going concern explanatory paragraph in the independent auditor's report emphasizes the uncertainty related to our business as well as the level of risk associated with an investment in our common stock," Viking Systems said. WARNER MUSIC: Oaktree Capital Has 7.1% Equity Stake --------------------------------------------------- Oaktree Capital I, L.P., discloses that it beneficially owns 10,933,578 shares of common stock of Warner Music Group Corp. as of Dec. 31, 2010. The shares represent 7.1% of the total shares outstanding based upon 154,984,627 shares of Common Stock outstanding as of Feb. 4, 2011, as reported by the Company in its most recent Quarterly Report on Form 10-Q for the quarterly period ended Dec. 31, 2010. About Warner Music Group Based in New York, Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- was formed by a private equity consortium of investors on November 21, 2003. The Company is the direct parent of WMG Holdings Corp., which is the direct parent of WMG Acquisition Corp. WMG Acquisition Corp. is one of the world's major music-based content companies and the successor to substantially all of the interests of the recorded music and music publishing businesses of Time Warner Inc. The Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing. The Company's Recorded Music business primarily consists of the discovery and development of artists and the related marketing, distribution and licensing of recorded music produced by such artists. The Company's Music Publishing operations include Warner/Chappell, its global Music Publishing company, headquartered in New York with operations in over 50 countries through various subsidiaries, affiliates and non-affiliated licensees. The Company's balance sheet at Dec. 31, 2010 showed $3.60 billion in total assets, $3.83 billion in total liabilities and $228 million in total deficit. * * * In February 2011, Fitch Ratings affirmed the ratings of Warner Music Group Corp. and its subsidiaries: (WMG IDR at 'BB-'; WMG Holdings Corp. IDR at 'BB-' and Unsecured notes at 'B'; WMG Acquisition IDR at 'BB-', Secured notes at 'BB', and Subordinated notes at 'B+'. The Rating Outlook is revised to Negative from Stable. In February 2011, Moody's Investors Service placed on review for possible downgrade its ratings for Warner Music, including the company's Ba3 Corporate Family Rating, Probability of Default Rating and individual instrument ratings. The review was prompted by weaker than expected operating performance which has led to high leverage relative to the company's current credit ratings. The weaker than expected results are highlighted by WMG's results for its first fiscal quarter ended December 31, 2010 indicating a 14% revenue decline for the fiscal quarter compared to the same period in the prior year. This decrease reflects the negative impact of industry pressures related to competition and the transformation of music distribution from physical to digital, both domestically and internationally. In November 2010, S&P lowered its corporate credit rating on New York City-based Warner Music Group Corp. to 'B+' from 'BB-'. The rating outlook is stable. WASHINGTON MUTUAL: FDIC Sues Former Executives Over Collapse ------------------------------------------------------------ Tom Hals and David Clarke of Reuters and Jeff Roberts of Reuters Legal report that the Federal Deposit Insurance Corp. sued three former top executives at Washington Mutual Bank -- former Chief Executive Kerry Killinger, former Chief Operating Officer Stephen Rotella and David Schneider, former president of the company's home loans division -- for their role in the biggest bank failure in the nation's history, accusing them of recklessly making billions of dollars in shoddy home loans. Reuters notes U.S. banking regulators have authorized lawsuits against 158 bank officials so far as they seek to recover at least $3.6 billion in losses from bank failures related to the 2007-2009 financial crisis. According to Reuters, the FDIC said the top Washington Mutual executives wagered on the prospect that the bank would manage to avoid losses on risky home loans "despite their own awareness of the inevitable decline in the overheated housing market." The lawsuit accused the three, who collected $95 million in compensation between 2005 and 2008, of gross negligence and breach of fiduciary duty. Reuteres relates Mr. Killinger has accused regulators of jumping the gun in shutting down the bank and quickly selling it to JPMorgan Chase & Co. Reuters relates the FDIC said that in the weeks leading up to the seizure, Messrs. Killinger and Rotella were transferring assets to their wives to avoid creditors: -- Mr. Killinger transferred his ownership interest in his Palm Desert, California, and Shoreline, Washington, homes to his wife Linda; and -- Mr. Rotella transferred more than $1 million to his wife Esther after the bank failed. Both women are defendants in the FDIC lawsuit, filed on Wednesday in federal court in Seattle. Washington Mutual declined to comment. Attorneys for Killinger and Rotella did not immediately return a call seeking comment. The FDIC said it does not comment on specific litigation. The case is FDIC v. Killinger et al., Case No. 2:11-cv-00459 (W.D. Wash.). Reuters says the FDIC is represented by: Bruce E. Larson, Esq. Walter Barton, Esq. Dennis Walters, Esq. KARR TUTTLE CAMPBELL 1201 3rd Avenue, Suite 2900 Seattle, Washington 98101 Telephone: 206-223-1313 206-224-8027 Facsimile: 206-682-7100 E-mail: blarson@karrtuttle.com - and - James Rolfes, Esq. REED SMITH 10 South Wacker Drive, 40th Floor Chicago, IL 60606-7507 Telephone: 312-207-3872 Facsimile: 312-207-6400 E-mail: jrolfes@reedsmith.com For the defendants: not immediately available. 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. On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion determining that the global settlement agreement, among certain parties including WMI, the Federal Deposit Insurance Corporation and JPMorgan Chase Bank, N.A., upon which the Plan is premised, and the transactions contemplated therein, are fair, reasonable, and in the best interests of WMI. Additionally, the Opinion and related order denied confirmation, but suggested certain modifications to the Company's Sixth Amended Joint Plan of Affiliated Debtors that, if made, would facilitate confirmation. Washington Mutual has filed with the U.S. Bankruptcy Court for the District of Delaware a Modified Sixth Amended Joint Plan and a related Supplemental Disclosure Statement. The Company believes that the Modified Plan has addressed the Bankruptcy Court's concerns and looks forward to returning to the Bankruptcy Court to seek confirmation of the Modified Plan. The hearing for approval of the Disclosure Statement is set for March 21. WELSH INDUSTRIES: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Welsh Industries, Ltd. 6 Evergreen Circle DeKalb, IL 60115 Bankruptcy Case No.: 11-81013 Chapter 11 Petition Date: March 15, 2011 Court: U.S. Bankruptcy Court Northern District of Illinois (Rockford) Judge: Manuel Barbosa Debtor's Counsel: Jason H. Rock, Esq. BARRICK SWITZER LAW OFFICE 6833 Stalter Drive, First Floor Rockford, IL 61108 Tel: (815) 962-6611 Fax: (815) 962-1758 E-mail: jrock@bslbv.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/ilnb11-81013.pdf The petition was signed by Michael Welsh, president. WOLVERINE TUBE: Seeks 90-day Extension of Lease Decision Deadline ----------------------------------------------------------------- Wolverine Tube, Inc., et al. ask the U.S. Bankruptcy Court for the District of Delaware to extend for 90 days the time period within which they may assume or reject their unexpired leases of nonresidential real property. Certain of the Debtors are parties to certain unexpired leases under which they occupy certain nonresidential premises. The Debtors' plan of reorganization, filed on November 15, 2010, contemplates the reorganization of the Debtors' business. Among other things, the Plan contemplates the assumption of the Leases on the Effective Date, which the Debtors now expect to occur in late April 2011, according to Simon E. Fraser, Esq., at Cozen O'Connor, in Wilmington, Delaware. The Debtors intend to continue to occupy the Premises in order to conduct normal business operations and complete their reorganization. Consequently, the Debtors must ensure that the Leases are not automatically rejected through operation of Section 365(d)(4) of the Bankruptcy Code on March 1, 2011. The Debtors, however, are not yet in a position to make a definitive decision regarding assumption of their Leases, Mr. Fraser tells the Court. The Debtors believe that the most prudent course of action at this time is to request an extension of the time to assume or reject the Leases. A hearing on this matter is set for March 30, 2011. The deadline for objections is March 23, 2011. About Wolverine Tube Huntsville, Alabama-based Wolverine Tube, Inc., is a global manufacturer and distributor of copper and copper alloy tube, fabricated products, and metal joining products. The Company currently operates seven facilities in the United States, Mexico, China, and Portugal. It also has distribution operations in the Netherlands and the United States. Wolverine Tube sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-13522) on Nov. 1, 2010. Mark E. Felger, Esq., and Simon E. Fraser, Esq., at Cozen O'Connor represent the Debtor. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, serve as the Debtor's special corporate and tax counsel. Deloitte Financial Advisory Services LLP is the Debtor's financial advisor. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115 million in total assets and $237 million in total debts at the time of the filing. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. No official committee of unsecured creditors has been appointed in the case. The Debtors filed a prearranged chapter 11 plan proposing to pay unsecured creditors in full and turning ownership of the reorganized company over to their noteholders. W.R. GRACE: New Unit RS Now Identified as Verifi ------------------------------------------------ In December 2010, W. R. Grace & Co. (NYSE: GRA) purchased the assets and associated entities of RS Solutions LLC, a privately- owned technology company. Grace announces that the newly-acquired entity now operates under its new name, Verifi LLC. The management of Verifi LLC has outlined a robust multigenerational product development map. This year, the company plans to launch new platforms under the brand name Verifi(R) to support enhanced functionality and the ability to measure and control a wide variety of concrete properties. "We already benefit from the deep technical knowledge and support that Grace provides," stated Doug Groh, Director of Sales and Marketing, Verifi LLC. "This allows us to quickly develop and bring to market new features on the Verifi(R) equipment designed to increase the productivity and profitability of our ready-mix customers. We have a vibrant pipeline of new products coming out this year that will help make Verifi(R) equipment an integral part of ready-mix trucks." About Grace Grace is a leading global supplier of catalysts and other products to petroleum refiners; catalysts for the manufacture of plastics; silica-based engineered and specialty materials for a wide range of industrial applications; sealants and coatings for food and beverage packaging, and specialty chemicals, additives and building materials for commercial and residential construction. Founded in 1854, Grace has operations in over 40 countries. For more information, visit Grace's Web site at http://www.grace.com/ About Verifi LLC Verifi LLC is a wholly-owned subsidiary of W. R. Grace & Co.- Conn. It manufactures targeted process control solutions for the ready mix concrete industry, including electro-mechanical devices, sensors and other technologies that assist concrete producers in controlling product quality and production costs. These technologies help to measure concrete consistency (slump) during delivery to job sites. More information is available at http://www.verifitechnologies.com/ About W.R. Grace & Co. Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring effort. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on Jan. 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Opens Technical Service Center in Southern India ------------------------------------------------------------ Grace Davison Discovery Sciences, a product line of W. R. Grace & Co. (NYSE: GRA), announced the opening of a new technical service Knowledge Centre in Southern India for customers in the pharmaceutical and biotechnology industries. The new facility is located in Genome Valley (close to Hyderabad), a growing biopharmaceutical area with more than 100 biotechnology companies and major generic pharmaceutical manufacturers. The Knowledge Centre was opened to support Grace's customers in the areas of laboratory separations, bulk purification, excipients and pharmaceutical intermediates. Grace's expertise in these areas ultimately assists pharmaceutical companies to bring potentially life saving medications to market sooner. "To better meet our customer demand, we are geographically expanding where it will benefit our growing client base the most," said Joanne Green, Vice President and General Manager of Grace Davison Discovery Sciences. "We continuously strive to improve our technologies, products and services. The new facility is part of our strategy to build on our footprint in the region and to position for further expansion in the future." The centre will serve as a resource for Indian customers, as well as being an Asia Pacific support hub for the region. In addition, it will be a global Knowledge Centre for product development and applications support for Grace Davison Discovery Sciences. Other services provided will include customer training, validation and testing for a variety of products and product demonstrations. The new centre complements existing application laboratories in the United States, Europe and China. The centre is one of several recent additions to Grace's global presence to meet a variety of customer needs. In the last seven months, the company has opened new facilities in Chongqing, China and Hai Duong, Vietnam, and completed the acquisition of a manufacturing company in Wuhan, China. In addition, at the end of 2010, Grace began expansions at existing manufacturing facilities in Sorocaba, Brazil and Kuantan, Malaysia. Grace opened its first India office in Bangalore in the mid- 1990s. Over the years, the company has significantly expanded its presence on the subcontinent. Today, Grace has sales, technical service and manufacturing operations across the country--from New Delhi to Bangalore and from Mumbai to Chennai--servicing customers in the discovery sciences, packaging, refining and construction industries. About W.R. Grace & Co. Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring effort. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on Jan. 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * Los Angeles Leads in Small-Business Bankruptcies -------------------------------------------------- Although some areas in the western U.S. experienced a decline in small business bankruptcies in 2010, filings around Los Angeles increased almost 14%, according to a report from Equifax Commercial Information Solutions, a unit of Equifax Inc., says Bill Rochelle, Bloomberg News' bankruptcy columnist. According to Mr. Rochelle, based from Equifax's report, small business bankruptcies are declining overall. Of the 15 metropolitan regions with the most business bankruptcies, 10 had fewer filings in the last quarter of 2010 than in the same period the year before, Equifax said. The largest decline was in Chicago, where small business filings fell 30%. Small business bankruptcies in California account for almost 20% of the country's total, Equifax said. Among the 15 metropolitan areas with the most business filings, six were in California. Small businesses are defined by Equifax as those with 100 or fewer employees. * Moody's Reports Decline in 'B3' Negative & Lower List ------------------------------------------------------- The population of Moody's B3 Negative and Lower List has declined just 6% during the last seven months while the U.S. speculative- grade default rate has fallen by nearly half, a potential early signal of an increase in the number of defaults, Moody's Investors Service said in a new report. There are 182 companies on Moody's B3 Negative and Lower List, down from the credit crisis peak of 290 in April 2009. The list, which includes all U.S. non-financial companies with a probability-of-default rating of B3 negative or lower, has been in a range of 180 to 194 companies since August 2010. During the same period, the default rate has declined to 3% from 5.4%. Moody's forecasting model predicts it will fall to 1.6% at year end. "This disconnect between the still-falling default rate and the relatively stable number of companies on the B3 Negative and Lower List suggests that even as overall U.S. corporate credit quality improves, there is a core of companies that have avoided default yet remain in weak condition and at an elevated risk of defaulting eventually," said David Keisman, senior vice president at Moody's and author of the report. Moody's said companies have been on the list an average of 20 months. They remain on the list because they have neither defaulted nor been able to improve their credit quality enough to elevate their probability-of-default ratings to at least B3 stable. Most of the companies on the list have probability-of- default ratings of Caa2 or lower. "At these rating levels, the chances of getting off the list through a rating upgrade are limited," Keisman said. "Historically, less than 10% of Caa ratings have migrated to B3 or higher within a year." A reversal of the economic recovery or a return of risk aversion in credit markets that drives up credit spreads would weigh most heavily on companies on the B3 Negative and Lower List, whose low ratings in many cases underscore high leverage and unfavorable business fundamentals, Moody's said. For now, Moody's other proprietary indicators suggest a continued positive credit environment. The ratio of rating upgrades to downgrades for non-financial corporate issuers in the Americas hit a post-crisis high of 3-to-1 in January, which also happened to be the first month since June 2007 without a default of a Moody's- rated corporate issuer. The number of ratings under review for downgrade remains well below credit-crisis highs. Moody's Liquidity-Stress Index has remained in the mid-single-digits for a year, indicating that very few companies are having liquidity problems. * Moody's Says CMBS Loan Delinquencies Rise to 9.18% in February ---------------------------------------------------------------- The delinquency rate on loans included in US Commercial Mortgage- Backed Securities (CMBS) conduit/fusion transactions increased 17 basis points in February to 9.18%, according to Moody's Investors Service's Delinquency Tracker (DQT). The performance continued a trend of moderate increases that began in June 2010. "As the specially serviced loan rate is 3.3% above the delinquent loan rate, this signals that further increases in the delinquency rate are to be expected," said Tad Philipp, Director of Commercial Real Estate Research. As the year goes on, Moody's expects the addition of new loans to the Tracker to suppress the delinquency rate. All current, the new loans will add to the loan total, lowering the percentage that are delinquent through what is called the "denominator effect." During February loans totaling $4.1 billion became newly delinquent, while previously delinquent loans totaling approximately $3.0 billion became current, worked out, or disposed of. In all, the total number of delinquent loans increased to 4,112 in February from 4,052 in January, and the total balance of delinquent loans increased to $56.8 billion from $55.7 billion. Moody's Delinquency Tracker (DQT) tracks all loans in US conduit and fusion deals issued in 1998 or later with a current balance greater than zero. Looking at the five property types, the delinquency rate for hotels fell for just the third time in two years in February. During the month, the sector's delinquency rate fell 34 basis points to 16.41%. In February only 20 hotel loans totaling $333 million were newly delinquent, while over $500 million in hotel loans became current, were worked out or disposed. Increasing 33 basis points during February to 15.92%, the delinquency rate of the multifamily sector is almost as high as that of the hotel sector. During February 68 multifamily loans totaling $665 million became newly delinquent, while 61 loans, totaling $447 million, became current. The industrial sector saw the greatest gain in its delinquency rate in February, which increased 113 basis points to end the month at 10.26%. A total of $399 million of industrial loans became delinquent during the month, while $74 million in these loans became current, were worked out or disposed. Retail was the only property type other than hotels to record a decline in its delinquency rate in February, as the rate dropped two basis points to 7.25%. Office loans remain the best performing of the five property types, although the office loan delinquency rate grow 34 basis points during February to 6.77%. During the month there were $1.37 billion of newly delinquent office loans, which led to a $652 million net increase in the total balance of delinquent office notes. By region, the East saw the biggest increase in its delinquency rate in February, as the rate rose 44 basis points during the month to 7.16%. Three of the four biggest newly delinquent loans were in the East. The increase in the delinquency rate in the Midwest closely matched that of the United States as a whole. During the month, the Midwest delinquency rate rose 17 basis points to 9.21%. The South saw a marginal, four basis point increase in its delinquency rate in February, the rate ending the month at 11.01%. The West saw a 26 basis point drop in its delinquency rate, to 9.48%, the second decline in two months. Declines specifically in the office and hotel delinquency rates largely led to the improvement. By state, Montana saw a dramatic 482 basis point climb in its delinquency rate to 7.87%. Moody's points out that the large increase resulted solely from one newly delinquent loan because Montana contributes such a small number of loans to the DQT. Nevada continues to have a nearly 30% delinquency rate, close to twice as high as any other state. * Judicial Leaders Hear Concerns Over Funding --------------------------------------------- The Judicial Conference of the United States on Tuesday received a report on the potentially dire consequences the federal Judiciary may face if a Fiscal Year 2011 funding measure is not soon adopted. In her report to the Judicial Conference, Judge Julia Smith Gibbons, chair of the Budget Committee, addressed four specific areas of immediate concern: * The possibility of a lapse in appropriations and its impact on the courts; * The uncertainty over the final funding level for the courts and the possibility of sudden and severe disruptions of service; * That the Judicial Branch's views will not be represented when the other two branches discuss and negotiate the budget; * And the potential for having to defer payments to lawyers appointed to represent indigent defendants under the Criminal Justice Act. The budgetary uncertainty comes at a time when nearly all facets of court workload are growing, particularly bankruptcy and probation and pretrial services. Judge Gibbons credited the court system's on-going commitment to cost containment for slowing the growth in the Judiciary budget requirements. Nevertheless, she expressed concern that the Judiciary could face several years of difficult budgets that may result in reductions in services. In other matters, the Conference: * Encouraged all circuit judicial councils to consider establishing "judicial wellness" committees to create programs, policies and practices that provide a supportive environment for the maintenance and restoration of health. Such committees also would provide information to judges on judicial retirement issues, including disability retirement. Similar initiatives have been undertaken by other private, not-for-profit, and public sector organizations. * Adopted a new policy governing the management of sex offenders, calling for, among other things, specialized training for probation and pretrial services officers who work with sex offenders and sex offense victims, and for reduced caseloads for such officers. The 27-member Judicial Conference is the policy-making body for the federal court system. The Chief Justice serves as its presiding officer. Its other members are the chief judges of the 13 courts of appeals, a district judge from each of the 12 geographic circuits, and the chief judge of the Court of International Trade. The Conference meets twice a year to consider administrative and policy issues affecting the court system, and to make recommendations to Congress concerning legislation involving the Judicial Branch. * FDIC Sets Up Clawback Rules for Failed Bank Executives -------------------------------------------------------- Bankruptcy Law360 reports that the Federal Deposit Insurance Corp. on Tuesday set out guidelines for bank regulators to claw back money from top executives at failed banks as part of a proposed rule clarifying wind-down procedures for so-called too-big-to-fail financial institutions. * FDIC Releases Details on Its Liquidation Authority ---------------------------------------------------- American Bankruptcy Institute reports that the board of the Federal Deposit Insurance Corp. is offering more details on how it plans to treat certain creditor claims under its new authority to liquidate failed nonbank financial institutions, including when the FDIC will seek to claw back compensation of executives and directors. * TARP Created 'Too Big to Fail' Moral Hazard: Watchdog ------------------------------------------------------- Bankruptcy Law360 reports that the Troubled Asset Relief Program may have distorted the financial marketplace by convincing some banks they are "too big to fail," the congressional watchdog overseeing TARP said Wednesday in its final report. * Moody's Outlook for State, Local Governments Remains Negative --------------------------------------------------------------- The outlook for US states and local governments continues to be negative for the third straight year as they face unprecedented fiscal strains amid an only slowly improving economy, Moody's Investors Service concludes in two new reports. "This may be the most difficult budget season of the downturn," says Moody's Vice President Nick Samuels. "State and local governments will not grow their way out of their budget gaps." Downgrades in the municipal sector have outpaced upgrades for eight straight quarters, and Moody's expects more downgrades among state and local governments in 2011. However, the rating agency also expects that no state will default on its general obligation debt. At the local government level, defaults are likely to increase modestly, but are expected to be neither widespread nor systemic. "Most governments face a revenue and a spending problem, not a debt problem," Moody's Vice President Julie Beglin says. "As a line item, debt payments are not the main pressure point for a budget." Debt is typically structured with level annual payments, and annual debt costs are a relatively small portion -- 5% to 8% -- of a state or local government's budget. On the revenue side, states face the end of most federal stimulus funding in June. States relied heavily on the stimulus to balance their budgets in the last two years, with stimulus funds comprising 18% of state budgets in fiscal 2010 and 14% in fiscal 2011. State revenues, primarily from income or sales taxes, have hit bottom and are growing again, but growth will be more muted than it has been after prior economic downturns. States, in turn, will likely reduce aid to local governments, which include cities, counties, and school districts. On the spending side, states have tried to spare from budget cuts categories such as K-12 education and Medicaid, while towns and cities have tried to protect education, police and fire services. But changes and reductions are becoming more likely. Pension and retirement costs are also a growing pressure on government budgets. Many states are, however, already undertaking or have proposed pension reforms. "Many cuts have already been made," Moody's Beglin says. "The next set of budget decisions will be harder to make." Moody's says that the municipalities most at risk are smaller, weaker local governments with fewer tools at their disposal to deal with these challenges. Additional challenges are faced by those that have "enterprises" associated with them -- quasi-public projects from nursing homes to golf courses. Such enterprises are supposed to be self-supporting, but are susceptible to competitive market pressures. If they begin to fail, they can be a drain on the government, often at a time when the government can least afford to provide financial assistance. * Rating Firms Downplay Risk of Widespread Municipal Defaults ------------------------------------------------------------- American Bankruptcy Institute reports that a rating analyst testified before the House Oversight and Government Reform Committee yesterday that pension and retiree healthcare liabilities present long-term pressures on states and localities' credit quality but are not immediately impeding governments' ability to make debt payments on their bonds. * Allen Matkins Elects David Osias as New Managing Partner ---------------------------------------------------------- Allen Matkins Leck Gamble Mallory & Natsis LLP disclosed that David Osias has been elected as the firm's new Managing Partner, effective July 1, 2011. Osias will succeed Brian Leck, who has served as Managing Partner since the firm's founding in 1977. Osias joined the San Diego office of Allen Matkins on July 1, 1991, and has been actively involved in firm management during his 20-year tenure. He is the chair of both the Bankruptcy & Creditors' Rights and the Water Resources Practice Groups, a long time member of the Management Committee, a frequent member of the Compensation Committee, and a member of the firm's Strategic Planning Committee. "David is one of our most capable and admired lawyers, and we are all very pleased that he will add leadership of the firm as Managing Partner to his existing client supervision responsibilities. David's ability to rise to the top ranks of two disparate and complex practice areas reflect his unique business savvy and strategic approach to problem solving," said Leck. "We have benefitted from David's involvement in management and believe that his new role and increased responsibility will further the firm's success in providing clients practical advice, innovative solutions, and valuable business opportunities." "Brian has done a remarkable job managing the firm during its first 34 years. His talent was never more evident than during the last few years when he successfully positioned the firm to grow its market share in litigation, labor and employment, environmental, finance and restructuring practices during the economic downturn. Now, with the improving economy and a rebound in the firm's traditional strength in real estate, the opportunities for success for our firm and, more importantly, for our clients, have never been greater. I look forward to helping our clients solve problems and build their businesses through the outstanding relationships and services we provide," said Osias. Osias is a widely recognized authority on creditor and debtor rights in out-of-court workouts and restructurings, federal and state-court receiverships, and bankruptcy proceedings. His bankruptcy practice includes representation of debtors, creditors, trustees, examiners, and official committees. Osias has served as a court-appointed examiner and expert witness in a variety of cases. He also represents federal equity receivers in cases filed by the Securities and Exchange Commission throughout California, Washington and Oregon involving billions of dollars in investor losses. Osias is a Fellow of the American College of Bankruptcy, a past President of the California Bankruptcy Forum, a member of the American Bankruptcy Institute, the Association of Insolvency and Restructuring Advisors, the Section of Business Law of the American Bar Association, and the mediation panel of the Bankruptcy Court for the Southern District of California. Osias is also an acknowledged expert in water rights and water resource issues. He has represented clients before state and federal courts, the California State Water Resources Control Board, and numerous other public agencies. He is a co-author of a 2008 law review article on certain water right aspects of the Colorado River, a member of the editorial board and frequent contributor to the California Water Law & Policy Reporter, and a past adjunct professor of water law at the University of San Diego Law School. Osias is an avid baseball fan, the commissioner of a fantasy baseball league, and an aspiring fly fisherman. He is a 1976 graduate, with honors and a bachelor of science degree, from the University of California, Davis, and a 1979 graduate, with a juris doctorate degree, from the University of California Berkeley School of Law. About Allen Matkins Allen Matkins Leck Gamble Mallory & Natsis LLP, founded in 1977, is a California-based law firm with approximately 220 attorneys in seven offices in four major metropolitan areas of California: Los Angeles, Orange County, San Francisco and San Diego. The firm's core specialties include real estate, real estate finance, construction, land use, natural resources, environmental, corporate and securities, intellectual property, joint ventures, taxation, bankruptcy and creditors' rights, employment and labor law, and dispute resolution and litigation in all these matters. For more than 30 years, Allen Matkins has helped clients turn opportunity and challenge into success by providing practical advice, innovative solutions and valuable business opportunities. * Cadwalader's Friedman Earns Spot on Law360's Lawyers to Watch --------------------------------------------------------------- Cadwalader Wickersham & Taft LLP partner Peter Friedman played a leading role in advising the federal government in the General Motors Corp. and Chrysler LLC bankruptcies that helped keep the U.S. auto giants afloat and save hundreds of thousands of jobs, earning him a spot on Law360's list of five bankruptcy lawyers under 40 to watch. * Brown Rudnick's Novod Earns Spot on Law360's Lawyers to Watch --------------------------------------------------------------- Brown Rudnick LLP partner Gordon Z. Novod has played a key role in helping creditors achieve good returns from major bankruptcies including those of the Tribune Co. and General Motors Corp., earning him a spot on Law360's list of five bankruptcy lawyers under 40 to watch. * After Grede, Wayzata Purchases Grupo Proeza Foundries ------------------------------------------------------- Dow Jones' DBR Small Cap reports that Grede Holdings LLC backed by Wayzata Investment Partners LLC and GSC Group Inc., agreed to acquire two foundries from Mexican conglomerate Grupo Proeza. The Southfield, Mich.-based company plans to use the proceeds from a $175 million senior secured loan and a portion of a $90 million revolving credit facility to pay for Grupo Proeza's casting business and to distribute a dividend to shareholders, according to Moody's Investors Service, according to DBR. The report relates that the acquisition of the Mexican foundries will cost about $70 million, and $120 million will be distributed in a dividend, a spokesman for GSC said. Wayzata will receive $80 million and GSC will get $40 million, he added, the report notes. DBR adds that Wayzata took Grede Foundries Inc. out of bankruptcy in December 2009. Grede Holdings LLC is a manufacturer of metal parts for the auto industry. * BOOK REVIEW: The Style and Management of a Pediatric Practice --------------------------------------------------------------- Author: Leo W. Bass, M.D. and Jerome H. Wolfson, M.D. Publisher: Beard Books Softcover: 154 pages Price: $34.95 Review by Henry Berry The Style and Management of a Pediatric Practice is an essential resource for pediatricians who have completed their medical education and training and are about to set up a practice in this critical area of healthcare. The authors write from a wealth of experience. For many years, they had a successful joint practice in Pittsburgh, where they also taught pediatrics and consulted for a juvenile detention center. Their teaching and consulting work evidences the broader role that many pediatricians are taking in bettering the lives of their young patients. This broad perspective of a pediatrician's mission is reflected in the preface to the book, in which the authors state, "We are encouraging our patients to stay with us longer and we are spending more time with adolescents and even young adults." Messrs. Bass and Wolfson further note that pediatricians are playing a more central role in healthcare in general. Today's pediatrician must keep pace with the latest medical issues and topics, and be prepared to deal with expanded patient relationships and treat a greater variety of patients. Nonetheless, authors recognize that, "the fulcrum of any pediatric practice is [still] the newborn baby." As an example of the more expansive mission that pediatricians must now be prepared for, the authors point out that, unlike in years past, the care and treatment of older children may entail genital exams and discussions of sexual matters. Also, as many readers are undoubtedly aware, contemporary pediatricians, more so than earlier generations, must be alert to and capable of diagnosing a variety of psychological and emotional conditions of older children, such as attention deficit disorder and substance abuse. In their expanded role, pediatricians must work with medical professionals in specialized areas such as psychology, with teachers and others at schools, and with personnel who provide community services for younger persons. Messrs. Bass and Wolfson's book begins with the premise that, to get a new practice off on the right foot, a pediatrician must first understand the mechanics of setting up an office, which, in turn, is inextricably bound with his or her style of practice. In other words, pediatricians need to recognize the interrelation between the mechanics of the office -- that is, its arrangement or design -- and their personality and the standard of care they intend to provide as physicians. Thus, the design of a small pediatric facility implies a standard of care the pediatricians mean to provide. Another important consideration, which the authors weave into the discussion, is aligning the pediatrician's mechanics and style with what constitutes prudent business practice. The book is, however, more than a "how-to" on setting up a pediatric practice. Messrs. Bass and Wolfson never stray from their objective of helping beginning pediatricians meet the demands of today's world. In doing so, the authors introduce topics that otherwise might be overlooked by beginning pediatricians. For instance, on the subject of play areas, the authors do not simply mention it as a necessary adjunct of a pediatric office, nor do they merely include it as an item on a checklist. Rather, Messrs. Bass and Wolfson discuss the purpose of the play area, its value to patients and the pediatrician, and how it is used in the daily operations of the practice. With these considerations in mind, the authors advise the pediatrician to ensure that the play area is part of the waiting room so parents can keep an eye on their children. This, in turn, requires that the waiting room be especially large, not only to include the play area, but also because "pediatric patients tend to have lots of company -- sometimes both parents or grandparents or friends." An inviting play area is also important because it will "distract the children . . . while you have a private word with their parents." The design of a pediatric practice must also take into account the various medical procedures that will be performed on patients. For example, the authors suggest that, "In examining the eye you attempt the fundoscopic exam without touching the face . . . . In examination of the ears learn to stand with your eye at arm's length from the otoscope." Most importantly, the authors tackle the topic of delivering healthcare to patients of diverse ages and needs. They discuss for example, what office behavior to expect from children of all ages, which can even vary from month to month for patients of the same age. Managing a patient from registration to receiving payment is another topic that is concisely and knowingly covered. Style and Management of a Pediatric Practice provides a comprehensive, concrete, informative handbook on implementing the best medical and business practices for the smaller pediatric practice. The authors advocate their particular "system" and beginning pediatricians may conclude they want to modify the authors' advice, but they will find it unfailingly provides a good starting point. This work can help novice pediatricians quickly hit the ground running without expending unnecessary time and energy that is better used on treating patients. Leo W. Bass, M.D., and Jerome H. Wolfson, M.D., were prominent pediatricians in the Pittsburgh area for many years. Besides operating their own pediatric practice, they have consulted, taught, and provided services for local medical facilities. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. 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 publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***