/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110421.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, April 21, 2011, Vol. 14, No. 110 Headlines 1ST CENTENNIAL: Rosen Law Firm Files Securities Fraud Class Action 6000, LLC: Case Summary & 6 Largest Unsecured Creditors 4KIDS ENTERTAINMENT: Court Approves Epiq as Administrative Agent A+HC HOLDING: Court OKs Carrasquillo as Financial Consultant A+HC HOLDING: Court Approves Charles Cuprill as Bankruptcy Counsel AGE REFINING: NuStar Energy Closes $41MM Refining Assets Purchase AGE REFINING: Extends Maturity of Credit Facility to July 15 ALPHA, LLC: Files for Bankruptcy Protection in Tennessee ALPHA, LLC: Case Summary & 20 Largest Unsecured Creditors AMERICA WEST: Widens Net Loss to $16.1-Mil. in 2010 APRIA HEALTHCARE: S&P Affirms 'BB-' Corporate Credit Rating ARK DEVELOPMENT: Case Summary & 10 Largest Unsecured Creditors BARZEL INDUSTRIES: Agrees to Pay $18,500 for Mid-Atlantic's Claim BERNARD L MADOFF: Picard Bills $43.2MM For Oct.-Jan. Work BIG WHALE: Court Sets June 17 as Claims Bar Date BIG WHALE: Court Approves Kerkman & Dunn as Bankruptcy Counsel BLACK RAVEN: Incurs $3.26 Million Net Loss in 2010 BOATING SERVICES: Dist. Ct. Directs Textron to Advise on Suit BOWE BELL + HOWELL: Wants Quick Sale, Versa-Led Auction on May 31 CAPITOL HILL: Pillsbury Loses Bid for Fees from Malpractice Suit CAPMARK FINANCIAL: Files Chapter 11 Plan of Reorganization CAPMARK FINANCIAL: Greenline Ventures Acquires NMTC Business CAPSALUS CORP: Widens Net Loss to $16-Mil. in 2010 CARITAS HEALTH: Court Approves DiConza Traurig as Special Counsel CENTER COURT: Section 341(a) Meeting Set for April 27 CHASE NC: N.C. Appeals Court Affirms Ruling v. Bankr. Counsel CHEMTURA CORP: Court Directs Reserve for Oildale Claim CHINA TEL GROUP: Incurs $66.6 Million Net Loss in 2010 CIRTRAN CORP: Incurs $4.95 Million Net Loss in 2010 CIT GROUP: Cease and Desist Orders Lifted on Bank Unit CLEARWATER DEVELOPMENT: Investors Band Together to Bid for Assets CNOSSEN DAIRY: Plan Disclosures Set for Hearing on April 28 COMCAM INTERNATIONAL: Incurs $1.35 Million Net Loss in 2010 COMPLETE RETREATS: 3rd Party May Fund Trustee's Suit v. Logue COMPOSITE TECHNOLOGY: Asks for Court's Nod to Use Cash Collateral COMPOSITE TECHNOLOGY: Case Reassigned to Judge Scott Clarkson COMSTOCK MINING: Widens Net Loss to $60.3-Mil. in 2010 CONQUEST PETROLEUM: Incurs $14.49 Million Net Loss in 2010 CRAGGY LAND: Case Summary & 3 Largest Unsecured Creditors C.W. MINING: COP Coal Pact Is Estate Property, 10th Cir. Says DAIRY PRODUCTION: Committee Wins OK for Odyssey as Fin'l Advisor DAIRY PRODUCTION: Can Employ Morgan Joseph as Financial Advisor DEEP DOWN: Incurs $17.41 Million Net Loss in 2010 DELPHI CORP: New Delphi Buys Back GM & PBGC Stake for $4.39-Bil. DELPHI CORP: GAO Clears Auto Task Force in Pension Issue DELTA STARR: 5th Cir. Affirms Chapter 7 Conversion DENTON LONE: Court Confirms Reorganization Plan DOLLAR THRIFTY: Moody's Raises Corporate Family Rating to 'B2' DRYSHIPS INC: Swings to $190.4 Million Profit in 2010 DRYSHIPS INC: Restates 2009 Annual Report on Form 20-F DRYSHIPS INC: George Economou Discloses 13.9% Equity Stake EAST COAST: Wants to Use Rents to Fund Case; Wells Fargo Objects ENERTECK CORP: Incurs $2.76 Million Net Loss in 2010 ENVIRONMENTAL INFRASTRUCTURE: Incurs $2.56MM Net Loss in 2010 FANNIE MAE: Foreclosures on Apartment Buildings Rise FISHER ISLAND: Seeks Dismissal of Creditors' Ch. 11 Petition FRAC TECH: Moody's Puts 'B2' Rating on $550MM Senior Notes FRAC TECH: S&P Affirms 'B+' Corporate Credit Rating FRANKLIN PACIFIC: Court Allows Sale of Shalamar Apartments FRE REAL ESTATE: Wants Access to Cash Collateral Until September GAS CITY: Court Extends Plan Filing Exclusivity Until June 30 GENTA INC: Has 86.04 Million Outstanding Common Shares HACIENDA GARDENS: Seeks to Dismiss Chapter 11 Case HEARUSA INC: BDO USA Raises Going Concern Doubt HOFMEISTER'S PERSONAL: Files For Chapter 11 Bankruptcy Protection HONOLULU SYMPHONY: New Owner Has 3-Year Contract With Musicians HOPE SPRINGS: Court Extends Exclusive Filing Period for Plan HOSPITAL DAMAS: Court to Consider Financing Extension on April 20 HOSPITAL DAMAS: Plan Filing Exclusivity Extended Until May 31 HUNTSMAN CORP: S&P Affirms 'B+' Corporate Credit Rating IASIS HEALTHCARE: Moody's Puts 'Caa1' Rating on $935MM Notes IASIS HEALTHCARE: S&P Gives 'CCC+' to Senior Unsecured Notes IMAGE METRICS: Registers Common Shares With SEC IRON MOUNTAIN: S&P Places 'BB-' Corp. Credit Rating Under Watch JAMES RIVER: MSHA Finds Potential Violation at Abner Rider Mine JUNIPER GROUP: Incurs $14.85 Million Net Loss in 2010 K5 GLOBAL: Case Summary & 6 Largest Unsecured Creditors KE KAILANI: Files Chapter 11 Plan of Reorganization KENTUCKY ENERGY: Incurs $4.16 Million Net Loss in 2010 KIEBLER RECREATION: Peek'N Peak Owners Withdraw Chapter 11 Plan KIEBLER RECREATION: Court to Hold Hearing on Dismissal on May 24 LA DODGERS: MLB Takes Over Operations, Reviews Financials LEXICON UNITED: Suspending Duty to File Reports With SEC LIMITED BRANDS: Fitch Affirms IDR at 'BB+'; Outlook Stable LOCATEPLUS HOLDINGS: Incurs $1.61 Million Net Loss in 2010 LOWER BUCKS: Allowed to Access Cash Collateral Thru June 3 LOWER BUCKS: Hires Great American Group as Appraisors LOWER BUCKS: Taps Zelenkofske Axelrod as Tax Advisors LOWER BUCKS: Agrees To Continue Equipment Lease With GECC MAJESTIC CAPITAL: Receives Delisting Notice from Nasdaq MARIKA TOLZ: South Fla. Trustee to Plead Guilty to $16MM Fraud MARSH HAWK: Prudential/Committee Plan Set for May 3 Confirmation MICROBILT CORP: Taps Lowenstein Sandler as Counsel MMFX CANADIAN: Has Until July 11 to File Chapter 11 Plan MMFX CANADIAN: Court Approves Bidna & Keys as Special Counsel MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun MP-TECH AMERICA: Has Court's Interim OK to Obtain DIP Financing MP-TECH AMERICA: Wants to Tap Burton & Armstrong as Counsel MP-TECH AMERICA: Seeks to Tap Fritz Hughes as Co-Counsel MULTIPLE EMPLOYER: Passons et al. Suit Transferred to Bankr. Ct. MULTIUT CORP: Court Rejects Plan, Mulls Case Conversion NEW JERSEY MOTORSPORTS: Milville Hires Greenbaum Rowe NEW RIVER DRY: Agent Directed to Disgorge Commission NEWKIRK HOLDINGS: Nursing Centers to Remain Open While in Ch. 11 NO FEAR: Committee Taps Pachulski Stang as Bankruptcy Counsel NO FEAR: Committee Taps BDO USA as Financial Advisor NORMAN REGIONAL: Moody's Affirms 'Ba1' Long-Term Debt Rating NYC OFF-TRACK: Vacated Betting Parlors Struggle to Find Tenants OCEAN PLACE: Seeks Services From Coakley & Williams ORANGE GROVE: Court Approves Hahn Fife as Accountant OVERLAND STORAGE: Files Form S-3; Registers $12.56MM Shares OVERLAND STORAGE: Files Form S-8; Registers 3.71MM Common Shares OWENS-BROCKWAY GLASS: Moody's Affirms 'Ba2' CFR; Outlook Stable PALM HARBOR: Maturity of Fleetwood DIP Pact Extended to April 30 PANOCHE VALLEY: Voluntary Chapter 11 Case Summary PARK CENTRAL: Wants to Use Cash Collateral PARK CENTRAL: Taps Valuation Consultants as Real Estate Appraiser PARK CENTRAL: Taps Greenberg Traurig as Counsel PARK CENTRAL: Seeks to Emply Grubb & Ellis as Leasing Agent PARMALAT SPA: Italian Watchdog Slams Acquittal of 4 Banks PAUL TRANSPORTATION: Has Until June 14 to Decide on Leases PHI GROUP: Amends FY2010 Form 10-Q to Correct Errors PHILADELPHIA ORCHESTRA: Launches Campaign to Raise Funds PLATINUM STUDIOS: Incurs $9.94 Million Net Loss in 2010 POINT BLANK: Creditors File Motion to Vacate Financing Order PREMIUM DEV'T: Court Moves Hearing to Dismiss Case to May 5 RASER TECHNOLOGIES: Incurs $101.80 Million Net Loss in 2010 RAMEY HOSPITALITY: Case Summary & 14 Largest Unsecured Creditors RANCHO MALIBU: Court Sets Disclosure Statement Hearing on May 10 RAY ANTHONY: To Sell Assets Encumbered by United Bank Interests ROBB & STUCKY: Collier Lenders Not Entitled to Adequate Protection RW LOUISVILLE: Files Amended Outline for Plan of Reorganization SATELITES MEXICANOS: Investors Want 12% Yield on US$325MM Bonds SATELITES MEXICANOS: Moody's Puts (P) B3 Rating on Proposed Notes SBARRO INC: Section 341(a) Meeting Slated for May 5 SBARRO INC: Court Approves Epiq Bankruptcy as Claims Agent SBARRO INC: US Trustee Forms Five-Member Creditor's Committee SBARRO INC: Can Pay Critical Vendors' Claims on Interim Basis SBARRO INC: Final Hearing on $35MM Financing on April 26 SCOVILL FASTENERS: Files for Chapter 11 For Quick Sale SCOVILL FASTENERS: Case Summary & 40 Largest Unsecured Creditors SOUTH BAY: Emerges From Chapter 11 Bankruptcy SPECIALTY TRUST: Can Use Cash Collateral Until June 30 SPECIALTY TRUST: Equity Committee Files Plan of Reorganization SUNRISE REAL ESTATE: Incurs US$25,487 Net Loss in 2010 TAPATIO SPRINGS: Wants to Sell Land for $3.4-Mil to Majestic TAYLOR & BISHOP: Files Amended Plan and Disclosure Statement TAYLOR BEAN: Farkas Lawyer Appeals to Jury as Trial Ends TEMPUS RESORT: Committee Taps Broad And Cassel as Attorney TIGRENT INC: Lazarus Investment Discloses 6.4% Equity Stake TOWNSENDS INC: Court Extends Plan Filing Period Until June 17 TRICO MARINE: Court Okays Sale of Suwannee River Assets to Odekole UNITED REFINING: S&P Affirms 'B' Corporate Credit Rating VALLEY FORGE: RR Hawkins Raises Going Concern Doubt VITRO SAB: Bondholders Want New Ch. 15 Case Moved to Texas VYTERIS INC: Incurs $10.54 Million Net Loss in 2010 WESTERN SUNSET: Case Summary & 5 Largest Unsecured Creditors WESTVIEW LLC: Case Summary & 20 Largest Unsecured Creditors WHITTON CORP: Gets Court's Nod to Use Cash Collateral Thru May 2 WHITTON CORP: Court to Hear DIP Loan Motion on April 20 WOLVERINE TUBE: Files Plan, Disclosure Statement Approved ZANETT INC: Incurs $1.66 Million Net Loss in 2010 ZANETT INC: Restates Third Quarter 2010 Form 10-Q * Cash-Strapped Cities Still Leery of Chapter 9 * Housing Starts in U.S. Rose 7.2% in March to 549,000 Pace * Sheldon Good to Conduct "Absolute" Chapter 7 Auction on May 24 * Recent Small-Dollar & Individual Chapter 11 Filings ********* 1ST CENTENNIAL: Rosen Law Firm Files Securities Fraud Class Action ------------------------------------------------------------------ The Rosen Law Firm, P.A. announced on April 20, 2011, that a class action lawsuit has been filed on behalf of investors who purchased the securities of 1st Centennial Bancorp FCEN 0.00% during the period from April 13, 2006 to Jan. 23, 2009. The lawsuit seeks to recover investors' damages from violations of the federal securities laws. To join the 1st Centennial class action, visit the Rosen Law Firm's website at http://www.rosenlegal.com,or call Laurence Rosen, Esq. or Phillip Kim, Esq., toll-free, at 866-767-3653; you may also email lrosen@rosenlegal.com or pkim@rosenlegal.com for information on the class action. During the Class Period, 1st Centennial was a bank holding company for the 1st Centennial Bank. The Complaint asserts violations of the federal securities laws against 1st Centennial's and the Bank's former officers and directors for issuing false and misleading financial information to investors. The Complaint alleges that defendants misled investors and concealed: (a) the Bank's exposure to the risky CRE/ADC loan market; (b) mounting loan losses, and (c) the Bank's loan underwriting and credit administration practices including its non-compliance with prudent banking standard and lending policy. According to the Complaint, as a result of the alleged misconduct at the Bank, on January 23, 2009 the California Department of Financial Institutions seized the Bank and appointed the FDIC as receiver. Thereafter, the Company filed for bankruptcy on March 25, 2009. The Complaint alleges that the investors began to learn of the Bank's fraudulent nature of the misdeeds at the Bank in August of 2009 when a material loss review was issued by regulators. On Jan. 14, 2011, the FDIC sued the Bank's officers and directors alleging, among other things, willful misconduct in causing the Bank's failure. The Complaint alleges that investors in 1st Centennial securities were damaged as a result of the misconduct. If you wish to serve as lead plaintiff, you must move the Court no later than 60 days from April 20. A lead plaintiff is a representative party acting on behalf of other class members in directing the litigation. If you wish to join the litigation, or to discuss your rights or interests regarding this class action, please contact Laurence Rosen, Esq. or Phillip Kim, Esq. of The Rosen Law Firm, toll-free, at 866-767-3653, or via e-mail at lrosen@rosenlegal.com or pkim@rosenlegal.com. You may also visit the firm's website at http://www.rosenlegal.com. The Rosen Law Firm represents investors throughout the globe, concentrating its practice in securities class actions and shareholder derivative litigation. 1st Centennial Bank, based in Redlands, California, was closed in January 2009 by the California Department of Financial Institutions, which then appointed the FDIC as receiver. Following the closing, the FDIC entered into a purchase and assumption agreement with First California Bank, in Westlake Village, California, to assume the insured deposits of 1st Centennial. As of January 9, 2009, 1st Centennial had total assets of $803.3 million and total deposits of $676.9 million, of which there were approximately $12.8 million that exceeded the insurance limits. 1st Centennial Bank's failure was estimated to cost the FDIC's Deposit Insurance Fund $227 million. 6000, LLC: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------- Debtor: 6000, LLC 6000 West Touhy, Suite 200 Chicago, IL 60646 Bankruptcy Case No.: 11-16529 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Jacqueline P. Cox Debtor's Counsel: Ariel Weissberg, Esq. WEISSBERG & ASSOCIATES, LTD 401 S. LaSalle Street, Suite 403 Chicago, IL 60605 Tel: (312) 663-0004 Fax: (312) 663-1514 E-mail: ariel@weissberglaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb11-16529.pdf The petition was signed by Gus Tountas, member/manager. 4KIDS ENTERTAINMENT: Court Approves Epiq as Administrative Agent ---------------------------------------------------------------- 4Kids Entertainment, Inc., and its debtor affiliates sought and obtained permission from the U.S. Bankruptcy Court for the Southern District of New York to employ Epiq Bankruptcy Solutions, LLC, as their administrative agent, nunc pro tunc to the Petition Date. As administrative agent, Epiq will, among other things: -- assist with solicitation, balloting and tabulation and calculation of votes, as well as prepare any appropriate reports, as required in furtherance of confirmation of a plan of reorganization; -- generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; -- gathering data in conjunction with the preparation, and assist with the preparation, of the Debtors' schedules of assets and liabilities and statements of financial affairs; -- generate, provide and assist with claims reports, claims objections, exhibits, claims reconciliation, and related matters; and -- provide a confidential data room. The Services Agreement between the parties provides that the Debtors will indemnify, defend and hold Epiq, its affiliates, parent and employees harmless under certain circumstances specified in the Services Agreement, except in circumstances resulting solely from Epiq's gross negligence or willful misconduct. Epiq will be paid according to its standard hourly rates as set forth in the Services Agreement, and will be reimbursed for its reasonable out of pocket expenses. Prior to the Petition Date, Epiq received a retainer of $20,000 from the Debtors. Daniel C. McElhinney, managing director at Epiq, assures the Court that Epiq does not (a) hold or represent an interest materially adverse to the Debtors' estates with respect to any matter for which it will be employed, or (b) have any materially adverse connection to the Debtors, their creditors or other relevant parties. About 4Kids Entertainment New York-based 4Kids Entertainment, Inc., dba 4Kids, is a diversified entertainment and media company specializing in the youth oriented market, with operations in the following business segments: (i) licensing, (ii) advertising and media broadcast, and (iii) television and film production/distribution. The parent entity, 4Kids Entertainment, was organized as a New York corporation in 1970. 4Kids Entertainment, along with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on April 6, 2011. Michael B. Solow, Esq., at Kaye Scholer LLP, serves as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and notice agent. The Debtors disclosed $23,372,877 in total assets and $16,526,747 in total debts as of the Chapter 11 filing. A+HC HOLDING: Court OKs Carrasquillo as Financial Consultant ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Puerto Rico authorized A+HC Holding, Inc., to employ CPA Luis R. Carrasquillo & CO., P.S.C., as financial consultant. The firm will: a. provide advice in strategic planning and the preparation of the Debtor's plan of reorganization, disclosure statement and business plan; and b. participate in the Debtor's negotiations with creditors. The firm will be paid based on the hourly rates of its professionals: CPA Luis R. Carrasquillo, Partner $150 CPA Marcelo Gutierrez, Senior CPA $125 CPA Myris Acosta, Senior CPA $100 CPA Michelle Batlle, Senior CPA and Tax Specialist $85 Other CPA's $90-$100 Carmen Callejas, Senior Accountant $70 Joel Torres Sanchez, Tax Specialist $70 Sandra Zavala Diaz, Junior Accountant $45 Administrative Personnel $35 Luis R. Carrasquillo Ruiz, the principal of the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El Amal, filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. In its schedules, the Debtor disclosed $32,711,487 in total assets and $29,266,889 in total debts as of the Petition Date. Charles Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office, serves as the Debtor's bankruptcy counsel. A+HC HOLDING: Court Approves Charles Cuprill as Bankruptcy Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Puerto Rico authorized A+HC Holding, Inc., to employ Charles A. Cuprill, P.S.C., Law Offices, as bankruptcy counsel. Charles A. Cuprill will represent the Debtor in its bankruptcy case. The Debtor has retained Charles A. Cuprill on the basis of a $22,500 retainer, against which the law firm will bill on the basis of $350 per hour, plus expenses, for work performed or to be performed; $225 per hour for associates; and $85 per hour for paralegals. Charles A. Cuprill-Hernandez, Esq., the principal of the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El Amal, filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. In its schedules, the Debtor disclosed $32,711,487 in total assets and $29,266,889 in total debts as of the Petition Date. CPA Luis R. Carrasquillo & CO., P.S.C., serves as financial consultant to the Debtor. AGE REFINING: NuStar Energy Closes $41MM Refining Assets Purchase ----------------------------------------------------------------- NuStar Energy L.P. on April 19, 2011, closed on its $41 million acquisition of certain refining and terminal assets of AGE Refining. The company purchased these assets from the Chapter 11 Bankruptcy trustee after receiving clearance from the bankruptcy court on April 14. "This relatively small transaction is a great acquisition for our investors, employees and community," said Curt Anastasio, President and CEO of NuStar Energy L.P. and NuStar GP Holdings, LLC. "We can lock in guaranteed margins through the futures market for crude, distillates and gasoline-related products for the next three to four years. So we expect the refinery to generate attractive returns, and it is projected to be immediately accretive to our earnings and distributable cash flow." The AGE refinery is a low-cost 14,500 barrel per day refinery based on the South Side of San Antonio, which has been operating near capacity since the March 9 completion of a state-of-the-art, seven-bay truck loading rack. The acquisition also includes a 200,000-barrel terminal in Elmendorf, Texas. The refinery purchases and processes crude oils and condensates from across South Texas, including the rapidly developing Eagle Ford Shale. It produces and sells various products, including jet fuels, ultra-low sulfur diesel (ULSD), naphtha, reformates, liquefied petroleum gas (LPG), specialty solvents and other highly specialized fuels, to commercial and retail customers and the U.S. military. "The refinery's proximity to the Eagle Ford Shale is big plus," said Mr. Anastasio. "The light crude oil that is coming out of the Eagle Ford Shale is well-suited to the refinery and it is in our backyard so our transportation costs are low. We expect this will provide a significant economic benefit because we're able to take advantage of these lower cost South Texas sweet crudes and realize transportation cost savings which will enhance the refinery's profitability. "We are very excited about acquiring this refinery because it's great news for our hometown of San Antonio. We are looking forward to investing in the refinery and working with the AGE employees to ensure the plant meets the highest standards for safety, environmental stewardship and reliability. We have a lot of refining expertise in-house and our employees have a strong record for safety and environmental excellence. So we are well- positioned to not only improve the plant's operations, but also to maximize its profitability. "We are also looking forward to bringing aboard all of the employees. We think they'll enjoy working for NuStar because when we make an acquisition we always invest more in the facilities, employees and the community than the previous owners. In fact, the AGE employees will realize immediate and substantial improvements in their combined compensation and benefits when they join our company," said Mr. Anastasio. AGE had been in the midst of a court-supervised sales process since filing for Chapter 11 bankruptcy protection on Feb. 8, 2010. "Operating in bankruptcy for over a year has been a great challenge for the employees of AGE Refining and I applaud their perseverance," said Eric Moeller, the Chapter 11 Bankruptcy Trustee. "We are very pleased that a company of NuStar's caliber has agreed to buy these assets. NuStar not only offered a good purchase price, but is a financially strong and growing company with the resources and expertise to invest in the refinery, run it safely and reliably, serve as a good neighbor, and provide the employees with outstanding compensation and benefits. NuStar also has a track record of taking care of all of the stakeholders when it makes an acquisition. This agreement represents a major milestone as we bring the bankruptcy to a positive conclusion for everyone involved," Mr. Moeller said. About NuStar Energy L.P. NuStar Energy L.P. -- http://www.nustarenergy.com/-- is a publicly traded, limited partnership based in San Antonio, with 8,417 miles of pipeline; 90 terminal and storage facilities that store and distribute crude oil, refined products and specialty liquids; and two asphalt refineries with a combined throughput capacity of 104,000 barrels per day. The partnership's combined system has over 94 million barrels of storage capacity. One of the largest asphalt refiners and marketers in the U.S. and the second largest independent liquids terminal operator in the nation, NuStar has operations in the United States, Canada, Mexico, the Netherlands, the United Kingdom and Turkey. About Age Refining Age Refining, Inc. owns a refinery in San Antonio, Texas. It manufactures, refines and markets jet fuels, diesel products, solvents and other highly specialized fuels. The Company filed for Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 10-50501) on Feb. 8, 2010. Aaron Michael Kaufman, Esq.; Carol E. Jendrzey, Esq.; and Mark E. Andrews, Esq., t Cox Smith Matthews Incorporated, represent the Chapter 11 debtor. The Company estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities in its bankruptcy petition. Eric Moeller has been named chapter 11 trustee to take management of the Debtor from Chief Executive Glen Gonzalez. In November 2010, the trustee filed suit against Mr. Gonzalez, alleging he breached his fiduciary duty by dipping into Company coffers for his personal use while paying himself an excessive salary and stock distributions, according to My San Antonio. AGE REFINING: Extends Maturity of Credit Facility to July 15 ------------------------------------------------------------ Eric J. Moeller, the court-appointed Chapter 11 Trustee in AGE Refining, Inc.'s bankruptcy case, and JP Morgan Chase Bank, NA, as lender and administrative agent, entered into a 7th amendment of a postpetition credit agreement among them and certain lender parties. The Trustee notifies the U.S. Bankruptcy Court for the Western District of Texas that under the 7th Amendment, the expiration date of the credit financing agreement is extended to July 15, 2011. The Court's original final order on the Credit Facility was entered in December 2010. Parties to the Facility have entered into several amendments of the agreement since then. The 6th Amendment, executed in January 2011, increased the amount of the revolver credit facility to an aggregate total of $60 million and extended the facility expiration date to April 30, 2011. The loan proceeds are utilized to pay the Debtor's overhead and operating expenses and ordinary course of business obligations. About Age Refining AGE Refining, Inc. owns a refinery in San Antonio, Texas. It manufactures, refines and markets jet fuels, diesel products, solvents and other highly specialized fuels. The Company filed for Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 10-50501) on Feb. 8, 2010. Aaron Michael Kaufman, Esq.; Carol E. Jendrzey, Esq.; and Mark E. Andrews, Esq., at Cox Smith Matthews Incorporated, represent the Chapter 11 debtor. The Company estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities in its bankruptcy petition. Eric Moeller has been named chapter 11 trustee to take management of the Debtor from Chief Executive Glen Gonzalez. In November 2010, the trustee filed suit against Mr. Gonzalez, alleging he breached his fiduciary duty by dipping into Company coffers for his personal use while paying himself an excessive salary and stock distributions, according to My San Antonio. ALPHA, LLC: Files for Bankruptcy Protection in Tennessee -------------------------------------------------------- Alpha, LLC filed for protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 11-03976) on Apr. 19 in Nashville. According to Bloomberg News, Alpha, LLC, a waterfront real estate developer, estimated less than $50,000 in assets against liabilities of $10 million to $50 million. The Lexington, Kentucky-based company said in court filings that among its unsecured debts it owes $4 million to Peter Brunner of Aurora, Oregon-based Peter Brunner Capital LLC. Other unsecured creditors listed by the Debtor include Brian Wright of Franklin, Tennessee, to whom Alpha owes $298,097 and William Wright of Birmingham, Alabama, to whom Alpha owes $265,827, court papers show. Alpha estimates that after excluding exempt property and paying administrative expenses "there will be no funds available for distribution to unsecured creditors," according to court filings. ALPHA, LLC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Alpha, LLC 3399 Tates Creek, Suite 150 Lexington, KY 40502 Bankruptcy Case No.: 11-03976 Chapter 11 Petition Date: April 19, 2011 Court: U.S. Bankruptcy Court Middle District of Tennessee (Nashville) Judge: Keith M. Lundin Debtor's Counsel: Thomas Larry Edmondson, Sr., Esq. T. LARRY EDMONDSON, ATTORNEY AT LAW 800 Broadway, 3rd Floor Nashville, TN 37203 Tel: (615) 254-3765 Fax: (615) 254-2072 E-mail: larryedmondson@live.com Estimated Assets: $0 to $50,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/tnmb11-03976.pdf The petition was signed by Mark Hemphill, manager. AMERICA WEST: Widens Net Loss to $16.1-Mil. in 2010 --------------------------------------------------- America West Resources, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $16.14 million on $10.07 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $8.70 million on $11.01 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $23.47 million in total assets, $32.58 million in total liabilities, and a $9.11 million stockholders' deficit. MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about America West's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has a working capital deficit and has incurred significant losses. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/DiykIA About America West Based in Salt Lake City, Utah, America West Resources, Inc., is an established domestic coal producer engaged in the mining of clean and compliant (low-sulfur) coal. The majority of the Company's coal is sold to utility companies for use in the generation of electricity. APRIA HEALTHCARE: S&P Affirms 'BB-' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Rating Services said it affirmed its 'BB-' corporate credit rating and all issue-related ratings on home health care service provider Apria Healthcare Group Inc. "We revised the outlook to negative, given cash flow that is below our expectations and ongoing working capital management issues," S&P related. "Our on Apria Healthcare Group Inc. reflects the company's aggressive financial risk profile as a sponsor-owned company. The rating also considers Apria's exposure to third-party reimbursement and an uncertain pricing environment," said Standard & Poor's credit analyst Tahira Wright. Still, we view the company as having a fair business risk profile, bolstered by Apria's leading position in providing specialized home health care services and equipment. However, the unsuccessful outsourcing of Apria's billing function has caused the company to fall short of our EBITDA expectations, despite the company's continued initiative to pursue cost savings, which largely have been achieved. The possibility that EBITDA may not meaningfully improve in 2011 contributes to our negative outlook," S&P stated. S&P continued, "As a sponsor-owned company, we view Apria's financial risk profile as aggressive. Lease-adjusted debt leverage was about 4x at Dec. 31, 2010, which includes cost savings already achieved and adjustments for costs attributable to cost savings and 4.5x without one-time adjustments. This is at a level that is a half a turn higher than we expected a year ago. We expected cost savings already achieved to assist in reducing debt leverage to about 3.5x. Leverage is more than double what it was before its acquisition by The Blackstone Group in 2008. While the company can continue to grow organically and realize some additional cost savings to offset potential adverse reimbursement changes, the task of returning outsourcing functions in-house will pose a challenge in building EBITDA." ARK DEVELOPMENT: Case Summary & 10 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Ark Development/Oceanview, LLC 701 West Cypress Creek Road, Suite 301 Fort Lauderdale, FL 33309 Bankruptcy Case No.: 11-20382 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: John K. Olson Debtor's Counsel: Philip J. Landau, Esq. SHRAIBERG, FERRARA, & LANDAU P.A. 2385 N.W. Executive Center Dr # 300 Boca Raton, FL 33431 Tel: (561) 443-0800 E-mail: plandau@sfl-pa.com Scheduled Assets: $12,000,000 Scheduled Debts: $9,772,531 The petition was signed by Issac Kodsi, managing member. List of 10 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Stone Profiles, LLC sub-contractor $15,874 1127 Poinsettia Drive Delray Beach, FL 33444 LFH Acquisition Corp. sub-contractor $8,806 dba Labor for Hire c/o Brian M. Abelow 5561 N. University Drive, Suite 102 Pompano Beach, FL 33067 Allied Elevator Company, sub-contractor $6,300 Inc. 18101 N.W. 82nd Court Hialeah, FL 33015 Casale Marble Imports, sub-contractor $2,450 Inc. FL Dept of Revenue Unknown Internal Revenue Service Unknown Internal Revenue Service Unknown Internal Revenue Service Unknown Internal Revenue Service Unknown US Attorney Southern District Unknown of Florida BARZEL INDUSTRIES: Agrees to Pay $18,500 for Mid-Atlantic's Claim ----------------------------------------------------------------- Barzel Industries, Inc., and its debtor affiliates entered into a Bankruptcy Court-approved stipulation with Mid-Atlantic Crane & Equipment Company to resolve certain claims and actions in connection with the Debtors' bankruptcy cases. Debtor Nova Tube Indiana LLC is party to an agreement with Mid- Atlantic for the construction and installation of two 15-ton cranes and runways at a facility owned by Nova Tube in Indiana. Mid-Atlantic contended that the Debtors owe it $271,134 for equipment, materials and labor due. To resolve their dispute, the parties agree that the Debtors will pay Mid-Atlantic $18,500 in full satisfaction of the Mid-Atlantic Claim. In exchange, Mid-Atlantic will withdraw its secured claim, mechanic's lien and mechanic's lien motion against the Debtors. About Barzel Industries Norwood, Massachusetts-based Barzel Industries, Inc., was in the business of processing and distributing steel. The Company manufactured steel for the construction and industrial manufacturing industries, and produces finished commercial racking products. Barzel Industries -- aka Novamerican Steel Inc. and Symmetry Holdings Inc. -- and seven affiliates filed for Chapter 11 on September 15, 2009 (Bankr. D. Del. Case No. 09-13204). Judge Christopher S. Sontchi presides over the cases. J. Kate Stickles, Esq., and Patrick J. Reilley, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, and Gerald H. Gline, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, N.J., serve as the Debtors' counsel. On the same day, Barzel Industries filed applications for relief under the Canadian Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice -- Commercial List. Barzel Industries recorded assets of $370,145,000 against debts of $375,412,000 as of May 30, 2009. Barzel sold most of the assets in November 2009 for $75 million to Norwood, Massachusetts-based Chriscott USA Inc. Secured lenders agreed to a settlement later where they received a release of claims in return for giving up $800,000. BERNARD L MADOFF: Picard Bills $43.2MM For Oct.-Jan. Work --------------------------------------------------------- Ashby Jones, writing for The Wall Street Journal, reports that Baker & Hostetler's Irving Picard, the trustee appointed to oversee Bernard L. Madoff's estate, is seeking payment of $43.2 million for his and his firm's four-months' work in the case. According to the report, from Oct. 1 to Jan. 31, Mr. Picard billed almost 955 hours on Madoff-related work. Mr. Picard charged $748 an hour. The firm billed 116,399 hours at $371 an hour, according to Mr. Picard's filing. Amanda Remus, a Picard spokeswoman, declined to comment on the report, the Journal relates. In the filing, Mr. Picard said he and his lawyers bill the Madoff estate, not tapping the fund of customer property. "The payment of fees and expenses to the trustee and any of his counsel has absolutely no impact on recoveries" by Madoff investors, he said. The Journal notes that Baker Hostetler has made $175.5 million on Madoff-related matters since late 2008, when Mr. Madoff was arrested. Mr. Picard has filed more than 1,000 suits seeking money for Mr. Madoff's investors, and has recovered more than $7.6 billion, out of about $17 billion in principal lost, according to his latest calculations. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping $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 $6.85 billion in claims by investors has been allowed, with $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. BIG WHALE: Court Sets June 17 as Claims Bar Date ------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Wisconsin set June 17, 2011, as deadline for creditors of the Big Whale LLC to file proofs of claim. The Debtor said it is in the drafting stages for its plan of reorganization and anticipates filing that plan and the accompanying disclosure statement in the coming weeks. About Big Whale The Big Whale, LLC, owns 49 parcels of real property in Milwaukee County, Wisconsin. Those properties contain 138 rentable residential and commercial units. The Big Whale owns one industrial warehouse property, which is leased to various commercial/manufacturing tenants that operate their respective businesses in the building. The rental units are used to produce rental income from individual residential and commercial tenants. The Big Whale is managed by Steve Lindner and his sister, Debra Lindner. The Big Whale filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-23756) on March 21, 2011. Justin M. Mertz, Esq., at Kerkman & Dunn, serves as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed $12,278,647 in total assets and $13,613,203 in total debts as of the Petition Date. BIG WHALE: Court Approves Kerkman & Dunn as Bankruptcy Counsel -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Wisconsin authorized the Big Whale LLC to employ Kerkman & Dunn as bankruptcy counsel. Kerkman & Dunn will charge the Debtors' estate based on the hourly rates of its professionals: Jerome R. Kerkman $310 Michael P. Dunn $310 Justin M. Mertz $225 Associate Attorneys $210-275 Non-Attorney Paraprofessionals $90 To the best of the Debtor's knowledge, Kerkman & Dunn is a "disinterested person" within the meaning of Section 101(14) of the bankruptcy code. Kerkman & Dunn can be reached at: Justin M. Mertz, Esq. KERKMAN & DUNN 757 N. Broadway, Suite 300 Milwaukee, WI 53202 Tel: (414) 277-8200 E-mail: jmertz@kerkmandunn.com About Big Whale The Big Whale, LLC, owns 49 parcels of real property in Milwaukee County, Wisconsin. Those properties contain 138 rentable residential and commercial units. The Big Whale owns one industrial warehouse property, which is leased to various commercial/manufacturing tenants that operate their respective businesses in the building. The rental units are used to produce rental income from individual residential and commercial tenants. The Big Whale is managed by Steve Lindner and his sister, Debra Lindner. The Big Whale, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-23756) on March 21, 2011. In its schedules, the Debtor disclosed $12,278,647 in total assets and $13,613,203 in total debts as of the Petition Date. BLACK RAVEN: Incurs $3.26 Million Net Loss in 2010 -------------------------------------------------- Black Raven Energy, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $3.26 million on $469,000 of total revenue for the year ended Dec. 31, 2010, compared with net income of $20.71 million on $460,000 of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $16.59 million in total assets, $25.80 million in total liabilities, and a $9.21 million stockholders' deficit. Deloitte & Touche LLP, in Denver, Colorado, noted that the Company's recurring losses from operations and stockholders' deficit raise substantial doubt about its ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/KlKheA About Black Raven Denver, Colo.-based Black Raven Energy, Inc., formerly known as PRB Energy, Inc., currently operates as an independent energy company engaged in the acquisition, exploitation, development and production of natural gas and oil in the Rocky Mountain Region of the United States. On Feb. 2, 2009, in connection with its emergence from bankruptcy, PRB Energy changed its corporate name to Black Raven Energy, Inc. On March 5, 2008, PRB Energy, Inc. and its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Colorado. On Jan. 16, 2009, the Bankruptcy Court entered an order confirming PRB Energy reorganization plan. The Plan became effective Feb. 2, 2009. BOATING SERVICES: Dist. Ct. Directs Textron to Advise on Suit ------------------------------------------------------------- In the suit, Textron Financial Corporation, a Delaware corporation, v. Boaters Warehouse/Advanced Boating Services, LLC, a Florida limited liability company corporation f/k/a Advanced Boating Services, LLC, Case No. 2:09-cv-172-FtM-99SPC (M.D. Fla.), Magistrate Judge Sheri Polster Chappell directed the Plaintiff to inform the District Court on or before April 29, 2011, as to how the defendant's bankruptcy plan affects this case, including whether this matter is now moot. The Court will take no further action on its Order directing Defendant to obtain counsel until such time as Plaintiff responds. The suit was stayed as to Defendant on April 13, 2009, until such time as the Bankruptcy Court lifted its stay. The District Court also directed Defendant to advise the Court as to the status or proceedings in the bankruptcy case every 120 days. In its March 17, 2011 Status Report, Defendant informed the Court that the Bankruptcy Court entered its Order Confirming Chapter 11 Plan of the Debtor on Nov. 19, 2009, and entered its Final Decree on Jan. 20, 2010. Accordingly, the bankruptcy case is closed. Defendant noted in its Status Report that the Plaintiff's claim in the instant lawsuit may not be moot. A copy of the District Court's April 19, 2011 Order is available at http://is.gd/Qv5Bgvfrom Leagle.com. Boaters Warehouse/Advanced Boating Services, LLC, fka Advanced Boating Services, LLC, in Port Charlotte, Florida, sells boats and boating supplies. It filed for Chapter 11 bankruptcy (Bankr. M.D. Fla. Case No. 09-05752) on March 26, 2009, Judge Alexander L. Paskay presiding. Chad S. Bowen, Esq. -- ecf@jennisbowen.com -- at Jennis & Bowen, P.L., served as bankruptcy counsel. In its petition, the Debtor listed $1 million to $10 million in assets and debts. BOWE BELL + HOWELL: Wants Quick Sale, Versa-Led Auction on May 31 ----------------------------------------------------------------- Bowe Systec, Inc., et al., have filed with the U.S. Bankruptcy Court for the District of Delaware proposed bidding and auction procedures related to the sale of substantially all of the Debtors' assets free and clear of all liens, claims, encumbrances and interests. The Debtors propose that the Court hold a hearing for the bidding procedures on May 4, 2011. Stalking Horse Agreement Under a stalking horse agreement entered on April 18, 2011, Contrado BBH Funding, LLC, and a Canadian corporation to be formed, each a wholly owned subsidiary of Versa Capital Management Inc., will submit a credit bid for substantially all of the Debtors' assets. The agreement states that the Purchasers will offer employment to at least 85% of the Debtors' active employees effective as of the closing date. The Stalking Horse Bidders will pay all cure obligations in connection with the assumption and assignment of executor contracts and facility leases and all taxes and fees resulting from the transfer of the Debtors' assets. The Stalking Horse Bidders will also assume certain unpaid ordinary course of business postpetition obligations. For the assets, the Stalking Horse Bidders will pay the sum of (i) the credit bid amount: (a) $80 million, plus (b) the Canadian credit bid amount; plus (ii) $302,000; plus (iii) all cure amounts paid or to be paid; plus (iv) the assumed liabilities. The aggregate purchase price for the German assets will be $20,000, plus the assumption of the German obligations. In the event that the Stalking Horse Bidders don't come out as the buyers of the Debtors' assets, the Stalking Horse Bidders will be paid a break-up fee of $1.5 million and an expense reimbursement of up to $1.75 million. Bidding Procedures In the event that the Debtors receive other offers to buy the assets, an auction will be held on May 31, 2011. The Debtors propose that bids must be submitted by May 26, 2011. The sale hearing will be held on June 2, 2011. The Debtors expect the consummation of the sale on June 8, 2011. The Bidding Procedures include a cash deposit of $5 million. Bids must not be less than the sum of (i) the Credit Bid Amount and the Cure Amounts in cash; (ii) the dollar value of the Break-Up Fee in cash; (iii) the dollar value of the Expense Reimbursement in cash; and (iv) $250,000 in cash. A copy of the Bidding Procedures and the Asset Purchase Agreement is available for free at: About BOWE BELL + HOWELL Headquartered in Wheeling, Ill., BOWE BELL + HOWELL -- http://www.bowebellhowell.com/-- is a leading provider of high- performance document management solutions and services. In 1936, the company pioneered gripper arm mail-inserting systems and has one of the world's largest installed bases of such inserters as a result of the technology's flexibility, performance and reliability. The company's complete portfolio of inserting, sorting, plastic card, integrity, cutting, packaging, print-on- demand and software solutions is one of the most comprehensive product offerings for paper-based communications. These solutions are supported by one of the largest dedicated service organizations in the industry. In addition to its headquarters offices, the company maintains major manufacturing and service locations in Durham, N.C. and Bethlehem, Penn. Bowe Bell + Howell sought bankruptcy protection in the U.S. as part of a deal to itself to creditor Versa Capital Management Inc. to pay off debt. Bowe Systec, Inc., Bowe Bell + Howell Holdings, Inc., and other affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-11186) on April 18, 2011. Bowe Systec estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. Lee E. Kau fman, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. McDermott Will & Emery is the Debtors' special corporate counsel. Focus Management Group is the Debtors' financial advisors. Lazard Middle Market LLC is the Debtors' investment banker. The Garden City Group, Inc is the Debtors' claims and notice agent. Bowe Bell + Howell International Ltd., BBH's Canadian subsidiary, commenced parallel ancillary proceeding under Part IV of the Companies' Creditors Arrangement Act. BBH Canada, as the proposed foreign representative for the Debtors in the ancillary proceeding, will ask an Ontario Superior Court judge to recognize the bankruptcy proceedings in the U.S. PricewaterhouseCoopers Inc. is the prospective Information Officer in the Canadian Proceeding. Affiliates Bowe Bell + Howell Holdings, Inc. (Bankr. D. Del. Case No. 11-11186), et al., simultaneously filed separate Chapter 11 petitions on April 18, 2011. CAPITOL HILL: Pillsbury Loses Bid for Fees from Malpractice Suit ----------------------------------------------------------------- Eric Hornbeck at Bankruptcy Law360 reports that U.S. District Judge Royce C. Lamberth ruled Tuesday that a bankruptcy court was right to dismiss Pillsbury Winthrop Shaw Pittman LLP's adversary suit over expenses the firm incurred defending itself in a legal malpractice suit. Judge Lamberth said he hoped his decision would end the seven-year battle between the firm and consulting company Capitol Hill Group, according to Law360. As reported by the Troubled Company Reporter on Sept. 29, 2010, the Bankruptcy Court denied a motion for summary judgment filed by Pillsbury. In a memorandum decision, Judge Teel said an agreement by Capitol Hill not to oppose Shaw Pittman's applications for attorney's fees billed prior to Dec. 15, 2003, required only that the company won't contest the firm's fee applications for services provided through Nov. 30, 2003. The judge said the agreement did not purport to address any malpractice claims that Capitol Hill Group might later pursue against the firm even if relating to the services that were the subject of those fee applications. Capitol Hill Group commenced its bankruptcy case (Bankr. D.C. Case No. 02-00359) by filing a voluntary petition under chapter 11 of the Bankruptcy Code on Feb. 21, 2002, with Shaw Pittman acting as its counsel. CAPMARK FINANCIAL: Files Chapter 11 Plan of Reorganization ---------------------------------------------------------- Carla Main at Bloomberg News reports that Capmark Financial Group Inc. filed a plan to reorganize around a group of 14 units, including its bank, and exit bankruptcy as a smaller company. According to the report, pursuant to the Plan, the reorganized company will issue $1.25 billion in notes to general unsecured creditors who are owed about $7 billion. Creditors will also be given stock in the new company and some cash. After the assets have been given out, the biggest group of creditors, those who hold unsecured loans and notes not guaranteed by collateral, will recover about $3.89 billion, or 56.1% of what they are owed, according to the plan. Bankruptcy Law360 says Capmark intends to streamline operations by eliminating its low-income housing tax credit business. The overall plan consists of 14 separate plans for each of the reorganizing entities, with Capmark's other 32 bankrupt affiliates - all special purpose entities for the LITHC business. "Any alternative to confirmation of the plan would result in significant delays, litigation, lost value and additional costs," the Company said in a disclosure statement describing the Plan, according to Bloomberg News. The Company asked U.S. Bankruptcy Judge Christopher Sontchi to approve the Disclosure Statement, so it can be sent to creditors to help them vote on the Plan. About Capmark Financial Based in Horsham, Pennsylvania, Capmark Financial Group Inc. -- http://www.capmark.com/-- provides financial services to investors in commercial real estate-related assets. Capmark has three core businesses: lending and mortgage banking, investments and funds management, and servicing. Capmark operates in North America, Europe and Asia. Capmark has 1,000 employees located in 37 offices worldwide. On Oct. 25, 2009, Capmark Financial and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 (Bankr. D. Del. Lead Case No. 09-13684). Capmark disclosed assets of US$20 billion against total debts of US$21 billion as of June 30, 2009. Capmark's financial advisors are Lazard Freres & Co. LLC and Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey & LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local counsel. Beekman Advisors, Inc., is serving as strategic advisor. KPMG LLP is tax and accounting advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Official Committee of Unsecured Creditors in Capmark Financial Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as its counsel and JR Myriad LLC as its commercial real estate business advisors. The Committee also retained Cutler Pickering Hale and Dorr LLP as its attorneys for the special purpose of providing legal services in connection with Federal Deposit Insurance Corporation matters. Protech Holdings C LLC, an affiliate of Capmark, filed for Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No. 10-12387). The Debtor estimated assets and debts in excess of $1 billion as of the filing date. Since filing for Chapter 11, Capmark completed three sales to generate more than $1 billion in cash. Berkshire Hathaway Inc. and Leucadia National Corp. bought most of the businesses for $468 million. CAPMARK FINANCIAL: Greenline Ventures Acquires NMTC Business ------------------------------------------------------------ Greenline Ventures LLC has completed the acquisition of the New Markets Tax Credit (NMTC) division of Capmark Financial Group Inc. Since inception of the NMTC program, Capmark's NMTC division has closed over $1.1 billion of NMTC investment funds and financed over $2.5 billion of projects and businesses in low income communities nationwide. The transaction enables Greenline, a newly formed company owned and managed by Capmark's former NMTC employees, to continue the tradition of leadership and innovation established in the NMTC industry underneath Capmark. Greenline will continue the group's historical business focus on (i) capital markets -- including tax credit equity and debt syndication; (ii) fund management; (iii) investment origination; and (iv) NMTC compliance and asset management. "We are very excited about this transaction. Our team has built a strong and successful track record of delivering private capital to communities nationwide that are underserved by traditional financial institutions. As a stand-alone company, we are well positioned to responsibly grow these investment activities while enhancing the positive impact on low income communities," says Patrick Vahey, President of Greenline Ventures. Capmark, which filed for Chapter 11 bankruptcy protection in October 2009, evaluated various strategies to maximize the value of its successful NMTC division. Greenline's acquisition includes all of Capmark's non-loan assets associated with the NMTC program, including its: (a) managing member and administrative member interests in various community development entities; (b) management contracts with various NMTC investment funds; and (c) origination, asset management and servicing contracts with these entities. As part of the transaction, affiliates of US Bancorp (US Bank) acquired the loan assets associated with Capmark's NMTC business. US Bank, the nation's leading tax credit investor in the NMTC program, also serves as the tax credit investor in a majority of the funds managed by Greenline. About Greenline Ventures Greenline Ventures LLC -- http://www.greenlineventures.com/-- is a minority-owned finance company specializing in capital markets solutions for underserved communities nationwide. The company maintains offices in Washington, DC and Denver, CO. About Capmark Financial Based in Horsham, Pennsylvania, Capmark Financial Group Inc. -- http://www.capmark.com/-- provides financial services to investors in commercial real estate-related assets. Capmark has three core businesses: lending and mortgage banking, investments and funds management, and servicing. Capmark operates in North America, Europe and Asia. Capmark has 1,000 employees located in 37 offices worldwide. On Oct. 25, 2009, Capmark Financial and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 (Bankr. D. Del. Lead Case No. 09-13684). Capmark disclosed assets of US$20 billion against total debts of US$21 billion as of June 30, 2009. Capmark's financial advisors are Lazard Freres & Co. LLC and Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey & LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local counsel. Beekman Advisors, Inc., is serving as strategic advisor. KPMG LLP is tax and accounting advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Official Committee of Unsecured Creditors in Capmark Financial Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as its counsel and JR Myriad LLC as its commercial real estate business advisors. The Committee also retained Cutler Pickering Hale and Dorr LLP as its attorneys for the special purpose of providing legal services in connection with Federal Deposit Insurance Corporation matters. Protech Holdings C LLC, an affiliate of Capmark, filed for Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No. 10-12387). The Debtor estimated assets and debts in excess of $1 billion as of the filing date. Since filing for Chapter 11, Capmark completed three sales to generate more than $1 billion in cash. Berkshire Hathaway Inc. and Leucadia National Corp. bought most of the business for $468 million. CAPSALUS CORP: Widens Net Loss to $16-Mil. in 2010 -------------------------------------------------- Capsalus Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $16.02 million for the year ended Dec. 31, 2010, compared with a net loss of $10.89 million during the prior year. The Company has not generated any operating revenues from its continuing operations, and as of Dec. 31, 2010, it had incurred a cumulative consolidated net loss from inception of $30.66 million. The Company's balance sheet at Dec. 31, 2010 showed $4.53 million in total assets, $5.72 million in total liabilities, all current, $1.45 million in long-term debt obligations, net of current portion, and a $2.64 million of total stockholders' deficit. Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/Un54lJ About Capsalus Corp. Atlanta, Ga.-based Capsalus Corp. offers a broad range of solutions to global health problems. WhiteHat Holdings, LLC, was acquired on April 14, 2010. In combining with WhiteHat, the Company is creating a new, consumer-driven business unit, the Nutritional Products Division, focused on healthy food and beverages. CARITAS HEALTH: Court Approves DiConza Traurig as Special Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Caritas Health Care Inc. and its debtor-affiliates to employ DiConza Traurig Magaliff LLP as their special counsel to commence and prosecute any avoidance actions against Siemens Medical, Siemens Financial and Aetna Healthcare. The firm will be paid on these terms: a) Pre-suit Filing Recovery Amount Contingency Fee --------------- --------------- $0-$50,000 22.5% of the gross amounts recovered on each action $50,000-$100,000 17.5% of the gross amounts recovered on each action Amounts over 12.5% of the gross amounts recovered on $100,000 each action b) Post-suit Filing Recovery Amount Contingency Fee --------------- --------------- $0-$50,000 35% of the gross amounts recovered on each action $50,000-$100,000 25% of the gross amounts recovered on each action Amounts over 15% of the gross amounts recovered on $100,000 each action The Debtors assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Caritas Health Care Caritas Health Care Inc. was the owner of Mary Immaculate Hospital and St. John's Queens Hospital. Caritas, created by Wyckoff Heights Medical Center, purchased the two hospitals in a bankruptcy sale in early 2007 from St. Vincent Catholic Medical Centers of New York. St. John's has 227 generate acute-care beds while Mary Immaculate has 189. Caritas Health Care, Inc., and eight of its affiliates sought chapter 11 protection (Bankr. E.D.N.Y., Case No. 09-40901) on Feb. 6, 2009. Jeffrey W. Levitan, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose, LLP, represent the Debtors. Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, represent the official committee of unsecured creditors. Caritas sold the hospitals to Joshua Guttman in November 2009 for $17.7 million. CENTER COURT: Section 341(a) Meeting Set for April 27 ----------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of creditors of Center Court Partners LLC on April 27, 2011, at 1:00 p.m., at 21051 Warner Center Lane, #105, Woodland Hills, California. 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. Based in Agoura Hills, California, Center Court Partners LLC filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-13715) on March 25, 2011. Judge Maureen Tighe presides over the case. Rocky Ortega, Esq., at Law Office of Rocky Ortega, represents the Debtor. The Debtor estimated both assets and debts of between $10 million and $50 million as of the chapter 11 filing. CHASE NC: N.C. Appeals Court Affirms Ruling v. Bankr. Counsel ------------------------------------------------------------- Chase Development Group, PTIA Limited Partnership; Chase Group, Inc., d/b/a Chase Group-Maryland; John Jorgenson; and Michael Mellor, v. Fisher, Clinard & Cornwell, PLLC, and Robert Lefkowitz, No. COA09-1521 (N.C. Ct. App.), was filed on Nov. 6 2007, seeking compensatory damages for negligence arising out of the representation of plaintiffs in a suit filed by lender GMAC Commercial Mortgage Corporation and in the plaintiff's own bankruptcy proceeding. Defendants pled the statute of the trial court sitting without a jury. A judgment containing detailed findings of fact and conclusions of law was entered on May 28, 2009. The judgment found that defendants had breached the applicable standard of care, and that Chase NC was entitled to recover of defendants the sum of $50,000, the amount paid to defendants in fees and costs. As to Messrs. Jorgenson and Mellor, the court found that there were two periods of legal representation by defendants: (1) from October 2003 until April 15, 2004 (the date of filing bankruptcy on behalf of Chase NC); and (2) from the dismissal of the bankruptcy petition until the dismissal of the state court case (March 14, 2006). As to the first period of representation, the trial court held that the claims of Messrs. Jorgenson and Mellor were barred by the three-year statute of limitations. As to the second period of representation, the trial court awarded damages to Messrs. Jorgenson and Mellor of $48,720.16. Costs and interest from the date of filing the lawsuit were also awarded to plaintiffs. From the judgment of the trial court, both plaintiffs and defendants appeal. In an April 19, 2011 decision, Judge Sanford L. Steelman held that each of the challenged findings of fact of the trial court were supported by competent evidence in the record. These findings in turn, support the trial court's conclusions of law. The rulings of the trial court are affirmed, Judge Steelman said. Judges Linda Stephens and Robert N. Hunter, Jr., concurred. A copy of the decision is available at http://is.gd/RfCmYOfrom Leagle.com. Chase NC filed for Chapter 11 bankruptcy on April 15, 2004, represented by Fisher Clinard. On Jan. 19, 2005, the Bankruptcy Court refused to approve Chase NC's plan of reorganization. On April 22, 2005, the Bankruptcy Court dismissed the bankruptcy petition. Lender GMAC instituted foreclosure on the Debtor's property. CHEMTURA CORP: Court Directs Reserve for Oildale Claim ------------------------------------------------------ Chemtura Corporation move for an order estimating the claim -- filed in the original amount of roughly $16.3 million -- of Oildale Energy LLC, to which the Debtors have objected, for purposes of setting a distribution reserve. In his April 19, 2011 Bench Decision, Bankruptcy Judge Robert E. Gerber held that Oildale's claims will ultimately be found to be released as a consequence of provisions in its 2002 settlement with its primary obligor, and to be barred by the statute of limitations by reason of Chemtura's predecessor Crompton's very clear repudiation of any obligations to Oildale in a letter Crompton sent Oildale 7-1/2 years before the filing of Chemtura's chapter 11 case. "Thus I conclude that Oildale's claims ultimately will be disallowed. While that would suggest estimating Oildale's claim at $0, I recognize that the application of the law here is somewhat debatable, and recognize the possibility -- though much less than a likelihood -- that an appellate court might disagree with me," Judge Gerber said. "Accordingly, for the purpose of setting reserves in this case, I am estimating the claim at 30% of the amount of damages that I'd find if the Oildale claim were timely. The parties are to agree upon the appropriate reserve, based on the principles set forth in this decision, or, failing agreement, to arrange for further submissions in support of their alternative positions." A copy of Judge Gerber's ruling is available at http://is.gd/92Exxkfrom Leagle.com. Creditor Oildale Energy LLC is represented by: Richard S. Conn, Esq. Brian L. Holman, Esq. MUSICK, PEELER & GARRETT LLP One Wilshire Boulevard Suite 2000 Los Angeles CA 90017 Tel: (213) 629-7812 E-mail: r.conn@mpglaw.com b.holman@mpglaw.com About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 (Bankr. S.D.N.Y. Case No. 09-11233) on March 18, 2009. The Debtors disclosed total assets of $3.06 billion and total debts of $1.02 billion as of the Chapter 11 filing. Chemtura completed its financial restructuring and emerged from protection under Chapter 11 in November 2010. In connection with the emergence, reorganized Chemtura is now listed on the New York Stock Exchange under the ticker "CHMT". M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, served as bankruptcy counsel for the Debtors. Wolfblock LLP was the Debtors' special counsel. The Debtors' auditors and accountant were KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors were Joele Frank, Wilkinson Brimmer Katcher; their business advisors were Alvarez & Marsal LLC and Ray Dombrowski served as their chief restructuring officer; and their claims and noticing agent was Kurtzman Carson Consultants LLC. The Official Committee of Equity Security Holders tapped Jay Goffman, Esq., and David Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York, as counsel. the Official Committee of Unsecured Creditors retained Daniel H. Golden, Esq., Philip C. Dublin, Esq., and Meredith A. Lahaie, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, as counsel. CHINA TEL GROUP: Incurs $66.6 Million Net Loss in 2010 ------------------------------------------------------ China Tel Group, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $66,623,130 on $955,311 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $56,065,029 on $657,876 of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $3,888,292 in total assets, $28,11,423 in total current liabilities, all current, $35,483 in mandatory redeemable Series B common stock, and a $24,260,614 total stockholders' deficit. Mendoza Berger & Company, LLP, in Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has incurred a net loss of $56,041,182 for the year ended Dec. 31, 2009, cumulative losses of $165,361,145 since inception, a negative working capital of $68,760,057, and a stockholders' deficit of $63,213,793. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/iSOcht About China Tel Based in San Diego, California, and Shenzhen, China, China Tel Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/-- provides high speed wireless broadband and telecommunications infrastructure engineering and construction services. Through its controlled subsidiaries, the Company provides fixed telephony, conventional long distance, high-speed wireless broadband and telecommunications infrastructure engineering and construction services. ChinaTel is presently building, operating and deploying networks in Asia and South America: a 3.5GHz wireless broadband system in 29 cities across the People's Republic of China with and for CECT-Chinacomm Communications Co., Ltd., a PRC company that holds a license to build the high speed wireless broadband system; and a 2.5GHz wireless broadband system in cities across Peru with and for Perusat, S.A., a Peruvian company that holds a license to build high speed wireless broadband systems. CIRTRAN CORP: Incurs $4.95 Million Net Loss in 2010 --------------------------------------------------- Cirtran Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $4.95 million on $9.04 million of net sales for the year ended Dec. 31, 2010, compared with a net loss of $5.81 million on $9.73 million of net sales during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $4.20 million in total assets, $23.31 million in total liabilities, and a $19.11 million total stockholders' deficit. Hansen, Barnett & Maxwell, P.C., Salt Lake City, Utah, noted that the Company has an accumulated deficit, has suffered losses from operations and has negative working capital that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/e5iA3S About CirTran Corporation West Valley City, Utah-based CirTran Corporation (OTC BB: CIRC) -- http://www.CirTran.com/-- markets and manufactures energy drinks under the Playboy brand pursuant to a license agreement with Playboy Enterprises, Inc. The Company also provides turnkey manufacturing services and products using various high-tech applications for electronics manufacturers in various industries. CIT GROUP: Cease and Desist Orders Lifted on Bank Unit ------------------------------------------------------ CIT Group Inc. said the Federal Deposit Insurance Corporation and the Utah Department of Financial Institutions terminated their Cease and Desist orders on CIT Bank that were jointly issued on July 16, 2009. "We are pleased with this decision, which serves as another example of the progress we have made in CIT's restructuring efforts" "We are pleased with this decision, which serves as another example of the progress we have made in CIT's restructuring efforts," said John A. Thain, Chairman and Chief Executive Officer. "CIT remains focused on supporting the small business and middle market sectors that are vital to job growth and the recovery of the U.S. economy." CIT Bank is a state-chartered Utah bank and wholly-owned subsidiary of CIT Group Inc. (NYSE: CIT). It is regulated by the Utah Department of Financial Institutions and the Federal Deposit Insurance Corporation. As of Dec. 31, 2010, it had $4.5 billion of deposits, $7.1 billion of assets, a total capital ratio of 57.7% and Tier 1 Leverage Ratio of 24.2%. About CIT Group Founded in 1908, CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/ -- is a bank holding company with more than $35 billion in finance and leasing assets. It provides financing and leasing capital to its more than one million small business and middle market clients and their customers across more than 30 industries. CIT Group Inc. and affiliate CIT Group Funding Company of Delaware LLC announced a Chapter 11 filing on Nov. 1, 2009 (Bankr. S.D.N.Y. Case No. 09-16565). Evercore Partners, Morgan Stanley and FTI Consulting served as the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel in connection with the restructuring plan. Sullivan & Cromwell served as legal advisor to CIT's Board of Directors. CIT emerged from bankruptcy protection on Dec. 11, 2009, after receiving confirmation of its prepackaged Chapter 11 plan of reorganization. * * * DBRS, Inc., said in February 2011, that the ratings of CIT Group, including its Issuer Rating of B (high), remain unchanged following the Company's announcement of financial results for 4Q10 and for full year 2010. The trend on all long-term ratings is Positive, while the trend on the short-term ratings is Stable. CIT Group carries a 'B3' corporate family rating, with 'stable' outlook, from Moody's Investors Service. Moody's said in August 2010 that CIT's 'B3' CFR is based on the company's improved debt maturity profile and capital position after its 2009 reorganization, as well as its positive operating performance and its progress re-establishing access to certain funding sources since emerging from bankruptcy. CIT has a 'B+/Positive/B' counterparty credit rating from Standard & Poor's Ratings Services. CLEARWATER DEVELOPMENT: Investors Band Together to Bid for Assets ----------------------------------------------------------------- Katy Stech, writing for Dow Jones' Daily Bankruptcy Review, reports that officials at Clearwater Development Inc., said several of its investors have regrouped, forming Reconcile LLC to buy its assets through a court-supervised bankruptcy auction. The Company also assured members that it plans to ask for a bankruptcy loan to cover maintenance to ensure the golf course opens in time for the season. According to DBR, Clearwater Development owns the Brightwater Club, a half-built Colorado neighborhood, which boasts the fifth- longest course in the country. The development itself has 50 single family homes, 65 partially finished single-family homes and a bunch of untouched lots. According to DBR, Company officials proposed to build the neighborhood, which plans for about 500 homes, near the height of the recent real-estate boom. DBR relates the 18-hole course spans 8,005 yards, making it the second-longest course in Colorado and the fifth-longest course in the country, according to Brightwater Club's Web site. DBR relates the Company filed for Chapter 11 bankruptcy protection Monday to clear the financial cloud that hangs over the 963-acre development located at the foot of the Colorado mountains. The Troubled Company Reporter published the Company's chapter 11 case summary in its April 20 edition. About Clearwater Development Clearwater Development, Inc., dba Brightwater Club, in Gypsum, Colorado, filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-18725) on April 18, 2011, Judge Howard R. Tallman presiding. Douglas C. Pearce, II, Esq., at Connolly, Rosania & Lofstedt, P.C., serves as bankruptcy counsel. The Debtor scheduled $8,290,500 in assets and $102,335,480 in liabilities. CNOSSEN DAIRY: Plan Disclosures Set for Hearing on April 28 ----------------------------------------------------------- Cnossen Dairy and its debtor-affiliates filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement explaining their proposed Chapter 11 plan of reorganization. A hearing is set for April 28, 2011, at 10:30 a.m., to consider the adequacy of the Disclosure statement. Overview of the Plan The Plan contemplates that the ongoing business activities of the Debtor continue, and that the Debtor will pay, in full, all indebtedness over time. The working capital required to maintain the cow herd and to plant and harvest the farm crop has customarily been provided through conventional borrowing. Now that Wells Fargo has demonstrated its unwillingness to continue serving as the dairy's primary lender, other means of funding the business's cash flow cycles must be developed. Cnossen Dairy, Cnossen Family Partnership, and UC Farms will be less attractive to other lending institutions due to their bankruptcy filings. The Plan will facilitate the Debtor's reorganization by providing for it to accumulate sufficient cash reserves to internally meet its working capital needs. Once the Debtor is capable of funding its operations without borrowing, the interest savings will contribute to increased profitability, flexibility, and independence. Implementation of the Plan The Plan will be implemented by the Dairy's operations. The pending sale of approximately 2,000 acres of land owned by the Debtor will provide for a significant capital injection. The Debtor's cash flow will be subsidized by paying interest only on the larger debts. The Dairy's obligations include substantial amounts owed to Cnossen Family Partnership and UC Farms. Payments of those claims will provide sufficient funds to those entities so that each will be able to satisfy their respective obligations. During the time required to fulfill the Plan, the Debtor will continue to be managed by Frank Cnossen and Jim Cnossen. The Debtor will continue to operate much as it has in the past. It will continue to farm and produce grain and feed that will be used to reduce its feed expense. It will continue to raise heifers to replace the cows culled from its herd. It will continue to improve its average volume of milk production per cow. Initially, the sale of the two tracts of land known as the Kiker tract and the Huffaker tract will provide some additional working capital, but also debt relief. The proceeds from the sale of the Huffaker tract will be completely available to the Debtor. $500,000 of the net proceeds fro�n the sale of the Kiker tract will initially be used to reduce the indebtedness to Hartford. An additional amount of approximately $900,000 will be held by Hartford until November,20ll. By that time, the Debtor may chose to seek some altemative means of using those funds. In the absence of an alternative use, those funds will be applied to the indebtedness owed Hartford. The principal reductions on Hartford's indebtedness will result in reduced interest payments and will create surplus cash flow by deferring principal payments. Cnossen Dairy will immediately begin making principal and interest payments on Wells Fargo's Herd Loan. Principal payments on the Crop Loan and the Side Note will be deferred until the Debtor has accumulated $6,000,000 in capital. These funds should provide the means necessary for the Debtor to operate as a self-sufficient enterprise in the absence of financed working capital. Once the Debtor has accumulated a sufficient cash reserve, principal and interest payments on the Crop Loan will commence. Once the Crop Loan has been retired, principal and interest payments will then be made on the Side Note. By the time the plan is completed, all indebtedness to Wells Fargo should be paid in full, all other secured loans, with the exception of the real estate note to Hartford, should be paid in full, and the only remaining obligation of the Debtor will be the long-term real estate financing provided by Hartford. Under the Plan, among others, all general unsecured claims of affiliated entities will be paid over a period of 120 months beginning in the 4th month after the Effective Date. More specifically, this class includes a claim by UC Farms, LLC in the amount of $1,107,956, a claim by Cnossen Family Partnership in the amount of $4,190,999, and a claim by Clara Cnossen in the amount of $1,178,561. Cnossen Family Partnership's claim in this class will be offset by a claim Cnossen Dairy has against Cnossen Family Partnership in the amount of $198,560. In addition, all general unsecured claims will be paid within 90 days of the effective date. Should the total amount of Allowed Class 20 claims exceed $3,000,000, such claims shall be paid in equal monthly installments over 120 months, beginning 30 days after the effective date, without interest. Cnossen Dairy's partners will retain their partnership interest. The partners will continue to receive draws and other benefits consistent with and comparable to those provided prior to and subsequent to the Petition Date. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?75b2 A full-text copy of the Chapter 11 Plan Of Reorganization is available for free at http://ResearchArchives.com/t/s?75b3 About Cnossen Dairy Hereford, Texas-based Cnossen Dairy filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-20760) on Nov. 12, 2010. J. Bennett White, Esq., at J. Bennett White, P.C., serves as bankruptcy counsel to the Debtor. Templeton, Smithee, Hayes, Heinrich & Russell, LLP, is the local counsel. The bankruptcy cases of Cnossen Family Partnership and UC Farms, LLC (Case Nos. 10-20793 and 10-20794) are jointly administered with the Cnossen Dairy's case. In its schedules, Cnossen Dairy disclosed $52,147,699 in total assets, and $46,414,850 in liabilities as of the Chapter 11 filing. COMCAM INTERNATIONAL: Incurs $1.35 Million Net Loss in 2010 ----------------------------------------------------------- Comcam International, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $1.35 million on $3.55 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $430,648 on $24,086 of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $2.11 million in total assets, $2.55 million in total liabilities, and a $442,482 total stockholders' deficit. Pritchett, Siler & Hardy, P.C., in Salt Lake City, Utah, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that ComCam International, Inc., and Subsidiary has incurred substantial losses and has a working capital deficit. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/e5iA3S 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. COMPLETE RETREATS: 3rd Party May Fund Trustee's Suit v. Logue ------------------------------------------------------------- The liquidating trustee for Complete Retreats LLC won Bankruptcy Court permission to enter into a funding agreement with CPC Group LTD., wherein CPC will pay the Trust $1.25 million in exchange for the assignment of the first $1.5 million of any proceeds recovered in a suit against Geoffrey Logue and Mid-Atlantic Capital Foundation, Inc., and 80% of any additional recovery from the Logue Defendants. CPC will fund the Trust's costs, fees, and expenses in prosecuting the suit against the Logue Defendants; and pay costs and fees of a foreign proceeding the Trustee initiated in the United Kingdom against the Defendant Logue and others. The Trustee sued the Logue Defendants and others in 2008, seeking to recover certain payments and fraudulent transfers. The Logue Defendants had objected, arguing that the arrangement was champertous and against public policy. The Logue Defendants had a contentious relationship with CPC's principal, Christian Candy, with whom they are engaged in acrimonious litigation in the UK. The Logue Defendants posited that, through his company CPC, Mr. Candy is seeking to help the Trustee merely as a means of harassing them. Moreover, they argued that Mr. Candy's solicitor in the UK contacted the Trustee to suggest to the Trustee that he could have the Logue Defendants' assets frozen. Champerty has been defined as: "A bargain between a stranger and a party to a lawsuit by which the stranger pursues the party's claim in consideration of receiving part of any judgment proceeds." Black's Law Dictionary 231 (6th ed. 1990). In determining whether the Funding Agreement is champertous, Bankruptcy Judge Alan H. W. Shiff looked to Connecticut law, which governs the agreement. Judge Shiff noted that the Logue Defendants rely upon the Connecticut Supreme Court's Rice v. Farrell, 129 Conn. 362 (1942), to support their position that the Funding Agreement is champertous. Even if Rice is binding precedent, the Logue Defendants' reliance on it is unavailing, as Rice clearly states: "[T]he common law doctrines of champerty and maintenance as applied to civil actions have never been adopted in this state, and the only test is whether a particular transaction is against public policy." Likewise, according to Judge Shiff, the Logue Defendants' public policy argument is unpersuasive. Issues to consider when determine whether a funding agreement offends public policy include whether the non-party funder: instigated the litigation; is required to consent to settlement of the litigation; has control of the direction of litigation; and, is a predatory lender taking advantage of an unwary plaintiff. Judge Shiff pointed out that the Trustee commenced the suit years before he knew of or was engaged with CPC, so CPC had nothing to do with the Trustee's commencement of the suit. Further and contrary to the Logue Defendants' contention, there has been no sale or transfer to CPC by the Trustee of his claims which would allow CPC to be the party pursuing the Trustee's fraudulent transfers and recovery claims. Rather, the Trustee continues to be the plaintiff prosecuting his action pursuant to the authority granted to him by the Plan and the Trust. A copy of Judge Shiff's April 14, 2011 Memorandum and Order is available at http://is.gd/hxOCm9from Leagle.com. About Complete Retreats Headquartered in Westport, Connecticut, Complete Retreats LLC operates five-star hospitality and real estate management businesses. In addition to its mainline destination club business, the Debtor also operates an air travel program for destination club members, a villa business, luxury car rental services, wine sales services, fine art sales program, and other amenity programs for members. Complete Retreats and its debtor-affiliates filed for chapter 11 protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245). Nicholas H. Mancuso, Esq. and Jeffrey K. Daman, Esq. at Dechert LLP represented the Debtors in their restructuring efforts. Michael J. Reilly, Esq., at Bingham McCutchen LP, in Hartford, Connecticut, served as counsel to the Official Committee of Unsecured Creditors. No estimated assets have been listed in the Debtors' schedules, however, the Debtors disclosed $308,000,000 in total debts. The Court confirmed the Debtor's plan of liquidation on Nov. 30, 2007. The Plan became effective on Dec. 31, 2007. COMPOSITE TECHNOLOGY: Asks for Court's Nod to Use Cash Collateral ----------------------------------------------------------------- Composite Technology Corporation, et al., seek authority from the U.S. Bankruptcy Court for the Central District of California to use the cash collateral of Partners For Growth II, LP. In April 2010, the Debtors, as borrowers, and Partners For Growth II, LP, as lender, entered into that certain Loan And Security Agreement, pursuant to which PFG made a $10 million loan facility available. The Loan Agreement grants PFG a lien against a range of collateral, including accounts, general intangibles and deposit accounts. As part of its lending arrangement PFG was granted a deposit control arrangement with respect to the accounts that the Debtors maintained at Silicon Valley Bank. The Debtors claim that its assets, and in particular, the value of its patents, exceeds the amount owed to PFG by more than 200%. The Debtors also claim that PFG cannot establish a right to adequate protection. Paul J. Couchot, Esq., at Winthrop Couchot Professional Corporation, explains that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/COMPOSITE_TECHNOLOGY_budget.pdf About Composite Technology Composite Technology Corporation -- http://www.compositetechcorp.com-- develops, produces, and markets energy efficient and renewable energy products for the electrical utility industry. During the fiscal year ended Sept. 30, 2010, the Company operated with one operating segment, the cable segment operated as CTC Cable Corporation. The CTC Cable segment sells ACCC conductor, a composite core, high capacity, energy efficient overhead conductor for transmission and distribution lines, and manufactures and sells ACCC core, the composite core component of the conductor, along with hardware connector accessories specifically designed for ACCC applications. It sells ACCC products directly to customers and through various distribution agreements both internationally and in North America. As of Sept. 30, 2010, CTC Cable had over 9,500 kilometers of ACCC conductor installed. Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-15058) on April 10, 2011, Judge Mark S. Wallace presiding. In its petition, Composite Technology estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Paul J. Couchot, Esq., at Winthrop Couchot PC, serves as the Debtors' counsel. CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed for Chapter 11 protection. The cases are jointly administered, with Composite Technology as the lead case. COMPOSITE TECHNOLOGY: Case Reassigned to Judge Scott Clarkson ------------------------------------------------------------- Composite Technology Corporation, et al.'s Chapter 11 bankruptcy case was reassigned to Judge Scott C. Clarkson on April 13, 2011. About Composite Technology Composite Technology Corporation -- http://www.compositetechcorp.com-- develops, produces, and markets energy efficient and renewable energy products for the electrical utility industry. During the fiscal year ended Sept. 30, 2010, the Company operated with one operating segment, the cable segment operated as CTC Cable Corporation. The CTC Cable segment sells ACCC conductor, a composite core, high capacity, energy efficient overhead conductor for transmission and distribution lines, and manufactures and sells ACCC core, the composite core component of the conductor, along with hardware connector accessories specifically designed for ACCC applications. It sells ACCC products directly to customers and through various distribution agreements both internationally and in North America. As of Sept. 30, 2010, CTC Cable had over 9,500 kilometers of ACCC conductor installed. Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-15058) on April 10, 2011, Judge Mark S. Wallace presiding. In its petition, Composite Technology estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Paul J. Couchot, Esq., at Winthrop Couchot PC, serves as the Debtors' counsel. CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed for Chapter 11 protection. The cases are jointly administered, with Composite Technology as the lead case. COMSTOCK MINING: Widens Net Loss to $60.3-Mil. in 2010 ------------------------------------------------------ Comstock Mining Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $60.32 million for the year ended Dec. 31, 2010, compared with a net loss of $6.06 million during the prior year. The Company had no revenues from operations for the years ended Dec. 31, 2010 and 2009. The Company's balance sheet at Dec. 31, 2010 showed $37.12 million in total assets, $12.45 million in total liabilities and $24.67 million in total stockholders' equity. As reported in the Troubled Company Reporter on April 15, 2010, Jewett, Schwartz, Wolfe & Associates expressed substantial doubt about Goldspring, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has operating and liquidity concerns and has incurred historical net losses approximating $55.0 million as of Dec. 31, 2009. The Company also used cash in operating activities of $3.6 million in 2009. The Company's new auditors, Deloitte & Touche LLP, in Salt Lake City, Utah, in its audit report of the Company's financial statements for 2010, did not raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/n99ZvH About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. CONQUEST PETROLEUM: Incurs $14.49 Million Net Loss in 2010 ---------------------------------------------------------- Conquest Petroleum Incorporated filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $14.49 million on $1.24 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $23.26 million on $914,781 of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $2.66 million in total assets, $28.95 million in total liabilities, and a $26.29 million stockholders' deficit. M&K CPAS, PLLC, in Houston, Texas, noted that Conquest Petroleum has insufficient working capital and reoccurring losses from operations, all of which raises substantial doubt about its ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/omgrVV About Conquest Petroleum Spring, Tex.-based Conquest Petroleum Incorporated (OTC BB: CQPT) -- http://www.conquestpetroleum.com/-- is an independent oil and natural gas company engaged in the production, acquisition and exploitation of oil and natural gas properties geographically focused on the onshore United States. The Company's operational focus is the acquisition, through the most cost effective means possible, of production or near production of oil and natural gas field assets. The Company's areas of operation include Louisiana and Kentucky. CRAGGY LAND: Case Summary & 3 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Craggy Land Co. 38 Carl Roberts Road Alexander, NC 28701 Bankruptcy Case No.: 11-10396 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Western District of North Carolina (Asheville) Judge: George R. Hodges Debtor's Counsel: Robert M. Pitts, Esq. PITTS, HAY & HUGENSCHMIDT, P.A. 137 Biltmore Avenue Asheville, NC 28801 Tel: (828) 255-8085 E-mail: pittsatty@phhlawfirm.com Scheduled Assets: $1,720,200 Scheduled Debts: $1,035,316 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncwb11-10396.pdf The petition was signed by Joshua E. Holmes, president. C.W. MINING: COP Coal Pact Is Estate Property, 10th Cir. Says ------------------------------------------------------------- C.O.P. Coal Development Company, Appellant, v. C.W. Mining Company; Kenneth A. Rushton, Trustee; Aquila, Inc.; Hiawatha Coal Company, Inc., Appellees, No. 10-4054 (10th Cir.), is an appeal asking whether the bankruptcy court correctly determined that the Coal Operating Agreement between C.W. Mining Company and C.O.P. Coal Development Company was property of the debtor's bankruptcy estate and could therefore be assumed and sold by the trustee. COP claims that the Agreement automatically terminated shortly after the bankruptcy petition was filed and that the bankruptcy court erred in determining that the Agreement was property of the estate. During the pendency of the appeal, the trustee for C.W. Mining filed a motion to dismiss, arguing that the appeal is now moot because the Agreement has been sold from the estate. Exercising jurisdiction pursuant to 28 U.S.C. Sec. 158(d)(1), a three-judge panel, consisting of Circuit Judges Paul J. Kelly, Monroe G. McKay, and Scott Milne Matheson, Jr., denied the trustee's motion to dismiss for mootness and affirmed the bankruptcy court's decision. COP and CWM entered into the Agreement in March 1997. The Agreement allowed CWM to mine and remove coal from certain land owned or controlled by COP, and it required CWM to pay royalties to COP on the coal that was removed from the mine. On May 3, 2010, in the course of C.W. Mining's bankruptcy, the trustee agreed to sell the Agreement and other mine assets to Rhino Energy LLC. On the same day, the trustee filed a motion in bankruptcy court seeking approval of the assumption and proposed sale of the Agreement. On August 4, the bankruptcy court entered the Sale Order, which authorized the trustee to assume the Agreement and approved the sale. On August 25, the sale closed as approved by the Sale Order. A copy of the Tenth Circuit's April 19, 2011 decision, penned by Judge Matheson, is available at http://is.gd/aIqxHvfrom Leagle.com. COP Coal is represented by: David L. Pinkston, Esq. Kim R. Wilson, Esq. P. Matthew Cox, Esq. SNOW CHRISTENSEN & MARTINEAU 10 Exchange Pl # 11 Salt Lake City, UT 84111-2824 Telephone: (801) 521-9000 E-mail: dlp@scmlaw.com Kenneth A. Rushton, the Chapter 7 Trustee, is represented by: Michael N. Zundel, Esq. Aaron B. Millar, Esq. PRINCE, YEATES & GELDZAHLER 175 East 400 South, Suite 900 Salt Lake City, UT 84111 Telephone: 801-524-1000 E-mail: mnz@princeyeates.com Creditor Aquila Inc. is represented by: Brent D. Wride, Esq. Steven W. Call, Esq. Elaine A. Monson, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State Street, Suite 1400 Salt Lake City, UT 84111 Telephone: 801-323-3365 E-mail: bwride@rqn.com Based in Salt Lake City, Utah, C.W. Mining Co. dba Co-Op Mining Company operated the Bear Canyon Mine in Emery County, Utah, under the terms of a lease with C.O.P. Coal Development Company, which owns the mine. Aquila Inc., Owell Precast, LLC, and House of Pumps, Inc., filed an involuntary Chapter 11 petition (Bankr. D. Utah Case No. 08-20105) on Jan. 8, 2008. As reported in the Troubled Company Reporter on Nov. 20, 2008, the Chapter 11 case was converted to a Chapter 7 liquidation proceeding. Kenneth A. Rushton serves as the Chapter 7 Trustee, and is represented by Brent D. Wride, Esq., at Ray Quinney & Nebeker, in Salt Lake City. DAIRY PRODUCTION: Committee Wins OK for Odyssey as Fin'l Advisor ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Georgia has granted the official committee of unsecured creditors of Dairy Productions Systems - Georgia LLC, et al., permission to employ Odyssey Capital Group, LLC, as its financial advisor, effective as of Feb. 9, 2011. Odyssey will, among other things, (i) assist the Committee in assessing the Debtors' current financial needs and reviewing the Debtors' financial and operating budgets, and (ii) assist the Committee with respect to its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors, the operation of the Debtors' business and the desirability of the continuance of the Debtors' business. Odyssey will be compensated based on the normal hourly rates of its professionals and other personnel: Managing Editor $355-$395 Director $295-$325 Senior Associate $245-$275 Clerical $85-$100 The Court is satisfied that Odyssey does not represent any other entity having an adverse interest in connection with the case. About Dairy Production Baconton, Georgia-based Dairy Production Systems - Georgia LLC, dba Dairy Production Systems, was formed in November of 2008 and owns the operating assets acquired from Aurora Dairy - Georgia, LLC, exclusive of the real property owned by Aurora-Georgia. DPS Georgia owns approximately 3,490 head of cattle, along with equipment and dairy improvements located on a 1,065-acre farm leased from Aurora-Georgia. DPS Georgia filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ga. Case No. 10-11752) on Oct. 7, 2010. Neil C. Gordon, Esq., Sean C. Kulka, Esq., and Zachary D. Wilson, Esq., at Arnall Golden Gregory LLP, in Atlanta, Ga., serve as the Debtor's bankruptcy counsel. DPS Georgia disclosed assets of $6,178,324 and debts of $19,182,907 as of the Petition Date. Affiliates Dairy Production Systems - Mississippi, LLC (Bankr. M.D. Ga. Case No. 10-11755), Dairy Production Systems, LLC (Bankr. M.D. Ga. Case No. 10-11754), Heifer Haven, LLC (Bankr. M.D. Ga. Case No. 10-11757), and New Frontier Dairy, LLC (Bankr. M.D. Ga. Case No. 10-11756), filed separate Chapter 11 petitions. Dairy Production Systems, LLC, estimated its assets and debts at $10 million to $50 million at the Petition Date. The cases are jointly administered, with Dairy Production Systems - Georgia as lead case. Ward Stone, Jr., and David L. Bury, Jr., at Stone & Baxter, LLP, in Macon, Ga., serve as the official committee of unsecured creditors' bankruptcy counsel. DAIRY PRODUCTION: Can Employ Morgan Joseph as Financial Advisor --------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Georgia has granted the Dairy Productions Systems - Georgia LLC, et al., permission to employ Morgan Joseph TriArtisan LLC as their financial advisor and investment banker, nunc pro tunc to March 24, 2011. Morgan Joseph will provide financial advisory services relating to a restructuring transaction, a financial transaction, or sale transaction. Morgan Joseph will be compensated for its services, and reimbursed for any related expenses, in accordance with Section 328(a) of the Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy Rules, and any other applicable orders of the Court. To the best of the Debtors' knowledge, information, and belief, Morgan Joseph is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Dairy Production Baconton, Georgia-based Dairy Production Systems - Georgia LLC, dba Dairy Production Systems, was formed in November of 2008 and owns the operating assets acquired from Aurora Dairy - Georgia, LLC, exclusive of the real property owned by Aurora-Georgia. DPS Georgia owns approximately 3,490 head of cattle, along with equipment and dairy improvements located on a 1,065-acre farm leased from Aurora-Georgia. DPS Georgia filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ga. Case No. 10-11752) on Oct. 7, 2010. Neil C. Gordon, Esq., Sean C. Kulka, Esq., and Zachary D. Wilson, Esq., at Arnall Golden Gregory LLP, in Atlanta, Ga., serve as the Debtor's bankruptcy counsel. DPS Georgia disclosed assets of $6,178,324 and debts of $19,182,907 as of the Petition Date. Affiliates Dairy Production Systems - Mississippi, LLC (Bankr. M.D. Ga. Case No. 10-11755), Dairy Production Systems, LLC (Bankr. M.D. Ga. Case No. 10-11754), Heifer Haven, LLC (Bankr. M.D. Ga. Case No. 10-11757), and New Frontier Dairy, LLC (Bankr. M.D. Ga. Case No. 10-11756), filed separate Chapter 11 petitions. Dairy Production Systems, LLC, estimated its assets and debts at $10 million to $50 million at the Petition Date. The cases are jointly administered, with Dairy Production Systems - Georgia as lead case. Ward Stone, Jr., and David L. Bury, Jr., at Stone & Baxter, LLP, in Macon, Ga., serve as the official committee of unsecured creditors' bankruptcy counsel. DEEP DOWN: Incurs $17.41 Million Net Loss in 2010 ------------------------------------------------- Deep Down, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $17.41 million on $42.47 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.78 million on $28.81 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $33.62 million in total assets, $10.53 million in total liabilities, and $23.09 million in total stockholders' equity. During the Company's fiscal years ended Dec. 31, 2010 and 2009, the Company has supplemented the financing of its capital needs through a combination of debt and equity financings. Most significant in this regard has been the Company's debt facility the Company has maintained with Whitney National Bank. The Company's loans outstanding under the Amended and Restated Credit Agreement with Whitney become due on April 15, 2012. The Company will need to raise additional debt or equity capital or renegotiate the existing debt prior to such date. The Company is currently in discussions with several lenders who have expressed interest in refinancing its debt. The Company's plan is to refinance the outstanding indebtedness under the Restated Credit Agreement or seek terms with Whitney that will provide an extension of such Restated Credit Agreement along with additional liquidity. However, the Company cannot provide any assurance that any financing will be available to it on acceptable terms or at all. If the Company is unable to raise additional capital or renegotiate its existing debt, this would have a material adverse impact on the Company's business or would raise substantial doubt about its ability to continue as a going concern. In addition, as of Dec. 31, 2010, the Company was not in compliance with the financial covenants under the Restated Credit Agreement. On March 25, 2011 the Company obtained a waiver for these covenants as of Dec. 31, 2010. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/i8iM32 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. DELPHI CORP: New Delphi Buys Back GM & PBGC Stake for $4.39-Bil. ---------------------------------------------------------------- Delphi Automotive LLP announced on March 31, 2011, that it has purchased the Class A interests owned by General Motors Company for $3.8 billion and the Class C interests owned by the Pension Benefit Guaranty Corporation for $594 million. These transactions, funded with cash on the company's balance sheet and $2.5 billion of new bank debt as part of a $3.0 billion credit facility provided by J.P. Morgan Securities LLC, fully retire the ownership shares acquired by GM and the PBGC in connection with Delphi's acquisition by a group of private investors in October 2009. Based on these transactions, the company has an efficient capital structure and a prudent level of debt. "These transactions represent an important step in positioning Delphi to continue to increase shareholder value," said Rodney O'Neal, Delphi president and chief executive officer. "We continue to have significant financial flexibility and remain committed to pursuing opportunities that drive value creation." Delphi reported solid 2010 year-end revenues of $13.8 billion and EBITDA of $1.4 billion, demonstrating significant growth, continued focus on operational excellence and strong emphasis on earnings and cash generation. The Wall Street Journal reported that the repurchase consolidates Delphi's ownership by the consortium of more than 80 investment funds that now control the Company and eases the process if the funds decide to take the Company public. In other news, an analyst said the move away from GM would help distance Delphi from U.S. Government involvement, which could attract some investors, Reuters stated. Delphi to Make Debt Offering Soon, Says CEO Mr. O'Neal said Delphi intends to make a debt offering soon as part of its efforts to simplify its ownership structure and balance sheet, Alisa Priddle of The Detroit News reported. Mr. O'Neal stated in a recent conference that it is better for Delphi to put cash to work on growth and that he desired for a more normal Delphi balance sheet, with more debt and less cash, The Detroit News relayed. "Don't get me wrong, cash is great," Reuters quoted Mr. O'Neal as saying. "I think investors would say, well...if you could have a more normalized balance sheet that would allowed you to lever and take advantage of some things that could be helpful," elaborated Mr. O'Neal, Reuters noted. Mr. O'Neal continued, "With a simplified structure, you get more options to do anything," Reuters noted. Those options could include an initial public offering, Reuters said. Mr. O'Neal added that GM's initial public offering has garnered investor demand for companies in the auto sector, Reuters related. Mr. O'Neal projected vehicle sales in the United States to reach about $13 million, although the impact of the disruptions in the supply of auto parts from Japan remains to be seen, Reuters noted. According to Mr. O'Neal, Delphi is considering some acquisitions but said it is not the main thrust of the parts maker's global expansion plans, according to The Detroit News. Mr. O'Neal's focus at Delphi is to build value, which could be a prelude to an initial public offering, The Detroit News related. * * * The PBGC indicated that it does not know how the repurchase of the Delphi stake will affect benefits and will inform Delphi retirees of their final benefit amount without delay, The Wall Street Journal reported. The pensions for Delphi hourly employees will not be affected by the recent buyback of the PBGC stake, according to IUE-CWA Local 717 president Karen Krolop, www.wfmj.com related. Bruce Gump of Delphi Salaried Retirees Association related that he is still waiting for more information on the change, www.wfm.com added. U.S. Representative Mike Turner reacted to the recent repurchase, calling on GM and Delphi to restore cut pensions instead of "spending billions on consolidation," The Dayton Business Journal reported. "These dollars should be going towards funding the pensions these retirees rightfully earned," Mr. Turner stated, The Dayton Business Journal relayed. The Journal recalled that the PBGC's stake in Delphi was part of a settlement entered by Delphi and PBGC in 2009. The PBGC assumed Delphi's pension plans for 70,000 workers and retirees. About Delphi Corp. Based in Troy, Michigan, Delphi Corporation -- http://www.delphi.com/-- was a global supplier of electronics and technologies for automotive, commercial vehicle and other market segments. Delphi operates major technical centers, manufacturing sites and customer support facilities in 30 countries. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represented the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on January 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On October 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will remain responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DELPHI CORP: GAO Clears Auto Task Force in Pension Issue -------------------------------------------------------- The U.S. Department of the Treasury's Auto Task Force did not dictate General Motors Corp. to provide full pensions to its unionized retirees at Delphi Corp. while reducing retirement benefits to Delphi's salaried retirees, an initial government report revealed, The Buffalo News stated. Neil Barofsky, as special inspector general of The Troubled Asset Relief Program, and the Government Accountability Office's report read, "...the Treasury's mandate to restructure GM included helping GM determine the best resolution of the Delphi bankruptcy from GM's perspective, which was guided by three principles. However, as Treasury asserted in a February 2010 court motion, the Auto Task Force did not dictate what should be done with the Delphi pensions." The GAO also noted that General Motors Company ("New GM") agreed to provide top-ups for the IUE and USWA to help finalize Delphi's bankruptcy. "Delphi remained a significant -- if not the largest -- supplier for GM. Thus, although GM was not required to provide the top-ups to the International Union of Electronic, Electrical, Salaried, Machine and Furniture Workers and United Steelworkers under its bankruptcy settlement, GM was motivated to resolve Delphi's bankruptcy, and Treasury was interested in a quick resolution of the Delphi bankruptcy...," according to the GAO report. Despite the GAO report's lack of evidence to support claims that the U.S. Government favored unionized retirees, supporters of the Delphi salaried retirees continue to think otherwise, The Buffalo News noted. "This report makes it more evident than ever that there was preferential treatment given to the unions at the expense of Delphi retirees," said U.S. House of Representatives Speaker John A. Boehner in a public statement. The Delphi retirees deserve an explanation for this and they deserve accountability, Mr. Boehner insisted. The GAO report also laid out a timeline tracing what happened to pensions from GM's spin off of Delphi in 1999 to its assumption of Delphi pension responsibility in 2008-2009, The Buffalo News stated. Jim Frost, a leader of retirees from Delphi's Lockport, New York facility, also disagreed with the conclusion made by the GAO, according to The Buffalo News. "We had meetings with these people... I know what their attitude was" Mr. Frost said of The Auto Task Force, the report added. The GAO plans to release a final report at the end of 2011 that will investigate why unionized retirees were treated differently than their non-unionized counterparts. A full-text copy of the initial GAO report is available for free at http://bankrupt.com/misc/Delphi_Mar30GAOReport.pdf About Delphi Corp. Based in Troy, Michigan, Delphi Corporation -- http://www.delphi.com/-- was a global supplier of electronics and technologies for automotive, commercial vehicle and other market segments. Delphi operates major technical centers, manufacturing sites and customer support facilities in 30 countries. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represented the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on January 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On October 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will remain responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DELTA STARR: 5th Cir. Affirms Chapter 7 Conversion -------------------------------------------------- Vincent Bruno and John Treen filed two motions in the bankruptcy court on August 11, 2009, requesting (1) that the bankruptcy court set aside its previous order converting the bankruptcy proceedings for Delta Starr Broadcasting L.L.C. from Chapter 11 to Chapter 7; and (2) that the court dismiss the bankruptcy petition of La-Terr Broadcasting Corporation for lack of subject matter jurisdiction. The bankruptcy court denied both motions. The district court affirmed. Mr. Treen appeals. In an April 19, 2011 decision, the United States Court of Appeals for the Fifth Circuit held that the district court did not err in affirming the bankruptcy court's denial of the motions to set aside the Delta Starr conversion order and to dismiss the La-Terr bankruptcy. Accordingly, the district court's judgment is affirmed. The case before the Appeals Court is John Treen, Sr., v. Orrill, Cordell, & Beary, L.L.C., No. 10-30195 (5th Cir.). The three- judge panel consists of Circuit Judges William Lockhart Garwood, Jennifer Elrod, and Leslie H. Southwick. A copy of the Court's per curiam decision is available at http://is.gd/3xK3dHfrom Leagle.com. Delta Starr is a Louisiana limited liability company, which was founded in 2000 by Vincent Bruno and Michael Starr, each of whom owned a 50% share in the entity. The sole asset of Delta Starr was a 98% stake in La-Terr Broadcasting Corporation, which owned a radio station in Thibodaux, Louisiana. In 2003, John Treen purchased a one-third interest in Delta Starr; as a result of this purchase, Messrs. Treen, Bruno, and Starr each owned a one-third stake in Delta Starr. On March 22, 2005, Mr. Bruno filed for voluntary Chapter 11 bankruptcy on behalf of Delta Starr. On Feb. 20, 2006, Mr. Starr moved to convert the proceedings to a Chapter 7 liquidation, citing the hopeless deadlock between him self and Mr. Bruno. The same day, Mr. Starr also filed a voluntary petition placing La- Terr into Chapter 7 bankruptcy, and requested joint administration of the two bankruptcies because the business was inextricably interwoven. The bankruptcy court ordered the conversion of the Delta Starr bankruptcy to Chapter 7, approved the Chapter 7 proceedings for La-Terr, and appointed a trustee to oversee administration of the assets of both companies' estates. DENTON LONE: Court Confirms Reorganization Plan ----------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas confirmed Denton Lone Oak Holdings L.P.'s Fourth Amended Chapter 11 Plan of Reorganization. The Plan provides that the Debtor, among other things, intends to continue operation of The Holiday Inn & Suites Denton in Denton, Texas, and to reorganize its business by restructuring the debt owing to Morgan Stanley into a one-year interest only note with an interest rate of LIBOR plus 575 with two possible one-year extensions. Under the Plan, among other things: * Unsecured critical vendor claimants, owing $40,000, are being paid 50% of their total claims; * Unsecured non-critical claimants, owing $2,325,000, are being paid 3% of their total claims; * Unsecured required vendor claimants, owing $3,500, are being paid 75% of their total claims; and * Unsecured professional claimants, owing $66,341, are being paid 1% of their total claims. The Court also ruled that the Debtor will have until Dec. 31, 2011, to address the issues identified in the deficiency review dated March 8, 2011, and conducted by Holiday Hospitality Franchising, Inc., provided that the Debtor will have the option of (a) rejecting the lease with WASCO Capital Services, LLC/Sterling National Bank, or (b) replacing its televisions at the end of the WASCO Lease on or about March, 2012. About Denton Lone Denton Lone Oak Holdings, L.P., a Texas limited partnership, owns and operates The Holiday Inn & Suites Denton in Denton, Texas. The Partnership filed for Chapter 11 bankruptcy protection (Bankr. E.D. Texas Case No. 10-40836) on March 15, 2010. Russell W. Mills, Esq., at Hiersche Hayward, Drakeley & Urbach, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. DOLLAR THRIFTY: Moody's Raises Corporate Family Rating to 'B2' -------------------------------------------------------------- Moody's Investors Service raised Dollar Thrifty Automotive Group, Inc's Corporate Family Rating and Probability of Default Rating to B2 from B3 and also raised the rating of the company's secured term loan and credit facility to B1 from B2. The Speculative Grade Liquidity rating is SGL-3 and the outlook is positive. Rating Rationale The upgrade reflects Dollar's strong position in the value segment of the US car rental industry, as well as the company's improving credit metrics, competitive operating performance, and modest level of corporate debt. The rating action is also supported by favorable industry fundamentals that include industry-wide fleet size that is being maintained at a moderate level relative to demand and strong used car prices. The positive outlook reflects the possibility for further improvement in the rating if Dollar can maintain strong operating performance relative to peers, continue to operate with modest levels of corporate debt, and manage shareholder distribution initiatives in line with earning and free cash generation. The rating action and outlook reflect Moody's view of Dollar's standalone credit profile and do not reflect the potential effect of an acquisition of Dollar by Avis Budget Group, Inc.(B1/stable). Avis has an outstanding offer to acquire Dollar and the companies are pursuing FTC approval to determine whether a transaction could be undertaken. An acquisition by Avis would likely have neutral- to-positive implications for Dollar's rating. Dollar has a highly competitive position in the value segment of the US car rental sector. During 2010 this position enabled the company to generate debt/EBITDA of 2.6x, EBIT/interest of 2.4x and an EBIT margin of 17.5% (excluding gains on disposals). These metrics are record levels for Dollar and they compare well with those of Avis and Hertz Corporation (B1/stable). Notwithstanding its relatively small size (with approximately 12.5% share of the US on-airport market) Dollar maintains a competitive operating model. However, Moody's believes that its concentration in the leisure segment is a potential source of risk during economic downturns. An additional strength is Dollar's relatively modest amount of corporate debt -- only $145 million. This represents only 10.5% of total unadjusted debt -- a level that is significantly below that of Avis and Hertz. Moody's notes, however, that Dollar's board has authorized a $100 million share repurchase program and that pressure on the company to undertake aggressive distributions to shareholders could increase if a sale of Dollar to Avis is not consummated. Any upward movement in Dollar's rating would be dependent upon shareholder distributions remaining in line with free cash generation and earnings, and upon corporate debt remaining a modest portion of the capital structure. The principal focus of key players in the car rental industry is on lowering operating costs, growing ancillary revenues, improving utilization rates, and expanding return measures. Importantly, the rental industry has remained disciplined in terms of maintaining fleet size in line with demand. Although pricing within the industry will remain competitive, these industry fundamentals moderate the risk that any player will look to grow market share by lowering prices. This is an important positive for the overall pricing environment. We expect that used car prices will remain strong due to the healthier operating models the Detroit-3 auto manufactures have embraced since the 2009 restructuring of the industry. This operating model focuses on managing production levels in line with retail demand rather than managing production to cover a high fixed cost structure. Used car prices will also benefit from the shortage of new cars available from Japanese manufacturers. Dollar's liquidity profile and SGL-3 Speculative Grade Liquidity rating are supported by the company's unrestricted cash position of approximately $563 million and $230 million in borrowing capacity available under a revolving credit facility that matures in 2013. The company has minimal amounts of non-fleet debt maturing during the coming twelve months. Although the ABS market remains available to provide refunding for future fleet purchases, the heavy reliance of Dollar and most of its peers on continuing annual access to considerable amounts of ABS funding constrains the liquidity profile and Speculative Grade Liquidity rating. Dollar's rating could be considered for upgrade during the next twelve to eighteen months if the company's operating performance, along with any shareholder distribution initiatives, will enable it to continue to strengthen its credit metrics, including: debt/EBITDA under 3.0x and EBIT/interest over 2.0x. A upgrade would also require the maintenance of a sound liquidity profile. Pressure on the outlook and rating would most likely result if the company were to adopt a more aggressive shareholder distribution strategy. Such a strategy could result in pressure on the rating if it contributed to metrics of these levels: debt /EBITDA approaching 3.5x and EBIT/interest below 1.5x. The last rating action for Dollar was a change in the outlook to positive on April 28, 2010. The principal methodology used in rating Dollar Thrifty Automotive Group, Inc was the Global Equipment and Automobile Rental Industry Methodology, published December 2010. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. DRYSHIPS INC: Swings to $190.4 Million Profit in 2010 ----------------------------------------------------- Dryships Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F reporting a net income of US$190.45 million on US$859.74 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of US$12.03 million on US$819.83 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed US$6.98 billion in total assets, US$3.08 billion in total liabilities and US$3.90 billion in total equity. Deloitte, Hadjipavlou Sofianos & Cambanis S.A., noted that the Company's inability to comply with financial covenants under its original loan agreements as of Dec. 31, 2009, its negative working capital position and other matters raise substantial doubt about its ability to continue as a going concern. The Annual Report may also be accessed through the DryShips website www.dryships.com at the Investor Relations section under Quarterly and Annual Reports. Shareholders may also request a hard copy of the Annual Report, which includes the Company's complete 2010 audited financial statements, free of charge, by contacting Capital Link Inc., the Company's investor relations advisor, using the contact details provided: Investor Relations / Media: Nicolas Bornozis President Capital Link, Inc. 230 Park Avenue, Suite 1536 New York, NY 10169 Tel. (212) 661-7566 E-mail: dryships@capitallink.com A full-text copy of the annual report on Form 20-F is available for free at http://is.gd/y26t1Q About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". On Nov. 25, 2010, DryShips Inc. entered into a waiver letter for its US$230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through Dec. 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to US$761.4 million. DRYSHIPS INC: Restates 2009 Annual Report on Form 20-F ------------------------------------------------------ Dryships Inc. filed with the U.S. Securities and Exchange Commission Amendment No. 1 to the Annual Report on Form 20-F/A for the year ended Dec. 31, 2009, as filed with the SEC on April 9, 2010. In 2011 and subsequent to the issuance of the Company's 2009 consolidated financial statements, the Company's management determined that the amount of interest capitalized pursuant to ASC 835-20, Capitalization of Interest (ASC 835-20) for four drillships under construction for the year ended Dec. 31, 2009 was erroneously calculated. The errors comprised these: * From the amount of the expenditures for the qualifying assets, the Company erroneously excluded the portion of the purchase price of two drillships under construction acquired by its consolidated subsidiary, Ocean Rig UDW, that was paid for in shares of stock of Ocean Rig UDW. * From the calculation of the capitalization rate used to determine capitalized interest, the Company erroneously excluded borrowings of its consolidated subsidiary, Ocean Rig UDW, and certain borrowings of DryShips Inc. The correction of the errors results in an increase in the amount of interest capitalized in 2009 by $7.9 million and a corresponding decrease in interest and finance costs for the year ended Dec. 31, 2009. In addition, the Company erroneously accounted for under ASC 815- 30, Cash Flow Hedges (ASC 815-30), the settlement payments made in 2009 on interest rate swaps that were designated and effective as cash flow hedges on variable rate debt interest on which was being capitalized as cost of drillships under construction by immediately reclassifying the entire settlement payments from accumulated other comprehensive loss to interest and finance costs in the statement of operations. A portion of the settlement payments on interest rate swaps is reclassified back to AOCL and will be reclassified to interest and finance costs at the same time that the capitalized interest on the hedged variable rate debts is recognized in income through depreciation. The correction of the erroneous application of ASC 815-30 results in a decrease in interest and finance costs for the year ended Dec. 31, 2009 and an increase in AOCL by $5.3 million as of Dec. 31, 2009. The Company has restated its consolidated financial statements for the year ended Dec. 31, 2009 to reflect the adjustments discussed above, resulting in an aggregate (i) decrease in net loss of $13.2 million, (ii) decrease in loss per common share of $0.06, (iii) increase in net cash provided by operating activities of $7.9 million and (iv) increase in net cash used in investing activities of $7.9 million. The Restated Financial Statements are otherwise identical in all respects to the financial statements contained in the Company's 2009 Annual Report. In addition, new Reports of Independent Registered Public Accounting Firms have been issued in relation to the audit of the Restated Financial Statements and of the effectiveness of internal control over financial reporting, the latter of which expresses an adverse opinion. In connection with the restatement, the Company has concluded that it did not maintain effective disclosure controls and procedures and internal controls over financial reporting as of Dec. 31, 2009. The restated statement of operations reflects a net loss of US$12.03 million on US$819.83 million of revenue for the year ended Dec. 31, 2009, compared with a net loss of US$25.20 million on US$819.83 million of revenue as originally reported. The Company's restated balance sheet at Dec. 31, 2009 showed US$5.80 billion in total assets, US$2.99 billion in total liabilities and US$2.81 billion in total stockholders' equity, compared with US$5.79 billion in total assets, US$2.99 billion in total liabilities and US$2.80 billion in total stockholders' equity. A full-text copy of the Annual Report as amended is available for free at http://is.gd/9soNAt About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". On Nov. 25, 2010, DryShips Inc. entered into a waiver letter for its US$230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through Dec. 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to US$761.4 million. Deloitte, Hadjipavlou Sofianos & Cambanis S.A., noted that the Company's inability to comply with financial covenants under its original loan agreements as of Dec. 31, 2009, its negative working capital position and other matters raise substantial doubt about its ability to continue as a going concern. DRYSHIPS INC: George Economou Discloses 13.9% Equity Stake ---------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, George Economou and its affiliates disclosed that they beneficially own 58,003,832 shares of common stock of DryShips Inc. representing 13.9% of the shares outstanding. According to American Stock Transfer & Trust Company, the Company's transfer agent, there were 399,136,033 Common Shares issued and outstanding as of April 12, 2011. A full-text copy of the filing is available for free at http://is.gd/33uUTz About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". On Nov. 25, 2010, DryShips Inc. entered into a waiver letter for its US$230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through Dec. 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to US$761.4 million. Deloitte, Hadjipavlou Sofianos & Cambanis S.A., noted that the Company's inability to comply with financial covenants under its original loan agreements as of Dec. 31, 2009, its negative working capital position and other matters raise substantial doubt about its ability to continue as a going concern. EAST COAST: Wants to Use Rents to Fund Case; Wells Fargo Objects ---------------------------------------------------------------- East Coast Development II, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of North Carolina to use cash collateral. Amy M. Currin, Esq., at Stubbs & Perdue, P.A., explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. One of the Debtor's primary sources of continued income is through operations, including the rental of real property. The income generated from the Debtor's rental property business may constitute cash collateral of BB&T, Ciena Capital, First Bank, Georgia Capital, and Wells Fargo Bank. Prior to filing, BB&T, et al., took security interests in assets of the Debtor. Wells Fargo Objects Wells Fargo Bank, National Association, successor by merger to Wachovia Bank, National Association, objects to the Debtor's use of cash collateral. On Feb. 2, 2011, the Debtor filed articles of merger with the North Carolina Secretary of State causing two separate legal entities, Movies One, LLC, and 100 Block of Market Street, LLC, to cease their independent existence and to be rolled up into one entity, the Debtor. According to Wells Fargo, the merger was done without notice to the creditors of the Former Entities, and in violation of the loan documents governing various loans between the Former Entities and Wells Fargo, and in violation of the loan documents of First Bank, Ciena Capital and BB&T. "This corporate shell game was commenced following a failure by Movies One to service the debt associated with various commercial real estate rental properties and the failure by Movies One to cooperate once Wells Fargo exercised its rights with respect to an assignment of rents from said commercial rental properties. Since the rental income generated by Wells Fargo's collateral was sufficient to service the Wells Fargo debt and pay the expenses of the properties serving as its collateral, it is assumed that such rents were being used without the consent of Wells Fargo to fund other projects, or going directly to James A. McFarland, Jr., the principal of the Debtor, Movies One and 100 Block. There is no question that the rents were not being used to pay Wells Fargo, as required under the terms of the loan documents and the assignments of rents. In addition to violating the terms of its loans, this maneuver deprives this Court of its authority to decide a number of issues, including, but not limited to the following: (i) when and whether substantive consolidation is an appropriate legal remedy: (ii) whether one law firm may represent related debtors with potential claims against one another and (iii) the propriety of the prepetition transfers that created the Debtor," Wells Fargo states. Wells Fargo asks that (i) rents for its collateral be segregated; (ii) the Debtor make monthly adequate protection payments to Wells Fargo in the amount of not less than $20,000 per month; and (iii) a replacement lien on rents associated with Wells Fargo's collateral be granted to the extent and priority of Wells Fargo's lien on pre-petition rents. Wells Fargo and the Debtor are diligently working to enter into a consent order providing for the consensual use of cash collateral upon terms and conditions satisfactory to the Debtor and Wells Fargo. Wells Fargo is represented by: A. Lee Hogewood III John R. Gardner K&L GATES LLP Post Office Box 17407 (27619-7047) 4350 Lassiter at North Hills Avenue, Suite 300 Raleigh, North Carolina 27609 Tel: (919) 743-7306 Fax: (919) 516-2006 About East Coast Development Wilmington, North Carolina-based East Coast Development II, LLC, dba 100 Block of Market Street, LLC, is in the business of renting real property located in Onslow County, New Hanover County, Guilford County, Wake County, Brunswick County, North Carolina, and Greenville County, Charleston County, and Richland County, South Carolina. East Coast filed for Chapter 11 bankruptcy protection (Bankr. E.D. N.C. Case No. 11-02792) on April 8, 2011. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., serves as bankruptcy counsel. According to its schedules, the Debtor disclosed $24,792,275 in total assets and $12,172,815 in total debts as of the Petition Date. ENERTECK CORP: Incurs $2.76 Million Net Loss in 2010 ---------------------------------------------------- Enerteck Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $2.76 million on $231,314 of product sales for the year ended Dec. 31, 2010, compared with a net loss of $2.05 million on $404,335 of product sales during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $809,000 in total assets, $2.46 million in total liabilities, and a $1.65 million total stockholders' deficit. Going Concern Doubt During the years ended Dec. 31, 2010 and 2009, the Company incurred recurring net losses of $2,763,000 and $2,054,000, respectively. In addition, at Dec. 31, 2010, the Company has an accumulated deficit of $24,214,474. These conditions raise substantial doubt about the Company's ability to continue as a going concern, according to the Form 10-K. The Company's continuation as a going concern is contingent upon its ability to obtain additional financing and to generate revenues and cash flow to meet its obligations on a timely basis. Management believes that sales revenues for 2010 and 2009 were considerably less than earlier anticipated primarily due to circumstances which have been corrected or are in the process of being corrected. Management expects that marine, railroad and trucking sales should show significant increases in 2011 over what has been generated in the past, as a result of the expected outcome of long term client demonstrations from several extremely large new clients will take place during 2011 and 2012. The Company has been able to generate working capital in the past through private placements and issuing promissory notes and believes that these avenues will remain available to the Company if additional financing is necessary. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/HOlKDB About Enerteck Corporation EnerTeck Corporation (OTC BB: ETCK.OB) -- http://www.enerteck.net/ -- was incorporated in 1935 and is based in Stafford, Texas. The Company develops, acquires and manufactures combustion enhancement, emission reduction and other performance improvement technologies for the heavy duty transportation industry. EnerTeck's flagship product, EnerBurn(TM), is a diesel fuel specific combustion catalyst, delivered to the engine via the diesel fuel, to improve the combustion rate of the fuel. ENVIRONMENTAL INFRASTRUCTURE: Incurs $2.56MM Net Loss in 2010 ------------------------------------------------------------- Environmental Infrastructure Holdings Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $2.56 million on $3.27 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $7.83 million on $4.61 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $988,407 in total assets, $6.09 million in total liabilities, and a $5.10 million total stockholders' deficit. Going Concern As of Dec. 31, 2010, the Company has a total stockholders' deficit of $3,877,682 and negative working capital of $1,108,749. Additionally, the Company incurred a Net Loss of $2,229,349 for the year ended Dec. 31, 2010. These factors raise substantial doubt about the Company's ability to continue as a going concern, according to the Form 10-K The Company will continue seeking to raise money through a series of equity and debt transactions in 2011. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/78UvTB About Environmental Infrastructure West Conshohocken, Pa.-based Environmental Infrastructure Holdings Corp. is the parent company of various environmental manufacturing, engineering and services companies. Currently the company has two wholly owned subsidiaries in Equisol, LLC and Xiom Corp. FANNIE MAE: Foreclosures on Apartment Buildings Rise ---------------------------------------------------- Dow Jones' DBR Small Cap reports that for more than three years, Fannie Mae has faced surging foreclosures on deteriorating home loans. Now, it also has to deal with an uptick in souring loans backing apartment buildings made as the market peaked four years ago. Last year, Fannie acquired 232 properties through foreclosure -- more than double the amount in 2009 -- and loans backing another 481 properties were seriously delinquent. According to DBR, the rise is a reminder that despite the rebound in apartment-building prices in leading markets, owners and their lenders are still hurting in many parts of the country. About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. The Company's balance sheet at Dec. 31, 2010 showed $3.222 trillion in total assets, $3.224 trillion in total liabilities and a $2.52 billion total deficit. Fannie Mae has been under conservatorship, with the Federal Housing Finance Agency acting as conservator, since September 6, 2008. As conservator, FHFA succeeded to all rights, titles, powers and privileges of the company, and of any shareholder, officer or director of the company with respect to the company and its assets. The conservator has since delegated specified authorities to Fannie Mae's Board of Directors and has delegated to management the authority to conduct day-to-day operations. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9% of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. FISHER ISLAND: Seeks Dismissal of Creditors' Ch. 11 Petition ------------------------------------------------------------ Fisher Island Investments, Inc., asks the United States Bankruptcy Court for the Southern District of Florida to dismiss the involuntary bankruptcy petition filed against it by Solby+Westbrae Partners, 19 SHC Corp., Ajna Brands Inc., 601/1700 NBC LLC, Axafina Inc., and Oxana Adler LLM. Representing the Alleged Debtor, Patricia A. Redmond, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida -- predmond@stearnsweaver.com -- contends that genuine issues of material fact bearing upon the Alleged Debtor's liability and amounts due to each Petitioning Creditor exist. Accordingly, she points out, involuntary relief against the Alleged Debtor should not be granted because the Petitioning Creditors' claims are the subject of a bona fide dispute. The Alleged Debtor's debts are generally being paid when due, excluding contingent claims or claims, which are the subject of a bona fide dispute as to liability and amount, Ms. Redmond contends. She adds that the Involuntary Petition was filed in bad faith for the improper purpose of forum shopping. Accordingly, the Alleged Debtor asks the Court that (i) involuntary relief not be granted, and (ii) judgment be entered in its favor and against Petitioning Creditor for costs, reasonable attorneys' fees, compensatory damages caused by the filing of the Involuntary Petition, and punitive damages for the bad faith involuntary bankruptcy filing as provided in Section 303(i) of the Bankruptcy Code. The Court will convene a hearing on May 17, 2011, to consider the Motion to Dismiss. About Fisher Island Solby+Westbrae Partners; 19 SHC, Corp.; Ajna Brands, Inc.; 601/1700 NBC, LLC; Axafina, Inc.; and Oxana Adler, LLM, filed an involuntary Chapter 11 petition against Miami Beach, Florida-based Fisher Island Investments, Inc. (Bankr. S.D. Fla. Case No. 11- 17047) on March 17, 2011. On the same date, involuntary Chapter 11 petitions were also filed against the Company's affiliates, Mutual Benefits Offshore Fund, LTD (Bankr. S.D. Fla. Case No. 11-17051) and Little Rest Twelve, Inc. (Bankr. S.D. Fla. Case No. 11-17061). FRAC TECH: Moody's Puts 'B2' Rating on $550MM Senior Notes ---------------------------------------------------------- Moody's Investors Service affirmed Frac Tech Services, LLC's B1 Corporate Family Rating (CFR) and changed the rating outlook to negative from stable. Moody's also placed the B2 rating on the company's $550 million senior notes due 2018 under review for possible upgrade. These rating actions follow the announcement that an investor group including Temasek Holdings (Private) Limited and RRJ Capital (Investor Group) is acquiring the majority shareholder of Frac Tech. Moody's assigned a B1 CFR to a new holding company, Frac Tech International LLC, formed to acquire Frac Tech's equity ownership and a B2 rating to its proposed $1.7 billion term loan facilities. The rating outlook for Frac Tech International is also negative. The term loan rating is subject to a review of the final documentation and capital structure. Ratings Rationale "Despite the very large increase in debt from this buyout, we affirmed the B1 CFR due to Frac Tech's currently strong earnings and the good prospects for free cash flow generation and debt reduction over the next year and a half," commented Pete Speer, Moody's Vice-President. "However, our negative outlook highlights the risk that the company doesn't execute on its earnings growth and leverage reduction plan in advance of the next cyclical downturn in demand for its services." Frac Tech International will use a substantial cash equity investment by the Investor Group and the proceeds from a $1.5 billion term loan to purchase the majority equity ownership in Frac Tech and make a cash distribution to Chesapeake Energy Corporation (Chesapeake, rated Ba2 CFR). Following the transaction, the Investor Group will own 70% of Frac Tech International, with the remaining 30% primarily owned by Chesapeake. The B1 CFR of Frac Tech International is supported by Frac Tech's high quality fleet of fracturing equipment and substantial market position in several U.S. producing basins. The rating is restrained by the significant amount of debt relative to the tangible asset base, the cyclicality of demand for its services and its concentration in one service line. While pressure pumping demand and pricing is currently strong, Frac Tech competes with Schlumberger (rated A1), Baker Hughes (rated A2) and Halliburton (rated A2). These are much larger companies with deeper financial resources and diverse product and service lines. Pro forma for the significant increase in term loan debt from the acquisition, consolidated Debt/EBITDA at Dec. 31, 2010 was around 2.7x based on annualized fourth quarter 2010 EBITDA. This pro forma leverage is acceptable for the B1 CFR, but this metric would rapidly deteriorate in a cyclical downturn in drilling activity. The company plans to generate significant free cash over 2011 and 2012 and reduce its term loan borrowings. This forecast is supported by positive industry fundamentals and the company's meaningful committed contract cover into 2012. The negative outlook could be changed to stable if the company executes on its debt reduction plans. Conversely, further increases in debt levels to fund capital expenditures, acquisitions or dividends to shareholders could result in a ratings downgrade. Pursuant to the change of control provision in the senior notes indenture, Frac Tech will have to offer to redeem the senior notes at 101% of par value plus accrued interest following the closing of the acquisition. In order to fund this potential redemption, Frac Tech International will utilize a committed $200 million delayed draw term loan, cash balances at Frac Tech, and then additional contractually committed equity funding from the Investor Group. Frac Tech had approximately $292 million of cash at Dec. 31, 2010 and is expected to not reduce its cash balance below $150 million to fund the notes redemption in order to maintain adequate liquidity. The proposed Frac Tech International term loan will be secured by the equity ownership in Frac Tech and mature in five years from closing. The term loan will require 1% annual amortization and that Frac Tech distribute the maximum permissible quarterly restricted payments under its senior notes indenture to Frac Tech International to provide cash for debt service, accelerated principal repayment, and permissible distributions to equity owners to cover taxes. Since the term loan will be structurally subordinated to the senior notes and other liabilities of Frac Tech, the term loan has been rated B2 (LGD 4, 68%), one notch beneath the B1 CFR. The existing senior notes will benefit from their structurally superior position in the capital structure relative to the term loan. In addition, Frac Tech management decided not to close the committed $200 million senior secured credit facility that was planned in connection with last year's notes offering, eliminating this potential priority claim to the assets. Therefore the existing B2 senior notes rating is likely to be upgraded one to two notches depending on the amount of notes actually redeemed and use of the delayed draw term loan, final provisions in the term loan agreement restricting future senior secured debt at Frac Tech and other considerations. The review of the notes rating will be concluded following the completion of the change of control offer. Frac Tech's B1 CFR will be withdrawn at that time as it is effectively being replaced by the CFR at Frac Tech International. The principal methodology used in rating Frac Tech was the Global Oilfield Services Industry Methodology, published December 2009. Frac Tech Services, LLC, is a privately held oilfield services company headquartered in Cisco, Texas. The company is one of the largest providers of hydraulic fracturing services in North America. FRAC TECH: S&P Affirms 'B+' Corporate Credit Rating --------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Cisco, Texas-based fracturing service provider Frac Tech Services LLC to negative from stable. "At the same time, we affirmed the 'B+' corporate credit rating on the company," S&P stated. "We assigned a 'B+' issue-level rating (the same as the corporate credit rating) and '4' recovery rating to the company's proposed $1.7 billion term loan due 2016. The '4' recovery rating indicates our expectation of average (30% to 50%) recovery in the event of a payment default. We also raised the issue-level rating on the $550 million senior unsecured notes to 'BB' (two notches higher than the corporate credit rating). We revised the recovery rating to '1', indicating our expectation of a full recovery in the event of default, from '3'," S&P noted. "We revised the outlook as a result of the proposed leveraging transaction, whereby the company plans to issue a $1.7 billion term loan to partially fund a buyout of its original founders by Singapore investment company Temasek/RRJ Capital and to pay a dividend to existing owners," said Standard & Poor's credit analyst Lawrence Wilkinson. (The existing owner is primarily Chesapeake Energy [BB+/Stable/--]). Frac Tech Services may also issue a $200 million delayed draw term loan (DDTL) to redeem the existing $550 million in senior unsecured notes (along with cash), if holders elect to put the notes to the company under "change of control" provisions. The corporate credit rating reflects the company's weak business risk profile and aggressive financial risk profile. "Our assessment of the company's business risk profile hinges on its position as a fracturing service provider (pressure pumping services provided to exploration and production companies in the oil and gas industry as part of well completion) subject to the high degree of demand and price volatility inherent in the market for fracturing services. The weak business risk profile also reflects the highly competitive nature of the industry, the significant planned capacity additions in the industry over the next one to two years, and the company's high concentration in the gas-levered Haynesville shale. However, Frac Tech is now redirecting some of its equipment to oil and liquids-rich plays," S&P continued. "Our rating and outlook reflects our expectation that Frac Tech will have a pro forma capital structure that is in line with the 'B+' rating, with debt leverage slightly over 3x and funds from operations (FFO) to debt above 20% at year-end 2011. During 2011, we expect Frac Tech to continue to benefit from strong demand for fracturing services near term due to the increasing frac intensity per well, the shift to oil drilling, as well as the need for exploration and production companies to complete wells in order to retain leases, particularly in the Haynesville shale. However, these positive factors will at least partially be offset by the expected growth in U.S. fracturing capacity, estimated at 50% to 75% in 2011. Frac Tech itself is planning to add 60% to its existing capacity this year," according to S&P. "The negative outlook reflects the increased leverage associated with the proposed buyout transaction, as well as our concerns about overcapacity in the U.S. fracturing services industry. We could lower the rating if leverage increases materially, a scenario we think could occur as a result of significantly weaker market fundamentals or aggressively financed growth initiatives," S&P stated. S&P added, "We could revise the outlook to stable if operating performance exceeds our expectations due to strong market conditions and we believe these conditions will be sustainable, or if the company is successful in reducing its debt, potentially from its planned IPO." FRANKLIN PACIFIC: Court Allows Sale of Shalamar Apartments ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Franklin Pacific Finance LLLP to sell to Student Housing Associates LLC for $5,750,000 a 162-unit apartment known as the Shalamar Apartments, located at 1640 Aquarena Springs Drive, in San Marcos, Texas. The Court approved the sale, free and clear of all liens and claims. The Court also found that the Buyer is a good faith purchaser as provided in Section 363(m) of the Bankruptcy Code. 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 disclosed $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 FRE REAL ESTATE: Wants Access to Cash Collateral Until September ---------------------------------------------------------------- FRE Real Estate, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral. The Debtor is indebted to its mortgage lender NexBank in the principal amount of $60,692,277, with $662,552 of accrued but unpaid interest. NexBank's note is collateralized by the Debtor's properties: Fenton Centre, the Adjacent Land, the Thermalloy Building, and the Three Hickory Tract. The indebtedness bears interest at the contract rate of 4.25%. At the contract rate, the monthly payment of principal and interest due under the mortgage is approximately $214,951.64, not counting a tax escrow of $117,533. Robert A. Simon, Esq., at Barlow, Garsek & Simon, L.L.P., explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. During the first 14 days, the Debtor requests authority to expend $106,759, which should be sufficient to prevent irreparable harm to Debtor, pending a final hearing on the Debtor's request to use cash collateral. In exchange for the use of cash collateral, the Debtor proposes that: -- on July 3, 2011, the Debtor will start making monthly payments of adequate protection equal to the monthly interest on the mortgage indebtedness at the non-default contract rate, or approximately $215,000; -- the Debtor will keep the properties fully insured against loss and pay all delinquent property taxes; -- the Debtor will enhance the value of the properties by continuing its leasing efforts and by performing routine maintenance and repairs; -- the Debtor will grant the lender a replacement lien on all postpetition rents and common area maintenance charges, and other cost reimbursements collected from tenants to the extent and with the priority that such liens existed prepetition; and -- the Debtor's rents will continue to be paid into a lockbox controlled by NexBank. NexBank will remain in control of its cash collateral. The Debtor will use collateral through May 2011 pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/FRE_REAL_ESTATE_budget.pdf The Debtor anticipates that it will shortly file an amended budget that goes through Sept. 30, 2011. Highland Capital Objects Highland Capital Management, L.P., special servicer of the secured loan in the original principal amount of $62 million advanced to the Debtor, objects to the Debtor's request to use cash collateral. The Special Servicer says, "This Second Chapter 11 Case is an ill- conceived and bad faith attempt by the Debtor to derail the Special Servicer's foreclosure of the Debtor's real property in North Texas, commonly referred to as the Fenton Centre, and neither the Debtor nor the Fenton Centre have the ability to service the secured debt with which the property is encumbered. The Special Servicer holds a valid mortgage lien on the Fenton Centre2, which has been in default multiple times over the last two years and continuously for the last seven months. With absolutely no legitimate or reasonable strategy in place to satisfy its mortgage indebtedness -- presently in excess of $60 million -- the Debtor now seeks this Court's countenance in delaying the Special Servicer's efforts to realize the benefit of its bargain and foreclose on its collateral under the guise of a purported reorganization effort." According to the Special Servicer, the Fenton Centre has three significant infirmities that absolutely prohibit any ability to reorganize: (a) an appraised value of $39 million (compared to a debt in excess of $60 million); (b) an occupancy rate of approximately 50%, and (c) an absolute assignment of rents/leases prohibiting the Debtor from utilizing funds from the Fenton Centre to fund a reorganization. "In reality, this Second Chapter 11 Case is a classic two-party dispute/bad faith filing initiated one day before a scheduled foreclosure sale," the Special Servicer states. The Special Servicer says that because it holds a present and absolute assignment of the rents/leases from the Debtor, the Debtor lacks any ownership interest in the rents/leases. "As such, the income from the Fenton Centre is not cash collateral, thus requiring the denial of the motion. Given that there is absolutely no operating income that the Debtor can utilize to operate its business, the Second Chapter 11 Case is a sham for which no reorganization is possible whatsoever," the Special Servicer claims. The Special Servicer states that the Debtor has not demonstrated and cannot demonstrate that the Special Servicer's interests are adequately protected. The Special Servicers asks the Court to (i) direct the Debtor and its agents and representatives to immediately turn over to the Special Servicer that portion of the collateral derived from the rents/leases, and constituting cash collateral that is in the Debtor's possession, or that of the Debtor's agents and representatives, or in any accounts at any financial institutions or otherwise under the Debtor's control; and (ii) direct the Debtor to segregate and account for any and all proceeds of the rents/leases presently in its, or its agents and representatives possession and control, or hereafter received by the Debtor, or any entity under the Debtor's control, from any source, and to turn over to the Special Servicer any additional proceeds of the rents/leases as collected and segregated. The Special Servicer is represented by: Michael D. Warner Emily S. Chou COLE, SCHOTZ, MEISEL, FORMAN & LEONARD, P.A. 301 Commerce Street, Suite 1700 Fort Worth, Texas 76102 Tel: (817) 810-5250 Fax: (817) 810-5255 E-mail: mwarner@coleschotz.com echou@coleschotz.com About FRE Real Estate Fort Worth, Texas-based FRE Real Estate, Inc., aka Fenton Real Estate, Inc., owns a commercial real estate complex comprising two seven-story office towers totaling approximately 696,458 square feet and two five-level parking garages located at 1501-1503 and 1505-1507 LBJ Freeway in Farmer's Branch, Texas 75234. FRE Real Estate filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-42042) on April 4, 2011. Robert A. Simon, Esq., at Barlow Garsek & Simon, LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $50 million to $100 million. The Debtor intends to recast the mortgage through a plan note with a longer maturity, at the same interest rate. Alternatively, the Debtor may elect to sell the Property in a controlled liquidation. Because the mortgage grants a lien on the rents and other charges generated by the Property, NexBank has a lien on the Debtor's cash. FRE Real Estate previously filed for Chapter 11 bankruptcy protection on Jan. 4, 2011 (Bankr. N.D. Tex. Case No. 11-30210). John P. Lewis, Jr., at the Law Office of John P. Lewis, Jr., served as the Debtor's bankruptcy counsel. Wells Fargo Capital Finance, a major secured creditor of the Debtor, however, asked the Bankruptcy Court to dismiss the Debtor's Chapter 11 bankruptcy case on the grounds that the petition was filed in bad faith. Bankruptcy Judge Barbara J. Houser agreed to dismiss the case, acknowledging that there was no "good business justification" for TCI Texas Properties LLC to transfer 10 properties securing the Wells Fargo loan to FRE -- and at the same time other affiliates of TCI transferring numerous properties to FRE -- then later have FRE file for bankruptcy. Judge Houser said that absent the "new debtor syndrome", bankruptcy law would have put each mortgage lender "substantially in control, if not in complete control." GAS CITY: Court Extends Plan Filing Exclusivity Until June 30 ------------------------------------------------------------- The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the Northern District of Illinois extended the exclusive periods of Gas City, Ltd., and its debtor-affiliates to file a Chapter 11 plan until June 30, 2011, and solicit acceptances of that plan until July 30, 2011. The Debtors related that they intend to maintain a framework conducive to an orderly, efficient and cost-effective going- concern sale process and allow them time to conclude these Chapter 11 cases fairly and efficiently. The Debtors added that they have devoted a substantial amount of time and resources to, among other things, negotiating cash collateral and sale procedures issues, negotiating a global settlement with their creditors regarding the allocation and distribution of sale proceeds, filing their schedules of assets and liabilities and statements of financial affairs, and conducting the marketing and going concern sale process. Most recently, on April 4, 2011, the Debtors held an auction for the assets to be sold as part of the sale. About Gas City Gas City Ltd. -- http://www.gascity.net/-- based in Frankfort, Illinois, is an independent petroleum marketer with locations in Northeast Illinois, Northwest Indiana, Florida and Arizona. Gas City sought Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 10-47879) on Oct. 26, 2010, estimating assets at $50 million to $100 million and debts at $100 million to $500 million. Gas City's parent, the William J. McEnery Revocable Trust dated Apr. 22, 1993, filed a separate Chapter 11 petition (Bankr. N.D. Ill. Case No. 10-47895). Paul V. Possinger, Esq., Mark K. Thomas, Esq., Grayson T. Walter, Esq., at Proskauer Rose LLP, in Chicago; and Daniel A. Zazove, Esq., and Kathleen A. Stetsko, Esq., at Perkins Coie LLP, in Chicago, represent the Debtors. A. Jeffrey Zappone at Conway Mackenzie is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims agent. The Official Committee of Unsecured Creditors has tapped Pachulski Stang Ziehl & Jones LLP and Levenfeld Pearlstein, LLC, as co-counsel and Mesirow Financial Consulting, LLC, as financial advisors. GENTA INC: Has 86.04 Million Outstanding Common Shares ------------------------------------------------------ Genta Incorporated informed the U.S. Securities and Exchange Commission that the number of outstanding shares of its common stock par value $0.001 as of April 15, 2011, is 86,043,542. About Genta Incorporated Berkeley Heights, New Jersey-based Genta Incorporated (OTC BB: GNTA) -- http://www.genta.com/-- is a biopharmaceutical company engaged in pharmaceutical (drug) research and development. The Company is dedicated to the identification, development and commercialization of novel drugs for the treatment of cancer and related diseases. EisnerAmper LLP, in Edison, New Jersey, expressed substantial doubt about Genta's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations, negative cash flows from operations and current maturities of convertible notes payable. Amper, Politziner & Mattia, LLP, in Edison, New Jersey, did not include a going concern explanatory paragraph in its audit report on the Company's financial statements for fiscal 2009. The Company reported a net loss of $167.3 million on $257,000 of sales for 2010, compared with a net loss of $86.3 million on $218,000 for 2009. At Dec. 31, 2010, the Company's balance sheet showed $15.5 million in total assets, $26.8 million in total liabilities, and a stockholders' deficit of $11.3 million. HACIENDA GARDENS: Seeks to Dismiss Chapter 11 Case -------------------------------------------------- Hacienda Gardens, LLC asks the U.S. Bankruptcy Court for the Northern District of California to dismiss its bankruptcy case conditioned upon: (a) payment in cash of all allowed and undisputed unsecured and priority claims; (b) deposit into an attorney trust account for 180 days after dismissal the sums necessary to pay its disputed claims; and (c) the granting of a deed of trust to secure payment of remaining administrative and unsecured claims, whose holders agree to payment of their deferred claims in this manner. The Debtor and its creditors believe that dismissal is now in the best interest of creditors and the estate. They have negotiated a division of proceeds from the sale of the commercial and retail portion of The Hacienda Garden Shopping Center to Michael T. LaBarbera for $17 million cash. With the LaBarbera sale having closed, the Debtor says it is prepared to pay in cash its allowed and priority claims other than one disputed claim for which cash will be held in trust, and the creditors who have agreed to accept a lien and deferred payment. Hence, the Debtor insists, dismissal of its case is appropriate under the circumstances. A hearing will be held on April 29, 2011, to consider the dismissal. About Hacienda Gardens, LLC Cupertino, California-based Hacienda Gardens, LLC, owns and operates a commercial shopping center in San Jose, California. The Debtor leases the Center under the Ground Leases from the Rajkovich Family who own the underlying land. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 10-55423) on May 24, 2010. Heinz Binder, Esq., Robert G. Harris, Esq., and Roya Shakoori, Esq., at Binder & Malter, LLP, in Santa Clara, Calif., represent the Debtor as counsel. The Company estimated assets and debts at $10 million to $50 million. HEARUSA INC: BDO USA Raises Going Concern Doubt ----------------------------------------------- HearUSA, Inc., filed on April 11, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 25, 2010. BDO USA, LLP, in West Palm Beach, Fla., expressed substantial doubt about HearUSA's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring operating losses, negative cash flows from operations, and negative working capital. The Company reported a net loss of $6.9 million on $83.5 million of revenues for the fiscal year ended Dec. 25, 2010, compared with net income of $2.1 million on $88.9 million of revenues for the fiscal year ended Dec. 26, 2009. At Dec. 25, 2010, the Company's balance sheet showed $81.0 million in total assets, $59.9 million in total liabilities, and stockholders' equity of $21.1 million. A complete text of the Form 10-K is available for free at: http://is.gd/ghqRw7 West Palm Beach, Fla.-based HearUSA, Inc. (NYSE Amex: EAR) -- http://www.herusa.com/-- owns 175 hearing care centers in eleven states. The Company also sponsors a network of approximately 2,000 credentialed audiology providers that participate in selected hearing benefit programs contracted by the Company with employer groups, health insurers and benefit sponsors. The centers and the network providers provide audiological products and services for the hearing impaired. HOFMEISTER'S PERSONAL: Files For Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Indianapolis Business Journal reports that Hofmeister's Personal Jewelers Inc. is seeking to reorganize under the protection of Chapter 11 bankruptcy. The Company's largest debts include a loan balance of almost $2.5 million to the downtown Indianapolis office of Pittsburgh-based PNC Bank for inventory, accounts receivables, equipment and furniture. The filing also includes dozens of unsecured claims, including $1.1 million owed to Gems One Corp. in New York for inventory and $300,000 to PNC Bank for a townhome in Steamboat Springs, Colorado. The Company said it also owes $36,215 in sales tax to the Indiana Department of Revenue and more than $73,000 to an affiliate of WTHR-TV Channel 13, $35,000 to the Indianapolis Colts and $20,000 to Indianapolis Monthly for advertising. Hofmeister's Personal Jewelers Inc., doing business as Hofmeister's Keepsake Diamond Center, operates jewelry stores. It was founded by Gary Hofmeister in 1973 in downtown Indianapolis. Mr. Gary's son, Carter, owns 85% of the business and manages operations. Hofmeister's Personal filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 11-04451) on April 13, 2011. Judge Basil H. Lorch, III, presides over the case. Eric C. Redman, Esq., at Redman Ludwig PC, represents the Debtor. The Debtor disclosed $3,799,696 in assets, and $5,483,014 in debts. HONOLULU SYMPHONY: New Owner Has 3-Year Contract With Musicians --------------------------------------------------------------- Rosemarie Bernardo at Star Advertiser reports that the Symphony Exploratory Committee reached a three-year agreement with musicians of the former Honolulu Symphony Orchestra. As reported in the Feb. 28, 2011, edition of the Troubled Company Reporter, a group of prominent business and civic leaders has formed a committee aimed at returning the bankrupt Honolulu Symphony to the concert stage. That committee has asked Steve Monder, retired president of the Cincinnati Symphony Orchestra, and JoAnn Falletta, acclaimed conductor of the Buffalo Philharmonic Orchestra, to develop a business model for the symphony. The group is led by Office of Hawaiian Affairs trustee Oz Stender. According to Star Advertiser, Committee members said under the new contract, approved Monday, 64 full-time musicians will get paid $30,000 for 30 weeks in each of the next two years. Their salary will increase to $31,250 in the third year. Last month the committee acquired the orchestra's assets with a $210,000 bid at an auction. Assets include about 70 musical instruments, a music library of more than 2,700 classical and local orchestral works, and office equipment. About Honolulu Symphony Honolulu Symphony Society filed for Chapter 11 protection on Dec. 18, 2009 (Bankr. D. Hawaii Case No. 09-02978), saying assets are less than $500,000 while debt exceeds $1 million. The symphony blamed the filing on a decline in donations which left the orchestra unable to cover costs, since ticket sales represent only 30% of the budget. In December 2010, the bankruptcy judge entered an order converting the Honolulu Symphony Society's bankruptcy case to Chapter 7 liquidation. The judge said he can't see any benefit in keeping the symphony in Chapter 11 that would generate additional expenses. HOPE SPRINGS: Court Extends Exclusive Filing Period for Plan ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Indiana has extended, at the behest of Hope Springs Partners, LLC, the exclusive period to file a Chapter 11 plan through and including June 20, 2011, and the exclusive period for the Debtor to solicit acceptances to that Chapter 11 plan until Aug. 17, 2011. As reported by the Troubled Company Reporter on March 29, 2011, U.S. Bank National Association, the senior secured lender of the Debtor, filed an objection to the Debtor's request to extend the exclusive periods. U.S. Bank does not believe that the Debtor has made any meaningful efforts to propose or file a Chapter 11 plan since commencing the Chapter 11 case. Carmel, Indiana-based Hope Springs Partners, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 10- 17467) on Nov. 19, 2010, estimating assets at $10 million to $50 million and debts at $1 million to $10 million. No committee of unsecured creditors has been appointed in the Chapter 11 case. Jeffrey J. Graham, Esq., and Jerald I. Ancel, Esq., at Taft Stettinius & Hollister LLP, originally represented the Debtor in its restructuring effort. They were terminated as of Dec. 22, 2010. The Debtor is now being represented by: Ross M. Kwasteniet, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2069 Facsimile: (312) 862-2200 E-mail: ross.kwasteniet@kirkland.com HOSPITAL DAMAS: Court to Consider Financing Extension on April 20 ----------------------------------------------------------------- Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the District of Puerto Rico will consider Hospital Damas, Inc.'s joint motion for extension of Postpetition Senior Secured Financing, subject to the term sheet being filed, on April 20, 2011. The Court previously authorized the Debtor to obtain postpetition financing of up to $1,008,547 from Banco Popular de Puerto Rico, wit the loan due to mature May 1, 2011. Banco Popular is the owner, as of April 30, 2010, of all credit relationships among the Debtor and its affiliate, and Westernbank Puerto Rico. Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 10-08844) on Sept. 24, 2010. Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's bankruptcy counsel. In October 2010, the United States Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors of the Debtor. Todd C. Meyers, Esq., and Colin M. Bernardino, Esq., at Kilpatrick Stockton LLP, represents the Committee as legal counsel, and Edgardo Munoz, Esq., at Edgardo Munoz, PSC, serves the Committee as local counsel. In its schedules, the Debtor disclosed US$24,017,166 in total assets and US$21,267,263 in total liabilities as of the petition date. HOSPITAL DAMAS: Plan Filing Exclusivity Extended Until May 31 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico extended through: (a) May 31, 2011, Hospital Damas, Inc.'s time to exclusively file a Chapter 11 plan of reorganization; and (b) July 31, 2011, its time to solicit acceptances of the Plan. Ponce, Puerto Rico-based Hospital Damas, Inc., filed for Chapter 11 bankruptcy protection on September 24, 2010 (Bankr. D. P.R. Case No. 10-08844). Charles A. Cuprill-Hernandez, Esq., at Charles A. Cuprill, P.S.C., Law Offices, serves as the Debtor's bankruptcy counsel. In October 2010, the United States Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors of the Debtor. Todd C. Meyers, Esq., and Colin M. Bernardino, Esq., at Kilpatrick Stockton LLP, represents the Committee as legal counsel, and Edgardo Munoz, Esq., at Edgardo Munoz, PSC, serves the Committee as local counsel. In its schedules, the Debtor disclosed US$24,017,166 in total assets and US$21,267,263 in total liabilities as of the petition date. HUNTSMAN CORP: S&P Affirms 'B+' Corporate Credit Rating ------------------------------------------------------- Standard & Poor's Ratings Services said it revised the outlook on its corporate credit ratings on Huntsman Corp. and subsidiary Huntsman International LLC to positive from stable. At the same time, Standard & Poor's affirmed its ratings, including the 'B+' corporate credit ratings, on the companies. "The outlook revision to positive reflects our expectation that the company will sustain the ongoing improvement in operating performance and in its leverage-related metrics," said Standard & Poor's credit analyst Paul Kurias. "The key ratio of funds from operations (FFO) to total debt has been improving and as of Dec. 31, 2010, is at the high end of what we consider appropriate for the 'B+' corporate credit ratings. We expect that a strengthening of EBITDA in 2011 will contribute to a further improvement in this ratio." The Salt Lake City-based company has global presence and large market shares -- it is No. 1 in some product categories and a top 5 player in others, which should enable it to pass on raw material cost increases, according to Standard & Poor's. Huntsman's business profile is characterized by strong market shares in a range of differentiated chemical products but is still subject to the vagaries of economic and demand patterns in key end markets. The company has recently benefited from the ongoing economic recovery and its diverse geographic presence, which has boosted volumes throughout recent quarters. Huntsman is a holding company with diverse chemical operations that generated annual sales during 2010 of approximately $9 billion. Through a strategic emphasis on increasing its performance chemicals business, Huntsman has decreased reliance on commodity product categories and positioned the company among the largest differentiated chemical companies worldwide. IASIS HEALTHCARE: Moody's Puts 'Caa1' Rating on $935MM Notes ------------------------------------------------------------ Moody's Investors Service assigned a Ba3 (LGD 2, 23%) rating to IASIS Healthcare LLC's proposed credit facilities, consisting of a $300 million revolver and a $935 million term loan. Moody's also assigned a Caa1 (LGD 5, 78%) rating to the company's proposed offering of up to $935 million of senior unsecured notes. IASIS Healthcare LLC is a wholly owned subsidiary of IASIS Healthcare Corporation (collectively IASIS). Moody's also affirmed the existing ratings of IASIS, including the B2 Corporate Family and Probability of Default Ratings. The outlook for the ratings is stable. Concurrently, Moody's assigned a Speculative Grade Liquidity Rating of SGL-2. Moody's understands that the proceeds of the proposed financing will be used to fund the previously announced proposed purchase of a 78.2% interest in St. Joseph Medical Center in Houston, TX, and repay the outstanding debt of IASIS, including the balance of the PIK loan at the parent holding company. Therefore, Moody's will withdraw the ratings on the company's existing debt upon the close of the transaction. A portion of the proceeds is also expected to be used to fund a distribution to the parent holding company that could be used for future acquisitions or potential distributions to shareholders. Ratings are subject to the closing of the refinancing as proposed and Moody's review of final documentation. Ratings assigned: -- $300 million senior secured revolving credit facility expiring 2016, Ba3 (LGD 2, 23%) -- $935 million senior secured term loan due 2018, Ba3 (LGD 2, 23%) -- $935 million senior unsecured notes due 2019, Caa1 (LGD 5, 78%) -- Speculative Grade Liquidity Rating, SGL-2 Ratings affirmed: -- Corporate Family Rating, B2 -- Probability of Default Rating, B2 Ratings affirmed and to be withdrawn at the close of the transaction: -- Senior secured letter of credit facility due 2014, Ba2 (LGD 2, 18%) -- Senior secured revolving credit facility expiring 2013, Ba2 (LGD 2, 18%) -- Senior secured term loan due 2014, Ba2 (LGD 2, 18%) -- Senior subordinated notes due 2014, B3 (LGD 5, 70%) PIK loan at Holdco due 2014, Caa1 (LGD 6, 91%) IASIS' B2 Corporate Family Rating reflects the company's considerable financial leverage, which will increase as a result of the proposed transaction and significant concentration in a few highly competitive markets. Moody's also expects that free cash flow coverage of debt metrics will deteriorate as a result of the increased cash interest burden and higher cash tax payment obligations. However, while Moody's believes the company may adopt a more aggressive acquisition strategy, Moody's also anticipates that management will remain disciplined in any further increase in leverage. The Speculative Grade Liquidly Rating of SGL-2 reflects Moody's expectation the company will maintain good liquidity, characterized by stable free cash flow generation, despite the increase cash use related to interest and taxes, and ample available cash and revolver balances. Given the increase in leverage and the expectation that cash flow metrics will deteriorate from the company's increased cash burden, Moody's does not anticipate an upgrade of the ratings in the near term. However, Moody's could consider upgrading the rating if adjusted leverage improved to and was expected to be sustained below 5.0 times through either debt repayment or growth in EBITDA. Moody's could downgrade the rating if the company were to increase leverage from the pro forma levels for additional debt financed acquisitions or shareholder initiatives. Moody's could also downgrade the ratings if cash flow coverage of debt was to decline beyond Moody's expectations and result in sustained negative free cash flow. This could result from things such as weak volumes and increased uncompensated care costs, or market specific issues such as changes to the Medicaid program in Arizona that materially impacts the company's Health Choice operations. The principal methodology used in rating IASIS Healthcare Corporation was the Global For-Profit Hospital Industry Methodology, published September 2008. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009 (and/or the Government- Related Issuers methodology, published July 2010. IASIS Healthcare LLC, a wholly owned subsidiary of IASIS Healthcare Corporation, is headquartered in Franklin, Tennessee. IASIS is an owner operator of acute care hospitals in high growth urban and suburban markets. As of Dec. 31, 2010, IASIS operated 17 acute care hospitals and one behavioral health hospital located in seven states. The company also operates Health Choice Arizona, Inc. (Health Choice), a Medicaid and Medicare managed health plan in Phoenix. IASIS HEALTHCARE: S&P Gives 'CCC+' to Senior Unsecured Notes ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its issue- level rating of 'BB-' (two notches above the corporate credit rating) and assigned a recovery rating of '1' to Franklin, Tenn.- based IASIS Healthcare Corp.'s proposed new revolving credit facility. "In addition we assigned our issue-level rating of 'B' (the same as the corporate credit rating) and assigned a recovery rating of '3' to the company's proposed term loan. At the same time, we assigned a 'CCC+' rating and a recovery rating of '6' (two notches below the corporate credit rating) to the company's proposed new senior unsecured notes. The 'B' corporate credit rating was affirmed and the rating outlook was revised to stable from positive," S&P stated. "The ratings on IASIS reflect its weak business risk profile, which is underscored by margin pressures faced by its relatively small base of 17 medium-size acute-care hospitals, notwithstanding its relatively well-established positions in several competitive markets," said Standard & Poor's credit analyst David Peknay. "The company also operates a Medicaid and Medicare managed care plan in Arizona through its Health Choice managed health plan, which is subject to potentially volatile funding from that state." Profit margins have been declining due to several factors including persistent reimbursement pressure that include Medicaid cuts, increasing costs related to physician recruitment, and competition with physicians, to name a few. Operating margins, which had been steady in the 14% range, have been declining for the past year to about 12.0% by the end of 2010. "We believe these factors will not abate in the near term and may result in further margin erosion," said Mr. Peknay. "Health reform legislation may eventually help reduce bad debt but the impact may be offset by other payment reductions or higher costs to meet possible increased demand for services. In addition, potentially smaller price increases from managed care companies could have a significant impact on profitability, particularly because this source generates about 40% of patient revenues generated by its hospitals. Finally, as Health Choice contributes a growing portion of IASIS' revenues, the company's margins will additionally be pressured because of the plan's margins, which are lower than those of the acute hospital services segment's." The rating outlook on IASIS Healthcare Corp. is stable. "Given our view of ongoing operating pressure coupled with the presence of a financial sponsor, we expect IASIS to remain highly leveraged. Therefore we view an upgrade as unlikely over the next year," said Mr. Peknay. "However some unforeseen problem, such as a reimbursement cut that causes a sustainable EBITDA margin decline of 200 basis points and an increase in leverage to over 7x, could suggest a lower rating." IMAGE METRICS: Registers Common Shares With SEC ----------------------------------------------- Image Metrics, Inc., registered with the U.S. Securities and Exchange Commission its common stock, par value $0.001 per share. The holders of the Company's common stock, par value $0.001 per share are entitled to one vote per share. The holders of common stock are entitled to receive ratably such dividends, if any, as may be declared by the Company's board of directors out of legally available funds. However, the current policy of the Company's board of directors is to retain earnings, if any, for the operation and expansion of the Company's business. Upon liquidation, dissolution or winding-up, the holders of common stock are entitled to share ratably in all the Company's assets which are legally available for distribution, after payment of or provision for all liabilities and the liquidation preference of any outstanding preferred stock. The holders of common stock have no preemptive, subscription, redemption or conversion rights. All issued and outstanding shares of common stock are, when issued, fully-paid and non-assessable. About Image Metrics Santa Monica, Calif.-based Image Metrics, Inc., provides technology-based facial animation solutions to the interactive entertainment industry. Using proprietary software and mathematical algorithms that "read" human facial expressions, the Company's technology converts video footage of real-life actors into 3D computer generated animated characters. Examples of the Company's facial animation projects include the 2008 "Grand Theft Auto IV" video game, the 2009 computer generated aging of Brad Pitt in the feature film "The Curious Case of Benjamin Button," the 2009 Black Eyed Peas' "Boom Boom Pow" music video, and the 2010 "Red Dead Redemption" video game. The Company's key intellectual property consists of one patent registered in the United States, four additional patents in process, the identification of 16 potential new patents, and significant well-documented trade secrets. BDO USA, LLP, in Los Angeles, after auditing the Company's financial statements for the year ended Sept. 30, 2010, expressed substantial doubt about Image Metrics, Inc.'s ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency. The Company reported a net loss of $9.7 million on $5.9 million of revenue for fiscal 2010, compared to a net loss of $6.8 million on $4.0 million of revenue for fiscal 2009. The Company's balance sheet at Sept. 30, 2010, showed $1.0 million in total assets, $13.2 million in total liabilities, and a stockholders' deficit of $12.2 million. IRON MOUNTAIN: S&P Places 'BB-' Corp. Credit Rating Under Watch --------------------------------------------------------------- Standard & Poor's Ratings Services said it placed its 'BB-' corporate credit rating for Boston-based Iron Mountain Inc., as well as all related issue-level ratings, on CreditWatch with negative implications. "The CreditWatch listing follows the company's announcement that it plans to enhance shareholder value by returning to stockholders $2.2 billion through 2013, including approximately $1.2 billion over the next 12 months through a combination of share repurchases and dividends," said Standard & Poor's credit analyst Tulip Lim. As of Dec. 31, 2010, the company had around $260 million in cash balances, generated about $300 million in discretionary cash flows in 2010, and had an undrawn $765 million revolving credit facility. "We expect the company will have to raise new debt and draw under its revolving credit facility to finance the entire planned $2.2 billion," said Ms. Lim. "The transaction will raise financial risk amid uncertainty as to financing terms, the resulting increase in leverage from the current low-4x area, and the likely effect of higher interest cost on discretionary cash flow. We believe the transaction could increase leverage above 5x." Depending on how these issues develop, Standard & Poor's could consider a rating action over the near term. "We could lower the rating if leverage increases above 5.5x, our leverage target at the current rating level," S&P added. JAMES RIVER: MSHA Finds Potential Violation at Abner Rider Mine --------------------------------------------------------------- The Dodd-Frank Wall Street Reform and Consumer Protection Act was enacted On July 21, 2010. The Act contains new reporting requirements regarding mine safety, including disclosing on a Current Report on Form 8-K the receipt of a written notice from the federal Mine Safety and Health Administration of a pattern of violations at a coal mine under section 104(e) of the Federal Mine Safety and Health Act of 1977. On Nov. 18, 2010, Bledsoe Coal Corporation, a subsidiary of James River Coal Company, received written notification that a potential pattern of violation exists at its Abner Branch Rider Mine. On April 12, 2011, MSHA notified Bledsoe Coal Corporation that a Pattern of Violation exists at its Abner Branch Rider Mine. As a result, within 90 days of the POV notice, if MSHA finds any violation of a mandatory health or safety standard that could significantly and substantially contribute to the cause and effect of a coal or other mine safety or health hazard, MSHA will require all persons in the areas affected by such violation, except those persons referred to in Section 104(c) of the Mine Act, to be withdrawn from, and to be prohibited from entering such area until MSHA determines the violation has been abated. The POV notice will terminate if, upon inspection of the entire mine, MSHA finds no S&S violations of mandatory safety and health standards. The Abner Branch Rider Mine produced approximately 220,000 tons in 2010. The POV could have a significant impact on the operations of that mine. About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company's balance sheet at Dec. 31, 2010 showed $784.56 million in total assets, $537.18 million in total liabilities and $247.38 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JUNIPER GROUP: Incurs $14.85 Million Net Loss in 2010 ----------------------------------------------------- Juniper Group, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss attributable to common stockholders of $14.85 million on $2.35 million of wireless infrastructure services for the year ended Dec. 31, 2010, compared with net income attributable to common stockholders of $45.66 million on $1.06 million of wireless infrastructure services during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $1.12 million in total assets, $36.33 million in total liabilities and a $35.21 total stockholders' deficit. Liebman Goldberg & Hymowitz, LLP, in Garden City, New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has a working capital deficiency and has suffered recurring losses from operations. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/pi6Bbv About Juniper Group Boca Raton, Fla.-based Juniper Group, Inc., is a holding company. The Company was incorporated in the State of Nevada in 1997 and conducts its business through indirect wholly-owned subsidiaries. The Company's wireless infrastructure services operating subsidiaries primarily focus their activities in the Eastern and Central United States. The Company's intention is to be able to support the increased demand in the deployment of wireless infrastructure services with leading wireless telecommunication companies in providing them with maintenance and upgrading of wireless telecommunication network sites, site acquisitions, site surveys, co-location facilitation, tower construction and antenna installation to tower system integration, hardware and software installations. K5 GLOBAL: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------- Debtor: K5 Global, Inc K5 Global c/o Theodore Hartman 930 Broad St Lake Charles, LA 70601 Bankruptcy Case No.: 11-20393 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Western District of Louisiana (Lake Charles) Judge: Robert Summerhays Debtor's Counsel: Wade N. Kelly, Esq. ROBICHAUX, MIZE, WADSACK & RICHARDSON, LLC 1777 Ryan Street P.O. Box 2065 Lake Charles, LA 70601 Tel: (337) 433-0234 Fax: (337) 433-1274 E-mail: wnkellylaw@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 six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/lawb11-20393.pdf The petition was signed by Sarah H. Lee, director. KE KAILANI: Files Chapter 11 Plan of Reorganization --------------------------------------------------- Ke Kailani Development LLC filed with the U.S. Bankruptcy Court for the District of Hawaii a proposed Chapter 11 plan of reorganization and an explanatory disclosure statement. A hearing is set for May 16, 2011, at 9:30 a.m., to consider the adequacy of the Disclosure Statement. According to the Disclosure Statement, the Plan will pay 100% of all of the prepetition and post postpetition valid and court- approved secured and unsecured debts of the Debtor from the pending refinance reorganization of the Company. Subject to the terms and conditions of the proposed reorganized company, Michael Fuchs in consideration for the Debtor's receipt of new $42 million refinancing has agreed to relinquish 95% of his issued and outstanding membership interest and rights in the Debtor to new investors. Mr. Fuchs said he is relinquishing his interest to assure that the Debtor has adequate capital to satisfy all valid secured and unsecured creditors, and to assure adequate capital for the ongoing operations, development, construction and marketing activities of the Debtor. The total loan to be provided will be $26 million to be secured by all of the Debtor's assets to be used to satisfy the valid secured and unsecured creditors. Additionally, a new line of credit in the amount of $16 million is to be set to be used for all of the reorganized Debtor's ongoing operations, development, construction, and marketing. The new ownership team has furthermore agreed to deposit the amount of $500,000 to be held by the Debtor's attorney in their client trust account at First Hawaiian Bank within seven business days from March 28, 2011. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?75b4 A full-text copy of the Chapter 11 Plan Of Reorganization is available for free at http://ResearchArchives.com/t/s?75b5 About Ke Kailani Development Honolulu, Hawaii-based Ke Kailani Development, LLC, is a company formed by ex-Home Box Office Chief Executive Michael Fuchs that planned to develop a $100 million luxury home subdivision on the Big Island. The Company sought Chapter 11 protection (Bankr. D. Hawaii Case No. 11-00019) on Jan. 5, 2011. The Debtor listed $43,573,092 in total assets, and $28,138,767 in total liabilities. The bankruptcy filing listed an affiliate of Texas-based Hunt Cos. as the largest creditor, with a $22 million claim. KENTUCKY ENERGY: Incurs $4.16 Million Net Loss in 2010 ------------------------------------------------------ Kentucky Energy, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $4.16 million on $2.40 million of coal revenue for the year ended Dec. 31, 2010, compared with a net loss of $4.17 million on $1.61 million of coal revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $5.36 million in total assets, $9.73 million in total liabilities and a $4.37 million total deficiency in stockholders' equity. RBSM, LLP, in New York, noted that the Company has suffered recurring losses from operations and the company's primary operating subsidiary has filed for reorganization under Chapter 11 of U.S. Bankruptcy Code, that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/GfCF9e About Kentucky Energy Paterson, N.J.-based Kentucky Energy, Inc. (formerly Quest Minerals & Mining Corp.) acquires and operates energy and mineral related properties in the southeastern part of the United States. The Company focuses its efforts on operating properties that produce quality compliance blend coal, generating revenues and cash flow through the mining, processing, and selling of the coal located on these properties. The Company is a holding company for Quest Minerals & Mining, Ltd., a Nevada corporation, which in turn is a holding company for Quest Energy, Ltd., a Kentucky corporation, and of Gwenco, Inc., a Kentucky corporation. Quest Energy, Ltd., is the parent corporation of E-Z Mining Co., Inc, a Kentucky corporation, and of Quest Marine Terminal, Ltd., a Kentucky corporation. Gwenco leases over 700 acres of coal mines, with approximately 12,999,000 tons of coal in place in six seams. In 2004, Gwenco had reopened Gwenco's two former drift mines at Pond Creek and Lower Cedar Grove, and had begun production at the Pond Creek seam. This seam of high quality compliance coal is located at Slater's Branch, South Williamson, Kentucky. In 2009, the U.S. Bankruptcy Court for the Eastern District of Kentucky confirmed Gwenco's Plan of Reorganization pursuant to Chapter 11 of the U.S. Bankruptcy Code. The Plan became effective on Oct. 12, 2009. KIEBLER RECREATION: Peek'N Peak Owners Withdraw Chapter 11 Plan --------------------------------------------------------------- Dennis Phillips at the Post-Journal reports that the owners of Peek'n Peak Resort & Spa have officially withdrawn their Chapter 11 plan. According to the report, the withdrawal of the reorganizational plan most likely means the company will be sold. Proceeds from the sale would then go toward paying back creditors and taxes. The Post-Journal relates that the largest Peak creditor, Huntington National Bank, had objected to the reorganization plan that had been proposed by Paul Kiebler, owner of Kiebler Recreation LLC. Huntington is owed more than $17 million. On March 15, U.S. Bankruptcy Judge Randolph Baxter in Northern District of Ohio denied the resort's financial disclosure statement, which outlines the resort's finances. The financial disclosure statement, which included the reorganization plan, needed to be approved before the resort's Chapter 11 reorganization plan can be passed. About Kiebler Recreation Peek'n Peak Resort -- http://www.pknpk.com/-- is a recreational and leisure facility. Findley Lake, New York-based Kiebler Recreation, LLC, dba Peek'n Peak Resort, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-15099) on May 26, 2010. Robert C. Folland, Esq., at Thompson Hine LLP, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million as of the Petition Date. An affiliate, Kiebler Slippery Rock, LLC, filed a separate Chapter 11 petition on September 25, 2009 (Bankr. N.D. Ohio Case No. 09- 19087). KIEBLER RECREATION: Court to Hold Hearing on Dismissal on May 24 ---------------------------------------------------------------- Dennis Phillips at the Post-Journal reports that Judge Randolph Baxter in Northern District Ohio ordered a court date of 10 a.m. on May 24, 2011, for Peek'n Peak Resort & Spa to show cause why the case should not be dismissed. The Peak is owned by Kiebler Recreation LLC, of Chardon, Ohio, which is owned by Paul Kiebler. On March 15, Baxter denied the resort's financial disclosure statement, which outlines the resort's finances. The financial disclosure statement needs to be approved before the resort's Chapter 11 reorganization plan can be passed. The judge said he denied the financial statement because it lacked adequate information, notes Mr. Phillips. According to the report, Kiebler's plan was to propose a private equity firm, Drakkar Ventures LLC, take over ownership of the resort for five years in exchange for $2.2 million. During that five years, the resort would use its operating revenue and proceeds from the sale of condominiums and other real estate to pay off much of its debt. Any debt not paid off at the end of five years would be paid off with a loan. On March 25, 2011, Kiebler withdrew the amended disclosure statement. The judge states in a court document that the docket does not reflect Kiebler has filed another disclosure statement and has not requested more time. Earlier this month, Peak officials withdrew its reorganization plan, which most likely means the company will be sold. Proceeds from the sale would then go toward paying back creditors and taxes. The largest Peak creditor is Huntington National Bank, which had objected to the financial disclosure statement plan that had been proposed. Huntington is owed more than $17 million. About Kiebler Recreation Peek'n Peak Resort -- http://www.pknpk.com/-- is a recreational and leisure facility. Findley Lake, New York-based Kiebler Recreation, LLC, dba Peek'n Peak Resort, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-15099) on May 26, 2010. Robert C. Folland, Esq., at Thompson Hine LLP, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million as of the Petition Date. An affiliate, Kiebler Slippery Rock, LLC, filed a separate Chapter 11 petition on September 25, 2009 (Bankr. N.D. Ohio Case No. 09- 19087). LA DODGERS: MLB Takes Over Operations, Reviews Financials --------------------------------------------------------- Matthew Futterman, writing for The Wall Street Journal, reports that Major League Baseball Commissioner Bud Selig said Wednesday that he is taking over operations of the Los Angeles Dodgers because of concerns over team finances and the ability of owner Frank McCourt to run the club. The Journal notes Mr. McCourt purchased the club seven years ago from News Corp. in a highly leveraged deal. According to the Journal, Mr. McCourt has been battling his wife, Jamie, for control of the team for the last year and a half as the couple undergoes a high-profile divorce that has revealed the couple used club money to finance a lavish lifestyle. "As the 50% owner of the Los Angeles Dodgers, I welcome and support the commissioner's actions to provide the necessary transparency, guidance and direction for the franchise," Ms. McCourt said, according to the report. The Journal says Mr. McCourt, facing substantial debt payments, recently reached a new 20-year, media-rights deal with News Corp.'s Fox Sports unit that would have provided about $2.5 billion. But Mr. Selig withheld his approval for the deal, and in the meantime Mr. McCourt had to take out a $30 million personal loan from the Fox unit to cover the team's ongoing operations. The Journal relates that, according to a person with knowledge of Mr. Selig's thinking, his takeover decision resulted directly from the accumulating embarrassments and worries about Mr. McCourt's ability to fund the club's payroll. Mr. Selig has already begun investigating the franchise's operations, including having forensic accountants examine its books. LEXICON UNITED: Suspending Duty to File Reports With SEC -------------------------------------------------------- Lexicon United Incorporated filed with the U.S. Securities and Exchange Commission 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 common stock par value $0.01. Pursuant to Rule 12h-3, the Company is suspending reporting because there are currently less than 300 holders of record of the common shares. The holders of the common shares as of April 12, 2011, total 100. About Lexicon United Austin, Tex.-based Lexicon United Incorporated and its subsidiary, ATN Capital e Participacoes Ltd., a Brazilian limited company, are engaged in the business of purchasing, managing and collecting defaulted consumer receivables for its own account and managing, collecting and servicing portfolios of defaulted and charged-off account receivables for large financial institutions in Brazil. These receivables are acquired from consumer credit originators, primarily credit card issuers in Brazil. As reported in the Troubled Company Reporter on May 25, 2010, Meyler & Company, LLC, in Middletown, N.J., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company continues to have negative cash flows from operations, recurring losses from operations, and has a stockholders' deficit. The Company's balance sheet at Sept. 30, 2010, showed $3.02 million in total assets, $3.11 million in total liabilities, and a stockholders' deficit of $86,505. LIMITED BRANDS: Fitch Affirms IDR at 'BB+'; Outlook Stable ---------------------------------------------------------- Fitch Ratings has affirmed its ratings on Limited Brands, Inc. (Limited Brands), including the long-term Issuer Default Rating (IDR) at 'BB+'. The Rating Outlook is Stable. The affirmations reflect Limited Brands' dominant market positions in intimate apparel and personal care and beauty products, improving top line and operating performance since fiscal 2009 and strong liquidity and cash flow generation. This is balanced by the company's shareholder-friendly activities, including the resumption of debt-financed share repurchases which will likely keep leverage in the mid-3 times (x) range. Limited Brands reported positive revenue growth of 11.4% in fiscal 2010 ending Jan. 29, 2011, after three years of sales declines mainly due to strong comparable store sales of 9% (versus -4% in fiscal 2009). The company was able to leverage buying and occupancy costs as well as selling, general, and administrative (SG&A) expenses. In addition, Limited Brands continued to manage its inventory tightly with inventory per selling square foot decreasing 2% while sales grew 11% in fiscal 2010. Therefore, the company achieved a record EBIT margin of 13.4% in fiscal 2010 (340 basis points [bps] expansion from fiscal 2009) resulting in an improvement in credit metrics with leverage (adjusted debt/EBITDAR) decreasing to 3.1x in fiscal 2010 from 4.0x in fiscal 2009 and EBITDAR coverage of interest and rent expense increasing to 3.0x from 2.3x over the same period. Limited Brands' liquidity position remains strong with $1.1 billion of cash and cash equivalents as of Jan. 29, 2011, and $755 million of availability under its $800 million credit facility, which provides the company with financial flexibility. The company generated free cash flow of around $800 million including regular dividends of approximately $200 million and capital expenditures of $274 million at the end of fiscal 2010. However, the company applied excess cash flow towards returning capital to shareholders with approximately $1.3 billion of special dividends paid and around $200 million of share repurchases executed in fiscal 2010. Fitch expects Limited Brands to generate free cash flow of around $400 million in fiscal 2011 including regular dividends of approximately $250 million and capital expenditures of around $425 million. Upcoming debt maturities include $57 million of senior notes due in 2012 and $213 million of senior notes due in 2014, which Fitch expects will be refinanced. Fitch expects Limited Brands to deploy excess cash and potentially execute more debt-financed share repurchases and special dividends in the context of maintaining mid-3.0x leverage metrics. The company issued $1 billion of notes to be used toward share repurchases and general corporate purposes in March 2011. Pro forma for this offering, leverage increased to 3.5x in fiscal 2010 and Fitch expects leverage to remain relatively stable in fiscal 2011 ending Jan. 28, 2012. This reflects mid single-digit revenue growth and a modest operating margin expansion, as expected benefits from the leveraging of buying and occupancy costs could be offset by pressures on commodity and labor costs. The ratings continue to reflect Limited Brands' leading positions in the intimate apparel as well as beauty and personal care segments with brands such as Victoria's Secret, Pink, La Senza, Bath & Body Works, C.O. Bigelow, White Barn Candle Co. and Henri Bendel. The company operates 2,645 specialty stores in the United States and its brands are sold in more than 800 company-operated and franchised additional locations worldwide. Fitch has affirmed these ratings on Limited Brands with a Stable Outlook: -- Long-term IDR at 'BB+'; -- Bank credit facility at 'BBB-'; -- Senior guaranteed unsecured notes at 'BB+'; -- Senior unsecured notes at 'BB'; -- Short-term IDR at 'B'; -- Commercial paper at 'B'. LOCATEPLUS HOLDINGS: Incurs $1.61 Million Net Loss in 2010 ---------------------------------------------------------- LocatePLUS Holdings Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $1.61 million on $7.89 million of revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $2.84 million on $7.26 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $2.21 million in total assets, $12.07 million in total liabilities and a $9.94 million total stockholders' deficit. Livingston & Haynes, P.C., in Wellesley, Massachusetts, noted that the Company has an accumulated deficit at Dec. 31, 2010 and has suffered substantial net losses in each of the last two years, which raise substantial doubt about the company's ability to continue as a going concern. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/IHWk56 About LocatePLUS Holdings Beverly, Mass.-based LocatePLUS Holdings Corporation, through itself and its wholly-owned subsidiaries LocatePLUS Corporation, Worldwide Information, Inc., Entersect Corporation, Dataphant, Inc., and Employment Screening Profiles, Inc. are business-to- business, business-to-government and business-to-consumer providers of public information via its proprietary data integration solutions. LOWER BUCKS: Allowed to Access Cash Collateral Thru June 3 ---------------------------------------------------------- The Hon. Eric L. Frank of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania allows Lower Bucks Hospital and its debtor affiliates to continue using Bank of New York Mellon Trust Company, N.A.'s cash collateral through June 3, 2011, in accordance with a prepared budget. The budget sets forth projected cash receipts and cash disbursements on a weekly basis for the time period from and including April 1, 2011 through June 3, 2011. -- a copy of this budget was not included in the forwarded docs. The Court is set to convene a final hearing on the cash collateral request on June 1, 2011. Objections are due no later than May 25. About Lower Bucks Hospital Bristol, Pennsylvania-based Lower Bucks Hospital is a non-profit hospital based in Bristol, Pennsylvania. The Hospital is currently licensed to operate 183 beds. Together with affiliates Advanced Primary Care Physicians and Lower Bucks Health Enterprises, Inc., Lower Bucks owns a 36-acre campus with several medical facilities. The Hospital's emergency room serves approximately 30,000 patients annually. For the fiscal year ending June 30, 2009, Lower Bucks had $114 million in consolidated revenues. The Hospital filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 10-10239) on Jan. 13, 2010. The Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and Advanced Primary Care Physicians also filed Chapter 11 petitions. Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP, assist the Hospital in its restructuring effort. Donlin, Recano & Company, Inc., is the Hospital's claims and notice agent. The Hospital estimated $50 million to $100 million in assets and $50 million to $100 million in liabilities as of the Chapter 11 filing. LOWER BUCKS: Hires Great American Group as Appraisors ----------------------------------------------------- Lower Bucks Hospital and its debtor affiliates has retained Great American Group Advisory and Valuation Services, LLC, to provide them appraisal and valuation services during the pendency of their bankruptcy cases. Frederick P. Raccosta of the American Group assures the bankruptcy court that his firm does not hold interests adverse to the Debtors' estates and is a "disinterested person" as the term is defined under the Bankruptcy Code. About Lower Bucks Hospital Bristol, Pennsylvania-based Lower Bucks Hospital is a non-profit hospital based in Bristol, Pennsylvania. The Hospital is currently licensed to operate 183 beds. Together with affiliates Advanced Primary Care Physicians and Lower Bucks Health Enterprises, Inc., Lower Bucks owns a 36-acre campus with several medical facilities. The Hospital's emergency room serves approximately 30,000 patients annually. For the fiscal year ending June 30, 2009, Lower Bucks had $114 million in consolidated revenues. The Hospital filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 10-10239) on Jan. 13, 2010. The Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and Advanced Primary Care Physicians also filed Chapter 11 petitions. Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP, assist the Hospital in its restructuring effort. Donlin, Recano & Company, Inc., is the Hospital's claims and notice agent. The Hospital estimated $50 million to $100 million in assets and $50 million to $100 million in liabilities as of the Chapter 11 filing. LOWER BUCKS: Taps Zelenkofske Axelrod as Tax Advisors ----------------------------------------------------- Lower Bucks Hospital and its debtor affiliates sought and obtained permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Zelenkofske Axelrod LLC for the provision of tax preparation services. The firm will be compensated for its services and reimbursed for any related expenses in accordance with Section 328(a) of the Bankruptcy Code and applicable orders of the Court. About Lower Bucks Hospital Bristol, Pennsylvania-based Lower Bucks Hospital is a non-profit hospital based in Bristol, Pennsylvania. The Hospital is currently licensed to operate 183 beds. Together with affiliates Advanced Primary Care Physicians and Lower Bucks Health Enterprises, Inc., Lower Bucks owns a 36-acre campus with several medical facilities. The Hospital's emergency room serves approximately 30,000 patients annually. For the fiscal year ending June 30, 2009, Lower Bucks had $114 million in consolidated revenues. The Hospital filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 10-10239) on Jan. 13, 2010. The Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and Advanced Primary Care Physicians also filed Chapter 11 petitions. Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP, assist the Hospital in its restructuring effort. Donlin, Recano & Company, Inc., is the Hospital's claims and notice agent. The Hospital estimated $50 million to $100 million in assets and $50 million to $100 million in liabilities as of the Chapter 11 filing. LOWER BUCKS: Agrees To Continue Equipment Lease With GECC --------------------------------------------------------- Lower Bucks Hospital, together with its debtor affiliates, entered into a stipulation with General Electric Capital Corporation to resolve disputes related to the parties' equipment lease. Under the Lease, GECC leases to the Debtors a Siemens Somaton Sensation 16 CT Scanning System and Magic View 1000 Workstation. The initial Lease term expired in October 2009, and has continued for a monthly rental rate of $19,630. In December 2010, GECC sought to compel the Debtors to return the equipment. The parties now agree that so long as the Lease is in effect, the Debtors will make monthly payments to GECC for $19,630 for the continued lease of the equipment. In case of a failure to make the monthly payments, the Debtors will have 10 days from the receipt of a default notice from GECC to cure that default. The Debtors will have the right to purchase the equipment, the purchase price of which will not exceed $175,000. About Lower Bucks Hospital Bristol, Pennsylvania-based Lower Bucks Hospital is a non-profit hospital based in Bristol, Pennsylvania. The Hospital is currently licensed to operate 183 beds. Together with affiliates Advanced Primary Care Physicians and Lower Bucks Health Enterprises, Inc., Lower Bucks owns a 36-acre campus with several medical facilities. The Hospital's emergency room serves approximately 30,000 patients annually. For the fiscal year ending June 30, 2009, Lower Bucks had $114 million in consolidated revenues. The Hospital filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 10-10239) on Jan. 13, 2010. The Hospital's affiliates -- Lower Bucks Health Enterprises, Inc, and Advanced Primary Care Physicians also filed Chapter 11 petitions. Jeffrey C. Hampton, Esq., and Adam H. Isenberg, at Saul Ewing LLP, assist the Hospital in its restructuring effort. Donlin, Recano & Company, Inc., is the Hospital's claims and notice agent. The Hospital estimated $50 million to $100 million in assets and $50 million to $100 million in liabilities as of the Chapter 11 filing. MAJESTIC CAPITAL: Receives Delisting Notice from Nasdaq ------------------------------------------------------- Majestic Capital, Ltd., announced on April 20, 2011, that it received a letter on April 15, 2011 from the Nasdaq Stock Market (Nasdaq) stating that it failed to timely file its Annual Report on Form 10-K for the year ended Dec. 31, 2010, and as a result, no longer complies with the rules required for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5250(c)(1). Majestic Capital was provided with an initial period of 60 calendar days, or until June 14, 2011, during which to submit a plan to regain compliance, and if Nasdaq accepts Majestic Capital's plan, they may grant an extension of 180 calendar days, or until Oct.12, 2011, during which Majestic Capital can regain compliance. If Majestic Capital does not regain compliance, the Nasdaq staff will provide written notice that Majestic Capital's common stock is subject to delisting. Majestic Capital intends to file its Annual Report on Form 10-K for the year ended Dec. 31, 2010 with the Securities and Exchange Commission prior to the end of April, 2011. About Majestic Capital, Ltd. Majestic Capital, Ltd., formerly known as CRM Holdings, Ltd.(Nasdaq: MAJC) -- http://www.MajesticCapital.com/-- through its subsidiaries, is a specialty provider of workers' compensation insurance products. The Company's workers' compensation insurance coverage is offered to employers in California, New York, New Jersey, Arizona, Nevada, and other states. On May 5, 2010, CRM Holdings, Ltd. held its 2010 Annual General Meeting of Shareholders, at which the shareholders voted on and approved changing the name of CRM Holdings, Ltd. to Majestic Capital, Ltd. In addition, the name of CRM USA Holdings Inc. was changed to Majestic USA Capital, Inc. MARIKA TOLZ: South Fla. Trustee to Plead Guilty to $16MM Fraud -------------------------------------------------------------- Ian Thoms at Bankruptcy Law360 reports that longtime South Florida bankruptcy trustee Marika Tolz will plead guilty to federal charges that she misappropriated more than $16 million from cases she was overseeing and lost - or possibly pocketed - at least $2.4 million, her attorneys said Tuesday. Ms. Tolz will cop to one count of conspiracy to commit wire fraud on May 5, admitting she wrote unauthorized checks from bankruptcy accounts to enrich herself and cover money misappropriated. MARSH HAWK: Prudential/Committee Plan Set for May 3 Confirmation ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia approved the adequacy of disclosure statement explaining the Chapter 11 plan of reorganization, as amended, for Marsh Hawk Golf Club LLC and Ford's Colony Country Club Inc., which plan was proposed by Prudential Industrial Properties LLC and the Official Committee of Unsecured Creditors. A hearing on confirmation of the Committee/Prudential Plan is set for May 3, 2011, at 9:30 am. Objections, if any, are due April 28, 2011. Creditors have until April 28, 2011, to cast their vote whether to accept or reject the Plan. The Plan contemplates: a) a transfer of the Liquor License to Prudential or its designee, in satisfaction of Prudential's perfected security interest in the Liquor License; and b) a sale to Prudential or its designee of all Assets and property of Ford's Colony, other than the Liquor License which is being separately transferred to Prudential", Estate Litigation Claims', the stock in affiliate entities, and cash, free and clear of all liens, claims, and encumbrances for $100,000 plus the allowed amount of the secured claims of other secured creditors who have been identified to be: Deere & Company, FPC Financial, GE Capital, GMAC, James City County Treasurer, NC Golf Finance, and Vend Lease Company, Inc. Unless otherwise designated by the Proponents, the assets being sold include, without limitation, the name Ford's Colony Country Club, all agreements, and all property, easements and right of ways, and other Assets that have been used or located at the premises of or in connection with the operation of the golf courses, restaurants, and other businesses and amenities that constitute or are part of the Ford's Colony Country Club, except that no property of Marsh Hawk is included in the Assets being transferred by Ford's Colony in the FCCC Asset Sale to Prudential. Prudential is not assuming any liabilities associated with the transfer of any assets to Prudential. For purposes of clarity, the assets being sold or transferred to Prudential do not include i) the stock or membership interests in any subsidiaries of FCCC, or other entities, such as First Choice Realty; ii) cash on hand; and iii) Litigation Claims, all of which will be used to make an initial and subsequent payments to creditors. In exchange for the FCCC Asset Sale, Prudential will take its Pro Rata share of the Supplemental Prudential Contribution in the Marsh Hawk bankruptcy case on account of the Prudential's Allowed unsecured deficiency claim of $7,170,927 under the Valuation Order and reallocate any such distribution to non-Insider holders of Allowed Class 3 General Unsecured Claims in the Ford's Colony Bankruptcy Case. The "Supplemental Prudential Contribution" is an amount to be paid by Prudential to the Plan Trustee for distribution equal to i) 50% of all new membership initiation fees received by Prudential so long as Prudential owns the Prudential Assets; plus ii) 4% of the Net Sale Proceeds actually paid to Prudential from a third party purchaser of the Prudential Assets if such Prudential Assets are sold within the first 12 months of Prudential's ownership of the Prudential Assets or 3% if sold thereafter; plus iii) for the lesser of A) the 24 month period following Prudential's ownership of the Prudential Assets or B) the period from Prudential's ownership of the Prudential Assets through the date of a sale of the Prudential Assets, 30% of the net cash flow, if any, from the operation of the Prudential Assets which shall be calculated from gross cash flow from the operations of the Prudential Assets reduced by b.1) an annual return measured from the transfer of Prudential Assets to Prudential of 10% based on Prudential's equity investment of $10.5 million, b.2) all actual ordinary operating expenses of the Prudential Assets, b.3) a capital expense reserve of the greater of actual capital expenditures or 3% of gross revenues measured on an annual basis from the transfer of Prudential Assets to Prudential, and b).4 a contingency reserve of 3% of gross revenues measured on an annual basis from the transfer of Prudential Assets to Prudential. At the time of a sale of the Prudential Assets, the reserves will be turned over to Prudential who shall then contribute 30% of the contingency reserve as part of the Supplemental Prudential Contribution if the 10% annual return to Prudential has been achieved. The Proponents will appoint a Plan Trustee to, among other things, make distributions to creditors. The Plan Trustee will be compensated hourly at his or her standard hourly rate. The Plan Trustee may be the same for the Ford's Colony Estate and the Marsh Hawk Estate. A post-Confirmation committee, which will initially be composed of the members of the Committee, will be appointed and will oversee and supervise the implementation of the Ford's Colony Plan and the Plan Trustee. Under the Plan, among others, holders of general unsecured claims will receive a pro rata distribution of any recovery from estate litigation claims and the net proceeds after payment of secured claims and allowed administrative expense claims. Alston & Bird LLP represents Prudential Industrial. A full-text copy of the Disclosure Statement, as amended, is available for free at http://ResearchArchives.com/t/s?75b6 A full-text copy of the Chapter 11 Plan, as amended, is available for free at http://ResearchArchives.com/t/s?75b8 About Marsh Hawk Golf Club, LLC Williamsburg, Virginia-based Marsh Hawk Golf Club, LLC, and Ford's Colony Country Club, own and operate a country club in Williamsburg, Virginia. The Club features a 54-hole private golf course, restaurants, meeting rooms, banquet halls and numerous recreational facilities. The Companies filed for Chapter 11 bankruptcy protection (Bankr. E.D. Va. Lead Case No. 10-50632) on April 1, 2010. Marsh Hawk estimated its assets and debts at $10 million to $50 million as of the Petition Date. MICROBILT CORP: Taps Lowenstein Sandler as Counsel -------------------------------------------------- Microbilt Corporation and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of New Jersey for permission to retain Lowenstein Sandler PC as their counsel. The firm will: a) provide the Debtors with advice and preparing all necessary documents regarding debt restructuring, bankruptcy, and asset dispositions; b) take all necessary actions to protect and preserve the Debtors' estate during the pendency of these chapter 11 cases, including the prosecution of actions by the Debtors, the defense of actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved, and objecting to claims filed against the estates; c) prepare on behalf of the Debtors, as a debtors in possession, all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of these chapter 11 cases; d) counsel the Debtors with regard to their rights and obligations as debtors in possession; e) appear in this or any other court to protect the interests of the Debtors; and f) perform all other legal services for the Debtors which may be necessary and proper in these proceedings. The firm will charge the Debtors based on the hourly rates of its professionals: Designations Hourly Rates ------------ ------------ Members of the Firm $410-$765 Senior Counsel $360-$550 Counsel $320-$520 Associates $220-$380 Legal Assistants $120-$215 The Debtors assure the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About MicroBilt Corporation MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC in Tampa, Florida, offer small business owner solutions for fraud prevention, consumer financing, debt collection, skip tracing and background screening. MicroBilt provides access to over 3 billion debit account records, nearly 30 billion pieces of demographic and public record data and over 100 million unique consumer records to prevent identity fraud, evaluate credit risk and retain customer relationships. MicroBilt and CL Verify filed for Chapter 11 five days apart: MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011, and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23, 2011. MicroBilt estimated $10 million to $50 million in both assets and debts. CL Verify estimated $100 million to $500 million in assets, but under $1 million in debts. Court papers say the Debtors have roughly $8.4 million in unsecured debt and no secured debt. The Debtors believe they have an enterprise value of $150 million to $180 million. MMFX CANADIAN: Has Until July 11 to File Chapter 11 Plan -------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California extended the exclusive periods of MMFX Canadian Holdings Inc. and its debtor-affiliates to file a Chapter 11 plan until July 11, 2011, and solicit acceptances of that plan until Sept. 9, 2011. The Debtors told the Court that they cannot afford the distraction of a competing plan and should not be required to contend with such a distraction at this early stage of the process on its first request for an extension. The Debtors believed that an extension of their exclusive period for filing and soliciting acceptances to a plan is in the best interests of their estates and their creditors. About MMFX Irvine, California-based MMFX International Holdings, Inc., and MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5, 2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083). Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP assists the Debtors in their restructuring efforts. No committee of unsecured creditors has been appointed. MMFX estimating assets and debts both ranging from $50,000,001 to $100,000,000 as of the Chapter 11 filing. MMFX CANADIAN: Court Approves Bidna & Keys as Special Counsel ------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized MMFX Canadian Holdings Inc. and its debtor-affiliates to employ Bidna & Keys APLC as their special counsel. The firm will advise, assist and represent the Debtors in any matters, disputes, negotiations or Court proceedings. The firm will charge the Debtors based on the hourly rates of its professionals: Professionals Designations Hourly Rates ------------- ------------ ------------ Howard M. Bidna, Esq. Partner $365 Richard D. Keys, Esq. Partner $365 Rebecca Callahan, Esq. Contract Attorney $350 The Debtors assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About MMFX Irvine, California-based MMFX International Holdings, Inc., and MMFX Canadian Holdings, Inc., filed for Chapter 11 on January 5, 2010 (Bankr. C.D. Calif. Case Nos. 10-10085 and 10-10083). Margaret M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP assists the Debtors in their restructuring efforts. No committee of unsecured creditors has been appointed. MMFX estimating assets and debts both ranging from $50,000,001 to $100,000,000 as of the Chapter 11 filing. MOHEGAN TRIBAL: Files Statistical Report for Mohegan Sun -------------------------------------------------------- The Mohegan Tribal Gaming Authority posted on its Web site its Slot Machine Statistical Report for Mohegan Sun containing statistics relating to slot handle, gross slot win, gross slot hold percentage, slot win contribution, free promotional slot play contribution and weighted average number of slot machines. The Slot Machine Statistical Report includes these statistics on a monthly basis for the six months ended March 31, 2011 and the fiscal year ended Sept. 30, 2010. A copy of the Slot Machine Statistical Report is available for free at http://is.gd/aaHsqV About Mohegan Tribal Headquartered in Uncasville, Conn., Mohegan Tribal Gaming Authority conducts and regulates gaming activities on Tribal lands, which are federally recognized Indian tribe reservations in southeastern Connecticut. The Authority has noted that its Bank Credit Facility matures on March 9, 2012 and its 2002 Senior Subordinated Notes mature on April 1, 2012. In addition, a substantial portion of the Authority's remaining indebtedness matures over the following three fiscal years. The Authority believes that it will need to refinance all or part of its indebtedness at or prior to each maturity thereof in order to maintain sufficient resources for its operations. The Authority has engaged Blackstone Advisory Partners, L.P. to assist in its strategic planning relating to its debt maturities. The Company's balance sheet at Dec. 31, 2010 showed $2.21 billion in total assets, $2.07 billion in total liabilities and $141.32 million in total capital. * * * At the end of November 2010, Moody's Investors Service downgraded Mohegan Tribal Gaming Authority's Corporate Family and Probability of Default ratings to Caa2 from B3. All of MTGA's rated long-term debt was also lowered. The rating outlook is negative. The ratings downgrade reflects Moody's view that MTGA could find it difficult to refinance significant upcoming debt maturities without some impairment to bondholders given its high leverage -- debt/EBITDA is over 7 times -- limited near-term growth prospects for Mohegan Sun Casino, the likely continuation of weak consumer gaming demand trends in the Northeastern U.S., and the strong possibility of gaming in Massachusetts. The company's $675 million revolver ($527 million outstanding at Sept. 30, 2010) expires in March 2012 and its $250 million 8% senior subordinated notes mature in April 2012. Combined, these debt items account for about 50% of MTGA's total debt outstanding. MTGA has announced that it hired Blackstone Group to help deal with its capital structure issues, although no details have been made available regarding MTGA's options. Given the company's recently announced weak fiscal fourth quarter results along with the significant near- and long-term challenges previously mentioned, Moody's believes a restructuring that involves some impairment to bondholders will be considered. The negative ratings outlook reflects the relatively short time frame in which MTGA has to address what Moody's believes to be a significant capital structure issue. If MTGA is not able to refinance by March 2011 its $675 million revolver will be become current. The same holds true for the company's $250 million 8% senior subordinated notes to the extent these notes are not refinanced by April 1, 2011. MP-TECH AMERICA: Has Court's Interim OK to Obtain DIP Financing --------------------------------------------------------------- MP-Tech America, LLC, sought and obtained interim authorization from the Hon. Dwight H. Williams of the U.S. Bankruptcy Court for the Middle District of Alabama to obtain postpetition secured financing from Joon, LLC, dba Ajin USA. Michael A. Fritz, Sr., Esq., at Fritz Hughes & Hill, LLC, explained that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The DIP lenders have committed to provide postpetition secured line of credit financing in the initial amount of $600,000 and maximum amount of $1.80 million. The Debtor would be permitted to draw up to $300,000 during the first 30 days following the Petition Date and up to $300,000 during the second 30 days following the Petition Date. A copy of the credit agreement is available for free at: http://bankrupt.com/misc/MP-TECH_dipfinancingpact.pdf The Postpetition Loan will bear interest at a rate of 7.0% per annum, with a default rate of 12% per annum. The Postpetition Loan will mature on the earlier of the 60th day following the Petition Date, the date a plan of reorganization is substantially consummated, or the sale of all or substantially all of Debtor's assets out of bankruptcy, unless extended. Monthly payments of interest will be due at the end of each month. The Postpetition Loan will be secured by liens, subordinate only to the existing liens of Korea Development Bank, a security interest in particular tools and equipment held by ITW Daelim USA, and the disputed mechanics' lien of International Industrial Contracting Corporation on the Debtor's leasehold interest, on all property of the estate. As none of KDB, ITW Daelim, or International Industrial Contracting Corporation has a security interest or lien on Debtor's receivables and inventory, the Postpetition Loan will also be secured, by first priority liens on Debtor's receivables and inventory. The Court has set a final hearing for May 2, 2011, at 10:15 a.m., on the Debtor's request to obtain DIP financing. Cusseta, Alabama-based MP-Tech America, LLC, is the maker of parts for Kia Motors Corp. and Hyundai Motor Co. at their plants in Georgia and Alabama. It filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 11-30895) on April 8, 2011. Joseph J. Burton, Jr., Esq., at Burton & Armstrong, LLP, in Atlanta, Georgia, represents the Debtor. The Debtor estimated assets and debts of $10 million to $50 million as of the Chapter 11 filing. The Debtor has a $15 million secured debt to Korea Development Bank. MP-TECH AMERICA: Wants to Tap Burton & Armstrong as Counsel ----------------------------------------------------------- MP-Tech America, LLC, asks the U.S. Bankruptcy Court for the Middle District of Alabama for permission to employ Burton & Armstrong LLP to represent the Debtor in its bankruptcy case. As the Debtor's counsel, B&A will prepare schedules, statements of affairs and other pleadings, counsel the Debtor with respect to its power as debtor-in-possession, represent the Debtor in administrative matters and adversary proceedings, and perform all legal services for the Debtor. B&A will be paid at its normal hourly rates, which is $395 for services of Joseph J. Burton, Jr., Esq., $350 for Rosemary S. Armstrong, Esq., and $100 for paralegals. B&A received a $50,000 retainer and $1,039 filing fee from MP- Tech. B&A paid local counsel, Fritz & Hughes LLC, a $3,000 retainer from the fees. The Debtor also discloses that B&A has been paid $8,250 for prepetition services from the retainer. Mr. Burton, a partner at B&A, assures the Court that his firm represents no adverse interest to the Debtor or the bankruptcy estate in the matters upon which the firm is to be engaged. About MP-Tech America Cusseta, Alabama-based MP-Tech America, LLC, is the maker of parts for Kia Motors Corp. and Hyundai Motor Co. at their plants in Georgia and Alabama. It filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 11-30895) on April 8, 2011. The Debtor estimated assets and debts of $10 million to $50 million as of the Chapter 11 filing. The Debtor has a $15 million secured debt to Korea Development Bank. The Debtor has tapped Fritz Hughes & Hill LLC in Montgomery, Alabama, as co-counsel. MP-TECH AMERICA: Seeks to Tap Fritz Hughes as Co-Counsel -------------------------------------------------------- MP-Tech America, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Alabama to employ Fritz Hughes & Hill LLC in Montgomery, Alabama, to be co-counsel with lead counsel, Burton & Armstrong LLP, in Atlanta, Georgia. Specifically, MP-Tech seeks to employ Michael A. Fritz, Sr., Esq., David B. Hughes, Esq., and C. Richard Hill, Jr., Esq. Among other things, Fritz Hughes will give the Debtor legal advice with respect to its power as debtor-in-possession in the continued operation of its business and management of property owned, prepare necessary applications, schedules, answers, reports and other legal papers, and represent the Debtor in all bankruptcy hearings. Fritz Hughes will be paid at his hourly rate of $240 plus expenses. The Debtor paid the firm a $3,000 retainer on April 8, 2011, held in the firm's trust account until an application for professional fees has been filed and approved by the Court. About MP-Tech America Cusseta, Alabama-based MP-Tech America, LLC, is the maker of parts for Kia Motors Corp. and Hyundai Motor Co. at their plants in Georgia and Alabama. It filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 11-30895) on April 8, 2011. The Debtor estimated assets and debts of $10 million to $50 million as of the Chapter 11 filing. The Debtor has a $15 million secured debt to Korea Development Bank. MULTIPLE EMPLOYER: Passons et al. Suit Transferred to Bankr. Ct. ---------------------------------------------------------------- District Judge Todd Campbell transferred the suit, Gary A. Passons, M.D., et al., v. Aviva Life and Annuity Company, f/k/a Indianapolis Life Insurance Company, et al., Case No. 3:10-00575 (M.D. Tenn.), to the United States District Court for the Western District of Oklahoma for the purpose of referring the action to the United States Bankruptcy Court for the Western District of Oklahoma, where the bankruptcy case of Multiple Employer Welfare Benefit Plan is pending. The Defendant made the request. The suit is a multi-party, multi-claim action originally filed on Jan. 4, 2010, in the Chancery Court for Davidson County, Tennessee. There are 25 Plaintiffs consisting of doctors and dentists and their respective practices, mostly from Tennessee. One of the Defendants is Millennium which provides employees of contributing employers with medical, disability, long term care, severance and death benefits. The Millennium Plan was purportedly established as a "10 or more" employer plan within the meaning of the Internal Revenue Code. Participation in the Plan is funded through the purchase of life insurance policies by employers on the lives of participants for whom the contributions are made. The purchased life insurance policies are titled in the name of Republic, the Plan trustee. Those policies are the primary assets of Millennium, and it contends that it has full rights to ownership of the policies for the benefit of all Plan participants. The core of Plaintiffs' lawsuit is that the Millennium Plan is really a ruse into which Plaintiffs were fraudulently induced to invest. Plaintiffs claim they were falsely told that they could make tax-deductible contributions to the Plan and could later withdraw those sums. However, the Plan purportedly did not comply with federal tax regulations and, instead of acting as a true employee welfare benefit plan, the Plan actually used all of Plaintiffs' contributions to buy life insurance policies. Plaintiffs allege they have not been provided the benefits promised under the Plan for the contributions they made to the Plan. In addition, many of the Plaintiffs allegedly have been audited by the Internal Revenue Service and assessed substantial interest and penalties for the contributions they made to the Plan. A copy of Judge Campbell's April 15, 2011 Memorandum is available at http://is.gd/kdclpHfrom Leagle.com. Richardson, Texas-based Millennium Multiple Employer Welfare Benefit Plan filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-13528) on June 9, 2010. G. Blaine Schwabe, III, Esq., at Mock Schwabe Waldo Elder Reeves & Bryant, assists the Company in its restructuring effort. Robert D. Goldstein, CPA, serves as auditor. 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. MULTIUT CORP: Court Rejects Plan, Mulls Case Conversion ------------------------------------------------------- Bankruptcy Judge John H. Squires denied confirmation of the first amended Chapter 11 plan of reorganization filed by Multiut Corporation over the objections of Dynegy Marketing and Trade. Because the Court has denied confirmation of the Plan and the case has been pending for approximately two years, the Court set a hearing on May 24, 2011, at 10:00 a.m. to determine whether the case should be converted to Chapter 7 or dismissed. Judge Squires said the Plan discriminates unfairly because it does not provide for interest to be paid to Dynegy while its distribution is held back pending resolution of the litigation. Dynegy's other arguments under this subsection are overruled. On Nov. 11, 2009, Dynegy filed a proof of claim against the Debtor for $22,750,716.54. The Debtor filed an objection to that claim. On Aug. 16, 2010, the Bankruptcy Court overruled the Debtor's objection to Dynegy's claim because it had already been adjudicated on the merits by the District Court in Dynegy's favor. Also on Nov. 11, 2009, Greenberg Traurig filed its proof of claim for $1,073,189.30. Greenberg represented the Debtor in a lawsuit against Dynegy in December 2004 in the District Court for the Northern District of Illinois. In the suit, the Debtor alleged that Dynegy manipulated price indices resulting in improperly higher charges to its customers. The Debtor filed the Plan on Feb. 16, 2010, and a second amended disclosure statement on May 11, 2010. The Disclosure Statement was approved on Oct. 7, 2010. There are four classes under the Plan, two of which are impaired. Only Class 2, Dynegy's class, voted to reject the Plan. The Plan proposes to pay administrative claims in full on the effective date of the Plan. Those claims are estimated to be approximately $70,000. Priority claims, estimated to be around $100,000, are to be paid in full over a five-year period. The Debtor disputes a priority claim asserted by Philip Selman, a former employee, in the amount of $194,000. The Plan divides all other creditors into four classes. Class 1 is the claim of Cole Taylor Bank which holds a collateral assignment of a beneficial interest and note to certain real property located at 9824 South Michigan Avenue in Chicago, Illinois. Class 3 consists of all general unsecured claims, estimated to be approximately $305,000, excluding insider claims, which are to be paid pro-rata on a quarterly basis over two years. Class 4 is the claim of Nachshon Draiman representing his 100% shareholder interest in the Debtor. Class 2 comprises the disputed claims of Dynegy, Greenberg, and the combined claims of Jack Gore and his attorney Larry D. Drury. The Disclosure Statement estimates the Class 2 claims at around $17 million. The Disclosure Statement was filed prior to the District Court amending Dynegy's judgment to reflect interest, for a total of over $22 million. The Debtor did not file an amendment to the Disclosure Statement to reflect that change in judgment. Likewise, the Debtor did not file an amendment to reflect the settlement of the Gore Claim. Dynegy argues that the Plan improperly attempts to "gerrymander" its claim in order to obtain a consenting impaired class. According to Dynegy, the Debtor has no legitimate reason to place it into a separate class from other general unsecured creditors because Dynegy's claim has already been allowed by this Court. Dynegy also contends that the Plan improperly releases Mr. Draiman from the approximate $18 million debt that Future Associates owes to the Debtor. The Plan does not expressly release any parties, including Mr. Draiman. Rather, Dynegy asserts that the Plan provides a sub rosa release. A copy of Judge Squires' April 19, 2011 Memorandum Opinion is available at http://is.gd/ibVZ7Gfrom Leagle.com. About Multiut Corporation Multiut Corporation has supplied energy consulting services since 1986 and has been solely owned by Nachshon Draiman since 1999. Mr. Draiman also serves as president. Multiut filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 09-17575) on May 14, 2009. Scott R. Clar, Esq. -- sclar@craneheyman.com -- at Crane Heyman Simon Welch & Clar, represents the Debtor. In its petition, the Debtor listed under $50,000 in assets and $10 million to $50 million in debts. Mr. Draiman filed a separate Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 09-17582) on May 14. NEW JERSEY MOTORSPORTS: Milville Hires Greenbaum Rowe ----------------------------------------------------- Derek Harper at pressofAtlanticCity.com reports that the Milville City Commission hired Greenbaum, Rowe, Smith and Davis LLP to represent it in the New Jersey Motorsports Park bankruptcy. The commission approved the $15,000 contract with firm at its meeting by a 5-0 vote with no comment by the commissioners. The contract is for the firm to represent the city's interests in bankruptcy proceedings for up to two years at $225 an hour. About New Jersey Motorsports 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. NEW RIVER DRY: Agent Directed to Disgorge Commission ---------------------------------------------------- Bankruptcy Judge John K. Olson directed Christopher "Kit" Denison and Marine Realty, Inc., disgorge the full remaining $490,000 of paid commission received for assisting in the sale of New River Dry Dock, Inc.'s property. Judge Olson declined to award prejudgment interest and fees. Unsecured creditor Marina Mile Shipyard sought disgorgement of compensation paid to Mr. Denison and Marine. Mr. Denison and Marine were employed by the bankruptcy estate to sell a marina. At that time of the order approving employment, it was unknown to MMS or the Court that Mr. Denison and Marine had a prior relationship with the eventual purchaser of the Dry Dock Property, Steven M. Israel. The relationship was not disclosed as required by Fed. R. Bankr. P. 2014, and it was only later brought to the Court's attention that Mr. Denison had acted as a selling broker for Mr. Israel before he became a broker for the bankruptcy estate. After his employment was authorized, Mr. Denison contacted Mr. Israel about the Dry Dock Property and suggested a $13,800,000 "stalking-horse" bid. The Dry Dock Property had been appraised for $20,000,000. On Feb. 13, 2007, the Debtor entered into a contract to sell substantially all of its assets to Mr. Israel -- and assigns, including SPVEF-SKID, LLC. Because there was no higher or better offer, the sale to SPVEF-SKID, LLC was concluded on June 11, 2007 for $12,250,000. According to Judge Olson, the fact that the Dry Dock Property sold for much less than its appraised value might not have appeared suspicious had there been no prior relationship between Messrs. Denison and Israel. Numerous facts indicate that Mr. Denison did not, however, undertake his fiduciary role in good faith. For example, Mr. Denison agreed to reimburse Mr. Israel for half of a $75,000 finder's fee -- $37,500 -- without court approval. Furthermore, on Sept. 12, 2007, a short time after closing on the Dry Dock Property, Mr. Denison entered into an agreement to manage the Dry Dock Property. Also on Sept. 12, 2007, he acquired a 4% interest in SKID LLC, the managing member of the buying entity, SPVEF-SKID LLC. The public filings for SKID indicate that it was formed two days before the motion to approve the sale of the Dry Dock Property. Significantly, an April 25, 2007 email on which Mr. Denison was copied stated that Denison's role as a "third- party manager or member of LLC" needed to be discussed immediately. Again, the closing was June 11, 2007. Mr. Denison's possible management and membership role in SKID was therefore contemplated prior to the closing of the Dry Dock Property sale, and Mr. Denison's role as manager or member of SKID was being discussed while he still owed fiduciary duties to the bankruptcy estate. Startlingly, the very name "SKID" was a conjunction of the names "Steve Israel" and "Kit Denison." Again, Mr. Denison did not disclose his relationship with Mr. Israel during the pendency of the Dry Dock Property deal. The total commission paid to Mr. Denison and Marine was $535,000, but only $490,000 was authorized by court order. In a prior proceeding, the Court ordered the return of the unauthorized portion ($45,000) to the Plan Administrator, so only the remaining $490,000 is at issue. A copy of the Court's April 19, 2011 Order is available at http://is.gd/aMooTpfrom Leagle.com. About New River Based in Fort Lauderdale, Florida, New River Dry Dock, Inc., filed for chapter 11 protection on July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274). James H. Fierberg, Esq., at Berger Singerman, P.A., represents the Debtor in its restructuring efforts. Mindy A. Mora, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it estimated assets between $10 million and $50 million and its debts between $1 million to $10 million. The Bankruptcy Court confirmed New River Dry Dock's Chapter 11 Liquidation Plan in October 2007. NEWKIRK HOLDINGS: Nursing Centers to Remain Open While in Ch. 11 ---------------------------------------------------------------- Randy Ellis at NewsOK.com reports that owners of Community Care Center of Wilburton and Newkirk Nursing Center plan to continue operating the nursing centers while they reorganize their debts via the Chapter 11 process. According to NewsOK, the centers are facing tax debts, potential fines and an investigation by the Oklahoma attorney general's office. The petitions list 34 creditors for the Wilburton nursing home operator and 27 creditors for the Newkirk nursing home operator, but the amounts owed to the various creditors are not yet listed, according to the report. Records reveal the Internal Revenue Service filed a $277,603 federal tax lien against the owner of the Wilburton nursing home and a $195,229 tax lien against the owner of the Newkirk nursing home on Oct. 12. Owners of the nursing homes filed for bankruptcy in an effort to resolve tax problems, NewsOK.com quotes Gary D. Hammond, attorney for the owners, as saying. They plan to continue operating the nursing homes throughout the bankruptcy process. Bass Healthcare Enterprises, LLC, filed a Chapter 11 petition (Bankr. E.D. Okla. Case No. 11-80461) on April 5, 2011. A copy of the Company's petition is available at http://bankrupt.com/misc/okeb11-80461.pdf Newkirk Holdings, LLC also filed for Chapter 11 protection (Bankr. W.D. Okla. Case No. 11-11769) on April 5, 2011. See http://bankrupt.com/misc/okwb11-11769.pdf Both Bass and Newkirk estimated assets and debts of less than $1 million and were among the companies listed in the "* Recent Small-Dollar & Individual Chapter 11 Filings" section of the April 14, 2011 edition of the Troubled Company Reporter. NO FEAR: Committee Taps Pachulski Stang as Bankruptcy Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors of No Fear Retail Stores and its debtor-affiliates asks the Hon. Margaret Mann of the U.S. Bankruptcy Court for the Southern District of California for permission to employ Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel. A hearing is set for May 5, 2011, at 3:00 p.m., in United States Bankruptcy Court at 325 West "F" Street, Dept. 1, Room 218 in San Diego, California. The firm will to assist, advise and represent the Committee in its consultation with the Debtors regarding the administration of the Chapter 11 cases. Jeffrey N. Pomerantz, Esq., and Jeffrey W. Dulberg, Esq., charge $795 and $625 per hour for this engagement, respectively. Patricia Jeffries, the primary paralegal likely to work on these cases, will bill $255 per hour. The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About No Fear Retail Carlsbad, California-based No Fear Retail Stores, Inc., is a retailer of action, sports, and casual youth lifestyle apparel and accessories, targeting young adults and teens. It operates 41 retail locations in California, Oregon, Arizona, Florida, Nevada, North Carolina, and Texas. No Fear filed for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No. 11-02896) on Feb. 24, 2011. David S. Kupetz, Esq., at Sulmeyer, Kupetz, A Professional Corp, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. Affiliates No Fear MX, Inc. (Bankr. S.D. Calif. Case No. 11-02897) and Simo Holdings, Inc. (Bankr. S.D. Calif. Case No. 11-02898) filed separate Chapter 11 petitions on Feb. 24, 2011. Tiffany L. Carroll, the Acting U.S. Trustee for Region 15, appointed three creditors to serve on an Official Committee of Unsecured Creditors of No Fear MX, Inc. NO FEAR: Committee Taps BDO USA as Financial Advisor ---------------------------------------------------- The Official Committee of Unsecured Creditors of No Fear Retail Stores and its debtor-affiliates asks the Hon. Margaret Mann of the U.S. Bankruptcy Court for the Southern District of California for permission to employ BDO USA LLP as financial advisor to provide financial advisory to the Committee. The firm will bill $65,000 per month for the first three months and $50,000 per month thereafter. The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About No Fear Retail Carlsbad, California-based No Fear Retail Stores, Inc., is a retailer of action, sports, and casual youth lifestyle apparel and accessories, targeting young adults and teens. It operates 41 retail locations in California, Oregon, Arizona, Florida, Nevada, North Carolina, and Texas. No Fear filed for Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No. 11-02896) on Feb. 24, 2011. David S. Kupetz, Esq., at Sulmeyer, Kupetz, A Professional Corp, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. Affiliates No Fear MX, Inc. (Bankr. S.D. Calif. Case No. 11-02897) and Simo Holdings, Inc. (Bankr. S.D. Calif. Case No. 11-02898) filed separate Chapter 11 petitions on Feb. 24, 2011. Tiffany L. Carroll, the Acting U.S. Trustee for Region 15, appointed three creditors to serve on an Official Committee of Unsecured Creditors of No Fear MX, Inc. NORMAN REGIONAL: Moody's Affirms 'Ba1' Long-Term Debt Rating ------------------------------------------------------------ Moody's Investors Service has affirmed Norman Regional Hospital Authority's Ba1 long-term rating assigned to $66.8 million of outstanding rated debt. The outlook remains stable. Summary Rating Rationale The affirmation of the Ba1 debt rating and the stable outlook reflects Norman Regional Hospital Authority's (NRHA) leading market position, improved operating performance and absolute cash relative to the rating category, and limited routine capital plans. These factors are offset by Norman's exceptionally high debt load, weak coverage measures and continued decline in inpatient admissions. Strengths * 505-bed NRHA is a three hospital system with 60% leading market share in its primary care service area (PSA) of Cleveland County, OK; NRHA's facilities in the City of Norman are protected by a local city ordinance restricting the entrance of new inpatient competitors * Modestly improved operating performance with 10.2% operating cash flow margin in fiscal year (FY) 2010 up from 7.9% in FY 2009 (Ba median is 5.6%), largely as a result of effective expense reductions; good operating performance through eight months of FY 2011 with 9.9% operating cash flow margin up from 8.7% operating cash flow margin the same time the previous year * Improved balance sheet measures relative to the rating category with 91 days cash on hand as of February 28, 2011 up from 80 days cash on hand at fiscal yearend (FYE) 2010 (Ba median is 67 days); 97% of unrestricted liquidity is available within one month * No major future capital plans or plans to issue additional debt following the opening of Norman's 110-bed HealthPlex Hospital in October 2009; NRHA's average age of plant is 7 years; capital spending is expected to decline following four years of elevated capital spending to fund growth strategies * Management estimates a $6.3 million net benefit annually from Oklahoma's impending state Medicaid provider fee program * No puttable debt although the Series 1996B bonds are auction rate securities with formula based interest resets; no derivatives exposure * NRHA maintains a defined contribution pension plan * Located 20 miles south of Oklahoma City in the favorable demographic of the Aa2-rated City of Norman Challenges * Very high debt burden as reflected by a low 2.0 times maximum annual debt service (MADS) coverage ratio (Ba median is 2.4 times), 74.1% debt to operating revenue (Ba median is 32.9%) and unfavorably high 9.5 times debt-to-cash flow ratio (Ba median is 5.8 times); cash to debt is very weak at 28% (Ba median is 65%) in FY 2010 * Inclement weather in February may inhibit NRHA from meeting its FY 2011 operating budget of a $4.2 million gain; NRHA's loss through eight months of FY 2011 ending in February was $1.5 million, although not as steep as the $1.8 million loss posted through the prior year eight month period * Declining admissions in each of the last three years with 0.8% decline in FY 2010 largely driven by greater shift to observation stays (70% observation stay growth in FY 2010) as a result of efforts by management to educate physicians on the appropriate use of observation stays; although outpatient surgeries grew 10.4% in FY 2010 due in part to the new HealthPlex Hospital * Competition for more acute services from Oklahoma City from 307-bed Integris Southwest Medical Center, 555-bed Oklahoma University Medical Center (HCA-owned) and 255-bed Midwest Regional Medical Center (HMA owned) along with numerous physician owned facilities * $14.6 million unfunded pension expense at January 1, 2010 from NRHA's defined benefit pension plan that was frozen in December 2003 * Moderate 11.2% Medicaid exposure reactive to the national median (11%) Detailed Credit Discussion Legal Security: The bonds are secured by a pledge of gross revenues of the hospital. Interest Rate Derivatives: None Recent Developments/Results The affirmation of the Ba1rating and stable outlook reflects NRHA's leading and stable market position, improved absolute cash position and modest performance improvement as anticipated by management during Moody's last review. Located 20 miles south of Oklahoma City in the Aa2-rated City of Norman, NRHA continues to maintain leading 60% market share as the sole acute care provider in its primary service area (PSA) of Cleveland County, OK. As an Oklahoma public trust set up by the state, NRHA is not owned by the City of Norman however it has its board appointed by the Mayor of the City of Norman. NRHA receives the benefit of a local city ordinance that restricts the entrance of new competitors into Norman from tertiary Oklahoma City providers including HCA-owned Oklahoma University Medical Center, SSM-owned St. Anthony's, Mercy Health System and Aa3-rated Integris Health. NRHA maintains three hospitals in its PSA with its 337-bed flagship Norman Regional Hospital offering Level III trauma and 110-bed HealthPlex specialty hospital in Norman and its 45-bed Moore Medical Center located 9 miles north in Moore. NRHA also maintains a 36-bed Heart Hospital located within its HealthPlex offering open heart surgery and cardiac catheterizations. NRHA also maintains relationships with rural providers to the South and provides some physician support. In addition to its three campuses, NRHA maintains a number of joint ventures including a 12% interest in a joint venture arrangement for 78-bed Oklahoma Heart Hospital South in Oklahoma City with Mercy Health System (part of Aa3 rated Sisters of Mercy Health System), Midwest Regional Medical Center, and Oklahoma Cardiology Associates. Although operating revenue growth was modest, NRHA's operating performance measures showed some improvement. Operating revenue growth in FY 2010 over FY 2009 was relatively low at 1.5% due to inpatient admissions decline and NRHA's divestiture in two joint venture urgicare centers (Moody's restates provision for bad debt as an operating expense). However, operating cash flow margin increased to 10.4% in FY 2010 from 9.5% in FY 2009. Management attributes the better operating performance to labor expense reductions and decreased bad debt expense as a result of an improved collections process. Over the last three years, NRHA's inpatient admissions have declined 9% due to a greater shift to outpatient visits and observation stays. Inpatient admissions declined 0.8% in FY 2010 as a result of a 71.4% increase in observation stays. Despite inpatient declines, NRHA's outpatient surgeries continue to grow increasing 10.4% in FY 2010 and again increasing 13.6% through the first eight months of FY 2011. Management anticipates outpatient visits to grow following the employment of 7 new cardiologists in September 2009 that has resulted in a ramp up of cardiac catheterization volume in the second quarter of FY 2011. These 7 cardiologists were splitters with another hospital. Through eight months of FY 2011, NRHA continues to operate at a loss of $1.5 million (-0.4% operating margin) although better than the same period the prior year when the operating loss was $1.8 million (-0.1% operating margin). Operating cash flow declined slightly to 9.9% through eight months of FY 2011 from FY 2010 although it showed some improvement from the prior year's 8.7% operating cash flow margin. Management attributes the operating loss through eight months of FY 2011 to two back-to-back snowstorms in February 2011 resulting in a temporary increase in inpatient length of stay and the deferral of outpatient visits. Due to poor February results, management reports that it will likely not meet its budgeted operating bottom line of $4.1 million although they do anticipate operating performance to improve through the remaining months of FY 2011. Management estimates that Oklahoma's imminent Medicaid fee program will contribute $6.3 million in annual net revenue beginning in FY 2012 over two to three years. The provider fee program could take effect as early as the end of calendar year 2011 and payments will likely be retroactive to the end of calendar year 2011. Management also anticipates that NRHA will meet the requirements for meaningful use over the next few months resulting in Medicaid meaningful use incentives of approximately $1.4 million to FY 2011 and Medicare meaningful use incentives of approximately $2.0 million or more to FY 2012. Unrestricted cash and investments showed improvement increasing to $81.1 million (91 days cash on hand) at February 28, 2011, from $68.4 million (80 days cash on hand) at FYE 2010 (Moody's days cash on hand computation includes bad debt expense). NRHA management computes that the obligated group had 108 days cash on hand at February 28, 2011 compared to the bond covenant of 55 days cash on hand (bond covenant computation excludes bad debt expense and only reflects the obligated group). Management attributes its improved absolute cash position to its increased operating cash flow, improved investment income, and restrained capital spending following the completion of the HealthPlex in 2009. NRHA's FY 2009 master lease for some capital needs for the HealthPlex also helped to preserve cash in FY 2010. NRHA has historically invested greatly in capital with an average 2.9 times capital spending ratio over the last five years (Ba median is 0.8 times). NRHA's average age of plant is favorable at 7 years and future capital spending plans are minimal with $7.3 million budgeted for FY 2011 or 0.3 capital spending ratio. 97% of NRHA's liquidity is available within one month. NRHA management's focus on debt repayment has resulted in some improved leverage measures although still very weak relative to the rating category since the addition of a $20.0 million master lease during FY 2009 for equipment for the HealthPlex. Debt to revenue decreased to 74.1% in FY 2010 from 77.0% in FY 2009, debt to cash flow decreased to 9.5% in FY 2010 from 11.0% in FY 2009 and MADS coverage increased to 2.0 times in FY 2010 from 1.9 times in FY 2009 (Moody's normalizes investment income at 6% for these ratios). While improved, these ratios remain weak to the national medians. Management has no major capital plans in the future or plans to issue debt. Although NRHA maintains a defined contribution pension plan and froze its defined benefit plan back in 2003, the actuarial pension underfunded amount at January 1, 2010, was $14.6 million indicating some pension funding risk. As a governmental authority and public trust, NRHA is not subject to ERISA funding requirements. Outlook The stable outlook reflects NRHA's leading market position, improved operating performance and absolute cash relative to the rating category, and limited routine capital plans. What Could Make The Rating Go Up Material and sustained operating performance improvement to support leverage, improvement in liquidity, increased volume and net patient revenue growth What Could Make The Rating Go Down A decline in operating performance or further decline in liquidity indicators, increase in debt without improved operating performance levels, inability to abate the decline in inpatient volumes over a protracted period Key Indicators Assumptions & Adjustments: -- Based on financial statements for Norman Regional Hospital Authority -- First number reflects audit year ended June 30, 2009 -- Second number reflects audit year ended June 30, 2010 -- Investment returns normalized at 6% unless otherwise noted -- Interest expense "grossed up" to $12.6 million, to include capitalized interest * Inpatient admissions: 17,895; 17,751 * Total operating revenues: $331.1 million; $336.0 million * Moody's-adjusted net revenue available for debt service: $35.8 million; $38.9 million * Total debt outstanding: $255.0 million; $249.1 million (does not include $2.3 million unamortized loss on refinancing bonds) * Maximum annual debt service (MADS): $19.2 million; $19.7 million * MADS Coverage with reported investment income: 1.0 times; 1.9 times * Moody's-adjusted MADS Coverage with normalized investment income: 1.9 times; 2.0times * Debt-to-cash flow: 11.0 times; 9.5 times * Days cash on hand: 68.6 days; 79.5 days (includes bad debt expense) * Cash-to-debt: 23.0%; 27.5% * Operating margin: 0.1%; -0.4% * Operating cash flow margin: 9.5%; 10.2% Rated Debt (debt outstanding as of June 30, 2010) -- Series 1996B; auction variable rate ($18.6 million outstanding) Ba1 underlying rating, insured by MBIA (National Public Finance Guarantee Corp.), Baa1-rated -- Series 2002; fixed rate ($48.3 million outstanding) rated Ba1, insured by Radian NRHA also has Series 2005 ($67.0 million), Series 2007 ($92.3 million with $24.8 insured by Radian) and a master lease ($16.5 million) outstanding; these are not rated by Moody's CONTACT Obligor: Mr. Kenneth Hopkins, Vice President of Finance and CFO, (405) 307-1090 Last Rating Action The last rating action with respect to NRHA was on February 11, 2010, when its municipal finance scale rating was downgraded to Ba1 from Baa3 and affirmed and the outlook was stable. That rating was subsequently recalibrated to Ba1 on May 7, 2010. Principal Methodology Used The principal methodology used in this rating was Not-for-Profit Hospitals and Health Systems, published in January 2008. NYC OFF-TRACK: Vacated Betting Parlors Struggle to Find Tenants --------------------------------------------------------------- Dow Jones' DBR Small Cap reports that four months after New York City's Off-Track Betting Corp. shut its doors for good after failing to reorganize in bankruptcy, many of the vacated horse- race betting parlors are struggling in the race for new tenants. Some of the non-Manhattan locations where OTB parlors were the only stable tenants will likely have the toughest time filling the void. But even some prime spots in Manhattan haven't lined up replacements. DBR says the OTB parlors joined troubled retailers like Borders and Pathmark that are vacating store space in New York. Borders plans to close three Manhattan stores ranging from 20,000 to 40,000 square feet. Pathmark is vacating a 45,000- square-foot supermarket in Brooklyn. Still, it's rare for more than 50 retail locations to come on the market all at once, as was the case with OTB, brokers said. The shuttered betting parlors typically range from 2,000 to 4,000 square feet. OTB also vacated 127,000 square feet of headquarters space. About NYC OTB New York City Off-Track Betting Corporation is a public benefit corporation, which operates an off-track pari-mutuel betting system on thoroughbred and harness horse races held at all 11 race tracks located in New York State and certain race tracks located outside of the State. Since NYC OTB's inception in 1971, it has made payments of nearly $2 billion to the State horse racing industry, more than $1.4 billion to New York City and nearly $600 million to the State. In 2008 alone, NYC OTB made statutory contributions in an aggregate amount of $128.6 million to the State horse racing industry, the State, the City, and other local municipalities. NYC OTB's operations are regulated by the State. NYC OTB filed for bankruptcy under Chapter 9 of the Bankruptcy Code on December 3, 2009 (Bankr. S.D.N.Y. Case No. 09-17121). OTB is represented by Richard Levin, Esq., at Cravath, Swaine & Moore LLP., in New York, and Michael S. Fox, Esq., Herbert C. Ross, Esq., David Y. Wolnerman, Esq., at Olshan Grundman Frome Rosenzweig & Wolosky LLP in New York. At Sept. 30, 2009, NYC OTB had $18,468,147 in total assets against $74,912,742 in total current liabilities, $6,982,887 in long-term liabilities, and $201,020,000 in long-term post employment benefits. As reported by the Troubled Company Reporter on Jan. 26, 2011, NYC OTB's bankruptcy case was dismissed. According to Bloomberg News, U.S. Bankruptcy Judge Martin Glenn said Jan. 25 the Chapter 9 bankruptcy failed, as there is nothing left to reorganize. He dismissed a union's request to appoint a trustee to recover funds paid out by OTB. OCEAN PLACE: Seeks Services From Coakley & Williams --------------------------------------------------- Carol Gorga Williams at the Asbury Park Press reports that Ocean Place Resort & Spa tapped Maryland-based hotel management firm, Coakley & Williams Hotel Management Company, to cut costs and make changes to the Company's facility. According to the report, developer Jeffrey Fernbach, president of Fernmoor Homes of Jackson, will be providing millions over the first three years and ultimately concluding with the resort's redevelopment, if restructuring plans receive approval by U.S. District Bankruptcy Judge Michael B. Kaplan. Judge Kaplan will next review the proposed restructuring progress at a hearing in July about the same time Coakley & Williams finalizes its local organizational structure for the resort. About Ocean Place Development Ocean Place Development, LLC, owns a beachfront resort property in Long Branch, New Jersey. The Ocean Place resort is sited on 17- acres featuring 1,000 feet of ocean frontage and is improved with a 254-room hotel that includes 40,000 square feet of meeting space, three restaurants, a bar/lounge, a full-service spa, and numerous resort amenities. It employs between 95 and 340 employees, depending upon the season, through the property management entity West Paces Hotel Group, LLC. Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J. Case No. 11-14295) on Feb. 15, 2011. 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. As of the petition date, the Debtor owed $57,245,372 to AFP pursuant to a Loan Agreement dated April 25, 2006, as amended from time to time, entered into by and between the Debtor as borrower and Barclays Capital Real Estate Inc. as lender. ORANGE GROVE: Court Approves Hahn Fife as Accountant ---------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Orange Grove Service Inc. to employ Hahn Fife & Company LLP as its accountant to provide accounting services to the Debtor. Donald Fife, the firm's public accountant, charges $360 per hour for services rendered. Other accounts of the firm bill between $95 and $200 per hour. The Debtor assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. 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: Files Form S-3; Registers $12.56MM Shares ----------------------------------------------------------- Overland Storage, Inc., filed with the U.S. Securities and Exchange Commission a Form S-3 registration statement relating to the resale or other disposition by certain selling shareholders, or their transferees, of up to an aggregate of (i) 8,653,045 outstanding shares of common stock and (ii) 3,911,167 shares of common stock issuable upon the exercise of outstanding warrants. The shares of common stock and warrants exercisable to purchase up to 3,807,331 shares of common were issued and sold to certain selling shareholders pursuant to a Purchase Agreement, dated as of March 16, 2011, between the Company and the selling shareholders party thereto, or the Purchase Agreement. The remaining warrants to purchase up to 103,836 shares of common stock represent a portion of the warrants initially issued to the placement agent as partial compensation for its services in connection with the transactions contemplated by the Purchase Agreement that were subsequently transferred to certain selling shareholders identified in this prospectus. The selling shareholders may, from time to time, sell, transfer, or otherwise dispose of any or all of their 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 is not offering any shares of common stock for sale under this prospectus, and the Company will not receive any of the proceeds from the sale or other disposition of the shares of common stock covered hereby. However, the Company will receive the exercise price of any warrants exercised for cash. The Company's common stock is traded on The NASDAQ Capital Market under the symbol "OVRL". On April 14, 2011, the last reported sale price for the Company's common stock on The NASDAQ Capital Market was $2.45 per share. The Company will pay the expenses related to the registration of the shares of common stock covered by this prospectus. The selling shareholders will pay any commissions and selling expenses they may incur. A full-text copy of the prospectus is available for free at: http://is.gd/NjcwxA 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. OVERLAND STORAGE: Files Form S-8; Registers 3.71MM Common Shares ---------------------------------------------------------------- Overland Storage, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement regarding the issuance of 3,712,861 shares of common stock to be offered under the Company's 2009 Equity Incentive Plan, Inducement Stock Option Grant to Geoff Barrall and Inducement Stock Option Grant to Martin Lynch. 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. OWENS-BROCKWAY GLASS: Moody's Affirms 'Ba2' CFR; Outlook Stable --------------------------------------------------------------- Moody's Investors Service assigned a Baa2 rating to the new $2.0 billion senior secured credit facilities of Owens-Illinois Inc. (OI) and affirmed the Ba2 corporate family rating and SGL-2 speculative grade liquidity rating. The ratings outlook remains stable. The new facility includes a $900 million multi-currency revolver at Owens-Brockway Glass Container Inc., an indirect wholly owned subsidiary of OI. The facility also includes up to $1.1 billion of term loans at OBGC and OI's European, Australian and Canadian subsidiaries, including a $400 million delayed draw tranche. The proceeds of the new facility will be used to refinance the existing revolver and term loans. Moody's took these rating actions for Owens Illinois, Inc.: -- Affirmed Corporate Family Rating, Ba2 -- Affirmed Probability of Default Rating, Ba2 -- Affirmed $250 million senior unsecured notes due 2018, B1 (LGD 6, 94%) -- Affirmed Speculative Grade Liquidity Rating, SGL-2 Moody's took these rating actions for Owens-Brockway Glass Container Inc.: -- Assigned $900 million senior secured multi-currency revolver due 2016, Baa2 (LGD 1, 8%) -- Assigned $600 million senior secured term loan due 2016, Baa2 (LGD 1, 8%) -- Affirmed $900 million senior secured first lien revolving credit facility due 2012, Baa2 (LGD 1, 8%) (To be withdrawn after the transaction closes) -- Affirmed $200 million ($190 million outstanding) senior secured first lien term loan B due 2013, Baa2 (LGD 1, 8%) (To be withdrawn after the transaction closes) -- Affirmed EUR 225 million senior unsecured notes due 2014, Ba3 ( LGD 5, 81% from LGD 5, 78%) -- Affirmed $400 million senior unsecured notes due 2014, Ba3 ( LGD 5, 81% from LGD 5, 78%) -- Affirmed $600 million senior unsecured notes due 2016, Ba3 ( LGD 5, 81% from LGD 5, 78%) -- Affirmed $607 million exchangeable senior unsecured notes due 2015, Ba3 (LGD 5, 81% from LGD 5, 78%) Moody's took these rating actions for OI European Group BV (Netherlands): -- Assigned EUR 190 million senior secured term loan due 2016, Baa2 (LGD 1, 8%) -- Affirmed EUR 200 million (EUR 190 million outstanding) senior secured first lien term loan D due 2013, Baa2 (LGD 1, 8%) (To be withdrawn after the transaction closes) -- Affirmed EUR 300 million senior unsecured notes due 2017, Ba2 (LGD 3, 45% from LGD 3, 40%) -- Affirmed EUR 500 million senior unsecured notes due 2020, Ba2 (LGD 3, 45% from LGD 3, 40%) Moody's took these rating actions for ACI Operations Pty. Ltd. and O-I Canada Corp: -- Assigned AUD 180 million senior secured term loan due 2016, Baa2 (LGD 1, 8%) -- Assigned CAD 120 million senior secured term loan due 2016, Baa2 (LGD 1, 8%) -- Affirmed AUD 225 million (AUD 90 million outstanding) senior secured first lien term loan A due 2013, Baa2 (LGD 1, 8%) (To be withdrawn after the transaction closes) -- Affirmed CAD 138 million (CAD 111 million outstanding) senior secured first lien term loan C due 2013, Baa2 (LGD 1, 8%) (To be withdrawn after the transaction closes) The ratings outlook remains stable. The ratings are subject to the receipt and review of the final documentation. Ratings Rationale The Ba2 Corporate Family Rating reflects OI's leading position in the industry, wide geographic footprint and focus on profitability rather than volume. The rating also reflects anticipated improvements in credit metrics from recent acquisitions, cost-cutting/productivity and cost pass-throughs. The company has led the industry in establishing and maintaining a strong pricing discipline and improving operating efficiencies which has had a measurable impact on its operating performance and the competitive equilibrium in the industry. OI is one of only a few major players that have the capacity and scale to serve larger customers and has strong market shares globally, including faster growing emerging markets. The company's expansion into faster growing emerging markets is also anticipated to help support credit metrics. Liquidity is strong as the company has good free cash flow, significant availability under its credit facility and substantial cushion under its covenants. The ratings are constrained by the concentration of sales, potential acquisition risk and the asbestos liabilities. The ratings are also constrained by the mature state of the industry, cyclical nature of glass packaging and lack of growth in developed markets. Glass is considered a package for premium products and subject to substitution and trading down in an economic decline. OI is heavily concentrated with a few customers in the beer industry and has benefited from the growth in premium beers. Additionally, OI generates approximately 76% of sales internationally while the majority of the interest expense is denominated in U.S. dollars. The company has disclosed its intention to continue to pursue acquisitions in emerging markets which entails some level of risk despite the potential benefits. What Could Change the Rating Down The ratings could be downgraded if there is deterioration in the credit metrics, further decline in the operating and competitive environment, and further increase in the asbestos liability. While large acquisitions are not anticipated, the rating and/or outlook could also be downgraded for extraordinarily large, debt- financed acquisitions or significant integration difficulties with any acquired entities. Specifically, the ratings could be downgraded if free cash flow to debt remains below 5.0%, debt to EBITDA remains above 4.0 times, and the EBIT margin declines below 13%. What Could Change the Rating Up The ratings could be upgraded if there is evidence of a sustained improvement in credit metrics within the context of a stable operating profile and competitive position. Specifically, the ratings could be upgraded if free cash flow to debt increases to greater than 9.0% and the EBIT margin increases to above 14.0% and debt to EBITDA declines below 3.75 times. The principal methodology used in rating Owens-Illinois Inc. was the Global Packing Manufacturers: Metal, Glass, and Plastic Containers Industry Methodology, published June 2009 and Speculative Grade Liquidity Ratings Industry Methodology, published September 2002. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. PALM HARBOR: Maturity of Fleetwood DIP Pact Extended to April 30 ---------------------------------------------------------------- On April 12, 2011, Lender Fleetwood Homes, Inc., Palm Harbor Homes, Inc., and certain of PHH's direct and indirect subsidiaries executed Amendment No. 1 to Debtor-in-Possession Revolving Credit Agreement, which amended that certain Debtor-in-Possession Revolving Credit Agreement dated as of Nov. 29, 2010, among Fleetwood and the borrowers, to extend the Maturity Date until the earliest to occur of (i) April 30, 2011, (ii) the date of the closing of the sale of the borrowers or the sale of substantially all of the assets of the Borrowers, and (iii) an Event of Default (as defined in the DIP Agreement). A complete text of the Amendment is available for free at: http://is.gd/jQptGE As reported in the TCR on Dec. 2, 2011, the Lender agreed to loan up to $50 million (which may increase to $55 million if certain conditions are met). The DIP Agreement bears interest at 7% per annum and matures on the earlier of April 15, 2011, or 15 days after entry of a final order from the Bankruptcy Court approving the sale of the Company's assets. A complete text of the DIP Revolving Credit Agreement dated Nov. 29, 2010, is available for free at http://is.gd/E6Lhco About Palm Harbor Homes Addison, Texas-based Palm Harbor Homes, Inc. -- http://www.palmharbor.com/-- manufactures and markets factory- built homes. The Company markets nationwide through vertically integrated operations, encompassing manufactured and modular housing, financing and insurance. Palm Harbor, along with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on Nov. 29, 2010. It disclosed $321,263,000 in total assets and $280,343,000 in total debts. Brian Cejka at Alvarez & Marsal is the Debtors' chief restructuring officer. Raymond James and Associates, Inc., is the Debtors' investment banker. Alvarez & Marshal North America, LLC, is the Debtors' financial advisor. BMC Group, Inc., is the Debtors' claims agent. Pachulski Stang Ziehl & Jones LLP serves as counsel to the Official Committee of Unsecured Creditors. Following a court-approved sale process, Palm Harbor in March 2011 sold its business for $85.25 million to Fleetwood Enterprises Inc., a venture between Cavco Industries Inc. and a fund advised by Third Avenue Management LLC. Fleetwood is providing up to $55 million in secured financing for Palm Harbor's reorganization. PANOCHE VALLEY: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Panoche Valley LLC 149 S. Spalding Drive #3 Beverly Hills, CA 92012 Bankruptcy Case No.: 11-26694 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Debtor's Counsel: Lawrence Mudgett, III, Esq. SAFER LAW 3913 Ohio St #1 San Diego, CA 92104 Tel: (619) 794-0460 Fax: (619) 794-0470 E-mail: lawrence@saferlawgroup.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Ben Williams, president/manager. The Debtor did not file its list of largest unsecured creditors when it filed its petition. PARK CENTRAL: Wants to Use Cash Collateral ------------------------------------------ Park Central Plaza 32 LLC asks the U.S. Bankruptcy Court for the District of Nevada for permission to use cash collateral of $60,685, consisting of rental proceeds, in order to continue paying all necessary expenses to maintain and operate the buildings on a monthly basis. Debtor believes that the interests of the secured creditors are adequately protected because the expenses Debtor seeks to pay would have to be paid in order to keep the tenants in the property; and the value of the property is not believed to be able to decline further. Debtor estimates its property to be valued between $12,000,000 and $25,000,000. According to the Debtor, secured creditor METEJEMEI LLC holds a secured interest in the Debtor's real property in an amount in excess of $25,000,000 and must consent to the usage of the cash collateral unless the Court orders otherwise. METEJEMEI is the successor to Nevada State Bank in regards to a Deed of Trust executed by Debtor in favor of NSB. The underlying loan agreement between NSB and Debtor was entered on or about Feb. 10, 2004 in the principal amount of $5,931,000 and was subsequently amended. Las Vegas, Nevada-based Park Central Plaza 32, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11- 14153) on March 23, 2011. Bob L. Olson, Esq., at Greenberg Traurig LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. PARK CENTRAL: Taps Valuation Consultants as Real Estate Appraiser ----------------------------------------------------------------- Park Central Plaza 32 LLC asks the U.S. Bankruptcy Court for the District of Nevada for permission to employ Valuation Consultants as real estate appraiser. The Debtor proposes to pay $7,000 to the firm for the appraisal and $350 per hour for the time Keith Harper spends preparing for and attending depositions and court hearings. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Las Vegas, Nevada-based Park Central Plaza 32, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11- 14153) on March 23, 2011. Bob L. Olson, Esq., at Greenberg Traurig LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. PARK CENTRAL: Taps Greenberg Traurig as Counsel ----------------------------------------------- Park Central Plaza 32 LLC asks the U.S. Bankruptcy Court for the District of Nevada for permission to employ Greenberg Traurig LLP as its counsel to advise the Debtor of its rights and obligations and performance of its duties during administration of this Bankruptcy Case. The firm will charge the Debtors based on the hourly rates of its professionals: Professionals Hourly Rates ------------- ------------ Bob L. Olson, Esq. $525 Tom Kummer, Esq. $525 Kara Hendricks, Esq. $375 Designations Hourly Rates ------------ ------------ Shareholders $335-$1,050 Of Counsel/Special Counsel $350-$900 Associates $175-$565 Legal Assistants/Paralegals $65-$310 The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Las Vegas, Nevada-based Park Central Plaza 32, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11- 14153) on March 23, 2011. The Debtor estimated its assets and debts at $10 million to $50 million. PARK CENTRAL: Seeks to Emply Grubb & Ellis as Leasing Agent ----------------------------------------------------------- Park Central Plaza 32 LLC asks the U.S. Bankruptcy Court for the District of Nevada for permission to employ Grubb & Ellis Company as leasing agent for real property belonging to the estate. Grubb & Ellis will render all necessary listing, leasing and real estate services to Debtor. Grubb & Ellis proposes to charge Debtor a percentage based on the procurement of a tenant for the Real Property. Net lease terms provide for payment as follows: * 6% of the minimum guaranteed base rent for the first 60 months of the initial lease term; * 3% of the minimum guaranteed base rent for the second 60 months of the initial lease term if applicable. In the event Grubb & Ellis procures a buyer for the shopping center or any portion thereof Grubb & Ellis shall be paid: * 6% of the gross sales price, 3% of which would provide co-op for outside broker. 5% of the gross sales if no outside broker. * Grubb & Ellis will be paid a commission of 1.5% in the event the Debtor sells the shopping center or any portion thereof to a principal that is not represented. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Las Vegas, Nevada-based Park Central Plaza 32, LLC, filed for Chapter 11 bankruptcy protection on March 23, 2011 (Bankr. D. Nev. Case No. 11-14153). Bob L. Olson, Esq., at Greenberg Traurig LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. PARMALAT SPA: Italian Watchdog Slams Acquittal of 4 Banks --------------------------------------------------------- A Milan court acquitted Citigroup Inc., Deutsche Bank AG, Morgan Stanley, Bank of America Corp. and bankers at the firms in a market-abuse case relating to the 2003 collapse of Italy's biggest dairy company, Parmalat Finanziaria SpA. The bankers didn't commit the alleged crimes, the court ruled, according to Bloomberg. The three judges will publish the reasoning behind the April 18 ruling within 90 days, the news agency said. "The detailed examination of evidence in court brought a clear view of the facts," Francesco Isolabella, a lawyer for Deutsche Bank, said after Judge Gabriella Manfrin read out the ruling in Milan on April 18, Elisa Martinuzzi and Marco Bertacche reported for Bloomberg News. The four banks were accused of helping Parmalat mislead investors and not taking steps to prevent the dairy company from committing fraud. "The Milan court's judgment confirms unequivocally that Citi and its employees did not have any involvement in the execution of the most significant fraudulent bankruptcy in Italy," BBC News quoted Citigroup's response to the Milan Court ruling. Prosecutors previously tried to confiscate EUR120 million from the banks and also asked the court to fine each of the bank EUR900,000. Specifically, prosecutor Eugenio Fusco sought: -- EUR70 million from Citigroup; -- EUR30 million from Bank of America; -- EUR5.9 million from Morgan Stanley; and -- EUR14 million from Deutsche Bank. Milan prosecutors, Bloomberg related, had claimed the banks knew Parmalat's true financial situation when they sold bonds and carried out transactions on behalf of the food maker. The company, now called Parmalat SpA, failed in Italy's biggest bankruptcy and its founder Calisto Tanzi has been convicted of misleading investors. Mr. Tanzi was sentenced to 18 years in prison for his role in the collapse of the European dairy giant. On March 24, Italian judge Guido Piffer turned down prosecutors' request for a fast-track trial of Mr. Tanzi and other members of his family for their part in Parmalat's collapse. Judge Piffer ruled that investigating magistrates in Milan had not provided enough evidence to justify putting the 29 individuals and three financial institutions involved in the collapse on an accelerated trial. Judge Piffer also maintained that there was sufficient evidence to order eight of the accused, including Mr. Tanzi and two outside auditors, to go immediately to trial, but not enough material to warrant an immediate trial for all defendants. Parmalat's collapse left the Company with EUR14 billion (US$20 billion) in debt, about eight times the amount reported to investors, Bloomberg said. Citigroup, the third-biggest U.S. bank, said in a statement that the ruling confirms the bank and its employees had no involvement. Citigroup has continuously denied the allegations of fraud saying the charges are "completely unfounded." Deutsche Bank said its employees acted professionally and abided by Italian law, according to a statement. Morgan Stanley in a statement said the firm was "pleased" with the court's decision. Parmalat was brought down by "some of its executives and some of its auditors," Bank of America said in a statement. The ruling confirms that "none of Bank of America's employees were aware of Parmalat's fraud." The collapse wiped out much of the value of EUR10 billion of Parmalat securities held by 100,000 Italian investors and led to losses at its biggest lenders. "This is a disgrace," Carlo Rienzi, chairman of Italian consumer group Codacons, said in a statement posted on the association's Web site, Bloomberg noted. Investors can still claim for damages in the civil courts, he said, the report said. Mr. Tanzi was sentenced in December 2010. Parmalat's former chief financial officer, Fausto Tonna, was sentenced to 14 years in prison, and Mr. Tanzi's brother, Giovanni, to 10 years and seven months. Thirteen other former Parmalat executives were found guilty, while two were cleared of the charges. The Italian Court directed the former Parmalat executives to pay the company EUR2 billion and reimburse thousands of defrauded investors. The Parma Court also directed those convicted to pay creditors 5% of the nominal value of the shares or bonds that they had bought in Parmalat. An independent Italian consumer watchdog, Codacon, slammed the acquittal of the four banks asserting that the verdict is an affront to over 100,000 people who lost their savings, adnkronos.com said in an April 19 report. The group said it will act as plaintiff alongside the more than 100,000 investors in Parmalat in a legal challenge to the recent court ruling, the report said. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on Dec. 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court declared the units insolvent. On June 22, 2004, Dr. Bondi, on behalf of the Italian entities, sought protection from U.S. creditors by filing a petition under Sec. 304 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 04-14268). Parmalat's U.S. operations filed for Chapter 11 protection on Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represented the U.S. Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than US$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Three special-purpose vehicles established by Parmalat S.p.A. -- Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. -- commenced separate winding up proceedings before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. were appointed liquidators in the cases. On Jan. 20, 2004, the Liquidators filed a Sec. 304 petition (Bankr. S.D.N.Y. Case No. 04-10362). Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represented the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases and Sec. 304 cases. In 2007, Parmalat obtained a permanent injunction in the Sec. 304 cases. PAUL TRANSPORTATION: Has Until June 14 to Decide on Leases ---------------------------------------------------------- The Hon. Niles Jackson of the U.S. Bankruptcy Court for the Western District of Oklahoma has extended, at the behest of Paul Transportation, Inc., the time within which the Debtor will assume or reject unexpired leases of non-residential real property under which the Debtor is the lessee until June 14, 2011. The affected leases are: (i) lease dated Sept. 1, 2010, with East End Equipment Sales, Inc., for the Debtor's service terminal in Houston, Texas; (ii) lease dated Oct. 14, 2009, with Majors Investments, for the Debtor's service terminal in Oklahoma City; and (iii) real estate lease dated Nov. 1, 2007, with Messers Bowers Company, for the Debtor's headquarters in Enid, Oklahoma. The Debtor doesn't want to create significant, unnecessary, administrative expenses, which could occur if the Debtor improvidently assumes the leases. The Debtor also doesn't want to lose the benefits of the leases. The Debtor said that if the leases were deemed rejected by a failure to assume them timely, the deemed rejection would result in a significant loss of value to the estate. The extension requested would permit the Debtor to avoid all of the potentially adverse consequences. About Paul Transportation Enid, Oklahoma-based Paul Transportation Inc. provides flatbed transportation services across the lower 48 states. The Debtor hauls a variety of goods, including pipe, steel, wallboard, coils, paper, lumber and other products used in the construction and oil and gas industries. The Debtor maintains service terminals in Oklahoma City, Oklahoma; Houston, Texas; and Fort Dodge,Iowa. Troy Paul is the Debtor's sole shareholder, officer and stockholder. The Debtor employs 142 people. In addition, the Debtor also contracts with approximately 67 independent owner- operator drivers. Paul Transportation filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10-13022) on May 18, 2010. Matthew C. Goodin, Esq., and Stephen W. Elliott, Esq., at Kline, Kline, Elliott & Bryant, assist the Debtor in its restructuring effort. Lyle R. Nelson, Esq., L. Vance Brown, Esq., Eric Huddleston, Esq., an Karolina D. Roberts, Esq., at Elias, Books, Brown & Nelson, PC, represent the Official Committee of Unsecured Creditors. In its schedules, the Debtor reported $38,249,443 in total assets and $23,535,843 in total liabilities. PHI GROUP: Amends FY2010 Form 10-Q to Correct Errors ---------------------------------------------------- PHI Group, Inc., filed on April 11, 2011, an amendment to its annual report on Form 10-K for the fiscal year ended June 30, 2010. In consultation with its independent registered public accounting firm, the Company concluded that there were errors in its financial statements for the fiscal years ended June 30, 2009, and June 30, 2010, as well as errors in certain of the interim financial statements for those years, and that the financial statements needed to be restated. The errors include the following: -- The Company determined that the investment in one of its subsidiaries, Catalyst Resource Group (formerly known as Jeantex Group, Inc.) should be written off for the year ended June 30, 2009. -- The Company determined that minority interests in certain subsidiaries need to be re-allocated for these years ended June 30, 2009, and June 30, 2010. The Company reported a net loss of $3.57 million on $83,990 of revenue for fiscal 2010, compared with a net loss of $8.44 million on $2.01 million of revenue for fiscal 2009. At June 30, 2010, the Company's balance sheet showed $1.03 million in total assets, $8.14 million in total liabilities, and a stockholders' deficit of $7.11 million. Kabani & Company, Inc., in Los Angeles, expressed substantial doubt about PHI Group'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 Company has accumulated deficit of $26,999,492 and net loss amounting $3,568,438 for the year ended June 30, 2010. "In addition, the company has a development project that will expire if not renewed by requisite authorities.' A complete text of the amended Form 10-K is available for free at: http://is.gd/FUjNuv About PHI Group Huntington Beach, Calif.-based PHI Group, Inc. -- http://www.phiglobal.com/-- through its wholly-owned and majority-owned subsidiaries engages in a number of diverse business activities including consulting, merger and acquisition advisory services, real estate development, mining, and independent energy and maintains minority interests in various companies operating in the areas of infrastructure, construction, natural resources, finance, manufacturing, services and retail. The Company provides financial consultancy and M&A advisory services to U.S. and foreign companies and invests in selective businesses that may create long-term shareholder value. PHILADELPHIA ORCHESTRA: Launches Campaign to Raise Funds -------------------------------------------------------- Rachel Feintzeig, writing for Dow Jones' Daily Bankruptcy Review, reports that The Philadelphia Orchestra Association launched its "Listen with Your Heart" campaign immediately after filing for bankruptcy to raise funds. "We are at a crossroads," the orchestra said on its Web site, according to DBR. "And we ask the citizens of Philadelphia to join with us as we fight for this cultural institution -- an icon that has helped define this city's greatness." Immediately to the right, readers are invited to purchase tickets to an upcoming concert or just donate directly, DBR relates. "Your donations to the orchestra ensure that this great organization continues to make beautiful music," the Web site says. About Philadelphia Orchestra The Philadelphia Orchestra -- http://www.philorch.org/-- claims to be among the world's leading orchestras. Previous conductors include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and Christoph Eschenbach (2003-08). Charles Dutoit is currently chief conductor, and Yannick Nezet-Seguin has assumed the title of music director designate until he takes up the baton as The Philadelphia Orchestra's next music director in 2012. The Philadelphia Orchestra Association, The Academy of Music of Philadelphia, Inc., and Encore Series, Inc., filed separate Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to 11-13100) on April 16, 2011. Judge Eric L. Frank presides over the case. The Philadelphia Orchestra Association is being advised by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal, its financial advisor. In its petition, Philadelphia Orchestra estimated $10 million to $50 million in assets and debts. PLATINUM STUDIOS: Incurs $9.94 Million Net Loss in 2010 ------------------------------------------------------- Platinum Studios, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $9.94 million on $2.27 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $3.38 million on $292,940 of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $10.47 million in total assets, $26.99 million in total liabilities and a $16.52 million shareholders' deficit. HJ Associates & Consultants, LLP, in Salt Lake City, Utah, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered recurring losses from operations which have resulted in an accumulated deficit. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/IRZQRV About Platinum Studios Los Angeles, Calif.-based Platinum Studios, Inc., controls a library consisting of more than 5,000 characters and is engaged principally as a comics-based entertainment company adapting characters and storylines for production in film, television, publishing and all other media. POINT BLANK: Creditors File Motion to Vacate Financing Order ------------------------------------------------------------ BankruptcyData.com reports that Point Blank Solutions' official committee of unsecured creditors filed with the U.S. Bankruptcy Court a motion for an order vacating the Debtors' interim and final D.I.P. financing orders. BData says the committee alleges that there are facts not disclosed to the Court that involve "conflicts of interest and self-dealing, bad faith, breaches of fiduciary duty and abuse of the bankruptcy process by Privet and Prescott, two former members of the original equity committee, that negotiated both the replacement DIP facility and first PSA for their individual pecuniary benefit while purporting to also represent the interests of equity holders - one of them as Chair and both as members of the original equity committee." The Court scheduled a May 17, 2011 hearing on the matter. About Point Blank Headquartered in Pompano Beach, Florida, Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company maintains facilities in Pompano Beach, Florida, and Jacksboro, Tennessee. The Company's former chief executive officer and chief operating officer were convicted in September 2010 of orchestrating a $185 million fraud. Point Blank Solutions, formerly DHB Industries, filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on April 14, 2010. Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor. Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate counsel. T. Scott Avila of CRG Partners Group LLC is the restructuring officer. Epiq Bankruptcy Solutions serves as claims and notice agent. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Equity Security Holders in the case. The Equity Committee has tapped Morrison Cohen LLP, and The Bayard, P.A., as counsel. Robert M. Hirsh, Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel to the Creditors Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as co-counsel. PREMIUM DEV'T: Court Moves Hearing to Dismiss Case to May 5 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Washington continued the hearing until May 5, 2011, at 10:00 a.m., the motion of U.S. Trustee, Robert D. Miller, Jr., to convert to Chapter 7, or in the alternative, dismiss the bankruptcy case of Premium Development LLC. The U.S. Trustee provided these reasons for his request: (a) Failure to file plan and disclosure statement; (b) Failure to file operating reports; (c) Delay in prosecuting the case to a confirmed plan; (d) Failure to file required reports of sale; and (e) Inability to propose a feasible plan and continuing loss to the estate. The U.S. Trustee also requested the inclusion of certain language in the order converting or dismissing the case, which would provide that the Debtor should pay to the U.S. Trustee all fees payable under Section 1930(a)(6) of the Judiciary and Judicial Procedure Code. About Premium Developments LLC East Wenatchee, Washington-based Premium Developments, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wash. Case No. 09-06746) on Dec. 4, 2009. Allan L. Galbraith, Esq., at Davis Arneil Law Firm LLP assists the Debtor in its restructuring effort. The Company estimated its assets and liabilities at $10 million to $50 million. RASER TECHNOLOGIES: Incurs $101.80 Million Net Loss in 2010 ----------------------------------------------------------- Raser Technologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $101.80 million on $4.24 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $20.90 million on $2.19 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $41.84 million in total assets, $107.78 million in total liabilities, $5.00 million in Series A-1 cumulative convertible preferred stock and a $70.94 stockholders' deficit. Hein & Associates LLP, in Denver, Colorado, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered recurring losses, has used significant cash for operating activities since inception, has significant notes payable coming due in 2011, and has a lack of sufficient working capital. A full-text copy of the Annual Report is available for free at: http://is.gd/gzmsJy 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. Raser Technologies did not make the $2.2 million semi-annual interest payment due Oct. 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. RAMEY HOSPITALITY: Case Summary & 14 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Ramey Hospitality Group, Inc. dba La Cima Hotel & Suites P.O. Box 250269 Aguadilla, PR 00604 Bankruptcy Case No.: 11-03272 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Victor Gratacos Diaz, Esq. VICTOR GRATACOS-DIAZ LEGAL OFFICE P.O. Box 7571 Caguas, PR 00726 Tel: (787) 746-4772 E-mail: vgratacd@coqui.net Scheduled Assets: $4,119,485 Scheduled Debts: $5,453,216 A list of the Company's 14 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb11-03272.pdf The petition was signed by Luis Alvarez Cabrera, president. RANCHO MALIBU: Court Sets Disclosure Statement Hearing on May 10 ---------------------------------------------------------------- Rancho Malibu, LLC filed with the U.S. Bankruptcy Court for the Central District of California a Chapter 11 Liquidating Plan of Reorganization and explanatory Disclosure Statement. Judge Geraldine Mund will consider adequacy of the Disclosure Statement on May 10, 2011 at 10:00 a.m. in Woodland Hills, California. Under the Plan, the Debtor will distribute $125,000 in cash proceeds, which it received from a Court-approved global settlement entered with its former secured creditor, East West Bank. The Plan also provides that, in exchange for the agreement of REB Malibu, LLC and Manhattan Partners, LLC, to not assert: (a) administrative priority claims for the amounts advanced to fund the costs of administering the Debtor's Chapter 11 case, including attorneys' fees and costs of the Debtor's counsel, which totaled more than $160,000; or (b) general unsecured claims totaling more than $2,600,000, the Debtor will assign and transfer to REB and Manhattan Partners, LLC, the Debtor's two members, all of the Debtor's right, title and interest in, to and arising out of all assets of every kind relating directly or indirectly to the development or land use entitlements related to the Property formerly owned by the Debtor. The Property was foreclosed on by EWB in accordance with the RM Settlement Agreement. If the member claims are allowed and not waived, the Chapter 11 case will be administratively insolvent and the general unsecured creditors will not receive a distribution. Under the Plan, creditors will receive their distributions within 45 days following the effective date of the Plan. There are no secured claims against the Debtor. Holders of Class 1 General Unsecured Claims are entitled to vote on the Plan and will receive on a pro rata basis, all funds remaining after payment of administrative costs. The amount available for distribution is estimated to be $100,000. Class 2 Interests is deemed to reject the Plan. The Members' equity interests and all related rights and duties under the Debtors' Operating Agreement, as amended, will be terminated. A full-text copy of Rancho Malibu's Disclosure Statement is available for free at: http://bankrupt.com/misc/RanchoMalibu_DS.pdf Malibu, California-based Rancho Malibu, LLC, filed for Chapter 11 protection on July 6, 2010 (Bankr. C.D. Calif. Case No. 10-18138). Weintraub & Selth, APC, represents the Debtor. The Debtor estimates assets and debts at $10 million to $50 million. The Debtor is represented by: David J. Weintraub WEINTRAUB & SELTH, APC 11766 Wilshire Boulevard, Suite 1170 Los Angeles, California 90025 Tel. No.: (310) 207-1494 Facsimile: (310) 442-0660 E-mail: dan@wsrlaw.com RAY ANTHONY: To Sell Assets Encumbered by United Bank Interests --------------------------------------------------------------- Ray Anthony International, LLC, is seeking to sell certain assets encumbered by security interests of United Bank, Inc. United Bank has consented to the sale of the encumbered assets. The U.S. Bankruptcy Court for the Western District of Pennsylvania is set to convene a hearing on April 21, 2011, to consider the Debtor's request. West Mifflin, Pennsylvania-based Ray Anthony International, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 10-26576) on Sept. 15, 2010. The Debtor estimated assets and debts at $50 million to $100 million as of the Chapter 11 filing. Affiliate Ray G. Anthony filed a separate Chapter 11 petition (Bankr. W.D. Pa. Case No. 10-26552) on Sept. 14, 2010. ROBB & STUCKY: Collier Lenders Not Entitled to Adequate Protection ------------------------------------------------------------------ Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle District of Florida denied without prejudice CIRS Financing LLC and CIRS Management LLC's request for adequate protection as a secured lender of Robb & Stucky Limited LLP. CIRS Financing and CIRS Management, collectively referred to as the Collier Lenders, averred that they are properly perfected secured second lien lenders of the Debtor and are owed more than $14.6 million. The Collier Lenders specifically sought that (i) they be granted a blanket replacement lien over all assets of the Debtor, (ii) the Debtor be prohibited from incurring expenditure that would diminish the Collier Lenders' recovery from their prepetition collateral, and (iii) the Court clarify their entitlement to superpriority administrative expense claims pursuant to Section 507(b) of the Bankruptcy Code. The Collier Lenders expressed concern that the continued existence of the Debtor's postpetition facility will limit their right (x) to receive interim payment of the sale proceeds, and (y) to affirmative oversight of the Debtor's use of the cash collateral. Judge Delano didn't agree with the Collier Lenders' contentions for reasons stated in open court. The Debtor, Wells Fargo Bank, N.A., and the Official Committee of Unsecured Creditors filed formal objections to the lenders' request. About Robb & Stucky Sarasota, Florida-based Robb & Stucky Limited LLLP -- dba Robb & Stucky; Robb & Stucky Interiors; Fine Design Interiors, a division of Robb & Stucky; Robb & Stucky Patio; R&S Home of Fine Decorators; and Home of Fine Design by Robb & Stucky -- is a retailer of upscale, high-end, interior-design-driven home furnishings in the U.S. It filed for Chapter 11 bankruptcy protection on Feb. 18, 2011 (Bankr. M.D. Fla. Case No. 11-02801). Paul S. Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman PA, serve as the Debtor's bankruptcy counsel. FTI Consulting, Inc., is the Debtor's advisor and Kevin Regan is the Debtor's chief restructuring officer. Bayshore Partners, LLC, is the Debtor's investment banker. AlixPartners, LLP, serves as the Debtor's communications consultants. Epiq Bankruptcy Solutions, LLC, serves as the Debtor's claims and notice agent. In its schedules, the Debtor disclosed $77,705,081 in assets and $91,859,125 in liabilities as of the Chapter 11 filing. RW LOUISVILLE: Files Amended Outline for Plan of Reorganization --------------------------------------------------------------- Louisville Hotel Associates, LLC, delivered to the U.S. Bankruptcy Court for the Western District of Kentucky a first amended disclosure statement for its Plan of Reorganization. The Plan proposes to pay the Debtor's pre-bankruptcy lender in full and pay substantially more to all creditors than would be paid under a liquidation proceeding. The Debtor's pre-bankruptcy loan refers to a $18.5 million loan extended by registered holders of DLJ Commercial Mortgage Corp., Commercial Mortgage Pass-Through Certificates, Series 1998-CF2, to enable the Debtor's predecessor to acquire a hotel property in May 1998. The current holder of the loan is Wells Fargo Bank, National Association, as successor by merger to Northwest Bank Minnesota, National Association, as trustee for DLF Mortgage holders. The Noteholder/Lender acts through ORIX Capital Markets, LLC, in its capacity as special servicer. The Plan designates classes of claims asserted against it. They are Class 1 - Noteholder's $14 million secured claim; Class 2 - De Minimis Claims; Class 3 - General Unsecured Claims; Class 4 Essential Vendor Claim; Class 5 - Advance Payment Claims; Class 6 - Priority Claims; and Class 7 - Noteholder's Deficiency Claim. A full-text copy of the First Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/RWLouisville_1stAmenddDS.pdf About RW Louisville Louisville, Kentucky-based RW Louisville Hotel Associates, LLC, aka Holiday Inn Hurstbourne, owns a hotel property located at 1325 South Hurstbourne Parkway, Louisville, Kentucky 40222. It is an independent franchisee of InterContinental Hotels Group and operates a 271-room full-service Holiday Inn on the Real Property and employs approximately 110 employees. RW Louisville filed for Chapter 11 protection on October 8, 2010 (Bankr. W.D. Ky. Case No. 10-35356). Emily Pagorski, Esq., and Lea Pauley Goff, Esq., at Stoll Keenon Ogden PLLC, assist RW Louisville in its restructuring effort. RW Louisville estimated its assets and debts at $10 million to $50 million at the Petition Date. SATELITES MEXICANOS: Investors Want 12% Yield on US$325MM Bonds --------------------------------------------------------------- Moody's Investors Service says that Satelites Mexicanos, S.A. de C.V., will sell US$325 million of five-year bonds abroad. According to Moody's, most of the proceeds from the new notes will be used to repay US$238 million in outstanding first priority senior secured debt and, along with cash on hand and cash flow from operations, fund the final construction and launching of Satmex 8 (US$186 million). Andres R. Martinez and Jonathan J. Levin at Bloomberg News report that Satmex may pay the highest yield on a dollar bond offering by a Mexican company since July 2009, when Servicios Corporativos Javer SAPI paid 13%. Bloomberg News relates that Roberto Sanchez- Dahl, who oversees $1 billion of emerging-market debt at Federated Investment Management Co., said that investors will demand a yield as high as 12% on the overseas bonds, while a person familiar with the terms of the sale said that Satmex is seeking a yield of 9% to 9.5%. About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based provider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex filed for Chapter 11 bankruptcy protection on April 6, 2011 (Bankr. D. Del. Case No. 11-11035). Affiliates Alterna'TV International Corporation (Bankr. D. Del. Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case No. 11-11033) simultaneously filed separate Chapter 11 petitions. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Jefferies & Company, Inc., is the financial advisor to supporting 2nd lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting 2nd lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. The Debtors disclosed $441.6 million in total assets and $531.6 million in total debts as of March 23, 2011. In its schedules, Satmex disclosed $393,427,253 in total assets and $457,699,978 in total debts. SATELITES MEXICANOS: Moody's Puts (P) B3 Rating on Proposed Notes ----------------------------------------------------------------- Moody's assigned a (P) B3 foreign currency corporate family rating to Satelites Mexicanos, S.A. de C.V. At the same time, Moody's assigned a (P) B3 foreign currency senior secured rating to Satmex's proposed offering of US$325 million in new notes due 2017. Most of the proceeds from the new notes will be used to repay US$238 million in outstanding first priority senior secured debt and, along with cash on hand and cash flow from operations, fund the final construction and launching of Satmex 8 (US$186 million). The ratings were assigned on a provisional basis pending the successful issuance of the proposed notes and final documentation. The ratings outlook is stable. Ratings assignment -- Sr. Secured US$325 million global bonds due in 2017, Assigned (P) B3 Ratings Rationale "The (P) B3 rating on Satmex and its global notes reflects the company's small annual revenue size of US$129 million and high operating risk arising from the construction and launching of a new satellite to replace the expiring Satmex 5, which was responsible for 39% of revenues in 2010", said Nymia Almeida, Vice President and senior analyst at Moody's. Insurance related to the new replacement satellite will be purchased, as per industry practices, prior to 6 months from launching. Mitigating this execution risk is the fact that 1) the satellite construction company, Loral, will be responsible for the delivery of the satellite on time; 2) so far, Satmex 8's construction process has evolved with no delays, in part because of the low level of complexity of this type of satellite; and 3) if Satmex 8 is delayed, Satmex 5 could be placed into inclined orbit to extend its useful life and continue to generate between 70% and 80% of current revenues. If Satmex 8 fails upon launch, bondholders will be repaid from insurance proceeds. The ratings also reflect a high customer concentration risk since, in 2010, Satmex generated 17% of its revenues from Hughes, which has been increasing its own transponders capacity and may gradually need less services from Satmex. In addition, there are competitive pressures from stronger satellite service providers as well as from telecom operators. Mitigating these credit negatives is high customer switching costs and growing demand for communications transmission services in Satmex's footprint. In addition, the company's strong EBITDA margins at around 70% and adequate capital structure, with adjusted leverage ratio estimated to reach 3.7 times in late 2011, pro-forma for the new notes and financial restructuring, also mitigate high customer concentration and competitive pressures. The new notes will be senior secured and the sole debt of the company. The security package consists of substantially all assets of Satmex. The new offering is part of a financial restructuring and will allow Satmex to repay outstanding debt (US$238 million) and, along with cash on hand and cashflow from operations, fund the remaining construction and launching of Satmex 8 (US$186 million). The restructuring consists also of retiring US$197.9 million in second priority senior secured notes by converting such notes to equity in a reorganized Satmex, plus allowing such holder to participate in an equity rights offering for up to US$96 million. Pro forma for the new notes, Satmex's capital structure will be composed of US$316 million in shareholders' equity and US$325 million in debt (the proposed notes) due in 2017. This new funding structure provides for a comfortable debt maturity profile as well as partially funding the final construction and launching of Satmex 8. Satmex's US$129 million in revenues is small compared to its peers. Because Satmex operates only 3 satellites, its revenues are concentrated in a few sources and is exposed to potential satellite malfunctions. This risk is partially mitigated by insurances that cover partial or total damages to two satellites. The company's operating risk is high. Satmex has 3 satellites (Solidaridad 2, Satmex 5 and Satmex 6) and Satmex 5's useful life expires in late 2012. Its replacement, Satmex 8, has been under construction since mid 2010 and is scheduled to be launched in August 2012. While it is certain that Satmex 8's capacity will be 45% higher than that of Satmex 5, from now to the end of 2012 bondholders will run the risk of failure at Satmex 5. Satmex 5 is currently insured for only US$90 million, providing for limited resources to bondholders in case of total damage. In addition, bondholders will take the risk that Satmex 8 is appropriately put into orbit and start delivering revenues upon schedule. It should be noted that most existing Satmex 5 customers will by contract roll over to Satmex 8 assuming a timely launch. Long term growth prospects for the satellite industry are favorable as broadband access needs continue to grow, which will demand increasing transmission capacity for both broadcast and telecommunications customers. Particularly regarding broadband access, governments in the region are generally committed to providing "broadband access to all" by 2015, as per agreement with ITU, the United Nation's agency for information and communication technology issues (current average broadband access in Latin America is at about 25%). Satmex's operating footprint is also a plus since Latin America is, and should continue to be, for the foreseeable future, in an economic growth mode. However, competition from larger and sometimes better capitalized satellite service providers may suppress Satmex pricing power and limit its cash flow generation. For instance, Intelsat Corporation has more than 50 satellites, of which more than 30 serve the Americas market. SES has a fleet of 40 satellites, of which more than 20 totally or partially serve the Americas. Other competitors include Telesat Canada, Grupo Hispasat, Hispamar, and Star One, owned by Embratel. Satmex also faces competition from land-based telecommunications service providers such as telecom operators: fiber optic service providers can generally offer services at a lower cost than satellite companies for point-to- point applications. But, because demand for data and video broadcasting is expected to grow steadily, Satmex's main risk is that a satellite suffers permanent damage, for which the company contracts insurances. It is favorable to the company that customer switching costs are high since key clients have tens of thousands of satellite dishes pointed at Satmex's satellites and repositioning of each dish would result in significant costs and possible disruption of customers' business-critical functions. The company also has limited geographic concentration of revenues: in 2010, revenues were broken down by 37% from the U.S., 31% from Mexico, 25% from South America and 7% from Central America and the Caribbean. Pro forma for the new notes, Satmex has an adequate liquidity profile. When the debt and equity restructuring is completed, which is expected to take place in May 2011, Satmex's liquidity will be adequate with all of its debt due in the long term. Capital expenditures required to finish the construction and launch Satmex 8, in the amount of US$186 million across 2011 and 2012, will be funded with proceeds from the proposed notes and Satmex cash flows. If all goes well with the launching of Satmex 8, as expected, Satmex should be able to provide significant EBITDA contribution in excess of current Satmex 5 EBITDA contribution due to the incremental transponder capacity; if delays occur, Satmex 5 could be placed in inclined orbit to significantly extend its useful life and, together with the cash flow generated by Satmex, provide for enough cash to pay intereston the new Notes. Going forward, Moody's believes that the company will choose to accumulate cash for the construction and launching of Satmex 7, which will replace Solidaridad 2, most probably starting in 2017. New satellites generally cost approximately US$350 million in design, construction, launching and insurance costs. The stable ratings outlook is based on Moody's belief that i) Satmex will be able to sustain current operating margins and ii) the launching of Satmex 8 will be successful and the transfer of customers from satellite Satmex 5 to Satmex 8 will occur within 3 months from launching and without major service or commercial disruptions. A ratings upgrade is expected if Satmex maintains current strong operating performance and Satmex 8 not only operates as expected but provides for meaningful additional revenues and EBITDA. For an upgrade to occur the company should be able to sustain its competitiveness and EBITDA margins at least at current levels. Satmex' ratings could be downgraded if any of the construction, launching or operation of Satmex 8 fails, and the extension of Satmex 5's useful life is not a viable alternative to sustain the company's revenues close to current levels. Satmex is a privately-owned Mexican satellite operator providing fixed satellite services (standard c- and Ku-band services) to local and international broadcasting and telecom firms as well as to government-related entities. Satmex operates three satellites in geo-synchronous orbital slots allocated to Mexico, covering 90% of the Americas population. In 2010, the company's revenues amounted to about US$129 million, of which fixed satellite services represented 82%. Moody's adjusted EBITDA reached US$93 million, with a 72% adjusted EBITDA margin. The company has already commenced its prepackaged Chapter 11 bankruptcy case and expects that the proposed notes, together with the balance sheet restructuring recapitalization plan will be approved by the court in the following weeks. The restructuring plan has already been accepted by the classes of creditors representing Satmex's first priority and second priority senior secured notes. SBARRO INC: Section 341(a) Meeting Slated for May 5 --------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of creditors of Sbarro Inc. and its debtor-affiliates on May 5, 2011, at 3:30 p.m., at Office of the United States Trustee for the Southern District of New York 80 Broad Street, 4th Floor in 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. About Sbarro, Inc. The Sbarro family started its business after moving to Brooklyn, New York, from Naples, Italy, in 1956. Today Sbarro is a leading, global Italian quick service restaurant concept with approximately 5,170 employees, 1,045 restaurants throughout 42 countries, and annual revenues in excess of $300 million. Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr. S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million in debt. Sbarro disclosed assets of $471 million and debt of $486.6 million as of the Chapter 11 filing. Sbarro said it has reached an agreement with all of its second- lien secured lenders and approximately 70% of its senior noteholders on the terms of a reorganization plan that will eliminate more than half of the Company's total indebtedness. Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' general bankruptcy counsel. Rothschild, Inc., is the Debtors' investment banker and financial advisor. PriceWaterhouseCoopers LLP is the Debtors' bankruptcy consultants. Marotta Gund Budd & Dzera, LLC, is the Debtors' special financial advisor. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' conflicts counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims agent. Sard Verbinnen & Co is the Debtors' communications advisor. SBARRO INC: Court Approves Epiq Bankruptcy as Claims Agent ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Sbarro Inc. and its debtor-affiliates to employ Epiq Bankruptcy Solutions, LLC, as notice and claims agent, nunc pro tunc to the Petition Date. According to the Troubled Company Reporter on April 7, 2011, Epiq will, among other things: (a) notify potential creditors of the filing of the bankruptcy petitions and of the setting of the first meeting of creditors; (b) prepare and serve required notices in the Debtors' Chapter 11 cases; (c) notify potential creditors of the existence and amount of their respective claims as evidenced by the Debtors' books and records and as set forth in the schedules; and (d) docket all claims received by the Clerk's Office, maintain the official claims registers for each Debtor on behalf of the Clerk's Office, and provide the Clerk's Office with certified duplicate, unofficial Claims Registers on a monthly basis, unless otherwise directed. Epiq will be paid based on the hourly rates of its professionals: Clerk $34-$51 Case Manager (Level 1) $106-$149 IT Programming Consultant $119-$161 Case Manager (Level 2) $157-$187 Senior Case Manager $191-$234 Senior Consultant $250 Jason D. Horwitz, Vice President and Senior Consultant of Epiq, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Sbarro, Inc. The Sbarro family started its business after moving to Brooklyn, New York, from Naples, Italy, in 1956. Today Sbarro is a leading, global Italian quick service restaurant concept with approximately 5,170 employees, 1,045 restaurants throughout 42 countries, and annual revenues in excess of $300 million. Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr. S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million in debt. Sbarro disclosed assets of $471 million and debt of $486.6 million as of the Chapter 11 filing. Sbarro said it has reached an agreement with all of its second- lien secured lenders and approximately 70% of its senior noteholders on the terms of a reorganization plan that will eliminate more than half of the Company's total indebtedness. Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' general bankruptcy counsel. Rothschild, Inc., is the Debtors' investment banker and financial advisor. PriceWaterhouseCoopers LLP is the Debtors' bankruptcy consultants. Marotta Gund Budd & Dzera, LLC, is the Debtors' special financial advisor. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' conflicts counsel. Sard Verbinnen & Co is the Debtors' communications advisor. SBARRO INC: US Trustee Forms Five-Member Creditor's Committee ------------------------------------------------------------- Tracy Hope Davis, the U.S. Trustee for Region 2, appointed five creditors to serve on an Official Committee of Unsecured Creditors of Sbarro Inc. and its debtor-affiliates. The members of the Committee are: 1. GGP Limited Partnership Attn: Julie Minnick Bowden 110 North Wacker Drive Chicago, Illinois 60606 Tel: (312) 960-2707 2. Pepsico Attn: Mike Bevilacqua 1100 Reynolds Boulevard Winston Salem, NC 27105 Tel: (336) 896-5577 3. Performance Food Group, Inc. f/k/a Vistar Corporation Attn: Bradley W. Boe 12650 E. Arapahoe Road Centennial, CO 80108 Tel: (303) 662-7121 4. Simon Property Group, Inc. Attn: Ronald M. Tucker 225 W. Washington Street Indianapolis, IN 46204 Tel: (317) 263-2346 5. The Bank of New York Attn: Martin Feig 101 Barclay Street 8 West New York, NY 10286 Tel: (212) 815-5383 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 Sbarro Inc. The Sbarro family started its business after moving to Brooklyn, New York, from Naples, Italy, in 1956. Today Sbarro is a leading, global Italian quick service restaurant concept with 5,170 employees, 1,045 restaurants throughout 42 countries, and annual revenues in excess of $300 million. Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr. S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million in debt. Sbarro disclosed assets of $471 million and debt of $486.6 million as of the Chapter 11 filing. Sbarro said it has reached an agreement with all of its second- lien secured lenders and approximately 70% of its senior noteholders on the terms of a reorganization plan that will eliminate more than half of the Company's total indebtedness. Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' general bankruptcy counsel. Rothschild, Inc., is the Debtors' investment banker and financial advisor. PriceWaterhouseCoopers LLP is the Debtors' bankruptcy consultants. Marotta Gund Budd & Dzera, LLC, is the Debtors' special financial advisor. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' conflicts counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims agent. Sard Verbinnen & Co is the Debtors' communications advisor. SBARRO INC: Can Pay Critical Vendors' Claims on Interim Basis ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New authorized Sbarro, Inc., and its debtor-affiliates, on an interim basis, to pay certain prepetition claims of critical vendors. A final hearing is set for April 26, 2011, at 10 a.m., to consider the Debtors' request. According to the Troubled Company Reporter on April 7, 2011, Critical vendors include: (i) food and beverage vendors, (ii) liquor distributors, (iii) restaurant supply vendors, (iv) store maintenance service providers, and (v) other essential service providers. The Debtors were seeking authority to pay all or a portion of amounts owing only to a certain class of third-party trade creditors that are "critical" to maintaining the going-concern value of the Debtors' business enterprise. This class of vendors includes suppliers and service providers that (a) provide unique and specialized goods to certain of the Debtors' locations that are otherwise not readily available, (b) provide goods that the Debtors are unable to procure without incurring significant migration costs or compromising quality, (c) don't have long-term written supply contracts such that the vendor could be compelled to continuing providing goods or services in a timely and cost- efficient manner without unduly disrupting the Debtors' operations postpetition, or (d) provide goods to certain of the Debtors' restaurants in locations that are impossible to replace. The Debtors sought authority to pay, in their sole discretion based on their business judgment, up to $1.2 million to Critical Vendors on account of their prepetition claims on an interim basis and up to a maximum aggregate amount of $4.7 million to Critical Vendors on account of their prepetition claims on a final basis. The Debtors estimate that approximately $3,502,100 (approximately 74.5% of the Critical Vendor Cap) constitutes claims that may be entitled to administrative priority status. Because the Debtors typically pay for the food, products, supplies and services provided by the Critical Vendors within 20 to 30 days of receipt, the vast majority of prepetition amounts owed with respect of the food, products, supplies and services (approximately 93.6%) will become due and payable, in the ordinary course of business and consistent with past practice, in the 21 days after the Petition Date, but the Debtors believe they can manage their trade relationships through a final hearing on the Motion if they are provided access to the Interim Critical Vendor Cap. The Debtors were also requesting authority to pay the prepetition claims of certain third parties who may be entitled to assert various lien claims against the Debtors or their property or other assets if the Debtors fail to pay for prepetition goods or services, and the Debtors seek immediate authority to pay up to $25,000 on account of Lien Claims. To ensure that the Debtors continue to receive a constant supply of fresh fruits and vegetables postpetition, the Debtors sought authority to continue to pay in the ordinary course of business and consistent with their historical practices claims arising, or of the type, under the Perishable Agricultural Commodities Act of 1930 to those vendors who supply the Debtors with fruit and vegetables. In sum, the Debtors requested the foregoing authority subject to these caps: Estimated Payables as Interim Final of the Petition Relief Relief Date Sought Sought --------------- -------- ------ Critical Vendor Claims $4,700,000 $1,200,000 $4,700,000 Lien Claims $25,000 $25,000 $25,000 PACA Claims $1,285,000 N/A N/A To prevent any disruption to the Debtors' operations and to facilitate a smooth transition into Chapter 11, the Debtors are seeking an order (a) granting administrative expense priority to all of the Debtors' undisputed obligations arising from the acceptance of goods and services subject to certain prepetition purchase orders outstanding with vendors for goods and services, the delivery of which has not occurred and will not occur until after the Petition Date; and (b) authorizing the Debtors to satisfy the obligations in the ordinary course of business. About Sbarro, Inc. The Sbarro family started its business after moving to Brooklyn, New York, from Naples, Italy, in 1956. Today Sbarro is a leading, global Italian quick service restaurant concept with approximately 5,170 employees, 1,045 restaurants throughout 42 countries, and annual revenues in excess of $300 million. Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr. S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million in debt. Sbarro disclosed assets of $471 million and debt of $486.6 million as of the Chapter 11 filing. Sbarro said it has reached an agreement with all of its second- lien secured lenders and approximately 70% of its senior noteholders on the terms of a reorganization plan that will eliminate more than half of the Company's total indebtedness. Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' general bankruptcy counsel. Rothschild, Inc., is the Debtors' investment banker and financial advisor. PriceWaterhouseCoopers LLP is the Debtors' bankruptcy consultants. Marotta Gund Budd & Dzera, LLC, is the Debtors' special financial advisor. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' conflicts counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims agent. Sard Verbinnen & Co is the Debtors' communications advisor. SBARRO INC: Final Hearing on $35MM Financing on April 26 -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Sbarro, Inc. and its affiliates to obtain, on an interim basis, postpetition secured financing from a syndicate of lenders, led by Cantor Fitzgerald Securities as administrative agent. A final hearing is set for April 26, 2011, at 10 a.m., to consider the Debtors' request to obtain postpetition financing. According to the Troubled Company Reporter on April 7, 2011, the DIP Lenders have committed to provide up to (i) $16.5 million on an interim basis; and (ii) $35 million on a final basis (less the amount of the initial DIP Loan actually borrowed). Nicole L. Greenblatt, Esq., at Kirkland & Ellis LLP, explained that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties. A copy of the Debtors' DIP financing agreement is available for free at: http://bankrupt.com/misc/SBARRO_dipfinancingpact.pdf The Debtors sought authority to grant the DIP Agent, for its own benefit and the benefit of the DIP Lenders, senior, first priority, priming DIP Liens on the Collateral securing, and the super-priority claims in respect of, the obligations under the DIP Facility. The obligations of each loan party under the DIP Facility will be secured by: (i) a perfected first priority security interest and lien on all of the assets and property of the loan party; (ii) a perfected junior security interest and lien on the collateral of such Loan Party, to the extent that the collateral is subject to valid, perfected and unavoidable liens that were in existence immediately prior to the Petition Date, or to valid and unavoidable liens that were in existence immediately prior to the Petition Date that were perfected subsequent to the Petition Date; and (iii) a perfected first priority priming security interest and lien on the Collateral of the Loan Party, to the extent that the collateral is subject to the existing liens that secure the obligations of such Loan Party under the Prepetition First Lien Facility or the Prepetition Second Lien Facility or to a valid and enforceable right of setoff by any Prepetition Lender. The DIP Facility will mature six months after the closing of the DIP Facility. At the Debtors' option, the DIP facility may be extended for an additional three months upon satisfaction of certain conditions. The Debtor may elect either: (a) LIBOR plus 7.00% (with a LIBOR floor of 1.75%) or (b) Base Rate plus 6.00%. in the event of default, the Debtors will pay interest rate equal to (a) the Base Rate plus (b) the Applicable Margin applicable to Base Rate Loans (i.e., 6.00%) plus (c) 2.00% per annum; provided, however, that with respect to a Eurodollar Loan, the default rate will be an interest rate equal to the interest rate (including any Applicable Margin, i.e., 7.00%) otherwise applicable to such Loan plus 2.00% per annum. The DIP Credit Agreement contains these deadlines relating to the filing of the Chapter 11 plan and disclosure statement, including: a. filing of plan of reorganization within 60 days of the Petition Date that provides for full payment of administrative claims; b. entry of order by the Court approving the adequacy of the Debtors' disclosure statement for the acceptable plan within 90 days after the Petition Date; c. entry of order by the Court within 170 days of the Petition Date confirming the Acceptable Plan; and d. consummation of such plan within 180 days of the Petition Date (or, if earlier, within 30 days after entry of an order confirming the acceptable plan). The Debtors are required to pay these fees: (i) 0.75% on the unused portion of the outstanding term loan commitments under the DIP Facility; (ii) 2.00% of the total amount of the DIP Facility commitments, payable on the date of closing of the DIP Facility ratably to each DIP Lender on the basis of its respective commitments; and (iii) the term loans under the DIP Facility to be net funded with an original issue discount of 1.00% of the aggregate principal amount thereof. The original issue discount may take the form of an upfront fee. Cash Collateral Use The Court also allowed the Debtors to use the cash collateral on an interim basis. The Debtors have outstanding debt for borrowed money in the aggregate principal amount of $368.2 million, consisting primarily of: (a) $172.7 million in secured debt under their first lien senior secured credit facility, plus $3.5 million in letters of credit; (b) $34.2 million in secured debt under their Prepetition Second Lien Facility; plus fees, costs and other charges and (c) $157.8 million in senior notes (inclusive of the $8 million missed interest payment in March, 2011). The Debtors' principal prepetition funded debt obligations arise under that certain Credit Agreement dated as of Jan. 31, 2007, by and among Sbarro, as borrower, and Sbarro Holdings, LLC, and certain of the other Debtors, as guarantors, Cantor Fitzgerald Securities, as successor administrative agent, and certain lenders from time to time party thereto, which provided the Debtors with a $25.0 million revolving line of credit. All obligations under the Prepetition First Lien Facility are guaranteed by Holdings as well as certain of Sbarro's domestic subsidiaries, all of which are Debtors in these Chapter 11 cases. The Debtors' obligations under the Prepetition First Lien Facility, including the guarantees thereof, are also secured by first priority perfected security interests in substantially all the assets of Sbarro, as well as all capital stock of Sbarro, Inc., and its domestic subsidiaries and up to 65% of the outstanding capital stock of Sbarro's foreign subsidiaries. The Debtors have funded debt obligations arising under that certain Second Lien Credit Agreement dated as of March 26, 2009, by and among Sbarro, as borrower, certain of the Debtors as guarantors, Wilmington Trust FSB as successor administrative agent and collateral agent and certain lenders from time to time party thereto. The Prepetition Second Lien Facility provided the debtor with $25.5 million in secured term loans. All obligations under the Prepetition Second Lien Facility are guaranteed by the Prepetition Guarantors. The Debtors' obligations under the Prepetition Second Lien Facility, including the guarantees thereof, are also secured by second priority perfected liens and security interests in substantially all the assets and capital stock of Sbarro and its domestic subsidiaries as well as up to 65% of the outstanding capital stock of Sbarro's foreign subsidiaries. Prior to the Petition Date, Sbarro issued $150 million in 10.375% Senior Notes due 2015. The Notes are governed by that certain Indenture dated as of Jan. 31, 2007, by and among Sbarro, as issuer, certain domestic subsidiaries of Sbarro, as guarantors, and The Bank of New York, as trustee. The Notes Indenture provides that the Notes rank equally in right of payment with all of the Debtors' existing and future senior indebtedness. The Notes are effectively subordinated to all of the Debtors' secured indebtedness to the extent of the collateral securing such indebtedness. In exchange for the cash collateral use, the Debtors will grant: a. Prepetition First Lien Lenders: (i) a lien junior to the liens securing the DIP Facility on all of the collateral securing the DIP Facility; (ii) a superpriority claim, immediately junior to the claims under Section 364(c)(1) of the U.S. Bankruptcy Code held by the DIP Agent and DIP Lenders; (iii) payment of current cash interest at the contractual default rate in respect of the First Lien Credit Agreement; (iv) payment of all fees and expenses of the Prepetition First Lien Agent in accordance with the terms of the Interim and final DIP court orders; (v) all written information required to be provided to the DIP Agent or DIP Lenders; (vi) application of proceeds from asset sales first to repayment of unpaid obligations under the Prepetition First Lien Facility until such obligations are paid in full and second to the repayment of unpaid obligations under the Prepetition Second Lien Facility; (vii) compliance with certain covenants to be included in the DIP Credit Agreement in respect of the achievement of milestones relating to confirmation of a Chapter 11 plan of reorganization; and (viii) the usual and customary claims, priorities and other protections provided to pre-petition secured creditors in situations of this kind; and b. Prepetition Second Lien Lenders will be entitled to receive as adequate protection liens on all of the collateral securing the obligations under the DIP Facility that are junior to the First Lien Adequate Protection Liens. The Prepetition Agents and the Prepetition Lenders are entitled to adequate protection of their interests in the prepetition collateral, including the cash collateral, for diminution in value of the collateral securing the obligations under the Prepetition Facilities, as well as for any decline in, or diminution of, the value of the Prepetition Lenders' liens or security interests under the Prepetition Facilities. About Sbarro, Inc. The Sbarro family started its business after moving to Brooklyn, New York, from Naples, Italy, in 1956. Today Sbarro is a leading, global Italian quick service restaurant concept with approximately 5,170 employees, 1,045 restaurants throughout 42 countries, and annual revenues in excess of $300 million. Sbarro Inc. sought bankruptcy protection under Chapter 11 (Bankr. S.D.N.Y. Lead Case No. 11-11527) to eliminate about $200 million in debt. Sbarro disclosed assets of $471 million and debt of $486.6 million as of the Chapter 11 filing. Sbarro said it has reached an agreement with all of its second- lien secured lenders and approximately 70% of its senior noteholders on the terms of a reorganization plan that will eliminate more than half of the Company's total indebtedness. Edward Sassower, Esq., and Nicole Greenblatt, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' general bankruptcy counsel. Rothschild, Inc., is the Debtors' investment banker and financial advisor. PriceWaterhouseCoopers LLP is the Debtors' bankruptcy consultants. Marotta Gund Budd & Dzera, LLC, is the Debtors' special financial advisor. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors' conflicts counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims agent. Sard Verbinnen & Co is the Debtors' communications advisor. SCOVILL FASTENERS: Files for Chapter 11 For Quick Sale ------------------------------------------------------ Scovill Fasteners Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 11-21650) on April 19 in Gainesville, Georgia, to quickly sell its assets. Pending the sale, the Debtors' Chapter 11 case will be financed by a $22,772,167 postpetition financing facility offered by lenders, led by General Electric Capital Corp., as agent. The loans will mature in four months. The lenders could also terminate the financing if the sale of the assets is not approved by June 12, 2011, and if the sale isn't closed by July 1, 2011. Scovill claims to be an industry leader in the production of high quality snap fasteners and tack buttons throughout the Western and Eastern Hemisphere. Scovill's origins reach back at least to 1802, when a small button making business began in Waterbury, Connecticut. At present, its core brand of products include world-recognized branded products such as Gripper(R), Duramark(TM), and Dot(R). Many of Scovill's products are manufactured in the United States at its 300,000 square foot factory in Clarkesville, Georgia. Clarkesville is also its corporate headquarters location. The majority of Scovill's approximately 222 employees work at the Clarkesville facility. Ti Tong Products Ltd. is party to Scovill's key license agreement under which Gripper(R) products are manufactured throughout Asia. The Debtor, doing business as Scovill Apparel Fasteners Inc., and Scovill Manufacturing Co., estimated assets of $10 million to $50 million and debts of $100 million to $500 million. As of the Petition Date, Scovill owed lenders in respect of (i) revolving credit advances of $13,399,686 and $258,441 in accrued interest and fees; (ii) the term loan B of $10,000,000 and $575,342 in accrued interest and fees; (iii) the term loan C of $2,075,000 and $39,041 in accrued interest and fees; (iv) interest accruing thereon and (v) other costs, fees, expenses, and charges payable thereunder. The debts are secured by substantially all of the Debtors' assets. Scovill also owed banks $158,855,000 pursuant to a Tranche B credit facility. Scovill owed GSCP Recovery Inc. $48,929,000 pursuant to a term loan. The debts under the Tranche B credit facility and the Recovery facility are subordinated to all obligations under the Prepetition Credit Agreement Events Leading to Ch. 11 Filing Stewart Little, president and chief executive officer, says in a court filing, that Scovill is currently suffering a liquidity crisis attributable to losses suffered after the closing of a China facility in 2009. In 2004, a wholly owned indirect subsidiary of Scovill opened a factory in Shenzhen, China. The factory was initially fitted to manufacture the Duramark(TM) brand. From the onset, a number of adverse regulatory and operational hurdles plagued the overseas facility. The price of copper rose dramatically but because of restrictions in Scovill's copper contract it was not able to sell its copper scrap at market rate. When Scovill attempted to find an alternative copper buyer its export license was revoked by Chinese customs officials as punishment. Moreover, the primary raw material vendor to this facility, Poongsan Corporation, brought suit against this indirect subsidiary to recover its account receivable. Poongsan was able to enforce a lien against the China factory and the Chinese government subsequently seized control of the factory in 2009. By the time of this seizure Scovill had invested approximately $30 million to open and outfit the factory and fund losses. Mr. Little relates that in 2008, because of the operational issues in China, Scovill began to refocus on the capabilities of the Clarkesville facility. This focus continued after the closing of the China facility and the increased efficiency and production capacity in Clarkesville has significantly reduced Scovill's selling, general and administrative expenses. Scovill's overhead costs were cut considerably by diminishing its manufacturing presence in Asia and establishing a network of licensees and subcontractors to distribute Scovill products in that area. Due to the licensing and subcontracting the productions of its goods, despite sharp increases in the cost of a key commodity for Scovill's products, Scovill's earnings before interest, taxes, depreciation and amortization (EBITDA) went from a negative $11.13 million in 2008 to a positive $2.49 million in 2010. According to Mr. Little, because of the high and immediate cash flow required to keep production at pace, which is typical in the industry, Scovill's management decided that a sale of Scovill's assets is necessary to complete its restructuring. Chapter 11 Sale of Assets In September 2010, Scovill retained Carl Marks Advisory Group LLC to provide financial advisory services to assist Scovill with exploration of a prospective sale or merger of the Debtors' businesses. After soliciting bids, Scovill determined that the highest and best offer for the businesses was Global SFI Holdings, LLC. On April 15, 2011, the Debtors signed an Asset Purchase Agreement which is subject to higher or better offers. Pursuant to the APA, Global SFI has agreed to purchase substantially all of the Debtors' assets related to the design, manufacture and distribution of closure fasteners and related products for $17 million plus total cure costs, subject to adjustments. The Debtors have filed with the Bankruptcy Court a motion seeking approval of a proposed sale process, where Global SFI will be the stalking horse bidder at the auction. The Debtors propose to pay Global SFI a break-up fee of $620,000 (3.6% of the bid) in the event it is outbid at the auction. The Debtors propose to set a May 27 deadline for initial bids. The Debtors plan to conduct an auction on June 1 if qualified bids are received by the deadline. Based on the timeline, the sale hearing will be held on June 2. Scovill has other wholly owned, non-debtor, foreign subsidiaries, three of which -- Scovill Fastener (HK) Ltd., Scovill Fasteners (UK) Ltd., and Scovill Fasteners India Pvt. Ltd. -- are to be sold to Global SFI pursuant to the APA. A copy of the APA is available for free at: http://bankrupt.com/misc/Scoville_SFI_APA.pdf SCOVILL FASTENERS: Case Summary & 40 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Scovill Fasteners Inc. dba Scovill Apparel Fasteners Inc. Scovill Manufacturing Co. 1802 Scovill Drive Clarkesville, GA 30523-6348 Bankruptcy Case No.: 11-21650 Affiliates that simultaneously filed separate Chapter 11 petitions: Entity Case No. ------ -------- Scovill, Inc. 11-21652 Scomex, Inc. 11-21653 Rau Fastener Company, L.L.C. 11-21654 PCI Group, Inc. 11-21655 Chapter 11 Petition Date: April 19, 2011 Court: U.S. Bankruptcy Court Northern District of Georgia (Gainesville) Debtors' Counsel: Heather N. Byrd, Esq. John C. Weitnauer, Esq. ALSTON & BIRD LLP 1201 W. Peachtree Street Atlanta, GA 30309 Tel: (404) 881-4418 (404) 881-7000 Fax: (404) 253-8548 (404) 881-7777 E-mail: heather.byrd@alston.com kweitnauer@alston.com Debtors' Claims And Notice Agent: BMC GROUP INC. Counsel to Lender: Sarah Borders, Esq. Sarah Taub, Esq. KING & SPALDING 1180 Peachtree Street NE, ATLANTA, GA 30309 Counsel to Global SFI Holdings, LLC, Proposed Buyer: Robert M. Saunders, Esq David Barton, Esq. PACHULSKI STANG ZIEHL & JONES LLP, 10100 Santa Monica Blvd., Suite 1100 Los Angeles, CA 90067 - and - Erich N. Durlacher, Esq. BURR & FORMAN LLP 171 17th Street, NW Atlanta, GA 30363 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Stewart Little, president and chief executive officer. Debtor's List of 40 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ GSC Recovery Inc. Unsecured Loan $48,929,000 500 Campus Drive, Suite 220 Florham Park, NJ 07932 Olin Corp/Brass Div - #2 Trade Debt $1,896,447 427 N. Shamrock Street East Alton, IL 62024 GSCP (NJ) LP Professional $1,312,500 500 Campus Drive, Suite 220 Services - Florham Park, NJ 07932 Administrative Scott Brass Inc. Trade Debt $1,153,873 1637 Elmwood Avenue Craston, RI 02910 Lamcon Magestic Power Trade Debt $845,228 153 West 36th Street, 4th Floor New York, NY 10018-9460 Metal Chem Inc. Trade Debt $291,135 509 Huntington Road Greenville, SC 29615-4211 Bank of America Lockbox Services $191,243 Alloy Fasteners, Inc. Trade Debt $174,791 Smith, Gambrell & Russell, LLP Professional Fees $146,286 Georgia Power Co Utility $139,180 O'Melveny & Myers LLP Professional Fees $132,724 Stroock & Stroock & Lavin LLP Professional Fees $124,225 Coventry Health Care of GA Plan Benefits $106,446 Wheeler Industrial Corp Trade Debt $97,710 Master Tool and Mold Inc. Trade Debt $95,464 Elco Sintered Alloys, Inc Trade Debt $89,892 Janpak/Greenville Paper Co. Trade Debt $76,053 Womble Carlyle Sandridge Rice Professional Fees $65,183 JOPEVI Trade Debt $58,838 NEBCO Plan Benefits $52,934 BDO Seidman, LLP Professional Fees $42,233 9190-6628 Quebec Inc. Trade Debt $39,514 KPMG, LLP Professional Fees $27,551 Utility Service Group, Inc. Utility $22,156 Allteck GMBH Alltec Trade Debt $17,230 Micron Products Trade Debt $14,100 Engineered Parts Sourcing Trade Debt $13,837 Sokolow, Carreras & Associates Professional Fees $12,922 City of Clarkesville Utility $12,277 Robert W. Feltz Employee Expenses $10,481 Federal Express Corp Freight Servicess $10,303 Texas State Comptroller Govt $10,000 United Health Care Plan Benefits $9,627 Centerbeam, Inc. Trade Debt $9,415 United Parcel Service, Inc. Freight Services $8,899 BDO Dunwoody Professional Fees $7,751 Coventry Dental Plan Benefits $7,263 Suntrust Bank Bank Fees $6,595 Stikeman Elliott LLP Professional Fees $6,167 Thomson Compumark Trade Debt $5,100 SOUTH BAY: Emerges From Chapter 11 Bankruptcy --------------------------------------------- Robert J. Hawkins at the San Diego Union-Tribune reports that South Bay Expressway LP emerged with a court-approved reorganization plan, free of litigation and with a considerably more-manageable load of debt. According to CEO Greg Hulsizer, the toll road emerges with a valuation of $287 million and a debt load of $288 million. The reorganization plan goes into effect on April 29, following an open appeal period. Mr. Hulsizer said no appeals are expected as all of the key parties had previously signed off on the reorganization plan and litigation had been dismissed by the court back in October 2010. According to Mr. Hulsizer, the South Bay Expressway has been able to cover its operating expenses, although it has never met traffic targets envisioned by the original owners. The road now draws on average 26,000 vehicles during the work week. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 (Bankr. S.D. Calif. Case No. 10-04516) on March 22, 2010. Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. SPECIALTY TRUST: Can Use Cash Collateral Until June 30 ------------------------------------------------------ Specialty Trust, Inc. and its debtor affiliates sought and obtained approval of the U.S. Bankruptcy for the District of Nevada of a stipulation with respect to their motion to (i) amend budget for use of cash collateral through April 30, 2011, and (ii) extend and modify terms of certain loans to C.I.C. & S, LLC. Pursuant to the stipulation between the Debtors and the Official Committee of Equity Security Holders, the Debtors are authorized to use Cash Collateral through June 30, 2011, in accordance with an amended budget, a copy of which is available for free at: http://bankrupt.com/misc/SpecialtyTrust_AmBudget.pdf The Debtors' Budget, as amended, will not include the following expenses for 23 Nadador, LLC: (a) an expenditure of$10,000 for "Accounting fees - tax return preparation", (b) an expenditure of $64,000 for "Trash Enclosures", or (c) an expenditure of $30,000 for 25 "CWWD Wall". The Debtors are authorized. but not directed, to pay up to $30,000 of directors fees as set forth in the Debtors' Motion during the budget period. The Debtors are also directed: (a) No later than five business days after May 1, 2011, the Debtors will execute and serve upon Nadador, LLC written demands for payment of all sums due under the tenns of the Notes secured by the Nadador, LLC real properties, including all principal, interest, penaJites, and other sums due under the Notes; (b) None of the Debtors will take any action to extend the maturity dates of the Notes or to take other actions to delay collection of the Notes or to compromise any remedies available to the Debtors with respect to collection of the Notes, without the prior approval of the Bankruptcy Court; And (c) No later than May 1,2011, the Debtors will commence foreclosure proceedings on the Nadador, LLC real properties securing payment of the Notes by the service and recordation of suitable Notices of Default and Elections to Sell. Specialty Trust, Inc. is authorized, but not directed, to enter into and to perform under the extension of loan # 521-99567 and loan # 566-99552 between Specialty Trust, as lender, and C.I.C. & S, LLC, as borrower, on substantially the terms set forth in the Debtors' Motion. About Specialty Trust Reno, Nevada-based Specialty Trust, Inc., filed for Chapter 11 bankruptcy protection on April 20, 2010 (Bankr. D. Nev. Case No. 10-51432). Sallie B. Armstrong, Esq., and Michelle N. Kazmar, Esq., at Downey Brand LLP, in Reno, Nevada; and Ira D. Kharasch, Esq., Scotta E. McFarlan, Esq., and Victoria A. Newmark, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, Calif., serve as the Debtor's bankruptcy counsel. On May 24, 2010, a committee of equity holders was appointed. On September 2, 2010, the Court appointed Grant Lyon as chief restructuring officer ("CRO") of the Debtors. In its schedules, the Debtor disclosed assets of $201,452,048 and liabilities of $109,022,194 as of the petition date. On April 20, 2010, affiliates Specialty Acquisition Corp. (Bankr. D. Nev. Case No. 10-51437) and SAC II (Bankr. D. Nev. Case No. 10-51440) filed separate petitions for Chapter 11 relief. In its amended schedules, Specialty Acquisition disclosed assets of $3,886,113 and liabilities of $49,068,173 as of the petition date. In its amended schedules, SAC II disclosed assets of $40,955,000 an liabilities of $39,445,118 as of the petition date. The Debtors are represented by: Ira D. Kharasch PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard, 11th Floor Los Angeles, California 90067-4100 Tel.: 310/277-6910 Fax: 310/201-0760 E-mail: ikharasch@pszjlaw.com SPECIALTY TRUST: Equity Committee Files Plan of Reorganization -------------------------------------------------------------- The Official Committee of Equity Security Holders in Specialty Trust, Inc.'s Chapter 11 case filed with the U.S. Bankruptcy Court for the District of Nevada a Chapter 11 Plan of Reorganization for Specialty Trust, Inc. and its debtor affiliates. As reported by The Troubled Company Reporter on March 25, 2011, the Equity Committee filed a Disclosure Statement describing the Plan. These classes of claims are impaired: -- Class 1A consisting of US Bank Allowed Secured Claims against Specialty Trust, Inc. -- Class 2 consisting of the Deutsche Bank Allowed Secured Claims under the 2005 Indenture and the 2008 Indenture, which are held by the holders of notes issued pursuant to the Indenture appointing Deutsche Bank as Indenture Trustee. -- Class 3 consisting of other secured claims. -- Class 6 consisting of Wasatch County disputed Secured Claim -- Class 7 consisting of general unsecured claims -- Class 9 consisting of claims of holders of unsecured notes of ST under an indenture appointing The Bank of New York Mellon These classes' voting rights are disputed: -- Class 1B consisting of US Bank Allowed Secured Claims against SAC II. -- Class 10 consisting of US Bank Guaranty Claims. These classes are not entitled to vote on the Plan: -- Class 4 consisting of Allowed Secured Claims held by ST against SAC II. -- Class 5 consisting of Allowed Secured Claims ST against SAQ. -- Class 8 consisting of intercompany unsecured claims -- Class 11 consisting interests against the Debtors Holders of US Bank Restructured Note will have a one-time option to credit bid an amount equal to or greater than any offer acceptable by the Chapter 11 Trustee for property secured by said Note provided that the holder of the Note gives written notice of the credit bid to the Trustee within 48 hours after notice by the Trustee to the holder of Trustee's acceptance of an offer to purchase the property. Any credit bid must include a cash component to satisfy: (1) the costs of the sale of that property, (2) the management fees allocated to the property for which the credit bid was submitted, and (3) any senior lien, provided that, to the extent any credit bid includes a cash component that is used to satisfy any senior lien, that holder will receive a replacement lien to secure repayment of the amount. A full-text copy of the Plan is available for free at: http://bankrupt.com/misc/SpecialtyTrust_EquityCommPlan.pdf The Equity Committee is represented by: Kaaran E. Thomas McDONALD CARANO WILSON LLP 100 West Liberty Street, 10th Floor Reno, Nevada 89501 Tel.: (775) 788-2000 Fax: (775) 788-2020 E-mail: kthomas@mcdonaldcarano.com About Specialty Trust Reno, Nevada-based Specialty Trust, Inc., filed for Chapter 11 bankruptcy protection on April 20, 2010 (Bankr. D. Nev. Case No. 10-51432). Sallie B. Armstrong, Esq., and Michelle N. Kazmar, Esq., at Downey Brand LLP, in Reno, Nevada; and Ira D. Kharasch, Esq., Scotta E. McFarlan, Esq., and Victoria A. Newmark, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, Calif., serve as the Debtor's bankruptcy counsel. On May 24, 2010, a committee of equity holders was appointed. On September 2, 2010, the Court appointed Grant Lyon as chief restructuring officer ("CRO") of the Debtors. In its schedules, the Debtor disclosed assets of $201,452,048 and liabilities of $109,022,194 as of the petition date. On April 20, 2010, affiliates Specialty Acquisition Corp. (Bankr. D. Nev. Case No. 10-51437) and SAC II (Bankr. D. Nev. Case No. 10-51440) filed separate petitions for Chapter 11 relief. In its amended schedules, Specialty Acquisition disclosed assets of $3,886,113 and liabilities of $49,068,173 as of the petition date. In its amended schedules, SAC II disclosed assets of $40,955,000 and liabilities of $39,445,118 as of the petition date. SUNRISE REAL ESTATE: Incurs US$25,487 Net Loss in 2010 ------------------------------------------------------ Sunrise Real Estate Group, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of US$25,487 on US$12.82 million of net revenues for the year ended Dec. 31, 2010, compared with net income of US$3.27 million on US$13.11 million of net revenues during the prior year. The Company's balance sheet at Dec. 31, 2010 showed US$17.32 million in total assets, US$19.98 million in total liabilities, US$1.18 million in non-controlling interests of consolidated subsidiaries and US$3.84 million in total shareholders' deficit. Kenne Ruan, CPA, P.C., in Woodbridge, CT, USA, noted that the Company has significant accumulated losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Annual Report is available for free at: http://is.gd/Se0VeQ About Sunrise Real Headquartered in Shanghai, the People's Republic of China, Sunrise Real Estate Group, Inc. was initially incorporated in Texas on Oct. 10, 1996, under the name of Parallax Entertainment, Inc. On Dec. 12, 2003, Parallax changed its name to Sunrise Real Estate Development Group, Inc. On April 25, 2006, Sunrise Estate Development Group, Inc. filed Articles of Amendment with the Texas Secretary of State, changing the name of Sunrise Real Estate Development Group, Inc. to Sunrise Real Estate Group, Inc., effective from May 23, 2006. The Company and its subsidiaries are engaged in the property brokerage services, real estate marketing services, property leasing services and property management services in China. TAPATIO SPRINGS: Wants to Sell Land for $3.4-Mil to Majestic ------------------------------------------------------------ Tapatio Springs Real Estate Holdings, Ltd., and Tapatio Springs Development, Inc., jointly ask the United States Bankruptcy Court for the Western District of Texas for authority to sell, free and clear of liens, approximately 622 acres of land in Kendall County, Texas, surrounding the Tapatio Springs Golf Course and Resort to Majestic Properties, Inc., for $3,420,235. The Property is owned by Holding but the debt is owed by Development, Dean W. Greer, Esq., in San Antonio, Texas -- dwgreer@sbcglobal.net -- informs the Court. He avers that Majestic is not a creditor of the estates or an insider of the Debtors. The Debtors will retain a net profits interest in the Property, which will provide them a 25% net profits interest in all revenues earned in connection with the Purchaser's ownership of the Property or proceeds generated therefrom. The Purchaser will pay all ad valorem taxes owed on the Property, and will pay $16,133 per month to the First Lien Mortgage until the date the transaction under the terms of the Purchase Agreement closes and funds or the Agreement is terminated. There are two alleged liens on the property: (a) Clyde B. Smith and wife, Peggy Smith, assert lien to secure a debt of approximately $3,404,855; and (b) Kendall County Taxing Authorities in the approximate amount of $120,000 for tax years 2009 and 2010. The Debtors propose that the first proceeds of sale be used to pay all cost of closing including survey cost, title policy, ad valorem taxes and Realtor fees. The balance is to be retained to pay the lien holders. About Tapatio Springs Real Estate Boerne, Texas-based Tapatio Springs Real Estate Holdings, LP, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 11-51263) on April 5, 2011. Dean William Greer, Esq., who has an office in San Antonio, Texas, serves as the Debtor's bankruptcy counsel. According to its schedules, the Debtor disclosed $20,677,999 in total assets and $4,004,286 in total debts as of the Petition Date. About Tapatio Springs Development Boerne, Texas-based Tapatio Springs Development Company, Inc., filed for Chapter 11 bankruptcy protection on January 3, 2011 (Bankr. W.D. Tex. Case No. 11-50050). Christopher J. Weber, Esq., at Christopher J. Weber, LLC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. TAYLOR & BISHOP: Files Amended Plan and Disclosure Statement ------------------------------------------------------------ Taylor & Bishop LLC submitted to the U.S. Bankruptcy Court for the District of Arizona a first amended plan of reorganization and corresponding disclosure statement. The Plan provides for the overall structure, classification and treatment of claims against or interests in the Debtor. Class 1 claims are administrative expenses claims. Class 2 claims are priority tax claims. Class 3 secured tax claims refer to real estate taxes that may be assessed by the City of Chicago on the Debtor's building property and parking lot, which taxes the Debtor expects to be exempted from. Class 4 are allowed secured claims, including the Bridgeview secured loan claims. Bridgeview Bank Group is the Debtor's pre- bankruptcy lender and largest creditor. Bridgeview says that as of July 2010, it is owed $9.4 million in loan amounts by the Debtor. Holders of Class 4 Claims will retain their liens on all property of the Debtor that served as collateral for repayment of the loans. Holders of Classes 4(a) and 4(c) Claims will be paid in monthly installments according to a 25-year amortization schedule. Holders of Classes 4(a) and 4(c) Claims may elect a discounted payoff in a lump sum equal to 50% of the of the Allowed Class 4 Claims. Class 4(b) claims are unimpaired and will be paid on the plan effective date. Class 5(a) claims refer to the general unsecured claims of Lancelot Lending, LLC. Class 5(b) claims consists of general unsecured claims, estimated to aggregate $20,000. Class 5(c) claims consists of convenience class claims, estimated to be approximately $2,500. Class 6 consists of membership interests in the Debtor. Payments under the Plan will come from cash flow generated by the ongoing operation of the Debtor's business and from additional contributions from members. As of April 1, 2011, the Debtor had Member commitments of approximately $390,000 for year 1 payments to creditors under the Plan. A full-text copy of the First Amended Disclosure Statement is available for free at http://bankrupt.com/misc/T&B_1stAmnddDS.pdf About Taylor & Bishop Phoenix, Arizona-based Taylor & Bishop, LLC, was formed in 2007 solely for the purpose of owning and maintaining the real property located at 1431 West Taylor Street, Chicago, Illinois, in order to house the National Italian American Sports Hall of Fame. From its inception, Taylor & Bishop has operated much like a non-profit company, its fundamental purpose being to pay tribute to Italian- American athletes and raise money for scholarships and other charitable causes. Taylor & Bishop filed for Chapter 11 bankruptcy protection on October 8, 2010 (Bankr. D. Ariz. Case No. 10-32563). John R. Clemency, Esq., at Gallagher & Kennedy PA, assists Taylor & Bishop in its restructuring effort. According to its schedules, Taylor & Bishop disclosed $16,040,393 in total assets and $9,934,149 in total liabilities at the Petition Date. TAYLOR BEAN: Farkas Lawyer Appeals to Jury as Trial Ends -------------------------------------------------------- Eric Morath, writing for Dow Jones' Daily Bankruptcy Review, reports that attorney Bruce Rogow, Esq., who represents Taylor, Bean & Whitaker Mortgage Corp.'s former chairman Lee Farkas, called on jurors Monday to evoke their constitutional duty to limit the government's power and find his client not guilty of perpetrating a billion-dollar, seven-year-long fraud. According to Mr. Morath, Mr. Rogow said the federal prosecutors' case is based on the testimony of six former Taylor Bean and Colonial Bank employees who succumbed to government pressure and pleaded guilty in an attempt to dodge imprisonment. "They pled guilty to save their skins because they didn't have the defendant's courage to come to this courtroom and make the government prove it's burden," Mr. Rogow said at the U.S. District Court in Alexandria, Virginia, according to the DBR report. DBR notes Mr. Rogow made his arguments Monday before the case was to be handed to the jury for deliberations. DBR also reports that in closing arguments, Assistant U.S. Attorney Charles Connolly said while the alleged conspiracy involved several people, including the witnesses, they were led and directed by Mr. Farkas. Mr. Connolly also said "the person who benefited from this conspiracy" was Mr. Farkas, pointing out to alleged luxurious gains Mr. Farkas enjoyed because of the fraud. Sentencing on July 1 Mr. Farkas has pleaded not guilty to 14 counts of conspiracy and bank, wire and securities fraud. If convicted, Farkas could spend the rest of his life in prison, according to DBR. Eric Morath and Katy Stech, writing for Dow Jones' Daily Bankruptcy Review, reports that a jury found Lee Farkas, the former chairman of Taylor, Bean & Whitaker Mortgage Corp., guilty Tuesday of leading one of the largest bank frauds in U.S. history. DBR relates that shortly after 5 p.m. EDT Tuesday, a jury at U.S. District Court in Alexandria, Virginia, handed down guilty verdicts on all 14 counts of conspiracy and bank, wire and securities fraud. DBR says sentencing is set to take place July 1. Mr. Farkas could spend the rest of his life in prison. DBR notes federal authorities called Mr. Farkas the "mastermind" behind a nearly $3 billion dollar, seven-year fraud scheme that led to the collapse of his company and Colonial Bank of Montgomery, Alabama. DBR notes it took the jury about a day and half to arrive at the verdict, following a two-week trial. According to DBR, Mr. Farkas's attorney, William B. Cummings, Esq., declined to comment on the verdict Tuesday but said he was working to keep his client out of jail. Mr. Farkas was sent back to prison to await sentencing, but Mr. Cummings said he hoped that Mr. Farkas will be released after a hearing next week. Mr. Cummings said they will decide after the sentencing whether to appeal. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. TEMPUS RESORT: Committee Taps Broad And Cassel as Attorney ---------------------------------------------------------- The Official Committee of Unsecured Creditors of Tempus Resort International Ltd. and its debtor-affiliates asks the U.S. Bankruptcy Court for the Middle District of Florida for permission to retain Broad and Cassel as its attorney to render legal services to the Committee. The Committee assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Tempus Resorts Orlando, Florida-based Tempus Resorts International, Ltd., filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 10-20709) on Nov. 19, 2010. 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. An official committee of unsecured creditors has been appointed in the case. TIGRENT INC: Lazarus Investment Discloses 6.4% Equity Stake ----------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Lazarus Investment Partners LLLP, Lazarus Management Company LLC and Justin B. Borus disclosed that they beneficially own 840,241 shares of common stock of Tigrent Inc. representing 6.4% of the shares outstanding. As of March 4, 2011, there were 13,088,587 shares of common stock outstanding. About Tigrent Inc. Cape Coral, Fla.-based Tigrent Inc. (OTC BB: TIGE) -- http://www.tigrent.com/-- is a provider of practical, high- quality and value-based training, conferences, publications, technology-based tools and mentoring to help customers become financially literate. The Company provides customers with comprehensive instruction and mentoring in the topics of real estate and financial instruments investing and entrepreneurship in the United States, the United Kingdom, and Canada. The Company reported a net loss of $697,000 on $102.63 million of revenue for the year ended Dec. 31, 2010, compared with net income of $9.78 million on $170.92 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $33.53 million in total assets, $77.77 million in total liabilities, and a $44.24 million stockholders' deficit. TOWNSENDS INC: Court Extends Plan Filing Period Until June 17 ------------------------------------------------------------- Carla Main at Bloomberg News reports that Townsends Inc. obtained a June 17 extension of its exclusive period to propose a Chapter 11 plan and an Aug. 16 extension of the exclusive period to solicit acceptances of that plan. Judge Christopher Sontchi granted the Debtor a first exclusivity extension in an order entered April 18. About Townsends Inc. Founded in 1891, Townsends Inc. is a third-generation, family- owned poultry company. Headquartered in Georgetown, Delaware, Townsends operates production and processing facilities in Arkansas and North Carolina. Townsends Inc. -- fka Townsend Speciality Foods -- and several affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 10-14092) on Dec. 19, 2010. As of Dec. 5, 2010, the Debtors disclosed $131 million in total assets and $127 million in total debts. Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves as the Debtors' bankruptcy counsel. McKenna Long & Aldridge LLP serves as special counsel. Huron Consulting Group's Dalton T. Edgecomb serves as the Debtors' chief restructuring officer. SSG Capital Advisors, LLC, serves as investment banker. Donlin, Recano & Company, Inc., is the Debtors' claims, noticing and balloting agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has tapped Lowenstein Sandler PC as its counsel and J.H. Cohn LLP as its financial advisor. TRICO MARINE: Court Okays Sale of Suwannee River Assets to Odekole ------------------------------------------------------------------ Trico Marine Services, Inc. and its debtor affiliates sought and obtained the U.S. Bankruptcy Court for the District of Delaware's approval of their sale of the Suwannee River vessel, free and clear of liens, to Odekole International Services, Ltd. The hon. Brendan L. Shannon found that Odekole's offer for the Vessel, embodied in a Memorandum of Agreement between Trico Marine Assets, Inc. and Odekole, is the highest or otherwise best offer for the Vessel. All objections to the Sale are resolved, the bankruptcy judge held. To the extent any objections or responses were not otherwise overruled, withdrawn, waived, settled, or resolved, and all reservations of rights included are overruled and denied, the Court ruled. On the closing date, 50% of the sale proceeds will be wired to funds affiliated with Obsidian Agency Services, Inc., and the remaining 50% of the sale proceeds will be wired to the Debtors. The Court also vacated the previous order approving the proposed sale of the vessel to GML (Offshore & Petroleum Limited). 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 (Bankr. D. Del. Case No. 10- 12653) on Aug. 25, 2010. 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. UNITED REFINING: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on United Refining Co. (United) and revised the outlook on the company to stable from negative, given S&P's expectation of continued favorable refining conditions and improved financial metrics over the next year. "We also affirmed the 'B' (same as the corporate credit rating) issue rating on United's senior secured debt issues. The recovery rating is '3', indicating our expectation for meaningful (50% to 70%) recovery in the event of a default," S&P stated. "United's operating performance in the second quarter of 2011 benefitted from a substantially improved margin environment," said Standard & Poor's credit analyst Marc D. Bromberg. "United's lagged 3-2-1 crack spread averaged $17.66/bbl as compared with $6.96/bbl in the second quarter of 2010. The company's reported first in first out inventory method (FIFO) EBITDA was close to $29 million in the second quarter, a figure that we view favorably as it is historically the year's weakest period. We expect the strong spread trends to continue, averaging between $20 and $25 per barrel and differentials near $20 million in the third quarter, because of discounted West Texas Intermediate crude oil prices, some insulation from competition with other PADD I refineries due to the Brent-WTI spread, and healthy demand for gasoline, which is highest during the spring and summer months," Mr. Bromberg added. United is entering its asphalt paving season, which runs from late spring to late autumn and is typically when the refiner's operating performance is strongest. "We expect the paving season to be strong, with robust demand for paving services after a harsh winter and continued infrastructure spending in United's markets in Western New York and Northwestern Pennsylvania," said Mr. Bromberg. The cost to purchase performance grade binder asphalt has risen rapidly, averaging approximately $500 per metric ton as of March 2011 according to data compiled by the New York State Department of Transportation. Given that about a third of EBITDA and cash flows in United's fiscal third and fourth quarters come from asphalt, these trends bode well for profitability," S&P stated. S&P continued, "The stable outlook reflects our expectation that refining conditions, in particular crack spreads and differentials, will remain favorable at least through the end of the fiscal year. It also incorporates the start of the asphalt paving season, which we expect to contribute meaningfully to profitability and to add to current liquidity. The outlook also incorporates our expectation that United will amend and extend its current credit facility, which comes due on Nov. 27, 2011." "We could lower the rating or revise the outlook if industry conditions weaken materially or if the company experiences unplanned downtime. For the current rating, we would expect total debt to EBITDA to be 6x to 7x. Given the inherent volatility of the industry and United's position as a single-asset refiner, we currently view an upgrade as unlikely," S&P stated. VALLEY FORGE: RR Hawkins Raises Going Concern Doubt --------------------------------------------------- Valley Forge Composite Technologies, Inc., filed on April 11, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. R.R. Hawkins & Associates International, PSC, in Los Angeles, expressed substantial doubt about Valley Forge Composite's ability to continue as a going concern. The independent auditors noted that the Company has incurred net losses since inception. The Company reported a net loss of $1.5 million on $18.7 million of sales for 2010, compared with a net loss of $2.0 million on $3.2 million of sales for 2009. At Dec. 31, 2010, the Company's balance sheet showed $4.4 million in total assets, $3.4 million in total liabilities, all current, and stockholders' equity of $1.0 million. A complete text of the Form 10-K is available for free at: http://is.gd/ML3fim Covington, Ky.-based Valley Forge Composite Technologies, Inc., has, since Sept. 11, 2001, focused on the development and commercialization of its counter-terrorism products. These products consist of an advanced detection capability for illicit narcotics, explosives, and bio-chemical weapons hidden in cargo containers, the THOR LVX photonuclear detection system ("THOR"), and a passenger weapons scanning device, ODIN. In late 2009, the Company and its partners completed the development of THOR in Russia, and the system has been demonstrated through testing conducted by P.N. Lebedev Physical Institute of the Russian Academy of Sciences ("LPI") to be operational and performing to the Company's satisfaction. VITRO SAB: Bondholders Want New Ch. 15 Case Moved to Texas ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a group of Vitro SAB's bondholders is trying to move the Mexican glass maker's New York Chapter 15 bankruptcy case to Texas, where they have been fighting for months to push the company's U.S. operations into Chapter 11. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global glass producer, serving the construction and automotive glass markets and glass containers needs of the food, beverage, wine, liquor, cosmetics and pharmaceutical industries. Vitro is the largest manufacturer of glass containers and flat glass in Mexico, with consolidated net sales in 2009 of MXN23,991 million (US$1.837 billion). Vitro defaulted on its debt in 2009, and sought to restructure around US$1.5 billion in debt, including US$1.2 billion in notes. Vitro launched an offer to buy back or swap US$1.2 billion in debt from bondholders. The tender offer would be consummated with a bankruptcy filing in Mexico and Chapter 15 filing in the United States. Vitro said noteholders would recover as much as 73% by exchanging existing debt for cash, new debt or convertible bonds. Concurso Mercantil & Chapter 15 Proceedings Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a pre-packaged Concurso Plan in the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, commencing its voluntary concurso mercantil proceedings -- the Mexican equivalent of a prepackaged Chapter 11 reorganization. Vitro SAB also commenced parallel proceedings under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan on Dec. 13, 2010, to seek U.S. recognition and deference to its bankruptcy proceedings in Mexico. Early in January 2011, the Mexican Court dismissed the Concurso Mercantil proceedings. The judge said Vitro couldn't push through a plan to buy back or swap US$1.2 billion in debt from bondholders based on the vote of US$1.9 billion of intercompany debt when third-party creditors were opposed. Vitro as a result dismissed the first Chapter 15 petition following the ruling by the Mexican court. On April 12, 2011, an appellate court in Mexico reinstated the reorganization. Accordingly, Vitro SAB on April 14 re-filed a petition for recognition of its Mexican reorganization in U.S. Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-11754). In the present Chapter 15 case, the Debtor seeks to block any creditor suits in the U.S. pending the reorganization in Mexico. Chapter 11 Proceedings A group of noteholders opposed the exchange -- namely Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P. Together, they held US$75 million, or approximately 6% of the outstanding bond debt. The Noteholder group commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010. Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation counsel to analyze the potential rights that Vitro may exercise in the United States against the ad hoc group of dissident bondholders and its advisors. A larger group of noteholders, known as the Ad Hoc Group of Vitro Noteholders -- comprised of holders, or investment advisors to holders, which represent approximately US$650 million of the Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not among the Chapter 11 petitioners, although the group has expressed concerns over the exchange offer. The group says the exchange offer exposes Noteholders who consent to potential adverse consequences that have not been disclosed by Vitro. The group is represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at White & Case LLP. The U.S. affiliates subject to the involuntary petitions are Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10- 47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485). A bankruptcy judge in Fort Worth, Texas, denied involuntary Chapter 11 petitions filed against four U.S. subsidiaries. On April 6, Vitro SAB agreed to put Vitro units -- Vitro America LLC and three other U.S. subsidiaries -- that were subject to the involuntary petitions into voluntary Chapter 11. The judge will decide later about the involuntary petitions filed against eight non-operating Vitro subsidiaries in the U.S. An official committee of unsecured creditors has been appointed in the Chapter 11 cases of Vitro Asset Corp., et al. VYTERIS INC: Incurs $10.54 Million Net Loss in 2010 --------------------------------------------------- Vyteris, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $10.54 million on $117,792 of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $33.94 million on $4.56 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $3.77 million in total assets, $18.89 million in total liabilities and a $15.12 million total stockholders' deficit. Amper, Politziner & Mattia, LLP, in Edison, New Jersey, expressed substantial doubt about the Company's ability to continue as going concern, following the 2010 financial results. The independent auditors noted that the Company has incurred recurring losses and is dependent upon obtaining sufficient additional financing to fund operations and has not been able to meet all of its obligations as they become due. A full-text copy of the Annual Report is available for free at: http://is.gd/Wcxbx8 About Vyteris, Inc. Based in Fair Lawn, New Jersey, Vyteris, Inc. (formerly Vyteris Holdings (Nevada), Inc., has developed and produced the first FDA- approved electronically controlled transdermal drug delivery system that transports drugs through the skin comfortably, without needles. This platform technology can be used to administer a wide variety of therapeutics either directly into the skin or into the bloodstream. The Company holds approximately 50 U.S. and 70 foreign patents relating to the delivery of drugs across the skin using an electronically controlled "smart patch" device with electric current. WESTERN SUNSET: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Western Sunset, LLC P.O. box 1225 San Marcos, CA 92069-1822 Bankruptcy Case No.: 11-06302 Chapter 11 Petition Date: April 17, 2011 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Louise DeCarl Adler Debtor's Counsel: George H. Bye, Esq. THE LAW OFFICE OF GEORGE H. BYE 1901 First Avenue, First Floor San Diego, CA 92101-0300 Tel: (619) 233-7502 E-mail: byeinlaw@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/casb11-06302.pdf The petition was signed by Gabriel P. Castano, Sr., Trustee of the Gabriel P. Castano Trust. WESTVIEW LLC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Westview, LLC 1339 Polaris Drive Mobile, AL 36693 Bankruptcy Case No.: 11-01555 Chapter 11 Petition Date: April 18, 2011 Court: United States Bankruptcy Court Southern District of Alabama (Mobile) Debtor's Counsel: Irvin Grodsky, Esq. IRVIN GRODSKY, P.C. P.O. Box 3123 Mobile, AL 36652-3123 Tel: (251) 433-3657 E-mail: igpc@irvingrodskypc.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/alsb11-01555.pdf The petition was signed by Howard D. Fowler, Jr., managing member. WHITTON CORP: Gets Court's Nod to Use Cash Collateral Thru May 2 ---------------------------------------------------------------- The Hon. Bruce A. Markell of the U.S. Bankruptcy Court for the District of Nevada approved a stipulation between Whitton Corporation and Bank of America, N.A., for continued access to the Debtor's cash collateral through May 2, 2011. The Debtor may use the Cash Collateral in accordance with a budget previously prepared in relation to the Original Final Cash Collateral Order, as modified to include a 13-week budget for the period ended June 24, 2011, a copy of which is available for free at http://bankrupt.com/misc/Whitton_13wkbudget_endJun24.pdf Henderson, Nevada-based Whitton Corporation filed for Chapter 11 bankruptcy protection on December 5, 2010 (Bankr. D. Nev. Case No. 10-32680). Brett A. Axelrod, Esq., and Anne M. Loraditch, Esq., at Fox Rothschild LLP, in Las Vegas, Nev., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. South Tech Simmons 3040C, LLC, filed a separate petition on Dec. 8, 2010 (Bank. D. Nev. Case No. 10-32857). WHITTON CORP: Court to Hear DIP Loan Motion on April 20 ------------------------------------------------------- Doc is only on the hearing date. It seems the DIP loan motion has not been reported in the TCR database too The U.S. Bankruptcy Court for the District of Nevada is set to convene a hearing on April 20, 2011, at 9:30 a.m., to consider the motion filed by Whitton Corporation and South Tech Simmons 3040C, LLC, for entry into a postpetition financing agreement. Henderson, Nevada-based Whitton Corporation filed for Chapter 11 bankruptcy protection on December 5, 2010 (Bankr. D. Nev. Case No. 10-32680). Brett A. Axelrod, Esq., and Anne M. Loraditch, Esq., at Fox Rothschild LLP, in Las Vegas, Nev., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. South Tech Simmons 3040C, LLC, filed a separate petition on Dec. 8, 2010 (Bank. D. Nev. Case No. 10-32857). WOLVERINE TUBE: Files Plan, Disclosure Statement Approved --------------------------------------------------------- BankruptcyData.com reports that Wolverine Tube filed with the U.S. Bankruptcy Court a First Amended Chapter 11 Plan of Reorganization and related Disclosure Statement. The Disclosure Statement asserts, "On the Effective Date, the management, control and operation of the Reorganized Debtors shall become the general responsibility of the board of directors of Reorganized WTI, which shall, thereafter, have responsibility for the management, control and operation of Reorganized WTI and its direct and indirect subsidiaries....the board of directors of Reorganized WTI shall be composed of a newly-organized five-member board of directors which shall consist of (i) one director nominated by Plainfield, (ii) one director nominated by the Ad Hoc Group, (iii) Steven S. Elbaum, who will serve as initial Chairman, and (iv) two other individuals to be mutually agreed upon by the Ad Hoc Group and Plainfield prior to Confirmation." The Court subsequently signed an order approving the Disclosure Statement. 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. ZANETT INC: Incurs $1.66 Million Net Loss in 2010 ------------------------------------------------- Zanett Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $1.66 million on $48.04 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $2.32 million on $41.37 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $28.29 million in total assets, $22.69 million in total liabilities and $5.60 million in total stockholders' equity. Amper, Politziner & Mattia, LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has incurred a significant loss from continuing operations, has a working capital deficit and all of its outstanding debt is either currently payable or payable within the next twelve months. A full-text copy of the Annual Report is available for free at: http://is.gd/gJzikX About Zanett Inc. Based in New York, Zanett Inc. is an information technology company that provides customized IT solutions to Fortune 500 corporations and mid-market companies. Until the disposition of Paragon Dynamics, Inc., the Company also provided those solutions to classified government agencies. Zanett Inc. in November 2010 said it remains in discussion to replace its revolving credit facility with Bank of America. Zanett was not in compliance with certain loan covenants as of Sept. 30, 2010. The credit facility matured on June 21, 2010. The Company's line of credit was subject to a forbearance agreement with BofA. ZANETT INC: Restates Third Quarter 2010 Form 10-Q ------------------------------------------------- Zanett Inc. filed with the U.S. Securities and Exchange Commission an Amendment No. 1 to its quarterly report on Form 10-Q/A for the period ended Sept. 30, 2010, which was originally filed on Nov. 15, 2010. The amendment is being filed for the purpose of restating certain amounts in Item 1, Financial Statements, Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations, and to provide currently dated certifications from the Company's chief executive officer and chief financial officer as required by Section 302 and 906 of the Sarbanes Oxley Act of 2002. The Company re-evaluated its accounting with respect to the conversion feature in the Company's convertible note issued to Rockport Investments Ltd. on March 31, 2010. The Company did not initially bifurcate the conversion feature and account for it separately as a derivative liability at inception in accordance with ASC 815-15, "Derivatives and Hedging- Embedded Derivatives". The fair value of this derivative liability was not material at inception and the changes in fair value during the year were also not material. On Sept. 17, 2010, the Company incorrectly recognized a Beneficial Conversion Feature upon the reset of the conversion rate on that date. In accordance with ASC 470-20, "Debt-Debt with Conversion and Other Options", a BCF should not have been recognized upon this reset. As of Sept. 17, 2010, the Company initially recorded a BCF of $1,369,054 as a reduction in debt and an offsetting increase in additional paid-in capital. The Company recorded an increase to interest expense of $8,435 and a reduction of the debt discount for the amortization of the debt discount for the period from Sept. 17, 2010 through Sept. 30, 2010. The revised accounting treatment with respect to the BCF, as reflected in this restatement, resulted in an increase in net income for the three months ended Sept. 30, 2010 and a decrease in the net loss for the nine months ended Sept. 30, 2010 by $8,435 in each case, and a reduction in total stockholders' equity and an increase in total liabilities by $1,360,619 at Sept. 30, 2010. The Company's restated statement of operations reflects net income of $103,095 on $12.69 million of revenue for the three months ended Sept. 30, 2010, compared with net income of $94,660 on $0 of revenue as originally reported. The restated statement of operations also reflects a net loss of $684,809 on $35.15 million of revenue for the nine months ended Sept. 30, 2010, compared a net loss of $693,244 on $0 of revenue as originally reported. The Company's restated balance sheet at Sept. 30, 2010 showed $29.10 million in total assets, $22.53 million in total liabilities and $6.57 million in total stockholders' equity, compared with $29.10 million in total assets, $21.16 million in total liabilities and $7.94 million in total stockholders' equity. A full-text copy of the amended quarterly report is available for free at http://is.gd/h35UEp About Zanett Inc. Based in New York, Zanett Inc. is an information technology company that provides customized IT solutions to Fortune 500 corporations and mid-market companies. Until the disposition of Paragon Dynamics, Inc., the Company also provided those solutions to classified government agencies. Zanett Inc. in November 2010 said it remains in discussion to replace its revolving credit facility with Bank of America. Zanett was not in compliance with certain loan covenants as of Sept. 30, 2010. The credit facility matured on June 21, 2010. The Company's line of credit was subject to a forbearance agreement with BofA. The Company reported a net loss of $1.66 million on $48.04 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $2.32 million on $41.37 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $28.29 million in total assets, $22.69 million in total liabilities and $5.60 million in total stockholders' equity. Amper, Politziner & Mattia, LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has incurred a significant loss from continuing operations, has a working capital deficit and all of its outstanding debt is either currently payable or payable within the next twelve months. * Cash-Strapped Cities Still Leery of Chapter 9 ----------------------------------------------- Hilary Russ at Bankruptcy Law360 reports that as scores of cities and counties grapple with massive pension obligations, falling property tax income and other fiscal hardships, some are looking to bankruptcy to solve their problems - but experts warn that Chapter 9 might not be quite the remedy distressed municipalities expect. * Housing Starts in U.S. Rose 7.2% in March to 549,000 Pace ----------------------------------------------------------- Carla Main at Bloomberg News reports that a gain in March housing starts failed to make up for ground lost the prior month, as U.S. home builders continue to struggle almost two years into the economic recovery. Work began on 549,000 houses at an annual pace, up 7.2% from the prior month and exceeding the 520,000 median forecast of economists surveyed by Bloomberg News, figures from the Commerce Department showed April 19 in Washington. Starts fell 19% in February to the lowest level in almost two years. The Bloomberg report relates that housing, which pushed the economy into the recession, remains the weak link in the recovery and continues to weigh on consumer spending as home prices fall. The prospect of more foreclosures and joblessness forecast to average 8.7% this year means any recovery in housing may take time to develop. * Sheldon Good to Conduct "Absolute" Chapter 7 Auction on May 24 ---------------------------------------------------------------- Sheldon Good and Company, a Racebrook Portfolio Company and America's leading real estate auctioneer, has been retained by Charles M. Forman, the Chapter 7 Trustee, to auction 9 separate apartment buildings centrally located in Plainfield, New Jersey as part of a US Bankruptcy Court authorized sale on Tuesday, May 24, 2011. All buildings will be sold "Absolute," regardless of price, and free and clear of liens, subject to the approval of the United States Bankruptcy Court District of New Jersey, making this a remarkable opportunity for a variety of investors. Suggested opening bids will range from $250,000 - $2,000,000. Mr. Forman, of the law firm of Forman Holt Eliades & Ravin LLC, said: "The auction sale of this portfolio is the most efficient and cost-effective method of liquidating these assets. It offers tremendous value to the buyers, and ultimately benefits all involved in the process." John Cuticelli, CEO of Sheldon Good & Company, added: "Because this is a Chapter 7 bankruptcy liquidation sale, this auction offers an incredible opportunity for investors to name their price and acquire real estate that is already proven successful. These buildings are all nearly entirely occupied and have been very well maintained, so there is tremendous long term investment potential." Interested buyers can view the buildings starting on April 27, from 10:00 a.m. to 2:00 p.m. Attendees are to meet and register at the sales office located at Columbia Apartments, 128 East 7th Street. The auction will take place on Tuesday, May 24, at the Hilton Woodbridge, located at 120 Wood Avenue South in Iselin, New Jersey. Registration starts at 12:00 p.m., and the auction will start at 1:00 p.m. For more information on the auction and to view the available apartments at pre-auction open houses, call 800-516-0015, or visit http://www.plainfieldaptauction.com/ The nine properties included in the sale are: Apex Apartments, located at 117 Crescent Avenue, features a four- story 42-unit brick building built in the 1960's consisting of 24 studio apartments, 17 one-bedroom units, and 1 two-bedroom unit. The complex also features 43 parking spaces -- 26 outdoor and 17- garaged. Apex Apartments is currently 88% occupied. The suggested opening bid is $850,000. Columbia Apartments, located at 128 East Seventh Street, is a well-maintained three-story 28-unit brick apartment building from the 1950's containing 27 one-bedroom units and 1 two-bedroom unit, as well as 15 garage parking spaces and 12 additional surface parking spaces. The building is currently 96% occupied, and the suggested opening bid is $650,000. The Cleveland is a three-story "H" shaped 12-unit apartment building complete with garage located at 138 East Seventh Street. Originally constructed in the 1920's, the unit mix consists of 6 one-bedroom apartments and 6 two-bedroom apartments with a one- story garage in the rear of the building. The Cleveland is currently 100% occupied. The suggested opening bid is $325,000. East Front Street Towers, located at 600 East Front Street, is a three-story brick apartment building from the 1960's with 39 units consisting of 6 studio apartments, 24 one-bedrooms, and 9 two- bedrooms. East Front Street Towers also includes 44 parking spaces. It is currently 92% occupied, and the suggested opening bid is $900,000. Franklin Place is a three-story, 16-unit building located at 346 Franklin Place constructed in the 1960's that includes 10 studio units and 6 one-bedroom units. This well-maintained building also features 25 onsite parking spaces and is currently 100% occupied. The suggested opening bid is $250,000. Joyce Gardens is located at 611-619 Clinton Avenue and 1226-619 West Seventh Street. The complex is comprised of 2 two-story brick garden-style apartment buildings. The larger "L" shaped building, located on West Seventh Street, has 32 units, and the smaller building on Clinton Ave encompasses 8 units. Both properties have garage spaces available with a total of 47 spaces between the two buildings. Joyce Gardens is currently 88% occupied, and the suggested opening bid is $1,500,000. Madison Avenue Apartments, located at 9-23 Madison Avenue, is a three-story, 24-unit brick apartment building originally constructed in the 1920's. It consists of 8 two-bedroom units and 16 three-bedroom units and is currently 100% occupied. The suggested opening bid is $800,000. Town and Country is located at 666-682 West 7th Street. The complex consists of three well-maintained two-story brick garden- style apartment buildings with 69 rentable residences. Built in the 1960's, there are 6 studio units, 51 one-bedroom units, and 12 two-bedroom units. There are 95 parking spaces available for tenants, and the apartments are currently 77% occupied. The suggested opening bid is $1,500,000. Viola's Place, located at 165 Crescent Avenue, features a four- story 19-unit brick building originally constructed in the 1920's. This well-maintained building includes 1 studio unit, 4 one- bedroom units, and 14 two- bedroom units. There are also 25 onsite surface parking spaces available for residents. Viola's place is currently 95% occupied. The suggested opening bid is $500,000. About Sheldon Good Sheldon Good & Company is America's Real Estate Auctioneer(TM). As the nation's leading provider of strategic marketing and structured accelerated sales solutions, the firm has a 45-year track record of proven results, has sold billions of dollars worth of properties in every real estate asset class, and has the highest closing ratio in the industry. Sheldon Good & Company is a Racebrook Portfolio Company, part of a family of enterprises offering a wide range of services in the special situation and opportunistic real estate sector that include: advisory and consulting services; acquisition, investment and disposition capabilities; and workout and restructuring services. The firm's headquarters are based in New York City, with primary offices in Chicago, Miami, Denver, Los Angeles, San Francisco and other strategic locations nationwide. About Forman Holt Eliades Forman Holt Eliades & Ravin LLC represents trustees, secured and unsecured creditors, debtors, franchisors, committees and others in all aspects of insolvency related proceedings and commercial disputes. Mr. Forman has more than 30 years experience as an attorney and trustee, and has overseen more than 10,000 reorganization and liquidation cases. * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In Re William Canelos Bankr. M.D. Fla. Case No. 11-02571 Chapter 11 Petition filed April 9, 2011 In Re Matthew Butler Bankr. D. Mass. Case No. 11-13231 Chapter 11 Petition filed April 9, 2011 In Re Jose Alvarez Bankr. C.D. Calif. Case No. 11-14444 Chapter 11 Petition filed April 10, 2011 In Re Peter McFarland Bankr. M.D. Fla. Case No. 11-06750 Chapter 11 Petition filed April 10, 2011 In Re Agustin Luna Bankr. C.D. Calif. Case No. 11-14447 Chapter 11 Petition filed April 10, 2011 In Re James Norton Bankr. E.D. Calif. Case No. 11-28942 Chapter 11 Petition filed April 11, 2011 In Re Mark Matovich Bankr. N.D. Calif. Case No. 11-53390 Chapter 11 Petition filed April 11, 2011 In Re Guy Bennett Rubin, P.A. Bankr. M.D. Fla. Case No. 11-02595 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/flmb11-02595.pdf In Re Olson Hospitality of Florida, LLC Bankr. M.D. Fla. Case No. 11-05228 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/flmb11-05228.pdf In Re Mangia Mangia, Inc. Bankr. N.D. Ill. Case No. 11-15359 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/ilnb11-15359.pdf In Re Erma Orscheln Bankr. D. Kan. Case No. 11-20991 Chapter 11 Petition filed April 11, 2011 In Re Bodacious Barbeque, LLC dba Firefly's Framingham Bankr. D. Mass. Case No. 11-41459 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/mab11-41459.pdf In Re Q Cafe, LLC dba Firefly's Marlborough Bankr. D. Mass. Case No. 11-41460 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/mab11-41460.pdf In Re Gordon Nitz Bankr. D. Nev. Case No. 11-51167 Chapter 11 Petition filed April 11, 2011 In Re William F. Loftus Associates, Inc. aka William F. Loftus Engineering, Inc. Bankr. D. N.J. Case No. 11-21250 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/njb11-21250.pdf In Re Nancy Boland Bankr. E.D.N.C. Case No. 11-02845 Chapter 11 Petition filed April 11, 2011 In Re Brenda Sepulvado-Ramos Bankr. D. Puerto Rico Case No. 11-03065 Chapter 11 Petition filed April 11, 2011 In Re Continental Oil Services, Inc. Bankr. M.D. Tenn. Case No. 11-03719 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/tnmb11-03719.pdf In Re Cumberland View Clinic, LLC Bankr. M.D. Tenn. Case No. 11-03708 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/tnmb11-03708.pdf In Re Lebanon Baptist Church Bankr. E.D. Va. Case No. 11-32445 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/vaeb11-32445.pdf In Re Pacific Learning Center LLC Bankr. W.D. Wash. Case No. 11-14113 Chapter 11 Petition filed April 11, 2011 See http://bankrupt.com/misc/wawb11-14113.pdf In Re Jabr Hazem Bankr. D. Ariz. Case No. 11-10083 Chapter 11 Petition filed April 12, 2011 In Re CTC Renewables Corporation Bankr. C.D. Calif. Case No. 11-15130 Chapter 11 Petition filed April 12, 2011 See http://bankrupt.com/misc/cacb11-15130.pdf In Re Gholam Zal Bankr. C.D. Calif. Case No. 11-14548 Chapter 11 Petition filed April 12, 2011 In Re Meenesh Mehta Bankr. C.D. Calif. Case No. 11-25913 Chapter 11 Petition filed April 12, 2011 In Re S & I Real Properties LLC Bankr C.D. Calif. Case No. 11-25838 Chapter 11 Petition filed April 12, 2011 filed pro se In Re Gene Allen Bankr. N.D. Calif. Case No. 11-53416 Chapter 11 Petition filed April 12, 2011 In Re Maria Brooks Bankr. N.D. Calif. Case No. 11-31406 Chapter 11 Petition filed April 12, 2011 In Re Alejandro Crosthwaite Bankr. S.D. Calif. Case No. 11-06070 Chapter 11 Petition filed April 12, 2011 In Re Mark Neighbors Bankr. D. Kan. Case No. 11-21003 Chapter 11 Petition filed April 12, 2011 In Re North Topeka Associates, A.M. aka North Topeka Associates AM dba Jenla Real Estate Management Services Bankr. D. Kan. Case No. 11-21012 Chapter 11 Petition filed April 12, 2011 See http://bankrupt.com/misc/ksb11-21012.pdf In Re Dimall Food, Inc. Bankr. S.D.N.Y. Case No. 11-11690 Chapter 11 Petition filed April 12, 2011 See http://bankrupt.com/misc/nysb11-11690.pdf In Re Judy Smith Bankr. S.D.N.Y. Case No. 11-22691 Chapter 11 Petition filed April 12, 2011 In Re Jerry Sprout Leslie Carpenter-Sprout Bankr. S.D. Ohio Case No. 11-53853 Chapter 11 Petition filed April 12, 2011 In Re Jopindar Harika Bankr. W.D. Pa. Case No. 11-22311 Chapter 11 Petition filed April 12, 2011 In Re Austin Verde, LLC dba Antonio's Restaurant Bankr. W.D. Texas. Case No. 11-10895 Chapter 11 Petition filed April 12, 2011 See http://bankrupt.com/misc/txwb11-10895.pdf In Re Anthony Maniaci Bankr. D. Ariz. Case No. 11-10270 Chapter 11 Petition filed April 13, 2011 In Re John Woolfenden Bankr. D. Ariz. Case No. 11-10401 Chapter 11 Petition filed April 13, 2011 In Re Russell Parks Bankr. C.D. Calif. Case No. 11-15230 Chapter 11 Petition filed April 13, 2011 In Re Monte Smith Bankr. E.D. Calif. Case No. 11-29192 Chapter 11 Petition filed April 13, 2011 In Re Robert Ward Bankr. D. Colo. Case No. 11-18285 Chapter 11 Petition filed April 13, 2011 In Re Meredith Patterson Bankr. S.D. Fla. Case No. 11-19929 Chapter 11 Petition filed April 13, 2011 In Re Michael Shahwan Bankr. N.D. Ill. Case No. 11-15806 Chapter 11 Petition filed April 13, 2011 In Re Rebecca Whitlock Bankr. D. Nev. Case No. 11-15528 Chapter 11 Petition filed April 13, 2011 In Re Anthony Allen Bankr. D. N.J. Case No. 11-21526 Chapter 11 Petition filed April 13, 2011 In Re James Burns Bankr. E.D.N.C. Case No. 11-02942 Chapter 11 Petition filed April 13, 2011 In Re Alfred Szymborski Bankr. E.D. Pa. Case No. 11-12991 Chapter 11 Petition filed April 13, 2011 In Re Nebojsa Fazlovic Karmelita Fazlovic Bankr. E.D. Wis. Case No. 11-25277 Chapter 11 Petition filed April 13, 2011 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ 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 ***