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/raid1/www/Hosts/bankrupt/TCR_Public/110427.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, April 27, 2011, Vol. 14, No. 115 Headlines ADVANCED NANOTECH: Files Voluntary Chapter 7 Petition AGCO CORP: Moody's Raises Rating to Ba1; Positive Outlook AIRESURF NETWORKS: Issues 8,130,000 Shares to Creditors ALABAMA AIRCRAFT: Faces Restructuring Trouble, Plans Auction ALISO COMMONS: Court to Hear Bank's Case Dismissal Plea Today ALLY FINANCIAL: Board Declares Dividends for Preferred Shares AMBASSADORS INTERNATIONAL: Incurs $24.0 Million Net Loss in 2010 AMERICAN PACIFIC: U.S. Trustee Asks Court for Chapter 11 Trustee APHM NORTH CHARLESTON: Sheraton Hotel Goes Into Receivership ART COLLECTION: Owns 258 Acres of Land in Travis County AVISTAR COMMUNICATIONS: Incurs $2.42MM Net Loss in 1st Quarter AVISTAR COMMUNICATIONS: Gerald Burnett Holds 42.0% Equity Stake AWAL BANK: Has Approval to Give Up EnerTech Partnership Interest BEAZER HOMES: Stockholders OK to Hold "Say on Pay" Votes Annually BILLY HARWELL: Dist. Ct. Affirms Dismissal of Suit v. Tom Hill BLOCKBUSTER INC: Lenders Object to Asset Sale Deal with Dish BLUE HERON: Court Converts Case to Chapter 7 Liquidation BOUNDARY BAY: Files Schedules of Assets and Liabilities BOWE BELL + HOWELL: Court OKs BBH Canada as Foreign Representative BOWE BELL + HOWELL: Organizational Meeting Set for Friday BPP TEXAS: Plan Filing Exclusivity Expires May 15 BPP TEXAS: Files Schedules of Assets and Liabilities BROADBENT CO: 4 Malls Have Already Sought Bankruptcy Protection CAPRIUS INC: Stockholders OK Merger with Vintage Capital CARPENTER CONTRACTORS: Allowed to Obtain DIP Financing CATALYST PAPER: Snowflake Mill to Restart Production CATHOLIC CHURCH: Wilmington's The Dialog to End After 46 Years CATHOLIC CHURCH: Milwaukee Gets Nod for Therapy Expenses CLAIRE'S STORES: Reports $4.32-Mil. Profit in Year Ended Jan. 29 CLEARWATER DEVELOPMENT: Gypsum Has $62-Mil. Debt to Lender COLONIAL BANCGROUP: Plan Voting Deadline Extended Until Tomorrow CONSTAR INT'L: Has Plan Filing Exclusivity Until Sept. 8 CORBIN PARK: BofA Not a Party to Lienholders' Suit v. Surety COWPER LLC: Voluntary Chapter 11 Case Summary CREDIT-BASED ASSET: 0.53% Liquidating Chapter 11 Plan Confirmed CROSS COUNTY: Files Schedules of Assets and Liabilities CUSTOM POULTRY: Wants to Auction Assets on May 26 CYBEX INTERNATIONAL: Reports $379,000 Profit in 1st Quarter DAVIS BUILDING: Sold to Bascom Group in Receivership Sale DELTA AIR: Could Save Up to $30-Mil. in 2 Years from Tax Break DELTA AIR: CEO Disposed Of 21,041 Shares DELTA AIR: Partners with Farelogix for Distribution DVI INC: Class Suit May Proceed, Except v. Clifford Chance ECOSPHERE TECHNOLOGIES: Robert Cathey Appointed EES CEO EDIETS.COM INC: Appoints Thomas Connerty to Board of Directors EMMIS COMMUNICATIONS: Board Adopts New Bonus Plan for Fiscal 2012 ENERGY COMPOSITES: Moquist Thorvilson Raises Going Concern Doubt ENVIRO VORAXIAL: RBSM LLP Raises Going Concern Doubt FIRST FEDERAL: Amends Investment Agreement with Bear State FISHER ISLAND: Examiner Charged With Probing Ownership Issues FLORIDA EXTRUDERS: Files for Chapter 11 in Tampa FLORIDA EXTRUDERS: Case Summary & 20 Largest Unsecured Creditors FNB UNITED: To Issue Rights Under Tax Benefits Preservation Plan FOUR SEASONS, SEATTLE: Investor Group Restructures Finances FULTON HOMES: Debtor, Creditors Yet in Deadlock Over Plan GENERAL MOTORS: Wilmington Trust to Serve as Trust Administrator GENMED HOLDING: Cumulative Net Losses Cue Going Concern Doubt GOLD HILL: Has OK to Sell Property to Fort Mill School District GREAT LAKES TISSUE: All Points Holds Priority Lien Position GREGORY A FRIEDMAN: Ch. 7 Conversion Stayed Pending Appeal GREENWOOD SHOPPES: Fourth Broadbent Mall in Chapter 11 GUIDED THERAPEUTICS: SDS Capital Discloses 0.39% Equity Stake HANMI FINANCIAL: Reports $10.4-Mil. Net Income in 1st Quarter HARRY PAVILACK: Summerall Resigns as Trustee Due to Conflict HOLLY MARINE: Payment to Counsel Did Not Violate Priority Scheme HSD PARTNERS: Community West Bank Doesn't Get Relief from Stay IMAGE METRICS: Dismisses BDO; Singer Lewak Hired as Replacement IMH FINANCIAL: Amended and Restated Bylaws Adopted IMH FINANCIAL: Inks $50-Mil. Commitment Letter with NW Capital INTERNATIONAL GARDEN: Gardens Alive Signs $26.7-Mil. Contract JACOBS AND SON: Case Summary & 20 Largest Unsecured Creditors JAMES RIVER: Amends GE Credit Agreement; Hikes Loan to $75MM JBI OIL: Recurring Losses Cue Going Concern Doubt KIMMEL & ASSOCIATES: Emerges From Bankruptcy Protection L.A. DODGERS: MLB Appoints Akin Gump Atty. to Oversee Operations LEHMAN BROTHERS: Goldman Sachs, et al., Offer Rival Plan LEHMAN BROTHERS: Wins Approval of Confirmation Discovery Process LEHMAN BROTHERS: White & Case Files Rule 2019 Statement LEHMAN BROTHERS: LBI Trustee Files Interim Report for Oct.-April LINENS 'N THINGS: Levine Leichtman Unit Drops Noteholder Loss Suit LOCATEPLUS HOLDINGS: Anthony Spatorico Appointed Interim Chairman LOWER BUCKS: Seeking 7th Plan Exclusivity Extension LYONDELL CHEMICAL: Trustee Hits Blavatnik Unit with $145M Suit MACCO PROPERTIES: Creditors Committee Can Hire Welch as Counsel MACCO PROPERTIES: Creditors Committee Against Hiring of Pinkerton MAJESTIC CAPITAL: May File for Bankruptcy in U.S. or Bermuda MAJESTIC CAPITAL: DOI Places Insurance Unit into Conservation MAXON CORPORATION: Case Summary & 11 Largest Unsec. Creditors MAXX TOWING: Court Values Auto Repair Facility at $255,000 MERUELO MADDUX: SCI-Arc Buys Campus Property for $23-Mil. MIT HOLDING: Michael T. Studer Raises Going Concern Doubt MONEYGRAM INT'L: Inks 3rd Supplemental Indenture With DBTCA NEOMEDIA TECHNOLOGIES: Registers 2MM Shares Under Incentive Plan NEW LEAF: Boots Mayer Hoffman, Hires Eisner Amper as Accountants NEW MEXICO SYMPHONY: Files for Chapter 7 Bankruptcy Liquidation NEW STREAM: Opens Asset Sale to Competing Bids NEXSTAR BROADCASTING: Term Loan B Expanded to $149.5 Million NORTEL NETWORKS: Asks Court OK for Pillar Purchase & Sale Deal NORTEL NETWORKS: Asks Court to OK Stipulation With tw telecom NORTEL NETWORKS: IPs Sent to Microsoft Subject to ARIN Deal OPTI CANADA: To Conduct Conference Call Today on Q1 Results PEBWORTH PROPERTIES: Sells Jupiter Shop for 49% Off Mortgage PEREGRINE I, LLC: Files for Chapter 11 Due to Unpaid Loans PEREGRINE I, LLC: Case Summary & 20 Largest Unsecured Creditors PHILADELPHIA ORCHESTRA: PETA Offers Money In Exchange for Ads PHILADELPHIA ORCHESTRA: Has Interim OK to Pay Critical Vendors PHILADELPHIA ORCHESTRA: Taps Curley Hessinger as Special Counsel PHILADELPHIA ORCHESTRA: Organizational Meeting Set for May 3 PIONEER VILLAGE: Creditors Approve Amended Chapter 11 Plan PLASTINUM POLYMER: Posts $3.5 Million Net Loss in Sept. 30 Quarter PLATINUM ENERGY: Tim Culp Discloses 7.97% Equity Stake PLATINUM ENERGY: Syd Ghermezian Discloses 56.9% Equity Stake PLATINUM PROPERTIES: Files for Chapter 11 to Sue Bank PLATINUM PROPERTIES: Case Summary & 20 Largest Unsecured Creditors PLATINUM STUDIOS: Board Accepts Resignation of Orrin Halper PORTAGE OIL: Case Summary & 15 Largest Unsecured Creditors RADIENT PHARMACEUTICALS: NYSE OKs Request for Continued Listing REGEN BIOLOGICS: Organizational Meeting Set for April 28 RITE AID: Expects to Issue 5.33 Million New Options RIVER ROAD: Lenders Set June 16 Plan Approval Hearing ROBERT SETH WARD: Files for Bankruptcy With $43 Million in Debt SAFE HARBOR BANK: Seeks U.S. Recognition of Caribbean Liquidation SAFE HARBOR BANK: Chapter 15 Case Summary SBARRO INC: Asks for Approval to Hire Lawyers and Advisors SEDONA DEVELOPMENT: Files Amended Plan of Reorganization SHALAN ENTERPRISES: Hearing on Perry Klein's Plan Moved to May 11 SHERATON HOTEL: Goes Into Receivership, Owner Owes $21-Mil. SHERIDAN GROUP: Completes $150 Million Notes Offering SHILOH INDUSTRIES: Completes Amended and Restated Credit Agreement SHUBH HOTELS PITTSBURGH: Plan Confirmation Hearing Set for May 12 SIGHT AND SOUND: Case Summary & 18 Largest Unsecured Creditors SOUPMAN INC: Posts $2.5 Million Net Loss in Feb. 28 Quarter STATION CASINOS: Court Sets Units' Joint Plan Hearing to May 25 STATION CASINOS: April 12 Debtors Propose Kirkland as Counsel STATION CASINOS: Units Have Jones Vargas as Gaming Counsel SUN COUNTRY: To be Sold But Deal Not Imminent, Says CEO SUNOVIA ENERGY: Kingery & Crouses Raises Going Concern Doubt SWAY STUDIO: Case Summary & 20 Largest Unsecured Creditors T3 MOTION: To Deliver Presentation Materials to Chardan, et al. TAYLOR & BISHOP: Seeks May 21 Plan Exclusivity Extension TENET HEALTHCARE: Board Rejects Revised Proposal from CHS TERRESTAR NETWORKS: Sprint Seeks to Void Liens on FCC Licenses TRANS ENERGY: Board Ratifies Appointment of John Tumis as CFO TRANSATLANTIC PETROLEUM: Recurring Losses Cue Going Concern Doubt TRIBUNE CO: Judge to Rule on Resolicitation of Plans on May 17 TRIBUNE CO: Sam Zell Objects to Two Competing Plans TRIBUNE CO: Court Amends Committee Termination Event to June 15 TRIBUNE CO: Aurelius, et al., Win Nod to Sue LBO Shareholders TURKPOWER CORPORATION: Posts $546,000 Net Loss in Feb. 28 Quarter UNITED GILSONITE: U.S. Trustee Forms 5-Member Creditors Committee UNITED GILSONITE: Court Approves Gibbons PC as Counsel UNITED STATES OIL: M&K CPAS Raises Going Concern Doubt UNIVERSAL BIOENERGY: Expects $41.28 Million of Revenue in 2010 USG CORP: Incurs $105 Million Net Loss in First Quarter VILLAGE AT CAMP: Wins OK to Tap Houseman for Filing of Tax Returns VILICA LLC: Hearing on Motion to Convert Case Rescheduled VITRO SAB: Bankruptcy Court Denies 8 Involuntary Petitions WEST CORP: Reports $34.58 Million Net Income in First Quarter XIANBURG DATA: Won't Timely File 2010 Financial Statements XSTREAM SYSTEMS: Former CEO Opposes 'Aggressive' Bankruptcy Loan YOUNG'S CAPITAL: Case Summary & 2 Largest Unsecured Creditors ZRMBH WASHINGTON: Case Summary & 20 Largest Unsecured Creditors * Chetrit Works to Revive Stalled New York Residential Project * Fitch: Liquidity Improves for Largest U.S. Leveraged Issuers * Investors Buy Loan Servicers in Bid to Own Distressed Property * Federal Reserve Launches Bankruptcy Studies * Law Firm Meltdowns A Boon for Lawyers' Counsel * Jenner & Block Taps Brian Hart to Lead Chicago Finance Practice * Jenner & Block Adds Collins, Casella to New York Office * McDonald Hopkins Gets McDermott's Rodriguez for New Miami Office * Upcoming Meetings, Conferences and Seminars ********* ADVANCED NANOTECH: Files Voluntary Chapter 7 Petition ----------------------------------------------------- BankruptcyData.com reports that following a March 15, 2011 involuntary bankruptcy filing against the Company, Advanced Nanotech filed a voluntary Chapter 7 petition (Bankr. D. Del. Case No. 11-10776). The Court subsequently approved of the case's conversion to voluntary status and issued a related order of relief. The U.S. Trustee assigned to the case appointed Jeoffrey L. Burtch as Chapter 7 trustee. This development stage company has ownership in Owlstone Nanotech. AGCO CORP: Moody's Raises Rating to Ba1; Positive Outlook --------------------------------------------------------- Moody's Investors Service raised AGCO Corporation's Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to Ba1 from Ba2. Moody's also raised the rating of the company's convertible subordinated notes to Ba2 from B1 and assigned a Speculative Grade Liquidity rating of SGL-2. The rating outlook is positive. Ratings Rationale The upgrade and positive outlook reflect AGCO's highly competitive position in the European and South American agricultural equipment markets, the progress the company is making in improving the profitability of its North American operations, and the positive long-term fundamentals within the global farm equipment sector. The rating actions also recognize the company's prudent financial strategy. As a result of these factors, AGCO should be able to sustain credit metrics that are strongly supportive of the Ba1 rating. For 2010 these metrics include: debt/EBITDA of 2.8x; EBIT/interest of 5.1x; and free cash flow/debt of 20.8% (all metrics reflecting Moody's standard adjustments). Ongoing risks facing AGCO include the volatility in regional farm economies due to changes in commodity prices, unfavorable weather patterns, and shifts in government policies that support the farm sector. The company must also continue to strengthen its position in the North American market. We expect that AGCO will remain one of the largest and most competitive operators in the European and Latin American agricultural equipment market. However, the company's competitive and operating position in the North American market are much weaker than in the company's other key regions. AGCO is making steady progress in North America by strengthening its line of high-horse power equipment and implementing many of the operating efficiencies that have been highly effective in Europe. These initiatives have enabled the company to begin generating modest profitability during recent years after an extended period of losses. Nevertheless, it will be important for AGCO to make further progress in this area. A solid position in North America will be necessary if the company is to have the global diversification necessary to best contend with the inherent cyclicality within the global farm equipment sector. Notwithstanding regional cyclicality, the long-term fundamentals within the farm equipment market are good. Demand for equipment will be supported by: continuing population growth; improving diets in many emerging economies; the growing need for high-yield farming techniques to meet rising food demand; and global grain stocks that remain relatively low compared to consumption. Intermediate-term demand will be supported by currently high commodity prices which boost farm income and equipment purchases. As AGCO's financial and operating performance has improved, the company has maintained prudent financial policies characterized by: consistently reinvesting earnings to support organic growth and tactical acquisitions; the absence of a dividend payout and share repurchased; and sound liquidity. The company's financial position is also supported by its relationship with Aaa-rated Rabobank Nederland. A joint-venture (49% owned by AGCO and 51%- owned by Rabobank) makes retail financing available to the purchasers of AGCO equipment, and also provides wholesale financing to the company's dealers. Importantly, Rabobank provides all of the debt funding of the JV. This relieves AGCO of the funding and liquidity risks that might otherwise arise through having its own captive finance operation. AGCO's liquidity is supported by $719 million in cash, a $300 million credit facility maturing in 2013, and approximately $300 million in annual free cash flow. These sources provide good coverage of the potential liquidity requirements that could arise during the coming twelve months. These potential requirements include: $163 million in convertible notes which could be put to the company and $74 million in outstandings under a receivable securitization facility that will mature. There could be upward movement in AGCO's rating if the company makes further progress in improving the market position and profitability of its North American operations, and it maintains a prudent approach toward share repurchases, dividends and liquidity. Upward rating pressure could occur AGCO demonstrates the ability to sustain credit metrics approximating the following: EBITA margin of 6%; debt/EBITDA below 2.75; EBIT/interest of 5.5x; and retained cash flow/debt over 20%. Pressure on the rating would most likely occur due to a regional fall off in equipment demand or an aggressive shareholder distribution strategy. Downward rating pressure might be evidenced by debt/EBITDA above 3.5x; and EBIT/interest below 3.0x. The last rating action on AGCO was a change in the outlook to stable from negative on Aug. 15, 2006. The principal methodology used in rating AGCO Corporation was the Global Heavy Manufacturing Industry Methodology, published November 2009. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. AIRESURF NETWORKS: Issues 8,130,000 Shares to Creditors ------------------------------------------------------- AireSurf Networks Holdings Inc. disclosed that it has issued to various creditors an aggregate of 8,130,193 common shares in the capital of the Company, in accordance with its bankruptcy proposal made on Sept. 22, 2010, and approved by the Ontario Superior Court of Justice in Bankruptcy and Insolvency on Nov. 15, 2010. Risman & Zysman Inc., the Company's trustee in bankruptcy, will distribute the shares to the creditors of the Company who filed valid proof of claims in connection with the Proposal. AireSurf has 58,447,789 shares outstanding. As reported in the Sept. 23, 2010 edition of the Troubled Company Reporter, under the terms of the proposal filed by Risman & Zysman Inc., trustee in bankruptcy, each unsecured creditor of the Company will receive one common share in the capital of the Company for every $0.05 of indebtedness. Ontario, Canada-based Airesurf Networks is a researcher, designer and manufacturer of digital communication amplifiers. The MegaFI(TM) System extends the range, coverage and throughput capacity of WiFi access points without signal degradation. ALABAMA AIRCRAFT: Faces Restructuring Trouble, Plans Auction ------------------------------------------------------------ Dow Jones' DBR Small Cap reports that expecting to run out of cash within weeks, Alabama Aircraft Industries Inc. has proposed to sell itself through a bankruptcy auction in June to replace the much-needed stream of operating money that will dry up once its biggest defense contract runs out. Alabama Aircraft Industries Inc. -- http://www.alabamaaircraft.com/-- provides aircraft maintenance and modification services for the U.S. government and military customers. Its 190-acre facility, including its corporate offices, is located at the Birmingham International Airport in Birmingham, Alabama. The Company currently has 92 salaried employees and 234 hourly employees. About 251 hourly employees were furloughed since Jan. 1, 2010. Alabama Aircraft filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011. Two subsidiaries also filed -- Alabama Aircraft Industries, Inc.- Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering Services, Inc. (Case No. 11-10454). The Company said that the primary goal of the Chapter 11 filing is to address long-term indebtedness and, in particular, long-term pension obligations under the terms of its pension plan. The Company said it would likely cease operations by April 15, 2011, absent the elimination of its obligations under the pension plan. The Company owes $68.5 million to the Pension Benefit Guaranty Corp. Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. Alabama Aircraft estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. ALISO COMMONS: Court to Hear Bank's Case Dismissal Plea Today ------------------------------------------------------------- The Hon. Theodor Albert of the U.S. Bankruptcy Court for the Central District of California will convene a hearing today, April 27, 2011, at 10:00 a.m., to consider American Security Bank's request to dismiss or convert the Chapter 11 case of Aliso Commons Corner LLC. As reported in the Troubled Company Reporter on April 12, American Security, a secured creditor, asked that the Court dismiss or convert the Debtor's case, or prohibit or condition the use of cash collateral, explaining that: -- the Debtor has not cured its mismanagement or improved its dismal chances of reorganizing -- consistent with its first case dismissed on Dec. 7, 2010 -- and the case is merely the continuation of Debtor's tactics to delay an inevitable foreclosure of its real property. -- The Debtor failed to collect rents and CAM charges, some of which are not being paid due to Debtor's failure to obtain final certificates of occupancy. The Debtor has also failed to respond to a tenant's requests to enter into a non- disturbance agreement and for disbursement of rents currently maintained in escrow. The failure places that tenancy in jeopardy to the detriment of creditors. -- The Debtor also lacks the ability to reorganize as it does not have ability to cure its defaults (albeit uncurable) under its Development Agreement with the City of Aliso Viejo. The Debtor lacks the ability to satisfy certain requirements which include devotion of substantial funds for community enhancement and safety measures or payment of a Parkland Fee of $2,497,500 by March 2010 and commencement of certain construction. -- Finally, the Debtor failed to obtain the bank's consent to use cash collateral. Despite the bank's efforts since December 2010, for an accounting and information relating to collections and operations, the Debtor has failed to respond. About Aliso Commons Corner Capistrano, California-based, Aliso Commons Corner LLC, filed for Chapter 11 protection (Bankr. Case No. 10-27372) on Dec. 8, 2010. The Law Offices of Todd B. Becker represents the Debtor in its restructuring effort. The Debtor disclosed $12,259,356 in assets and $9,721,851 in liabilities as of the Chapter 11 filing. ALLY FINANCIAL: Board Declares Dividends for Preferred Shares ------------------------------------------------------------- The Ally Financial Inc. Board of Directors has declared quarterly dividend payments for certain outstanding preferred stock. A quarterly dividend payment was declared on Ally's Fixed Rate Cumulative Mandatorily Convertible Preferred Stock, Series F-2, of approximately $134 million, or $1.125 per share, and is payable to the U.S. Department of the Treasury. A quarterly dividend payment was also declared on Ally's Fixed Rate Cumulative Perpetual Preferred Stock, Series G of approximately $46 million, or $17.69 per share, and is payable to shareholders of record as of May 2, 2011. Additionally, a dividend payment was declared on Ally's Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A of approximately $12 million, or $0.295 per share, and is payable to shareholders of record as of May 1, 2011. Each of these dividends were declared by the board of directors on April 18, 2011, and are payable on May 16, 2011. Including the aforementioned dividend payments on the Series F-2 Preferred Stock, Ally will have paid a total of approximately $2.3 billion in dividends to the U.S. Treasury since February 2009. About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. * * * In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. AMBASSADORS INTERNATIONAL: Incurs $24.0 Million Net Loss in 2010 ---------------------------------------------------------------- Ambassadors International, Inc., filed on April 22, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. The Company reported a net loss of $24.03 million on $59.11 million of revenues for 2010, compared with a net loss of $51.64 million on $61.28 million of revenues for 2009. In 2010 the Company recorded non-cash impairment charges of $6.3 million, which was comprised of a $4.5 million charge related to the Windstar trade name and $1.8 million related to Majestic American Line vessels. During 2009 the Company recorded non-cash impairment charges of $51.3 million. The Company reported an operating loss from continuing operations of $20.7 million in 2010 compared to $66.4 million in 2009 or a decrease in operating losses of $45.7 million year over year. The primary driver of the 2009 operating loss is the non cash impairment charges of $51.3 million described above. At Dec. 31, 2010, the Company's balance sheet showed $80.26 million in total assets, $87.64 million in total liabilities, and a stockholders' deficit of $7.38 million. A complete text of the Form 10-K is available for free at: http://is.gd/gk2O8B About Ambassadors International Headquartered in Seattle, Washington, Ambassadors International, Inc. (NASDAQ: AMIE) -- http://www.ambassadors.com/-- operates Windstar Cruises, a three-ship fleet of luxury yachts. Carrying 148 to 312 guests, the luxurious ships of Windstar cruise to nearly 50 nations, calling at 100 ports throughout Europe, the Caribbean and the Americas. Ambassadors International Inc. and 11 affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11002) on April 1, 2011, to sell Windstar Cruises to Whippoorwill Associates Inc. for $40 million, absent higher and better bids at a bankruptcy auction. The Company's subsidiaries organized outside the United States are not Debtors in the Chapter 11 Case, nor are they parties to any insolvency or reorganization proceedings in their home jurisdictions. Kristopher M. Hansen, Esq.; Sayan Bhattacharyya, Esq.; Marianne Mortimer, Esq.; and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, serve as the Debtors' bankruptcy counsel. Daniel J. DeFranceschi, Esq., and Michael Joseph Merchant, Esq., at Richards, Layton & Finger, serve as the Debtors' co-counsel. Imperial Capital, LLC, is the Debtors' financial advisor. Phase Eleven Consultants, LLC, is the Debtors' claims and notice agent. AMERICAN PACIFIC: U.S. Trustee Asks Court for Chapter 11 Trustee ---------------------------------------------------------------- August B. Landis, the Acting U.S. Trustee for Region 17, asks the U.S. Bankruptcy Court for the District of Nevada, to appoint a Chapter 11 trustee in the bankruptcy case of American Pacific Financial Corporation. The U.S. Trustee tells the Court that Mr. Pohill, the Debtor's representative, president, director, 100% equity owner, and a creditor for $442,554, withheld material information from Paul Hazell, a creditor of American Pacific, concerning notes received for Mr. Hazell's investment. Specifically, Mr. Pohill told Mr. Hazell and his wife that one of their notes was secured by the assets of U.S. Plastic Lumber Corp. and another note was secured by real property, but failed to tell them that USPL had recently filed bankruptcy, and that the real property was subject to a secured claim that was in default. "Had Mr. Hazell and his wife been told this information, they would not have agreed to the terms of the notes," the U.S. Trustee says. The U.S. Trustee contends that cause has been established for the appointment of a Chapter 11 trustee by the fraudulent or dishonest acts committed by Mr. Polhill. The hearing on the Motion was set for April 18, 2011 but the Court rescheduled it to May 4, 2011 at 9:30 a.m. About American Pacific Financial Las Vegas, Nevada-based American Pacific Financial Corporation has been involved in private equity and sub-debt investment in various types of companies since 1978. APFC's assets include loans and investments in distressed real estate development projects and in other types of distressed operating companies throughout various industries. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 10-27855) on Sept. 21, 2010. Kaaran Thomas, Esq., and Ryan J. Works, Esq., at McDonald Carano Wilson, LLP, in Las Vegas, Nevada, represent the Debtor. The Company disclosed $16,597,647 in assets and $160,977,435 in liabilities as of the Chapter 11 filing. APHM NORTH CHARLESTON: Sheraton Hotel Goes Into Receivership ------------------------------------------------------------ Allyson Bird at The Post and Courier reports that the Sheraton Charleston Airport Hotel, in Charleston, South Carolina, is under receivership and will be put up for sale. The report relates that attorneys agreed to the appointment of a third party to take possession of the hotel while a foreclosure lawsuit unfolds. The owner of the Sheraton North Charleston, APHM North Charleston LLC, paid $20 million for the property in 2006, according to the report. The Post and Courier discloses that an out-of-state firm called Hospitality Receiver LLC will fill the role of receiver. It will collect all income the 289-room property generates during the case. The company also will list and sell the hotel. The report notes that court documents filed on behalf of the U.S. National Bank Association state that the owner of the property, APHM North Charleston LLC, owes more than $21 million plus interest, which continues to accrue at more than $6,000 per day. County real estate records show that the company paid $20 million for the Goer Drive lodging in 2006, the report recalls. The report notes that a letter from the lender's attorney to APHM said the borrower has not made a mortgage payment since July 2010. The letter said that nonpayment constitutes a default under the terms of the loan and demanded that APHM pay the entire outstanding principal immediately, plus interest and charges, the report relates. The Post and Courier says that The mortgage document shows the hotel ownership group is closely affiliated with American Property Hospitality Management LLC, based in Southern California. Attorneys representing the U.S. National Bank Association and APHM North Charleston agreed in court Friday that employees at the Sheraton would receive more than $51,000 in compensation for earned and unused vacation time, the report adds. Sheraton Charleston Airport Hotel is one of the largest full- service hotels in the region. ART COLLECTION: Owns 258 Acres of Land in Travis County ------------------------------------------------------- Jacob Dirr at the Austin Business Journal reports that Art Collection Inc., which filed for bankruptcy this month, owns 258 acres in Travis County, Texas, worth $17 million. In its schedules, the Debtor disclosed that California-based Dynamic Finance Corp. holds a secured claim on the land for $15.3 million. The Company, which said total debt was $15.77 million, also owes Austin-based Longaro & Clarke Consulting Engineers $167,900. Dallas, Texas-based Art Collection, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 11-10874) on April 7, 2011. Eric A. Liepins, Esq., at Eric A. Liepins P.C., serves as the Debtor's bankruptcy counsel. AVISTAR COMMUNICATIONS: Incurs $2.42MM Net Loss in 1st Quarter -------------------------------------------------------------- Avistar Communications Corporation reported a net loss of $2.42 million on $1.39 million of total revenue for the three months ended March 31, 2011, compared with net income of $10.23 million on $14.77 million of total revenue for the same period during the prior year. The Company's balance sheet at March 31, 2011 showed $4.70 million in total assets, $14.61 million in total liabilities, and a $9.91 million total stockholders' deficit. Bob Kirk, CEO of Avistar, said, "In 2010 Avistar invested heavily in enhanced product development, and sales and marketing support for our all-software and fully componentized visual communications platform. This included key deliverables that provide industry leading unified communications, VDI (virtual desktop infrastructure) and visual communications capabilities. These solutions allow our clients and partners to better leverage their current technology investments and deliver a more productive communications experience to their users and clients, while improving the capabilities and lowering the cost of their communications infrastructure and platforms." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/maka5j About Avistar Communications Headquartered in San Mateo, California, Avistar Communications Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a portfolio of 80 patents for inventions in video and network technology and licenses IP to videoconferencing, rich-media services, public networking and related industries. Current licensees include Sony Corporation, Sony Computer Entertainment Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and Emblaze-VCON. The Company reported net income of $4.45 million on $19.65 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $3.98 million on $8.82 million of total revenue during the prior year. AVISTAR COMMUNICATIONS: Gerald Burnett Holds 42.0% Equity Stake --------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Gerald J. Burnett disclosed that he beneficially owns 16,414,700 shares of common stock of Avistar Communications Corporation representing 42.0% of of the 39,121,360 shares of Company's common stock outstanding as of Dec. 31, 2010. A full-text copy of the filing is available for free at: http://is.gd/SmwhZO About Avistar Communications Headquartered in San Mateo, California, Avistar Communications Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a portfolio of 80 patents for inventions in video and network technology and licenses IP to videoconferencing, rich-media services, public networking and related industries. Current licensees include Sony Corporation, Sony Computer Entertainment Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and Emblaze-VCON. The Company reported net income of $4.45 million on $19.65 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $3.98 million on $8.82 million of total revenue during the prior year. The Company's balance sheet at March 31, 2011 showed $4.70 million in total assets, $14.61 million in total liabilities, and a $9.91 million total stockholders' deficit. AWAL BANK: Has Approval to Give Up EnerTech Partnership Interest ---------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the administrator for Awal Bank BSC was given authorization from the bankruptcy court last week to sell its interest in a limited partnership, EnerTech Capital Partners III. As reported in the April 20, 2011 edition of the Troubled Company Reporter, Awal Bank has proposed to sell its interest after EnerTech's general partner placed it in default following the bank's failure to contribute as much as $1.5 million under a partnership agreement with EnerTech, and threatened to take legal actions on account of the unpaid capital contributions. According to the sale agreement, the Debtor holds a limited partnership representing an aggregate capital commitment of $5,000,000 in Enertech. Dritte Vermogensverwaltung Wolbern Private Equitiy Future 03 GmbH of Grosser Grasbrook 9, 20457 Hamburg, Germany, is the purchaser. The purchase price is $1 and the agreement by the Purchaser to pay all capital calls now outstanding or arising in the future in respect of the Partnership Interest. The sale agreement calls for the private sale and transfer of Awal Bank's interest free and clear of liens and encumbrances. It also provides for the assumption and assignment of the partnership agreement to the purchaser of Awal Bank's interest. The sale agreement is subject to the satisfaction of certain conditions, which include the prior consent of the general partner, court approval of the agreement and the execution of an assumption and assignment agreement with EnerTech. The deal can be terminated if those conditions are not met by April 30, 2011. A full-text copy of the sale agreement is available for free at http://bankrupt.com/misc/AwalBank_SaleEnerTech.pdf About Awal Bank Awal Bank BSC is a Bahrain lender owned by Saudi Arabian Saad Group. Awal Bank was principally an investment company that provides wholesale banking services in Bahrain including the acceptance of deposits and the making of loans. Awal Bank was taken into administration by the Central Bank of Bahrain on July 30, 2009, after defaulting on loans. U.S. lawyers for the bank said last year that under Bahrain law, Awal's administrator had two years to decide if the bank should liquidate or be returned to management and shareholders. Stewart Hey, Esq., at Charles Russell LLP, as external administrator of Awal Bank BSC, made a voluntary petition under Chapter 15 of the U.S. Bankruptcy Code for the bank (Bankr. S.D.N.Y. Case No. 09-15923) on Sept. 30, 2009, following the administration proceedings. BEAZER HOMES: Stockholders OK to Hold "Say on Pay" Votes Annually ----------------------------------------------------------------- In a non-binding advisory vote on the frequency of the advisory vote on the compensation paid to Beazer Homes USA, Inc.'s named executive officers held at the 2011 Annual Meeting, stockholders approved the recommendation of the Company's Board of Directors to hold say on pay votes annually. Accordingly, in light of this result and other factors considered by the Board, the Board has determined that the Company will hold advisory say on pay votes on an annual basis until the next required vote on the frequency of such say on pay votes. About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2010, showed $1.90 billion in total assets, $1.55 billion in total liabilities and $349.65 million in stockholders' equity. * * * Beazer carries (i) a 'B-' issuer credit rating, with "stable" outlook, from Standard & Poor's, (ii) 'Caa1' probability of default and long term corporate family ratings from Moody's, and (iii) 'B-' issuer default rating, with stable outlook, from Fitch Ratings. Fitch said in November 2010 that the ratings and Outlook for Beazer reflect the company's healthy liquidity position, improved capital structure as well as the challenges still facing the housing market. Fitch expects existing home sales will decline 7.5% in 2010 and increase 6% in 2011. S&P said that although Beazer's business and liquidity profiles have improved, S&P doesn't anticipate raising its ratings on the company over the next 12 months because S&P expects costs associated with the company's heavy debt load will weigh on profitability. The 'Caa1' corporate family rating, Moody's said in November 2010, reflects its expectation that Beazer has reduced costs sufficiently that it will continue to reduce losses in fiscal 2011. The impairments and other charges are likely to be less material going forward, given the company's improving gross margin performance, stabilizing pricing environment, and increasing absorptions. However, Moody's expectation is that Beazer's cash flow performance will weaken in 2011, as the benefits of inventory liquidation have largely played out. The ratings also reflect the company's extended debt maturity profile, improved Moody's- adjusted debt leverage, and increased net worth position. BILLY HARWELL: Dist. Ct. Affirms Dismissal of Suit v. Tom Hill -------------------------------------------------------------- Chief District Judge Wiley Y. Daniel affirmed a bankruptcy court ruling dismissing Billy Jason Harwell's Fourth Amended Complaint against Tom Clay Hill, concluding that Mr. Harwell's remaining claims are barred by the doctrine of res judicata. The District Court meanwhile denied Mr. Hill's motion to impose sanctions for the filing of a frivolous appeal. Mr. Hill filed a proof of claim for $1,539,099 in Mr. Harwell's bankruptcy based on a state court judgment for the deficiency balance on a promissory note executed by Mr. Harwell as partial payment for land Mr. Harwell purchased from Mr. Hill in 2001. Mr. Harwell sought disallowance of Mr. Hill's proof of claim and cancellation of any related judgment liens. The case before the District Court is Billy Jason Harwell, Plaintiff/Appellant, v. Tom Clay Hill, Defendant/Appellee, Civil Action No. 10-cv-00339-WYD (D. Colo.). A copy of the District Court's March 29, 2011 Order is available at http://is.gd/KZYJEHfrom Leagle.com. Based in Colorado Springs, Colorado, Billy Jason Harwell, a/k/a 8345 Bluffview Way, filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 05-41744) on Oct. 10, 2005. The case was later converted to a Chapter 7 proceeding. Lynn H. Martinez was appointed as Bankruptcy Trustee. Judge A. Bruce Campbell presided over the case. In his petition, the Debtor disclosed $2,661,355 in assets and $3,543,434 in debts. The Bankruptcy Court entered an order converting the case to Chapter 7 on Feb. 28, 2007. BLOCKBUSTER INC: Lenders Object to Asset Sale Deal with Dish ------------------------------------------------------------ BankruptcyData.com reports that the steering group of Blockbuster's D.I.P. lenders, roll-up noteholders and senior noteholders filed with the U.S. Bankruptcy Court an objection to the Debtors' motion for approval of an amended and restated asset purchase and sale agreement with DISH Network. BankruptcyData.com says the group asserts, "The Delayed Closing Penalty is designed to encourage a swift Closing with minimal purchase price adjustments and with prompt payment and reserves established pursuant to paragraph 24 of the Sale Order. The Debtors should not be permitted to waive this aspect of the Original APA which was specifically negotiated for the benefit of the estates and the Debtors' creditors." About Blockbuster Inc. Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA, BLOKB) -- http://www.blockbuster.com/-- is a global provider of rental and retail movie and game entertainment. It has a library of more than 125,000 movie and game titles. Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23, 2010. It disclosed assets of $1 billion and debts of $1.4 billion at the time of the filing. Blockbuster's non-U.S. operations and its domestic and international franchisees, all of which are legally separate entities, were not included in the filings and are not parties to the Chapter 11 proceedings. Martin A. Sosland, Esq., and Stephen Karotkin, Esq., at Weil, Gotshal & Manges, serve as counsel to the Debtors. Rothschild Inc. is the financial advisor. Alvarez & Marsal is the restructuring advisor with A&M managing director Jeffery J. Stegenga as chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. A steering group of senior secured noteholders is represented by James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin LLP. U.S. Bank National Association as trustee and collateral agent for the senior secured notes is represented by David McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter & Hampton LLP. BDO Consulting is the financial advisor for U.S. Bank. Lenders led by Wilmington Trust FSB are providing the DIP financing. The DIP Agent is represented by Peter Neckles, Esq. and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. The Official Committee of Unsecured Creditors has retained Cooley LLP as its counsel. The Bank of New York Trust Company, N.A., as trustee under that certain indenture, dated as of Aug. 20, 2004, with respect to the 9% Senior Subordinated Notes due 2012 issued by Blockbuster Inc., is represented by Edward P. Zujkowski, Esq., at Emmet, Marvin & Martin, LLP. The Ad Hoc Studio Committee of Blockbuster Inc. et al. is represented by Robert J. Feinstein, Esq., at Pachulski Stang Ziehl & Jones LLP. Blockbuster on Feb. 21, 2011, entered into an Asset Purchase and Sale Agreement providing for the sale of substantially all of their assets or the proceeds of those assets to a newly formed entity named Cobalt Video Holdco LLC. For purposes of entering into the Purchase Agreement, the Purchaser was established by Monarch Alternative Capital LP, Owl Creek Asset Management LP, Stonehill Capital Management, LLC, and Varde Partners, Inc. who collectively hold more than 50% of the Senior Secured Notes and each of which is a member of the Steering Committee. Cobalt Video Holdco LLC, the stalking horse purchaser, was represented by Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP. The auction was held earlier this month and Dish Network Corp. won with an offer having a gross value of $320 million. Dish said it expects to pay $228 million cash after adjustments for Blockbuster's cash and inventory. BLUE HERON: Court Converts Case to Chapter 7 Liquidation -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Oregon has converted the Chapter 11 case of Blue Heron Paper Company to a bankruptcy case under Chapter 7. In an order dated April 1, 2011, the Court also ruled that Michael A Siebers, who represents the Debtor in the capacity of president and chief executive officer, is designated, pursuant to Rule 9001(5) of the Federal Rules of Bankruptcy Procedure, to perform the duties imposed upon the Debtor by the Bankruptcy Code. Peter C McKittrick, 13607 NW Cornell Rd PMB 229, Portland, Oregon, is appointed interim trustee of the Debtor's estate. The trustee's bond will be the blanket bond on file with the U.S. Bankruptcy Court Clerk. About Blue Heron Oregon City, Oregon-based Blue Heron Paper Company -- http://www.blueheronpaper.com/-- produces newsprint, and high bright and heavyweight groundwood specialty printing papers. Blue Heron filed for Chapter 11 protection (Bankr. D. Ore. Case No. 09-40921) on Dec. 31, 2009. David B. Levant, Esq., at Stoel Rives LLP, in Portland, Oregon, serves as bankruptcy counsel to the Debtor. Attorneys at Barran Liebman LLP have been tapped as labor and employment counsel. The Debtor also hired Vanden Bos & Chapman, LLP, as special counsel. The Company estimated $10 million to $50 million in assets and debts as of the Chapter 11 filing. BOUNDARY BAY: Files Schedules of Assets and Liabilities ------------------------------------------------------- Boundary Bay Capital LLC filed with the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $1,250,000 B. Personal Property $14,625,981 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $8,144,213 E. Creditors Holding Unsecured Priority Claims $206,506 F. Creditors Holding Unsecured Non-priority Claims $45,286,139 ----------- ----------- TOTAL $15,875,981 $53,636,859 About Boundary Bay Irvine, California-based Boundary Bay Capital, LLC, a California LLC, fka Covenant Bancorp, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-14298) on March 28, 2011. Hutchison B. Meltzer, Esq., at Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. Affiliate Cartwright Properties, LLC, filed a separate Chapter 11 petition on June 9, 2010 (Bankr. C.D. Calif. Case No. 10-17823). BOWE BELL + HOWELL: Court OKs BBH Canada as Foreign Representative ------------------------------------------------------------------ The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware, at the behest of Bowe Systec, Inc., et al., has authorized BBH Canada to act as the foreign representative of the Debtors in Canada in order to seek recognition of the Chapter 11 cases on behalf of the Debtors, and to request that the Ontario Superior Court of Justice lend assistance to the Court in protecting the Debtors' property, and to seek any other appropriate relief from the Ontario Court. . 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, including Bowe Bell + Howell Holdings, Inc., 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. BOWE BELL + HOWELL: Organizational Meeting Set for Friday --------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on April 29, 2011, at 10:00 a.m. in the bankruptcy case of Bowe Systec, Inc., et al. The meeting will be held at DoubleTree Hotel Wilmington, 700 N King Street, Salon L, Wilmington, Delaware. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. . 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, including Bowe Bell + Howell Holdings, Inc., 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. BPP TEXAS: Plan Filing Exclusivity Expires May 15 ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas has signed an agreed order submitted by BPP Texas LLC and its Debtor affiliates and Citizens Bank of Pennsylvania extending the Debtors' exclusive period for the filing of a Chapter 11 plan through May 15, 2011, and the exclusive period for solicitation of that plan through and including July 27, 2011. About BPP Texas Pittsburgh, Pennsylvania-based BPP Texas, LLC, along with BPP Illinois, LLC, BPP Iowa, LLC, BPP Michigan, LLC, BPP Minnesota, LLC, and BPP Wisconsin, LLC, own and operate 22 hotels located in Texas, Illinois, Iowa, Michigan, Minnesota, and Wisconsin. BPP Texas and several affiliates filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Lead Case No. 10-44378) on Dec. 21, 2010. Davor Rukavina, Esq., and Jonathan Lindley Howell, Esq., at Munsch Hardt Kopf & Harr, P.C., serve as the Debtors' bankruptcy counsel. BPP Texas estimated its assets at $1 million to $10 million and debts at $50 million to $100 million. Affiliates BPP Illinois, BPP Iowa, BPP Michigan, BPP Minnesota, and BPP Wisconsin filed separate Chapter 11 bankruptcy petitions. BPP Wisconsin estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. BPP TEXAS: Files Schedules of Assets and Liabilities ---------------------------------------------------- BPP Texas LLC filed with the U.S. Bankruptcy Court for the Eastern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $2,979,472 B. Personal Property $751,672 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $65,813,707 E. Creditors Holding Unsecured Priority Claims $7,901 F. Creditors Holding Unsecured Non-priority Claims $71,223 ----------- ----------- TOTAL $3,731,144 $65,892,831 About BPP Texas Pittsburgh, Pennsylvania-based BPP Texas, LLC, along with BPP Illinois, LLC, BPP Iowa, LLC, BPP Michigan, LLC, BPP Minnesota, LLC, and BPP Wisconsin, LLC, own and operate 22 hotels located in Texas, Illinois, Iowa, Michigan, Minnesota, and Wisconsin. BPP Texas and several affiliates filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Lead Case No. 10-44378) on Dec. 21, 2010. Davor Rukavina, Esq., and Jonathan Lindley Howell, Esq., at Munsch Hardt Kopf & Harr, P.C., serve as the Debtors' bankruptcy counsel. BPP Texas estimated its assets at $1 million to $10 million and debts at $50 million to $100 million. Affiliates BPP Illinois, BPP Iowa, BPP Michigan, BPP Minnesota, and BPP Wisconsin filed separate Chapter 11 bankruptcy petitions. BPP Wisconsin estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. BROADBENT CO: 4 Malls Have Already Sought Bankruptcy Protection --------------------------------------------------------------- Scott Olson at the Indianapolis Business Journal reports that Greenwood Shoppes LP, which has filed for Chapter 11, is the owner of the Greenwood Shoppes strip mall along U.S. 31 near County Line Road, in Indiana. The Company, a subsidiary of Indianapolis-based Broadbent Co., disclosed debt of $5.7 million and assets of $9 million, according to the report. Most of its assets -- $8.5 million -- are tied to the value of the property. And much of its debt is the $5.6 million principal remaining on an $8.5 million mortgage. Based in Greenwood, Indiana, Greenwood Shoppes LP filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 11- 04748) on April 18, 2011. 3 Other Affiliates in Chapter 11 The Indianapolis Business Journal notes that in February, another Broadbent subsidiary, Castleton Plaza LP, which owns the Castleton Plaza strip mall along East 82nd Street in Indianapolis, filed for Chapter 11 protection. Castleton Plaza disclosed assets of nearly $7.6 million, including more than $6.8 million in real property, says Mr. Olson. German American, a secured creditor, is seeking to foreclose on the Castleton property. It claims Castleton Plaza owes nearly $8.7 million on the balance of a $9.5 million loan made in August 2000, as well as $1.1 million in interest. Additional fees bring the total to $10.1 million. Castleton Plaza, LP, filed for Chapter 11 protection (Bankr. S.D. Ind. Case No. 11-01444) in Indianapolis, Indiana, on Feb. 16, 2011. Broadbent's White River Investments LP voluntarily filed for Chapter 11 in October 2010. The Company filed for Chapter 11 protection (Bankr. S.D. Ind. Case No. 10-15018) on Oct. 4, 2010. The Company disclosed assets of $1.4 million and liabilities of $1.3 million. Broadbent's Greenwood Point LP, which owns the Greenwood Point shopping mall, located cloe to Greenwod Shoppes, filed for reorganization (Bankr. S.D. Ind. Case No. 10-00569) in January 2010. Greenwood Point estimated both assets and liabilities of between $1 million and $10 million. Paul T. Deignan, Esq., at Taft Stettinius & Hollister LLP, in Indianapolis, serves as counsel to the Debtors. CAPRIUS INC: Stockholders OK Merger with Vintage Capital -------------------------------------------------------- Caprius, Inc., announced that at the special meeting of stockholders held on April 21, 2011, its stockholders approved the adoption of the Agreement and Plan of Merger among the Company, Vintage Capital Group, LLC, and Capac Co., a wholly-owned subsidiary of Vintage. The Agreement was approved by stockholders holding approximately 87.3% of the outstanding voting shares. Following the special meeting, the merger was completed with Caprius becoming a wholly-owned subsidiary of Vintage. On Nov. 10, 2010, Caprius, Vintage and the Merger Sub entered into an Agreement and Plan of Merger. On April 21, 2011, Caprius filed a Certificate of Merger with the Secretary of State of the State of Delaware, pursuant to which Merger Sub was merged with and into Caprius, with Caprius continuing as the surviving corporation and the separate corporate existence of Merger Sub ceased. As a result of the Merger, Caprius became a wholly-owned subsidiary of Vintage. Under the terms of the Agreement, the record holders of the Company's outstanding capital stock will receive cash merger consideration equal to: (i) $0.065 per share for each share of common stock; (ii) $40.625 per share, representing the common- equivalent consideration based upon its conversion rate of 625 shares of common stock, for each share of Series E Convertible Preferred Stock; and (iii) $6.50 per share, representing the common-equivalent consideration based upon its conversion rate of 100 shares of common stock, for each share of Series F Convertible Preferred Stock, without interest and less any applicable withholding taxes, excluding shares held by the Company, Vintage and holders who perfected their statutory appraisal rights. Stockholders of record will receive an Exchange Form and instructions on how to surrender their Caprius share certificates in exchange for the merger consideration. Holders of the common stock and preferred stock should wait until they receive the Exchange Form and associated documents from Computershare Trust Company, N.A., which is acting as the exchange agent and paying agent for the Caprius stock, before surrendering their certificates. Holders whose shares are held through a bank or broker will not have to take any action to exchange their share certificates as the exchange will be handled with Computershare by their bank or broker directly. With the closing of the Merger, the Caprius common stock will no longer trade in the Pink Sheets and Caprius will deregister the common stock with the Securities and Exchange Commission. In a Form 15 filing, Caprius, Inc., informed the SEC regarding the termination of registration of its common stock, $0.01 par value per share. As of April 21, 2011, there was only one holder of record of the Company's common stock. About Caprius, Inc. Paramus, N.Y.-based Caprius, Inc., is engaged in the infectious medical waste disposal business, through its wholly-owned subsidiary M.C.M. Environmental Technologies, Inc., which developed, markets and sells the SteriMed and SteriMed Junior compact systems that simultaneously shred and chemically disinfect regulated medical waste, utilizing its proprietary, EPA registered, bio-degradable chemical known as Ster-Cid. The Company's balance sheet at Dec. 31, 2010 showed $1.58 million in total assets, $9.34 million in total liabilities and a $7.76 million stockholders' deficiency. Marcum LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's results for fiscal years ended Sept. 30, 2009 and 2010. The independent auditors noted that the Company has a working capital deficiency and has substantial recurring losses from operations. In addition, under the terms of the Loan Facility Agreement with Vintage Capital Group LLC, the Company was obliged to fulfill certain defined covenants and achieve specific milestones, including those relating to unit sales and the relocation of manufacturing. To date, these aforementioned covenants and milestones have not been met and the Company has been put on notice by Vintage of these defaults, Marcum said in its report attached to the Form 10-K for the fiscal year ended Sept. 30, 2010. CARPENTER CONTRACTORS: Allowed to Obtain DIP Financing ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida has authorized Carpenter Contractors of America, Inc., and CCA Midwest, Inc. to obtain postpetition secured financing from First American Bank and use cash collateral. The DIP Facility will be used to fund the Debtors' Chapter 11 case, pay suppliers and other parties. First American will provide (i) $2.5 million in the form of a term note, which will be subject to a floating interest rate of 30-day LIBOR plus 4.0% (with an interest rate floor of 6.0%), and (ii) the lesser of the loan limit, which is $5.12 million, or the advance rate, which is the sum of 80% of all eligible accounts receivable and 35% of all eligible inventory (provided that the cap on inventory advances is $2 million). First American will have a (i) security interests in all of the Debtors' assets, and (ii) superpriority claims with respect to the Debtors' obligations under the DIP facility over any and all administrative expenses. About Carpenter Contractors Pompano Beach, Florida-based Carpenter Contractors of America, Inc., dba R&D Thiel, provides carpentry services to builders of new homes primarily in Illinois and Florida. It also manufactures building components and distributes construction materials in Illinois, Florida, and North Carolina. CCA Midwest Inc. provides carpentry services to builders of new homes in Illinois. It is a wholly-owned subsidiary of Carpenter Contractors. Carpenter Contractors and CCA Midwest filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Lead Case No. 10-42604) on Oct. 25, 2010. Chad P. Pugatch, Esq., serves as the Debtors' bankruptcy counsel, and Shaw Gussis Fishman Glantz Wolfson & Towbin LLC, serve as special counsel. GlassRatner Advisory & Capital Group, LLC, led by Thomas Santoro, is the Debtors' as financial advisor, and Scott L. Spencer, CPA and Crowe Horwath, LLP is the Debtors' accountant for audit work. Carpenter Contractors disclosed $42,900,573 in assets and $25,861,652 in liabilities as of the Chapter 11 filing. CATALYST PAPER: Snowflake Mill to Restart Production ---------------------------------------------------- Catalyst Paper advised that it expects both paper machines will be back in production Thursday after a fire in the storage yard at its Snowflake, Arizona mill on Monday destroyed approximately 11,000 tonnes of recovered old newspapers . The fire did not have any significant impact on any of the mill's production equipment. Quick and professional actions from the mill staff and workforce, coupled with the great response from numerous fire companies in the Snowflake area, prevented a more serious outcome. There were no serious injuries reported. All appropriate authorities were notified, and an investigation into the cause of the fire is underway. The combined impact of the inventory loss, equipment damage, and fighting the fire is expected to be under the insurance deductible of $5.0 million. With 12 hours of de-inked pulp inventory on hand, customer orders are being met with limited disruption. In-transit and on-site truck inventories of ONP are more than adequate for the next month of production. The Snowflake mill has an annual production capacity of 337,000 tonnes of recycled newsprint and uncoated specialty papers and is chain-of-custody certified to the Forest Stewardship Council standard. The operation supports recovery and domestic recycling of more than 430,000 tons of waste paper annually, and is the second largest private sector employer in northeast Arizona. About Catalyst Paper Catalyst Paper -- http://www.catalystpaper.com/-- manufactures diverse specialty mechanical printing papers, newsprint and pulp. Its customers include retailers, publishers and commercial printers in North America, Latin America, the Pacific Rim and Europe. With four mills, located in British Columbia and Arizona, Catalyst has a combined annual production capacity of 1.9 million tons. The Company is headquartered in Richmond, British Columbia, Canada and its common shares trade on the Toronto Stock Exchange under the symbol CTL. The Company posted a net loss of C$398.2 million on sales of C$1.229 billion during 2010. The Company's net loss in 2009 was C$5.6 million on sales of C$1.224 billion. The Company's balance sheet at Dec. 31, 2010, showed C$1.696 billion in total assets, C$1.293 billion in total liabilities, and stockholders' equity of C$403.4 million. * * * Catalyst Paper carried Moody's Investors Service's 'Caa1' corporate family rating. Outlook in Negative. The Company also carries Standard & Poor's CCC+ long-term corporate credit rating, Outlook is Stable. CATHOLIC CHURCH: Wilmington's The Dialog to End After 46 Years -------------------------------------------------------------- The Catholic Diocese of Wilmington, Inc., will cease publication of its official newspaper, The Dialog, after 46 years. The Dialog, which serves the Catholic community of Delaware and Maryland's eastern shore, published its first issue on Sept. 3, 1965, when it was called the Delmarva Dialog to reflect the geography of the Diocese then. Current circulation of the newspaper is about 55,000. A copy of the recent April 14, 2011 issue of The Dialog, as well as its previous issues, is available for free at the Diocese's Web site at http://www.cdow.org/041411.pdf As part of its budget cuts, the Diocese will eliminate 19 full- time and three part-time positions as it cuts operating expenses and prepares to pay more than $77.4 million to survivors of sexual abuse by priests, The Dialog reports. Among the services that will be discontinued because of the layoffs are two run by Catholic Charities -- parish social ministry and the adoption program. The Diocese will also stop publishing The Dialog and will let go the paper's staff of seven full-time employees and one contract staff member. Most of the layoffs will be effective July 1, 2011. The paper "will be phased out sometime this fall," the Diocese said according to The Dialog. "Alternative modes of communication between the diocese, parishes and the faithful are being studied." Jim Grant, Dialog Editor, says that The Diocese plans to continue to publish The Dialog on its normal publication schedule -- weekly through May 26 then every other week in summer -- while it prepares its new communications approach. "I am pained by the loss of jobs," Bishop Malooly Says Most Rev. W. Francis Malooly, Wilmington Bishop, published this statement in the April 14 issue of The Dialog: My Dear Friends in Christ, Last week I sent a letter to all employees in our diocesan ministries and offices advising them that due to the diocese's current fiscal obligations, our capacity to operate diocesan ministries at current levels is significantly reduced. Reductions must be made in the fiscal year 2012 budget which in turn require us to reduce staff. Based on certain priorities set by me and our ultimate goal to continue as best we can the work of the diocesan ministries, certain reductions have been recommended to me. I have accepted those recommendations. As I stated in my letter to the employees, the reductions in budget have been spread throughout the six diocesan departments and administrative offices. All diocesan ministry and office budgets were required to reduce expenses; most were required to reduce expenses by 25%. These reductions unfortunately have caused us to initiate a series of layoffs, a most unfortunate circumstance. The ending of people's jobs with the diocese is a difficult decision, and one made only with the greatest reluctance. I express my sincerest regret to those whose positions will be eliminated. Most reductions in staff will be effective July 1st of this year. I have asked our Human Resources Office to assist those having to leave us to help them in preparing resumes and offer advice and counsel in their search for new employment. We are extending health insurance benefits for an additional time period for employees whose positions have been eliminated. Two goals in filing for bankruptcy In October of 2009 when the diocese filed for Chapter 11 Reorganization Under the United States Bankruptcy Code, I stated the diocese had two very clear moral obligations and therefore two goals in filing for Chapter 11: to make reparations and otherwise seek healing of legitimate abuse survivors and to continue the pastoral, educational, charitable and spiritual missions and ministries of the diocese. We have committed ourselves by agreement with the Official Committee of Unsecured Creditors to meet our first moral obligation by settling the bankruptcy. In meeting our second obligation, we have, through the settlement, protected our parishes and now we are taking those necessary steps to continue the mission and ministries of diocesan services, albeit in reduced fashion. We have done our best to preserve most of the services our offices and ministries provide. In addition to significant reductions in staffing and operating costs, unfortunately, some few services will have to be discontinued including Parish Social Ministry and our Adoption Program, two Catholic Charities services. Catholic Charities will, however, continue to retain its adoption license to attend to special cases. Also, we must phase out The Dialog as we know it today. Alternative forms of communication between the diocese, parishes and the Faithful are being studied. Attached to this letter is further information detailing the reduction in diocesan staff. I am pained by the loss of jobs by our dedicated, hard-working members of the diocesan family. They and all of our employees have been and are faithful friends and partners in ministry who loyally serve the Mission of the Church. I thank all of our employees for their service to the church and our diocese, but especially in these very difficult days. We continue to live in challenging times, but with God's grace, we will continue the work He has entrusted to us. Sincerely in Our Lord, Most Rev. W. Francis Malooly Bishop of Wilmington Details of staff reductions The Diocese of Wilmington released this list of positions to be eliminated: In cutting the operating expenses of Diocesan offices and ministries, there will be a reduction of 19 full-time positions and three part-time positions. Most of the reductions will be effective the beginning of the fiscal year, July 1: * Chancery Office: Reduction of one part-time position. * Office for Hispanic Ministry: Reduction of one full-time position. * Human Resources Office: Reduction of one full-time position. * Office for Religious Education: Reduction of one full-time position. * Office for Catholic Youth Ministry: A vacant staff position will not be filled. * Tribunal: Reduction of two part-time positions. * The Dialog: The Diocese of Wilmington can no longer afford to publish the diocesan newspaper and it will be phased out sometime this fall, resulting in the reduction of seven full-time staff positions and one contract position. Alternative modes of communication between the Diocese, parishes and the faithful are being studied. * Catholic Charities: Catholic Charities has been undergoing reorganization for several months, and a number of service positions were consolidated. Further reductions in staff between now and July 1 will account for a total reduction of eight positions, including two positions vacated by retirement that will not be filled. Services in Catholic Charities to be phased out or substantially curtailed include Parish Social Ministry and the Adoption Program. Regarding adoption: Catholic Charities will retain the services of a staff person licensed for adoption to serve potential clients at Bayard House, the agency's maternity home. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The Diocese filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-13560) on Oct. 18, 2009. Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC, is the financial advisor. The petition says assets range $50 million to $100 million while debts are between $100 million to $500 million. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin Oct. 19, 2009. There were 131 cases filed against the Diocese, with 30 scheduled for trial, as of the bankruptcy filing. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Milwaukee Gets Nod for Therapy Expenses -------------------------------------------------------- The United States Bankruptcy Court for the Eastern District of Wisconsin granted, in part, the Archdiocese of Milwaukee's request to make certain payments under Section 363(b) of the Bankruptcy Code. Judge Susan V. Kelley authorized the Archdiocese to pay for certain psychological counseling and therapy for abuse survivors, with an annual cap of $100,000. Judge Kelley ruled that should the Archdiocese believe it necessary to spend more than $100,000 annually, it may file with the Court that request. Judge Kelley also said that she will rule on the other relief sought in the Section 363(b) Motion at a later date, which relief includes permission for the Archdiocese to honor certain prepetition settlement agreement, and to participate in voluntary mediations with two Abuse Survivors and pay any costs incident to that activity. Prior to the entry of the order, the Archdiocese's counsel informed the Court that the Official Committee of Unsecured Creditors and the U.S. Trustee have approved the form of the proposed order. The Archdiocese also responded to the Creditors Committee's objection to the Section 363(b) Motion, arguing that the Archdiocese does not and will not object to the Abuse Survivors being represented by counsel at mediation sessions. In response to the Creditors Committee's objection to the Confidentiality Motion, the Archdiocese pointed out that by that motion, it attempts to give the Abuse Survivors exclusive control over the decision of whether to have their identities revealed. About the Archdiocese of Milwaukee The Diocese of Milwaukee was established on November 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CLAIRE'S STORES: Reports $4.32-Mil. Profit in Year Ended Jan. 29 ---------------------------------------------------------------- Claire's Stores, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting net income of $4.32 million on $1.42 billion of net sales for the fiscal year ended Jan. 29, 2011, compared with a net loss of $10.40 million on $1.34 billion of net sales for the fiscal year ended Jan. 30, 2010. The Company also reported net income of $21.31 million on $421.91 million of net sales for the three months ended Jan. 29, 2011, compared with net income of $19.46 million on $410.69 million of net sales for the three months ended Jan. 30, 2010. The Company's balance sheet at Jan. 29, 2011 showed $2.86 billion in total assets, $2.89 billion in total liabilities and a $26.51 million in stockholders' deficit. Chief Executive Officer Gene Kahn commented, "We are coming off a very strong global performance in 2010 having posted a positive 6.5% same store sales increase for the year with a positive 7.8% increase in North America and a 4.3% increase in Europe. We are encouraged by the fact that we have had five straight quarters of same store sales growth. While we benefited to some degree by the stabilization of the broader economy, we were still well positioned at the forefront of our peer group of specialty retailers. "As we began the year and emerged from the difficult economy in 2009, we reengaged for growth and put into place a series of initiatives to achieve that performance. The work that we did to upgrade the merchandise selection, distort our assortment to capitalize on the opportunity in Accessories and improve the in- store environment enabled us to create strong positive momentum. Our global team of committed and talented executives and associates provided the strong leadership required for this level of sales and EBITDA performance. "In 2011, we will continue to drive organic growth through our merchandise, stores and customer offense. In addition, we intend to increase our global reach through further new store expansion, on both an owned and franchised basis, and new distribution channels. We are particularly excited about our upcoming launch of E-Commerce in the U.S. this summer and the associated brand enhancement that it will provide." A full-text copy of the Annual Report is available for free at: http://is.gd/PBUIya About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- is a specialty retailer offering accessories and jewelry for kids, tweens, teens, and young women in the 3 to 27 age range. The Company is organized based on its geographic markets, which include North American division and European division. As of Jan. 30, 2010, it operated a total of 2,948 stores, of which 1,993 were located in all 50 states of the United States, Puerto Rico, Canada, and the United States Virgin Islands (its North American division) and 955 stores were located in the United Kingdom, France, Switzerland, Spain, Ireland, Austria, Germany, Netherlands, Portugal, and Belgium (its European division). Its stores operate under the trade names Claire's and Icing. In addition, as of Jan. 30, 2010, it franchised 195 stores in the Middle East, Turkey, Russia, South Africa, Poland, Greece, Guatemala and Malta under franchising agreements. It also operates 211 stores in Japan through its Claire's Nippon 50:50 joint venture with AEON Co. Ltd. Moody's Investors Service in December 2010 upgraded Claire's Stores' ratings, including its Corporate Family Rating and Probability of Default Rating, to Caa2 from Caa3. The upgrade reflects a decrease in Claire's probability of default given that the company can now fully cover its interest expense. This is due to earnings improvement from solid comparable store sales growth, improved merchandise margins, and continued expense discipline. Claire's Caa2 Probability of Default Rating reflects Moody's view that although Claire's credit metrics have improved, they remain very weak as a result of its heavy debt load. For the twelve months ending Oct. 30, 2010, Claire's debt to EBITDA was very high at 9.3 times. CLEARWATER DEVELOPMENT: Gypsum Has $62-Mil. Debt to Lender ---------------------------------------------------------- Kristen MacBeth at BankruptcyHome.com reports, citing BusinessWeek, that Gypsum, Colorado-based Clearwater Development, Inc., which has filed for Chapter 11 protection, owes Kennedy Funding Inc., the largest creditor, more than $62 million, with $58 million of the debt unsecured. Clearwater operates The Gypsum, a gated golf community. The development is 35 miles outside of Vail, Colorado, which is a popular ski resort town. In total, Clearwater is approximately 963 acres. Clearwater Development, Inc., filed a Chapter 11 petition (Bankr. D. Colo. Case No. 11-18725) in Denver on April 18, 2011. The Debtor said in a court filing it has properties worth $8,000,000, constituting 50 finished single family home sites, 65 partially finished family home sites, 225 entitled single family home sites, completed 18 hole Robert Trent Jones Jr. golf course, completed 18 hole putting course, 25 acres of lakes, among others. The properties secure a $69,543,133 debt. COLONIAL BANCGROUP: Plan Voting Deadline Extended Until Tomorrow ---------------------------------------------------------------- BankruptcyData.com reports that Colonial BancGroup filed with the U.S. Bankruptcy Court a notice, in accordance with Paragraph 23 of the order granting the Company's amended motion to approve its Disclosure Statement, proposed voting procedures and to schedule the hearing to consider confirmation of Debtor's Second Amended Plan of Liquidation and form of notice of confirmation, of extension of the voting deadline until April 28, 2011. Separately, the lead plaintiffs - Arkansas Teacher Retirement System, The State-Boston Retirement System, Norfolk County Retirement System and City of Brockton Retirement System - in the consolidated securities class action entitled In re Colonial BancGroup, Inc. Securities Litigation filed with the Court an objection to the Plan. The lead plaintiffs object to the Plan on the following grounds: "(a) the protocol for the maintenance and abandonment of the Debtor's books and records should be applicable to any books and records that may have been transferred pre-confirmation; (b) the Plan's extension of certain stays or injunctions beyond the Effective Date is improper and prejudicial to Lead Plaintiffs; (c) the Plan should not impact the rights of Lead Plaintiffs and the Securities Claimants to proceed with their claims against the Debtor to the extent of available insurance coverage, irrespective of any injunctions, discharge or distribution under the Plan; and (d) the Plan injunction provision is ambiguous and must affirmatively exclude any claims of Lead Plaintiffs and the Securities Claimants against the Non-Debtor Defendants and any other non-Debtors, as similarly provided for in the Plan exculpation provision." BData relates that some of the creditor treatment includes: -- administrative claims, priority tax claims and priority non-tax claims will be paid in full; -- convenience class claims will recover 75%; -- general unsecured claims, statutorily subordinated and claims indenture claims will receive a portion of available cash after priority claims have been paid in full and money is reserved for disputed claims; and -- equity interests will be cancelled. The Court scheduled a hearing to consider confirmation of the Plan for May 11, 2011. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking subsidiary. Colonial Bank -- http://www.colonialbank.com/-- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On Aug. 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. The Colonial BancGroup filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009. W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, serve as counsel to the Debtor. The Debtor disclosed $45 million in total assets and $380 million in total liabilities as of the Petition Date. In September 2009, an Official Committee of Unsecured Creditors was formed consisting of three members, Fine Geddie & Associates, The Bank of New York Trust Company, N.A., and U.S. Bank National Association. Burr & Forman LLP and Schulte Roth & Zabel LLP serve as co-counsel for the Committee. Colonial Brokerage, a wholly owned subsidiary of Colonial BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy Court in the Middle District of Alabama in June 2010. Susan S. DePaola serves as Chapter 7 trustee. CONSTAR INT'L: Has Plan Filing Exclusivity Until Sept. 8 -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has extended Constar International, Inc. and its Debtor affiliates' exclusive period to file a Chapter 11 plan to Sept. 8, 2011 and the exclusive period to solicit acceptances of that plan to Nov. 7, 2011. The Court's order is without prejudice to the Debtors' right to seek further extensions. As reported in the April 12, 2011 edition of the Troubled Company Reporter, the Debtors sought an extension of their exclusive periods out of an abundance of caution. The Debtors relate that the Court approved their first amended disclosure statement and set an April 25 confirmation hearing which was rescheduled for May 20, at 3:00 p.m. Kurtzman Carson Consultants LLC, the Debtors' claims, noticing and voting agent, will solicit plan votes until May 10. Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the Debtors' prepackaged plan has holders of 75% of the $220 million in senior secured floating-rate notes who survived a prior bankruptcy converting their debt into a new $70 million term loan and $30 million of convertible preferred stock. In the first reorganization, $175 million of 11% subordinated notes were exchanged for all the new stock. The stock given out last time is being extinguished this time. About Constar International Philadelphia, Pennsylvania-based Constar International Inc. -- http://www.constar.net/-- produces and supplies polyethylene terephthalate plastic containers for food and beverages. Constar filed for Chapter 11 protection in December 2008 (Bankr. D. Del. Lead Case No. 08-13432), with a pre-negotiated Chapter 11 plan. The plan, which reduced Constar's debt load by roughly $175 million, became effective on May 29, 2009. Attorneys at Bayard P.A., and Wilmer Cutler Pickering Hale and Dorr LLP represented the Debtor in the case. Due to operating losses caused by a significant decline in demand for its products from Pepsi-Cola Advertising and Marketing Inc. and other customers, Constar and its affiliates returned to Chapter 11 protection on Jan. 11, 2011 (Bankr. D. Del. Case No. 11-10109), with a Chapter 11 plan negotiated with holders of 75% of the holders of $220 million in senior secured floating-rate notes. Andrew Goldman, Esq., and Dennis Jenkins, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP, serve as the Debtors' general bankruptcy counsel. Jamie Lynne Edmonson, Esq., and Neil B. Glassman, Esq., at Bayard, P.A., serve as co-counsel to the Debtors. PricewaterhouseCoopers serves as the Debtors' independent auditors and accountants. Kurtzman Carson Consultants LLC serves as the Debtors' claims agent. The Debtors disclosed $418 million in total assets and $414 million in total debts as of Sept. 30, 2010. Constar filed for Chapter 11 protection with a pre-arranged debt-for-equity exchange, expected to be completed by mid-2011. The Company and holders of more than 75% of its senior secured floating- rate notes agreed on a restructuring plan that would reduce debt by as much as $150 million. CORBIN PARK: BofA Not a Party to Lienholders' Suit v. Surety ------------------------------------------------------------ District Judge Kathryn H. Vratil ruled that Bank of America N.A. is not a party to the suit, Faith Technologies, Inc., et al., v. The Fidelity & Deposit Company of Maryland and Brown Commercial Construction Company, Inc., Civil Action No. 10-2375-KHV/JPO (D. Kan.). Judge Vratil denied BofA's motion for leave to file a declaratory judgment claim or, in the alternative, to intervene. Albeit circuitously, the suit arose from a shopping center development project gone bad. The development, known as the Corbin Park Shopping Center, is on the southeast corner of 135th Street and Metcalf Avenue in Overland Park, Kansas. Brown Commercial Construction Company, Inc., was the general contractor on the project. Plaintiffs are subcontractors, sub-subcontractors and suppliers who hold liens against Corbin Park property for unpaid work. On behalf of Brown, The Fidelity & Deposit Company of Maryland issued payment and performance bonds for the Corbin Park project. In October 2008, BofA contracted with Corbin Park to fund the project. It stopped funding in July 2009, before the project was completed. On Jan. 5, 2010, Corbin Park, L.P., which owns the property, filed for bankruptcy (Bankr. D. Kan. Case No. 10-20014). This litigation involves plaintiffs' claims against Brown as principal, and F&D as surety, for unpaid work on the shopping center. Specifically at issue is F&D payment bond number 08764243 issued on October 9, 2008. BofA asserts that the F&D bond is a statutory or "release of lien" bond under K.S.A. Sec. 60-1110. If true, the bond would discharge plaintiffs' liens against the Corbin Park property and permit them to seek payment only under the F&D bond. The bond states that "[t]he intent is that this Bond shall be construed as a statutory bond and not as a common law bond." Defendants, and some plaintiffs, assert that the F&D bond does not meet the requirements of Section 60-1110 and that it is a common law bond. A copy of the District Court's March 29, 2011 Memorandum and Order is available at http://is.gd/5Ff27afrom Leagle.com. Based in Omaha, Neb., Corbin Park, L.P., acquired part of a 97- acre, partially developed, shopping center known as Corbin Park in 2008. Corbin Park sought Chapter 11 protection (Bankr. D. Kan. Case No. 10-20014) on Jan. 5, 2010. Carl R. Clark, Esq., and Jeffrey A. Deines, Esq., at Lentz Clark Deines PA, represent the Debtor. The Debtor estimated $50 million to $100 million in assets and $10 million to $50 million in debts as of the Petition Date. COWPER LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Cowper, LLC P.O. Box 1013 Rockwall, TX 75087 Bankruptcy Case No.: 11-32658 Chapter 11 Petition Date: April 20, 2011 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Barbara J. Houser Debtor's Counsel: Hayward M. Rigano, Esq. 102 W. Methvin Street Longview, TX 75601 Tel: (903) 238-9770 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Brian Hanie, managing member. CREDIT-BASED ASSET: 0.53% Liquidating Chapter 11 Plan Confirmed --------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Credit-Based Asset Servicing & Securitization LLC, commonly known as C-Bass, was told by the bankruptcy judge at a confirmation hearing April 25 that he will approve the liquidating Chapter 11 plan carrying out an agreement made before the bankruptcy filing in November. Eric Hornbeck at Bankruptcy Law360 reports that Judge Allan L. Gropper on Monday approved C-BASS's plan after receiving no objections. According to Law360, Judge Allan L. Gropper said the plan "attempts to allocate the debtor's remaining resources as reasonably as possibly considering all of the circumstances of what I now gather is being called the great recession, but for some was much more than that." As reported in the March 9, 2011 edition of the Troubled Company Reporter, the Plan would carry out an agreement reached with secured lenders before the November bankruptcy filing that allows the use of $8.2 million to operate in Chapter 11 and distribute to lower-ranking creditors. The bankruptcy judge approved the explanatory disclosure statement on March 4. According to the Disclosure Statement, senior unsecured creditors with $903 million in claims are told to expect a 0.53% recovery. Holders of $539 million in two types of subordinated claims will receive nothing. The holders of $191.6 million in senior lenders' claims receive nothing on account of the pre-bankruptcy agreement, until the liquidating trust recovers more than $15 million. To receive a distribution, unsecured creditors must give releases to the lenders. The senior lenders allowed C-Bass to use $8.2 million of their money to fund C-Bass through bankruptcy, in exchange for broad releases against lawsuits for those lenders. A full-text copy of the disclosure statement, as amended, is available for free at http://ResearchArchives.com/t/s?7479 A full-text copy of the Chapter 11 plan, as amended, is available for free at http://ResearchArchives.com/t/s?747a The Official Committee of Unsecured Creditors has selected Clifford A. Zucker to serve as the liquidation trustee subject to confirmation of the Debtors' Plan. About Credit-Based Asset Servicing Credit-Based Asset Servicing and Securitization LLC was a subprime mortgage investor based in New York City. C-Bass was a joint venture, owned in part by units of mortgage insurers MGIC Investment Corp. and Radian Group Inc. C-Bass and seven affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-16040) on Nov. 12, 2010. C-Bass disclosed $23.7 million in assets and $2.16 billion in liabilities in its Schedules of Assets and Liabilities. The Debtors' liabilities include $195.8 million of secured debt. Peter S. Partee, Esq., Richard P. Norton, Esq., Robert A. Rich, Esq., and Scott Howard Bernstein, Esq., at Hunton & Williams LLP, represent the Debtors. Donlin, Recano & Company is the claims and noticing agent. An Official Committee of Unsecured Creditors has been appointed in C-BASS' chapter 11 cases and that committee is represented by Mark T. Power, Esq., and Jeffrey Zawadzki, Esq., at Hahn & Hessen LLP in New York. The affiliates that filed separate Chapter 11 petitions are C-BASS CBO Holding LLC, C-BASS Credit Corp., C-BASS Investment Management LLC, NIM I LLC, Pledged Property II LLC, Starfish Management Group LLC, and Sunfish Management Group LLC. CROSS COUNTY: Files Schedules of Assets and Liabilities ------------------------------------------------------- Cross County National Associates, LP filed with the U.S. Bankruptcy Court for the Eastern District of Texas, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $12,403,491 B. Personal Property $26,795 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $10,437,946 E. Creditors Holding Unsecured Priority Claims $572,598 F. Creditors Holding Unsecured Non-priority Claims $2,085,728 ----------- ----------- TOTAL $12,430,286 $13,096,273 Plano, Texas-based Cross County National Associates, LP, dba Cross County Mall, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 11-40915) on March 28, 2011. John P. Lewis, Jr., Esq., who has an office in Dallas, Texas, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. CUSTOM POULTRY: Wants to Auction Assets on May 26 ------------------------------------------------- Mary Pieper at the Courier Lee News Service reports that Custom Poultry Processing LLC is proposing to to auction off its assets on on May 26, 2011, at 9 a.m., in the courtroom for the U.S. Bankruptcy Court for the Northern District of Iowa in Cedar Rapids. According to the report, the owners believe an asset sale "is the best method for maximizing the return to the bankruptcy estate and returning the facilities to production, thereby raising the possibility of bringing back to work the debtor's laid-off employees," the motion states. The Courier Lee News Service relates that in the motion for authority to sell assets, the Company said production at the plant was to begin in September 2010, but the plant wasn't ready by then although the company had contracted for delivery of chickens to the plant. About Custom Poultry Custom Poultry owns a shuttered organic chicken processing plant in Charles City, Iowa. Custom Poultry Processing started processing organic and antibiotic-free chickens in November but then ran into financial difficulties. The Company filed for Chapter 7 bankruptcy protection on Jan. 20, 2010, operations were halted on Jan. 21 and employees were sent home. As reported in the Feb. 7, 2011 edition of the Troubled Company Reporter, Custom Poultry Processing was granted a request to change its bankruptcy status from Chapter 7 to Chapter 11. CYBEX INTERNATIONAL: Reports $379,000 Profit in 1st Quarter ----------------------------------------------------------- Cybex International, Inc., reported net income of $379,000 on $31.01 million of net sales for the three months ended March 26, 2011, compared with a net loss of $753,000 on $26.11 million of net sales for the three months ended March 27, 2010. The Company's balance sheet at March 26, 2011, showed $84.35 million in total assets, $98.82 million in total liabilities, and a $14.47 million stockholders' deficit. Stockholders' deficit was $15.0 million at Dec. 31, 2010. John Aglialoro, CYBEX Chairman and CEO stated, "I am pleased with the Q1 operating results. We continue to make investments in marketing and new product development which I believe will build on our success. We are now producing two new treadmill models in addition to our Big Iron line which is new for 2011. The Bravo Functional Training Line will be available in Q3 and represents a new source of revenue. Consistently introducing new and better products plus effectively telling our story through multiple means are key elements in our business development strategy." As expected, CYBEX also announced that a judgment has been entered with respect to the December 2010 jury verdict in the product liability litigation, Barnhard v. Cybex International, Inc. As previously reported, CYBEX recorded as of Dec. 31, 2010 a $62,696,000 litigation reserve as a current liability pertaining to the Barnhard jury verdict and a corresponding litigation related receivable for $15,904,000, representing the amount recoverable from the co-defendant in the matter and the estimated amount recoverable under the Company's insurance policies. The entry of the judgment has resulted in a first quarter 2011 addition of $380,000 to the litigation reserve and $24,000 to the related receivable. Interest at the annual rate of 9% will accrue from the judgment date. The Company believes that it was not at fault for the accident that is the basis of the Barnhard suit and accordingly that this case was wrongly decided as to liability, and further that the amount of damages awarded by the jury was grossly overstated. The Company will continue to pursue all avenues to attain a reversal or substantial reduction of this judgment. An appeal of post trial orders in the case has been filed with the Appellate Division, Fourth Judicial Department, of the Supreme Court of the State of New York, and the Company will promptly file an additional appeal of the judgment. The posting of a bond in the full amount of the judgment, which is customarily a requirement for a stay of enforcement of a judgment during the appellate process, is beyond the Company's ability to secure. The Company is exploring ways of protecting itself during the pendency of its appeals, which will include immediately requesting the Appellate Division to grant a stay of enforcement of the judgment with a limited bonding requirement. The Company will host a conference call on Monday, May 2, 2011 at 4:30 p.m. ET to discuss first quarter financial results and answer questions from the investor audience. Those who wish to participate may dial (888) 359-3610 from the U.S. or (719) 457- 2603 for international callers. A live webcast of the conference call will also be available on the Company's Web site at www.cybexintl.com in the Company Press section. Please visit the Web site at least 15 minutes early to register for the teleconference webcast and download any necessary software. A replay of the call will be available starting Monday, May 2, 2011 at 7:30 p.m. ET and lasting through Monday, May 9, 2011 by dialing (877) 870-5176 from the U.S. or (858) 384-5517 for international callers. The access code for the replay is 2918865. A full-text copy of the press release announcing the financial results is available for free at http://is.gd/0mVBiG About Cybex International Medway, Mass.-based Cybex International, Inc. (NASDAQ: CYBI) -- http://www.cybexintl.com/--is a manufacturer of exercise equipment and develops, manufactures and markets strength and cardiovascular fitness equipment products for the commercial and, to a lesser extent, consumer markets. The Company reported a net loss of $58.2 million on $123.0 million of sales for 2010, compared with a net loss of $2.4 million on $120.5 million of sales for 2009. At Dec. 31, 2010, the Company's balance sheet showed $85.4 million in total assets, $100.4 million in total liabilities, and a stockholders' deficit of $15.0 million. KPMG LLP, in Pittsburgh, Pa., expressed substantial doubt about Cybex International's ability to continue as a going concern. The independent auditors noted that a December 2010 jury verdict in a product liability suit apportions a significant amount of liability to the Company. "The Company does not have the resources to satisfy a judgment in this matter that has not been substantially reduced from the jury verdict, which raises substantial doubt about the Company's ability to continue as a going concern." DAVIS BUILDING: Sold to Bascom Group in Receivership Sale --------------------------------------------------------- City Biz Real Estate reports that Bascom Group LLC has acquired a landmark redevelopment property, the Davis Building, in a receivership sale. The report relates that Ryan Epstein of Marcus & Millichap Real Estate Investment Services brokered the sale. The urban-infill, 20-story high rise has 183 loft-style apartments, 52,235 square feet of retail space and a six-story, 600-space Metropolitan parking garage, the report notes. According to the report, Bascom's acquisitions team consisted of Jeffrey Fuller, Han Jang and Paul Miskowicz. J.E. Robert Cos. provided debt financing. With the takeover, the report notes, Bascom has assigned on-site property management to Entrada Partners, with LAZ Parking in charge of parking management services. City Biz Real Estate discloses that Bascom's new buy takes up a full city block in the Main Street District at the junction of Main, Elm and Field streets. The purchase expanded Bascom's Texas portfolio to 24 properties totaling 8,480 units, the report says. Bascom Group LLC is a landmark redevelopment property. DELTA AIR: Could Save Up to $30-Mil. in 2 Years from Tax Break -------------------------------------------------------------- Delta Air Lines could save up to $30 million on taxes over two years after the senate gave a certain tax break bill final passage, Greenwichtime.com reports. Supporters say the approval aims to keep Delta Air Lines in Georgia because it brings in millions of dollars in economic development, however, opponents point out that the tax break on jet fuel originated six years ago and Delta reported more than $1 billion in profits for 2010, which means that it "doesn't need the help now". The bill caps the exemption at $20 million for fiscal year 2012 and $10 million for fiscal year 2013. The current tax break had been set to expire June 30, 2011. About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: CEO Disposed Of 21,041 Shares ---------------------------------------- In an April 4, 2011, Form 4 filing with the Securities and Exchange Commission, Richard H. Anderson, Delta Air Lines, Inc.'s chief executive officer, disclosed that he disposed of 21,041 shares of common stock at $9.82 per share. After the transaction, Mr. Anderson was left with 1,693,529 shares of Delta Air Lines common stock. About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: Partners with Farelogix for Distribution --------------------------------------------------- Delta Air Lines has signed a partnership agreement with Farelogix to introduce a "direct-connect" distribution strategy for travel agencies and corporations, Tnooz reports. The Agreement allows Travel agencies and travel management companies to access the Delta-Farelogix platform to access the airline's full-content, including schedules, fares, and optional services. Delta plans on using the direct-connect for merchandising purposes such as offering upgrades to individual travelers, says the report. Tnooz says plans for the direct-connect are said to be in their initial stages with implementation slated for the fourth quarter of 2011. In addition to offering direct-connects to third parties, Delta plans on implementing the Farelogix platform on a private label basis on its WorldAgent Direct site for travel agents, note the report. Agents using the site would be able to settle their transactions through ARC. The Agreement was signed on April 12, 2011. About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DVI INC: Class Suit May Proceed, Except v. Clifford Chance ---------------------------------------------------------- The United States Court of Appeals for the Third Circuit affirmed a district court ruling granting class certification with respect to all defendants in In re: DVI, Inc. Securities Litigation, except one defendant, Clifford Chance. Investors in Diagnostic Ventures, Inc., brought the class action against multiple parties, alleging violations of Sec. 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. DVI was a healthcare finance company that extended loans to medical providers to facilitate the purchase of diagnostic medical equipment and leasehold improvements, and offered lines of credit for working capital secured by healthcare receivables. Founded in 1986, DVI was a publicly traded company with reported assets of $1.7 billion in 2003. Its common stock began trading on the New York Stock Exchange in 1992. It issued two tranches of 9-7/8% senior notes: the first, issued in 1997, totaled $100 million; the second, issued in 1998, totaled $55 million. The Notes were similar,1 but the 1997 Notes were traded on the NYSE, while the 1998 Notes were traded over the counter. On Aug. 13, 2003, DVI announced it would file for Chapter 11 bankruptcy protection resulting from the public disclosure of alleged misrepresentations or omissions as to the amount and nature of collateral pledged to lenders. In the ensuing years, its common stock and 1997 Notes were de-listed from the NYSE, the Securities and Exchange Commission and Department of Justice undertook investigations, its former Chief Financial Officer, Steven Garfinkel, pleaded guilty to fraud, the bankruptcy trustee and multiple lenders filed lawsuits, and the company dissolved. On Sept. 23, 2003, Cedar Street Fund, Cedar Street Offshore Fund, and Kenneth Grossman filed a class action lawsuit alleging violations of federal securities laws. In their Fifth Amended Complaint, plaintiffs assert claims under Sec. 10(b) of the Securities Exchange Act of 1934, 15 U.S.C. Sec. 78j(b), and the SEC's Rule 10b-5, 17 C.F.R. Sec. 240.10b-5, against multiple defendants, of which only Deloitte & Touche LLP and Clifford Chance LLP are involved in these appeals. Deloitte was DVI's certified public accountant from 1987 to June 2003. Clifford Chance served as the company's lead corporate counsel, particularly advising on disclosure obligations under federal securities laws during the time period relevant to these appeals. The Fifth Amended Complaint alleges that between Aug. 10, 1999, and Aug. 13, 2003, defendants engaged in a scheme designed to artificially inflate the price of DVI securities. The District Court granted plaintiffs' motion with respect to all defendants but Clifford Chance. The District Court analyzed the Rule 23 prerequisites and concluded that each was met. Specifically, it found plaintiffs met Rule 23(b)(3)'s predominance requirement by successfully invoking the fraud-on-the-market presumption of reliance. But the District Court found plaintiffs were not entitled to a presumption of reliance with respect to Clifford Chance because its conduct was not publicly disclosed and it owed no duty of disclosure to DVI's investors. Therefore, individual issues predominated over common issues and a class could not be certified against Clifford Chance. A three-judge panel of the Third Circuit -- consisting of Circuit Judges Anthony Joseph Scirica and Thomas L. Ambro, and District Judge John E. Jones, III, of the Middle District of Pennsylvania, sitting by designation -- agreed. In a decision penned by Judge Scirica, the Third Circuit held that a plaintiff cannot invoke the fraud-on-the-market presumption of reliance in a private action under Rule 10b-5(a) and (c) unless the deceptive conduct has been publicly disclosed and attributed to the actor. In the DVI case, because plaintiffs do not contend Clifford Chance's alleged role in masterminding the fraudulent 10-Q was disclosed to the public, they cannot invoke the presumption. Accordingly, their claim against the law firm cannot be certified as a class action because individual issues of reliance predominate. A copy of the Third Circuit's March 29, 2011 opinion is available at http://is.gd/OdPXgwfrom Leagle.com. Attorneys for Deloitte & Touche LLP are: David L. Comerford, Esq. Jeffrey A. Dailey, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 2001 Market Street Two Commerce Square, Suite 4100 Philadelphia, PA 19103 Tel: 215-965-1324 Fax: 215-965-1210 E-mail: dcomerford@akingump.com jdailey@akingump.com - and - L. Rachel Helyar, Esq. Jessica M. Weisel, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 2029 Century Park East, Suite 2400 Los Angeles, CA 90067 Tel: 310-229-1079 Fax: 310-229-1001 E-mail: rhelyar@akingump.com jweisel@akingump.com Attorneys for Kenneth Grossman; Cedar Street Fund; Cedar Street Offshore Fund are: Clinton A. Krislov, Esq. Michael R. Karnuth, Esq. Robert P. Dewitte, Esq. KRISLOV & ASSOCIATES, LTD. 20 North Wacker Drive, Suite 1350 Chicago, IL 60606 Tel: 312-606-0500 Fax: 312-606-0207 - and - Steven A. Schwartz, Esq. Kimberly M. Donaldson, Esq. CHIMICLES & TIKELLIS LLP One Haverford Centre 361 West Lancaster Avenue Haverford, PA 19041 Tel: 610-645-4720 E-mail: SteveSchwartz@chimicles.com KimDonaldsonSmith@chimicles.com Attorneys for Clifford Chance LLP and Clifford Chance US LLP are: Celia G. Barenholtz, Esq. COOLEY LLP 1114 Avenue of the Americas, 47th Floor New York, NY 10036 Tel: 212-479-6330 E-mail: cbarenholtz@cooley.com - and - John G. Harkins, Jr., Esq. Marianne Consentino, Esq. HARKINS CUNNINGHAM LLP 2800 One Commerce Square 2005 Market Street Philadelphia, PA 19103 Tel: (215) 851-6701 E-mail: jharkins@harkinscunningham.com mconsentino@harkinscunningham.com DVI, Inc., the parent company of DVI Financial Services, Inc., and DVI Business Credit Corporation, provide lease or loan financing to healthcare providers for the acquisition or lease of sophisticated medical equipment. The Company, along with its affiliates, filed for chapter 11 protection (Bankr. Del. Case No. 03-12656) on Aug. 25, 2003. Bradford J. Sandler, Esq., at Adelman Lavine Gold and Levin PC, represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, it disclosed $1,866,116,300 in total assets and $1,618,751,400 in total debts. On Nov. 24, 2004, Judge Walrath confirmed the Amended Joint Plan of Liquidation filed by DVI, Inc., and its debtor-affiliates. ECOSPHERE TECHNOLOGIES: Robert Cathey Appointed EES CEO ------------------------------------------------------- Robert P. Cathey was appointed as Chief Executive Officer of Ecosphere Energy Services, LLC. EES is a majority owned subsidiary of Ecosphere Technologies, Inc. With the recent exclusive sublicense to Hydrozonix LLC of ETI's patented Ozonix technology for U.S. onshore oil and gas exploration and production, Mr. Cathey will be responsible for expanding the applications of Ecosphere's technologies into other energy related fields and expansion into Canada and territories outside North America, in addition to overseeing existing operations. Mr. Aaron Horn, former EES CEO, has joined Hydrozonix as its President where he will, with the Chief Executive Officer of Hydrozonix, be responsible for the implementation of Hydrozonix' long-term sublicensing agreement with EES wherein Hydrozonix is required to purchase a minimum number of Ecosphere manufactured EF-60 Ozonix systems per year for up to 20 years in order to maintain the exclusivity of their license. Under the exclusive sublicense agreement, ETI is the manufacturer of the units. The first two EF-60 Units are scheduled for delivery in July 2011. Hydrozonix' financial and industry partners include Ely and Associates, Phillips and Jordan, and Siboney Contracting Company. About Ecosphere Technologies Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a diversified water engineering and environmental services company. Ecosphere Technologies provides environmental services and technologies for use in large-scale and sustainable applications across industries, nations and ecosystems. The Company reported a net loss of $22.65 million on $8.96 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $19.05 million on $1.76 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $8.98 million in total assets, $6.88 million in total liabilities, $1.14 million in redeemable convertible cumulative preferred stock series A, $2.74 million in redeemable convertible cumulative preferred stock series B, and $1.78 million in total stockholders' deficit. Salberg & Company, P.A., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has a net loss applicable to Ecosphere Technologies common stock of $22,237,207, and net cash used in operations of $1,267,206 for the year ended Dec. 31, 2010, and a working capital deficit, a stockholders' deficit and an accumulated deficit of $5,459,051, $1,780,735 and $110,025,222, respectively, at Dec. 31, 2010. In addition, the Company has redeemable convertible cumulative preferred stock that is eligible for redemption at a redemption amount of $3,877,796 including accrued dividends as of Dec. 31, 2010. EDIETS.COM INC: Appoints Thomas Connerty to Board of Directors -------------------------------------------------------------- eDiets.com, Inc., has expanded the size of its Board of Directors to eight and has appointed Thomas Connerty to fill the vacancy on the Board for a term expiring at the 2012 annual meeting of stockholders. Mr. Connerty brings over 25 years of expertise in direct response marketing with leading consumer branded companies. "We are very excited to expand our board of directors with a proven industry leader in direct response marketing," said Kevin McGrath, President and Chief Executive Officer of eDiets.com. "While at companies such as Nutrisystem and the Nautilus Group, Mr. Connerty rapidly expanded consumer branded businesses through direct response marketing. As we previously announced, our meal delivery business has recently achieved record quarterly revenue and our recently implemented marketing programs designed to grow our business in a more profitable way will truly benefit from Tom's proven track record, insight and expertise. We believe his business acumen combined with our improving results, strong management team, and recently implemented campaigns will enable us to grow our meal delivery shipments while leveraging our cost to acquire customers." Mr. Connerty served as Chief Marketing Officer of Nutrisystem from 2004 to 2008, and, in addition, he was promoted to Executive Vice President of Program Development in 2006. At Nutrisystem, Mr. Connerty was instrumental in successfully creating and implementing innovative direct marketing programs which contributed to Nutrisystem's rapid growth during his tenure at the Company. From 1999 to 2004, he served as Vice President of Direct Marketing of the Nautilus Group, where he played a key role in building the Bowflex division into one of the most profitable and recognizable names in the direct response home fitness market. Prior to Nautilus, he served as the Vice President of Broadcast for the Home Shopping Network where he managed advertising, programming and operations for two of the company's shopping channels that generated more than $1 billion in annual sales. Mr. Connerty stated, "I am excited to join the eDiets.com Board of Directors. eDiets.com has developed a personalized award-winning, fresh-prepared diet meal delivery program that enables individuals to achieve their weight loss goals in a safe and cost effective manner. I look forward to working with this team and offering my experience and insight as they leverage their marketing programs to greatly expand their customer base of satisfied consumers." About eDiets eDiets.com, Inc. is a leading provider of personalized nutrition, fitness and weight-loss programs. eDiets currently features its award-winning, fresh-prepared diet meal delivery service as one of the more than 20 popular diet plans sold directly to members on its flagship site, http://www.eDiets.com. Ernst & Young LLP, in Boca Raton, Florida, expressed substantial doubt about eDiets.com's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. The Company reported a net loss of $43.3 million on $23.4 million of revenues for 2010, compared with a net loss of $12.1 million on $18.1 million of revenues for 2009. At Dec. 31, 2010, the Company's balance sheet showed $3.6 million in total assets, $5.6 million in total liabilities, and a stockholders' deficit of $2.0 million. EMMIS COMMUNICATIONS: Board Adopts New Bonus Plan for Fiscal 2012 ----------------------------------------------------------------- The Compensation Committee of Emmis Communications Corporation's Board of Directors adopted a new bonus plan for the fiscal year ending Feb. 29, 2012. Under the plan, bonuses paid to the Company's executive officers will be based entirely on the attainment of specified EBITDA goals. At the end of each fiscal quarter, the Committee will determine the extent to which pre-established quarterly domestic radio EBITDA, international radio EBITDA, interactive EBITDA and total Company EBITDA performance goals were achieved. The Committee will award a quarterly bonus to each participant based upon the extent to which the quarterly performance goal was achieved, with no quarterly bonus to be paid under the plan if less than 95% of the quarterly performance goal was achieved. The quarterly bonus, if any, will be up to 20% of the participant's annual target bonus amount. At the end of the fiscal year, the Committee will determine the extent to which the pre-established annual domestic radio EBITDA, international radio EBITDA, interactive EBITDA and total Company EBITDA performance goals were achieved and will award an annual bonus to each participant based upon the extent to which the annual performance goal was achieved, with no annual bonus to be paid under the plan if less than 95% of the annual performance goal was achieved. The annual bonus, if any, will be up to the participant's annual target bonus amount less quarterly bonuses received during the year. The Company will also establish an excess bonus pool of 10% of the amount by which total Company EBITDA for the year exceeds the total Company EBITDA goal for the year. Each participant in the plan who achieves their specified annual EBITDA goal will participate in the excess bonus pool in proportion to their annual target bonus amount. Quarterly bonuses, if any, will be paid following the filing of the Company's quarterly report on Form 10-Q for the applicable quarter, and annual bonuses, if any, will be paid following the filing of the Company's annual report on Form 10-K. Bonuses are expected to be paid in cash, but may be paid in shares of the Company's Class A Common Stock if the Committee determines to do so. The plan is generally designed to comply with Internal Revenue Code Section 162(m) to maximize the tax deductibility of any bonuses paid under the plan. As such, the plan is administered under the Company's 2010 Equity Compensation Plan. About Emmis Communications Headquartered in Indianapolis, Indiana, Emmis Communications Corporation -- http://www.emmis.com/-- owns and operates 22 radio stations serving New York, Los Angeles, Chicago, St. Louis, Austin, Indianapolis, and Terre Haute, as well as national radio networks in Slovakia and Bulgaria. The company also publishes six regional and two specialty magazines. As of Nov. 30, 2010, the Company's balance sheet showed $499.9 million in total assets, $487.4 million in total liabilities, $140.5 million in Series A cumulative convertible preferred stock, a $177.8 million shareholders' deficit, and non- controlling interests of $49.4 million. * * * In November 2010, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating and 'Caa3' Probability of Default rating for Emmis Communications Corporation, as well as its SGL-4 speculative grade liquidity rating. Operating performance improved with the economic recovery, but absent debt reduction with proceeds from an asset sale or equity infusion Emmis will likely breach its leverage covenant when the covenant suspension period ends for the quarter ending November 30, 2011, in Moody's opinion. Emmis' CFR and PDR incorporate expectations for a covenant breach in November 2011. Moody's considers the Company's capital structure unsustainable, and its operations in the cyclical advertising business magnify this challenge. Furthermore, Emmis relies on two markets, Los Angeles and New York, for approximately 50% of its revenue, although its ownership of stations in top markets including Chicago as well as NY and LA, support the rating. The negative outlook incorporates Moody's expectations that Emmis will not comply with its maximum leverage covenant when effective for the quarter ending November 30, 2011. ENERGY COMPOSITES: Moquist Thorvilson Raises Going Concern Doubt ---------------------------------------------------------------- Energy Composites Corporation filed on April 19, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about Energy Composites' ability to continue as a going concern. The independent auditors noted that the Company had net losses for the years ended Dec. 31, 2010, and 2009, and had an accumulated deficit at Dec. 31, 2010. The Company reported a net loss of $4.9 million on $6.1 million of revenue for 2010, compared with a net loss of $6.1 million on $8.3 million of revenue for 2009. At Dec. 31, 2010, the Company's balance sheet showed $11.8 million in total assets, $8.0 million in total liabilities, and stockholders' equity of $3.8 million. A complete text of the Form 10-K is available for free at: http://is.gd/bygvWb Wisconsin Rapids, Wisconsin-based Energy Composites Corporation is a manufacturer of composite structures and vessels for a range of clean technology industries. Based on its research of companies in this sector, the Company believe it has the Midwest's largest and most automated manufacturing capabilities. ENVIRO VORAXIAL: RBSM LLP Raises Going Concern Doubt ---------------------------------------------------- Enviro Voraxial Technology, Inc., filed on April 21, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. RBSM LLP, in New York City, expressed substantial doubt about Enviro Voraxial Technology's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations. The Company reported a net loss of $1.7 million on $652,437 of revenues for 2010, compared with a net loss of $814,487 on $464,526 of revenues for 2009. At Dec. 31, 2010, the Company's balance sheet showed $1.10 million in total assets, $1.06 million in total liabilities, and stockholders' equity of $40,088. A complete text of the Form 10-K is available for free at: http://is.gd/U47OXj Fort Lauderdale, Fla.-based Enviro Voraxial Technology, Inc., has developed and patented the Voraxial(R) Separator, a proprietary technology that efficiently separates large volumes of liquid/liquid, liquid/solids or liquid/liquid/solids fluid mixtures with distinct specific gravities. FIRST FEDERAL: Amends Investment Agreement with Bear State ---------------------------------------------------------- First Federal Bancshares of Arkansas, Inc., on April 20, 2011, with its wholly-owned subsidiary, First Federal Bank, and Bear State Financial Holdings, LLC, entered into an amendment to the Investment Agreement dated Jan. 27, 2011, among the Company, the Bank, and Bear State, which sets forth the terms and conditions of the Company's recapitalization plan. The obligation of Bear State to purchase shares of the Company's common stock, par value $0.01 per share, pursuant to the terms of the Investment Agreement is conditioned upon, among other things, the Company receiving the approval of its stockholders to (i) amend its Articles of Incorporation, as amended, to effect a 1- for-5 reverse stock split of all outstanding shares of the Company's Common Stock and (ii) issue more than 20% of the Company's post-Reverse Split outstanding Common Stock in accordance with the terms of the Investment Agreement. The stockholders of the Company will vote on the foregoing matters at a special meeting of the Company's stockholders to be held on April 29, 2011. Under the terms of the Investment Agreement, the Company and the Bank are obligated to increase the size of the Company's and the Bank's respective Boards of Directors so that each consists of seven members and to appoint four individuals designated by Bear State to serve on the Boards of Directors of the Company and the Bank effective immediately following the closing of Bear State's purchase of (i) 15,425,262 post-Reverse Split shares of the Common Stock and (ii) a warrant to purchase 2 million shares of Common Stock. As promptly as practical following the First Closing, the Company intends to commence a rights offering. On the closing date of the Rights Offering, the Company will sell to Bear State any unsold shares of the Company's Common Stock offered in the Rights Offering. Prior to the adoption of the First Amendment, Bear State's right to designate the Designated Investor Directors continued following the First Closing (i) for as long as Bear State owned at least 33% of the Company's outstanding Common Stock, and (ii) under certain circumstances in connection with the distribution of shares of the Company's Common Stock by Bear State to its members. The Investment Agreement, as modified by the First Amendment, continues to give Bear State the right to designate the Designated Investor Directors effective immediately following the First Closing. However, after giving effect to the First Amendment and consistent with the NASDAQ Voting Rights Rule and Policy, Bear State's right to designate the Designated Investor Directors will cease following their initial appointment. After giving effect to the Recapitalization Plan, Bear State will own at least 81.80% of the Company's Common Stock, and could own as much as 94.90% of the Company's common stock. As a result, Bear State will be able to determine our corporate and management policies and determine the outcome of any corporate transaction or other matter, including the election of directors, submitted to our stockholders for approval. A full-text copy of the Amendment No. 1 to Investment Agreement is available for free at http://is.gd/rUtOoY About First Federal Bancshares of Arkansas First Federal Bancshares of Arkansas, Inc. (NASDAQ GM:FFBH) -- http://www.ffbh.com/-- is a unitary savings and loan holding company for First Federal Bank, a community bank serving consumers and businesses with a full range of checking, savings, investment and loan products and services. The Bank, founded in 1934, conducts business from 20 full-service branch locations, one stand-alone loan production office, and 30 ATMs located in Northcentral and Northwest Arkansas. The Company reported a net loss of $4.03 million on $29.82 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $45.49 million on $36.04 million in total interest income during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $600.04 million in total assets, $563.92 million in total liabilities and $36.12 million in total stockholders' equity. BKD, LLP expressed substantial doubt about the bank holding company's ability to continue as a going concern. The accounting firm noted that the Company has experienced significant losses in recent years and has significant levels of nonperforming assets. Furthermore, the Company has entered into a written agreement with the Office of Thrift Supervision which requires the Company to meet certain capital requirements by Dec. 31, 2010, which were not met. FISHER ISLAND: Examiner Charged With Probing Ownership Issues ------------------------------------------------------------- Dow Jones' DBR Small Cap reports that a bankruptcy judge directed the appointment of an examiner to probe the ownership issues plaguing Fisher Island Investments Inc., which has seen two sets of purported owners square off over an involuntary Chapter 11 filing. According to the report, the U.S. trustee assigned James S. Feltman to serve as examiner in the case, which has been mired in conflict since first being launched by petitioning creditors in March. The report relates that the creditors sought to push the company into bankruptcy, a move that one group, identifying itself as the owner of Fisher Island Investments, supported, only to have a rival group also claim ownership and simultaneously vow to fight the filing. Judge A. Jay Cristol of the U.S. Bankruptcy Court in Miami last month said he would allow the parties to move forward with existing litigation in state court, the report notes. But one of those lawsuits, filed in Florida state court, was recently bumped to the bankruptcy court by the group that supports the bankruptcy filing, Dow Jones' DBR Small Cap discloses. 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). FLORIDA EXTRUDERS: Files for Chapter 11 in Tampa ------------------------------------------------ Florida Extruders International, Inc., filed a bare-bones Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-07761) on April 25, 2011, estimating assets and debts of $10 million to $50 million. According to its Web site -- http://www.floridaextruders.com/-- Florida Extruders, headquartered in Sanford, Florida, was formed in 1989 and is a low cost, vertically integrated aluminum extruder, window, sliding glass door, and patio screen door manufacturer, and building products distributor. It started with 18 employees and annual sales of $2,800,000 in 1989, expanding to having 800 employees and annual sales of $124,522,000 in 2005. FLORIDA EXTRUDERS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Florida Extruders International, Inc. 2540 Jewett Lane Sanford, FL 32771 Bankruptcy Case No.: 11-07761 Chapter 11 Petition Date: April 25, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Christopher C. Todd, Esq. MCINTYRE, PANZARELLA, THANASIDES, ET AL 400 N. Ashley Drive, Suite 1500 Tampa, FL 33602 Tel: (813) 899-6059 Fax: (813) 899-6069 E-mail: chris@mcintyrefirm.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Joel G. Lehman, president. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ First Insurance Funding Group Insurance $475,292 P.O. Box 66468 Chicago, IL 60666-0468 The Castele 2000 Trust Shareholder Loan $249,900 16103 Lake Avenue Lakewood, OH 44107 Florida Powder & Light Trade Debt $183,199 General Mail Facility Miami, FL 33188-001 Dupont Powder Coatings USA Inc. Trade Debt $161,234 Akerman, Senterfitt & Eidson Professional Fees $124,777 Northeast Metal Traders, Inc. Trade Debt $115,330 CMC Commowealth Metals Trade Debt $86,688 Adler, Norman Shareholder Loan $83,400 Adler, Dale, M.D. Shareholder Loan $83,400 Youngstown Tool & Die Trade Debt $77,911 Arnson, Gerald I Shareholder Loan $75,000 AGC Flat Glass North Trade Debt $70,619 Bulk Chemicals, Inc. Trade Debt $55,986 Guardian Industries Corp. Trade Debt $46,972 Zenith Insurance Co. Insurance $42,667 Thumb Tool & Engineering Co. Trade Debt $39,790 R. L. Best International, Inc. Trade Debt $31,800 Lebovitz, Harold, Restatement of Shareholder Loan $31,200 Trust F Lebovitz, Margie Shareholder Loan $31,200 Associated Packaging, Inc. Trade Debt $30,079 FNB UNITED: To Issue Rights Under Tax Benefits Preservation Plan ---------------------------------------------------------------- The board of directors of FNB United Corp., declared a dividend of one preferred share purchase right in respect of each share of common stock of the Company outstanding at the close of business on April 25, 2011, and to become outstanding between the Record Date and the earliest of the Distribution Date, the Redemption Date and the Final Expiration Date. The Rights will be issued pursuant to a Tax Benefits Preservation Plan, dated as of April 15, 2011, between the Company and Registrar and Transfer Company, as Rights Agent. Each Right represents the right to purchase, upon the terms and subject to the conditions in the Plan, 1/10,000th of a share of Junior Participating Preferred Stock, Series B, par value $10.00 per share, for $0.64, subject to adjustment. The purpose of the Plan is to protect the Company's ability to use certain tax assets, such as net operating loss carryforwards, to offset future income. The Company's use of the Tax Benefits in the future would be significantly limited if it experiences an "ownership change" for U.S. federal income tax purposes. In general, an "ownership change" will occur if there is a cumulative increase in the Company's ownership by "5-percent shareholders" that exceeds 50 percentage points over a rolling three-year period. The Plan is designed to reduce the likelihood that the Company will experience an ownership change by discouraging any person from becoming a beneficial owner of 4.99% or more of the then outstanding Common Shares. There is no guarantee, however, that the Plan will prevent the Company from experiencing an ownership change. A corporation that experiences an ownership change will generally be subject to an annual limitation on certain of its pre-ownership change tax assets in an amount generally equal to the equity value of the corporation immediately before the ownership change, multiplied by the long-term tax-exempt rate. After giving careful consideration to this issue, the Company's Board of Directors has concluded that the Plan is in the best interests of the Company and its shareholders. Prior to the Distribution Date, the Rights would be evidenced by, and trade with, the Common Shares and would not be exercisable. After the Distribution Date, the Company would cause the Rights Agent to mail rights certificates to shareholders and the Rights would trade independently of the Common Shares. The Rights would separate from the Common Shares and become exercisable following the earlier of (i) the close of business on the 10th business day after the date of the first public announcement by the Company in a press release expressly referring to the Plan indicating that an Acquiring Person has become such and (ii) the close of business on the 10th business day after the date of the commencement of a tender or exchange offer by any person which would or could, if consummated, result in such person becoming an Acquiring Person. On or after the Distribution Date, each Right will generally entitle the holder to purchase, at a price equal to the then current Purchase Price multiplied by the number of 1/10,000ths of a Preferred Share for which a Right is then exercisable, such number of Common Shares as shall equal the result obtained by (i) multiplying the then current Purchase Price by the number of 1/10,000ths of a Preferred Share for which a Right is then exercisable and dividing that product by (ii) 50% of the then current per share market price of the Common Shares on the date of the occurrence of such event. An "Acquiring Person" means any person who or which, together with its affiliates, beneficially owns 4.99% or more of the Common Shares, other than (i) the United States government; (ii) the Company or any subsidiary or employee benefit plan or compensation arrangement of the Company, or any entity or trustee holding Company securities to the extent organized, appointed or established by the Company or any Subsidiary for or pursuant to the terms of any such employee benefit plan or compensation arrangement; (iii) any person who or which, together with its affiliates, was on the Record Date, the beneficial owner of 4.99% or more of the Common Shares; (iv) any person who or which the Board of Directors determines, in its sole discretion, has inadvertently become a 4.99% holder so long as such person promptly commits to divest sufficient shares; and (v) any person that has become a 4.99% holder if the Board of Directors in good faith determines that the attainment of such status has not jeopardized or endangered the Company's utilization of the Tax Benefits. At any time after the Shares Acquisition Date, the Board of Directors may, at its option, exchange all or part of the then outstanding and exercisable Rights for Common Shares at an exchange ratio of one Common Share per Right, subject to adjustments and limitations described in the Agreement. The issuance of the Rights is not taxable to holders of the Company's Common Shares for U.S. federal income tax purposes. The Board of Directors may, at its option, redeem all, but not fewer than all, of the then outstanding Rights at a redemption price of $0.0001 per Right at any time prior to the Shares Acquisition Date. The Rights will expire on the earlier of (i) the close of business on Dec. 31, 2014, (ii) the time at which all Rights are redeemed, (iii) the time at which all Rights are exchanged, (iv) such time as the Board of Directors determines, in its sole discretion, that the Rights and the Plan are no longer necessary for the preservation of existence of the Tax Benefits and (v) a date prior to the Shares Acquisition Date on which the Board of Directors determines, in its sole discretion, that the Rights and the Plan are no longer in the best interests of the Company and its shareholders. The Company may from time to time before the Shares Acquisition Date supplement or amend the Plan without the approval of any holders of Rights. After the Shares Acquisition Date, the Plan shall not be amended in any manner that would adversely affect the interests of the holders of Rights. A Rights holder has none of the rights of a shareholder of the Company, including the right to vote and to receive dividends. The Plan includes anti-dilution provisions designed to maintain the effectiveness of the Rights. A full-text copy of the Tax Benefits Preservation Plan is available for free at http://is.gd/eNhCsx In connection with the adoption of the Plan, the Board of Directors approved an amendment to Company's Articles of Incorporation for the purpose of creating the Junior Participating Preferred Stock, Series B, par value $10.00 per share, and to fix the designation, preferences, limitations and relative rights thereof. The Articles of Amendment were filed with the Secretary of the State of North Carolina and became effective on April 15, 2011. The Articles of Amendment is available for free at: http://is.gd/So3zcV About FNB United Asheboro, N.C.-based FNB United Corp. (Nasdaq:FNBN) is the bank holding company for CommunityOne Bank, N.A., and the bank's subsidiary, Dover Mortgage Company. Opened in 1907, CommunityOne Bank -- http://www.MyYesBank.com/-- operates 45 offices in 38 communities throughout central, southern and western North Carolina. Through these subsidiaries, FNB United offers a complete line of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth management and internet banking services. The Company reported a net loss of $112.92 million on $82.83 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $101.69 million on $103.17 million of total interest income during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $1.92 billion in total assets, $1.93 billion in total liabilities, and a $9.93 million shareholders' deficit. Going Concern Doubt Raised Dixon Hughes PLLC, in Charlotte, North Carolina, in its independent auditors' report dated March 14, 2011 and attached to the financial statements, noted that the Company continued to incur significant net losses in 2010, primarily from the higher provisions for loan losses due to the significant level of non- performing assets. According to Dixon Hughes, the Company is significantly undercapitalized per regulatory guidelines and has failed to reach capital levels required in the Consent Order issued by the Office of the Comptroller of the Currency in 2010. These matters, the accounting firm maintains, raise substantial doubt about the Company's ability to continue as a going concern. Dixon Hughes also said that FNB United Corp. and Subsidiary has not maintained effective internal control over financial reporting as of Dec. 31, 2010, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. FOUR SEASONS, SEATTLE: Investor Group Restructures Finances ----------------------------------------------------------- A prominent Seattle investor group led by Jolene and Bruce McCaw today announced that it has completed a successful financial restructuring of Four Seasons Hotel and Private Residences Seattle that resolves its major hurdles and sets the luxury development on firm, long-term financial footing. "The cloud over this project has lifted. Working closely together, our partners have created a great global solution to Four Seasons Seattle's financial challenges," Bruce McCaw said. "This landmark development is solidly back on track, giving our guests, residents, prospective residents, the local real estate market and Seattle community confidence that Four Seasons Seattle is positioned as the preeminent luxury address in downtown Seattle." Built during the height of downtown's recent construction boom, the $180+ million project opened in the fall of 2008, just as Seattle's real estate market started to visibly crumble. The project went into default a year later in December 2009, unable to meet the terms of its previous loans. The project faced possible foreclosure or bankruptcy, an untenable prospect to the investors, which include a number of prominent Seattle families and residents at Four Seasons Private Residences Seattle. "To protect and preserve this true Seattle icon, our investor group remained firmly supportive throughout this lengthy process, and we all worked very hard to reach a great solution for the Four Seasons Seattle investors, homeowners, contractors and lender," McCaw said. Under the restructuring announced, affiliates of the Seattle Hotel Group LLC, owner of Four Seasons Hotel and Private Residences Seattle, invested additional funds and negotiated new terms with its construction lender, Washington Real Estate Holdings, LLC, which has agreed to extend the senior debt on terms and rate more closely resembling conventional first mortgage debt. Craig Wrench, president and CEO of Washington Real Estate Holdings, said, "As a local company, we wanted to ensure the long- term success of this great property, and we're proud to be a partner in the solution. This puts an end to the uncertainty that's been swirling around this project." Washington Real Estate Holdings, headquartered in Seattle, invests in real estate assets throughout the western United States. The investor team also settled a lawsuit brought by building contractor Lease Crutcher Lewis and liens against the property by Lease Crutcher Lewis and its subcontractors. Bill Lewis, president and CEO of Lease Crutcher Lewis and an original and continuing investor in Four Seasons Seattle, said, "Everyone gave up something, which was challenging, but ultimately this is a reasonable outcome for all parties. This is a great project that opened at a challenging time in the market. This restructuring solution is good for the project and good for Seattle's real estate market." McCaw added, "I would like to thank both Washington Holdings and Lease Crutcher Lewis for their constructive efforts to resolve these complex issues. There were so many moving parts to this deal; this is a remarkable outcome." Other details of the restructuring: The McCaws will lead a new ownership management board that will control the development. Original managers John Oppenheimer, Tom Alberg and Paul Schell support this management transition plan and remain investors. In addition, Alberg will participate in the new management board. Substantial financial reserves are in place to meet loan payments, homeowner association dues, capital improvements, etc. The McCaws' team, led by David Brady, worked with restructuring specialists Ragan Powers at Davis Wright Tremaine and Michael Newsome of Zachary Scott. Widely embraced by international business and leisure travelers and the Seattle community, the Four Seasons Hotel Seattle has been exceeding expectations. Management of the hotel, under seasoned general manager Ben Trodd, remains unchanged in the financial restructuring. "Four Seasons Hotel Seattle is performing exceptionally well, and we are delighted that we have been welcomed back to Seattle in such a warm and positive way by the local community. We will continue to provide our guests with the uncompromising commitment to faultless service and attention to detail for which Four Seasons is proudly known," Trodd said. The 147 guest rooms and 36 private residences at Four Seasons Hotel and Private Residences Seattle are ideally situated in the cultural and business heart of downtown, just steps from Pike Place Market, Seattle Art Museum and the city's best shopping, dining and entertainment venues. Four Seasons Hotel Seattle offers the consummate Seattle experience. The modern waterfront hotel has a full spectrum of amenities that incorporate the best elements of the Pacific Northwest, such as sweeping views of Elliott Bay, poolside lounge, spa treatments that feature indigenous ingredients and a signature restaurant, ART, which just announced an exciting new menu that continues to highlight fresh, local ingredients. Residents of Four Seasons Private Residences Seattle have access to 24-hour dedicated residential concierge service, valet parking, 24-hour room service and the hotel's full spectrum of amenities and services. The private residences range from 1,300 square feet to more than 7,500 square feet and from about $1.5 million to more than $10 million. To date, 25 of the 36 private residences have been sold, closed and occupied. Realogics Sotheby's International Realty is selling the remaining residences. FULTON HOMES: Debtor, Creditors Yet in Deadlock Over Plan --------------------------------------------------------- J. Craig Anderson at the Arizona Republic reports that Fulton Homes Corp. still does not have a court-approved Chapter 11 reorganization plan. The Arizona Republic notes that, according to court documents, negotiations between the homebuilder and its creditors, led by Bank of America, appear hopelessly deadlocked. A hearing scheduled for April 25, 2011, will help determine what happens next. The options include continuing to work on a mutual settlement, which Fulton Homes favors, or bringing in a mediator, which the bank-led group favors. According to the report, Fulton Homes and its creditors have submitted substantially different debt-repayment plans to allow the Company to emerge from bankruptcy. The lenders' proposed plan would force a much more rapid repayment of the company's debt, with higher interest and less consideration for a $25 million debt owed to Fulton Homes Chairman Ira Fulton. About Fulton Homes Fulton Homes Corporation -- http://www.fultonhomes.com/-- is a Tempe, Arizona-based homebuilder. The Company filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 09-01298) on Jan. 27, 2009. Mark W. Roth, Esq., at Shughart Thomson & Kilroy PC, represents the Debtor in its restructuring efforts. The Debtor estimated assets and debts between $100 million and $500 million in its Chapter 11 petition. GENERAL MOTORS: Wilmington Trust to Serve as Trust Administrator ---------------------------------------------------------------- Wilmington Trust has been appointed as trust administrator of the general unsecured creditor trust in the bankruptcy case of General Motors Corporation, now known as Motors Liquidation Company. This appointment is the latest in a series of trustee and administrative roles Wilmington Trust has fulfilled for GM and related parties, both prior to and since GM's bankruptcy. In June 2009, when GM filed for Chapter 11 protection in the United States Bankruptcy Court, Southern District of New York, Wilmington Trust was the successor indenture trustee on behalf of creditors who held approximately $23 billion of unsecured debt issued by GM. Wilmington Trust subsequently was appointed to and chaired the unsecured creditors' committee in the GM bankruptcy. Now, as trust administrator of the Motors Liquidation General Unsecured Creditor Trust, Wilmington Trust will oversee quarterly distributions of assets to bondholders and other allowed claimants, including the distribution of approximately $6.6 billion in GM stock and warrants to allowed claimants on April 21, 2011. Other tasks include settling claims, filing trust reports with the Bankruptcy Court, and performing other administrative tasks. "This latest appointment in GM's bankruptcy case is another indication of our position as a leading global provider of independent trustee and administrative services for corporate clients," said William J. Farrell, executive vice president and head of CCS. Wilmington Trust is not a direct holder of debt issued by General Motors Corporation and has no direct credit exposure to General Motors Corporation. Wilmington Trust is paid a fee for providing trust services such as those related to this case. On the unsecured creditors' committee in the GM bankruptcy and as trust administrator of the Motors Liquidation General Unsecured Creditor Trust, Wilmington Trust was represented by Gibson, Dunn & Crutcher LLP, a leading restructuring law firm in New York City. About Wilmington Trust Wilmington Trust Corporation is a financial services holding company that provides Regional Banking services throughout the mid-Atlantic region, Wealth Advisory Services for high-net-worth clients in 33 countries, and Corporate Client Services for institutional clients in 90 countries. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. GENMED HOLDING: Cumulative Net Losses Cue Going Concern Doubt ------------------------------------------------------------- Genmed Holding Corp. (formerly Satellite Newspapers Corp.) filed on April 18, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Meyler & Company, LLC, in Middletown, N.J., expressed substantial doubt about Genmed Holding's ability to continue as a going concern. The independent auditors noted that the Company has incurred cumulative net losses of $69.99 million since inception, and had net losses of $7.73 million and $8.59 million for the years ended Dec. 31, 2010, and 2009. The Company reported a net loss of $7.73 million on no revenue for 2010, compared with a net loss of $8.59 million on $51,992 of revenue for 2009. At Dec. 31, 2010, the Company's balance sheet showed $1.23 million in total assets, $1.73 million in total liabilities, and a stockholders' deficit of $500,501. A complete text of the Form 10-K is available for free at: http://is.gd/2ECbln Based in The Netherlands, Genmed Holding Corp. (formerly Satellite Newspapers Corp.) acquired on April 17, 2008, by a Stock Exchange Agreement, GenMed B.V., a company organized in The Netherlands, which is engaged in the production and distribution of generic drugs. Genmed B.V. maintains a network of manufacturing and distribution relationships in The Netherlands, Belgium, Luxembourg, United Kingdon, Ireland, Germany and France as well as some other countries located outside the European Union to supply low cost generic drugs to retail chains. Genmed B.V.'s most popular product is Paracetamol (acetaminophen), a generic form of Tylenol. Genmed B.V. currently has distribution contracts with retail chains in The Netherlands, and is seeking contracts with retail chains and government agencies and multi-national corporations. The Company presently has no employees other than its officers. The Company, which is to be considered as a startup Company is currently developing its business of the sale and distribution of generic drugs and strives to start generating revenues through the sales of generic drugs in 2011. GOLD HILL: Has OK to Sell Property to Fort Mill School District --------------------------------------------------------------- Gold Hill Enterprises, LLC, sought and obtained authorization from the Hon. Helen E. Burris of the U.S. Bankruptcy Court for the District of South Carolina to sell the Debtor's property free and clear of liens, claims, encumbrances, and other interests on an expedited basis. The Debtor will sell 2.92 acres with improvements including two buildings, and approximately 14 acres of land for $2.9 million to Fort Mill School District No. 4. B. Bayles Mack at 101 Allison Street, Fort Mill, South Carolina, was the sales agent, and will receive 4% of purchase price or $116,000. Unpaid ad velorem taxes are due to York County on the property in the approximate amount of $203,000 (the amount includes estimated rollback taxes); and Synovus Bank holds a first mortgage on the property in the amount of $6,335,101.16, which mortgage is secured by additional property that is not included in this sale. The proposed distribution of sale proceeds: Sale Price $2,900,000 Closing Costs $50,000 Commission $116,000 Taxes $203,000 Synovus $2,531,000 The benefit to the estate will be an approximate 40% reduction in the outstanding principal due to Synovus while the estate maintains approximately 86 acres with improvements from which to satisfy the remaining amount due to Synovus. In addition, it is anticipated that this sale will create activity which will entice further interest in the surrounding property, in addition to creating a pricing comparable for future sales. Objection Filed by NBSC NBSC, a division of Synovus Bank, successor by merger with The National Bank of South Carolina, filed an objection to the sale, and requested clarification on the proposed calculation of sale proceeds. NBSC requested clarification and detail on the calculation of the estimated taxes due in the amount of $203,000. "This amount appears to include 'estimated rollback taxes', however, the Debtor hasn't provided any detail on how the rollback taxes are to be calculated," NBSC said. NBSC's objection has been resolved and NBSC has consented to the sale. NBSC is represented by: Betsy Johnson Burn, Esq. Frank B.B. Knowlton, Esq. NELSON MULLINS RILEY & SCARBOROUGH LLP 1320 Main Street / 17th Floor Post Office Box 11070 (29211-1070) Columbia, SC 29201 Tel: (803) 799-2000 E-mail: betsy.burn@nelsonmullins.com frank.knowlton@nelsonmullins.com Fort Mill, South Carolina-based Gold Hill Enterprises, LLC, dba Jennings Enterprises, filed for Chapter 11 bankruptcy protection (Bankr. D. S.C. Case No. 11-02458). Barbara George Barton, Esq., at Barton Law Firm, P.A., serves as the Debtor's bankruptcy counsel. According to its schedules, the Debtor disclosed $11,938,596 in total assets and $7,351,872 in total debts. GREAT LAKES TISSUE: All Points Holds Priority Lien Position ----------------------------------------------------------- Bankruptcy Judge Daniel S. Opperman ruled that All Points Capital Corporation holds a priority lien position over the City of Cheboygan with regard to certain machinery and equipment. Following Great Lakes Tissue Company's Chapter 11 bankruptcy filing (Bankr. E.D. Mich. Case No. 08-22796) on Sept. 22, 2008, the lien priority dispute was originally brought before the Court upon All Points' motion for adequate protection, to which both the Debtor and Cheboygan objected, asserting that Cheboygan holds the first priority lien with respect to the Disputed Collateral. An adversary proceeding was commenced by the conversion of the Motion for Adequate Protection into the instant adversary proceeding, in which all other entities which may assert an interest in the Disputed Collateral were named as Defendants by All Points. Pursuant to the March 10, 2009, Order in effect streamlining the procedures for answering the adversary complaint, the end result was that the priority determination regarding the Disputed Collateral remains between All Points and Cheboygan only, both agreeing that the Debtor's interest in the Disputed Collateral is possessory only. Specifically, the parties dispute that All Points is entitled to rely upon and benefit from the assignment provisions of a second subordination agreement between Cheboygan and RCA, a lender to the Debtor, which thereafter assigned its interests under the subordination agreement to All Points. Cheboygan argues that the Second Subordination Agreement was not assignable, and if it was, that it was not properly assigned to All Points. Thus, Cheboygan argues it is entitled to a priority position under the Second Subordination Agreement. The adversary proceeding is All Points Capital Corporation, v. City of Cheboygan, et al., Adv. Pro. No. 09-2007 (Bankr. E.D. Mich.). A copy of the Court's March 28, 2011 Opinion is available at http://is.gd/zXF0PNfrom Leagle.com. Cheboygan, Michigan-based Great Lakes Tissue Co., Inc., manufactures paper and stock towels, tissues and napkins. The Company filed for Chapter 11 bankruptcy protection on Sept. 22, 2008 (Bankr. E.D. Mich. Case No. 08-22796). Keith A. Schofner, Esq., and Rozanne M. Giunta, Esq., represent the Debtor in its restructuring efforts. At the time of filing, the Debtor disclosed total assets of $7,700,000 and total debts of $14,293,125. GREGORY A FRIEDMAN: Ch. 7 Conversion Stayed Pending Appeal ---------------------------------------------------------- Chief Bankruptcy Judge James M. Marlar stayed a prior order converting the Chapter 11 cases of Gregory A. Friedman and Judith Mercer-Friedman to one under Chapter 7 of the Bankruptcy Code, pending the Debtors' appeal to the Bankruptcy Appellate Panel. Judge Marlar acknowledged that the Debtors will suffer irreparable injury if no stay is granted. They may find that their principal business asset is sold in a Chapter 7, leaving them without this ability to earn a living. If their plan is confirmed, they can retain the asset. Judge Marlar granted the Debtors' motion for stay pending appeal "so long as the appeal to the BAP is viable". A copy of Judge Marlar's March 30, 2011 Memorandum Decision is available at http://is.gd/ldzdaPfrom Leagle.com. Gregory A. Friedman and Judith Mercer-Friedman filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 07-02135) on Oct. 26, 2007, listing under $1 million in assets and debts. The Court issued orders converting the cases to Chapter 7 on Feb. 17 and March 10, 2011. GREENWOOD SHOPPES: Fourth Broadbent Mall in Chapter 11 ------------------------------------------------------ Scott Olson at the Indianapolis Business Journal reports that Greenwood Shoppes LP, which has filed for Chapter 11, is the owner of the Greenwood Shoppes strip mall along U.S. 31 near County Line Road, in Indiana. The Company, a subsidiary of Indianapolis-based Broadbent Co., disclosed debt of $5.7 million and assets of $9 million, according to the report. Most of its assets -- $8.5 million -- are tied to the value of the property. And much of its debt is the $5.6 million principal remaining on an $8.5 million mortgage. Based in Greenwood, Indiana, Greenwood Shoppes LP filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 11- 04748) on April 18, 2011. Judge Anthony J. Metz, III, presides over the case. Paul T. Deignan, Esq., Taft Stettinius & Hollister LLP, represents the Debtor. The Debtor disclosed $9,006,322 in assets, and $5,768,704 in debts. 3 Other Affiliates in Chapter 11 The Indianapolis Business Journal notes that in February, another Broadbent subsidiary, Castleton Plaza LP, which owns the Castleton Plaza strip mall along East 82nd Street in Indianapolis, filed for Chapter 11 protection. Castleton Plaza disclosed assets of nearly $7.6 million, including more than $6.8 million in real property, says Mr. Olson. German American, a secured creditor, is seeking to foreclose on the Castleton property. It claims Castleton Plaza owes nearly $8.7 million on the balance of a $9.5 million loan made in August 2000, as well as $1.1 million in interest. Additional fees bring the total to $10.1 million. Castleton Plaza, LP, filed for Chapter 11 protection (Bankr. S.D. Ind. Case No. 11-01444) in Indianapolis, Indiana, on Feb. 16, 2011. White River Investments LP voluntarily filed for Chapter 11 in October 2010. The Company filed for Chapter 11 protection (Bankr. S.D. Ind. Case No. 10-15018) on Oct. 4, 2010. The Company disclosed assets of $1.4 million and liabilities of $1.3 million. Broadbent's Greenwood Point LP, which owns the Greenwood Point shopping mall, located cloe to Greenwod Shoppes, filed for reorganization (Bankr. S.D. Ind. Case No. 10-00569) in January 2010. Greenwood Point estimated both assets and liabilities of between $1 million and $10 million. Paul T. Deignan, Esq., at Taft Stettinius & Hollister LLP, in Indianapolis, serves as counsel to the Debtors. GUIDED THERAPEUTICS: SDS Capital Discloses 0.39% Equity Stake ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission SDS Capital Group SPC, Ltd., and its affiliates disclosed that they beneficially own 180,403 shares of common stock of Guided Therapeutics, Inc., representing 0.39% of the shares outstanding. As of March 4, 2011, the Company had outstanding 48,110,789 shares of Common Stock. A full-text copy of the filing is available for free at http://is.gd/LZI9nX About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. The Company reported a net loss of $2.84 million on $3.36 million of contract and grant revenue for the year ended Dec. 31, 2010, compared with a net loss of $6.21 million on $1.55 million of contract and grant revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $3.92 million in total assets, $2.80 million in total liabilities and $1.12 million in total stockholders' equity. As reported by the TCR on April 4, 2011, UHY LLP, in Atlanta, Georgia, noted that the Company's recurring losses from operations, accumulated deficit and lack of working capital raise substantial doubt about its ability to continue as a going concern. HANMI FINANCIAL: Reports $10.4-Mil. Net Income in 1st Quarter ------------------------------------------------------------- Hanmi Financial Corporation net income of $10.43 million on $33.87 million of total interest and dividend income for the three months ended March 31, 2011, compared with a net loss of $49.48 million on $38.05 million of total interest and dividend income for the same period during the prior year. The Company's balance sheet at March 31, 2011 showed $2.87 billion in total assets, $2.69 billion in total liabilities, and $184.05 million in stockholders' equity. "As we start 2011, we are pleased that our first quarter financial results reflect improvement in the strength of our franchise. Our increasing profitability in this quarter reflects continuing improvements in credit quality, net interest margin, and efficiency," said Jay S. Yoo, president and chief executive officer. "Hanmi is emerging from this credit cycle with a stronger balance sheet than a year ago, and we anticipate improved operating results for the rest of 2011 and going forward. We believe our recent performance reflects the work of our employees and the confidence our customers show in us." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/NnYXQA About Hanmi Financial Headquartered in Los Angeles, California, Hanmi Financial Corp. (Nasdaq: HAFC) -- http://www.hanmi.com/-- is the holding company for Hanmi Bank, a state chartered bank with headquarters located at 3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles. Hanmi Bank provides services to the multi-ethnic communities of California, with 27 full-service offices in Los Angeles, Orange, San Bernardino, San Francisco, Santa Clara and San Diego counties, and a loan production office in Washington State. The Company reported a net loss of $88.01 million on $144.51 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $122.27 million on $184.14 million during the prior year. Going Concern The Company is required by federal regulatory authorities to maintain adequate levels of capital to support its operations. Hanmi Bank is also required to increase its capital and maintain certain regulatory capital ratios prior to certain dates specified in a Final Order issued by the California Department of Financial Institutions. By July 31, 2010, the Bank was required to increase its contributed equity capital by not less than an additional $100 million and maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.0%. In addition, the Bank was also required to maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.5 percent at Dec. 31, 2010 and until the Final Order is terminated. As a result of the successful completion of the registered rights and best efforts offering in July 2010, the capital contribution requirement set forth in the Final Order was satisfied. However, the tangible capital ratio requirement set for in the Final Order has not been satisfied at Dec. 31, 2010. Further, should the Company's asset quality continue to erode and require significant additional provision for credit losses, resulting in added future net operating losses at the Bank, or should the Company otherwise fail to be profitable, the Company's capital levels will additionally decline requiring the raising of more capital than the amount currently required to satisfy the Company' agreements with its regulators. The Company said an inability to raise additional capital when needed or comply with the terms of the Final Order or the Written Agreement with the Board of Governors of the Federal Reserve System, raises substantial doubt about its ability to continue as a going concern. The Company's independent registered public accounting firm in their audit report for fiscal year 2010 has expressed substantial doubt about the Company's ability to continue as a going concern. Continued operations may depend on the Company's ability to comply with the regulatory orders the Company is subject to. HARRY PAVILACK: Summerall Resigns as Trustee Due to Conflict ------------------------------------------------------------ David Wren at the Sun News reports that Charles Summerall, the trustee in Harry Pavilack's bankruptcy case, has resigned because of potential conflicts of interest, but the move is not expected to delay court hearings that will determine how $72.5 million in mostly real estate-related debt will be resolved. According to the report, Mr. Summerall submitted his resignation and has recommended that Columbia lawyer Robert Anderson succeed him as trustee. A bankruptcy judge will have to approve the resignation and Anderson's appointment before they become official. Mr. Summerall resigned because the Mount Pleasant law firm he works for is being merged with a larger firm that has represented some of the creditors in Pavilack's case. That merger is expected to occur by the end of this month. The Sun News notes that meanwhile, Mr. Pavilack agreed last week to waive a discharge in his Chapter 11 bankruptcy reorganization. That means none of the debts will be canceled and Pavilack will be responsible for paying them even after the bankruptcy proceedings have ended. The waiver is expected to gain approval during a May 4 hearing in Charleston. According to the report, Mr. Summerall said he sought the waiver because Mr. Pavilack hasnot been able to provide a complete accounting of his financial dealings in the months leading up to the bankruptcy. Mr. Summerall said Pavilack's inadequate financial records are grounds to deny a bankruptcy discharge and several creditors had been planning to file lawsuits seeking that denial. The waiver avoids the need for those lawsuits. Based in Myrtle Beach, South Carolina, Harold H. Pavilack, also known as Harry H. Pavilack, filed for Chapter 11 bankruptcy protection (Bankr. S.D. S.C. Case No. 10-06503) on Sept. 7, 2010. Judge John E. Waites presides over the case. Cheevin Ty Gardner, Esq., at Harry Pavilack And Associates, represents the Debtor. The Debtor estimated assets of less than $50,000, and debts between $10 million and $50 million in its Chapter 11 petition. HOLLY MARINE: Payment to Counsel Did Not Violate Priority Scheme ---------------------------------------------------------------- Glenn Dawson and Holly Headland, previously married and principals of Holly Marine Towing, Inc., entered into an agreement with the Chapter 7 Trustee of Holly Marine regarding distribution of proceeds from selling the marine facility located at 9320 S. Ewing in Chicago. As a result of the agreement, the Chapter 7 Trustee received 50% of the proceeds and Mr. Dawson and Ms. Headland each received 25%. Mr. Dawson and Ms. Headland paid Bauch & Michaels, LLC, Holly Marine's bankruptcy attorney, out of these proceeds. Scouler & Co., which provides financial and risk management services, was also awarded $24,000 for administrative and professional services provided to Holly Marine during the administration of the Chapter 11 case. The Bankruptcy Court approved the settlement agreement despite Scouler's objection. Scouler appeals the decision, maintaining that it violates the priority scheme and was not in the best interest of the estate. Bauch moves to dismiss Scouler's appeal for lack of standing and the Chapter 7 Trustee moves to dismiss based on defective notice of appeal. Scouler claims that Bauch impermissibly received $65,000 from the Settlement Agreement because Bauch, who is similarly situated as an administrative claimant to Scouler, received these proceeds and bypassed the rule of priorities, which requires pro rata distribution of proceeds to Scouler and others. Bauch and the Chapter 7 Trustee respond that the priority rules do not apply because the distribution to Bauch involved non-estate assets. District Judge Virginia M. Kendall denied the motions to dismiss, saying Scouler has standing to take an appeal. However, the judge also affirmed the Bankruptcy Court's ruling approving the agreement, saying it was in the best interest of the estate. She said the Settlement Agreement does not violate the rule of priorities. The Court also denied Scouler's request for pro rata distribution and disgorgement. The case before the District Court is Scouler & Co., Appellant, v. Bauch & Michaels, LLC, Appellee, Case No. 10 C 1204 (N.D. Ill.). A copy of the Court's March 29, 2011 Memorandum Opinion and Order is available at http://is.gd/3QnyTJfrom Leagle.com. Holly Marine Towing, Inc., owned commercial tugboats and provided towing and other marine-related services, and operated its facility at 9320 S. Ewing in Chicago. Holly Marine filed Chapter 11 bankruptcy on Jan. 8, 2007. The company filed for Chapter 11 protection on Jan. 8, 2007 (Bankr. N.D. Il. Case No. 07-00266). Paul M. Bauch, Esq., at Bauch & Michaels LLC, represents the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it estimated assets and debts of more than $100 million. On March 26, 2008, the Bankruptcy Court entered an order converting the case to Chapter 7 Liquidation bankruptcy, where a Trustee was to take control of Holly Marine's assets, convert them to cash, and pay creditors. HSD PARTNERS: Community West Bank Doesn't Get Relief from Stay -------------------------------------------------------------- WestLaw reports that the rental equipment securing a bank's claim against a Chapter 11 debtor, which comprised virtually all of the debtor's rental inventory, was logically required for a successful reorganization for purposes of the provision of the automatic stay statute allowing for relief from the stay where a debtor lacked equity in property and the property was not necessary to an effective reorganization. Without the equipment, the debtor would have nothing to rent and would cease operations. Moreover, the debtor's proposed plan had a reasonable possibility of success within a reasonable time, as required for the equipment securing the bank's claim to be necessary to an effective reorganization. Thus, the bank was not entitled to stay relief. In re HSD Partners, LLC, --- B.R. ----, 2011 WL 1481492 (Bankr. S.D. Ga.) (Davis., J.). The Honorable Lamar W. Davis, Jr., entered his Memorandum and Order denying Community West Bank's motion for relief from the automatic stay in HSD Partners, LLC's chapter 11 case on Apr. 1, 2011. The Debtor owes the bank $487,000, and the value of the collateral securing repayment of that debt is about $200,000. HSD Partners, LLC, is an equipment rental company located in Savannah, Ga. The Debtor sought chapter 11 protection (Bankr. S.D. Ga. Case No. 10-40295) on Feb. 7, 2010. A copy of the Debtor's chapter 11 petition, estimating assets of less than $1 million and debts of less than $10 million, is available at http://bankrupt.com/misc/gasb10-40295.pdfat no charge. The Debtor is represented by Charles V. Loncon, Esq. -- cloncon@brannenlaw.com -- at Brannen, Searcy & Smith, LLP, in Savannah, Ga. The Debtor filed an Amended Chapter 11 Plan on Nov. 19, 2010. IMAGE METRICS: Dismisses BDO; Singer Lewak Hired as Replacement --------------------------------------------------------------- Image Metrics, Inc., on April 15, 2011, dismissed BDO USA, LLP as the independent registered public accountants for the Company. Effective April 15, 2011, the Audit Committee of the Company's Board of Directors engaged Singer Lewak LLP to serve as the independent registered public accountants to audit the Company's consolidated financial statements for the fiscal year ending Sept. 30, 2011. The decision to change accountants was approved by the Audit Committee. In deciding to engage Singer, the Audit Committee reviewed auditor independence and existing commercial relationships with Singer, and concluded that Singer has no commercial relationship with the Company that would impair its independence. BDO's report on the Company's consolidated financial statements for the fiscal year ended Sept. 30, 2010 (the only audit period during its engagement) did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that BDO's report on the Company's consolidated financial statements for the fiscal year ended Sept. 30, 2010 did contain an explanatory paragraph with respect to substantial doubt as to the Company's ability to continue as a going concern. During the Company's fiscal year ended Sept. 30, 2010 and the interim period through April 15, 2011, the Company did not have any disagreements with BDO on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to BDO's satisfaction, would have caused BDO to make reference to the subject matter of the disagreement in connection with its report. During the Company's fiscal year ended Sept. 30, 2010 and the interim period through April 15, 2011, BDO did not advise the Company of any of the matters specified in Item 304(a)(1)(v) of Regulation S-K. During the Company's fiscal year ended Sept. 30, 2010, BDO agreed with the Company's chief executive officer's and chief financial officer's conclusion that material weaknesses existed in properly applying the provisions of Financial Accounting Standards Board Accounting Standards Codification No. 820, "Fair Value Measurements and Disclosures" and No. 740 "Income Taxes" and that material weaknesses existed in the Company's disclosure controls and procedures due to the Company's accounting personnel not having sufficient accounting knowledge related to disclosure requirements. These material weaknesses were discussed with the audit committee of the Company. The Company has authorized BDO to respond fully to inquires of Singer regarding these material weaknesses. During the Company's last two fiscal years ended Sept. 30, 2009 and 2010 and the interim period through April 15, 2011, the Company has not had any consultations with Singer concerning: (a) the application of accounting principles to a specific transaction or the type of opinion that might be rendered on the Company's financial statements as to which the Company received oral advice that was an important factor in reaching a decision on any accounting, auditing or financial reporting issue; or (b) any matter that was the subject of a disagreement as defined in Item 304(a)(1)(iv) of Regulation S-K or a reportable event as described by Item 304(a)(1)(v) of Regulation S-K. 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. IMH FINANCIAL: Amended and Restated Bylaws Adopted -------------------------------------------------- The board of directors of IMH Financial Corporation adopted amended and restated bylaws effective April l5, 2011. The amended and restated bylaws reduce the number of authorized directors to between two and seven (from between seven and fifteen), eliminate the quorum requirement that a quorum constitute no less than one third of the total number of authorized directors, as a result of which a majority of directors in office will constitute a quorum, and modify language relating to the interaction of the bylaws with the terms of any future certificate of designation relating to any series of preferred stock. A full-text copy of the Amended and Restated Bylaws of IMH Financial Corporation is available for free at: http://is.gd/Nd3JLQ About IMH Financial Scottsdale, Ariz.-based IMH Financial Corporation was formed from the conversion of IMH Secured Loan Fund, LLC, or the Fund, a Delaware limited liability company, on June 18, 2010. The conversion was effected following a consent solicitation process pursuant to which approval was obtained from a majority of the members of the Fund to effect the Conversion Transactions and involved (i) the conversion of the Fund from a Delaware limited liability company into a Delaware corporation named IMH Financial Corporation, and (ii) the acquisition by the Company of all of the outstanding shares of the manager of the Fund Investors Mortgage Holdings Inc., or the Manager, as well as all of the outstanding membership interests of a related entity, IMH Holdings LLC, or Holdings on June 18, 2010. The Company is a commercial real estate lender based in the southwest United States with over 12 years of experience in many facets of the real estate investment process, including origination, underwriting, documentation, servicing, construction, enforcement, development, marketing, and disposition. The Company focuses on a niche segment of the real estate market that it believes is underserved by community, regional and national banks: high yield, short-term, senior secured real estate mortgage loans. The intense level of underwriting analysis required in this segment necessitates personnel and expertise that many community banks lack, yet the requisite localized market knowledge of the underwriting process and the size of the loans the Company seeks often precludes the regional and community banks from efficiently entering this market. "Given the current state of the real estate and credit markets, we believe the realization of full recovery of the cost basis in our assets is unlikely to occur in a reasonable time frame and may not occur at all, and we may be required to liquidate portions of our assets for liquidity purposes at a price significantly below the initial cost basis or potentially below current carrying values. If we are not able to liquidate a sufficient portion of our assets or access credit under the credit facility currently under negotiation, there may be substantial doubt about our ability to continue as a going concern. Nevertheless, we believe that our cash and cash equivalents, coupled with liquidity derived from the credit facility currently under negotiation and the disposition of certain of the loans and real estate held for sale, will allow us to fund current operations over the next 12 months," the Company said in its Form 10-Q for the quarter ended Sept. 30, 2010. The Company reported a net loss of $117.04 million on $3.75 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $74.47 million on $22.52 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $229.93 million in total assets, $28.57 million in total liabilities, and $201.36 million in total owners' equity. As reported by the TCR on April 20, 2011, BDO USA, LLP, in Phoenix, Arizona, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and is not currently generating sufficient cash flows to sustain operations. IMH FINANCIAL: Inks $50-Mil. Commitment Letter with NW Capital -------------------------------------------------------------- IMH Financial Corporation, on April 22, 2011, sent a letter to its stockholders regarding the company's entry into a commitment letter for a proposed convertible loan with New York City based NWRA Ventures I, LLC, to provide $50 million of senior convertible debt to the Company, subject to the satisfaction of certain terms and conditions. The Company believes that the proceeds from the loan would provide IFC with the funds needed to deploy into new earning assets as well as assist in funding ongoing operations to pay for property taxes, carrying costs, and overhead. In addition to the Company's efforts to secure the capital funding described above, the Company is looking to the future and positioning the Company for long term growth. The terms of the convertible debt agreement with NW Capital would permit IFC to pay a quarterly distribution to the Company's common stockholders not to exceed 1% of the Company's current book value per share (currently approximately $0.03 per share, per quarter or $0.12 per share annually) over the next eight quarters. The Company currently expects to commence payment of the first such distribution after the quarter ending June 30, 2011, subject to the availability of legally distributable funds. The Company is hopeful that future improvements in operating results will allow the Company to increase its quarterly distributions/dividends to stockholders. In addition to the $50 million of senior convertible debt, the Company also plans to file a $10 million rights offering with the SEC that will allow current stockholders the opportunity to purchase notes with substantially similar economic terms to the convertible loan with NW Capital. NW Capital has also indicated that it is willing to conduct a tender offer to buy up to $10 million of common shares from the Company's stockholders at a yet to be determined price per share. If the tender offer is consummated, this will provide an opportunity for stockholders in need of shorter-term liquidity to sell all or a portion of their shares. The Company expects that NW Capital will file the necessary tender documents with the SEC in the near future, but NW Capital may terminate, cancel, modify or postpone the tender offer in its sole discretion. About New World Reality Advisors New World Realty Advisors, LLC, an affiliate of NW Capital, through a consulting arrangement, will assist the Company with asset management, by providing their experience and knowledge to help us to manage, develop, improve or liquidate the current real estate assets in our portfolio. In light of the elevated role New World will play going forward in helping the Company to manage its real estate portfolio, the Company's CEO and company founder, Shane Albers, has decided to step down upon funding of the transaction. Shane started IFC in 1997 and has historically focused his efforts on the underwriting and lending portion of IFC'S business. Given the disruption in the real-estate markets and the likelihood of a protracted recovery, Mr. Albers believes that the best interests of the Company's stockholders will be served by the real estate management and capital strategies that are at the core of New World's strengths. New World is a real estate advisory and investment firm that specializes in the restructuring, financing, development and management of real estate enterprises and assets, across all property types. Challenging times, such as the current real estate cycle, have led IFC to engage and retain New World to provide expertise and implement alternative strategies for the Company's existing assets. Additionally, they will be involved with assisting the Company in developing a renewed vision and business plan for future growth of the Company, commensurate with the current operating environment. The New World team is comprised of recognized industry leaders in the real estate, mortgage and CMBS markets, who have served many of the largest domestic and international institutional lenders, developers, owners and investors for more than 25 years, through several economic cycles. New World's professionals have an extensive track record in financing, developing, constructing, owning and operating single and multifamily residential, commercial, and hospitality assets. New World has successfully guided numerous companies through all stages of growth to achieve significant enterprise and stockholder value, including initial public offerings. Prior to working with IFC, New World's demonstrated expertise earned them the role of advisor to the interests of the founding family of General Growth Properties, Inc. New World was integrally involved in all aspects of the turnaround and restructuring of General Growth, which was the largest real estate bankruptcy in U.S. history to date. During its engagement, New World's activities included developing, advising and promoting alternative strategies to maximize enterprise value; which contributed to the recovery of over $6 billion in equity value for General Growth stockholders. About IMH Financial Scottsdale, Ariz.-based IMH Financial Corporation was formed from the conversion of IMH Secured Loan Fund, LLC, or the Fund, a Delaware limited liability company, on June 18, 2010. The conversion was effected following a consent solicitation process pursuant to which approval was obtained from a majority of the members of the Fund to effect the Conversion Transactions and involved (i) the conversion of the Fund from a Delaware limited liability company into a Delaware corporation named IMH Financial Corporation, and (ii) the acquisition by the Company of all of the outstanding shares of the manager of the Fund Investors Mortgage Holdings Inc., or the Manager, as well as all of the outstanding membership interests of a related entity, IMH Holdings LLC, or Holdings on June 18, 2010. The Company is a commercial real estate lender based in the southwest United States with over 12 years of experience in many facets of the real estate investment process, including origination, underwriting, documentation, servicing, construction, enforcement, development, marketing, and disposition. The Company focuses on a niche segment of the real estate market that it believes is underserved by community, regional and national banks: high yield, short-term, senior secured real estate mortgage loans. The intense level of underwriting analysis required in this segment necessitates personnel and expertise that many community banks lack, yet the requisite localized market knowledge of the underwriting process and the size of the loans the Company seeks often precludes the regional and community banks from efficiently entering this market. "Given the current state of the real estate and credit markets, we believe the realization of full recovery of the cost basis in our assets is unlikely to occur in a reasonable time frame and may not occur at all, and we may be required to liquidate portions of our assets for liquidity purposes at a price significantly below the initial cost basis or potentially below current carrying values. If we are not able to liquidate a sufficient portion of our assets or access credit under the credit facility currently under negotiation, there may be substantial doubt about our ability to continue as a going concern. Nevertheless, we believe that our cash and cash equivalents, coupled with liquidity derived from the credit facility currently under negotiation and the disposition of certain of the loans and real estate held for sale, will allow us to fund current operations over the next 12 months," the Company said in its Form 10-Q for the quarter ended Sept. 30, 2010. The Company reported a net loss of $117.04 million on $3.75 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $74.47 million on $22.52 million of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $229.93 million in total assets, $28.57 million in total liabilities, and $201.36 million in total owners' equity. As reported by the TCR on April 20, 2011, BDO USA, LLP, in Phoenix, Arizona, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and is not currently generating sufficient cash flows to sustain operations. INTERNATIONAL GARDEN: Gardens Alive Signs $26.7-Mil. Contract ------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that International Garden Products Inc. obtained approval from the bankruptcy court to hold an auction on May 17 to test whether there will be a bid to top the $26.67 million offer for the business from land and garden product producer Gardens Alive Inc. Under the court-approved procedures, competing bids are due May 13. A hearing to approve the sale will take place May 19. Lawrenceburg, Indiana-based Gardens Alive will provide an extra $250,000 for unsecured creditors if the official creditors' committee supports the sale. About International Garden Products International Garden Products, Inc. was incorporated in 1996 as a holding company for Iseli Nursery, Inc., California Nursery Supply, Weeks Wholesale Rose Grower, and Old Skagit, Inc. The company's operating businesses, Iseli and Weeks, focus primarily on growing horticultural products for nationwide sale to independent garden centers, landscape suppliers, landscapers and similar parties. Iseli's is known in the industry as the premium source of dwarf conifers, Japanese maples and unique companion plants. Weeks is one of the largest wholesale breeders and growers of premium roses in the U.S. International Garden Products, Inc., and its affiliates filed For Chapter 11 protection on Oct. 4, 2010 (Bankr. Lead Case No. 10-13207). International Garden estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. Andrew R. Remming, Esq., at Morris, Nichols, Arsht & Tunnell, serves as bankruptcy counsel. Bryan Cave LLP is the legal counsel. FTI Consulting is the restructuring advisor. Garden City Group is the claims and notice agent. The debtor-affiliates are Weeks Wholesale Rose Grower (Bankr. D. Del. Case No. 10-13208), California Nursery Supply (Case No. 10-13209), Iseli Nursery, Inc. (Case No. 10-13210), and Old Skagit, Inc. (Case No. 10-13211). JACOBS AND SON: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Jacobs and Son Enterprises, Inc. dba Jacobs and Son dba Jacobs and Son Landscaping Materials dba Jacobs and Son Stone Products 1408 N. Bell Blvd. Cedar Park, TX 78613 Bankruptcy Case No.: 11-10952 Chapter 11 Petition Date: April 20, 2011 Court: United States Bankruptcy Court Western District of Texas (Austin) Judge: H. Christopher Mott Debtor's Counsel: Alexander B. Wathen, Esq. WATHEN & ASSOCIATES 10333 Northwest Freeway, Suite 503 Houston, TX 77092 Tel: (281) 999-9025 Fax: (713) 758-0330 E-mail: wathenecf@gmail.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/txwb11-10952.pdf The petition was signed by Tony L. Jacobs, president and CEO. JAMES RIVER: Amends GE Credit Agreement; Hikes Loan to $75MM ------------------------------------------------------------ James River Coal Company, on April 15, 2011, entered into a Fourth Amendment to Amended and Restated Revolving Credit Agreement by and among the Company, certain of its subsidiaries, the lenders party thereto and General Electric Capital Corporation, as Administrative Agent and Collateral Agent pursuant to which, among other things, the Company's revolving credit facility under the Amended and Restated Revolving Credit Agreement dated as of Jan. 28, 2010, as amended was amended to (i) increase the revolving line of credit from $65,000,000 to $75,000,000, and increase the letter of credit subfacility from $65,000,000 to $75,000,000; (ii) include within the definition of Permitted Encumbrance any liens on cash collateral provided by the Company or any of its subsidiaries to secure the reimbursement or other obligations of such entity in respect of that certain letter of credit issued by ABN Amro Bank, N.A. for the account of International Resources Holdings II, LLC in favor of Travelers Casualty and Surety Company of America, as beneficiary; and (iii) deem the IRP Travelers Letter of Credit to have been issued pursuant to the Revolving Credit Agreement, and to be a Letter of Credit for all purposes under, the Revolving Credit Agreement and related loan documents. Section 8.08 of the Revolving Credit Agreement provides, among other things, that the Company and any of it subsidiaries parties to the Revolving Credit Agreement will (1) cause each entity that becomes a subsidiary of that credit party promptly to guarantee the obligations and to grant GE Capital, as Collateral Agent for the benefit of the lenders, a security interest in the real, personal and mixed property of such subsidiary, and (2) promptly pledge to GE Capital, as Collateral Agent for the benefit of the lenders, all of the equity interest owned by a credit party of each entity that becomes a direct subsidiary of such credit party. The GE Amendment provides that notwithstanding the provisions in Section 8.08 of the Revolving Credit Agreement, as it relates to the Acquisition and the business acquired pursuant thereto (i) in lieu of certain actions otherwise required pursuant to Section 8.08 of the Revolving Credit Agreement, the Company is required to (x) take the actions required by Section 8.08(c) of the Revolving Credit Agreement to the extent described in Schedule 1 to the GE Amendment by no later than May 3, 2011 in respect of the Acquisition and the business acquired pursuant thereto, IRP and its subsidiaries, IRP LP Holdco (as defined below) and IRP GP Holdco; and (y) provide to GE Capital evidence no later than June 30, 2011 that all mortgages and local UCC financing statements filed by Merrill Lynch Business Financial Services Inc. as secured party and listing either IRP or any of its subsidiaries as debtor have been terminated of record; (ii) the eligible accounts and eligible inventory relating to the business of IRP and its subsidiaries may not be included in the calculation of the Borrowing Base unless and until certain conditions as specified in the GE Amendment have been satisfied as reasonably determined by the Collateral Agent; and (iii) waives certain other actions required to be taken by the Company and any of its subsidiaries under Section 8.08 of the Revolving Credit Agreement in respect of the Acquisition and the business acquired pursuant thereto, IRP and its subsidiaries, IRP LP Holdco and IRP GP Holdco, unless and until such time as the Company desires that any eligible inventory relating to the business of IRP and its subsidiaries be included in the Borrowing Base, in which case, certain conditions specified in the GE Amendment would need to be satisfied to the reasonable satisfaction of the Collateral Agent, including but not limited to the actions described on Schedules 1 and 2 to the GE Amendment as they relate to such inventory requested to be included in the Borrowing Base or to the real estate from which that inventory originates or upon which such inventory is or will be located. On April 18, 2011, the Company completed its acquisition of International Resource Partners LP pursuant to a Purchase Agreement, dated March 6, 2011, by and between Lightfoot Capital Partners, LP, International Industries, Inc., International Resource Partners GP LLC, Kayne Anderson Energy Development Company and Tortoise Capital Resource Corporation and the Company and International Resource Partners GP LLC, as Agent. Pursuant to the terms of the Purchase Agreement, IRP LP Holdco Inc., a wholly- owned subsidiary of the Company, acquired all of the outstanding limited partnership interests of IRP and IRP GP Holdco LLC, a wholly-owned subsidiary of IRP LP Holdco, acquired all of the outstanding general partnership interests of IRP, for a cash purchase price of $475,000,000, subject to certain adjustments as set forth in the Purchase Agreement. The Company, on April 18, 2011, announced that it had sent a redemption notice to the trustee under the indenture governing its 9.375% Senior Notes due 2012 indicating that it intended to redeem all outstanding Notes on June 1, 2011 at their par value. The audited consolidated financial statements of IRP, including its consolidated balance sheets as of Dec. 31, 2010, 2009 and 2008, the consolidated statements of income, statements of partners' capital and statements of cash flows for each of the three fiscal years in the period ended Dec. 31, 2010, and the related notes and report of independent registered public accounting firm related thereto, will be filed by amendment on or before June 1, 2011. The Company and IRP's unaudited pro forma condensed consolidated financial information, comprised of a pro forma condensed consolidated balance sheet as of Dec. 31, 2010 and a pro forma condensed consolidated income statement for the year ended Dec. 31, 2010. 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." JBI OIL: Recurring Losses Cue Going Concern Doubt ------------------------------------------------- JBI, Inc., filed on April 20, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. MSCM LLP, in Toronto, Canada, expressed substantial doubt about JBI's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations and its dependency on future financing. The Company reported a net loss of $14.3 million on $12.4 million of sales for 2010, compared with a net loss of $1.8 million on $3.9 million of sales for 2009. At Dec. 31, 2010, the Company's balance sheet showed $7.8 million in total assets, $2.8 million in total liabilities, and stockholders' equity of $5.0 million. A complete text of the Form 10-K is available for free at: http://is.gd/CkRYYm Thorold, Ontario-based JBI, Inc. (OTC QX: JBII) -- http://www.plastic2oil.com/-- is an alternative oil and gas company. JBI developed a process that converts waste plastic into fuel (Plastic20i1). KIMMEL & ASSOCIATES: Emerges From Bankruptcy Protection ------------------------------------------------------- Citizen-Times.com reports that local philanthropist Joe Kimmel and his executive search firm, Kimmel & Associates, have emerged from bankruptcy protection. According to the report, Mr. Kimmel had pledged $6.9 million over eight years to the construction management program at Western Carolina University, which was named for him, and $2 million to the new health and wellness center now called Kimmel Arena at UNC Asheville. He and his wife pledged $2 million to the Eblen Center for Social Enterprise in 2007. It was not clear Thursday how much of those pledges has been made good. A UNCA official said in January 2010 that the school had received $1 million of Kimmel's pledge for the arena. Citizen-Times relate that reports to the U.S. Bankruptcy Court for the Western District of North Carolina say Kimmel & Associates took in just less than $2.6 million in the first three months of the year and spent just more than $2.6 million for an operating deficit of $36,483. The Company finished March with $1.1 million in cash on hand. Based in Asheville, North Carolina, Kimmel & Fredericks International Inc. dba Kimmel & Associates (Inc.) filed for Chapter 11 bankruptcy protection (Bankr. W.D. N.C. Case No. 09- 11392) on Dec. 23, 2009. David G. Gray, Esq., represents the Debtor. The Debtor estimated both assets and debts of between $1 million and $10 million. L.A. DODGERS: MLB Appoints Akin Gump Atty. to Oversee Operations ---------------------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that Major League Baseball appointed Akin Gump Strauss Hauer & Feld LLP's Tom Schieffer on Monday to oversee operations at the Los Angeles Dodgers over concerns of financial mismanagement by the club's owner, Frank H. McCourt. Mr. Schieffer - senior counsel at Akin Gump - is no stranger to the national pastime, having been president of the Texas Rangers from 1991-1999 before serving as a diplomat under President George W. Bush, according to a statement from MLB Commissioner Bud Selig. LEHMAN BROTHERS: Goldman Sachs, et al., Offer Rival Plan -------------------------------------------------------- A group of creditors has filed with the U.S. Bankruptcy Court for the Southern District of New York a rival Chapter 11 plan that would boost creditor recoveries from Lehman Brothers Holdings Inc. and its affiliated debtors. The creditors include Goldman Sachs Bank USA and Deutsche Bank, and hedge funds Oaktree Capital Management LP and Silver Point Capital LP. The group proposed the rival plan following LBHI's move to give billions more to senior bondholders including Paulson & Co. and the California Public Employees Retirement System, which also proposed their own plan. The group complained that LBHI's proposed restructuring plan contains "gifts" that favor the company's senior bondholders which have not been approved by other creditors. Under the rival plan, creditors that hold senior unsecured claims against LBHI would only recover 16%, down from 21.4% under LBHI's restructuring plan. General unsecured creditors would recover 14.7%, down from 19.8% under LBHI's plan. The Goldman Plan includes a table summarizing the classification and estimated recoveries of claims against and interests in LBHI under the rival plan and compares estimated recoveries with those under the company's restructuring plan: Recovery Under Recovery Under Class Claims/Interests LBHI Plan Goldman Plan ----- ---------------- -------------- -------------- 1 Priority Non-Tax 100% 100% Claims 2 Secured Claims 100% 100% 3 Senior Unsecured 21.4% 16.0% Claims 4A Senior Intercompany 16.6% 16.0% Claims 4B Senior Affiliate 16.1% 15.6% Guarantee Claims 5A Senior Third-Party 12.9% 15.6% Guarantee Claims 5B Senior Third-Party 11.2% 15.6% LBT/LBSN Guarantee Claims 6 Derivative Claims - - 7 General Unsecured 19.8% 14.7% Claims 8A Intercompany Claims 15.0% - 8B Affiliate Guarantee 15.0% 14.7% Claims 9 Derivative Guarantee 12.0% 14.7% Claims 10A Subordinated Class - - 10A Claims 10B Subordinated Class - - 10B Claims 10C Subordinated Class - - 10C Claims 11 Section 510(b) Claims - - 12 Equity Interests - - Unlike the proposed plan filed by the Paulson group, the Goldman Plan does not provide for the consolidation of LBHI's operating subsidiaries into the same asset pool with the company. The Paulson group's plan, which was filed late last year, calls for substantive consolidation in which all assets are thrown into one pot, and creditors receive a similar distribution regardless of the Lehman company that owed the debt. The proposed consolidation results in larger recovery for senior creditors, which would recover 24.5% of their claims under Paulson group's plan. The Goldman Plan also proposes that a representative of the Goldman Sachs group be appointed to ensure a "more equitable claims administration process." Full-text copies of the Goldman Plan and accompanying disclosure statement are available without charge at: http://bankrupt.com/misc/LBHI_GoldmanPlan042511.pdf http://bankrupt.com/misc/LBHI_GoldmanDS042511.pdf Judge James Peck is set to hold a hearing on June 28, 2011, to consider the rival plan, along with the Chapter 11 plans proposed by LBHI and the Paulson group. The bankruptcy judge earlier issued an order putting all competing plans on the same timeline for court approval. The ruling came after LBHI's initial move opposing the Paulson group's effort to proceed on the same timeline drew flak from creditors and various other groups. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on Sept. 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Wins Approval of Confirmation Discovery Process ---------------------------------------------------------------- Bankruptcy Judge James Peck issued an order authorizing Lehman Brothers and its units to implement procedures in connection with discovery related to the confirmation of their Chapter 11 plan of reorganization. Judge Peck ordered that the schedule relating to the hearing to approve the Debtors' disclosure statement, including the scheduled hearing date, the deadline to file any objections and responses, and the deadline to file any replies or an omnibus reply will apply to the consideration of any alternative disclosure statement and related plan filed by a party-in- interest that otherwise complies with the applicable provisions of the Bankruptcy Code and the Bankruptcy Rules and is filed on or before the date that is at least 28 days before the objection deadline under the Debtors' Disclosure Statement Schedule. The Disclosure Statement hearing will be on June 28, 2011, at 10:00 a.m. (Eastern Time) before Judge Peck in Courtroom 601 of the U.S. Bankruptcy Court for the Southern District of New York, at One Bowling Green, in New York. Objections and responses to the approval of the Disclosure Statement must be in writing and submitted on or before May 27. A full-text copy of the April 14 court order is available for free at http://bankrupt.com/misc/LBHI_OrderPlanDiscovery.pdf 3 Rival Plans Vying to Reorganize Lehman A group of creditors has filed with the U.S. Bankruptcy Court for the Southern District of New York a rival Chapter 11 plan that would boost creditor recoveries from Lehman Brothers Holdings Inc. and its affiliated debtors. The creditors include Goldman Sachs Bank USA and Deutsche Bank, and hedge funds Oaktree Capital Management LP and Silver Point Capital LP. The group proposed the rival plan following LBHI's move to give billions more to senior bondholders including Paulson & Co. and the California Public Employees Retirement System, which also proposed their own plan. The group complained that LBHI's proposed restructuring plan contains "gifts" that favor the company's senior bondholders which have not been approved by other creditors. Under the rival plan, creditors that hold senior unsecured claims against LBHI would only recover 16%, down from 21.4% under LBHI's restructuring plan. General unsecured creditors would recover 14.7%, down from 19.8% under LBHI's plan. Lehman's plan, as amended in January 2011, proposes to distribute the $60.1 billion that has been collected against the $322 billion in claims filed against the Debtors. Creditors that hold senior unsecured claims against LBHI would recover 21.4% of their claims, up from 17.4% in the original plan. Meanwhile, the company's general unsecured creditors would recover 19.8% of their claims, up from 14.7%. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on Sept. 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: White & Case Files Rule 2019 Statement ------------------------------------------------------- Judge James Peck has ordered the ad hoc group of Lehman creditors to comply with the disclosure requirements under Rule 2019 of the Federal Rules of Bankruptcy Procedure. In an order dated April 14, 2011, Judge Peck ordered the group to file a statement disclosing the names and addresses of its members; the nature of and the amounts paid for their claims and interests; and the date of acquisition and the details of any disposition of those claims and interests. The group was also required to provide a recital of facts and circumstances in connection with its formation as well as disclose the names of entities at whose instance the group was formed. White & Case Disclosure At the Court's directive and pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, Gerard Uzzi, Esq., at White & Case LLP, in New York, discloses that his firm represents the ad hoc group of Lehman Brothers creditors. The Group was formed in or around May 2009 by Elliott Management Corporation, King Street Capital Management, L.P., and Paulson & Co. Inc. for the purpose of participating in the Chapter 11 cases of Lehman Brothers Holdings Inc. and its debtor affiliates. The Group retained White & Case as counsel and, in April 2010, engaged AlixPartners, LLP, as financial advisor. As of April 22, 2011, the Group is comprised of the entities listed at http://bankrupt.com/misc/whitecaseannexa.pdf The Group, according to Mr. Uzzi, is empowered to act pursuant to the Second Amended and Restated Agreement of the Ad Hoc Group of Lehman Brothers Creditors, the form of which is available for free at http://bankrupt.com/misc/whitecaseannexb.pdf The Steering Committee, as defined in the Formation Agreement, is, as of April 22, comprised of Canyon Capital Advisors LLC, Fir Tree, Inc., Paulson & Co. Inc. and Taconic Capital Advisors L.P. The Formation Agreement provides that certain signatories thereto are Fee Participants and certain others are Institutional Holders. Schedules at http://bankrupt.com/misc/whitecaseannexc.pdf contain, with respect to each Group Member, the amount of claims against and interests in the Debtors and certain of their material affiliates that were held by each Group Member on April 13, 2011. The Group disclosed that it holds claims aggregating $19,619,424,252 on the Debtors. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on Sept. 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBI Trustee Files Interim Report for Oct.-April ---------------------------------------------------------------- James Giddens, trustee of Lehman Brothers Inc., has filed with the U.S. Bankruptcy Court for the Southern District of New York an interim report in connection with the liquidation of the brokerage firm under the Securities Investor Protection Act. The 47-page report, which covers the period Oct. 27, 2010 to April 22, 2011, shows that the LBI Trustee has dealt with about 125,000 customer claims seeking return of more than $180 billion through SIPA account transfer and customer claims processes. Attached to the report is a table, which shows a summary of the customer claims process: Total Amount No. of Claims (in millions) ------------- ------------- Total customer claims 124,987 $181,288.9 Claims resolved by transfers to Barclays 72,527 $43,249.3 Claims resolved by transfers to Neuberger Berman 38,106 $45,566.7 Claims resolved through trustee's prime brokerage protocol 287 $3,485.3 Claims determined through the claims process 14,067 $88,987.6 Total customer claims closed through the claims process 10,921 $46,131.6 Claims allowed 886 $9,534.2 Claims reclassified as general creditor claims 3,047 $11,122.8 Claims denied 6,988 $25,474.6 Total unresolved customer claims 3,146 $42,856 Total unresolved non-affiliate customer claims 1,766 $14,959.6 Claims allowed 4 $77.1 Claims reclassified as general creditor claims 0 $0 Claims denied 10 $433.4 Objections to claims determinations 1,752 $14,449.1 Total unresolved affiliate customer claims 1,380 $27,896.4 LBIE claims 1,112 $16,113.3 LBHI claims 242 $7,998.8 Other affiliates 26 $3,784.3 The LBI Trustee disclosed that as of March 31, 2011, the brokerage firm's assets under his control totals $ 22.782 billion, composed of $5.389 billion of total cash and cash equivalents and $17.393 billion of total securities. A full-text copy of the LBI Trustee's report is available without charge at http://bankrupt.com/misc/LBHI_LBI5thReport.pdf About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on Sept. 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on Sept. 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LINENS 'N THINGS: Levine Leichtman Unit Drops Noteholder Loss Suit ------------------------------------------------------------------ Megan Stride at Bankruptcy Law360 reports that a Levine Leichtman Capital Partners Inc. unit on Monday dropped its New Jersey suit alleging shoddy management by Linens 'N Things pushed the company into bankruptcy and inflicted hefty losses on noteholders. Law360 relates that U.S. District Judge Jose L. Linares signed off on a stipulation to dismiss the suit, which Levine Leichtman Capital Partners Deep Value Fund LP launched in March 2009, accusing the leadership and private equity backers of Linens 'N Things of making negligent representations about the retailer's financial condition. About Linens 'n Things Headquartered in Clifton, New Jersey, Linens 'n Things, Inc. -- http://www.lnt.com/-- was the second largest specialty retailer of home textiles, housewares and home accessories in North America. As of Sept. 30, 2008, Linens 'n Things operated 411 stores in 47 states and seven provinces across the United States and Canada. Linens 'n Things was acquired by private equity firm Apollo Management in 2006. On May 2, 2008, these Linens entities filed Chapter 11 petition (Bankr. D. Del.): Linens Holding Co. (08-10832), Linens 'n Things, Inc. (08-10833), Linens 'n Things Center, Inc. (08-10834), Bloomington, MN., L.T., Inc. (08-10835), Vendor Finance, LLC (08- 10836), LNT, Inc. (08-10837), LNT Services, Inc. (08-10838), LNT Leasing II, LLC (08-10839), LNT West, Inc. (08-10840), LNT Virginia LLC (08-10841), LNT Merchandising company LLC (08-10842), LNT Leasing III, LLC (08-10843), and Citadel LNT, LLC (08-10844). Judge Christopher S. Sontchi presides over the case. Mark D. Collins, Esq., John H. Knight, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., are Linens 'n Things' bankruptcy counsel. The Debtors' special corporate counsel are Holland N. O'Neil, Esq., Ronald M. Gaswirth, Esq., Stephen A. McCaretin, Esq., Randall G. Ray, Esq., and Michael S. Haynes, Esq., at Morgan, Lewis & Bockius, LLP. The Debtors' restructuring management services provider is Conway Del Genio Gries & Co., LLC. The Debtors' CRO and Interim CEO is Michael F. Gries, co-founder of Conways Del Genio Gries & Co., LLC. The Debtors' claims agent is Kurtzman Carson Consultants, LLC. The Debtors' consultants are Asset Disposition Advisors, LLC, and Protivit, Inc. The Debtors' investment bankers are Financo, Inc., and Genuity Capital Markets. LOCATEPLUS HOLDINGS: Anthony Spatorico Appointed Interim Chairman ----------------------------------------------------------------- The Board of Directors of LocatePLUS Holdings Corporation on April 15, 2011, appointed Derrick Spatorico as Director to fill the vacancy arising from the recent resignation of Christian Williamson. Derrick Spatorico has previously served the company and is a former board member. Derrick Spatorico is the son of Anthony Spatorico who is also a Director. In addition, on April 20, 2011 the Board elected Anthony Spatorico as Interim Chairman. 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. The Company reported 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. As reported by the TCR on April 21, 2011, 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. LOWER BUCKS: Seeking 7th Plan Exclusivity Extension --------------------------------------------------- Jo Ciavaglia, staff writer at phillyBurbs.com, reports that Lower Bucks Hospital is asking the U.S. Bankruptcy Court to give it until July 8, 2011, to file a Chapter 11 plan and until Sept. 6, 2011, to pitch it exclusively to creditors for their approval. This is the seventh exclusivity extension requested by the Debtor. According to the report, the Company could emerge from bankruptcy as early as September, if the court approves what will likely be its last request for more time to file its restructuring plan. The Company said that absent an extension, a tentative deal it has reached with its bond trustee holder would be jeopardized. The hospital says it has reached a tentative agreement to resolve pending litigation with its bondholder. The agreement is contingent upon an agreement between the hospital and the Pension Benefit Guaranty Corp. The hospital is seeking to have the PBGC take over its employee pensions. phillyBurbs.com notes that this extension, if approved, would be the last given to the Debtor as the court can only approve time extensions up to 18 months after an initial filing, and exclusivity period extensions up to 20 months. 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. LYONDELL CHEMICAL: Trustee Hits Blavatnik Unit with $145M Suit -------------------------------------------------------------- Samuel Howard at Bankruptcy Law360 reports that the litigation trustee for Lyondell Chemical Co.'s creditors filed suit in New York on Friday to recover $145 million distributed from Basell AF SCA weeks before owner Len Blavatnik completed the overleveraged buyout of Lyondell in 2007. The adversary complaint alleges that as part of Blavatnik's effort to strip Basell of cash prior to the LyondellBasell merger, he caused EUR100 million in shareholder distributions to be "upstreamed" to defendant NAG Investments LLC, according to Law360. About Lyondell Chemical LyondellBasell Industries is one of the world's largest polymers, petrochemicals and fuels companies. Luxembourg-based Basell AF and Lyondell Chemical Company merged operations in 2007 to form LyondellBasell Industries, the world's third largest independent chemical company. LyondellBasell became saddled with debt as part of the USUS$12.7 billion merger. Len Blavatnik's Access Industries owned the Company prior to its bankruptcy filing. On Jan. 6, 2009, LyondellBasell Industries' U.S. operations, led by Lyondell Chemical Co., and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities filed for Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 protection on April 24, 2009. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, served as the Debtors' bankruptcy counsel. Evercore Partners served as financial advisors, and Alix Partners and its subsidiary AP Services LLC, served as restructuring advisors. AlixPartners' Kevin M. McShea acted as the Debtors' Chief Restructuring Officer. Clifford Chance LLP served as restructuring advisors to the European entities. LyondellBasell emerged from Chapter 11 bankruptcy protection in May 2010, with a plan that provides the Company with US$3 billion of opening liquidity. A new parent company, LyondellBasell Industries N.V., incorporated in the Netherlands, is the successor of the former parent company, LyondellBasell Industries AF S.C.A., a Luxembourg company that is no longer part of LyondellBasell. LyondellBasell Industries N.V. owns and operates substantially the same businesses as the previous parent company, including subsidiaries that were not involved in the bankruptcy cases. LyondellBasell's corporate seat is Rotterdam, Netherlands, with administrative offices in Houston and Rotterdam. MACCO PROPERTIES: Creditors Committee Can Hire Welch as Counsel --------------------------------------------------------------- The Unsecured Creditors' Committee in Macco Properties, Inc.'s Chapter 11 bankruptcy case obtained authorization from the Hon. Niles Jackson of the U.S. Bankruptcy Court for the Western District of Oklahoma to retain Welch Law Firm, P.C., as counsel, overruling the Debtor's objection. Welch will be paid $260 per hour for its services. The Troubled Company Reporter reported on April 7, 2011, the Debtor filed with the Court an objection to the Committee's employment of Welch as counsel, saying that all three of the creditors servicing on the Committee already have counsel. "Employment of counsel by the Committee may only serve to duplicate efforts that may already be performed by the individual member's counsel," the Debtor said. Oklahoma City, Oklahoma-based Macco Properties, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10- 16682) on Nov. 2, 2010. G. Rudy Hiersche, Jr., Esq., at the Hiersche Law Firm, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $50,823,581 in total assets, and $4,323,034 in total liabilities. MACCO PROPERTIES: Creditors Committee Against Hiring of Pinkerton ----------------------------------------------------------------- The Official Unsecured Creditors' Committee in Macco Properties, Inc.'s Chapter 11 bankruptcy case has asked the U.S. Bankruptcy Court for the Western District of Oklahoma to deny the Debtor's application to employ Pinkerton & Finn, P.C., as special litigation counsel. The Debtor's Application was filed March 30, 2011, and seeks the employment of Pinkerton in connection with these state court cases: 1. Bristol Park Apartments Tulsa, et al., v. Macco Properties, Inc. and Lew S. McGinnis, et al. Case No. CJ- 2010-4214, was filed in the District Court of Oklahoma County, State of Oklahoma; and 2. Cobblestone Apartments o/Tulsa LLC, and Larry D. and Jeanette A. Jamison Family Trust v. SEP Cobblestone Apartments, LLC, MACCO Properties, Inc., and Lew S. McGinnis, Case No. CJ-2009-1548 in the District Court of Tulsa County, State of Oklahoma. The Committee says that the affidavit accompanying the Debtor's motion to employ Pinkerton fails to disclose compensation paid to Pinkerton in connection with either the Bristol or Cobblestone case. "The Affidavit fails to disclose the amount of unpaid costs and attorney fees owed to Pinkerton in connection with either the Bristol or Cobblestone case as of the filing of the Macco Petition on Nov. 2, 2010," the Committee states. About Macco Properties Oklahoma City, Oklahoma-based Macco Properties, Inc., filed for Chapter 11 bankruptcy protection (Bankr. W.D. Okla. Case No. 10- 16682) on Nov. 2, 2010. G. Rudy Hiersche, Jr., Esq., at the Hiersche Law Firm, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $50,823,581 in total assets, and $4,323,034 in total liabilities. The Official Unsecured Creditors' Committee is represented by: Ruston C. Welch Welch Law Firm, P.C. 722 North Broadway, Suite 301 Oklahoma City, Oklahoma 73102-6025 Telephone: (405) 236-5222 Fax: (405) 231-5222 E-mail: rwelch@welchlawpc.com MAJESTIC CAPITAL: May File for Bankruptcy in U.S. or Bermuda ------------------------------------------------------------ Majestic Capital, Ltd. (formerly CRM Holdings, Ltd.) filed on April 22, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Ernst & Young LLP, in New York, expressed substantial doubt about Majestic Capital's ability to continue as a going concern. The independent auditors noted that the Company has incurred losses [continuing operations before income taxes] of $44.8 million and $41.6 million for the years ended Dec. 31, 2010, and 2009, respectively. "These losses have significantly weakened the Company's financial position and its ability to fund its operations and, at Dec. 31, 2010, the Company's accumulated deficit is $59.8 million. "The following events have limited the sources of cash available to the Company: (1) termination of the Company's previously announced merger with a third party; (2) the conservation and rehabilitation of Majestic Insurance Company, the Company's principal operating subsidiary, by the California Department of Insurance; and (3) the restrictions of the Bermuda Monetary Authority on Twin Bridges, the Company's Bermuda reinsurance subsidiary. Furthermore, the Company is in violation of covenants governing certain of its contractual obligations." Bankruptcy Warning "Based on the above factors, the Company may be forced to seek relief through a filing under the U.S. Bankruptcy Code or Bermuda Companies Act (bankruptcy filing). A bankruptcy filing would result in the violation of one or more legal and financial covenants of the Company's debt and other contractual obligations." Results of Operations The Company reported a net loss of $48.6 million on $61.8 million of total revenues for 2010, compared with a net loss of $46.8 million on $96.8 million of total revenues for 2009. The Company did not achieve our overall business, financial and shareholder performance expectations for fiscal year 2010. Net loss from continuing operations in 2010 was $43.9 million compared to $45.2 million in 2009. The major factors contributing to the net losses include: -- a significant decrease in net written and net earned premiums due to the A.M. Best downgrade and ongoing recession; -- unacceptable loss and loss adjustment and underwriting expenses given the lower in-force premium levels; and -- severance and other charges taken in 2010 due to the substantial doubt concerning the Company's ability to continue as a going concern and resulting violation of contractual covenants. Balance Sheet Information At Dec. 31, 2010, the Company's balance sheet showed $436.2 million in total assets, $421.8 million in total liabilities, and stockholders' equity of $14.4 million. A complete text of the Form 10-K is available for free at: http://is.gd/OKt1nZ Hamilton, Bermuda-based Majestic Capital, Ltd. -- http://www.MajesticCapital.com/-- through its subsidiaries, is a specialty provider of workers' compensation insurance products and services. MAJESTIC CAPITAL: DOI Places Insurance Unit into Conservation ------------------------------------------------------------- In a regulatory filing Friday, Majestic Capital, Ltd., discloses that it received a notification from the California Department of Insurance (DOI) that the DOI Insurance Commissioner had placed its principal subsidiary, Majestic Insurance Company, into conservation and rehabilitation proceedings. The Commissioner simultaneously filed a motion seeking approval for a proposed rehabilitation plan designed to protect Majestic Insurance's policyholders and claimants from loss due to the conservation. Under the Rehabilitation Plan, Majestic Insurance's insurance liabilities and certain assets will be transferred to AmTrust North America, Inc., which will assume responsibility for the administration and payment of all policyholder claims under Majestic Insurance's policies. The Rehabilitation Plan includes a Loss Portfolio Transfer Reinsurance Agreement, Sales of Renewal Rights, and an Asset Purchase Transaction. AmTrust will also perform all of the administrative services necessary for the prompt and efficient adjustment and payment of all pending and future claims that arise under Majestic Insurance's policies. The conservation will not cause any disruption or delay in the delivery of workers' compensation benefits to injured workers covered under Majestic Insurance policies. During conservation, the injured workers covered by Majestic Insurance's policies will continue to receive benefit payments, and medical providers who care for those injured workers will continue to be paid. The San Francisco Superior Court has set a hearing date of June 2, 2011, on the Commissioner's motion to approve the Rehabilitation Plan. Any party wishing to formally support, comment on or object to the motion may file papers with the court by May 16, 2011. Majestic Capital's management did not oppose the conservation and is cooperating with the Commissioner's staff at the Conservation & Liquidation Office as it works to stabilize Majestic Insurance until the Rehabilitation Plan can be considered by the court and, if approved, implemented through AmTrust. The Conservation & Liquidation Office will oversee the administration and payment of claims during conservation, and is developing a transition plan to move all policies and claims to AmTrust when the Rehabilitation Plan is approved. On April 21, 2011, the DOI issued a press release pertaining to such conservation and rehabilitation proceedings. A complete text of the DOI press release is available for free at: http://is.gd/yurFyG Hamilton, Bermuda-based Majestic Capital, Ltd. -- http://www.MajesticCapital.com/-- through its subsidiaries, is a specialty provider of workers' compensation insurance products and services. MAXON CORPORATION: Case Summary & 11 Largest Unsec. Creditors ------------------------------------------------------------- Debtor: The Maxon Corporation dba Jaxon's Restaurant dba Jaxon's Restaurant and Brewing Company 1135 Airway Blvd. El Paso, TX 79925 Bankruptcy Case No.: 11-30738 Chapter 11 Petition Date: April 20, 2011 Court: United States Bankruptcy Court Western District of Texas (El Paso) Judge: H. Christopher Mott Debtor's Counsel: E. P. Bud Kirk, Esq. Terrace Gardens 600 Sunland Park Drive, Bldg. 4, #400 El Paso, TX 79912 Tel: (915) 584-3773 E-mail: budkirk@aol.com Scheduled Assets: $119,705 Scheduled Debts: $1,476,738 A list of the Company's 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txwb11-30738.pdf The petition was signed by Gary Helsten, president. MAXX TOWING: Court Values Auto Repair Facility at $255,000 ---------------------------------------------------------- Bankruptcy Judge Walter Shapero held that the value of Maxx Towing, Inc.'s real estate property is $255,000. The Property is currently used as an automotive repair facility and towing business. Maxx Towing, Inc., a small business debtor, filed for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 09-70719) on Oct. 2, 2009. Bayview Loan Servicing, LLC, the holder of the mortgage on the Debtor's business property located at 30875 Groesbeck, Roseville, Michigan, filed a claim in the amount of $530,308.45. The Debtor's Schedule A lists the current value of the Property as being $200,000. The Debtor filed its Amended Combined Plan and Disclosure Statement on May 9, 2010. The Plan seeks to cram down Bayview's claim. The Debtor proposes that it pay Bayview $200,000 -- the alleged secured portion of its claim -- with 6% interest, amortized over 30 years, with the remainder of the claim to be paid as an unsecured claim. On June 9, 2010, Bayview filed its Amended Objection to Confirmation of the Debtor's Plan, which objects, in part, to the Debtor's valuation of the Property at $200,000. After several stipulated to adjournments, the Court held an evidentiary hearing, at which it took evidence regarding the value of the Property from two appraisers. At the hearing held Jan. 12, 2011, the Trustee brought to the Court's attention the fact that it was impossible for the Debtor to comply with 11 U.S.C. Sec. 1129(e), which requires the court to confirm a plan not later than 45 days after a plan is filed in a small business case, unless the time for confirmation is extended. Although the Court initially indicated that it would rule on that issue prior to ruling on the valuation issue, the Court has on second thought decided it would be more helpful to the confirmation process if it first decides the valuation issue. In its March 28, 2011 Opinion, the Court also sustained Bayview's objection to the Debtor's valuation. The Court set a status conference to discuss the effect of its decision on the confirmability of the Debtor's plan on April 21, 2011. At the April 21 hearing, the Court was also set to discuss the need for, or timing of, a decision on the 11 U.S.C. Sec. 1129(e) issue. A copy of the Court's opinion is available at http://is.gd/h21IaW from Leagle.com. MERUELO MADDUX: SCI-Arc Buys Campus Property for $23-Mil. --------------------------------------------------------- Los Angeles Downtown News reports that the Southern California Institute of Architecture completed a deal to purchase its Arts District campus in downtown Los Angeles for $23.1 million. According to the report, the sale, finalized on April 21, 2011, between SCI-Arc and seller Legendary Investors Group, includes the 90,000-square-foot Santa Fe Freight Depot building, which stretches along Santa Fe Avenue between Third and Fourth streets, and the school's parking lot. In a settlement reached during Meruelo Maddux's ongoing Chapter 11 reorganization process, lender Legendary Investors took over the property and agreed to sell it to SCI-Arc. SCI-Arc Chief Operating Officer Jamie Bennett said the school is interested in acquiring two additional dirt lots to the west of the campus, but does not currently have the financial resources to do so. About Meruelo Maddux Meruelo Maddux and its affiliates filed for Chapter 11 protection (Bankr. C.D. Calif. Lead Case No. 09-13356) on March 26, 2009. Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N. Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the Debtors in their restructuring effort. The Debtors' financial condition as of Dec. 31, 2008, showed $681,769,000 in assets and $342,022,000 of debts. FTI Consulting, Inc., serves as the Debtors' financial advisors, Ernst & Young as independent auditors and tax advisors, DLA Piper LLP (US) as special securities and litigation counsel, and Waldron & Associates, Inc. as real estate appraiser. The U.S. Trustee has appointed an official committee of unsecured creditors and a separate official shareholders' committee in the case. SulmeyerKupetz, APC, serves as the Creditors Committee's counsel and Kibel Green, Inc., as its financial advisor. The equity committee has sought to retain Ron Orr & Professionals, Inc., Rodiger Law Office, and Jenner & Block as counsel, and Kibel Green, Inc. as its financial advisor. The Debtors; Legendary Investors Group No. 1, LLC, and East West Bank; and Charlestown Capital Advisors, LLC and Hartland Asset Management Corporation have proposed rival reorganization plans in the case. In mid-January 2011, the Debtors struck a deal with the Legendary Group to drop the group's competing plan. The Debtors have hired Kurtzman Carson Consultants as solicitation and balloting agent. Legendary Investors Group No. 1, LLC, is represented in the case by Jeremy V. Richards, Esq., and Jeffrey W. Dulberg, Esq., at Pachulski Stang Ziehl & Jones LLP; and Surjit P. Soni, Esq., at The Soni Law Firm. East West Bank is represented by Curtis C. Jung, Esq., and Monica H. Lin, Esq., at Jung & Yuen, LLP, and Elmer Dean Martin III, Esq. Charlestown Capital Advisors, LLC and Hartland Asset Management Corporation are represented in the case by Christopher E. Prince, Esq., Matthew A. Lesnick, Esq., and Andrew R. Cahill, Esq., at Lesnick Prince LLP. MIT HOLDING: Michael T. Studer Raises Going Concern Doubt --------------------------------------------------------- MIT Holding, Inc., filed on April 19, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Michael T. Studer CPA P.C., in Freeport, New York, expressed substantial doubt about MIT Holding's ability to continue as a going concern. The independent auditors noted that the Company negative working capital of $1.2 million and a stockholders' deficiency of $2.2 million. "From inception the Company has incurred an accumulated deficit of $8.5 million." The Company reported net income of $78,832 on $7.1 million of revenue for 2010, compared with a net loss of $1.2 million on $6.4 million of revenue for 2009. At Dec. 31, 2010, the Company's balance sheet showed $1.1 million in total assets, $3.4 million in total liabilities, and a stockholders' deficit of $2.2 million. A complete text of the Form 10-K is available for free at: http://is.gd/dNC29B Savannah, Ga.-based MIT Holding, Inc. (OTC BB: MITD) -- http://www.mitholdinginc.com/-- distributes wholesale pharmaceuticals, administers intravenous infusions, operates an ambulatory center where therapies are administered and sells and rents home medical equipment. MONEYGRAM INT'L: Inks 3rd Supplemental Indenture With DBTCA ----------------------------------------------------------- MoneyGram Payment Systems Worldwide, Inc., a wholly-owned subsidiary of MoneyGram International, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee and collateral agent, entered into a Third Supplemental Indenture to the Indenture, dated as of March 25, 2008, by and among Worldwide, the Company, the other guarantors party thereto and the Trustee governing Worldwide's 13.25% Senior Secured Second Lien Notes due 2018. The Third Supplemental Indenture amends the Indenture to permit the Company's previously announced recapitalization and the related payments pursuant to the Recapitalization Agreement, dated March 7, 2011, among the Company, certain affiliates and co- investors of Thomas H. Lee Partners, L.P. and affiliates of Goldman, Sachs & Co. The Third Supplemental Indenture also amends the Indenture to: (i) permit the entry into new senior secured bank facilities; (ii) permit Worldwide and its subsidiaries to incur indebtedness in the form of obligations owing in respect of cash and treasury management activities; (iii) allow the Company and its subsidiaries increased flexibility in transactions with and among the Company's foreign subsidiaries, including intercompany loans, asset transfers and investments; (iv) permit foreign subsidiaries to incur additional indebtedness; (v) permit the Company to incur additional indebtedness; and (vi) provide increased flexibility with respect to permitted investments. In the Third Supplemental Indenture, the Trustee also agrees to enter into a new intercreditor agreement with the collateral agent under Worldwide's new senior secured bank facilities, which will be substantially similar to the existing intercreditor agreement between the Trustee and the collateral agent under Worldwide's existing senior secured credit facilities, but that will also permit Worldwide to incur additional first-lien indebtedness and permit the Cash Management Obligations to be secured pari passu with the senior secured bank facilities. Most of the amendments to the Indenture contained in the Third Supplement Indenture became effective upon the execution of the Third Supplemental Indenture, but certain amendments including, without limitation, the amendments to permit the Recapitalization and the entry into the new senior secured bank facilities, will become effective contemporaneously upon the closing of the Recapitalization and the new senior secured bank facilities. A full-text copy of the Third Supplemental Indenture is available for free at http://is.gd/Wqj9nG About MoneyGram International MoneyGram International, Inc. (NYSE: MGI) -- http://www.moneygram.com/-- is a global payment services company. The Company's major products and services include global money transfers, money orders and payment processing solutions for financial institutions and retail customers. MoneyGram is a New York Stock Exchange-listed company with 203,000 global money transfer agent locations in 191 countries and territories. The Company reported net income of $43.80 million on $1.17 billion of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.91 million on $1.16 billion of total revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $5.12 billion in total assets, $5.06 billion in total liabilities, $999.35 million in total mezzanine equity, and a $942.48 million total stockholders' deficit. * * * According to the Troubled Company Reporter on July 1, 2010, Fitch Ratings has affirmed the Issuer Default Ratings for MoneyGram International Inc. and MoneyGram Payment Systems Worldwide, Inc., at 'B+'. Outlook is stable. Fitch noted that the ratings could be negatively impacted by further declines in remittance volumes driven by macro economic factors or decreases in migrant labor populations worldwide. NEOMEDIA TECHNOLOGIES: Registers 2MM Shares Under Incentive Plan ---------------------------------------------------------------- Neomedia Technologies, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 regarding the registration of 2 million shares of common stock under the Company's 2011 Stock Incentive Plan at a proposed maximum offering price of $0.016 per share. A full-text copy of the filing is available for free at: http://is.gd/ooiwig About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. The Company reported a net income of $35.09 million on $1.52 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $67.38 million on $1.66 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $8.57 million in total assets, $89.05 million in total current liabilities, $8.33 million in Series C convertible preferred stock, $2.50 million in Series D convertible preferred stock, and a $91.31 million total shareholders' deficit. Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. NEW LEAF: Boots Mayer Hoffman, Hires Eisner Amper as Accountants ---------------------------------------------------------------- Effective April 15, 2011, New Leaf Brands, Inc., dismissed its principal independent accountant Mayer, Hoffman, McCann P.C. The Company's Board of Directors approved the decision to dismiss MHM. Except as reported in the Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2009, which stated that "[t]he accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, the Company has suffered recurring losses from operations, has a working capital deficiency, was not in compliance with certain financial covenants related to debt agreements, and has a significant amount of debt maturing in 2010. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plans regarding these matters are also described in Note 1. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern..," the report of MHM on the Company's financial statements for the fiscal years ended Dec. 31, 2009 and 2008 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. In connection with the audit of the Company's financial statements for the fiscal year ended Dec. 31, 2009, and in the subsequent interim periods through April 15, 2011, there were no disagreements with MHM on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which, if not resolved to the satisfaction of MHM, would have caused MHM to make reference to the subject matter of the disagreement in connection with its report. Effective April 18, 2011, the Company engaged Eisner Amper LLP to act as the Company's principal independent accountant. The Board of Directors of the Company approved the decision to engage EISNER. During the fiscal years ended Dec. 31, 2009 and 2008 and during all subsequent interim periods through April 15, 2011, except for a discussion with EISNER regarding the misapplication of EITF 07-5 as it related to previously issued interim financial statements for the first and second quarters of 2010 that were identified by MHM during the performance of their reviews and determined by management to be immaterial, the Company did not consult EISNER regarding: (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided to the Company that EISNER concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K) or a reportable event (as that term is defined in Item 304(a)(1)(v) of Regulation S-K) with its former accountants, MHM. About New Leaf Brands Scottsdale, Ariz.-based New Leaf Brands, Inc. develops, markets and distributes healthy and functional ready-to-drink teas under the New Leaf(R) brand. The Company's balance sheet at Sept. 30, 2010, showed $5.31 million in total assets, $8.34 million in total liabilities, and a stockholders' deficit of $3.03 million. According to the Troubled Company Reporter on April 8, 2010, Mayer Hoffman McCann P.C., in Phoenix, Ariz., following the Company's 2009 results, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, has a working capital deficiency, was not in compliance with certain financial covenants related to debt agreements, and has a significant amount of debt maturing in 2010. NEW MEXICO SYMPHONY: Files for Chapter 7 Bankruptcy Liquidation --------------------------------------------------------------- KOAT.com reports that the New Mexico Symphony Orchestra filed chapter 7 bankruptcy. Board vice chairman George Boerigter tells the Associated Press the symphony will cease to exist once the bankruptcy process is complete. The symphony, which began in 1932, has had financial difficulties for years. The NM Symphony discontinued health insurance for employees in September 2009. Recently, its musicians and staff worked for four months without pay. NEW STREAM: Opens Asset Sale to Competing Bids ---------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that New Stream Secured Capital Inc. agreed Monday in Delaware to entertain alternative bids for its portfolio of life settlement investments in addition to a McKinsey & Co. affiliate's $184 million offer. According to Law360, U.S. Bankruptcy Judge Mary F. Walrath signed off on $5.3 million in bid incentives for McKinsey at a hearing Monday, which the unsecured creditors committee and dissident investors agreed to in return for an open sale process. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three new stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. NEXSTAR BROADCASTING: Term Loan B Expanded to $149.5 Million ------------------------------------------------------------ Nexstar Broadcasting, Inc., an indirect wholly-owned subsidiary of Nexstar Broadcasting Group, Inc., on April 15, 2011, entered into an amendment to its senior secured credit facility. The amendment expands Nexstar Broadcasting's Term Loan B by $50 million to $149.5 million, allows the proceeds of the credit facility to be used to refinance its outstanding Senior Notes and those held by Nexstar Finance Holdings, Inc., a wholly-owned subsidiary of Nexstar, and retains its incremental term loan capacity of $100 million. The amendment also provides for payment of normal and customary fees and expenses. The net proceeds of the additional Term Loan B funding will be used to redeem the remaining $33.2 million of Nexstar Holdings' 11.375% Senior Discount Notes due 2013, for future repurchases of outstanding notes and for general corporate purposes. The funding of the additional $50 million Term Loan B will close concurrently with the redemption of Nexstar Broadcasting's 11.375% Senior Discount Notes due 2013 on May 15, 2011. On April 15, 2011, Nexstar Holdings notified its bond holders of its election to redeem, on May 15, 2011, the remaining $33.2 million balance of its 11.375% Senior Discount Notes due 2013 at the redemption price of 100.0% of the outstanding amount thereof together with accrued and unpaid interest on the notes to the redemption date. About Nexstar Broadcasting Group Irving, Texas-based Nexstar Broadcasting Group Inc. currently owns, operates, programs or provides sales and other services to 62 television stations in 34 markets in the states of Illinois, Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania, Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and Florida. Nexstar's television station group includes affiliates of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches approximately 13 million viewers or approximately 11.5% of all U.S. television households. The Company reported a net loss of $1.81 million on $313.35 million of net revenue for the year ended Dec. 31, 2010, compared with a net loss of $12.61 million on $251.97 million of net revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $602.53 million in total assets, $777.70 million in total liabilities and $175.17 million in total stockholders' deficit. * * * As reported by the Troubled Company Reporter on Aug. 30, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Nexstar Broadcasting Group to 'B' from 'B-'. The rating outlook is stable. "The 'B' corporate credit rating reflects S&P's expectation that Nexstar's core ad revenue will continue growing modestly in 2010 and 2011," said Standard & Poor's credit analyst Deborah Kinzer. The EBITDA growth resulting from the rebound in core advertising, combined with political ad revenue from the 2010 midterm elections, should, in S&P's view, enable Nexstar to reduce its leverage significantly by the end of the year. NORTEL NETWORKS: Asks Court OK for Pillar Purchase & Sale Deal -------------------------------------------------------------- Nortel Networks Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to approve the Debtors' purchase and sale agreement dated as of April 15, 2011, for Richardson Campus. NNI, as the seller, entered into the purchase and sale agreement with Pillar Commercial, LLC, as the purchaser, for the sale of the premises at 2201 and 2221 Lakeside Boulevard, Richardson, Texas and certain related assets, free and clear of all encumbrances. Under the purchase and sale agreement, the Purchaser will pay to the Seller the balance of the Purchase Price of $43.10 million, less the deposit and subject to adjustments provided for in the Purchase and Sale Agreement. The Purchaser (i) has placed a good faith deposit of $ 2.5 million into an escrow account and (ii) within one business day after the execution of the Purchase and Sale Agreement will place a further deposit of $2.5 million into account, for a total good faith deposit of $5 million. At the closing, the Seller will license certain space at the Property back from the Purchaser to fulfill the Seller's ongoing need for space at the Property. Under the Nortel License and subject to the terms of such agreement, the Seller will license approximately 41,000 square feet of the Premises from the Closing until Dec. 31, 2011. Under the Nortel License, the Seller will pay to the Purchaser a set fee representing the parties' estimate of the Seller's portion of operating expenses for the duration of the license term; the Seller will not pay any "base rent" under the Nortel License. Under the Nortel License, the Seller has the ability to surrender licensed space to the Purchaser and to decrease the fee paid to the Purchaser under the agreement accordingly. The sale hearing will be held on May 10, 2011, at 9:30 a.m. (ET). The deadline for all objections to the relief requested in the Sale Motion is currently set as May 3, 2011, at 4:00 p.m. (ET) About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was once North America's largest communications equipment provider. It has sold most of the businesses while in bankruptcy. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009. Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. On May 28, 2009, at the request of the Administrators, the Commercial Court of Versailles, France ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in this Court for recognition of the English Proceedings as foreign main proceedings under chapter 15 of the Bankruptcy Code. Nortel Networks divested off key assets while in Chapter 11. In March 2009, the U.S. Bankruptcy Court entered an order approving the sale of the Layer 4-7 assets to Radware Ltd. as the successful bidder at auction. In July 2009, Nortel sold its CDMA and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ). In September 2009, the Court Nortel sold its Enterprise Solutions business to Avaya Inc. In October 2009, the Court approved the sale of assets associated with Nortel's Next Generation Packet Core network components to Hitachi, Ltd. On Dec. 2, 2009, the Court approved the sale of assets associated with Nortel's GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and Kapsch Carriercom AG. In December 2009, the Debtors sold their Metro Ethernet Networks business to Ciena Corporation. In March 2010, Nortel sold its Carrier Voice Over IP and Application Solutions business to GENBAND Inc. In September 2010, Nortel sold its Multi-Service Switch business to Ericsson. Nortel Networks filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. NORTEL NETWORKS: Asks Court to OK Stipulation With tw telecom ------------------------------------------------------------- Nortel Networks Inc. and certain of its debtor affiliates ask the U.S. Bankruptcy Court for the District of Delaware to approve the stipulation regarding the setoff of prepetition amounts owed by and between NNI and tw telecom inc., and to grant limited relief from the automatic stay to effectuate the setoff. NNI, tw telecom and tw telecom's parent company, tw telecom holdings inc., are parties to certain supplier and customer contracts and agreements pursuant to which prepetition amounts are due to and from NNI and tw telecom. tw telecom continues to be an important internet and circuit supplier to the Debtors. On Feb. 18, 2009, tw telecom filed a proof of claim against NNI in the amount of $110,490.98 (Claim Number 432) for the prepetition amounts owed by NNI to tw telecom. NNI and tw telecom have since engaged in the review of their books and records, and have exchanged information in order to reconcile the various prepetition accounts receivable owed by and to NNI and tw telecom for the period prior to the Petition Date. NNI has concluded that grounds exist to permit a setoff of mutual prepetition obligations and that the standards for setoff have been met. The Parties have reconciled (i) the prepetition amounts owed by NNI to tw telecom under NNI's accounts with tw telecom listed on Exhibit 1 to the Stipulation, and (ii) the invoices including prepetition amounts owed by tw telecom to NNI, and have agreed that tw telecom may set off $110,490.98 of $218,095.42 owed prepetition to NNI by tw telecom under the Agreements, against $110,490.98 owed prepetition to tw telecom by NNI under the Agreements. As part of the Stipulation, tw telecom will remit the remaining $107,604.44 owed prepetition to NNI within three calendar days after the date that the order authorizing and approving the Stipulation by this Court becomes final and unappealable. The Parties have agreed that, upon the Effective Date, the Proof of Claim will be resolved and deemed withdrawn with prejudice. About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was once North America's largest communications equipment provider. It has sold most of the businesses while in bankruptcy. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009. Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. On May 28, 2009, at the request of the Administrators, the Commercial Court of Versailles, France ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in this Court for recognition of the English Proceedings as foreign main proceedings under chapter 15 of the Bankruptcy Code. Nortel Networks divested off key assets while in Chapter 11. In March 2009, the U.S. Bankruptcy Court entered an order approving the sale of the Layer 4-7 assets to Radware Ltd. as the successful bidder at auction. In July 2009, Nortel sold its CDMA and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ). In September 2009, the Court Nortel sold its Enterprise Solutions business to Avaya Inc. In October 2009, the Court approved the sale of assets associated with Nortel's Next Generation Packet Core network components to Hitachi, Ltd. On Dec. 2, 2009, the Court approved the sale of assets associated with Nortel's GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and Kapsch Carriercom AG. In December 2009, the Debtors sold their Metro Ethernet Networks business to Ciena Corporation. In March 2010, Nortel sold its Carrier Voice Over IP and Application Solutions business to GENBAND Inc. In September 2010, Nortel sold its Multi-Service Switch business to Ericsson. Nortel Networks filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. NORTEL NETWORKS: IPs Sent to Microsoft Subject to ARIN Deal ----------------------------------------------------------- The American Registry for Internet Numbers (ARIN) disclosed that Microsoft has received approval of the U.S. Bankruptcy Court in Delaware that certain Internet Protocol (IP) number resources being transferred to Microsoft from the Nortel bankruptcy will be placed under a registration services agreement between ARIN and Microsoft. ARIN President and CEO John Curran stated that the registration services agreement provides that the transferred Internet number resources will be managed according to the community-developed Internet address policies in the region. Microsoft has a long- standing positive and cooperative relationship with ARIN, and ARIN is pleased to be able to work with Microsoft productively in this matter. With the depletion of unissued IPv4 addresses looming globally, the ARIN community has developed a transfer policy designed to permit those with unneeded address space to transfer their right to use them to other organizations that can demonstrate the need for the resources. The specified transfer policy allows market incentives to drive better utilization of IPv4 address resources. About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was once North America's largest communications equipment provider. It has sold most of the businesses while in bankruptcy. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009. Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. On May 28, 2009, at the request of the Administrators, the Commercial Court of Versailles, France ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in this Court for recognition of the English Proceedings as foreign main proceedings under chapter 15 of the Bankruptcy Code. Nortel Networks divested off key assets while in Chapter 11. In March 2009, the U.S. Bankruptcy Court entered an order approving the sale of the Layer 4-7 assets to Radware Ltd. as the successful bidder at auction. In July 2009, Nortel sold its CDMA and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ). In September 2009, the Court Nortel sold its Enterprise Solutions business to Avaya Inc. In October 2009, the Court approved the sale of assets associated with Nortel's Next Generation Packet Core network components to Hitachi, Ltd. On Dec. 2, 2009, the Court approved the sale of assets associated with Nortel's GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and Kapsch Carriercom AG. In December 2009, the Debtors sold their Metro Ethernet Networks business to Ciena Corporation. In March 2010, Nortel sold its Carrier Voice Over IP and Application Solutions business to GENBAND Inc. In September 2010, Nortel sold its Multi-Service Switch business to Ericsson. Nortel Networks filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. OPTI CANADA: To Conduct Conference Call Today on Q1 Results ----------------------------------------------------------- OPTI Canada Inc. will conduct a conference call at 6:30 a.m. Mountain Time (8:30 a.m. Eastern Time) on Wednesday, April 27, 2011 to review the Company's first quarter 2011 financial and operating results. Chris Slubicki, president and chief executive officer, and Travis Beatty, vice president, Finance and chief financial officer, will host the call. To participate in the conference call, dial: (888) 231 - 8191 (North American Toll-Free) (647) 427 - 7450 (Alternate) Please reference the OPTI Canada conference call with Chris Slubicki when speaking with the Operator. A replay of the call will be available until May 11, 2011, inclusive. To access the replay, call (416) 849-0833 or (800) 642-1687 and enter passcode 56019994. This call will also be webcast, and can be accessed on OPTI Canada's Web site (www.opticanada.com) under "Presentations and Webcasts" in the "For Investors" section. The webcast will be available for a period of 30 days and may alternatively be accessed at http://is.gd/u8YPaI Annual Shareholder Meeting The OPTI Canada Annual General Meeting of Shareholders (AGM) will be held on Wednesday, April 27, 2011 at 9:00 a.m. Mountain Time. The event will take place at the Metropolitan Conference Centre at 333 Fourth Avenue S.W. in Calgary, Alberta. The Company will provide a corporate update immediately after the formal proceedings of the AGM. The webcast can be accessed on OPTI Canada's Web site (www.opticanada.com) under "Presentations and Webcasts" in the "For Investors" section. The webcast will be available for a period of 90 days and may alternatively be accessed at http://is.gd/5gAFtg About OPTI Canada OPTI Canada Inc. is a Calgary, Alberta-based company focused on developing major oil sands projects in Canada using its proprietary OrCrude(TM) process. OPTI's common shares trade on the Toronto Stock Exchange under the symbol OPC. The Company reported a net loss and comprehensive loss of C$273.82 million on C$249.80 million of revenue for the year ended December 31, 2010, compared with a net loss and comprehensive loss of C$306.16 million on C$143.84 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed C$3.79 billion in total assets, C$2.75 billion in total liabilities, and C$1.04 billion in shareholders' equity. * * * OPTI Canada carries a 'CCC+' long-term corporate credit rating from Standard & Poor's Ratings Services. It has a 'Caa2' corporate family rating from Moody's Investors Service. "S&P base its decision to lower the ratings on the increasing financing burden associated with OPTI's debt and the widening gap between potential cash flow generation, and financing and spending obligations," said Standard & Poor's credit analyst Michelle Dathorne in August 2010, to explain S&P's downgrade of the corporate rating to 'CCC+' from 'B-'. "Our estimates of the operating cash flows necessary for the company to fund all required financing obligations and capital spending internally provide no allowances for production shortfalls or commodity-price weakness from now until 2012. This lack of financial flexibility is characteristic of a credit profile in the 'CCC' category," Ms. Dathorne added. In the Dec. 17, 2010 edition of the TCR, Standard & Poor's said it lowered its long-term corporate credit rating on OPTI Canada Inc. to 'CCC-' from 'CCC+'. The outlook is negative. At the same time, Standard & Poor's lowered its senior secured debt rating on OPTI's secured revolving credit facility and first lien debt to 'CCC+' from 'B', and its senior secured debt rating on the second- lien obligations to 'CCC' from 'B-'. The '1' recovery rating on the company's secured revolving credit facility and first-lien debt and the '2' recovery rating on the second-lien debt are unchanged. The ratings on OPTI reflect Standard & Poor's view of the company's high leverage, forecast weak cash flow profile, and the opportunity costs associated with ongoing production shortfalls because operating efficiency continues to deviate from S&P's expectations. S&P believes that somewhat offsetting these weaknesses are the long-term growth prospects inherent in the Long Lake in-situ project's and OPTI's other oil sadns leases' large resource base; and the potential to achieve a competitive cost profile (which includes total operating and sustaining capital spending) when the project can hit and sustain production levels at design capacity. PEBWORTH PROPERTIES: Sells Jupiter Shop for 49% Off Mortgage ------------------------------------------------------------ Brian Bandell at the South Florida Business Journal reports that the Promenade Shoppes at Pine Gardens in Jupiter, South Florida, was sold for 49% less than its mortgage. According to the report, Wells Fargo Bank, representing a commercial mortgage-backed security fund, held a foreclosure judgment against Pebworth Properties based on a $6.5 million mortgage. The Company filed Chapter 11 to block the foreclosure auction. On April 13, 2011, Pebworth sold the 28,289-square-foot retail center, at 240 W. Indiantown Road, for $3.3 million to Promenade Properties of Jupiter. The buyer, which is managed by Richard J. Witham, took out a $2 million mortgage with Seacoast National Bank, according to the South Florida Business Journal. Pebworth Properties, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 10-15951) in West Palm Beach, Florida, on March 10, 2010. Craig I. Kelley, Esq. -- cik@kelleylawoffice.com -- represents the Debtor. The Debtor estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. PEREGRINE I, LLC: Files for Chapter 11 Due to Unpaid Loans ---------------------------------------------------------- Peregrine I, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11230) on April 25, 2011, estimating assets and debts in excess of $100 million. Headquartered in the Cayman Islands, Peregrine I LLC is an offshore drilling company backed by a unit of General Electric Co. The Company said $190 million of a $259 million loan is unpaid. The list of 20 largest unsecured creditors said that WestLB AG, Banco Bilbao Vizcaya Argentaria, Dexia Credit Local, DVB Bank, GE VFS Financing Holding, Inc., HSH Nordbank AG, Santander Asset Finance PLC, and Sumitomo Mitsui Banking Corp., are owed money on account of the loan, although the percentage held by each lender is not available at this time. Class B members, EFS-M Inc., an entity for which it provided the address of GE Energy Financial Services in Stamford, Connecticut, and Oslo-based Pareto World Wide Offshore AS, signed a written consent to the bankruptcy reorganization. Bloomberg News recounts that GE Energy Financial Services said in December 2007 that it would invest US$54 million in Peregrine I, a deepwater drill ship that was drilling for oil in the Atlantic Ocean off the coast of Brazil. WestLB AG, a German bank, helped arrange the US$259 million loan for the venture and was listed as one of the creditors in the Chapter 11 filing. PEREGRINE I, LLC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Peregrine I, LLC Maples Corporate Services Limited P.O. Box 309 Ugland House, Grand Cayman KY1-1104 Cayman Islands Grand Cayman, CI KY1-1104 Bankruptcy Case No.: 11-11230 Chapter 11 Petition Date: April 25, 2011 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Russell C. Silberglied, Esq. RICHARDS, LAYTON & FINGER One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: silberglied@rlf.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by John W. Hanlon, authorized person. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ WestLB AG Bank Loan -- Banco Bilbao Vizcaya Argentaria Bank Loan -- Dexia Credit Local Bank Loan -- DVB Bank Bank Loan -- GE VFS Financing Holding, Inc. Bank Loan -- HSH Nordbank AG Bank Loan -- Santander Asset Finance PLC Bank Loan -- Sumitomo Mitsui Banking Bank Loan -- Corporation ETESCO Drilling Company BV Contract $3,976,516 A Dutch Limite Liability Company Fred Roekestraat 123, 1076 EE Amsterdam the Netherlands Napro Services Trade $816,125 Estaleiros do Brasol Marine Propeller & Seals Division Carlos A. Duraes PurEnergy Contract $236,367 1732 West Genesee Street Syracuse, NY 13204 KPMG Professional $200,000 Maua Trade $113,006 General Electric Trade $58,876 Converteam Trade $19,100 Pedro Calmon Filho Advogados Professional $16,026 Firley, Moran, Freer, Eassa Professional $14,500 Noble Denton Trade $7,357 Pinhiero Neto Professional $6,284 DNV Professional $3,000 PHILADELPHIA ORCHESTRA: PETA Offers Money In Exchange for Ads ------------------------------------------------------------- The Salt Lake Tribune reports that PETA sent a letter to Allison Vulgamore, president and CEO of Philadelphia Orchestra, with an offer that could help the orchestra: Display PETA's pro-vegan ad on the backs of musicians' music stands, and PETA will donate money to help save the orchestra. The ad, which features a photo of a cute pig and reads, "A Vegan Diet Is Music to Animals' Ears. Go Vegan," aims to encourage symphony attendees to think about who's on their plates. 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. PHILADELPHIA ORCHESTRA: Has Interim OK to Pay Critical Vendors -------------------------------------------------------------- The Philadelphia Orchestra Association, et al., sought and obtained interim authorization from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to enter into agreements, if necessary, with certain critical vendors and to pay up to $402,000 in prepetition obligations. The Critical Vendors include: (i) independent musicians -- as of the Petition Date, (a) Peter Nero musicians are owed $20,000, (b) stage managers are owed $6,800, (c) guest performers are owed $142,000, and (d) educational collaborators are owed $7,00; (ii) consultants -- as of the Petition Date, (a) marketing consultants are owed $73,100, (b) telemarketing and telefunding consultants are owed $70,000, and (c) IT consultants are owed $22,000; (ii) IT vendors, who are owed approximately $16,500 as of the Petition Date; (iii) music and performance suppliers, who are owed approximately $37,000 as of the Petition Date; and (iv) imminent vendors who provide transportation and other logistical services , who are owed amounts totaled $7,000 as of the Petition Date. The Debtors said that they are in an industry that is people- driven and populated by individuals with highly-specialized skills. "Many of these skills and the services derived therefrom cannot easily be replicated. As such, the goods and services provided by the Critical Vendors are crucial to the Debtors' continuation of their organizations and would be difficult and expensive to replace. Payment of the claims of the Critical Vendors is vital to the Debtors' reorganization efforts because (a) the goods and services provided by the Critical Vendors are often the only source from which the Debtors can procure goods or services, (b) the Critical Vendors are intimately familiar with the Debtors' operations, (c) failure to pay the Critical Vendor Claims would, in the business judgment of the Debtors, result in the Critical Vendors refusing to provide goods and/or services to the Debtors, and (d) the Critical Vendors generally provide goods and services to the Debtors on advantageous terms," the Debtors stated. About The 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. PHILADELPHIA ORCHESTRA: Taps Curley Hessinger as Special Counsel ---------------------------------------------------------------- The Philadelphia Orchestra Association, et al., ask for authorization from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Curley, Hessinger & Johnsrud LLP as special counsel. CH&J will: a. provide advice and counsel with respect to the Debtors' labor negotiations with the American Federation of Musicians - Local 77; and b. represent the Debtors in this Court or other proceedings relating to labor negotiations with AFM, including NLRB proceedings, arbitrations, or other court proceedings CH&J will charge hourly rates to the Debtors that are consistent with customary hourly rates charged by legal professionals. CH&J's hourly rates currently are: Michael A. Curley $550 Gregory J. Hessinger $475 Other partners & Of Counsel $300-$475 Associates $150-$400 Paralegals $90-$125 Michael A. Curley, Esq., managing partner at CH&J, assures the Court that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. About The 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. PHILADELPHIA ORCHESTRA: Organizational Meeting Set for May 3 ------------------------------------------------------------ Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on May 3, 2011, at 11:00 a.m. in the bankruptcy case of The Philadelphia Orchestra Association, Academy of Music of Philadelphia, Inc., and Encore Series, Inc. The meeting will be held at the Office of the United States Trustee, 833 Chestnut Street, Suite 501, Philadelphia. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About The 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. PIONEER VILLAGE: Creditors Approve Amended Chapter 11 Plan ---------------------------------------------------------- Greg Stiles at the Mail Tribune reports that creditors have agreed to a reorganization plan that would give Pioneer Village retirement center's ownership group a new lease on life. According to the report, Jeff Chamberlain, the managing partner of Pioneer Village Investments LLC, confirmed that debtor partners and creditors, including PremierWest Bank, have signed off on an amended plan. A May 25 hearing has been set before U.S. Bankruptcy Court Judge Frank H. Alley III in Eugene. If approved, Pioneer Village would emerge from Chapter 11 protection in a little more than a year from its May 2010 filing, according to the Mail Tribune. The Mail Tribune, citing papers filed with the court, related PremierWest previously filed its own plan and threatened other legal actions. However, the sides reached an accord during a settlement conference with U.S. Bankruptcy Court Judge Trish Brown. Medford-based PremierWest and Central Valley Community Bank of Fresno are owed equal shares of the approximately $12 million debt. The report says the banks agreed that if they received a $11.35 million principal payment during 2011, Pioneer Village Investments' debt would be considered paid, according to court documents. If the Pioneer Village group pays $12 million, plus interest, from 2011 and 2012 by the end of 2012, the deal would be done as well. If Pioneer Village Investments has not paid the banks by the end of 2012, it "may either choose to convey the property to PremierWest or refer the property for sale." The bank also would receive the management fees that otherwise would have been paid to Farmington. About Pioneer Village Investments Portland, Oregon-based Pioneer Village Investments, LLC, operates a continuing care retirement facility in the city of Jacksonville, Oregon, providing for "independent living' facilities for elderly residents, assisted living for residents who are less able to care for themselves, and other facilities designed to accommodate the needs of elderly residents. Pioneer Village Investments, LLC, c/o Farmington Centers, Inc., filed for Chapter 11 protection (Bankr. D. Ore. Case No. 10-62852) on May 13, 2010. Douglas P. Cushing, Esq., at Jordan Schrader Ramis PC, in Lake Oswego, Oregon, assists the Debtor in its restructuring effort. In its petition, the Debtor estimated assets and debts of $10 million to $50 million. PLASTINUM POLYMER: Posts $3.5 Million Net Loss in Sept. 30 Quarter ------------------------------------------------------------------ Plastinum Polymer Technologies Corp. filed its quarterly report on Form 10-Q, reporting a net loss of $3.48 million on $240,679 of sales for the three months ended Sept. 30, 2010, compared with a net loss of $2.23 million on $210,145 of sales for the same period of 2009. The Company's balance sheet at Sept. 30, 2010, showed $10.06 million in total assets, $22.34 million in total liabilities, $2.29 million in redeemable preferred stock, Series B, and a stockholders' deficit of $14.57 million. RBSM LLP, in New York, expressed substantial doubt about Plastinum Polymer's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2009. The independent auditors noted that the Company has a generated negative cash outflows from operating activities, experienced recurring net operating losses, and is dependent on securing additional equity and debt financing to support its business efforts. A complete text of the Form 10-Q, is available for free at: http://is.gd/JXnyek Los Angeles, Calif.-basedPlastinum Polymer Technologies Corp. owns and develops a patented and proprietary plastic blending technology whereby various kinds of immiscible plastics can be mixed mechanically into a new polymer compound. The technology is being marketed worldwide. PLATINUM ENERGY: Tim Culp Discloses 7.97% Equity Stake ------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Tim G. Culp disclosed that he beneficially owns 1,801,581 shares of common stock of Platinum Energy Resources, Inc., representing 7.97% of the shares outstanding. The percentage used is calculated based upon 22,606,476 shares of the common stock, par value $0.0001 per share, of Platinum Energy Resources issued and outstanding as of April 13, 2011 as reported in such corporation's Form 10-K for the fiscal year ended Dec. 31, 2010, which was filed with the Commission on April 15, 2011. A full-text copy of the filing is available for free at: http://is.gd/hae1Gr About Platinum Energy Houston, Tex.-based Platinum Energy Resources, Inc. -- http://www.platenergy.com/-- is an independent oil and gas exploration and production company. The Company has approximately 37,000 acres under lease in relatively long-lived fields with well-established production histories. The properties properties are concentrated primarily in the Gulf Coast region in Texas, the Permian Basin in Texas and New Mexico, and the Fort Worth Basin in Texas. The Company reported reported a net loss of $5.13 million on $20.40 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $32.02 million on $17.30 million of oil and gas sales during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $53.09 million in total assets, $23.73 million in total liabilities, not subject to compromise, $5.10 million in liabilities subject to compromise, related to assets held for sale-discontinued operations, and $24.26 million in total stockholders' equity. GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended Dec. 31, 2009. The independent auditors noted that the Company has experienced significant losses since inception and is currently in default of its debt agreements. The Company has incurred significant losses, resulting in cumulative losses of $113,747,702 through Sept. 30, 2010. At Sept. 30, 2010, the Senior Credit Facility balance was approximately $5.15 million. The Company's current cash on hand of $2,395,820 is not adequate to satisfy the debt. Also, the Company has negative working capital of $8,168,992. Currently the Company is looking at various ways of correcting these issues, including exploring joint venture opportunities as well as a thorough analysis of our specific assets for potential divestiture. Further the Company has assets and liabilities that could be affected by unfavorable outcomes of litigation in progress. PLATINUM ENERGY: Syd Ghermezian Discloses 56.9% Equity Stake ------------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Syd Ghermezian and Pacific International Group Holdings LLC disclosed that they beneficially own 12,861,505 shares of common stock of Platinum Energy Resources, Inc., representing 56.9% of the shares outstanding. The percentage used is calculated based upon 22,606,476 shares of the common stock, par value $0.0001 per share, of Platinum Energy Resources issued and outstanding as of April 13, 2011 as reported in such corporation's Form 10-K for the fiscal year ended Dec. 31, 2010, which was filed with the Commission on April 15, 2011. A full-text copy of the filing is available for free at: http://is.gd/Mr61Cy About Platinum Energy Houston, Tex.-based Platinum Energy Resources, Inc. -- http://www.platenergy.com/-- is an independent oil and gas exploration and production company. The Company has approximately 37,000 acres under lease in relatively long-lived fields with well-established production histories. The properties properties are concentrated primarily in the Gulf Coast region in Texas, the Permian Basin in Texas and New Mexico, and the Fort Worth Basin in Texas. The Company reported reported a net loss of $5.13 million on $20.40 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $32.02 million on $17.30 million of oil and gas sales during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $53.09 million in total assets, $23.73 million in total liabilities, not subject to compromise, $5.10 million in liabilities subject to compromise, related to assets held for sale-discontinued operations, and $24.26 million in total stockholders' equity. GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended Dec. 31, 2009. The independent auditors noted that the Company has experienced significant losses since inception and is currently in default of its debt agreements. The Company has incurred significant losses, resulting in cumulative losses of $113,747,702 through Sept. 30, 2010. At Sept. 30, 2010, the Senior Credit Facility balance was approximately $5.15 million. The Company's current cash on hand of $2,395,820 is not adequate to satisfy the debt. Also, the Company has negative working capital of $8,168,992. Currently the Company is looking at various ways of correcting these issues, including exploring joint venture opportunities as well as a thorough analysis of our specific assets for potential divestiture. Further the Company has assets and liabilities that could be affected by unfavorable outcomes of litigation in progress. PLATINUM PROPERTIES: Files for Chapter 11 to Sue Bank ----------------------------------------------------- Indianapolis-based Platinum Properties, LLC, filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 11-05140) in its hometown on April 25, 2011, estimating assets of up to $50 million and liabilities of $100 million to $500 million. At the same time, Platinum Properties commenced an adversary proceeding against PNC Bank, N.A., to avoid and recover preferential transfers to the bank and disallow the bank's claims. Platinum is a residential real estate developer, manufacturing and selling residential real estate lots. Platinum currently owns and is developing and marketing five projects: Abney Glen, Bellewood, Countryside, Maple Knoll (excluding sections 4A and 4B), and Mount Vernon Trails. In addition, Platinum has an ownership interest in several special purpose entities that in turn own, operate and manage individual projects. One of these SPEs is Reserve at Steeplechase, LLC. Affiliate PPV, LLC, also filed for Chapter 11 (Case No. 11-05141). PPV is essentially a joint venture between Platinum and a non- debtor entity, Pittman Partners, Inc., each of whom hold an equity interest in PPV. PPV owned four projects directly, and owns 100% of the membership interest of Sweet Charity Estates, LLC, which developed a project known as "Westmont." Only one of PPV's four projects, Long Ridge Estates, is currently active, as the other three projects are now sold out. Platinum has a 65% interest in the proceeds of lot sales out of Long Ridge Estates, after all of Platinum's equity investment in that project has been returned. Road to Chapter 11 Jay Jaffe, Esq., at Baker & Daniels LLP, in Indianapolis, says in a court filing, "The Debtors are victims of the well publicized collapse of the residential housing market that began in early 2006. Although the Debtors increased their market share of lots sold from 2006 to 2010, total lots sold by the Debtors plummeted. This deterioration of top line revenue has severely challenged the Debtors' ability to sustain their operations." PNC was the lender on three projects with loans that matured in late 2009 as follows: Heather Knoll (owned by PPV), Westmont (owned by Sweet Charity Estates, LLC, which in turn is 100% owned by PPV), and Reserve at Steeplechase (owned by Reserve at Steeplechase, LLC, which in turn is 100% owned by Platinum). PNC filed foreclosure suits in Hamilton County on each of the three projects alleging that each of the defendant SPEs and the defendant guarantors (including Platinum and/or PPV) owed an antecedent debt to PNC. PPV sold out all of the lots at Heather Knoll and paid off PNC in full with respect to that debt before the PNC foreclosure action for that project went to judgment. On Jan. 25, 2011, the Hamilton County court signed judgments in favor of PNC against the Westmont project in the amount of $10,202,615, and against the Reserve at Steeplechase project in the amount of $5,963,632. The judgment against the Westmont project was against the SPE owner of the project (Sweet Charity Estates, LLC) and against, among others, PPV and Platinum as guarantors. The judgment against the Reserve at Steeplechase Project was against the SPE owner of the project (Reserve at Steeplechase, LLC) and against, among others, Platinum as guarantor. Liens and Payments Pursuant to Ind. Code Sec. 34-55-9-2, the PNC Judgments constitute a lien against property owned by the Debtors in "the county where the judgment has been duly entered and indexed in the judgment docket." The PNC Judgments have been entered and indexed in the judgment docket in Hamilton County and therefore constitute liens against Debtors' property in Hamilton County. Since PNC obtained the PNC Judgments, the Debtors have been required to obtain partial judgment releases from PNC in order to sell lots in the projects owned by the Debtors. According to Mr. Jaffe, PNC has used its position as judgment lien holder to delay closings, and in one circumstance, in connection with the refinancing of the Sonoma 5 section of the Maple Knoll project, extracted a payment of $34,000 from the closing as a condition to delivering a partial release of judgment. Noting among other things that the lien transfers and the payments to PNC were made at a time when they were insolvent, the Debtors ask the Bankruptcy Court to enter an order granting: (a) judgment avoiding the Lien Transfers pursuant to Section 547(b) of the Bankruptcy Code; (b) judgment avoiding the Payment Transfer pursuant to Section 547(b) of the Bankruptcy Code; (c) judgment against PNC recovering the sum of $34,000, together with interest thereon from the date of the payment, pursuant to Section 550 of the Bankruptcy Code; (d) the disallowance of any claim of PNC against Platinum's estate pursuant to Section 502 of the Bankruptcy Code; and (e) all other just and proper relief. PLATINUM PROPERTIES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Platinum Properties, LLC 9757 Westpoint Drive, Suite 600 Indianapolis, IN 46256 Bankruptcy Case No.: 11-05140 Affiliate that sought Chapter 11 protection: Debtor Case No. ------ -------- PPV, LLC 11-05141 Chapter 11 Petition Date: April 25, 2011 Court: U.S. Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Basil H. Lorch, III Debtor's Counsel: Jay Jaffe, Esq. Jennifer A. Pearcy, Esq. BAKER & DANIELS 600 E. 96th Street, Suite 600 Indianapolis, IN 46240 Tel: (317) 569-4687 Fax: (317) 569-4800 E-mail: jay.jaffe@bakerd.com jennifer.pearcy@bakerd.com - and - Shiv Ghuman O'Neill, Esq. Kayla D. Britton, Esq. BAKER & DANIELS 300 N. Meridian Street, Suite 2700 Indianapolis, IN 46204 Tel: (317) 237-0300 Fax: (317) 237-1000 E-mail: shiv.oneill@bakerd.com kayla.britton@bakerd.com Lead Debtor's Assets & Debts: Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Steven R. Edwards, chief financial officer. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Duke Construction Limited -- $31,884,934 Partnership 600 E. 96th Street, Suite 100 Indianapolis, IN 46240 Star Financial Bank -- $20,956,118 3610 River Crossing Parkway Indianapolis, IN 46240 Harris, N.A. -- $20,150,658 115 South LaSalle Street, 12 West Chicago, IL 60603 RBS Citizens, National Association -- $17,998,403 53 State Street MBS970 Boston, MA 02109 PNC Bank -- $16,404,630 101 W. Washington Street, Suite 400S Locator I1-Y013-04-2 Indianapolis, IN 46255 Christel DeHaan Investment Limited -- $11,891,279 Partnership 10 W. Market Street, Suite 1900 Indianapolis, IN 46204 Paul Shoopman and Shelley Shoopman -- $7,712,819 6500 Technology Center Drive, Suite 100 Indianapolis, IN 46278 Indiana Bank & Trust -- $6,228,737 201 S. Capitol Avenue, Suite 700 Indianapolis, IN 46225 Bank of America, N.A. -- $5,826,713 135 South LaSalle Street, Suite 825 Chicago, IL 60603 Bond Safeguard Insurance Company -- $4,933,847 c/o HUB International Scheers 601 Oakmont Lane, Suite 400 Westmont, IL 60559 Pulte Homes of Indiana, LLC -- $4,000,000 11590 N. MEridan Street, Suite 530 Carmel, IN 46032 Pail Shoopman Custom Homes, Inc. -- $2,139,416 6500 Technology Center Drive, Suite 100 Indianapolis, IN 46278 First Merchants Bank, N.A. -- $1,815,513 10333 N. Meridan, Suite 350 Indianapolis, IN 46290 EN Loan Group, LLC -- $1,574,089 10 W. Market Street, Suite 1900 Indianapolis, IN 46204 Paul Shoopman Home Building Group, -- $1,023,154 Inc. 6500 Technology Center Drive, Suite 100 Indianapolis, IN 46278 Northern Trust -- $1,002,222 50 South LaSalle Street Chicago, IL 60675 Palmer Properties, LLC -- $598,631 2929 S. Holt Road Indianapolis, IN 46241 KB Homes Indiana, Inc. -- $500,000 5740 Decatur Boulevard Indianapolis, IN 46241 James J. and Jane A. Nelson -- $428,597 4861 Keswick Way Naples, FL 34105 R.L. Wilfong II Charitable -- $372,034 Remainder Unitrust 17830 Casey Road Westfield, IN 46074 PLATINUM STUDIOS: Board Accepts Resignation of Orrin Halper ----------------------------------------------------------- The Board of Directors of Platinum Studios, Inc., accepted the resignation of Orrin Halper from his position as the Company's Chief/Principal Financial Officer. Mr. Halper's resignation was not the result of any disagreements with the Company. 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. The Company reported 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. As reported by the TCR on April 21, 2011, 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. PORTAGE OIL: Case Summary & 15 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Portage Oil Company, Inc. dba Crossroads Expert Auto Service 7060 S. Westnedge Portage, MI 49002 Bankruptcy Case No.: 11-04547 Chapter 11 Petition Date: April 22, 2011 Court: United States Bankruptcy Court Western District of Michigan (Grand Rapids) Judge: James D. Gregg Debtor's Counsel: Kerry D. Hettinger, Esq. HETTINGER & HETTINGER PC 200 Admiral Avenue Portage, MI 49002-3503 Tel: (269) 344-1100 E-mail: khett57@hotmail.com Scheduled Assets: $189,936 Scheduled Debts: $2,160,769 A list of the Company's 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/miwb11-04547.pdf The petition was signed by James Graham, president. RADIENT PHARMACEUTICALS: NYSE OKs Request for Continued Listing --------------------------------------------------------------- Radient Pharmaceuticals Corporation announced that a Listing Qualifications Panel of the NYSE Amex Committee on Securities has issued a favorable decision and granted RPC's request for continued listing on the NYSE Amex subject to the satisfaction of certain conditions. This decision followed RPC's hearing before the Panel on April 14, 2011. As a threshold matter, prior to the granting of the extension, RPC was required to satisfactorily address at the hearing the concerns raised by the Staff of NYSE Regulation, Inc., that RPC had overstated the scope of its collaboration agreement with Mayo Validation Support Services. Pursuant to the Panel's decision, on or before June 23, 2011, the Company is required to demonstrate compliance with all applicable requirements for continued listing and, in particular, must complete the following actions: file its Annual Report on Form 10-K with the Securities and Exchange Commission; hold its planned stockholders' meeting at which directors will be elected; and, complete its plans for raising additional equity capital, thereby demonstrating its compliance with the Exchange's stockholders' equity requirement of $6 million and the lack of any financial impairment. While RPC is working toward satisfying the conditions established by the Panel and demonstrating compliance with all applicable requirements for continued listing on the Exchange, there can be no assurance that it will be able to do so. About Radient Pharmaceuticals Headquartered in Tustin, Calif., Radient Pharmaceuticals Corporation -- http://www.Radient-Pharma.com/-- is engaged in the research, development, manufacturing, sale and marketing of its ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States, Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and other markets throughout the world. Radient said in October 2010 it incurred a trigger event on the 12% Convertible Notes issued in first and second quarter of 2010 due to its failure to have the related registration statement declared effective by June 1, 2010. The Company filed on Sept. 7, 2010, an Event of Default under those same notes occurred since it did not hold the related shareholder meeting by Aug. 31, 2010. As reported in the Troubled Company Reporter on April 19, 2010, KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred a significant operating loss and negative cash flows from operations in 2009 and had a working capital deficit of $4.2 million at Dec. 31, 2009. The Company's balance sheet at Sept. 30, 2010, showed $23.56 million in total assets, $34.22 million in total liabilities, and a stockholders' deficit of $10.66 million. REGEN BIOLOGICS: Organizational Meeting Set for April 28 -------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on April 28, 2011, at 10:00 a.m. in the bankruptcy case of ReGen Biologics Inc. and RBio Inc. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, Room 5209, Wilmington, Delaware. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. ReGen Biologics Inc., filed for Chapter 11 protection following a decision by the Food & Drug Administration in March 2011 to rescind approval of its meniscus implant. ReGen Biologics in Hackensack, New Jersey, sought Chapter 11 protection (Bankr. D. Del. Case No. 11-11083) on April 8, 2011. An affiliate, RBio, Inc., also sought protection from creditors (Case No. 11-11084). Attorneys at Pillsbury Winthrop Shaw Pittman LLP and Phillips, Goldman & Spence represent the Debtors. ReGen disclosed $1,496,261 in assets and $5,208,393 in liabilities as of the Chapter 11 filing. RITE AID: Expects to Issue 5.33 Million New Options --------------------------------------------------- Rite Aid Corporation filed with the U.S. Securities and Exchange Commission Amendment No. 2 to tender offer statement relating to the Company's offer to certain eligible associates to exchange their outstanding options to purchase shares of the Company's common stock for new options on the terms and conditions set forth in the Offer to Exchange Certain Outstanding Stock Options for New Stock Options, dated March 21, 2011. The Amendment No. 2 is filed to report the results of the Offer. The Offer expired at 11:59 p.m., Eastern Time, on April 21, 2011. The Company has accepted for cancellation and cancelled Eligible Options covering 13,984,814 shares, representing 78.5% of the total Eligible Options. Pursuant to the terms and conditions of the Offer, the Company expects to issue approximately 5,330,734 New Options in exchange for the Eligible Options surrendered in the Offer. About Rite Aid Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has more than 4,700 stores in 31 states and the District of Columbia and fiscal 2010 annual revenues of $25.7 billion. The Company reported a net loss of $555.42 million on $25.21 billion of revenue for the 52 weeks ended Feb. 26, 2011, compared with a net loss of $506.67 million on $25.67 billion of revenue for the 52 weeks ended Feb. 27, 2010. The Company's balance sheet at Feb. 26, 2011, showed $7.55 billion in total assets, $9.76 billion in total liabilities and $2.21 billion in total stockholders' deficit. Rite Aid carries 'Caa2' probability of default and corporate family ratings from Moody's Investors Service. It has a 'B-' corporate credit rating from Standard & Poor's Ratings Services. RIVER ROAD: Lenders Set June 16 Plan Approval Hearing ----------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that secured lenders Longview Ultra Construction Loan Investment Fund and co-lender U.S. Bank, National Association, scheduled a confirmation hearing on June 16 when the bankruptcy judge in Chicago last week approved the disclosure statement explaining their Chapter 11 plan to take over the InterContinental Chicago O'Hare hotel near Chicago's largest airport. As reported in the March 29, 2011 edition of the Troubled Company Reporter, the primary elements of the Plan are: * all distributions to Creditors will be made either (i) from the proceeds of those Creditors' own collateral or (ii) from Cash contributed by the Lenders to make distributions to those Creditors, plus a share of proceeds of those Avoidance Actions that are transferred to a Liquidating Trustee. * similar Classes of Creditors are treated the same regardless of whether they are creditors of Hotel Partners, Expansion Partners or Restaurant Pads. For example, all Class 5 General Unsecured Creditors whose Claims are Allowed will receive the same treatment, regardless of which Debtor their Claims are against. Under the Plan, among other things, holders of general unsecured class are estimated to aggregate between $6,155,910 and $7,238,617. The lenders will contribute $725,000 of their cash collateral to create an estimated recovery for Class 5 Creditors of approximately 10%. In addition, creditors will receive their pro rata share of any net proceeds of those avoidance actions that are brought by the liquidating trustee under the Plan. In addition, the lenders' deficiency claims will receive the following treatment: * The Lenders will waive any Distribution under the Plan from the Debtors on account of their Deficiency Claims. Thus, their recovery under the Plan for these claims will be zero. The Lenders may receive some return on their Deficiency Claims at a later date, however, if and when the Plan Transferee eventually sells the Hotel and the related real property and assets. * The Lenders will retain the right to vote their Deficiency Claims for the Plan. All equity interests and ownership interests in the Debtors will be extinguished under the Plan, and they will receive no distributions. A full-text copy of the red-lined version of the Third Amended Chapter 11 plan is available for free at http://ResearchArchives.com/t/s?7580 A full-text copy of the red-lined version of the Third Amended Disclosure Statement is available for free at http://ResearchArchives.com/t/s?757f About River Road Hotel Partners River Road Hotel Partners, LLC, developed and manage the InterContinental Hotel Chicago O'Hare located in Rosemont, Illinois. Affiliate RadLAX Gateway Hotel LLC owns the Radisson hotel at Los Angeles International Airport. Both are ultimately controlled owned by Harp Group. River Road and its affiliates filed Chapter 11 in Chicago (Bankr. N.D. Ill. Lead Case No. 09-30029) on Aug. 17, 2009. Based in Oak Brook, Illinois, River Road estimated assets of as much as $100 million and debt of as much as $500 million in its Chapter 11 petition. River Road disclosed $0 in assets and $14,400,000 in liabilities as of the Chapter 11 filing. Terrence O'Brien & Co. serves as the Debtors' appraiser, and Madigan & Getzendanner as serves as the Debtors' special counsel. RadLAX and its affiliates filed a separate chapter 11 petition (Bankr. N.D. Ill. Case No 09-30047), estimating assets at $50 million to $100 million. David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the River Road and RadLAX debtors. The two cases, however, are not jointly administered. The Official Committee of Unsecured Creditors is represented by Stephen T. Bobo and Ann E. Pille at Reed Smith LLP. ROBERT SETH WARD: Files for Bankruptcy With $43 Million in Debt --------------------------------------------------------------- Robert Seth Ward filed a Chapter 11 petition (Bankr. D. Colo. Case No. 11-18285) in Denver, on April 13, 2011. Chris Casey at The Greeley Tribune reports that Mr. Ward cited debts exceeding $43 million. Mr. Ward's debt primarily stems from his partnerships in multiple real estate limited liability companies, including in Greeley, Windsor, Berthoud and Loveland. He has filed Chapter 11, meaning he will attempt to reorganize the claims and pay them back. The Tribune notes that Mr. Ward has been involved with numerous area real estate projects, including development of the Greeley Tech Center, now called Highpoint Business Park, where a Pepsi distribution center is located and where Noble Energy Inc. plans a 300-worker field office to open in 2012. The Tribune, citing papers filed with the Court, says the list of the Debtor's 20 largest unsecured claims includes debts at several area banks: $11.1 million, Wells Fargo, Greeley branch; $10.1 million, Advantage Bank, Greeley branch; $7.5 million, First Interstate Bank, Cheyenne; $6.2 million, Bank of Choice, Denver; $3.2 million Colorado Community Bank, Denver; and $3 million, Verus Bank, Fort Collins. The Debtor is represented by: Lee M. Kutner 303 E. 17th Ave., Suite 500 Denver, CO 80203 Tel: (303) 832-2400 E-mail: lmk@kutnerlaw.com SAFE HARBOR BANK: Seeks U.S. Recognition of Caribbean Liquidation ----------------------------------------------------------------- Safe Harbor Bank, Ltd., is seeking recognition from the United States of its liquidation proceedings in its hometown in Kingstown, St. Vincent and the Grenadines. Graham Crabtree, as foreign representative, signed the petition for protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 11-13629), which was filed in Boston on April 21, 2011. Mr. Crabtree wants the U.S. Bankruptcy Court to enter an order recognizing Safe Harbor's St. Vincent and the Grenadines ("SVG") liquidation proceeding, pending as Claim No. 9 of 2011 before the Eastern Caribbean Supreme Court, High Court of Justice, as a foreign main proceeding pursuant to Chapter 15 of the Bankruptcy Code. Safe Harbor is a private bank incorporated on May 25, 2000, under the International Business Companies Act 1996, and, prior to its license being revoked, was licensed under the International Banks Act 1996 of St. Vincent and the Grenadines. The Debtor estimated assets and debts of US$1 million to US$10 million in its Chapter 15 petition. Mr. Crabtree said in an affidavit that Safe Harbor's financial difficulties stem from a capital shortfall due to investment losses on its marketable securities, the nonpayment of loans it provided to certain parties related to its former directors and shareholders, and the withdrawal of significant unsecured bank deposits during the course of 2010. The International Financial Services Authority of St. Vincent and the Grenadines undertook an onsite examination of Safe Harbor in January 2009 and it was discovered that the bank was experiencing a capital shortfall problem due primarily to investment losses on its marketable securities. On Oct. 20, 2010, the IFSA appointed Floyd A. Patterson, a practicing partner with the firm BDO Eastern Caribbean, as controller of Safe Harbor pursuant to Section 21(e) of the International Banks Act. The Controller then froze all customer transactions and all transactions in clearing were immediately suspended in an effort to safeguard Safe Harbor's assets. The Controller ultimately recommended to the IFSA that Safe Harbor should be placed into liquidation proceedings. Safe Harbor's assets as of the appointment of the Controller totaled US$2,904,170, while Safe Harbor's liabilities totaled US$3,419,980, resulting in a net deficiency, assuming all assets could be realized, of at least US$515,810. In accordance with the recommendation of the Controller and the IFSA, on Jan. 11, 2011, the Attorney General of St. Vincent and the Grenadines filed a petition for the winding up of Safe Harbor before the Eastern Caribbean Supreme Court, pursuant to the St. Vincent and the Grenadines Companies Act, Act No. 8 of 1994, the International Business Companies Act of 2007, and the International Banks Act of 2004. The Eastern Caribbean Supreme Court appointed Mr. Crabtree, as Provisional Liquidator of Safe Harbor, pursuant to an Order dated Jan. 15, 2011 and entered on Jan. 17, 2011. Pursuant to the Order, Mr. Crabtree as Petitioner was tasked, among other things, with safeguarding the assets of Safe Harbor and doing "all things considered necessary by him in connection with the collection and preservation of the assets". The liquidator has sent Spinal Technology Inc. a notice of default to demand payment of US$1,650,000 plus interest. STI was a Massachusetts corporation founded by James Tierney, who is a majority shareholder of Safe Harbor. Ariane St. Claire, the former spouse of Safe Harbor founder Thomas Mangione, was CFO of STI. The Debtor made loans totaling US$3,000,000 to STI in March 2008. STI agreed to make monthly payments in cash and receivables but as of October 2010, US$1,650,000 was outstanding and STI was six months in arrears on its payments. SAFE HARBOR BANK: Chapter 15 Case Summary ----------------------------------------- Chapter 15 Debtor: Safe Harbor Bank, Ltd. Nanton's Building P.O. Box 2630 Kingstown St. Vincent and the Grenadines Chapter 15 Case No.: 11-13629 Type of Business: Foreign Bank Chapter 15 Petition Date: April 21, 2011 Court: District of Massachusetts (Boston) Judge: William C. Hillman Foreign Representative: Graham Crabtree, liquidator appointed in Safe Harbor's St. Vincent and the Grenadines liquidation proceeding, pending as Claim No. 9 of 2011 before the Eastern Caribbean Supreme Court, High Court of Justice Foreign Representative's Counsel in Chapter 15 Case: John J. Monaghan, Esq. Diane N. Rallis, Esq. HOLLAND & KNIGHT 10 St. James Avenue Boston, MA 02116 Tel: (617) 523-2700 E-mail: bos-bankruptcy@hklaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,000 to $10,000,000 SBARRO INC: Asks for Approval to Hire Lawyers and Advisors ---------------------------------------------------------- BankruptcyData.com reports that Sbarro, Inc., filed with the U.S. Bankruptcy Court motions to hire * Epiq Bankruptcy Solutions (Contact: Jason D. Horwitz) as administrative agent at hourly rates ranging from $34 to $250; * PricewaterhouseCoopers (Contact: Perry Mandarino) as bankruptcy consultant, independent auditor, tax consultant and international tax advisor at these hourly rates: -- partner at $800, -- director at $550, -- manager at $450, -- senior associate at $350, -- associate at $250 and -- paraprofessional at $200; * Curtis, Mallet-Prevost, Colt & Mosle (Contact: Steven J. Reisman) as conflicts counsel at these hourly rates: -- partner at $730 to $830, -- counsel at $510 to $625, -- associate at $300 to $359, -- paraprofessional at $190 to $230, -- managing clerk at $450 and -- other support personnel at $55 to $325; and * Cadwalader, Wickersham & Taft (Contact: Dennis J. Block) as counsel to the restructuring committee at hourly rates of ranging from $35 to $995. 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. SEDONA DEVELOPMENT: Files Amended Plan of Reorganization -------------------------------------------------------- Sedona Development Partners, LLC and The Club at Seven Canyons, LLC, submitted to the U.S. Bankruptcy Court for the District of Arizona a Plan of Reorganization, amended as of April 6, 2011. According to the amended Plan, the Reorganized Debtor will continue to market and sell Villa Intervals on Parcel A through the designated broker, CMC Realty, Inc., on terms and conditions (including the payment of commissions) consistent with reasonable industry standards. The Reorganized Debtor will also continue exploring and implementing opportunities to develop Parcels B and C through existing management. Under the amended Plan, the Debtor proposes to treat claims and interests as follows: -- Allowed secured claims will be paid in full over a period of seven to 10 years. -- The Debtors intend to assume the Membership Plan and each Membership Agreement and do not intend to alter the Members' rights under the Membership Plan or Membership Agreement. -- Allowed General Unsecured Claims will share, pro-rata, in a distribution of the sum of $2,000,000 in cash paid by the Reorganized Debtor from the New Value contribution, on the 90th day following the Effective Date of the Plan. The New Interest Holders will arrange for the infusion of the Unsecured Distribution Amount into an account created by the Reorganized Debtor for the receipt of the funds. -- Allowed Unsecured Claims of Seven Canyons Lot Holdings will share, pro-rata, in a distribution of the sum of $100,000 in cash paid by the Reorganized Debtor from the New Value contribution, on the 90th day following the Effective Date of the Plan. -- Allowed Unsecured Claims of Cavan Related Entities Against Both SDP and the Club. In the event that the existing Interest Holder becomes the New Interest Holder which owns the equity interest in the Reorganized Debtor, the holders of the insider Allowed Unsecured Claims in this Class will waive any and all Allowed Unsecured Claims against the Debtors. However, if the current Interest Holder is not the New Interest Holder of the equity interests in the Reorganized Debtor, then the Allowed Unsecured Claims of insiders will not be waived and the Allowed Unsecured Claims in this Class will share, pro-rata, in a distribution of the sum of $100,000 in cash paid by the Reorganized Debtor from the New Value contribution, on the 90th day following the Effective Date of the Plan. The New Interest Holders will arrange for the infusion of the Insider Unsecured Distribution Amount into an account created by the Reorganized Debtor for the receipt of the funds. Upon their receipt of their respective pro rata portions of the Insider Unsecured Distribution Amount, all Allowed Unsecured Claims in this Class shall be deemed paid and discharged in full. A full-text copy of the Amended Plan is available for free at: http://bankrupt.com/misc/SEDONADEVELOPMENT_AmendedPlan.pdf The Debtors are represented by: John J. Hebert, Esq. Philip R. Rudd, esq. Wesley D. Ray, Esq. POLSINELLI SHUGHART PC CityScape Plaza One E. Washington, Suite 1200 Phoenix, AZ 85004 Tel: (602) 650-2000 Fax: (602) 264-7033 E-mail: PhoenixBankruptcyECF@polsinelli.com jhebert@polsinelli.com prudd@polsinelli.com wray@polsinelli.com About Sedona Development Partners Sedona Development Partners owns an 18-hole golf course and related properties, including luxury villas, a practice park, range house, tennis courts and related facilities in Sedona, Arizona, known generally as Seven Canyons. The Club at Seven Canyons, LLC, operates the golf course and related facilities for SDP. SDP is the manager and sole member of the Club. Sedona Development Partners filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-16711) on May 27, 2010. The Club At Seven Canyons filed a separate Chapter 11 petition (Bankr. D. Ariz. Case No. 10-16714). Polsinelli Shughart PC assists the Debtors in their restructuring efforts. Lender Specialty Trust is represented by Joseph E. Cotterman, Esq., and Nathan W. Blackburn, Esq., at Gallagher & Kennedy, P.A. Sedona disclosed $29,171,168 in assets and $121,679,994 in liabilities. SHALAN ENTERPRISES: Hearing on Perry Klein's Plan Moved to May 11 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has continued the confirmation hearing on Perry and Rita Klein's plan of reorganization for Shalan Enterprises, LLC, to May 11, 2011, at 09:30 a.m. As reported in the Troubled Company Reporter on Jan. 11, 2011, creditors Perry and Rita Klein filed a plan of reorganization and disclosure statement for Shalan Enterprises, LLC, with the Bankruptcy Court. The Plan calls for the appointment of a Plan Administrator. The Plan proposes a three-year liquidation process of the nonexempt property and requires Alan Rapoport, the manager of the Debtor, to devote all his disposable income to the plan for five years. The Allowed Secured Claims will be paid as their collateral is liquidated with excess proceeds being used to pay other Classes. If not sooner, the Allowed Unsecured Claims will start receiving disbursements three years from Confirmation Date. About Shalan Enterprises Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada limited liability company, was formed in 1999 for the purpose of owning, operating and leasing and/or selling properties. The Company filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 09-43263) on Nov. 25, 2009. The Company has assets of $12,540,000, and total debts of $7,426,313 as of the Chapter 11 filing. The Debtor's case is substantively consolidated with Alan Rapoport, the manager of the Debtor. Mr. Rapoport filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 09-43499) on Nov. 30, 2009. SHERATON HOTEL: Goes Into Receivership, Owner Owes $21-Mil. ----------------------------------------------------------- Allyson Bird at The Post and Courier reports that the Sheraton Charleston Airport Hotel, in Charleston, South Carolina, is under receivership and will be put up for sale. The report relates that attorneys agreed to the appointment of a third party to take possession of the hotel while a foreclosure lawsuit unfolds. The owner of the Sheraton North Charleston, APHM North Charleston LLC, paid $20 million for the property in 2006, according to the report. The Post and Courier discloses that an out-of-state firm called Hospitality Receiver LLC will fill the role of receiver. It will collect all income the 289-room property generates during the case. The company also will list and sell the hotel. The report notes that court documents filed on behalf of the U.S. National Bank Association state that the owner of the property, APHM North Charleston LLC, owes more than $21 million plus interest, which continues to accrue at more than $6,000 per day. County real estate records show that the company paid $20 million for the Goer Drive lodging in 2006, the report recalls. The report notes that a letter from the lender's attorney to APHM said the borrower has not made a mortgage payment since July 2010. The letter said that nonpayment constitutes a default under the terms of the loan and demanded that APHM pay the entire outstanding principal immediately, plus interest and charges, the report relates. The Post and Courier says that The mortgage document shows the hotel ownership group is closely affiliated with American Property Hospitality Management LLC, based in Southern California. Attorneys representing the U.S. National Bank Association and APHM North Charleston agreed in court Friday that employees at the Sheraton would receive more than $51,000 in compensation for earned and unused vacation time, the report adds. Sheraton Charleston Airport Hotel is one of the largest full- service hotels in the region. SHERIDAN GROUP: Completes $150 Million Notes Offering ----------------------------------------------------- The Sheridan Group, Inc., on April 15, 2011, completed its previously announced note offering of $150 million aggregate principal amount of 12.5% senior secured notes due 2014. The Notes were sold in a private placement pursuant to a purchase agreement, dated April 8, 2011, between the Company and Jefferies & Company, Inc., as the initial purchaser. The Notes were resold by the Initial Purchaser to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933 and to non- U.S. persons pursuant to Regulation S of the Securities Act. The Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. The Notes have been issued under an indenture, by and among the Company, the subsidiaries of the Company named on the signature pages thereto, as guarantors, and The Bank of New York Mellon Trust Company, N.A., as trustee. The Notes will mature on April 15, 2014 and will accrue interest at the rate of 12.5% per year. Interest on the Notes will be payable semi-annually on April 15 and Oct. 15 of each year, commencing on Oct. 15, 2011. The Company may redeem some or all of the Notes at any time prior to April 15, 2012 by paying a make-whole premium, plus accrued and unpaid interest to the redemption date. At any time prior to April 15, 2012, the Company may use the net proceeds of certain equity offerings to redeem up to 35% of the principal amount of the Notes at a redemption price equal to 112.5% of their principal amount, plus accrued and unpaid interest to the redemption date; provided that at least 65% of the aggregate principal amount of such Notes originally issued remain outstanding immediately following such redemption and such redemption occurs within 90 days of such equity offering. All of the Company's current and future domestic restricted subsidiaries and, except in certain circumstances, the Company's current and future foreign restricted subsidiaries will fully and unconditionally guarantee the Notes. The Notes are senior secured obligations of the Company and the Note Guarantors and will rank equally in right of payment with all of the Company and Note Guarantors' senior obligations and senior to all of the Company and Note Guarantors' subordinated obligations. The Notes and the guarantees are secured by a lien on substantially all of the current and future assets of the Company and the Note Guarantors, subject to permitted liens and other limitations. The security interest on assets other than real property, fixtures and equipment securing the notes and guarantees is contractually subordinated to the security interest thereon securing borrowings, other credit extensions and guarantees under the Company's working capital facility. The Notes are also secured by a contractually subordinated, limited recourse pledge of the Company's capital stock by TSG Holdings Corp., the Company's parent. The Indenture governing the Notes requires that the Company maintain certain minimum Consolidated EBITDA levels and prohibits the Company from making capital expenditures in amounts exceeding certain thresholds for the period beginning on April 15, 2011and ending on Dec. 31, 2011, and for each fiscal year thereafter. In addition, the Indenture contains covenants that limit the ability of the Company and the ability of its restricted subsidiaries to, among other things: pay dividends, redeem stock or make other distributions or restricted payments; incur indebtedness; make certain investments; create liens; agree to restrictions on the payment of dividends; consolidate or merge; sell or otherwise transfer or dispose of assets, including equity interests of its restricted subsidiaries; enter into transactions with its affiliates; designate its subsidiaries as unrestricted subsidiaries; make capital expenditures; use the proceeds of permitted sales of its assets; and change business lines. If an event of default, as specified in the Indenture governing the Notes, will occur and be continuing, either the trustee or the holders of a specified percentage of the Notes may accelerate the maturity of all the Notes. The covenants, events of default and acceleration rights described in this paragraph are subject to important exceptions and qualifications, which are described in the Indenture filed herewith. If certain specified property is sold on or prior to Dec. 31, 2011, the Company will be required to use the net proceeds of that sale to redeem notes at 100% of their principal amount, plus accrued and unpaid interest to the redemption date. In addition, if the Company sells certain assets or experiences an event of loss, the Company may be required to repurchase the Notes at a repurchase price equal to 100% of their principal amount, plus accrued and unpaid interest to the date of repurchase. Furthermore, if the Company experiences specific kinds of change of control, the holders of the Notes will have the right to require the Company to repurchase their Notes at a repurchase price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of repurchase. Subject to certain conditions, the Company is required to make an offer to purchase Notes with a percentage of its "excess" cash flow following the end of each of (i) the fiscal year ending on Dec. 31, 2011, (ii) the fiscal year ending on Dec. 31, 2012 and (iii) the three consecutive fiscal quarters ended Sept. 30, 2013 at a repurchase price equal to 100% of their principal amount, plus accrued and unpaid interest to the date of repurchase. Registration Rights Agreement Under a registration rights agreement with the Initial Purchaser and the Note Guarantors, the Company and the Note Guarantors have agreed to (i) file, no later than 90 days after the issue date of the Notes, a registration statement with the U.S. Securities and Exchange Commission with respect to a registered offer to exchange the Notes for new notes of the Company having terms substantially identical in all material respects to the Notes, (ii) use their reasonable best efforts to cause the Exchange Offer Registration Statement to become effective under the Securities Act within 240 days of the issue date of the Notes, (iii) use their reasonable best efforts to keep the Exchange Offer Registration Statement effective until consummation of the Exchange Offer and (iv) use their reasonable best efforts to commence and complete the Exchange Offer promptly, but no later than 30 days after the date on which the Exchange Offer Registration Statement has become effective, hold the Exchange Offer open for not less than 30 days and exchange Exchange Notes for all Notes that have been properly tendered and not withdrawn on or prior to the expiration of the Exchange Offer. In addition, the Company has agreed, in some circumstances, to file a "shelf registration statement" that would allow some or all of the Notes to be offered to the public. If the Company does not comply with its obligations under the registration rights agreement, it will be required to pay liquidated damages to holders of the Notes. Relationship with the Initial Purchaser The Initial Purchaser and its affiliates have from time to time engaged, and may in the future engage, in investment banking, commercial lending and other financial advisory services with the Company and its affiliates in the ordinary course of business. The Initial Purchaser and its affiliates, as applicable, have received customary compensation and reimbursement of expenses in connection with these transactions. The parent company of the Initial Purchaser is Jefferies Group, Inc. Jefferies Group, Inc., directly or indirectly, has a non-voting economic interest in funds managed by Jefferies Capital Partners and its affiliates, which funds own 42.3% of the equity in Holdings. Jefferies Group, Inc. also employs and provides office space for JCP's employees, for which JCP reimburses Jefferies Group, Inc., on an annual basis. Mr. Brian P. Friedman, who is a director of Jefferies Group, Inc., and Chairman of the Executive Committee of Jefferies & Company, Inc., is one of the managing members of JCP. Mr. James L. Luikart is one of the managing members of JCP and a director of the Company. Mr. Nicholas Daraviras is a Managing Director of JCP and a director of the Company. Use of Proceeds, Tender Offer and Redemption The Company used the proceeds from the Notes Offering, as well as funds drawn under its amended and restated working capital facility and cash on hand, to repurchase approximately $136,574,000 aggregate principal amount of its existing 10.25% Senior Secured Notes due 2011 that were validly tendered pursuant to the Company's previously announced tender offer and consent solicitation. Having received the requisite consent from the holders of the Old Notes in the Tender Offer, the Company, certain of its subsidiaries, The Bank of New York Mellon, as trustee and collateral agent, and Bank of America, N.A., executed a fourth supplemental indenture amending the indenture relating to the Old Notes. The Fourth Supplemental Indenture eliminated substantially all of the restrictive covenants, certain events of default and the security interest in the assets of the Company held for the benefit of holders of the Old Notes. In addition, the Fourth Supplemental Indenture reduced the minimum notice period for a redemption of the Old Notes from thirty days to three days prior to a redemption date. On April 15, 2011, following its repurchase of the Old Notes in settlement of the Tender Offer, the Company issued a notice of redemption for the $6,326,000 outstanding principal amount of Old Notes. On April 19, 2011, the Company redeemed the remaining principal amount outstanding of the Old Notes at a redemption price equal to 100.00% of the aggregate principal amount of the Old Notes to be redeemed, plus accrued and unpaid interest on the Old Notes to the redemption date. Amended and Restated Credit Agreement On April 15, 2011, the Company entered into an Amended and Restated Credit Agreement with Bank of America, N.A. The Credit Facility provides a $15,000,000 revolving credit facility with a two-year maturity, which will include a $5,000,000 sublimit for the issuance of standby letters of credit and, a sublimit of the lesser of $5,000,000 or the aggregate commitments of all lenders for swingline loans. Each existing and future direct and indirect wholly-owned domestic subsidiary of the Company is a guarantor of payment under the Credit Facility. The proceeds of the Credit Facility are available, subject to various conditions, for working capital, capital expenditures and other lawful corporate purposes. The Credit Facility is secured by a perfected first priority lien and security interest in favor of the Lender in all present and future assets and equity of the Company and each Loan Guarantor, other than the property, plant and equipment of the Company and each Loan Guarantor, as to which the Lender has a lien which is contractually subordinated to that securing the Notes. All such security interests are subject to the terms of the Intercreditor Agreement. The Credit Facility has a variable interest rate depending on certain factors. The Credit Facility requires that the Company maintain certain minimum Consolidated EBITDA levels and prohibits the Company from making capital expenditures in amounts exceeding certain thresholds for the period beginning on April 15, 2011 and ending on Dec. 31, 2011 and for each fiscal year thereafter. In addition, the Credit Facility contains affirmative and negative covenants, representations and warranties, borrowing conditions, events of default and remedies for the Lender. The aggregate loan or any individual loan made under the Credit Facility may be prepaid at any time subject to certain restrictions. The Credit Facility is also subject to the payment of upfront, letter of credit, administrative and certain other fees. Intercreditor Agreement On April 15, 2011, in connection with the Notes and the Credit Facility, the Company, the subsidiaries of the Company identified on the signature pages thereto, The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee under the Indenture and as collateral agent for the Noteholders and Lender, as administrative agent entered into an Intercreditor Agreement to define the rights of Trustee and Lender with respect to the collateral and certain related matters. Pursuant to the Intercreditor Agreement, the liens securing the obligations under the Notes are subordinate to the liens in that portion of the collateral that secures the obligations under the Credit Facility on a first priority basis and the liens securing the obligations under the Credit Facility are subordinate to the liens in that portion of the collateral that secures the obligations under the Notes on a first priority basis. The Bank Priority Collateral generally consists of existing and after- acquired current assets, including all accounts receivable, inventory, cash, deposit and securities accounts and related intangibles of the respective Company and Loan Guarantors and all products and proceeds of the foregoing and a pledge of the equity interests of the Company and Loan Guarantors and each existing and subsequently acquired or organized subsidiary of the Company and all products and proceeds of the foregoing. The Note Priority Collateral generally consists of the plant, property and equipment of the Company and the Note Guarantors including all products and proceeds of the foregoing. On April 15, 2011, the Management Agreement, dated as of Aug. 21, 2003, by and among the Company, Bruckmann, Rosser, Sherrill & Co., LLC and FS Private Investments III LLC d/b/a Jefferies Capital Partners was terminated by the agreement of the parties. Certain funds managed by BRS and JCP are stockholders of Holdings. About The Sheridan Group Hunt Valley, Maryland-based The Sheridan Group, Inc. -- http://www.sheridan.com/-- is a specialty printer offering a full range of printing and value-added support services for the journal, catalog, magazine and book markets. The Sheridan Group, Inc., reported a net loss of $5.9 million on $266.2 million of sales for 2010, compared with net income of $8.2 million on $293.9 million of sales for 2009. At Dec. 31, 2010, the Company's balance sheet showed $241.5 million in total assets, $203.4 million in total liabilities, and stockholders' equity of $38.1 million. PricewaterhouseCoopers LLP, in Baltimore, Maryland, expressed substantial doubt about The Sheridan Group, Inc.'s ability to continue as a going concern. The independent auditors noted that the Company has a significant amount of current debt maturing within the next twelve months and will need to raise additional capital in order to settle these obligations. SHILOH INDUSTRIES: Completes Amended and Restated Credit Agreement ------------------------------------------------------------------ Shiloh Industries, Inc., disclosed the completion of an amended and restated Credit and Security Agreement with a syndicate of lenders led by The Privatebank and Trust Company, as co-lead arranger, sole book runner and administrative agent, PNC Capital Markets, LLC, as co-lead arranger, and PNC Bank, National Association, as syndication agent. The agreement provides the Company with a revolving line of credit of $80,000,000. The line of credit has a maturity date of April 2016. The amended and restated agreement improves the effective interest rate to LIBOR plus 250 basis points through June 2011 and thereafter LIBOR plus a margin between 250 and 350 basis points, based on the Company's leverage ratio. The agreement will provide funds for working capital needs and general corporate purposes and liquidity for the Company. Theodore K. Zampetis, President and CEO of Shiloh, stated that, "Our continued focus on lowering our operating cost structure, generating positive cash flow, accomplishing a trend of positive financial performance, has enabled us to secure this amended and restated credit agreement. The completion of this agreement will provide a secure source of financing to support our operating activities and explore strategic opportunities, if they arise, over the next five years. This agreement demonstrates our banking group's recognition of the superior performance that Shiloh continues to achieve, and their commitment to Shiloh's business strategy." About Shiloh Industries Headquartered in Valley City, Ohio, Shiloh Industries is a leading manufacturer of first operation blanks, engineered welded blanks, complex stampings and modular assemblies for the automotive and heavy truck industries. The Company has 15 wholly owned subsidiaries at locations in Ohio, Georgia, Michigan, Tennessee and Mexico, and employs approximately 1,200. Shiloh has a 'BB-' corporate credit rating from Standard & Poor's Ratings Services. In February 2011, when it upgraded the rating, S&P said, "S&P's upgrade reflects the company's significantly improved liquidity and S&P's opinion that it will remain at or above the current level, supported by strategic and financial policies consistent with recent experience," said Standard & Poor's credit analyst Lawrence Orlowski. The company had more than $50 million in liquidity as of Jan. 31, 2011, and profitability and leverage have improved. S&P expects light- vehicle production in North America to continue rebounding in 2011, but S&P believes the recovery in auto sales and production will be gradual because of the fragile economic recovery. * * * This concludes the Troubled Company Reporter's coverage of Shiloh Industries until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. SHUBH HOTELS PITTSBURGH: Plan Confirmation Hearing Set for May 12 ----------------------------------------------------------------- The Hon. Jeffrey A. Deller of the U.S. Bankruptcy Court for the Western District of Pennsylvania will convene a hearing on May 12, 2011, at 9:00 a.m., Eastern Daylight Time, to consider the confirmation of Shubh Hotels Pittsburgh, LLC's Chapter 11 Plan, amended as of April 6. If necessary, May 13 has been reserved for a second day of hearing. Any objections and ballots accepting or rejecting the Plan are due May 5. The Plan was proposed by Pittsburgh Grand, LLC, an equity holder of Shubh Hotel Pittsburgh, LLC, and Dr. Kiran Patel, the principal of Pittsburgh Grand, LLC. At the April 7 hearing, the Court also considered the Disclosure Statement proposed by Carbon Capital II Real estate CDO 2005-1 Ltd. and BlackRock Financial Management, Inc., dated as of Dec. 29, 2010. According to the amended Disclosure Statement, the Plan provides for these treatment of claims: Class of Claims Treatment/Estimated Percentage Recovery --------------- -------------------- Class 1 - Senior Secured Claims the Claim will be reinstated Prepetition Credit Agreement as amended under the terms of the Settlement, the Term Sheet, and the Second Amended Loan Documents, including the payment on account of the Class 1 Claim by a portion of the Settlement Payment required to be made on the Effective Date. Class 1 Claim will retain its first priority mortgage on the Hotel and first liens on other Collateral after the Effective Date. Class 2 - Other Secured Claims 100% Class 3 - Priority Claims 100% of principal Class 4 - General Unsecured 100% for those not electing the Claims For Creditors Necessary 35% Effective Date payment to the Continued Operations of option. the Reorganized Debtor Class 5 General Unsecured Claims 35% plus a Pro Rata share of For Creditors That Are Not the aggregate net proceeds of Necessary to the Continued Avoidance Actions. Operations of the Reorganized Debtor. Creditor Trust to Pay Proceeds A Creditor Trust will be of Avoidance Actions to created as set forth in Class 5 Claims the Amended Plan. On the Effective Date, the Creditor Trust will be funded with $100,000 from the Plan Proponents to fund legal and other administrative expenses of the Creditor Trust. Additionally, the Creditor Trust will be assigned, receive and administer Avoidance Actions, which proceeds will be utilized to make further payments by the Creditor Trust to the holders of Allowed Class 5 Claims, pro rata. Class 6 Subordinated Unsecured Class 6 consists of any Claims Subordinated Unsecured Claims asserted by Dr. Patel, which Dr. Patel has asserted in the amount of $3.9 million and which the Lender, Creditor Trust, Committee or other parties can challenge. Dr. Patel and the Plan Proponents or their designees will receive nothing for this asserted Claim, but will receive 100% of the Reorganized Debtor's equity, in consideration of, among other things, their agreement to extinguish the asserted Class 6 Claim, and their provision of funding and Guarantees on the Effective Date. Class 7 Equity All parties that hold or assert an equity interest in the Debtor, including but not limited to the Plan Proponents or their designees, will receive nothing for their Interests, but Dr. Patel's designee will receive 100% of the Reorganized Debtor's equity, in consideration of the Plan Proponents' provision of funding and Guarantees on the Effective Date in accordance with the Committee Term Sheet and the Settlement and the Term Sheet with respect to BlackRock. The funding and consideration that Dr. Patel provides in connection with consummation of the Amended Plan includes (a) guaranty of up to $2.9MM of Class 4 Claims, (b) guaranty of Lender of up to $3MM, (c) guaranty/indemnity of Lender against Third Party Releasor Claims, and for certain costs of completing the pending improvements in the Hotel, (d) guaranty of certain obligations to Wyndham, and (e) agreement to void his release regarding Avoidance Actions and subordinate his participation interest in the Emergence Financing upon a Class 5 Event of Default. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/ShubhHotels_DS406.pdf About Shubh Hotels Pittsburgh Boca Raton, Florida-based Shubh Hotels Pittsburgh, LLC, owns and operates the largest hotel in the city of Pittsburgh. For roughly 50 years, the Hotel operated as a Hilton franchise. Hilton terminated the Hilton Franchise Agreement by letter dated Sept. 1, 2010. Shubh Hotels Pittsburgh filed for Chapter 11 bankruptcy (Bankr. W.D. Pa. Case No. 10-26337) on Sept. 7, 2010, Judge Jeffery A. Deller presiding. The Debtor is represented by David K. Rudov, Esq. -- drudov@rudovstein.com -- at Rudov & Stein; and Scott M. Hare, Esq. -- scott@scottlawpgh.com -- as bankruptcy counsel. James R. Walsh -- jwalsh@spencecuster.com -- was appointed as Chapter 11 Trustee on Feb. 7, 2011. He is represented by lawyers at his firm, Spence, Custer, Saylor, Wolfe & Rose. An Official Committee of Unsecured Creditors has been appointed in the case. The Creditor Committee is represented by The Law Office of Christopher A. Boyer -- boyerlaw@hotmail.com -- and David W. Lampl, Esq. and John M. Steiner, Esq. -- bankruptcy@leechtishman.com -- at Leech Tishman Fuscaldo & Lampl LLC. The Debtor estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. SIGHT AND SOUND: Case Summary & 18 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Sight And Sound Systems, Inc 23430 Rock Haven Way, #150 Dulles, VA 20166 Bankruptcy Case No.: 11-12976 Chapter 11 Petition Date: April 22, 2011 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Robert G. Mayer Debtor's Counsel: Farhad Mostafavi Rejali, Esq. LAW OFFICES OF FRED M. REJALI 8300 Greensboro Dr. Attn. Amir Raminpour Suite 800 McLean, VA 22102 Tel: (703) 918-4934 Fax: (703) 918-4957 E-mail: fredrejali@gmail.com Scheduled Assets: $45,137 Scheduled Debts: $1,413,450 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vaeb11-12976.pdf The petition was signed by Kris Kaymanesh and Hamid Akrami, president and vice president. SOUPMAN INC: Posts $2.5 Million Net Loss in Feb. 28 Quarter ----------------------------------------------------------- Soupman, Inc., formerly Passport Arts Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $2.5 million on $383,400 of revenues for the three months ended Feb. 28, 2011, compared with a net loss of $17,029 on $0 revenues for the same period ended Feb. 28, 2010. At Feb. 28, 2011, the Company's balance sheet showed $1.7 million in total assets, $6.2 million in total liabilities, and a stockholders' deficit of $4.5 million. MaloneBailey, LLP, in Houston, Tex., expressed substantial doubt about Passport Arts Inc., n/k/a Soupman, Inc.'s ability to continue as a going concern, following the Company's results for the fiscal year ended Aug. 31, 2010. The independent auditors noted that Passport Arts is yet to attain profitable operations. A complete text of the Form 10-K is available for free at: http://is.gd/IoYNQn Staten Island, N.Y.-based Soupman, Inc. (OTC BB: SOUP) currently markets, co-manufactures and sells soup to grocery chains and other outlets and is the franchisor of gourmet soup retail outlets branded under the name "The Original Soupman." STATION CASINOS: Court Sets Units' Joint Plan Hearing to May 25 --------------------------------------------------------------- Judge Gregg Zive of the U.S. Bankruptcy Court for the District of Nevada will convene on May 25, 2011, at 10:00 a.m., a combined hearing to consider the approval of the Joint Prepackaged Plan of Reorganization and accompanying Disclosure Statement filed by the affiliates of Station Casinos Inc. who filed for bankruptcy on April 12. Objections to the approval of the Disclosure Statement and confirmation of the Plan are due May 16. Objections must be in writing and must suggest a proposed modification to the Joint Plan, if practicable. The Debtors may file a reply in support of the approval of the Disclosure Statement and the confirmation of the Joint Plan by no later than May 20. One of the principal purposes of the Joint Plan will be to effectuate the New Opco Purchase Agreement with respect to the Subsidiary Debtors. The Joint Plan also provides for the sale of substantially all of the assets of Green Valley Ranch Resort, Spa & Casino. Additionally, pursuant to the Joint Plan, lenders to the group of debtors composed of Aliante Holding, LLC, Aliante Station LLC, and Aliante Gaming, LLC, will receive a combination of new equity and new secured debt in Reorganized Aliante Gaming, in full satisfaction of their secured claims. The Joint Plan is supported by all of the members of an informal steering committee of GVR First Lien Lenders and certain other GVR First Lien Lenders, who are collectively owed $514,875,000 in principal amount, plus interest and costs of not less than $25,790,925. Pursuant to the GVR Lender Plan Support Agreement, GVR paid a $5,000,000 restructuring fee to the GVR First Lien Administrative Agent for distribution to the Consenting GVR Lenders on a pro rata basis. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: April 12 Debtors Propose Kirkland as Counsel ------------------------------------------------------------- The affiliates of Station Casinos Inc. that sought bankruptcy protection on April 12, 2011, namely The Aliante Debtors and Green Valley Ranch Gaming LLC, in separate filings, ask the Bankruptcy Court for authority to employ Kirkland & Ellis as their counsel nunc pro tunc to April 12, 2011. The April 12 Debtors need Kirkland & Ellis to perform these services: (a) advising the April 12 Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and properties; (b) advising and consulting on the conduct of these Chapter 11 cases, including all of the legal and administrative requirements of operating in Chapter 11; (c) attending meetings and negotiating with representatives of the creditors and other parties in interest; (d) taking all necessary actions to protect and preserve the April 12 Debtors' estates, including prosecuting actions on the Aliante Debtors' behalf, defending any action commenced against the April 12 Debtors, and representing them in negotiations concerning litigation in which they are involved, including objections to claims filed against the April 12 Debtors' estates; (e) preparing pleadings in connection with these Chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the April 12 Debtors' estates; (f) representing the April 12 Debtors in connection with obtaining authority to continue using cash collateral and, if necessary, postpetition financing; (g) advising the Aliante Debtors in connection with any potential sale of assets or the restructuring of their businesses; (h) appearing before the Court and any appellate courts to represent the interests of the Aliante Debtors' estates; (i) advising the Aliante Debtors regarding tax matters; (j) taking any necessary action on behalf of the Aliante Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents related thereto; and (k) performing all other necessary legal services for the Aliante Debtors in connection with the prosecution of these chapter 11 cases, including: * analyzing the April 12 Debtors' leases and contracts and the assumption and assignment or rejection thereof; * analyzing the validity of liens against the April 12 Debtors; and * advising the April 12 Debtors on corporate and litigation matters. The April 12 Debtors will pay Kirkland & Ellis based on these hourly rates: Partners $695 to $995 Of Counsel $500 to $965 Associate $410 to $695 Paraprofessionals $140 to $300 These professionals are expected to have primary responsibility for providing services to the April 12 Debtors: James H.M. Sprayregen, P.C. $995 David R. Seligman $930 David A. Agay $770 Sarah H. Seewer $695 Sienna Singer $675 The April 12 Debtors will also reimburse Kirkland & Ellis for its necessary out-of-pocket expenses. On May 28, 2010, the Aliante Debtors paid $200,000 to Kirkland & Ellis as a classic retainer, which was subsequently increased to $300,000 on July 1, 2010 and $400,000 on July 30, 2010. On the same date, GVR paid $200,000 to Kirkland & Ellis as a classic retainer, which was increased to $300,000 on July 1, 2010; $400,000 on July 30, 2010; and $500,000 on Aug. 10, 2010. David R. Seligman, Esq., a member of Kirkland & Ellis, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Units Have Jones Vargas as Gaming Counsel ---------------------------------------------------------- In separate filings, the affiliates of Station Casinos Inc. that sought bankruptcy protection on April 12, 2011, namely the Aliante Debtors and Green Valley Ranch Gaming LLC, ask the Bankruptcy Court for authority to employ Jones Vargas as their special gaming and regulatory counsel, nunc pro tunc to April 12, 2011. The April 12 Debtors need Jones Vargas to perform these services: (a) advising the April 12 Debtors on gaming and regulatory matters, including compliance with the requirements of the State of Nevada and the Nevada Gaming Authorities and all related matters; (b) preparing due diligence and assisting with the preparation of documents for submission to the Nevada Gaming Authorities; and (c) discussing matters with the Nevada Gaming Authorities related to documents submitted to the Nevada Gaming Authorities. The April 12 Debtors will pay Jones Vargas based on these hourly rates: Michael G. Alonso $535 Other Attorneys $185 to $685 Paralegals and Law Clerks $95 to $185 The April 12 Debtors will reimburse Jones Vargas its necessary out-of-pocket expenses. Michael G. Alonso, Esq., a partner of Jones Vargas, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SUN COUNTRY: To be Sold But Deal Not Imminent, Says CEO ------------------------------------------------------- Katharine Grayson, staff writer at the Minneapolis/St. Paul Business Journal, reports that Stan Gadek, chief executive officer of Sun Country Airlines, said the company will be sold, but a deal is not "imminent." According to the report, speculation that the Mendota Heights- based airline would change hands heated up in March. At the time, the trustee handling the bankruptcy case for the airline's former owner, Tom Petters, reported in a court filing that he was "anticipating accepting a letter of intent from a proposed purchaser shortly." About Petters Group Worldwide Based in Minnetonka, Minn., Petters Group Worldwide LLC is named for founder and chairman Tom Petters. The group is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Petters formed the company in 1988. Petters Company, Inc. is the financing and capital-raising unit of Petters Group Worldwide, LLC. Petters Company, Inc. and Petters Group Worldwide, LLC, filed separate petitions for Chapter 11 relief on Oct. 11, 2008 (Bankr. D. Minn. Case No. 08-45257 and 08-45258, respectively). James A. Lodoen, Esq., at Lindquist & Vennum P.L.L.P., represents the Debtors as counsel. In its petition, Petters Company, Inc. estimated debts of between $500 million and $1 billion, while its parent, Petters Group Worldwide, LLC, estimated debts of not more than $50,000. As reported in the Troubled Company Reporter on Oct. 7, 2008, Petters Aviation, LLC,, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed for Chapter 11 bankruptcy protection with the U.S. Bankruptcy Court for the District of Minnesota on Oct. 6, 2008 (Lead Case No. 08-45136). Petters Aviation, LLC, is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Inc., Sun Country's parent company. Sun Country Airlines won confirmation of its plan of reorganization on Sept. 13, 2010. The plan provides for cash payments to certain creditors, as well as a distribution of equity in the reorganized company to other creditors. Polaroid Corp., which was owned by Petters since 2005, filed its second voluntary petition for Chapter 11 protection on Dec. 18, 2008 (Bankr. D. Minn., Lead Case No. 08-46617). PLR Acquisition LLC, a joint venture composed of Hilco Consumer Capital L.P. and Gordon Brothers Brands LLC, acquired most of Polaroid's assets -- including the Polaroid brand and trademarks -- in May 2009. They paid $87.6 million for the brand. Debtor Polaroid Corp. was renamed to PBE Corp. following the sale. The case was converted to Chapter 7 on Aug. 31, 2009, and John R. Stoebner serves as the Chapter 7 Trustee. SUNOVIA ENERGY: Kingery & Crouses Raises Going Concern Doubt ------------------------------------------------------------ Sunovia Energy Technologies, Inc., filed on April 20, 2011, a transition report on From 10-K for the period from July 31, 2010, to Dec. 31, 2010. Kingery & Crouse, P.A., in Tampa Florida, expressed substantial doubt about Sunovia Energy's ability to continue as a going concern. The independent auditors noted that the Company has experienced losses of $3.9 million and $20.5 million for the five months ended Dec. 31, 2010, and the year ended July 31, 2010. The Company reported a net loss of $3.9 million on $1.1 million of sales for the five months ended Dec. 31, 2010. The Company reported a net loss of $20.5 million on $1.6 million of sales for the fiscal yer ended July 31, 2010. At Dec. 31, 2010, the Company's balance sheet showed $2.87 million in total assets, $2.53 million in total liabilities, and stockholders' equity of $332,626. A complete text of the Form 10-K is available for free at: http://is.gd/YDQthW Sarasota, Fla.-based Sunovia Energy Technologies, Inc., was formed in 2007 through a reverse merger of its predecessor Sun Energy Solar, Inc., and Acadia Resources, Inc., a Nevada corporation. Sunovia, directly and through its wholly-owned subsidiaries, EvoLucia, Inc.,and Sunovia Solar, Inc., is in the business of providing energy-efficient and sustainable energy solutions by implementing technology in three main areas: light emitting diode (LED) lighting, solar energy and infrared. SWAY STUDIO: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Sway Studio, a California Limited Liability Company 3535 Hayden Avenue, 4th Floor Culver City, CA 90232 Bankruptcy Case No.: 11-27078 Chapter 11 Petition Date: April 20, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Vincent P. Zurzolo Debtor's Counsel: Ian Landsberg, Esq. LANDSBERG & ASSOCIATES APC 16030 Ventura Blvd Ste 470 Encino, CA 91436 Tel: (818) 855-5900 Fax: (818) 855-5910 E-mail: ilandsberg@landsberg-law.com Scheduled Assets: $35,447 Scheduled Debts: $2,002,634 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-27078.pdf The petition was signed by Oded David Hochman, chief executive officer. T3 MOTION: To Deliver Presentation Materials to Chardan, et al. --------------------------------------------------------------- T3 Motion, Inc., intends to deliver presentation materials to registered representatives of Chardan Capital Markets and other prospective selling group members. A copy of the materials used in connection with the presentation is available for free at http://is.gd/kpT5QX About T3 Motion Costa Mesa, Calif.-based T3 Motion, Inc., develops and manufactures T3 Series vehicles, which are electric three-wheel stand-up vehicles that are directly targeted to the public safety and private security markets. The Company reported a net loss of $8.32 million on $4.68 million of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $6.70 million on $4.64 million of net revenues during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $3.58 million in total assets, $19.25 million in total liabilities, and a $15.67 million stockholders' deficit. As reported by the TCR on April 6, 2011, KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses and has used substantial amounts of working capital in its operations since inception, and at Dec. 31, 2010, has a working capital deficit of $15,057,791 and an accumulated deficit of $45,120,210. TAYLOR & BISHOP: Seeks May 21 Plan Exclusivity Extension -------------------------------------------------------- Taylor & Bishop LLC seeks an order from the U.S. Bankruptcy Court for the District of Arizona extending the exclusivity period within which to solicit acceptance of its Chapter 11 Plan of Reorganization by 45 days or until May 21, 2011. The Debtor asked the Court to expedite the hearing on the request but was denied. The Chapter 11 Plan As reported in the April 21, 2011 edition of the Troubled Company Reporter, 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 Oct. 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. TENET HEALTHCARE: Board Rejects Revised Proposal from CHS --------------------------------------------------------- Tenet Healthcare Corporation announced that its Board of Directors, after consulting with its independent financial and legal advisors, has unanimously determined that the revised proposal from Community Health Systems, Inc., to acquire all of the outstanding shares of Tenet for $6.00 per share in cash grossly undervalues the Company and is not in the best interests of Tenet or its shareholders. Tenet noted that Community Health is proposing to acquire the Company for the same price it proposed on Nov. 12, 2010; a price that the Tenet Board unanimously rejected. The Tenet Board continues to believe that the Community Health proposal grossly undervalues Tenet and fails to reflect Tenet's prospects for continued growth and shareholder value creation. Trevor Fetter, President and CEO of Tenet, said: "Community Health's proposal continues to undervalue Tenet. Since Community Health's original $6.00 per share proposal was made, Tenet has demonstrated improving business trends, including the best fourth quarter results in seven years. In addition, industry fundamentals are improving, and Tenet's Outlook for 2011 and longer-term financial performance reflects strong growth." Edward A. Kangas, non-Executive Chairman of Tenet's Board of Directors, and former Global Chairman and Chief Executive Officer of Deloitte, added: "Tenet has a highly qualified Board that is entirely independent with the sole exception of our CEO. The Board takes its responsibility to shareholders very seriously. Our response to Community Health's two proposals has been thoroughly and thoughtfully considered." Tenet today sent the following letter to Wayne T. Smith, Chairman, President and CEO of Community Health: April 22, 2011 Wayne T. Smith Chairman of the Board, President and CEO Community Health Systems, Inc. 4000 Meridian Boulevard Franklin, TN 37067 Dear Wayne: We are in receipt of Community Health's proposal, dated April 18, 2011, to acquire all of the outstanding shares of Tenet for $6.00 per share in cash, which is the same price that Community Health previously proposed on Nov. 12, 2010. After consulting with its independent financial and legal advisors, Tenet's Board has unanimously determined that the revised proposal from Community Health grossly undervalues the Company and is not in the best interests of Tenet or its shareholders. It has been more than five months since Community Health made its original proposal of $6.00 per share. Since that time, it is widely acknowledged by industry experts and shareholders that the Community Health proposal substantially undervalues Tenet. In addition, during this period, investors have recognized the improved prospects of the hospital industry, as evidenced by increases in stock prices and valuation multiples. As we reviewed the revised $6.00 per share proposal, we could not ignore the concerns regarding disclosure and regulatory compliance that we raised in the lawsuit Tenet filed against Community Health on April 11. Since filing that suit, a decision our Board did not take lightly, we have grown even more concerned. Although Community Health characterized our claims as "baseless" in its press release of April 11, Community Health subsequently disclosed that the Office of the Inspector General of the U.S. Department of Health and Human Services issued a subpoena in March 2011, and that this subpoena was similar in scope to one previously issued by the Attorney General of the State of Texas in November 2010. Our Board must consider questions around the sustainability of Community Health's business practices and the manner in which Community Health deals with acquired hospitals, as they squarely impact its ability to complete any transaction. As part of our Board's consideration, we received presentations from our advisors about the feasibility of completing a transaction in this environment. Based on that analysis, we have serious concerns about Community Health's ability to consummate the current proposal, let alone a proposal at a value our Board would consider as a basis for entering into discussions. Tenet's Board places the utmost importance on its fiduciary duties to its shareholders. We have never been opposed to a sale, but the Company is not for sale at a price that fails to remotely reflect the value inherent in its business. Very truly yours, /s/ Trevor Fetter /s/ Edward A. Kangas Trevor Fetter Edward A. Kangas President and CEO Chairman of the Board Cc: The Board of Directors of Community Health Rachel A. Seifert, Executive Vice President, Secretary and General Counsel As previously announced, Tenet plans to announce results for its first quarter ended March 31, 2011 before the market opens on Tuesday, May 3, 2011 and the Company will host a conference call on May 3, 2011 at 10:00 a.m. Eastern Time for management to discuss the results via a live audio webcast accessible through the Company's Web site at www.tenethealth.com/investors. Barclays Capital is acting as financial advisor to Tenet and Gibson, Dunn & Crutcher LLP and Debevoise & Plimpton LLP are acting as Tenet's legal counsel. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. The Company's balance sheet at Dec. 31, 2010, showed $8.50 billion in total assets, $6.68 billion in total liabilities, and $1.82 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. TERRESTAR NETWORKS: Sprint Seeks to Void Liens on FCC Licenses -------------------------------------------------------------- Eric Hornbeck at Bankruptcy Law360 reports that an attorney for Sprint Nextel Corp. asked a New York bankruptcy judge Thursday to void liens U.S. Bank NA purportedly holds on more than $1 billion worth of Federal Communication Commission licenses held by TerreStar Networks Inc. If the judge agrees to nix U.S. Bank's liens, unsecured creditors could see their ultimate recovery from a sale of TerreStar's assets significantly boosted, according to court documents obtained by Law360. About TerreStar Corp. and TerreStar Networks TerreStar Corporation and TerreStar Holdings, Inc., filed voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for the Southern District of New York on Feb. 16, 2011. TSC's Chapter 11 filing joins the bankruptcy proceedings of TerreStar Networks Inc. and 12 other affiliates, which were filed on Oct. 19, 2010. The October Chapter 11 cases are procedurally consolidated under TSN's Case No. 10-15446 under Judge Sean H. Lane. TSC is the parent company of each of the October Debtors. TSC has four wholly owned direct subsidiaries: TerreStar Holdings, Inc., TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings Inc. TSC's case is jointly administered with the cases of seven of the October Debtors under the caption In re TerreStar Corporation, et al., Case No. 11-10612 (SHL). The seven Debtor entities who sought joint administration with TSC are: * TerreStar New York Inc., * Motient Communications Inc. * Motient Holdings Inc., * Motient License Inc., * Motient Services Inc., * Motient Ventures Holdings Inc., and * MVH Holdings Inc. TSC is a Delaware corporation whose main asset is the equity in non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by the Federal Communication Commission. TSC also has an indirect 89.3% ownership interest in TerreStar Network, Inc., which operates a separate and distinct mobile communications business. TerreStar Holdings is a Delaware corporation that directly holds 100% of the interests in 1.4 Holdings LLC. TerreStar Networks Inc. or TSN, the principal operating entity of TSC, developed an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using satellite-terrestrial smartphones. The system, however, required an enormous amount of capital expenditures and initially produced very little in the way of revenue. TSN's available cash and borrowing capacity were insufficient to cover its funding; thus, forcing TSN to seek bankruptcy protection in October 2010. TSC estimated assets and debts of $100,000,001 to $500,000,000 in its Chapter 11 petition. Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serves as counsel for the TSC and TSN Debtors. Garden City Group is the claims and notice agent. Blackstone Advisory Partners LP is the financial advisor. The Garden City Group, Inc., is the claims and noticing agent in the Chapter 11 cases. Otterbourg Steindler Houston & Rosen P.C. is the counsel to the Official Committee of Unsecured Creditors formed in TSN's Chapter 11 cases. FTI Consulting, Inc., is the Committee's financial advisor TRANS ENERGY: Board Ratifies Appointment of John Tumis as CFO ------------------------------------------------------------- Trans Energy, Inc.'s Board of Directors ratified the appointment of John S. Tumis as the Company's Chief Financial Officer. Mr. Tunis replaces Lisa A. Corbitt, who will become the Company's Chief Accounting Officer. From 2004 to 2011, Mr. Tumis was employed by Triad Hunter, LLC, an oil and natural gas producer and service company headquartered in Marietta, Ohio. He served as Triad's Chief Financial Officer from 2004 to 2010 and as Vice President of Appalachian Accounting since 2010. From 2002 to 2004, Mr. Tumis was employed by FOFM, LLC in Canton, Ohio as a financial analyst and tax director. Prior to this, Mr. Tumis operated his own private accounting firm. Mr. Tumis holds a Bachelor of Science Degree in Accounting from Ohio Northern University in Ada, Ohio and is a Certified Public Accountant. He will receive an annual salary of $120,000 and will also receive 60,000 shares of the Company's restricted common stock, which shares will vest over a three-year period. Ms. Corbitt joined the Trans Energy in June 2006 as Corporate Controller and Principal Financial Officer and was appointed Chief Financial Officer in 2008. Prior to joining the company she served in various capacities in the public accounting sector. Ms. Corbitt holds a Bachelors Degree in Accounting from West Virginia University, a Masters Degree in Accounting and Financial Management from DeVry University and is a licensed Certified Public Accountant in the state of West Virginia. There were no understandings or arrangements with any person regarding Mr. Tumis' appointment as Chief Financial Officer, and there are no family relationships between him and any other officer or director of the company. About Trans Energy West Virginia-based Trans Energy, Inc. -- http://www.transenergyinc.com/-- is an independent exploration and production company focused on exploring, developing and producing oil and natural gas in the Appalachian Basin. The common shares of the Company are listed for trading on the Over The Counter Bulletin Board under the symbol "TENG". According to the Troubled Company Reporter on Nov. 9, 2010, Trans Energy, Inc., and CIT Capital USA Inc. entered into a forbearance letter agreement on Oct. 29, 2010, whereby CIT agreed to forebear from exercising its rights and remedies against the Company and its property until Dec. 31, 2010. The forbearance relates to a senior secured revolving credit facility. The October Forbearance Letter extends the terms and provisions of the parties' earlier forbearance agreement entered into on July 9, 2010, that extended the forbearance period to Oct. 29, 2010. The Company's balance sheet at Dec. 31, 2010 showed $40.88 million in total assets, $23.41 million in total liabilities and $17.47 million in total stockholders' equity. As reported by the TCR on April 18, 2011, Maloney + Novotny, LLC, in Cleveland, Ohio, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has generated significant losses from operations and has a working capital deficit of $19,699,824 at Dec. 31, 2010. TRANSATLANTIC PETROLEUM: Recurring Losses Cue Going Concern Doubt ----------------------------------------------------------------- TransAtlantic Petroleum Ltd. filed on April 21, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. KPMG LLP, in Calgary, Canada, expressed substantial doubt about TransAtlantic Petroleum's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, has a working capital deficiency and significant commitments. The Company reported a net loss of $71.1 million on $85.6 million of revenues for 2010, compared with a net loss of $62.0 million on $29.3 million of revenues for 2009. At Dec. 31, 2010, the Company's balance sheet showed $472.3 million in total assets, $197.7 million in total liabilities, and stockholders' equity of $274.6 million . A complete text of the Form 10-K is available for free at: http://is.gd/UJ2sKQ Istanbul, Turkey-based TransAtlantic Petroleum Ltd. (TSX: TNP)(NYSE-AMEX: TAT) -- http://www.transatlanticpetroleum.com/-- is a vertically integrated, international energy company engaged in the acquisition, development, exploration, and production of crude oil and natural gas. The Company holds interests in developed and undeveloped oil and gas properties in Turkey, Morocco, Bulgaria, and Romania. The Company owns its own drilling rigs and oilfield service equipment, which it uses to develop its properties in Turkey and Morocco. In addition, the Company provides oilfield services and drilling services to third parties in Turkey. TRIBUNE CO: Judge to Rule on Resolicitation of Plans on May 17 -------------------------------------------------------------- Tribune Co. intends to ask senior lenders to vote again on its Chapter 11 Plan of Reorganization but Aurelius Capital Management, LP, opts to skip sending out new ballots for its rival Chapter 11 Plan, attorneys told Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware on April 21, Peg Brickley of Dow Jones Newswires reported. Judge Carey convened a teleconference on April 21 to address re- solitication and related issues with respect to the Chapter 11 Plans. According to Dow Jones Newswires, Judge Carey will rule on May 17 whether to permit the resolicitation or non-solicitation of: (i) the Modified Second Amended Joint Plan of Reorganization proposed by the Debtors, Official Committee of Unsecured Creditors; Oaktree Capital Management, L.P.; Angelo Gordon & Co., LP and JP Morgan Chase Bank, N.A. (ii) the Second Amended Joint Plan of Reorganization filed by Aurelius; Deutsche Bank Trust Company Americas, in its capacity as successor Indenture Trustee for certain series of Senior Notes; Law Debenture Trust Company of New York, in its capacity as successor Indenture Trustee for certain series of Senior Notes; and Wilmington Trust Company, in its capacity as successor Indenture Trustee for the PHONES Notes. During the April 21 hearing, Judge Carey had expressed concern that the legalities of the Chapter 11 process might require resoliciting votes on the revised plans, according to Dow Jones Newswires. The rival groups insisted that an expensive and time- consuming mass resolicitation will not change the results, Dow Jones Newswires noted. Tribune's counsel, Kenneth Kansa, Esq., at Sidley Austin LLP, in Chicago, Illinois, said at the hearing that holders of Tribune senior bank debt voted overwhelmingly in favor of the DCL Plan and against the Noteholders Plan and they will probably do so again, the report noted. Aurelius earlier called on Tribune to withdraw the DCL Plan due to the changes and go through the process of winning Court approval to send it again for solicitation, Dow Jones Newswires stated. By the time of the April 21 hearing, however, Aurelius and Tribune had agreed to let each other submit the changed plans to a vote, or not, Dow Jones Newswires stated. Tribune's decision to call for a round of revoting from senior lenders is a "belt-and-suspenders" approach, said Aurelius's counsel, Daniel Golden, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, at the hearing, according to the report. Mr. Golden also noted that lawyers are pushing for a short, plain update for creditors who may be confused by Tribune's long trek out of Chapter 11. The Court is expected to conclude the confirmation trial in June when post-trial briefing and argument will occur. April 14 Confirmation Issues On April 14, the Court heard oral arguments from the DCL Plan Proponents and the Noteholders with respect to their legal confirmation objections against each other's competing plans. Before the April 14 hearing, the DCL Plan Proponents and the Noteholders wrote to the Court, identifying legal arguments that they wish to raise at the said hearing. The DCL Plan Proponents intended to raise these objections to the Noteholder Plan: (1) The Noteholder Plan has no impaired accepting class at all but two Debtors and thus is not confirmable on its face. (2) Flat 8% cash payments to general unsecured creditors of guarantor subsidiaries exceed these creditors' natural recoveries and thus violate Section 1129(b) of the Bankruptcy Code. (3) The amended Noteholder Plan, by distributing only equity to the Senior Lenders while other similarly situated creditors receive cash and new debt as well, unfairly discriminates against the Senior Lenders. (4) The Noteholder Plan gives rise to adverse tax consequences. (5) Non-consensual termination of non-debtor guarantees is impermissable. (6) The Noteholder Plan improperly classifies the Swap Claim with the Senior Loan Claims against Tribune. The Noteholders outlined these legal objections to confirmation of the DCL Plan: (1) The propriety of the release, exculpation and bar order provisions set forth in the DCL Plan. (2) Whether the leveraged buy-out lenders are entitled to share in the proceeds of the Remaining LBO-related causes of action. (3) Whether the Parent GUC Trust Preference inappropriately discriminates against creditors who opt out of the Creditors' Trust under the DCL Plan. (4) Issues regarding the governance and structure of the Litigation Trust under the DCL Plan. (5) Whether the DCL Plan impermissibly classifies the Swap Claim as an Other Parent Claim. (6) Whether the DCL Plan improperly gives effect to the subordination provisions in the PHONES Notes Indenture and the EGI-TRB LLC Notes. (7) For 37 of the Debtors, there is no impaired accepting class of creditors. To the extent Section 1129(a)(10) must be satisfied for each individual Debtor as opposed to in respect of one impaired class of creditors in the DCL Plan, the DCL Plan cannot be confirmed. In accordance with the discussion on the record at the April 14 hearing, the parties will address a process for resolving objections to the admissibility of documents and deposition designations that have not yet been introduced into evidence, according to a notice filed with the Court on April 25. Longacre, et al., Vote in Favor of DCL Plan Judge Carey ruled that the votes previously cast by Longacre Opportunity Fund, L.P., et al. to reject the Debtors' Second Amended Joint Plan of Reorganization are reclassified as votes to accept the DCL Plan for the DCL Plan. Other parties that changed their votes to the DCL Plan are; * ASM Capital, LLC and its affiliates; * Fair Harbor Capital, LLC; * Liquidity Solutions, Inc.; and * Debt Acquisition Company of America and its affiliates. The voting agent is authorized to amend the report of votes to accept or reject the DCL Plan to reflect the change of the Voting Parties' votes. The report of votes on the DCL Plan as amended to reflect the change of the Voting Parties is included in the record of the confirmation hearing on the DCL Plan. Counsel to the Debtors, James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois, certified that no objections to the Debtors' Motion to Amend Voting Results were filed. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. And Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Sam Zell Objects to Two Competing Plans --------------------------------------------------- Tribune Co. Chairman Samuel Zell wants Judge Carey to reject both the Chapter 11 Plans because neither adequately protects the Tribune Chairman from lawsuits, Mr. Zell's counsel said at an April 13 hearing, Randall Chase of The Associated Press reported. On behalf of Mr. Zell, David Bradford, Esq., at Jenner Block LLP, in Chicago, Illinois, argued that lawsuits not only threatened to injure Mr. Zell's reputation but also to waste the company's assets, The Associated Press relayed. Mr. Bradford pointed out that the DCL Plan Proponents' and Aurelius Capital Management, LP's Second Amended Joint Plan of Reorganization unfairly restrict Mr. Zell's ability to have the Company pay for his legal fees to be incurred if the lawsuits are allowed, according to The Associated Press. The Associated Press wrote that Mr. Zell engineered a buyout in 2007 that took Tribune private and left it saddled with more than $12 billion in debt, forcing the company to file for bankruptcy protection a year later as it faced a decline in advertising revenue. Mr. Bradford also told Judge Carey that while a Court-appointed examiner had concluded that certain aspects of the 2007 buyout constituted fraud, the Examiner stated that lawsuits against Mr. Zell were unlikely to succeed, The Associated Press stated. Judge Carey however declined to address whether claims against Mr. Zell have viability, Steven Church of Bloomberg News reported in another article. "I would say spend no time on that and by saying that I don't tell you that I think they have merit," Bloomberg quoted Judge Carey as saying during the April 13 hearing. Instead, Judge Carey asked Mr. Bradford to focus on other parts of Mr. Zell's objections to confirmation of the Chapter 11 Plans, Bloomberg noted. The Court convened the April 13 hearing to consider legal objections to confirmation of the DCL Plan or the Noteholder Plan by parties other than the DCL Plan Proponents and the Noteholders. "A creditor attorney," James Sottile, Esq., at Zuckerman Spaeder LLP, in Washington, D.C. -- jsottile@zuckerman.com -- pointed out at the April 13 hearing that the Chapter 11 Examiner's opinions on whether the lawsuits were likely to succeed were not a good reason to prevent creditors from being allowed to pursue a lawsuit, Bloomberg related. Judge Carey has yet to decide on whether the Official Committee of Unsecured Creditors can pursue certain allegations against Mr. Zell, the Associated Press noted. In November 2010, the Creditors' Committee sued to recover payments from certain lenders and executives of the Company, including Mr. Zell, made in connection with the 2007 buyout. The lawsuit was stayed pending Judge Carey's confirmation of either of the DCL Plan and Noteholder Plan, The Associated Press stated. The DCL Plan would allow lawsuits related to the buyout against some parties, including certain Tribune officers and directors, The Associated Press related. However, the DCL Plan would shield bank lenders despite the Examiner's opinions that the lenders should have known the Company would not be able to repay the loans, The Associated Press related. The Noteholders Plan would set up a larger trust to fund the litigation, which Aurelius says could result in more than $1 billion in additional recoveries for other Tribune creditors, the Associated Press added. Indeed, former shareholders of Tribune are bracing for a possible barrage of litigation aimed at clawing back more than $8 billion in payouts, Mike Spector, Jenny Strasburg and Shira Ovide of The Wall Street Journal wrote in another report. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. And Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Court Amends Committee Termination Event to June 15 --------------------------------------------------------------- As reported in the April 1, 2011 edition of the Troubled Company Reporter, Troubled Company Reporter, the orders approved by the Bankruptcy Court granting the Official Committee of Unsecured Creditors in Tribune Co.'s cases standing to prosecute certain actions on behalf of the Debtors' estates provide that, pending the occurrence of a "Termination Event," any litigation commenced by the Committee pursuant to the authority granted in the Standing Orders (a) may not be settled absent the agreement of the Debtors and the Committee and (b) broadly will be stayed. The Court and parties-in-interest have completed the initial phase of trial, including ten days of evidentiary hearings, in connection with two competing plans of reorganization proposed on the one hand by the Debtors, the Committee and certain senior lenders, and on the other hand by certain noteholders. Trial of the Competing Plans will re-commence on April 11, 2011, and is expected to be followed by briefing and argument, which have yet to be scheduled. As a result, at least one "Termination Event" -- the occurrence of the date of April 1, 2011 -- was to take place. The Committee, accordingly, sought to extend the April 1 Termination Event to permit the parties to continue to enjoy the benefits of the Standing Orders while the Competing Plans are litigated, a ruling is made, or a settlement achieved. Sam Zell, however, objected to the Official Committee of Unsecured Creditors' request to the extent that it would delay his right to file appropriate motions in response to the purported claims asserted against him in an amended complaint in the adversary proceeding captioned as Official Committee of Unsecured Creditors of Tribune Co., et al. v. Fitzsimons, et al. Bankruptcy Judge Kevin Carey granted the Official Committee of Unsecured Creditors of Tribune's Motion, ruling that the defined term "Termination Event" in each of the Standing Orders "(iii) April 15, 2011" is deleted and replaced with "(iii) June 15, 2011." Before entry of the order, the Official Committee of Unsecured Creditors sought and obtained the Court's permission to file a reply to Sam Zell's Objection to the Motion to Amend. In its reply, the Creditors' Committee stressed that the stay of the LBO Actions, including the causes of action against Mr. Zell, remains centrally important to the Debtors' reorganization efforts and, thus, the April 15 Termination Event should be extended notwithstanding Mr. Zell's efforts to carve out collateral litigation regarding the viability of the claims against him. Counsel to the Creditors' Committee, Adam G. Landis, Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware, further noted that proponents of the Competing Plans continue to work on critical matters involving plan amendments, resolicitation, post- trial briefing, and argument, which is anticipated to occur in June. It is thus essential that the LBO Actions, including causes of action against Mr. Zell remain stayed during the confirmation process, as intended by the Standing Orders, he asserted. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. And Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Aurelius, et al., Win Nod to Sue LBO Shareholders ------------------------------------------------------------- Bankruptcy Judge Kevin Carey ruled that because no state law constructive fraudulent conveyance claims against shareholders whose stock was redeemed or purchased in connection with the first step shareholders and the second step of the 2007 leveraged buyout of Tribune Company were commenced by or on behalf of the Debtors' estates before the expiration of the applicable statute of limitations under Section 546(a) of the Bankruptcy Code, the Debtors' creditors have regained the right, if any, to prosecute their state law constructive conveyance claims against Step One Shareholders or Step Two Shareholders to recover stock redemption/purchase payments made to those shareholders in connection with the LBO. The automatic stay is modified to permit the filing of any complaint by or on behalf of creditors on account of that Creditor SLCFC Claims, including any complaint filed by any plaintiff in the Original Plaintiff Group. The Original Plaintiff Group consists of Aurelius Capital Management, LP, et al.; Deutsche Bank Trust Company Americas, in its capacity as successor Indenture Trustee for certain series of Senior Notes; Law Debenture Trust Company of New York, in its capacity as successor Indenture Trustee for certain series of Senior Notes; and Wilmington Trust Company, in its capacity as successor Indenture Trustee for the PHONES Notes. To the extent the Mediation Order stays the commencement of any Creditor SLCFC Claim, leave is granted from the Mediation Order to permit the filing of the complaints, Judge Carey held. To the extent that a creditor other than a member of the Original Plaintiff Group seeks to file its own complaint with respect to its Creditor SLCFC Claims, that creditor will file a statement in the Court acknowledging that the creditor will stay all actions in the state court litigation and will otherwise adhere to this order, Judge Carey said. Absent further order of the Court, litigation commenced by the filing of any complaint will automatically be stayed in the applicable state courts where those complaints are filed, or if not automatic in those state courts, then application for the stay in accordance with the provisions of this order will be made by the Original Plaintiff Group or any other creditor that files its own complaint. However, during the stay, any party, including any plaintiff in the Original Plaintiff Group, that files a complaint may: (a) consistent with governing rules, amend that complaint; (b) complete service of that complaint; and (c) take other steps, including immediately pursuing discovery, as are necessary solely for the purpose of preventing applicable statutes of limitations or other time-related defenses from barring any Creditor SLCFC Claims. Judge Carey ruled that nothing in this order will: (a) prejudice the rights of the Official Committee of Unsecured Creditors or any trust established under any confirmed plan of reorganization, including to (i) pursue whatever claims are properly asserted by the Creditors' Committee or by those trusts, in any proper venue; or (ii) amend in any way the adversary complaints filed by the Creditors' Committee, or take any other action, or assert any rights or arguments, in connection with those claims or complaints; and (b) prejudice or impair any claims or defenses of any defendant in any proceeding with respect to a Creditor SLCFC Claim or any objection to any plan of reorganization before the Court. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. And Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TURKPOWER CORPORATION: Posts $546,000 Net Loss in Feb. 28 Quarter ----------------------------------------------------------------- TurkPower Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $545,973 on $13,754 of revenues for the three months ended Feb. 28, 2011, compared with a net loss of $366,297 on $3,327 of revenues for the same period ended Feb. 28, 2010. The Company's balance sheet at Feb. 28, 2011, showed $2.2 million in total assets, $3.1 million in total liabilities, and a stockholders' deficit of $948,082. As reported in the Troubled Company Reporter on Oct. 7, 2010, MaloneBailey LLP, in Houston, Tex., expressed substantial doubt about TurkPower's ability to continue as a going concern, following the Company's results for the fiscal year ended May 31, 2010. The independent auditors noted that the Company has incurred losses from operations and has a working capital deficit as of May 31, 2010. A complete text of the Form 10-Q is available for free at: http://is.gd/cd7vhp About TurkPower Corporation New York-based TurkPower Corporation (formerly Global Ink Supply Co.) was incorporated on Nov. 4, 2004, in Delaware. On May 11, 2010, Global Ink Supply Co. changed its name to TurkPower Corporation. On Dec. 23, 2009, the Company entered into the consulting and service operations business, offering domestic and international clients consulting services. The Company acts as a full-service operator for wind, hydro, solar, and geothermal energy parks in Turkey. The Company also generates revenue by entering into agreements with other entities to provide consulting services to clients in the energy market. UNITED GILSONITE: U.S. Trustee Forms 5-Member Creditors Committee ----------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 2, appointed five creditors to serve on an Official Committee of Unsecured Creditors of United Gilsonite Laboratories. The members of the Committee are: 1) Allen Rabinowitz, PR for the Estate of Stanley Rabinowitz c/o Early & Strauss, LLC and Early, Lucarelli, Sweeney & Meisenkothen, LLC 360 Lexington Avenue, 20th Floor New York, NY 10017 Attn.: Ethan Early, Esq. Tel.: (212) 986-2233 Fax: (212) 986-2255 E-mail: eearly@elslaw.com 2) Joseph Bayer c/o Gori, Julian & Associates, P.C. 156 North Main Street Edwardsville, IL 62025 Attn.: Lauren Boaz, Esq. Tel.: (618) 659-9833 Fax: (618) 659-9834 E-mail: lauren@gorijulianlaw.com 3) John J. Juliano c/o Belluck & Fox, LLP 546 Fifth Avenue, 4th Floor New York, NY 10036 Attn.: Brian Fitzpatrick, Esq. Tel.: (888) 803-7395 Fax: (212) 681-1574 E-mail: bfitzpatrick@belluckfox.com 4) Estate of Grady Peeler c/o The Ruckdeschel Law Firm, LLC 5126 Dorsey Hall Drive Ellicot City, MD 21042 Attn.: Jonathan Ruckdeschel, Esq. Tel.: (410) 884-7825 Fax: (443) 586-0430 E-mail: ruck@rucklawfirm.com 5) E.W. Kaufmann Company Keystone Industrial Park 140 Wharton Road Bristol, PA 19007 Attn.: Stephen Schmidt Tel.: (215) 364-0240 Fax: (215) 364-4397 E-mail: sschmidt@ewkco.com 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 United Gilsonite Scranton, Pennsylvania-based United Gilsonite Laboratories, a Pennsylvania Corporation, is a small family-owned corporation engaged in the manufacturing of wood and masonry finishing products and paint sundries. It filed for Chapter 11 bankruptcy protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032). Mark B. Conlan, Esq., at Gibbons P.C., 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. UNITED GILSONITE: Court Approves Gibbons PC as Counsel ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Pennsylvania authorized United Gilsonite Laboratories to employ Gibbons P.C. as its counsel. The firm is expected to: a) advise the Debtor with respect to its rights, powers and duties in this chapter 11 case; b) assist and advise the Debtor with respect to its business operations and the administration of this chapter 11 case; c) assist the Debtor with respect to any communications and negotiations with any official committee(s) of creditors appointed herein, or any other third-party concerning any matters related to the administration of this chapter 11 case, including, but not limited to, the terms of any plan of reorganization that may be proposed in this chapter 11 case; d) assist the Debtor in analyzing the claims of creditors and in negotiating with such creditors; e) commence and prosecute any necessary and appropriate actions and proceedings on behalf of the Debtor's estate; f) review, analyze or prepare, on behalf of the Debtor, all necessary applications, motions, answers, orders, reports, schedules, pleadings and other documents; g) represent the Debtor at all hearings and other proceedings; h) confer with professional advisors and special counsel retained by the Debtor in providing advice to the Debtor; and i) perform all other necessary legal services in this chapter 11 case as may be requested by the Debtor. The firm will charge the Debtor's estate based on the hourly rates of its professionals: Directors and Counsel $340-$790 Associates $225-$450 Paraprofessionals $125-$205 Karen A. Giannelli, Esq., attorney at the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About United Gilsonite Scranton, Pennsylvania-based United Gilsonite Laboratories, a Pennsylvania Corporation, is a small family-owned corporation engaged in the manufacturing of wood and masonry finishing products and paint sundries. It filed for Chapter 11 bankruptcy protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032). The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. UNITED STATES OIL: M&K CPAS Raises Going Concern Doubt ------------------------------------------------------ United States Oil and Gas Corp. filed on April 19, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt about United States Oil's ability to continue as a going concern. The independent auditors noted that the Company has accumulated losses resulting in an accumulated deficit as of Dec. 31, 2010. The Company reported a net loss of $1.3 million on $24.7 million of revenue for 2010, compared with a net loss of $1.5 million on $9.4 million of revenue for 2009. At Dec. 31, 2010, the Company's balance sheet showed $6.9 million in total assets, $7.6 million in total liabilities, and a stockholders' deficit of $712,361. A complete text of the Form 10-K is available for free at: http://is.gd/CCfYvs United States Oil and Gas Corp. OTC QB: USOG) -- http://www.usaoilandgas.com/-- is an oil and gas products, services and technology company headquartered in Austin, Texas. Through its subsidiaries, the Company markets and distributes refined oil and gas (diesel, gasoline, propane, high octane racing fuels and lubricants) to wholesale and retail customers in the United States. UNIVERSAL BIOENERGY: Expects $41.28 Million of Revenue in 2010 -------------------------------------------------------------- Universal Bioenergy said it is delaying the filing of its annual report on Form 10-K, but nonetheless announced its preliminary results for the year ending Dec. 31, 2010. The Company's total revenues for the twelve months ended Dec. 31, 2010 were $41,282,201 as compared to $0 for the same period in 2009. The total revenues for the three months ended Dec. 31, 2010 were $20,936,667 as compared to $0 for the same period in 2009. The Company currently generates the majority of its consolidated revenues and cash flow from the marketing of natural gas. The Company incurred losses of approximately $566,000 for the twelve months ended Dec. 31, 2010, as compared to $1,872,448 for the same period ended Dec. 31, 2009. Current management has created significant value and generated revenues of $41,282,201, since the acquisition of NDR Energy on April 12, 2010, when previously there were no revenue generated in the prior years. This information is preliminary and unaudited. The Company anticipates the formal audit of their financial records, will be completed soon, and the full details of its financial results will be reported in its Form 10-K Annual Report, to be filed with the SEC. Vince M. Guest, Universal's President states, "Due to all the major activity for the Company in 2010, our Auditor's must perform an audit on Universal, a review of NDR Energy Group's records for the last five years, an audit for NDR for the last two years, an audit of Texas Gulf Oil & Gas, and all related contracts and documents. The amount of work involved, and extent of this audit has caused a delay in the filing of the Form 10K Annual Report. We apologize to our shareholders for the delay. We expect the filing of the Form 10K to be completed very soon." About Universal Bioenergy Universal Bioenergy Inc., is an alternative energy company headquartered in Irvine, California. The Company's new strategic direction is to develop and market a diverse product line of alternative and natural energy products including, natural gas, solar, biofuels, wind, wave, tidal, and green technology products. The Company's balance sheet at Sept. 30, 2010, showed $3.00 million in total assets, $3.35 million in total liabilities, and a $353,406 stockholders' deficit. As reported by the TCR on Nov. 26, 2010, S.E.Clark & Company, P.C., in Tucson, Arizona, expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has net losses for the period from inception (Aug. 13, 2004) to Dec. 31, 2009, of $14.8 million. Further, the Company has inadequate working capital to maintain or develop its operations, and is dependent upon funds from private investors and the support of certain stockholders. USG CORP: Incurs $105 Million Net Loss in First Quarter ------------------------------------------------------- USG Corporation reported a net loss of $105 million on $721 million of net sales for the three months ended March 31, 2011, compared with a net loss of $110 million on $716 million of net sales for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $4.01 billion in total assets, $3.47 billion in total liabilities, and $544 million in total stockholders' equity. "As expected, we experienced generally weak demand in our domestic markets during the quarter," said James Metcalf, President and CEO. "Accordingly, we continue to focus on our operating initiatives to drive improvements in our results. "We are seeing signs of stabilization in U.S. commercial construction and positive trends in the repair and remodel segment, but the new residential construction market remains weak," Metcalf continued. "The long term fundamentals that drive our business remain very solid. As demand improves we will benefit from the operating leverage inherent in both our manufacturing and distribution businesses." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/9APuOP About USG Corporation Based in Chicago, Ill., USG Corporation -- http://www.usg.com/-- through its subsidiaries, manufactures and distributes building materials producing a wide range of products for use in new residential, new nonresidential and repair and remodel construction, as well as products used in certain industrial processes. The company filed for Chapter 11 protection on June 25, 2001 (Bankr. Del. Case No. 01-02094). When the Debtors filed for protection from their creditors, they disclosed $3,252,000,000 in assets and $2,739,000,000 in debts. The Debtors emerged from bankruptcy protection on June 20, 2006. VILLAGE AT CAMP: Wins OK to Tap Houseman for Filing of Tax Returns ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas authorized Village at Camp Bowie I LP to employ Houseman Seeligson LLP to assist the Debtor with the preparation and filing of 2010 tax returns. According to the Troubled Company Reporter on March 29, 2011, The Debtor agrees to pay $6,420 to the firm for this engagement. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Village at Camp Bowie Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of a mixed use real estate development located in Forth Worth, Texas, on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea Avenue, about 1/2 mile south of I-30 an known as the Village at Camp Bowie. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-45097) on Aug. 2, 2010. J. Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in Dallas, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. VILICA LLC: Hearing on Motion to Convert Case Rescheduled --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California has rescheduled the hearing on the motion to convert the Chapter 11 case of Vilica LLC to a Chapter 7 case. The Clerk's office will issue an order reassigning the case to another bankruptcy judge in light of Judge Stephen Johnson's decision to recuse himself from the case. Santa Cruz, California-based Vilica, LLC, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 10-62728) on Dec. 13, 2010. Stephen T. Davies, Esq., at Turner Litigation Services, serves as the Debtor's bankruptcy counsel. According to its schedules, the Debtor disclosed $12,757,273 in total assets and $4,245,843 in total debts at the Petition Date. VITRO SAB: Bankruptcy Court Denies 8 Involuntary Petitions ---------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that U.S. Bankruptcy Judge Russell Nelms signed an order on April 21 denying the involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. According to the report, in his five-page opinion on April 21, Judge Nelms reversed himself on rulings he tentatively made at a March 31 hearing when he concluded that bondholders weren't required to make a demand for payment on the $1.2 billion in defaulted bonds. Judge Nelms concluded that the subsidiaries only had a contingent liability on their guarantees on the defaulted bonds as no written demand for payment was made. Since the eight subsidiaries' debt was contingent, it wouldn't provide the basis for an involuntary petition, Judge Nelms ruled. Mr. Rochelle also reports that on account of Judge Nelms' illness, the Vitro case in Texas was transferred to Bankruptcy Judge Harlin "Cooter" Hale in Dallas. 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. Vitro America, et al., have tapped Louis R. Strubeck, Jr., Esq., and William R. Greendyke, Esq., at Fulbright & Jaworski LLP, in Dallas, Texas, as counsel. Kurtzman Carson Consultants is the claims and notice agent. The official committee of unsecured creditors appointed in the Chapter 11 cases of Vitro America, et al., has selected Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, as counsel. WEST CORP: Reports $34.58 Million Net Income in First Quarter ------------------------------------------------------------- West Corporation reported net income of $34.58 million on $610.82 million of revenue for the three months ended March 31, 2011, compared with a net loss of $36.00 million on $599.82 million of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $3.11 billion in total assets, $4.10 billion in total liabilities, $1.55 billion in Class L common stock, and a $2.54 billion stockholders' deficit. A full-text copy of the press release announcing the quarterly results is available for free at http://is.gd/OPHKWd About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. The Company's balance sheet at Dec. 31, 2010 showed $3.00 billion in total assets, $4.04 billion in total liabilities, $1.50 billion in commitments and contingencies, and a $2.54 billion stockholders' deficit. The Company reported net income of $60.30 million on $2.39 billion of revenue for the year ended Dec. 31, 2010, compared with net income of $90.97 million on $2.38 billion of revenue during the prior year. * * * West Corp. carries a 'B2' corporate rating from Moody's and 'B+' corporate rating from Standard & Poor's. Moody's Investors Service upgraded the ratings on West Corporation's existing senior secured term loan to Ba3 from B1 and the rating on $650 million of existing senior notes due 2014 to B3 from Caa1 upon the closing of its recent refinancing transactions. Concurrently, Moody's affirmed all other credit ratings including the B2 Corporate Family Rating and B2 Probability of Default Rating. The rating outlook is stable. Standard & Poor's Ratings Services assigned Omaha, Neb.-based business process outsourcer West Corp.'s proposed $650 million senior unsecured notes due 2019 its 'B' issue-level rating (one notch lower than the 'B+' corporate credit rating on the company). The recovery rating on this debt is '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a payment default. The company will use proceeds from the proposed transaction and some cash on the balance sheet to redeem its $650 million 9.5% senior notes due 2014. XIANBURG DATA: Won't Timely File 2010 Financial Statements ---------------------------------------------------------- Xianburg Data Systems Canada Corporation will not be in a position to file its audited annual consolidated financial statements, management's discussion and analysis and related certifications for the fiscal year ended Dec. 31, 2010 on or before May 2, 2011, as required, as a result of unanticipated delays associated with the audit of its operating entity Xianburg International Data Group Co., Ltd. required to in order to prepare the Issuer's first set of audited financial statements since it completed its qualifying transaction in late November, 2010. Accordingly, the Issuer has requested the issuance of a management cease trade order under the provisions of National Policy 12-203 Cease Trade Orders for Continuous Disclosure Defaults ("NP 12- 203") so as to permit the continued trading in the Issuer's Common Shares by persons other than insiders and employees of the Issuer. The Issuer is working closely with its auditors, Thompson Penner & Lo LLP, and the Issuer's Board of Directors have, as a result of difficulties encountered while conducting the audit, also resolved to retain the services of one of the recognized international accounting firms to assist the existing auditor with completing the audit. The Issuer expects to be able to have the audit of the Statements completed, and the Required Filings made, by end of June, 2011. The Issuer confirms that it intends to satisfy the provisions of section 4.4 of NP 12-203 and issue bi-weekly default status reports for so long as the Issuer remains in default of the requirement to make the Required Filings containing the following information: a) any material changes to the information in this default announcement or subsequent default status reports, including a description of all actions taken to remedy the default and the status of any investigations into any events which may have contributed to the default; b) particulars of any failure by the Issuer to fulfill its stated intentions with respect to satisfying the provisions of the alternative information guidelines; c) information regarding any specified default subsequent to the default which is the subject of the default announcement; and d) any other material information concerning the affairs of the Issuer not previously disclosed. The Issuer intends to issue the first default status report on May 16, 2011. The Issuer is not subject to any insolvency proceedings nor is there in other material information concerning the affairs of the Issuer that has not been generally disclosed. The Issuer also announces that Sheng (Sam) Wang has resigned as a director and Chair of the Issuer's Audit Committee on April 22, 2011 and that George Dorin has resigned as Chief Financial Officer of the Issuer on April 24, 2011. The Issuer thanks Mr. Wang and Mr. Dorin for their contributions. The Issuer's Board of Directors have resolved to appoint all of the remaining members of its Board of Directors to the Audit Committee, such that the Audit Committee is now comprised of Kabir Jivraj, Ping Huang, Omar Ladak, Jingping Dong and Song Qiao, with Mr. Ladak serving as Chair of the Audit Committee. About Xianburg Data Xianburg Data Systems Canada Corporation is an IT products and services firm with offices in Xi'an and Beijing. The Company is recognized as a leader in China in providing mass data storage and disaster recovery IT solutions. Xianburg International Data Group Co., Ltd. was founded in 1994 by Jingping Dong, based on his experience in leading large-scale data archiving projects. XID is recognized as a leading IT provider to the Chinese government and to corporate clients, and has received ISO 9001 certification for its Quality Management practices. XID has more than 120 staff with affiliates in China, Germany, and Canada. Staff includes a high proportion of IT specialists with advanced degrees. The Company, through its wholly-owned subsidiary, Xianburg Data Systems (Canada) Inc., governs and administers the operating entity XID, a Chinese based operating company, and will earn substantially all of its income from XID. XID's core business is data entry with a specialty of converting paper documents to electronic format ("digitization") and it also manufactures high- performance, high capacity storage systems for the archiving and publication of such documents. XSTREAM SYSTEMS: Former CEO Opposes 'Aggressive' Bankruptcy Loan ---------------------------------------------------------------- Dow Jones' DBR Small Cap reports that XStream Systems Inc.'s former chief executive and president is opposing its proposed bankruptcy loan, arguing that its "aggressive terms" ensure the company will wind up in the hands of its insiders. The report relates that Brian Mayo says XStream didn't meet its burden to show that the proposed $50,000 bankruptcy loan from XSI LLC -- an entity formed by two of XStream's former officers and directors--is fair, reasonable and adequate as well as that it would be in the best interests of the X-ray technology company and creditors like himself. Rather, Mr. Mayo said the loan appears to be nothing more than a tool to ensure that certain insiders once in control of XStream end up buying its assets, Dow Jones' DBR Small Cap notes. Sebastian, Florida-based XStream Systems, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11086) on April 8, 2011. Jamie Lynne Edmonson, Esq., at Bayard PA, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $500,001 to $1 million and debts at $1 million to $10 million. YOUNG'S CAPITAL: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Young's Capital Co LLC 685 Ocean Shores Blvd NW Ocean Shores, WA 98569 Bankruptcy Case No.: 11-43141 Chapter 11 Petition Date: April 20, 2011 Court: United States Bankruptcy Court Western District of Washington (Tacoma) Judge: Brian D. Lynch Debtor's Counsel: Michael M. Yahng, Esq. CORNERSTONE LAW OFFICE 30810 Pacific Hwy South Federal Way, WA 98003 Tel: (253) 946-9428 E-mail: cornerstonelaws@hotmail.com Estimated Assets: $50,001 to $100,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb11-43141.pdf The petition was signed by Yoon, Ju Nam, general manager. ZRMBH WASHINGTON: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: ZRMBH Washington LLC c/o MultiCaptial Group 5745 Wilson Ave. So. Seattle, WA 98118 Bankruptcy Case No.: 11-14642 Chapter 11 Petition Date: April 21, 2011 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Marc Barreca Debtor's Counsel: Larry B. Feinstein, Esq. VORTMAN & FEINSTEIN 500 Union St., Suite 500 Seattle, WA 98101 Tel: (206) 223-9595 E-mail: feinstein2010@gmail.com Estimated Assets: $0 to $50,000 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/wawb11-14642.pdf The petition was signed by Steven Gestetner, sole member. * Chetrit Works to Revive Stalled New York Residential Project -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that Joseph Chetrit, a New York developer and one of the owners of America's tallest building, is moving ahead with a long-delayed residential project overlooking Prospect Park in the latest sign of life in the city's real-estate industry. * Fitch: Liquidity Improves for Largest U.S. Leveraged Issuers -------------------------------------------------------------- Near-term liquidity remains ample for many of the 31 largest U.S. speculative-grade issuers of high yield bonds and leveraged loans, according to the latest issue of Fitch Ratings' 'Liquidity and Covenant Analysis for Large U.S. Leveraged Issuers'. Of the issuers studied, 71% have more than a combined $1 billion in cash and revolver availability. In addition, most have addressed their near-term debt maturities over the past several periods, and a number of opportunistic issuers were able to extend significant debt amounts under favorable terms. Specifically, amended and extended agreements and bond-for-loan takeouts undertaken over the last several quarters have eased a great deal of the near-term refinancing pressure by allowing issuers to push out their debt maturities beyond 2014. Covenant headroom remains adequate for most of these large issuers. Approximately 35% of the issuers saw a covenant cushion decline over the last period. While remaining focused on liquidity and covenant flexibility for highly leveraged entities, Fitch anticipates credit fundamentals will continue to improve as issuers continue to clean up their balance sheets. Capital structure actions for the remainder of 2011 are likely to continue to be more strategic, addressing potential issues that companies foresee over the next few years. Furthermore, Fitch anticipates issuers will continue to use free cash flow and cash on hand for strategic opportunities, acquisitions, dividends, and debt repayment. * Investors Buy Loan Servicers in Bid to Own Distressed Property ---------------------------------------------------------------- Dow Jones' DBR Small Cap reports that with tens of billions of dollars in underwater commercial real-estate loans coming due by the end of next year, some savvy investors are trying to get to the head of the line in the race to snap up distressed properties. According to the report, taking the lead among those trying to profit from the pain is real-estate investor Andrew Farkas, who tops a roster of high-profile investors -- including Fortress Investment Group, Cerberus Capital Management and Vornado Realty Trust -- that have bought companies that act as middlemen on troubled commercial mortgages. One allure is that when loans go bad, the middlemen, charged with working out loans on behalf of investors in bonds backed by mortgages, have a front-row seat at the auction when the assets are sold. Farkas has told investors he intends to use this tactic to buy, the report notes. DBR Small Cap says that the others are watching from the sidelines, at least for now. The strategy is controversial because of concerns about conflicts of interest, the report adds. * Federal Reserve Launches Bankruptcy Studies --------------------------------------------- American Bankruptcy Institute reports that the Federal Reserve Board on Thursday announced that it is launching two studies examining whether the Bankruptcy Code needs revisions in order to better handle failures of big financial companies. * Law Firm Meltdowns A Boon for Lawyers' Counsel ------------------------------------------------ Erin Fuchs at Bankruptcy Law360 reports that the recent demise of law firms such as Howrey LLP has ushered in new opportunities for attorneys representing other lawyers and firms in disputes stemming from the collapses, experts said. Law360 relates that the wave of firm failures began with the 2003 implosion of Brobeck Phleger & Harrison LLP and exploded with the dissolution of other big-league players such as Coudert Brothers LLP, Heller Ehrman LLP, Thelen LLP and most recently Howrey LLP. * Jenner & Block Taps Brian Hart to Lead Chicago Finance Practice ----------------------------------------------------------------- Brian S. Hart has joined Jenner & Block's Chicago office as a partner, where he will lead the Firm's Corporate Finance Practice. Mr. Hart brings more than 20 years of experience in handling complex corporate financing matters to the Firm's growing Corporate Department. "We are thrilled that Brian is joining Jenner & Block," said Susan C. Levy, Jenner & Block's Managing Partner. "His significant experience in handling a wide range of corporate finance matters will be of great value to our clients, and augment the already impressive capabilities of our growing Corporate Department." Mr. Hart represents public and private corporations, major financial institutions, and private equity funds in complex corporate financing matters. He focuses on secured syndicated finance, including senior, second lien and mezzanine financing, 144A senior and subordinated debt offerings, acquisition and recapitalization financing, cross-border financing, equipment lease financing, surety bonding matters, workouts and debt restructurings, debtor-in-possession financing and bankruptcy exit financing, and intercreditor, subordination and domestic and international collateral security matters. "Brian's significant experience in corporate finance matters is vital to our continued growth and our effort to provide exceptional service to public and private companies," said Joseph P. Gromacki, Chair of Jenner & Block's national Corporate Department. "With his strong experience in representing the interests of operating companies, Brian's capabilities will fit perfectly with our practice." "I am excited to join Jenner & Block," said Mr. Hart. "I have known and respected the attorneys of Jenner & Block for many years, and the Firm's values of exceptional client service and service to the community closely align with my own." Mr. Hart joins a thriving Corporate Practice at Jenner & Block. Recently, for example, the Firm played a key role in the historic turnaround of General Motors, acting as lead outside counsel to GM in its recent record-breaking $23.1 billion Initial Public Offering - the largest IPO in global history - and in the "Section 363" sale of substantially all of its assets in connection with its Chapter 11 reorganization. Jenner & Block's corporate practice is recognized nationally and in Illinois and New York byChambers USA, which recently noted the New York Corporate Practice's experience in a combination of public and private company mergers and acquisitions, as well as public securities and private fund transactions. * Jenner & Block Adds Collins, Casella to New York Office --------------------------------------------------------- Jenner & Block disclosed that seasoned corporate lawyers Kevin T. Collins and Jason M. Casella have joined the Firm's New York office. Messrs. Collins and Casella reunite with Wesley Fredericks, who recently joined the Firm as Chair of the New York Corporate Practice, and significantly augment the capabilities of the Firm's Corporate Practice in New York. "We are very pleased that Kevin and Jason are joining Jenner & Block," said Susan C. Levy, Managing Partner of Jenner & Block. "They are impressive attorneys who add exceptional corporate, M&A and securities experience to our New York office, and also bolster our strong national Corporate Department. Additionally, they also enhance our ability to serve our valued clients in the life sciences industry." "Kevin and Jason further expand our transactional footprint in the New York market, which is a cornerstone to our continued growth," said Joseph P. Gromacki, Chair of Jenner & Block's national Corporate Department. "Enhancing the scale and depth of our corporate practice is critical in our effort to provide exceptional service to public and private companies, and I know clients will value Kevin's and Jason's unique perspectives and skills." Mr. Collins' practice focuses on general corporate matters, securities law, SEC registered offerings and private placements, strategic partnering and licensing. He has significant experience in working with companies in the life sciences and pharmaceutical industries, and his clients have included companies such as Lonza, Bayer Healthcare and Otsuka Pharmaceutical, as well as publicly traded biotech and specialty pharmaceutical companies, such as Enzon Pharmaceuticals, Tengion, Obagi Medical Products, Osteotech and Alfacell. He previously practiced at Goodwin Procter and Heller Ehrman. "Jenner & Block's New York office is an exciting place to practice, with lawyers from that office having played significant roles in producing the authoritative report on the fall of Lehman Brothers and working as part of the Jenner & Block team that acted as lead counsel for GM in its historic return to the public markets. Jenner & Block is a firm with an outstanding reputation and commitment to excellence and I am thrilled to be joining its strong national corporate practice and to be part of the expansion of the corporate practice in the New York office," said Mr. Collins. Mr. Casella has represented both private and public companies in a wide variety of corporate matters, including mergers and acquisitions, private equity, venture capital, and capital markets transactions. He has also advised on commercial transactions and corporate governance issues. He previously practiced at Goodwin Procter and Heller Ehrman, as well as a New York boutique corporate firm. "I am thrilled to join Jenner & Block's dynamic corporate practice in New York," added Mr. Casella. "This is a great opportunity to practice at a Firm with a terrific national platform and a bourgeoning New York team." "I had the pleasure of practicing with Kevin and Jason at two prior firms, and I know their exceptional talent will be of great value to our clients, both here in New York and nationally," said Mr. Fredericks. "They will be instrumental to the foundation we are building for an expanded Corporate Practice in New York." The pair joins a flourishing Corporate Practice at Jenner & Block. Recently, for example, the Firm played a key role in the historic turnaround of General Motors, acting as lead outside counsel to GM in its recent record-breaking $23.1 billion Initial Public Offering -- the largest IPO in global history -- and in the "Section 363" sale of substantially all of its assets in connection with its Chapter 11 reorganization. In 2010, the Firm's national corporate practice also successfully represented leading global defense contractor General Dynamics in several M&A and financing transactions; General Motors in securing a $5 billion revolving credit facility; major telecom services provider RCN in its billion-dollar plus sale to a private investment fund; and multiple dividend recapitalization transactions for KPS Capital Partners and its portfolio companies. In 2009-2010, Jenner & Block also represented its Chairman Anton R. Valukas in his closely watched role as Court-appointed Examiner in the Lehman Brothers Holdings, Inc. bankruptcy, producing an exhaustive report detailing the causes of the demise of the banking giant. The Wall Street Journal said the report was a "master work" and The New York Times called it "the definitive account of the largest bankruptcy in American history." Jenner & Block's corporate practice is recognized nationally and in Illinois and New York byChambers USA, which recently noted the New York Corporate Practice's experience in a combination of public and private company mergers and acquisitions, as well as public securities and private fund transactions. * McDonald Hopkins Gets McDermott's Rodriguez for New Miami Office ------------------------------------------------------------------ Raquel "Rocky" Rodriguez, who served as General Counsel to Florida Governor Jeb Bush and most recently was a partner at McDermott Will & Emery LLP, has joined McDonald Hopkins LLC, a business advisory and advocacy law firm with an 80-year history. Rodriguez will serve as managing member of the firm's new Miami office, which is located in the Southeast Financial Center (formerly Wachovia) at 200 South Biscayne Boulevard. She will also serve on the firm's Board of Directors. McDonald Hopkins has more than 130 attorneys in West Palm Beach, Cleveland, Chicago, Columbus and Detroit. During her time with Governor Bush, Rodriguez worked on some of the most complex and urgent issues facing Florida, such as the largest economic development project in state history, a $310 million economic incentive grant to The Scripps Research Institute. "Rocky has been a valued and trusted legal counsel to me, both in my administration and upon my return to the private sector," Governor Bush said. "Her excellent legal skills as well as her consistent commitment to finding solutions and serving clients make her a superb choice to lead the McDonald Hopkins Miami office." Rodriguez also represented the state in the incentive grants to The Burnham Medical Research Institute, the Torrey Pines Institute for Molecular Studies, and the Stanford Research Institute. Overall, she has been instrumental in the negotiation of nearly $750 million in state and local incentives to promote the diversification of the state's economy. Rodriguez also advised Governor Bush in more than 200 appointments to the state's courts. Governor Bush continues to be among Rodriguez's principal clients. While many law firms have struggled in a difficult economy in recent years, McDonald Hopkins has continued to grow and expand. The firm's revenues have increased 46 percent since 2006. The West Palm Beach office, which opened in 2004 with four attorneys, has grown to 11 attorneys as of present. The Chicago office of McDonald Hopkins, which opened in 2007, has 19 attorneys and recently moved to a premier building on the Chicago River. In Detroit, 10 attorneys have been added in the past 18 months. Initially, the Miami office will consist of two attorneys. McDonald Hopkins continues to recruit attorneys to join its national practice groups. "We recognize the importance of Miami as a strategic business market," said Carl J. Grassi, president of McDonald Hopkins, who has led the firm since 2007. "Rocky is the perfect fit to manage our growth in Miami because she shares our entrepreneurial spirit and our focus on being an advocate for our clients beyond their legal challenges. Many of our highly experienced attorneys came to us after working at larger law firms where they charge considerably higher rates and bring big firm experience in a cost- effective way." Grassi noted that Rocky's combination of "business acumen, government experience, litigation expertise, and depth of knowledge in both U.S. and international client issues, will be a solid foundation for enhancing the firm's expertise in the South Florida market." Rodriguez pointed out that John T. Metzger, managing member of the West Palm Beach office, and she started their legal careers together in 1985 at Greenberg Traurig, LLP in Miami, where they both became shareholders. "I am very pleased that we are practicing law together again. This is an excellent opportunity for me because McDonald Hopkins is committed to the Miami market and the firm recognizes the importance of developing approaches for clients that go beyond the obvious legal solutions," said Rodriguez. "I appreciate their confidence in me and I look forward to introducing McDonald Hopkins to the dynamic business community in Miami." Rodriguez, who is fluent in Spanish and speaks French, has more than 25 years of experience representing Fortune 100 clients, closely held companies, foreign governments, family businesses, nonprofits, and entrepreneurs. She has worked with Latin America during most of her legal career representing clients from throughout the Americas as well as assisting US companies with international disputes and business challenges. Much as she did for Governor Bush as General Counsel, Rodriguez is a "trouble shooter" for clients using her wide-ranging experience in international and business litigation, business counseling, crisis management, and government affairs to help them achieve their goals and overcome potential threats. "We are delighted that Rocky will be leading our new Miami office," Metzger said. "We will be working closely together to advise our South Florida clients and to continue to recruit the highest caliber attorneys to our offices in Miami and West Palm Beach." Rodriguez has also served as executive director of the London- based MULTILAW Multinational Association of Independent Law Firms. She has been recognized by her peers and clients, who have voted her inclusion in Chambers and Partners USA 2009 and 2010, Florida Super Lawyer 2008 and 2009, and Florida Trend's Legal Elite in 2005, 2006 and 2010. Rodriguez is active in several Florida organizations. She is a founding board member and Executive Committee member of the Florida-Israel Business Forum, founding member of the Miami International Arbitration Society, Executive Committee member of the Florida Bar Section of International Law and co-chair of its Amicus Committee, and Legislative Committee member of BioFlorida. A graduate of the University of Miami, Rodriguez earned a J.D., summa cum laude, in 1985 and a Bachelor of Arts degree, summa cum laude, in 1982. In law school, Rodriguez was class valedictorian, a member of the University of Miami Law Review, and the Order of the Coif. About McDonald Hopkins McDonald Hopkins -- http://www.mcdonaldhopkins.com-- the comprehensive legal services of the firm are provided by teams of specialized attorneys and professionals in areas such as business law, litigation, businessrestructuring and bankruptcy, estate planning, government affairs, healthcare, intellectual property, labor and employment, and mergers and acquisitions. Service and industry specialties are designed to meet the growing challenges that clients face in an increasingly competitive environment. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- April 27-29, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott, Chicago, IL Contact: http://www.turnaround.org/ May 5, 2011 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts - New York City Association of the Bar of the City of New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ May 6, 2011 AMERICAN BANKRUPTCY INSTITUTE New York City Bankruptcy Conference Hilton New York, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ June 6, 2011 AMERICAN BANKRUPTCY INSTITUTE Canadian-American Cross-Border Insolvency Symposium Fairmont Royal York, Toronto, Ont. Contact: 1-703-739-0800; http://www.abiworld.org/ June 9-12, 2011 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Mich. Contact: http://www.abiworld.org/ July 21-24, 2011 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 27-30, 2011 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Sanctuary at Kiawah Island, Kiawah Island, S.C. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 4-6, 2011 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 14, 2011 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Tampa Convention Center, Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. __, 2011 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium Dublin, Ireland Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 25-27, 2011 TURNAROUND MANAGEMENT ASSOCIATION Hilton San Diego Bayfront, San Diego, CA Contact: http://www.turnaround.org/ Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ April 3-5, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Grand Hyatt Atlanta, Atlanta, Ga. Contact: http://www.turnaround.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ November 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ April 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ October 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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 ***