/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/111027.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, October 27, 2011, Vol. 15, No. 298 Headlines 4100 WEST: Case Summary & 18 Largest Unsecured Creditors A & V PROPERTIES: Voluntary Chapter 11 Case Summary AMBAC FINANCIAL: Says Cash Flow Sufficient for Five Years AMTRUST FINANCIAL: Files Amended Plan of Reorganization ANDERSON NEWS: Court Approves Creditors' Bid to Sue Affiliates APEX DIGITAL: Seeks Extend Plan Filing Deadline to Dec. 12 ARLINGTON CLASSICS: S&P Cuts Rating on Series 2010A Bonds to 'BB' ASHAPURA MINECHEM: Fails to Halt Creditor Actions in U.S. ATLAS HOSPITALITY: Voluntary Chapter 11 Case Summary AUGUSTA APARTMENTS: Lender's Claim Junior to Mechanic's Liens BERNARD MADOFF: SIPC Backs Picard Computation on 2-Year Lookback BLACK DIAMOND: Negligence Suit v. Alvarez & Marsal Goes to Trial BLACKSTONE FINANCIAL: Case Summary & 5 Largest Unsecured Creditors BOULDER SPRINGS: Voluntary Chapter 11 Case Summary BRAY & JAMISON: Case Summary & 14 Largest Unsecured Creditors C & M: Case Summary & 20 Largest Unsecured Creditors CAGLE'S, INC.: Case Summary & 30 Largest Unsecured Creditors CAMP COOLEY: Wants Name Change Approved in Relation to Assets Sale CAREFREE WILLOWS: Plan Offers to Pay AG/ICC Paid in 10 Years CARGO TRANSPORTATION: Court Confirms 2nd Amended Chapter 11 Plan CENTRAL BUILDING: Files Schedules of Assets and Liabilities CENTRAL BUILDING: Crow Files List of 5 Largest Unsec. Creditors CENTURION PROPERTIES: Amends Plan Outline Ahead of Nov. 3 Hearing CIT GROUP: Swings to Third-Quarter Loss on Debt Prepayment Costs CNS RESPONSE: Issues $250,000 Bridge Notes to John Pappajohn CONGRESSIONAL HOTEL: Hearing on $18-Mil. Sale Scheduled for Nov. 7 DALLAS STARS: Files Schedules of Assets and Liabilities DANDY FAMILY: Voluntary Chapter 11 Case Summary DARCON OF NORTH: Case Summary & 20 Largest Unsecured Creditors DEWITT NURSING: Wants Plan Exclusivity Extended to Jan. 23 DIABETES AMERICA: Wants Plan Hearing Deferred Until Nov. 14 DISTRICT OF COLUMBIA: S&P Cuts Rating on Series 2000 Bonds to BB DYNAMIC BUILDERS: To Sell Assets to Bank of America via Credit Bid FACTORY 2-U: 3rd Circ. Affirms Dismissal of Garment Industry Suit FKF MADISON: Judge Clears Firm to Auction Off Plan-Sponsor Rights GENCORP INC: To Repurchase $46.6-Mil. 2 1/4% Debentures Due 2024 GENERAL SHOPPING: Fitch Affirms Rating on $250MM Notes at 'BB-' GOM TANG: Case Summary & Largest Unsecured Creditor GRAHAM SLAM: Case Summary & 9 Largest Unsecured Creditors GREAT ATLANTIC: Gets Authorization for Injury Settlement Process GREYSTONE LOGISTICS: Posts $475,360 Net Income in Aug. 31 Quarter HARRISBURG PA: Governor Declares Capital in Financial Emergency HAWAIIAN TELCOM: S&P Assigns 'B-' Corporate Credit Rating HMC/CAH CONSOLIDATED: Says Patient Care Ombudsman Not Needed HMC/CAH CONSOLIDATED: Cash Collateral Hearing on Friday HEALTHSPRING INC: S&P Puts BB- Counterparty Rating on Watch Pos. HILL INTERNATIONAL: Extends Forbearance with BoA to March 2012 HUSSEY COPPER: Kataman's Offer Subject to Nov. 14 Auction IMUA BLUEHENS: LNR Protests Request to Employ Accountant IMUA BLUEHENS: Wants Exclusivity Periods Extended by 90 Days JACOBS FINANCIAL: Incurs $127,000 Net Loss in Aug. 31 Quarter JER/JAMESON MEZZ: Lender Asks to Throw Out Bankruptcy Case JCK HOTELS: U.S. Trustee Wants Jeanne C. Wanlass Out of the Case JER/JAMESON MEZZ: Colony Capital Aims for Dismissal JUST PLUMBING: Court Won't Dismiss Case, Eyes Chapter 7 Conversion KARTA GROUP: Voluntary Chapter 11 Case Summary KINGS PROFESSIONAL: Involuntary Chapter 11 Case Summary KINGSBURY CORP: Gets Court Approval to Pay Critical Vendors KT SPEARS: RBC Bank Wants Disclosure Statement Denied LABELCORP HOLDINGS: S&P Affirms 'B' Corporate Credit Rating LAKE PLEASANT: Wants Until Dec. 31 to File Chapter 11 Plan LOS ANGELES DODGERS: Will Have Two Fans on Creditors Committee LOS ANGELES DODGERS: MLB Says McCourt 'Looted' $190 Million LOS ANGELES DODGERS: MLB Seeks McCourt Divorce Pact in Bankruptcy LOS ANGELES DODGERS: MLB Told to Turn Over Docs Before Key Hearing MAGNETEK INC: Gets Conditional Approval of Pension Funding Waiver MAQ MANAGEMENT: Gets Interim Consent to Use WSB Cash Collateral MARITIME COMMS: Taps Harris Jernigan as Bankruptcy Counsel MK2 TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors MICHAEL MAZZEO: Case Summary & 20 Largest Unsecured Creditors MOUNTAIN CITY: Corrects List of 20 Largest Unsecured Creditors MSR RESORTS: Midland Objects to MetLife Settlement MSR RESORT: Oct. 31 on Midland-Opposes Exclusivity Extension MUTUAL BANK: FDIC Seeks $127 Million From Former Directors MW GROUP: Case Summary & 8 Largest Unsecured Creditors MYSZTYC PROPERTIES: Voluntary Chapter 11 Case Summary NEWNAN HOUSING: S&P Lowers Rating on Series 2005 Bonds to 'BB' NORTEL NETWORKS: Committee Wins OK to Hire Alvarez & Marsal PACESETTER FABRICS: Court Approves Golbar & Assoc. as Accountants PACIFIC MONARCH: Files for Chapter 11 in California PENINSULA HOSPITAL: Can Use 1199 Cash Collateral Until Oct. 31 PIEDMONT CENTER: Chapter 11 Trustee Has Until Dec. 10 to Use Cash PLAN 9 MUSIC: Blames Economic Downturn for Chapter 11 Filing PMI GROUP: Hires Advisors for Possible Restructuring POINT BLANK: Strikes Settlement With Department of Justice PONCE DE LEON: Obtains Authority to Get Carmen Torres as Attorney POST 240: Case Summary & 15 Largest Unsecured Creditors R.E. LOANS: Committee, Noteholders Favor Northlight DIP Loan REOSTAR ENERGY: Hearing on Cash Collateral Use Set for Dec. 12 RIO RANCHO: Has Until Oct. 31 to File Plan & Disclosure Statement RIO RANCHO: Can Access WSB Cash Collateral Until Nov. 15 ROBERTO CARRERAS: No Conflict of Interest for Lawyers ROCKETPLANE KISTLER: Heritage to Auction Assets Nov. 11 ROYAL HOSPITALITY: Ch. 11 Trustee Taps Green & Seifter as Counsel SAAB AUTOMOBILE: Terminates Funding Deals With Youngman, Pang Da SANITARY AND IMPROVEMENT: Files 20 Largest Unsec. Creditors List SEA TRAIL: Taps Dana Connelly as Chief Operating Officer SEA TRAIL: Wants to Hire Cox & Watts as Special Counsel SEMGROUP LP: Plains All American Has $1 Billion Hostile Bid SENTINEL MANAGEMENT: Trustee Settles FTN Bribery Case for $38.5MM SEQUA CORP: S&P Affirms B- Corp. Credit Rating; Outlook Positive SHAMROCK-SHAMROCK INC: Creditor PNC Bank Won't Join Mediation SHOPS AT PRESTONWOOD: Court Okays Sayles Werber as Special Counsel SIGNATURE STYLES: Has Until Jan. 4 to Propose Chapter 11 Plan TRAILHEAD LODGE: Silverleaf Buys $57 Million Non-Performing Loan SL MANAGEMENT: 5th Cir. Flips Ruling in Texas Capital Suit SOLYNDRA LLC: U.S. Trustee Wants Trustee, Says CRO Not Needed SOUTHERN MONTANA: Files Chapter 11 Protection SOUTHERN MONTANA: S&P Lowers Issuer Credit Rating to 'CC' SOUTHERN MONTANA: Case Summary & 20 Largest Unsecured Creditors SUNVALLEY SOLAR: Board Approves SPA with Asher Enterprises SUNVALLEY SOLAR: Board OKs Entry Into SPA with Tonaquint SUPERMEDIA INC: Files Post-Confirmation Qtly. Report for Q3 2011 SWORDFISH FINANCIAL: Disowns Spam Information Detected by OTC TEE INVESTMENT: WBCMT Says Plan Outline Still Lacks Information TEE INVESTMENT: Opposes Creditor's Plea Stay Relief TERRESTAR NETWORKS: Leaves $33MM for Eventual Distribution TERRESTAR NETWORKS: Wants Plan Exclusivity Extended Until Dec. 20 TURKPOWER CORP: Incurs $1.6 Million Net Loss in Aug. 31 Quarter UNI-PIXEL INC: Joins Flat Panel Display Conference in Japan UNISYS CORP: Reports $83.7 Million Net Income in 3rd Quarter USA AUTO: Case Summary & 13 Largest Unsecured Creditors VIRGIN OFFSHORE: Files List of 20 Largest Unsecured Creditors VITRO SAB: BofA Leasing Unit Allowed to Keep $2.4MM Deposit VITRO SAB: U.S. Debtors Have Corporate Name Changes VITRO SAB: Congressmen Seek Mexico's Intervention in Restructuring WACO TOWN: Voluntary Chapter 11 Case Summary WAINWRIGHT BUILDING: Case Summary & 12 Largest Unsecured Creditors WASHINGTON MUTUAL: Suit in Seattle Certified as Class Action WINTHROP HOTEL: Case Summary & 20 Largest Unsecured Creditors XODTEC LED: Incurs $640,000 Net Loss in Aug. 31 Quarter ZOO ENTERTAINMENT: Continues to Engage in Discussions with Panta * Sen. Corker Readies Bankruptcy Alternative to Dodd-Frank * Double-Dip Recession Likely in Advanced Economies, Roubini Says * Recent Small-Dollar & Individual Chapter 11 Filings ********* 4100 WEST: Case Summary & 18 Largest Unsecured Creditors -------------------------------------------------------- Debtor: 4100 West Grand LLC 2400 West Madison Street, Suite 1A Chicago, IL 60612 Bankruptcy Case No.: 11-42873 Chapter 11 Petition Date: October 22, 2011 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: John H. Squires Debtor's Counsel: Richard L. Hirsh, Esq. RICHARD L HIRSH & ASSOCIATES PC 1500 Eisenhower Lane, Suite 800 Lisle, IL 60532 Tel: (630) 434-2600 Fax: (630) 434-2626 E-mail: richala@sbcglobal.net Scheduled Assets: $1,049,689 Scheduled Debts: $1,067,749 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb11-42873.pdf The petition was signed by Ljubomir Sopcic, managing member. A & V PROPERTIES: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: A & V Properties, LLC 39349 Mound Road Sterling Heights, MI 48301 Bankruptcy Case No.: 11-67483 Chapter 11 Petition Date: October 23, 2011 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Marci B. McIvor Debtor's Counsel: Robert N. Bassel, Esq. P.O. Box T Clinton, MI 49236 Tel: (248) 677-1234 Fax: (248) 369-4749 E-mail: bbassel@gmail.com Estimated Assets: $500,001 to $1,000,000 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 Gregory Alexander, responsible party. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- In re Alpha Electric 11-41738 01/25/11 AMBAC FINANCIAL: Says Cash Flow Sufficient for Five Years --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Ambac Financial Group Inc. filed papers for an extension of the exclusive right to propose a Chapter 11 plan. According to the report, in the process, Ambac said it has sufficient cash to operate for five years. Earlier this month, Ambac said in a court filing that it would run out of money and the almost completed Chapter 11 case would convert to liquidation in Chapter 7 absent quick estimation of claims by the Internal Revenue Service. Ambac made the statements while imploring the bankruptcy judge to determine the amount of net operating loss carryforwards that remain. Ambac's exclusivity motion is scheduled for a Nov. 7 hearing, according to the report. Ambac's creditors are voting on a reorganization plan following approval of the disclosure statement. The confirmation hearing for approval of the plan is set for Dec. 8. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor- in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed US$30.05 billion in total assets, US$31.47 billion in total liabilities, and a US$1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of (US$394.5 million) and total liabilities of US$1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about US$1.62 billion. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's bankruptcy counsel. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. KPMG LLP is tax consultant to the Debtor. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Lazard Freres & Co. LLC is the Committee's financial advisor. Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group and the restructuring proceedings of Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945- 7000). AMTRUST FINANCIAL: Files Amended Plan of Reorganization ------------------------------------------------------- BankruptcyData.com reports that AmTrust Financial (nka AmFin Financial) filed with the U.S. Bankruptcy Court an Amended Plan of Reorganization. The Company also filed with the Court a notice of its post-confirmation board of directors. The five directors are as follows: Matthew Bloom, director, Guggenheim Partners; Nelson Correa, senior managing director, Goodwin Capital Advisers; Allen Dick, portfolio manager, Allstate Investments, Vik Ghei, partner, HoldCo Advisors and Ronald L. Glass, principal, GlassRatner Advisory & Capital Group. About AmTrust Financial AmTrust Financial Corp. (PINK: AFNL) was the owner of the AmTrust Bank. AmTrust was the seventh-largest holder of deposits in South Florida, with $4.7 billion in deposits and 21 branches. In November 2008, the Office of Thrift Supervision issued a cease and desist order requiring AmTrust to improve its capital ratios. AmTrust Financial, together with affiliates that include AmTrust Management Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 09-21323) on Nov. 30, 2009. The debtor subsidiaries include AmFin Real Estate Investments, Inc., formerly AmTrust Real Estate Investments, Inc. (Case No. 09-21328). G. Christopher Meyer, Esq., Christine M. Piepont, Esq., and Sherri L. Dahl, Esq., at Squire Sanders & Dempsey (US) LLP, in Cleveland, Ohio; and Stephen D. Lerner, Esq., at Squire Sanders & Dempsey (US) LLP, in Cincinnati, Ohio, serve as counsel to the Debtors. Kurtzman Carson Consultants serves as claims and notice agent. Attorneys at Hahn Loeser & Parks LLP serve as counsel to the Official Committee of Unsecured Creditors. AmTrust Management estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. AmTrust Bank was not part of the Chapter 11 filings. On Dec. 4, 2009, AmTrust Bank was closed by regulators and the Federal Deposit Insurance Corporation was named receiver. New York Community Bank, in Westbury, New York, assumed all of the deposits of AmTrust Bank pursuant to a deal with the FDIC. ANDERSON NEWS: Court Approves Creditors' Bid to Sue Affiliates -------------------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that a group of publishers received the green light on Tuesday from a Delaware bankruptcy judge to pursue claims to claw back potentially over $100 million from affiliates of Anderson News LLC. According to Law360, U.S. Bankruptcy Judge Christopher S. Sontchi granted the publishers, including American Media Inc. and Time/Warner Retail Sales & Marketing Inc., standing to go after the affiliates on Anderson's behalf, finding after a court hearing that the wholesaler's refusal to bring the claims itself was unreasonable and unjustifiable. Anderson News LLC is a sales and marketing company for books and magazines. Anderson News ceased doing business in February 2009, and was the subject of an involuntary bankruptcy filing (Bankr. D. Del. 09-_____) on March 2, 2009, on which an order for relief was entered on Dec. 30, 2009. The publishing companies claimed that Anderson News owes them a combined $37.5 million. Anderson News converted the case to a voluntary chapter 11 case on the same day. APEX DIGITAL: Seeks Extend Plan Filing Deadline to Dec. 12 ---------------------------------------------------------- Apex Digital Inc. asks the U.S. Bankruptcy Court for the Central District of California to further extend the exclusive periods to file a Chapter 11 plan until Dec. 12, 2011, and solicit acceptances of that plan until Feb. 13, 2012. The Debtor tells the Court that it has been engaged in extensive discussions with the Official Committee of Unsecured Creditors regarding the potential terms of a plan of reorganization. In connection with such discussions, the Debtor has provided drafts of a plan of reorganization and disclosure statement to the Committee, has received extensive comments and inquiries regarding such drafts from the Committee, and has worked diligently to respond to such comments and inquiries. The Debtor says it intends to continue working cooperatively with the Committee to formulate and file what the Debtor hopes will be a consensual plan of reorganization in its case. About Apex Digital Walnut, California-based Apex Digital, Inc. -- aka AW XEPA Technologies Inc., AW Apex R&D Shangai, AW Apex, AW E2Go, AW Entertainment to Go -- is a privately held company that provides and markets consumer electronics, including high-definition LCD televisions, home entertainment media devices, solar powered lights and digital set top boxes. Apex Digital filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-44406) on Aug. 17, 2010. Philip A. Gasteier, Esq., and Juliet Y. Oh, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P., in Los Angeles, California, represent the Debtor. The Debtor estimated assets and debts at $10 million to $50 million as of the Petition Date. ARLINGTON CLASSICS: S&P Cuts Rating on Series 2010A Bonds to 'BB' ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'BB' from 'BB+' on Arlington Higher Education Finance Corporation, Texas' series 2010A education revenue bonds, series 2010B education revenue and refunding bonds, and series 2010C taxable education revenue bonds issued for Arlington Classics Academy (ACA). The outlook is stable. "Management reported internal control deficiencies during fiscal 2011, which contributed to ACA's deficit based on unaudited results, with coverage of leases, debt service, and maximum annual debt service weakening significantly," said Standard & Poor's credit analyst Robert Dobbins. "Furthermore, the charter school has what we view as a very high carrying charge." "The stable outlook reflects our view that liquidity remains good despite operational challenges, which management expects will be one-time in nature. Furthermore, enrollment growth from the opening of the new campus has exceeded projections," S&P related. ASHAPURA MINECHEM: Fails to Halt Creditor Actions in U.S. --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that although Ashapura Minechem Ltd. is under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code, the Mumbai-based mining company failed to convince a bankruptcy judge in New York that it's entitled to an injunction halting collection activities by creditors in the U.S. According to the report, U.S. Bankruptcy Judge James M. Peck on Oct. 24 terminated a temporary injunction he granted on Oct. 5, one day after the Chapter 15 filing. Creditors opposed the injunction, arguing that Ashapura turned to the U.S. when it failed to win protection from creditors at home in India or in the U.K., where judgments were entered following arbitration. Judge Peck, Mr. Rochelle notes, did leave the door open for Ashapura to return to court to seek an injunction if circumstances warrant. About Ashapura Ashapura Minechem Ltd. is an industrial company incorporated under the provisions of the Companies Act 1956, having its registered office in Mumbai, India. It is listed with the Bombay Stock Exchange and National Stock Exchange of India, Ltd. It is engaged in the business of mining, processing and trading minerals and ores, namely: Bentonite, a versatile clay having applications in foundries, iron ore pellatization, oil well drilling and civil engineering; Bauxite, the principal ore used for manufacturing alumina which is in turn used to produce Aluminum metal; Barytes, a clay with high specific gravity and is mainly used in oil well drilling; Iron ore, the principal ore for manufacturing steel. Ashapura is also engaged in the manufacturing of value added Bentonite for advanced applications for usage in paper, cosmetic and edible oil industries. The company also offers to arrange for logistical support for transportation and shipping of minerals which it sells to its customers. Chetan Shah, as foreign representative of Ashapura, filed a petition for protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 11-14668) on Oct. 4, 2011. Attorney for the foreign representative is Ira A. Reid, Esq., at Baker & McKenzie LLP. The Chapter 15 petition estimated the Debtor's assets and debts to be between $100 million and $500 million. ATLAS HOSPITALITY: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Atlas Hospitality LLC 1324 Roosevelt Ave E Enumclaw, WA 98022 Bankruptcy Case No.: 11-22200 Chapter 11 Petition Date: October 19, 2011 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Karen A. Overstreet 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: $0 to $50,000 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 Lisa Suzuki, member. AUGUSTA APARTMENTS: Lender's Claim Junior to Mechanic's Liens ------------------------------------------------------------- The Supreme Court of Appeals of West Virginia affirmed 4-1 the state circuit court's entry of judgment in favor of Landau Building Company and Laurita Excavating Inc. against Augusta Apartments, LLC, following a bench trial in a mechanic's lien enforcement suit. The circuit court held that the deed of trust of Augusta's lender, National City Bank, is junior in priority to the mechanic's liens of Landau and Laurita. Augusta and National City Bank took an appeal from the circuit court's ruling. The dispute arises from the construction of the Augusta Apartments, a student apartment complex in Morgantown, West Virginia. In October 2006, the bank issued a commitment letter to Augusta, the owner of the project, agreeing to provide a construction loan of $20,648,000 to finance the project. The Augusta Apartments project was part of a larger public-private partnership known as "The Square at Falling Run." The property on which the apartments were to be built was owned by McCoy 6 Apartments, LLC, a business owned and controlled by the same family members who had formed Augusta. In November 2006, Landau contracted with Augusta to serve as both the construction manager and general contractor of the project. Their contract had an arbitration clause. Laurita Excavating, a subcontractor, was hired to perform the excavation and site work on the project. Laurita had begun performing site preparation work prior to the Dec. 13, 2006, Augusta's closing on the property. The apartment complex was substantially completed and opened for occupancy by August 2007, around the start of West Virginia University's 2007 Fall Semester. Laurita last worked on the project in October 2007. At some time late in the 2007 Fall semester, Landau contacted the bank to indicate that it owed its subcontractors substantial sums of money and that Augusta owed Landau "millions of dollars." Because Augusta was now insolvent, Landau asked the bank to pay the additional money which the bank refused. In January 2008, Landau finished working on the project and filed its Notice of Mechanic's Lien against Augusta for $2,283,317. The circuit court found that Landau's mechanic's lien was timely filed as required by West Virginia Code Sec. 38-2-7. Similarly, Laurita filed its Notice of Mechanic's Lien against Augusta in January 2008 for $383,284.27, and the circuit court found that its mechanic's lien was also timely filed. Landau filed the mechanic's lien enforcement action against Augusta, the bank, and Laurita. Augusta counterclaimed against Landau for breach of contract alleging construction defects and unauthorized payments. Laurita filed a counterclaim against Landau and a cross-claim against Augusta. The bank filed a cross- claim against Augusta and a third-party complaint against the owners of McCoy 6 Apartments, which sold Augusta the property on which the Augusta apartments were built. The circuit court stayed the action to allow Landau and Augusta to undergo arbitration, as required by their contract. Landau and Augusta reached an agreement prior to an arbitration hearing and the arbitration panel issued a consent award based upon the agreement, which required Augusta to pay Landau $2,000,000. Included within this sum was the amount of Laurita's mechanic's lien. Had the arbitration hearing been held, Augusta's expert would have testified that Landau might be owed $14,000, instead of the $2,000,000 sought. Landau asserts that the bank was aware of the arbitration and could have assumed the contract between Landau and Augusta and defended Augusta in the arbitration. However Landau contends that the bank chose not to participate in the arbitration. The circuit court held a bench trial in December 2009. Augusta filed for Chapter 11 bankruptcy in February 2010. The circuit court entered a $2,000,000 judgment against Augusta in favor of Landau and a judgment in favor of Laurita against Landau for the amount of Laurita's lien. The circuit court also ordered the appointment of a special commissioner for the purpose of ascertaining the liens against the real property at issue, selling that real property, and satisfying from the proceeds of the sale, to the extent possible, the liens against that property after deducting the costs of the sale. Chief Justice Margaret L. Workman, Justice Robin Jean Davis, Justice Menis E. Ketchum, and Justice Thomas E. McHugh affirmed. Justice Brent D. Benjamin dissented. A copy of the Supreme Court of Appeals' Oct. 21, 2011 Memorandum Decision is available at http://is.gd/jLSPvmfrom Leagle.com. About Augusta Apartments Morgantown, West Virginia-based Augusta Apartments, LLC, filed for Chapter 11 bankruptcy protection on Feb. 19, 2010 (Bankr. N.D. W.Va. Case No. 10-00303). Kristian E. Warner, the Company's managing member, signed the petition. The Company estimated its assets and debts at $10 million to $50 million as of the Petition Date. In July 2010, Bankruptcy Judge Patrick M. Flatney approved the appointment of Robert L. Johns as Chapter 11 trustee. A secured creditor and the U.S. Trustee sought a trustee to replace management, saying that Augusta management used funds from the apartment to pay debts of Warner family members. The Chapter 11 Trustee has hired Turner & Johns, PLLC, as counsel. BERNARD MADOFF: SIPC Backs Picard Computation on 2-Year Lookback ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee liquidating Bernard L. Madoff Investment Securities Inc. is entitled to sue Mets owner Fred Wilpon for fictitious profit taken out within two years of bankruptcy by calculating all cash invested less cash taken out since the inception of the accounts, the trustee and the Securities Investor Protection Corp. contended in papers filed in U.S. District Court. According to Mr. Rochelle, the Wilpon group takes a different approach. They believe securities law compels the trustee to credit them with the balance shown on the account statements at the beginning of the two-year lookback period. The original balance, plus any later investments, offset withdrawals during the two years, the Wilpons argue. Mr. Rochelle notes that when U.S. District Judge Jed Rakoff ruled Sept. 27 that the Madoff trustee can only sue for two years of profits, not six, he left open the question of how to calculate the amount still subject to attack. In papers filed with Judge Rakoff Oct. 25, SIPC and Irving Picard, the trustee, said that traditional fraudulent transfer law looks beyond the two-year period to decide how much outstanding debt can be used to offset a fraudulent transfer claim. SIPC says that an infinite lookback is sanctioned in determining whether a debt that one time existed was paid off before the two-year period prior to bankruptcy. According to the report, Mr. Picard and SIPC also argue that the Madoff decision in August by the U.S. Court of Appeals requires a lookback beyond two years. In the August ruling, the appeals court approved the trustee's procedure that calculates customers' claims by subtracting cash taken out since the inception of the account from the amount invested after the account was opened. The Wilpon group reads the appeals court's August opinion and reaches the opposite result, Mr. Rochelle notes. The Wilpon group filed papers on Oct. 21 opposing the trustee's request that Judge Rakoff authorize taking an immediate appeal from the September ruling cutting the clawback period to two years from six. Wilpon argues that an appeal won't "materially advance the termination" of the lawsuit. According to Mr. Rochelle, the September ruling's effect on other lawsuits isn't reason for allowing an appeal in the suit against the Mets' owners, the papers argue. The trustee sued the Wilpon group in December to recover $1 billion in fictitious profits and principal taken out of the Madoff firm within six years of bankruptcy. Last month, Rakoff ruled that Picard could only sue to recover fraudulent transfers occurring within two years of bankruptcy. The trustee previously said that Rakoff's opinion has the effect of reducing his recovery to a maximum of about $400 million. Judge Rakoff is also deciding whether the Madoff trustee is entitled to a jury trial. The Wilpon suit in district court is Picard v. Katz, 11-03605, U.S. District Court, Southern District of New York (Manhattan). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of July 15, 2011, a total of US$6.88 billion in claims by investors has been allowed, with US$794.9 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. BLACK DIAMOND: Negligence Suit v. Alvarez & Marsal Goes to Trial ---------------------------------------------------------------- Bankruptcy Judge Joseph M. Scott, Jr., denied the Motion for Summary Judgment filed by defendants Ira J. Genser, Larry Tate, and Alvarez & Marsal North America, LLC, in the lawsuit, TAFT A. McKINSTRY, AS TRUSTEE OF THE BD UNSECURED CREDITORS TRUST, v. HAROLD E. SERGENT, IRA J. GENSER, LARRY TATE and ALVAREZ & MARSAL NORTH AMERICA, LLC, Adv. Proc. No. 11-07010 (Bankr. E.D. Ky.). Taft A. McKinstry, as Trustee of the Unsecured Creditors Trust created pursuant to the confirmed plan in Black Diamond Mining Company, LLC's Chapter 11 case, asserts claims against the A&M Parties pertaining to whether Messrs. Genser and Tate properly carried out their duties as the Debtors' chief restructuring officer (as to Mr. Genser) and chief financial officer (as to Mr. Tate) during the bankruptcy. The Plan Trustee alleges that through the gross negligence and willful misconduct of the A&M Parties that Black Diamond was significantly damaged and prevented from completing a successful reorganization. The complaint was transferred from the U.S. District Court (Civil Case No. 7:10-cv- 00110). The two preliminary issues before the Bankruptcy Court are: whether Mr. Genser is entitled to quasi-judicial immunity, and whether the substantive law of New York or Kentucky is to be applied to the case. The Court agrees with the Plan Trustee that where the A&M Parties have previously asserted in pleadings before the Court that they are officers of the Debtor rather than professionals under the Bankruptcy Code, they cannot now change their position. The Court agrees with the A&M Parties that their retention as officers of the Debtor did not implicate the principles of disinterestedness. Neither does it entitle them to quasi-judicial immunity. The Court also notes that the A&M Parties have already twice negotiated the terms of their limitations of liability and immunity -- First in the Engagement Letter and second in a settlement agreement with the Debtors and the Official Committee of Unsecured Creditors. They cannot now escape those negotiated terms. In denying the Defendants' Summary Judgment Motion, Judge Scott pointed out that there is a question of material fact as to the intent of the parties at the time they entered into the Settlement Agreement. An evidentiary hearing will be scheduled on this issue. A copy of Judge Scott's Oct. 18, 2011 Memorandum Opinion is available at http://is.gd/lCEsJWfrom Leagle.com. About Black Diamond Mining Headquartered in Pikeville, Kentucky, Black Diamond Mining Co., LLC, is a coal-mine operator formed in 2006. The company and seven of its affiliates sought Chapter 11 protection on (Bankr. E.D. Ky. Case No. 08-70109) on March 4, 2008. David M. Cantor, Esq., at Seiller Waterman, LLC, represents the Debtors in these cases. The U.S. Trustee for Region 8 appointed creditors to serve on an Official Committee of Unsecured Creditors. Foley & Lardner LLP represents the Committee in these cases. Prudential Insurance Co. of America and subsidiaries of CIT Group Inc., C.I.T. Capital U.S.A., Inc. and The C.I.T Group/Commercial Services Inc., filed involuntary Chapter 11 petitions against FCDC Coal Inc., Black Diamond Mining Co., Martin Coal Processing Corp., Spurlock Energy Corp., Turner Elkhorn Mining Co., Wolverine Resources, Inc. and Black Diamond Land Co. LLC on Feb. 19, 2008 (Bankr. E.D. Ky. Case Nos. 08-50369 to 08-50372 and 08-70066 to 08-70067). Robert J. Brown, Esq., at Wyatt, Tarrant & Combs, L.L.P., represent the petitioners. According to the petitioners, the Debtors owe them $150 million. The Debtors schedules showed $73,669,934 in total assets and $207,403,591 in total liabilities. As reported in the Troubled Company Reporter on Feb. 25, 2008, the petitioning creditors sought the appointment of a Chapter 11 trustee for the Debtors. The petitioners alleged that the Debtors' controlling equity owner Harold E. Sergent and other shareholders are "hopelessly conflicted." They insisted that the company has no money since losing $25 million last year and they had refused to dole out a single cent until a trustee assumes control of the company and comes up with an appropriate budget. The Court entered an order for relief on the involuntary petitions on March 11, 2008. Alvarez & Marsal North America LLC was appointed to provide a chief restructuring officer for FCDC Coal Inc. and Black Diamond Mining Co. The Company filed a Chapter 11 plan in early 2009. The Court on July 23, 2009, entered an order confirming the Debtors' Third Amended Joint Plan of Liquidation, as Modified. On the effective date of the Plan, the Unsecured Creditors Trust was created and Taft A. McKinstry was appointed. Harold Sergent filed his own chapter 7 bankruptcy petition (Bankr. E.D. Ky. Case No. 10-50763) on March 9, 2010. Phaedra Spradlin was appointed the Chapter 7 Trustee. BLACKSTONE FINANCIAL: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Blackstone Financial Holdings, LLC 89 West Street Beverly, MA 01915 Bankruptcy Case No.: 11-19890 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: Louis S. Robin, Esq. LAW OFFICES OF LOUIS S. ROBIN 1200 Converse Street Longmeadow, MA 01106 Tel: (413) 567-3131 E-mail: louis.robin@FitzgeraldOBrienRobin.net Scheduled Assets: $950,000 Scheduled Debts: $4,134,500 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab11-19890.pdf The petition was signed by Robert E. Lockwood II, manager. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Harbor House Of Gloucester LLC 10-23078 12/01/2010 BOULDER SPRINGS: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Boulder Springs Villas Development, Inc P.O. Box 911955 St. George, UT 84791 Bankruptcy Case No.: 11-35286 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: William T. Thurman Debtor's Counsel: Shawn T. Farris, Esq. FARRIS & UTLEY PC 2107 W. Sunset Blvd., 2nd Floor St. George, UT 84770 Tel: (435) 634-1600 Fax: (435) 628-9323 E-mail: farris@farrisutley.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Stephen N. Sheffield, president. BRAY & JAMISON: Case Summary & 14 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Bray & Jamison PLLC 770 South Post Oak Lane, Suite 405 Houston, TX 77056 Tel: (713) 529-7800 Bankruptcy Case No.: 11-38957 Chapter 11 Petition Date: October 23, 2011 Court: U.S. Bankruptcy Court Southern District of Texas (Houston) Judge: Letitia Z. Paul Debtor's Counsel: Thomas R. Bray, Esq. BRAY ASSOCIATES 1431 Wirt Road, Suite 140 Houston, TX 77055 Tel: (713) 827-1760 Fax: (713) 827-7510 E-mail: braylawoffice@aol.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $100,001 to $500,000 The petition was signed by Bruce L. Jamison and Thomas R. Bray, managers. Debtor's List of Its 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Rauyn Corporation Office Lease $108,021 c/o H.R. Barber & Company 770 S. Post Oak Lane, Suite 535 Houston, Texas 77056 West Trade Debt $9,038 610 Opperman Drive D6-11 Accounts Receivable Eagan, MN 55123 LOGIX Communications Trade Debt $8,450 2950 N. Loop W., 8th Floor Houston, Texas 77092 AT&T Trade Debt $3,110 Earthlink, Inc. Trade Debt $471 Neofunds by Neopost Trade Debt $329 Neopost USA Inc. Trade Debt $42 Anloc, LLC Contract Unspecified Michael Coolures Contract Unspecified James W. Alexander 1993 Living Contract Unspecified Trust Alexander Energy Contract Unspecified DMA Oil & Gas, L.L.C. Contract Unspecified Richard L. Fuqua, II Contract Unknown Department of the Treasury Late Charges Unknown C & M: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------- Debtor: C & M Russell, LLC P.O. Box 91017 Los Angeles, CA 90009 Bankruptcy Case No.: 11-53845 Chapter 11 Petition Date: October 20, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Sandra R. Klein Debtor's Counsel: Alan G. Tippie, Esq. SULMEYERKUPETZ 333 S. Hope Street, 35th Floor Los Angeles, CA 90071 Tel: (213) 626-2311 Fax: (213) 629-4520 E-mail: atippie@sulmeyerlaw.com Scheduled Assets: $17,499,500 Scheduled Debts: $9,300,331 The petition was signed by Mattie B. Evans, chief executive member. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Paychex Payroll Deposits $12,000 1175 John Street ? Main Office West Henrietta, NY 14586 The Gas Company Utilities $5,000 P.O. Box C Monterey Park, CA 91756 Dunrite Plumbing Services and Repairs $5,000 2120 W. 186th Street Torrance, CA 90504 Top Drawer Construction Small Claims $5,000 Oceanside Pools, Inc. Services and Repairs $4,775 Southern California Edison Utilities $3,000 City of El Segundo Utilities $3,000 Berry, Black, Ewald & Moffitt Security Deposit $3,000 West Coast Chief Repair, Inc. Small Claims $2,977 Carlos Fabunan Security Deposit $2,300 Mitchell Stone Small Claims $1,850 David Chavarria & Michael Dinius Security Deposit $1,500 Benjamin Gayatin & Melchora Uyeke Security Deposit $1,500 Elda Minakis & Omar Tapia Security Deposit $1,500 Todd & Rina Richardson Security Deposit $1,500 Michael & Carrie Nichols Security Deposit $1,500 Sarah Keith Security Deposit $1,500 Kahled Manasfi Security Deposit $1,500 Mia Gusman Security Deposit $1,400 Miguel Silva Security Deposit $1,350 CAGLE'S, INC.: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Cagle's, Inc. dba Integrated Poultry Company 1385 Collier Road, N.W. Atlanta, GA 30318 Bankruptcy Case No.: 11-80202 Chapter 11 Petition Date: October 19, 2011 Court: U.S. Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Joyce Bihary Debtor's Counsel: Paul K. Ferdinands, Esq. KING & SPALDING 1180 Peachtree Street Atlanta, GA 30309 Tel: (404) 572-4600 Fax: (404) 572-5129 E-mail: pferdinands@kslaw.com Debtor's Restructuring Adviser: FTI CONSULTING, INC. Estimated Assets: $50,000,000 to $100,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Mark M. Ham, IV, executive vice president and chief financial officer. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Cagle's Farms, Inc. 11-80203 10/19/11 Assets: $10,000,001 to $50,000,000 Debts: $10,000,001 to $50,000,000 Cagle's Inc.'s List of Its 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ADM Milling Co. Trade Debt $3,696,757 4666 Faries Parkway Decatur, IL 62526 Diversified Ingredients Trade Debt $877,280 870 Woods Mill Road Ballwin, MO 63011 International Paper Trade Debt $857,684 6400 Poplar Avenue Memphis, TN 38197 Evonik Degussa Corporation Trade Debt $799,094 Chemical Group 1701 Barrett Lakes Boulevard, Suite 340 Kennesaw, GA 30144 Poet Nutrition Trade Debt $687,604 4506 N. Lewis Avenue Sioux Falls, SD 57104 Ampro Products, Inc. Trade Debt $623,689 2305 O'Kelly Drive Gainesville GA 30507 American Proteins, Inc. H'ville Trade Debt $564,927 F.G. 4705 Leland Drive Cumming, GA 30041 Georgia Feed Products Co. Trade Debt $451,938 82 Ga Feed Drive Cuthbert, GA 39840 Zeigler, R.L. Co, Inc. Trade Debt $433,588 3201 Kauloosa Avenue Tuscaloosa, AL 35401-7506 JAT Oil, Inc. Trade Debt $373,088 600 W. Main Street Chattanooga, TN 37402 Cobb-Vantress, Inc. Trade Debt $352,768 4703 Highway 412 E. Siloam Springs, AR 72761-8906 CSX Transportation Rail Freight $293,583 500 Water Street, C900 Jacksonville, FL 32202 Sand Mountain Electric Co-Op Utilities $242,244 Nagel, H. & Son Co. Trade Debt $223,493 Claxton Poultry Farms Trade Debt $221,900 (Norman W. Fries, Inc.) Air Products Trade Debt $180,117 American Express Trade Debt $173,557 House of Raeford Farms, Inc. Trade Debt $167,902 Greater South Bonds & Insurance Trade Debt $142,469 DSM Nutritional Products, Inc. Trade Debt $126,640 Intervet Trade Debt $118,345 Southeastern Minerals, Inc. Trade Debt $113,543 Norfolk Southern Corporation Freight $105,777 Colonial Packaging, Inc. Trade Debt $103,105 Savage Poultry, Inc. Trade Debt $97,636 Garrison Trucking, Inc. Freight $92,993 Aviagen, Inc. Trade Debt $90,914 Lange Logistics, Inc. Freight $82,972 Continental Mills, Inc. Trade Debt $77,196 Whatley Oil & Auto Parts Inc. Trade Debt $75,843 CAMP COOLEY: Wants Name Change Approved in Relation to Assets Sale ------------------------------------------------------------------ Debtor Camp Cooley Ltd., asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the amendment of its certificate of limited partnership and take any other action necessary to change the name of the Debtor. The Debtor relates that the sale of the real property and underlying minerals to Circle X Land & Cattle Co., Ltd. closed on Aug. 31, 2011. Upon closing the buyer became the owner of certain intellectual property of the Debtor including the right to use the name Camp Cooley. The Debtor adds that it has to fulfill its obligations related to the sale of the ranch, remove the Camp Cooley name from the potential additional negative implications surrounding the ongoing bankruptcy case, and allow the buyer to operate under the Camp Cooley name. About Camp Cooley Franklin, Texas-based Camp Cooley Ltd. operated an agricultural and farming business. Camp Cooley is the entity resulting from the merger of these entities effective Nov. 7, 2009: North CC Pipeline, LLC; Birkel CCR GP LLC; CCR Royalty, Ltd.; Ultimate Genetics, LLC; and Camp Cooley Genetics, LLC. Camp Cooley filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 09-61311) on Nov. 8, 2009. In its schedules, the Debtor disclosed $57,917,118 in assets and $28,138,421 in liabilities. Blake L. Beckham, Esq., at Beckham & Mandel, Esq., in Dallas; and Debra L. Innocenti, Esq., Raymond W. Battaglia, Esq., and Robert K. Sugg, Esq., at Oppenheimer Blend Harris & Tate, in San Antonio, Tex., represent the Debtor as counsel. CAREFREE WILLOWS: Plan Offers to Pay AG/ICC Paid in 10 Years ------------------------------------------------------------ Carefree Willows, LLC, filed with the U.S. Bankruptcy Court for the District of Nevada a Second Amended Disclosure Statement in support of its Amended Plan of Reorganization. The Debtor will continue to operate its business upon the Property post-confirmation. The income generated therefrom will be used to fund the Plan. The Plan contemplates the contribution of certain funds for its implementation. All required funds to implement the Plan will be contributed by a combination of Kenneth L. Templeton, Carefree Holdings, LP, MLPGP, LLC, and the Templeton Family Trust Dated October 8, 1992 and the Ken II Trust Dated May 4, 1998. All necessary funds will be placed in a segregated interest earning bank account dedicated for the purposes of Plan funding at least five days prior to the Confirmation Hearing. There are no conditions for use of the funds, other than confirmation of the Debtor's Plan. The Debtor intends to sell or refinance the Property prior to the Maturity Date in order to comply with the final payment to AG and any other payments required under this Plan. The Plan classifies and treats claims and interests against the Debtor as: -- Class 1. Allowed Secured Claim of AG/ICC. The amount of the AG Allowed Secured Claim will be the sum of $30,000,000. AG will retain its security interest in the Property and rents as evidenced by the AG Deed of Trust, as well as any other security interest as created by the loan documents. On or before the 15th day of each and every month, commencing on the 15th day of the next month following the Effective Date, the Debtor will make a monthly payment to AG based upon a 30 year amortization of the AG Allowed Secured Claim at the AG Interest Rate. An escrow account will be maintained as set forth in Section 11.2 to be used to cover any shortfall in the Debtor's ability to make such payment. The balance owed on the AG Allowed Secured Claim, together with any and all accrued interest, fees and costs due thereunder, will be paid on or before ten (10) years following the Effective Date, or such earlier date as the Debtor may propose at the Confirmation Hearing which is approved by the Court. -- Class 2. The AG Deficiency Claim. The balance of the AG Total Deficiency will be paid in full in cash the later of fifteen (15) days following the Appreciated Valuation Date, agreement of the parties as to the Appreciated Value, or entry of a final non-appealable order determining the Appreciated Value. -- Class 3. The Allowed Secured Claim of Security 1st Bank of Nevada. The Allowed Secured Claim of the Service 1st Bank of Nevada will retain its lien against the Debtor's 32 passenger bus, will bear interest at the rate of 6% per annum, or in the event of objection, such other rate as the Court will determine is appropriate at the Confirmation Hearing, and will be paid by equal monthly payments over a period of 48 months, commencing on the first day of the first month following the Effective Date. -- Class 4. Allowed Claims of unsecured creditors not entitled to priority under Section 507 of the Bankruptcy Code. Allowed Unsecured Claims will be paid 95% of their Allowed Claim, without interest, on the Effective Date. Any Class 4 creditor may elect to be paid at a later date from proceeds derived from the sale or refinance of the Property. Any unsecured creditor making such election will be entitled to be paid its entire claim, including interest from and after the Effective Date until paid at the rate of 3% per annum, however such payment will be limited to the proceeds available from any sale or refinance. -- Class 5. The membership interests of the Debtor. The members will retain their membership interests in the Reorganized Debtor, but will receive no distribution until Classes 1 through 4 are paid in full. Classes 1, 2, 3 and 4 are all impaired under the Plan. A copy of the Second Amended Disclosure Statement is available for free at http://bankrupt.com/misc/carefreewillows.2ndamendedDS.pdf About Carefree Willows LLC Carefree Willows, LLC, is the owner of an existing 300-unit senior housing complex, located 3250 S. Town Center Drive, in Las Vegas. Nevada. Carefree Willows filed a Chapter 11 petition (Bankr. D. Nev. Case No. 10-29932) on Oct. 22, 2010. Alan R. Smith, Esq., at the Law Offices of Alan R. Smith, in Reno, Nevada, serves as counsel to the Debtor. The Debtor disclosed $30,604,014 in assets and $36,531,244 in liabilities as of the Chapter 11 filing. CARGO TRANSPORTATION: Court Confirms 2nd Amended Chapter 11 Plan ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida confirmed on Oct. 19, 2011, Cargo Transportation Services, Inc.'s Second Amended Plan of Reorganization dated Oct. 12, 2011, pursuant to Section 1129 of the Bankruptcy Code. At the confirmation hearing, additional modifications were announced on the record with respect to the treatment of certain secured claims that were classified in the various subclasses of Class 3. Additional modifications were also announced on the record as to the treatment and payment of certain administrative expense claims. The Class 3 Modifications and Additional Modifications, as set forth in pages 5 and 6 of the order, will become part of the Plan and the Confirmation Order. The Court will conduct a Status Conference in this Chapter 11 case on Nov. 9, 2011, at 10:00 a.m. A copy of the confirmation order is available for free at: http://bankrupt.com/misc/cargotransportation.confirmationorder.pdf The Plan classifies the various claims against and interests in the Debtor as: Class Description Status ----- ----------- ------ Class 1 Unsecured Priority Claims Unimpaired Class 2 Comerica Secured Claim Impaired Class 3(A) Secured Claim of Ally Financial Unimpaired Class 3(B) Secured Claim of BMW Bank Unimpaired Class 3(C) Secured Claim of Credential Leasing Impaired Class 3(D) Secured Claim of GECC Unimpaired Class 3(E) Secured Claim of Key Equipment Finance Impaired Class 3(F) Equipment Financing Claim of Mercedes-Benz Financial (as to the tractors only) Impaired Class 3(G) Secured Claim of U.S. Bancorp Equipment Impaired Class 3(H) Secured Claim of Toyota Motor Credit Unimpaired Class 3(I) Secured Claim of Wells Fargo Financial Impaired Class 3(J) Secured Claim of Wells Fargo Equipment Impaired Class 3(K) Secured Claim of First Insurance Funding Unimpaired Class 3(L) Secured Claim of CoActive Impaired Class 3(M) Secured Claim of Transport International Impaired Class 4 Unsecured Convenience Claims Impaired Class 5 Performing CV/IC Claims Impaired Class 6 Non-Performing CV/IC Claims Impaired Class 7 General Unsecured Claims Impaired Class 8 Unsecured Intercompany Claims Class 9 Equity Interests All of the Impaired Classes, with the exception of Class 7, have voted to accept the Plan. The entire Comerica Secured Claim is Allowed in the amount of $3,500,000. In full satisfaction of the Comerica Secured Claim, Comerica will receive: i) the Comerica Base Receivable Proceeds; ii) a cash payment from the Reorganized Debtor in the amount of $125,000 on the Effective Date in full satisfaction of Comerica's Lien on the Effective Date Deposits and Prepaid Expenses; iii) a cash payment from the Reorganized Debtor in the amount of $100,000, in full satisfaction of Comerica's Lien on the Effective Date Tangible Personal Property; iv) a Cash payment to Comerica by the Exit Funder on the Effective Date of $25,000 in immediately available funds in exchange for the contemporaneous and full release by Comerica of its Liens on all of the Debtor's rights and interest under the Shareholder Note, which Shareholder Note will be contemporaneously conveyed by the Debtor to the Exit Funder; v) a Cash payment from the Reorganized Debtor in the amount of $10,000.00 on the Effective Date in full satisfaction and release of Comerica's Lien on the Debtor's rights in the accounts receivable of All Points, ANAM Inc., and John J. Transportation; and (vi) all of the Debtor's rights in other miscellaneous loans and advances or other assets not otherwise specifically defined in this Plan. Allowed Unsecured Claims classified in Class 7 will be satisfied through the Pro Rata Distribution of the Plan Trust Assets on Distribution Dates that will occur (i) within 120 days of the Effective Date and (ii) on the First and Second Anniversary Dates. All Intercompany Claims will be canceled as of the Effective Date and the Holders of such claims will waive any right to distribution on account of such claims. All existing Equity Interests held in the Debtor will be canceled and terminated as of the Effective Date. On the Effective Date, all Effective Date Cash and Effective Date Receivable Proceeds subsequently collected will be received by the Reorganized CTS in trust for the benefit of holders of Allowed Claims. The Reorganized Debtor will make Distribution on account of all Administrative Claims to be paid from the Administrative Carve-Out on or as soon as practicable after the Effective Date. The Effective Date Net Cash and Effective Date Receivable Net Proceeds will be deposited into a segregated account maintained at Comerica and will be used solely to pay Allowed Claims and fund the Carve-Outs as provided under the Plan. The business operations of Reorganized CTS, including the ordinary operating costs related to the collection of the Effective Date Receivable Assets will be funded by the Exit Funding (in the amount of $2 million). All invoices for freight services rendered on or after the Effective Date may be billed and invoiced separately by Reorganized CTS under the name of Smith Transport Services or other name distinct from CTS. The Reorganized Debtor's operations will be funded by (i) Cash generated from operations, (ii) the Exit Funding, and (iii) new post-Effective Date accounts receivable financing or other working capital financing. About Cargo Transportation Sunrise, Florida-based Cargo Transportation Services, Inc., provides transportation services to clients nationwide, including customized consolidation, distribution, logistics and warehousing services. It has 140 employees and averages $100,000,000 in gross revenue per year. Cargo Transportation filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, serves as the Debtor's bankruptcy counsel. Jennis & Bowen, P.L., serves as substitute counsel. 1 Source Partners Inc. and Accell Audit & Compliance P.A., serve as the Debtor's certified public accountants. Donald F. Walton, U.S. Trustee for Region 21, appointed an Official Committee of the Official Committee of Unsecured Creditors in the Debtor's case. Hunton & Williams LLP represents the Committee in the Chapter 11 proceedings. DLA Piper is general counsel for the Committee. The Debtor disclosed $11,728,760 in assets, and $11,869,375 in liabilities as of the Chapter 11 filing. CENTRAL BUILDING: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Central Building LLC, filed with the U.S. Bankruptcy Court for the District of Arizona its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $22,000,000 B. Personal Property $913,866 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $18,787,770 E. Creditors Holding Unsecured Priority Claims $354,105 F. Creditors Holding Unsecured Non-priority Claims $230,667 ----------- ----------- TOTAL $22,913,866 $19,372,542 About Central Building Orinda, California-based Central Building LLC and its wholly owned subsidiary Crow Partners LLC filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011. Central Building does business in Arizona under the name Central Building Camelback LLC. The Debtors own the County Square Shopping Center in California and the Camelback Place at Dysart in Arizona. The Debtors' sole members are Neal Smither and his spouse, Patricia Smither. The equity interests are subject to a Voting Trust Agreement of which G. Neil Elsey, a principal of Avion Holdings, LLC, is the voting trustee. Avion has also been retained as Restructuring Agent to manage and operate the Debtors during their restructuring. Judge George B. Nielsen, Jr. presides over the case. Lawyers at Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the Debtors' counsel. The petition was signed by Neal Smither, member. CENTRAL BUILDING: Crow Files List of 5 Largest Unsec. Creditors --------------------------------------------------------------- Crow Partners LLC has filed with the U.S. Bankruptcy Court for the District of Arizona a list of its five largest unsecured creditors. Debtor's List of Its Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Central Building Camelback LLC Karman Power 301 Village Sq Standup Orinda, CA 94563 Wheelchair Model XO202 $5,850.00 Stellar Environmental Environmental Solutions Inc Services 2198 Sixth St #201 Berkeley, CA 94710 $4,800.00 Arizona Dept of Revenue Special Operations Section 1600 W Monroe 7th Fl Phoenix, AZ 85007-2612 Unknown Internal Revenue Service Unknown State of California Unknown About Central Building Orinda, California-based Central Building LLC and its wholly owned subsidiary Crow Partners LLC filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-27970) on Oct. 3, 2011. Central Building does business in Arizona under the name Central Building Camelback LLC. The Debtors own the County Square Shopping Center in California and the Camelback Place at Dysart in Arizona. The Debtors' sole members are Neal Smither and his spouse, Patricia Smither. The equity interests are subject to a Voting Trust Agreement of which G. Neil Elsey, a principal of Avion Holdings, LLC, is the voting trustee. Avion has also been retained as Restructuring Agent to manage and operate the Debtors during their restructuring. Judge George B. Nielsen, Jr. presides over the case. Lawyers at Stinson Morrison Hecker LLP in Phoenix, Arizona, serve as the Debtors' counsel. In its petition, Central Building estimated $10 million to $50 million in both assets and debts. The petition was signed by Neal Smither, member. The two bankruptcy cases are jointly administered. Crow Partners as lead case. CENTURION PROPERTIES: Amends Plan Outline Ahead of Nov. 3 Hearing ----------------------------------------------------------------- Centurion Properties III, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Washington a Second Amended Plan of Reorganization and an accompanying Disclosure Statement on Oct. 21, 2011. The Plan is premised on the Reorganized Debtor's ability to obtain replacement financing for General Electric Capital Corp.'s Allowed secured Claim on or before Dec. 9, 2012, or, in the alternative, all of the Debtor's cash will be turned over to GECC and the Battelle Leaseholds will be sold subject to GECC's credit bid by Dec. 10, 2012. The Plan is premised on funding through "new equity contributions" and continued use of GECC's cash collateral with GECC's prior consent. The Plan also provides for completion of pending litigation to determine the nature, extent, amount and validity of disputed Claims, as well as the pursuit of affirmative claims against Defendants for purposes of judgments in favor of the Debtor. The Debtor's Plan will be funded and implemented by: 1. New Equity Contribution/Cash Contribution - On the Effective Date, SMI Group XIV, LLC will contribute $50,000, a waiver of a $750,000 administrative claim of SMI Group XIV, LLC, and a waiver of payment of the $257,133.77 general unsecured claim of Sigma Management, Inc. The contributions will be in exchange for 100% of the New Equity Interests of the Reorganized Debtor. 2. Refinancing - The Debtor has until Dece. 9, 2012, to consummate refinancing of the GECC Loan. With the assistance of Savills LLC, the Debtor anticipates a commitment for refinancing the property within the next 180 days, if not sooner. The anticipated amount of the new loan is estimated to be in the range of $62 million to $68 million. 3. Sale Deadline/Sale of Property - If the Battelle Leaseholds have not been sold or refinanced and a payoff of GECC has not occurred, the Debtor will sell the Battelle Leaseholds on Dec. 10, 2012. The Court will hold a hearing at which the Battelle Leaseholds will be sold to the highest bidder. At the sale hearing, GECC or its assignee will be deemed to have made a "credit" bid to acquire the Battelle Leaseholds. 4. Cash Reserves/Business Operations - As of October 1, 2011, the Debtor holds $3.5 million on deposit with Washington Trust Bank. The money has been derived through ongoing business operations and is GECC's Cash Collateral, and may be used only with GECC's consent. The Debtor believes the Cash Collateral fund will be sufficient to fund the ongoing operations of the Reorganized Debtor and will be replenished with future revenue from the Battelle Leaseholds. The Plan provides for these classification and treatment of claims: A. Administrative claims - Consisting of professional fees totaling $566,736 through Oct. 31, 2011, will be paid as an administrative expense. B. Class 1 (Benton County Treasurer) totaling $446,545 is unimpaired under the Plan. These claims will be paid in full within 30 days of Effective Date, plus statutory interest and penalties. C. Class 2 (General Electric Capital Corporation) totaling $60,182,140, plus all unpaid default and non-default interest owing under the Loan Documents is impaired under the plan. The claim will treated in accordance with the terms of GECC Settlement Agreement. D. Class 3 (General Unsecured Claims) estimated to be less than $25,000 in unimpaired. The claims will paid in full within the later of 30 days of the Effective Date or when the claims become allowed. E. Class 4 (Equity Funding, Umpqua Bank, U.S. Bank) consisting of disputed claims totaling $5,313,602, is impaired. These claims will be paid, with interest, to the extent allowed and funds are available, within 60 days after Class 2 is paid in full. Class 4 will be treated pari passu with Classes 5 and 6 or as otherwise ordered by the Court. If the Battelle Leaseholds are sold to GECC subject to GECC's credit bid, Class 4 will take nothing under the Plan. F. Class 5 (Centrum Financial Services, Umpqua Bank, U.S. Bank) consists of disputed claims totaling $10,312,787 is impaired. These claims will be paid, with interest, to the extent allowed and funds are available, within 60 days after Class 2 is paid in full. The claims will be treated pari passu with Classes 4 and 6 or as otherwise ordered by the Court. If the Battelle Leaseholds are sold to GECC subject to GECC's credit bid, Class 5 will take nothing under the Plan. G. Class 6 (Trident Investments) is impaired and disallowed under the Plan. H. Class 7 (Centurion Pacific, LLC) consisting of disputed claims of $4,047,772 is impaired under the Plan. These claims will be paid, with interest, to the extent allowed and funds are available, within 45 days after Classes 4-6 are paid in full, to the extent allowed. If the Battelle Leaseholds are sold to GECC subject to GECC's credit bid, Class 7 will take nothing under the Plan. I. Class 8 (Centurion Southwest, LLC) consisting of disputed claims totaling $12,980,918 is impaired under the Plan. These claims will be paid, with interest, to the extent allowed and funds are available, within 30 days after Class 7 is paid in full, to the extent allowed. If the Battelle Leaseholds are sold to GECC subject to GECC's credit bid, Class 8 will take nothing under the Plan. J. Class 9 (Sigma Management, Inc.) totaling $257,134, is impaired under the Plan. The claim will be paid to the extent funds are available after full payment of Class 8. K. Class 10 (CPIII's Membership Interests) will be cancelled. The hearing on the Disclosure Statement is scheduled on Nov. 3, 2011, at 3:00 P.M A copy of the Second Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/CENTURION_2ndamendeddisclosure.pdf About Centurion Properties Kennewick, Washington-based Centurion Properties III, LLC, was established in 2006 for the sole purpose of acquiring real estate project Battelle Leaseholds located in Richland, Washington. Its sole asset is its leasehold interests in the Battelle Memorial Institute Campus and improvements, valued in excess of $90 million. CPIII filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wash. Case No. 10-04024) on July 9, 2010. John D. Munding, Esq., at Crumb & Munding, assists the Company in its restructuring effort. The United States Trustee was unable to appoint a creditors committee in the case. The Company estimated its assets and debts at $50 million to $100 million. CIT GROUP: Swings to Third-Quarter Loss on Debt Prepayment Costs ---------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that CIT Group Inc. executives struck an upbeat tone about commercial loan demand despite reporting a third-quarter loss, saying the U.S. economy doesn't appear to be headed toward a double-dip recession. About CIT Group Founded in 1908, CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/ -- is a bank holding company with more than $35 billion in finance and leasing assets. It provides financing and leasing capital to its more than one million small business and middle market clients and their customers across more than 30 industries. CIT Group Inc. and affiliate CIT Group Funding Company of Delaware LLC announced a Chapter 11 filing on Nov. 1, 2009 (Bankr. S.D.N.Y. Case No. 09-16565). Evercore Partners, Morgan Stanley and FTI Consulting served as the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel in connection with the restructuring plan. Sullivan & Cromwell served as legal advisor to CIT's Board of Directors. CIT emerged from bankruptcy protection on Dec. 11, 2009, after receiving confirmation of its prepackaged Chapter 11 plan of reorganization. * * * In May 2011, Moody's Investors Service upgraded CIT Group Inc.'s Corporate Family Rating to 'B2' from 'B3'. The rating outlook is stable. The upgrade reflects the progress CIT has made addressing its most immediate organizational, operational, and financial challenges subsequent to its bankruptcy reorganization in December 2009. Moody's, however, notes that CIT's weak margins and uncertainty regarding the pace and adequacy of future margin improvements are constraints on the firm's ratings. As reported by the Troubled Company Reporter on Aug. 7, 2011, Dominion Bond Rating Service affirmed CIT's ratings, including its Issuer Rating of B (high), unchanged following the Company's second quarter 2011 financial results. CNS RESPONSE: Issues $250,000 Bridge Notes to John Pappajohn ------------------------------------------------------------ CNS Response, Inc., on Oct. 18, 2011, entered into a new Note and Warrant Purchase Agreement in connection with a $2 million bridge financing, with John Pappajohn, a member of the Company's Board of Directors. Pursuant to the agreement, the Company issued subordinated secured convertible notes in the aggregate principal amount of $250,000 and warrants to purchase 1,250,000 shares of common stock to Mr. Pappajohn for gross proceeds to the Company of $250,000. The Bridge Financing Purchase Agreement provides for the issuance and sale of Bridge Notes in the aggregate principal amount of up to $2,000,000, and warrants to purchase a number of shares corresponding to 50% of the number of shares issuable on conversion of the Bridge Notes, in one or multiple closings to occur no later than April 1, 2012. The Bridge Notes mature one year from the date of issuance, earn interest equal to 9% per year with interest payable at maturity, are convertible into shares of common stock of the Company at a conversion price of $0.10, are secured by a second position security interest in the Company's assets that is pari passu with the interest recently granted to the holders of the Company's subordinated convertible notes, are subordinated in all respects to the Company's obligations under its senior convertible notes and the related guaranties issued to certain investors by SAIL Venture Partners, L.P., and are pari passu to the obligations under the Subordinated Notes. The warrants related to the Bridge Notes expire five years from the date of issuance and are exercisable for shares of common stock of the Company at an exercise price of $0.10. A full-text copy of the Form 8- is available for free at: http://is.gd/JubLqs About CNS Response Aliso Viejo, Calif.-based CNS Response, Inc., is a cloud-based neurometric company focused on analysis, research, development and the commercialization of a patented platform which allows psychiatrists and other physicians to exchange outcome data referenced to electrophysiology. With this information, physicians can make more informed decisions when treating individual patients with behavioral (psychiatric and/or addictive) disorders. The Company's secondary Clinical Services business, operated by its wholly-owned subsidiary, Neuro-Therapy Clinic ("NTC"), is a full service psychiatric clinic. Cacciamatta Accountancy Corporation, in Irvine, California, expressed substantial doubt about CNS Response's ability to continue as a going concern, following the Company's results for the fiscal year ended Sept. 30, 2010. The independent auditors noted that of the Company's continued operating losses and limited capital. The Company's balance sheet at June 30, 2011, showed $1.36 million in total assets, $10.46 million in total liabilities and a $9.10 million total stockholders' deficit. CONGRESSIONAL HOTEL: Hearing on $18-Mil. Sale Scheduled for Nov. 7 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Maryland will convene a hearing on Nov. 7, 2011, at 3:00 p.m., to consider the motion of Congressional Hotel Corporation and CASCO Hotel Group, LLC for authorization to sell substantially all of their assets. As reported in the Troubled Company Reporter on Sept. 28, 2011, the Debtors ask the Court to approve an agreement of sale whereby 1775 Rockville Pike LLC will acquire all of the assets. The Debtors relate that on Aug. 23, 2011, the Debtors entered into an agreement of sale with 1775 Rockville, a Delaware Limited Liability Company, to sell the property and other rights, titles and interests. The salient terms of the agreement of sale includes: Assets to be Sold: At the closing the seller will transfer to the purchaser, free and clear of all liens, claims, interests, and encumbrances of every kind, all of the assets, including, without limitation, the property and CHC personalty. Purchase Price: The purchaser agrees to pay $18,000,000. Deposit: As of the date of the motion, the purchaser has deposited $350,000 with the escrow agent. Upon the expiration of the inspection period, the purchaser will deposit an additional $150,000 with the escrow agent. The escrow agent will hold the deposit in accordance with the terms of the agreement of sale and the escrow agreement. No Assumed Liabilities: The purchaser will not assume any of the seller's debts, liabilities and other obligations with respect to the assets and seller will continue to be responsible for liabilities, other than (i) those arising after the closing under any contract that the purchaser specifically assumes under the agreement of sale; and (ii) other liabilities, if any, specified in the agreement of sale. Assigned Contracts: Within five days after the expiration of the inspection period, but in all events at least 30 days prior to the hearing on the sale motion, the purchaser will determine which assigned contracts it intends to assume (including the Mervis Lease). The proposed sale to the purchaser reflects the highest and best price for the assets. About Congressional Hotel and CASCO Hotel Group Casco Hotel Group, LLC, owns the Legacy Hotel in Rockville, Maryland. Congressional Hotel Corporation is a holdover tenant on the Property and manages the Property on behalf of CASCO. The hotel was previously known as Ramada Inn. Congressional Hotel filed for Chapter 11 relief (Bankr. D. Md. Case No. 11-26732) on Aug. 15, 2011. CASCO filed for Chapter 11 relief (Bankr. D. Md. Case No. 11-26880) two days later. CASCO is a single-asset real estate company. It declared assets and liabilities each in the range of $10 million to $50 million. Congressional Hotel scheduled $709,121 in assets and $19,883,667 in debts. James Greenan, Esq., at McNamee Hosea, represents Congressional Hotel. Congressional Hotel previously filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 09-17901) on May 3, 2009. James Greenan, Esq., at McNamee Hosea represented the Debtor in its restructuring efforts. The 2009 petition estimated the Debtor's assets and debts from $10 million to $50 million. The case was dismissed on May 18, 2011, at the request of creditor Mervis Diamond Corp. But a resolution couldn't be confirmed with Mervis Diamond and other creditors, prompting Congressional Hotel to seek Chapter 11 protection again. The U.S. Trustee said that an official committee has not been appointed in the bankruptcy case of Congressional Hotel because an insufficient number of persons holding unsecured claims against the Debtor expressed interest in serving on a committee. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. DALLAS STARS: Files Schedules of Assets and Liabilities ------------------------------------------------------- Dallas Stars, L.P., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $52,035,457 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $149,752,982 E. Creditors Holding Unsecured Priority Claims $265,253 F. Creditors Holding Unsecured Non-priority Claims $213,550,956 ----------- ----------- TOTAL $52,035,457 $363,569,191 Debtor-affiliates also filed their respective schedules, disclosing: Company Assets Liabilities ------- ------ ----------- StarCenters LLC $0 $149,640,000 Dallas Arena LLC $49,017,082 Undetermined Dallas Stars U.S. Holdings Corp. $13,036 $149,640,000 About Dallas Stars Frisco, Texas-based Dallas Stars, L.P. -- http://stars.nhl.com/-- operates as a professional men's ice hockey team. The company was formerly known as Minnesota North Stars and changed its name to Dallas Stars, L.P. in 1993. Dallas Stars and three affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-12935 to 11-12938) on Sept. 15, 2011. The affiliates are Dallas Arena LLC, Dallas Stars U.S. Holdings Corporation, and StarCenters LLC. Judge Peter J. Walsh presides over the cases. Martin A. Sosland, Esq., and Ronit J. Berkovich, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel to the Debtors. John H. Knight, Esq., at Richards Layton & Finger, P.A., serves as the Debtors' Delaware counsel. The Garden City Group, Inc., as their notice, claims, and solicitation agent. KPMG LLP serves as the Debtors' auditor, tax advisor, and bankruptcy administration consultant. Dallas Stars estimated $100 million to $500 million in assets and debts in its petition. The petitions were signed by Robert L. Hutson, chief financial officer. The team is owned by Dallas businessman Thomas O. Hicks' HSG Sports Group. Mr. Hicks was the former owner of the Texas Rangers. The Texas Rangers were sold in a bankruptcy court- supervised auction to a group led by Hall of Fame pitcher Nolan Ryan for $593 million. The Stars are the second NHL team to file for bankruptcy since 2009, after the Phoenix Coyotes. Counsel to JP Morgan Chase Bank, N.A., as Prepetition First Lien Agent, is Mitchell A. Seider, Esq., and Joseph Fabiani, Esq., at Latham & Watkins LLP. Its Delaware counsel is Michael R. Lastowski, Esq., at Duane Morris LLP. First lien lender Monarch Alternative Capital LLC is represented by Andrew M. Leblanc, Esq., at Milbank Tweed Hadley and McCloy LLP. Counsel to the NHL are Thomas W. Gowan, Esq., and J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. Counsel to GSP Finance LLC, as successor in interest to Barclays Bank PLC, as Prepetition Second Lien Agent, is Jason Young, Esq., at Clifford Chance US LLP. DANDY FAMILY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Dandy Family Trusts 4009 Kanawha Avenue Charleston, WV 25304 Bankruptcy Case No.: 11-20743 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court Southern District of West Virginia (Charleston) Judge: Ronald G. Pearson Debtor's Counsel: Aurelius Robleto, Esq ROBLETO LAW 239 Fourth Ave, Ste 1603 Pittsburgh, PA 15222 Tel: (412) 478-9090 Fax: (412) 346-1035 E-mail: apr@robletolaw.com Matthew M. Johnson, Esq. 108 Hills Plaza Charleston, WV 25312 Tel: (304) 610-9380 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Deborah Dandy Michaux, Trustee. DARCON OF NORTH: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Darcon of North Carolina, Inc. P.O. Box 3731 Cary, NC 27519 Bankruptcy Case No.: 11-08030 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Stephani W. Humrickhouse Debtor's Counsel: William P. Janvier, Esq. JANVIER LAW FIRM, PLLC 1101 Haynes Street, Suite 102 Raleigh, NC 27604 Tel: (919) 582-2323 Fax: (866) 809-2379 E-mail: bill@janvierlaw.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/nceb11-08030.pdf The petition was signed by Sirine Schtakleff, vice president. DEWITT NURSING: Wants Plan Exclusivity Extended to Jan. 23 ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that DeWitt Rehabilitation & Nursing Center Inc. submitted another motion for extension of its exclusive right to propose a Chapter 11 plan. The new deadline would be pushed out by two months to Jan. 23 if approved by the bankruptcy court at a Dec. 7 hearing. To justify longer exclusivity, DeWitt once again told the judge how it's saving $65,000 month by using another pharmacy provider and $20,000 a month from outsourcing the jobs of four physical therapists. In addition, there are negotiations with the union on a new contract. DeWitt made the same statements in two prior requests for more exclusivity. About Dewitt Rehabilitation New York-based DeWitt Rehabilitation and Nursing Center runs a 499-bed nursing home on East 79th Street in Manhattan. The nursing home is owned by Marilyn Lichtman, who has been the operator since the facility opened in 1967. DeWitt Rehabilitation filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 11-10253) on Jan. 25, 2011. Marc A. Pergament, Esq., at Weinberg, Gross & Pergament, LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at up to $50,000 and debts at $10 million to $50 million. DIABETES AMERICA: Wants Plan Hearing Deferred Until Nov. 14 ----------------------------------------------------------- Diabetes America Inc. asks the Hon. Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas to extend for 45 days the exclusive period of Diabetes America to obtain acceptances of its Chapter 11 plan. The Debtor also asks the Court a continuance of the plan confirmation hearing to Nov. 14, 2011. The Debtor says it only received notice of EDG Partners Fund II L.P.'s proposed purchase price adjustment and the due diligence issues possibly impairing confirmation of the plan on Oct. 11, 2011. The Debtor relates that is diligently reviewing EDG's proposal and the Debtor's obligations under the plan. The Debtor notes it anticipates making a counter-proposal in the coming days. The Debtor is also working expeditiously to address the additional due diligence issues raised by EDG. Under the circumstances, the Debtor believes emergency consideration of the requested relief is warranted. The Debtor does not believe that emergency consideration will prejudice any party's rights and protects the status quo. According to the Troubled Company Reporter on Sept. 5, 2011, under the Plan, the Debtor is selling substantially all of its operating assets. The Debtor has accepted an offer from EDG Partners Fund II, L.P. for $4,750,000 cash plus the assumption of up to $925,000 in certain postpetition accrued liabilities. The offer is subject to a court-approved bidding process that will determine the highest and best offer. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/DIABETESAMERICA_Aug19DS.pdf About Diabetes America Houston, Texas-based Diabetes America, Inc., fka Diabetes Centers of America, Inc., operates a network of 17 centrally-managed medical clinics that provide comprehensive outpatient medical care, primarily to patients with Type 1, Type 2 and Gestational Diabetes. The company's clinics are located in Texas and Houston and generate 51,000 patient visits per year. Diabetes America filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 10-41521) on Dec. 21, 2010. H. Joseph Acosta, Esq., and Micheal W. Bishop, Esq., at Looper Reed & McGraw, P.C., in Dallas; and Joshua Walton Wolfshohl, Esq., at Porter Hedges, L.L.P., in Houston, represent the Debtor as bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. Judy A. Robbins, the U.S. Trustee for Region 7, appointed three members to the Official Committee of Unsecured Creditors in Diabetes America's Chapter 11 case. The Committee has tapped Butler, Snow, O'Mara, Stevens & Cannada, PLLC, as its counsel. DISTRICT OF COLUMBIA: S&P Cuts Rating on Series 2000 Bonds to BB ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating on District of Columbia Housing Finance Agency's (Aspen Court Project) multifamily housing revenue bonds series 2000 to 'BB' from 'BB+'. "The downgrade based on our view of insufficient coverage by 2028," said Standard & Poor's credit analyst Renee J. Berson. The rating also reflects S&P's view of these weaknesses: Revenues from mortgage debt service payments and investment earnings are insufficient to pay full and timely debt service on the bonds plus fees until maturity, with debt service coverage projected to fall below investment-grade levels in Sept. 2028; Asset/liability parity is projected to fall below 100% in March 2020; Insufficiency to pay reinvestment risk based on the 15-day minimum notice period required for special redemptions on March 2020 in the event the security prepays; and A deficit after reinvestment risk is paid in March 2019. The weaknesses are offset by S&P's opinion of these credit strengths: The high credit quality of the Fannie Mae guaranteed pass- through certificates, which we consider 'AA+' eligible; Investments held in Wells Fargo Funds Trust - Government Money Market Fund; and An asset-to-liability ratio of 100.82% as of Sept. 30, 2011. "Standard & Poor's has analyzed updated financial information based on our current stressed reinvestment rate assumptions for all scenarios as set forth in the criteria for certain federal government-enhanced housing transactions," S&P related. DYNAMIC BUILDERS: To Sell Assets to Bank of America via Credit Bid ------------------------------------------------------------------ The Hon. Theodor C. Albert of the U.S. Bankruptcy Court for the Central District of California authorized Dynamic Builders, Inc., to sell or transfer property to Bank of America, N.A., or its Nominee. The Court approved the sale of the real properties -- 2914 East Washington Boulevard, Los Angeles, California, and commonly known as 3000 ? 3090 East Washington Boulevard, Los Angeles, California, free and clear of those liens, encumbrances, claims and interests to BofA or its nominee, Quality Properties Asset Management Company, an Illinois corporation, via credit bid. The Troubled Company Reporter on reported on July 26, 2011, that as of Dec. 16, 2010, Bofa was owed in excess of $52,000,000 on the debt secured by the WFC Property. The sale or sales are contemplated in the Plan Term Sheet entered by the parties on December 2010. Postpetition, the Debtor entered into negotiations with its various lenders including BofA, in an effort to propose a consensual plan of reorganization for Dynamic and its principals, L. Ramon and Patty Bonin, who are Debtors in a separate Chapter 11 proceeding. The Debtors are also authorized to assume tenant leases and assign same to Bank of America, N.A., or its nominee. About Dynamic Builders Inc. Dynamic Builders Inc. is a Los Angeles-based real estate developer. Founded in 1964 by L. Ramon Bonin, Dynamic Builders is principally involved in the construction of build to suit commercial/industrial buildings in the Los Angeles area. Dynamic Builders owns properties in Los Angeles, Carson, San Leandro, and Commerce, California, with total value of $130,790,612. Secured lenders who financed the acquisition of the properties are owed a total of $113,181,128. L. Ramon Bonin and Patty A. Bonin, the shareholders of the Company and guarantors of the institutional debt, sought Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-14067) on March 31, 2011. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian LLP, represents the Bonins in their Chapter 11 case. Dynamic Builders filed for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. C.D. Calif. Case No. 10-14151). The Company estimated its assets and debts at $100 million to $500 million as of the Chapter 11 filing. It identified Comerica Bank, with a claim of $29.6 million, as the largest unsecured creditor. Todd C. Ringstad, Esq., and Nanette D. Sanders, Esq., at Ringstad & Sanders, LLP, in Irvine, Calif., represent the Debtor as bankruptcy counsel. Shaw Financial Services, Inc. serves as the Debtor's bookkeeper for bankruptcy reporting requirements and as its tax preparer. Bird, Marella, Boxer, Wolpert, Nessim, Drooks & Lincenbert acts as special litigation counsel in certain proceeding affecting Dynamic's rights in properties located at 1124 and 1135 S. Boyle Avenue. Axis Business Advisory Services, LLC, serves as the Debtor's financial consultants. FACTORY 2-U: 3rd Circ. Affirms Dismissal of Garment Industry Suit ----------------------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that the Third Circuit on Monday affirmed the dismissal of a bid-rigging suit Factory 2-U Stores Inc.'s Chapter 7 trustee filed alleging a group of banks that finance transactions between garment retailers and manufacturers forced the company into bankruptcy. Trustee Jeoffrey L. Burtch had sought to revive his suit against the companies, known as "factors," after a Delaware federal court dismissed it in May 2009. About Factory 2-U Headquartered in San Diego, California, Factory 2-U Stores, Inc., -- http://www.factory2-u.com/-- operated a chain of off-price retail apparel and housewares stores in 10 states, mostly in the western and southwestern US. The stores sold branded casual apparel for the family, as well as selected domestics, footwear, and toys and household merchandise. The Company filed for chapter 11 protection on January 13, 2004 (Bankr. Del. Case No. 04-10111). The Debtor disclosed $136,485,000 in total assets and $73,536,000 in total debts as of the petition date. M. Blake Cleary, Esq., and Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP, were tapped as the Debtor's bankruptcy counsel. The Court converted the Debtors' case into a chapter 7 proceeding on Jan. 27, 2005, and appointed Jeoffrey L. Burtch as trustee. The Court appointed Jeoffrey L. Burtch as the Chapter 7 Trustee. Adam Singer, Esq., at Cooch and Taylor represented the Chapter 7 Trustee. FKF MADISON: Judge Clears Firm to Auction Off Plan-Sponsor Rights ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a bankruptcy judge cleared One Madison Park to auction off the right to sponsor a bankruptcy-exit plan for the luxury Manhattan condo project with an opening bid from HFZ Capital Group and Related Cos., which is expected to be worth between $265 million and $270 million. About FKF Madison FKF Madison owns the One Madison Park condominium tower in New York City. One Madison Park project came to halt in February 2010 when iStar Financial Inc., the chief financier for the project, moved to foreclose on it. The high-profile condominium project, a 50-story tower was developed by Ira Shapiro and Marc Jacobs. An involuntary Chapter 7 case (Bankr. D. Del. Case No. 10-11867) was filed against FKF Madison on June 8, 2010. The case was converted to a Chapter 11 in November 2010. GENCORP INC: To Repurchase $46.6-Mil. 2 1/4% Debentures Due 2024 ---------------------------------------------------------------- GenCorp Inc. notified holders of its 2 1/4% Convertible Subordinated Debentures due 2024 that they have an option to require GenCorp to repurchase, on Nov. 21, 2011, all or a portion of their Debentures at a purchase price equal to 100% of the principal amount of the Debentures to be repurchased, plus any accrued and unpaid interest. As of Oct. 19, 2011, the outstanding principal amount of the Debentures was $46,619,000. Under the terms of the Debentures, GenCorp will pay the repurchase price in cash. If all outstanding Debentures are surrendered for purchase pursuant to the Option, the aggregate cash purchase price will be $46,633,568, which includes accrued but unpaid interest. GenCorp filed a Tender Offer Statement on Schedule TO with the Securities and Exchange Commission. In addition, GenCorp's company repurchase notice to holders specifying the terms, conditions and procedures for exercising the Option, will be available through The Depository Trust Company and the paying agent, which is The Bank of New York Mellon Trust Company, N.A. Each holder must make an independent decision regarding whether to exercise the Option, and GenCorp makes no recommendation in this regard. The opportunity to surrender Debentures for purchase pursuant to the Option will terminate at 5:00 p.m., New York City time, on Nov. 21, 2011. In order to exercise the Option, a holder must follow the procedures set forth in the company repurchase notice. Holders may withdraw any Debentures previously surrendered for purchase at any time prior to 5:00 p.m., New York City time, on Nov. 21, 2011. The address and telephone and fax numbers of The Bank of New York Mellon Trust Company, N.A. are c/o Bank of New York Mellon Corporation - Reorganization Unit, 101 Barclay Street - 7 East, New York, NY 10286, Attention: Diane Amoroso, Phone: (212) 815- 2742, Fax: (212) 298-1915. About GenCorp Inc. Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY) -- http://www.GenCorp.com/-- is a manufacturer of aerospace and defense products and systems with a real estate segment that includes activities related to the re-zoning, entitlement, sale, and leasing of the Company's excess real estate assets. The Company's balance sheet at Aug. 31, 2011, showed $994.20 million in total assets, $1.13 billion in total liabilities, $4.50 million in redeemable common stock, and a $147.90 million total shareholders' deficit. * * * Standard & Poor's in February 2011 has raised its corporate credit rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its rating on the company's first-lien secured debt to 'BB-' from 'B+' and on the subordinated debt to 'CCC+' from 'CCC'. The recovery rating on the first-lien secured debt remains unchanged at '1', and the recovery rating on the subordinated debt remains unchanged at '6'. The outlook is stable. "We are raising its ratings on GenCorp by one notch to reflect the company's improved liquidity position," said Standard & Poor's credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its highly leveraged capital structure, weak financial performance, limited diversity, and modest scale of operations compared with competitors. Offsetting these challenges to some extent is the company's good niche positions in aerospace propulsion and solid backlog. S&P characterize GenCorp Inc.'s business profile as weak and its financial profile as highly leveraged." As reported by the TCR on May 24, 2011, Moody's Investors Service upgraded the corporate family and probability of default ratings of GenCorp Inc. to B1 from B2. The upgrade reflects the Company's steady improvement to operating results, as a leading niche supplier of solid and liquid rocket propulsion systems to prime defense contractors. Operating margins have grown to above 11% (inclusive of Moody's standard adjustments) in the most recent twelve-month period, resulting from growth in defense programs that GenCorp supplies (THAAD, Aegis, PAC-3) and good cost controls. GenCorp's funded backlog has grown steadily over several years, and is now about 90% of sales. The level of backlog provides good forward revenue visibility and compares favorably with other defense suppliers. GENERAL SHOPPING: Fitch Affirms Rating on $250MM Notes at 'BB-' --------------------------------------------------------------- Fitch Ratings has affirmed the ratings of General Shopping Brazil's (GSB) and its fully owned subsidiary General Shopping Finance Limited (GSF) as follows: General Shopping Brasil S.A. (GSB): -- Foreign currency Issuer Default Rating (IDR) at 'BB-'; -- Local currency IDR at 'BB-'; -- National scale ratings at 'A-(bra)'. General Shopping Finance Limited (GSF): -- Foreign currency IDR at 'BB-'. -- US$250 million perpetual notes at 'BB-'. The Rating Outlook is Stable. GSB's ratings reflect the company's business position as one of the largest shopping center operators in Brazil's southeastern and southern regions with participation in 13 shopping centers, stable and predictable cash flow generation, high gross leverage, and solid liquidity. GSB's ratings incorporate the risk of completion delays and leasing of new developments, as well as its limited geographical and asset diversification. The ratings also reflect the company's diversified tenant base, important pool of unencumbered assets, comfortable debt payment schedule and low working capital requirements with leases responsible for most maintenance expenses. The Stable Outlook reflects Fitch's expectation that GSB will deleverage during the next 24 months ended in June 2013 as the company's cash flow generation, measured by EBITDA, is expected to improve as a result of the capex plan completion. Also factored in the Stable Outlook is the view that the company's liquidity will remain strong in the medium term. Stable and Predictable Results: General Shopping Brasil S/A (GSB) has a stable revenue stream derived from its lease portfolio and the credit profile of its main tenants. The lease revenues are predominately fixed in nature and also provide for the pass-through of ongoing maintenance and operating expenses for the company's properties, which lowers business risk. The company's revenues for the fiscal years ending 2009, 2010, and LTM June 2011 were BRL101 million; BRL116 million; and, BRL130 million, respectively. General Shopping's revenue structure is mostly based on fixed rent, which represent about of 79% total revenues, making the company's revenues very predictable. The company's lease portfolio has an adequate contract maturity schedule by the end of June 2011, with contracts expiring in the next 12, 12 - 24, and 24 - 48 months representing 4.4%, 14.5%, and 24.9%, respectively, over the company's total GLA. The company's average contract maturity schedule is around six years. In addition, the company has a low tenant concentration risk as GSB's 20 most important tenants represent less than 12% and 25% of the company's total revenues and total GLA. Capex Plan to Increase GLA 33% by December 2013: GSB is currently implementing an aggressive capex plan with several greenfield and expansion projects, which are expected to be funded primarily with the company's cash flow generation and its solid liquidity. GSB is expected to reach net capex levels of around BRL7.6 million BRL125 million and BRL183 million during 2011, 2012, and 2013, respectively. With the carry out of its capex plan, the company is scheduling to add approximately 18,000, 28,000, and 15,000 of new GLA during 2011, 2012, and 2013, respectively. GSB is expected to reach EBITDA levels of approximately BRL95 million and BRL130 million during 2011 and 2012, respectively. High Leverage: GSB's leverage is high and is expected to decrease by the end of 2013 as the company's capex plan completion should result in important increase in its cash flow generation, measured by EBITDA. By the end of June 2011, the company's gross leverage, measured by total debt to EBITDA ratio, was 7.1 times (x) reflecting its LTM June 2011 EBITDA of BRL88 million and total debt -- by the end of June 2011 -- of BRL627 million. By the end of June 2011, the company's total debt was BRL627 million, and it was composed of perpetual bonds (BRL383 millions), Real Estate Credit Notes (BRL222 million) and loans with local banks and others (BRL22 million). The company's gross and net leverage, as measured by total debt/EBITDA and total net debt/EBITDA ratios, respectively, were 4.7 times (x) and 7.1 times (x) by the end of June 2011. The ratings incorporate the expectation that the company will manage its gross leverage in the 8.0x to 6.0x range during 2011-13 period. Adequate Liquidity and Sizable Unencumbered Assets: The company rebuilt its cash position during 2010-2011 period, reaching cash position of BRL215 million by the end of June 2011. GSB is expected to maintain adequate liquidity with cash levels above BRL180 million during the next 18 months ended in December 2012. The company's FCF is expected to be negative during 2011 and 2012, driven primarily by capex levels. Considering the company's good liquidity position, negative FCF are not expected to result in material incremental debt. The company reduced secured debt during 2011 and currently maintains a good level of unencumbered assets; by the end of June 2011 approximately 43% of the company's owned GLA (83 thousand m2) supports its secured debt of BRL222 million. The company maintains approximately 110 thousand m2 available and free of any lien that it could use in the future to access liquidity. GOM TANG: Case Summary & Largest Unsecured Creditor --------------------------------------------------- Debtor: Gom Tang E Corporation 4230 Annandale Road Annandale, VA 22003 Bankruptcy Case No.: 11-17611 Chapter 11 Petition Date: October 20, 2011 Court: U.S. Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Brian F. Kenney Debtor's Counsel: Eugene Jin-Ho Cynn, Esq. ALL NATIONS LAW CENTER 3921 Old Lee Highway, Suite 73-A Fairfax, VA 22030 Tel: (703) 273-6203 E-mail: cynn@allnationslawcenter.org Estimated Assets: $500,000,001 to $1 Billion Estimated Debts: $100,001 to $500,000 The petition was signed by Richard Kang, president. Debtor's List of Its Largest Unsecured Creditors contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Olympia -- -- 3852 H. Dulles South Court Chantilly, VA 20151 GRAHAM SLAM: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Graham Slam, LLC c/o Brent C. Nicholson 218 Main Street P.O. Box 539 Kirkland, WA 98033 Bankruptcy Case No.: 11-48268 Chapter 11 Petition Date: October 20, 2011 Court: U.S. Bankruptcy Court Western District of Washington (Tacoma) Judge: Brian D. Lynch Debtor's Counsel: Richard G. Birinyi, Esq. BULLIVANT HOUSER BAILEY PC 1601 5th Avenue, Suite 2300 Seattle, WA 98101-1618 Tel: (206) 292-8930 E-mail: rick.birinyi@bullivant.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Brent C. Nicholson, managing member. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Brent C. Nicholson 10-14522 04/22/10 Debtor's List of Its nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Daniel B. Taylor, Architect PLLC Trade Debt $14,000 1639 Harbor Avenue SW, # 304 Seattle, WA 98126 Alas Ltd. Trade Debt $3,250 16627 Marien View Drive SW Burien, WA 98166 First Western Properties Trade Debt $1,000 520 Kirkland Way, Suite 100 Kirkland, WA 98033 Partners Landscaping Trade Debt $984 Puget Sound Energy Utilities $281 AHBL Trade Debt $270 Rainier View Water Co. Trade Debt $243 City Of Tacoma Public Utilities Utilities $226 Centurylink Trade Debt $86 GREAT ATLANTIC: Gets Authorization for Injury Settlement Process ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Great Atlantic & Pacific Tea Co. received authorization from the bankruptcy court in White Plains, New York, to adopt mediation and arbitration procedures designed to deal with more than 2,600 personal injury claims seeking not less than $1.3 billion. Employees with workers' compensation claims and claims arising from auto accidents aren't covered by the process. According to the report, A&P's insurance policy has $750,000 in so-called self-insured retention, requiring the company to pay the first $750,000 before insurance kicks in. The approved procedures require claimants and the company to exchange settlement offers. Absent settlement, there will be a 60-day mediation, unless the parties agree to binding arbitration. The insurance company won't be bound by mediation or arbitration unless it consents. Mr. Rochelle notes that A&P has the right to send the dispute to a state or federal court if mediation fails. A&P said it will allow a suit to proceed if the claimant agrees only to receive payment from whatever insurance may be available. To the extent claimants end up with settlements or judgments not covered by insurance, the resulting claims will be paid like unsecured creditors under a Chapter 11 plan. About Great Atlantic & Pacific Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific is a supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid-Atlantic and Northeastern United States. Before filing for bankruptcy in 2010, A&P operated 429 stores in 8 states and the District of Columbia under the following trade names: A&P, Waldbaum's, Pathmark, Pathmark Sav-a-Center, Best Cellars, The Food Emporium, Super Foodmart, Super Fresh and Food Basics. A&P had 41,000 employees prior to the bankruptcy filing. A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010 in White Plains, New York. In its petition, A&P reported total assets of $2.5 billion and liabilities of $3.2 billion as of Sept. 11, 2010. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Dennis F. Dunne, Esq., Matthew S. Barr, Esq., and Abhilash M. Raval, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represent the Official Committee of Unsecured Creditors. A&P obtained court approval for a new contract with C&S Wholesale Grocers Inc., its principal supplier. The contract is designed to save A&P $50 million a year when the supermarket operator emerges from Chapter 11 reorganization. A&P sold 12 Super-Fresh stores in the Baltimore-Washington area for $37.83 million, plus the value of inventory. Thirteen other locations didn't attract buyers at auction and were closed mid- July 2011. GREYSTONE LOGISTICS: Posts $475,360 Net Income in Aug. 31 Quarter ----------------------------------------------------------------- Greystone Logistics, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $475,360 on $5.78 million of sales for the three months ended Aug. 31, 2011, compared with a net loss of $417,642 on $4.99 million of sales for the same period a year ago. The Company reported a net loss of $847,204 on $20.50 million of sales for the fiscal year ended May 31, 2011, compared with net income of $503,320 on $16.23 million of sales during the prior year. The Company's balance sheet at Aug. 31, 2011, showed $11.98 million in total assets, $21.15 million in total liabilities and a $9.17 million total deficit. HoganTaylor LLP, in Tulsa, Oklahoma, said Company has a working capital deficit of $5,141,078, stockholders' deficit of $14,206,077 and total deficit of $9,704,991. The independent auditors noted that these deficits raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: http://is.gd/LlptX0 About Greystone Logistics Tulsa, Okla.-based Greystone Logistics, Inc. (OTC BB: GLGI.OB - News) -- http://www.greystonelogistics.com/-- manufactures and sells plastic pallets through its wholly owned subsidiary, Greystone Manufacturing, LLC. Greystone sells its pallets through direct sales and a network of independent contractor distributors. Greystone also sells its pallets and pallet leasing services to certain large customers direct through its President, Senior Vice President of Sales and Marketing and other employees. HARRISBURG PA: Governor Declares Capital in Financial Emergency --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Harrisburg, Pennsylvania's capital, was declared by the governor to be in a financial emergency. The governor, Tom Corbett, was acting under power given him in legislation he signed into law Oct. 20. The report says if the city doesn't implement a recovery plan acceptable to the state within 30 days, the governor has the right to appoint a receiver. The appointment presumably may occur in time for the receiver to seek dismissal of Harrisburg's Chapter 9 municipal reorganization at a Nov. 23 hearing in U.S. Bankruptcy Court. Mr. Rochelle recounts that the state filed a motion to dismiss the bankruptcy two days after the Oct. 11 bankruptcy filing. Bankruptcy was purportedly authorized by a 4-3 vote of the city council, without signature of the mayor. About Harrisburg, Pennsylvania The city of Harrisburg, in Pennsylvania, is coping with debt related to a failed revamp of an incinerator. The city is $65 million in default on $242 million owing on bonds sold to finance an incinerator that converts trash to energy. Four members of the City Council of Harrisburg on Oct. 11, 2011, authorized the filing of a Chapter 9 bankruptcy petition (Bankr. M.D. Pa. Case No. 11-06938) by the City of Harrisburg. Judge Mary D. France presides over the case. Mark D. Schwartz, Esq. -- markschwartz6814@gmail.com -- and David A. Gradwohl, Esq., serve as counsel. The petition estimated $100 million to $500 million in assets and debts. Susan Wilson, the city's chairperson on Budget and Finance, signed the petition. The city council voted 4-3 on Oct. 11, 2011, to authorize the Chapter 9 municipal bankruptcy filing. The city claims to be insolvent, unable to pay its debt and in imminent danger of having tax revenue seized by holders of defaulted bonds. The city said in court papers it is in imminent jeopardy through six pending legal actions by creditors with respect to a number of outstanding bond issues relating to the Harrisburg Materials, Energy, Recycling and Recovery Facilities, which processes waste into steam and electrical energy. The owner and operator of the incinerator is The Harrisburg Authority, which is unable to pay the bond issues. The city is the primary guarantor under each bond issue. The lawsuits were filed by Dauphin County, where Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and Covanta Harrisburg Inc. Harrisburg Mayor Linda D. Thompson and the state of Pennsylvania have objected to the bankruptcy filing. Mayor Thompson is represented in the case by Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg, P.C. Counsel to the Commonwealth of Pennsylvania are Neal D. Colton, Esq., Jeffrey G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor. HAWAIIAN TELCOM: S&P Assigns 'B-' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to incumbent local exchange carrier (ILEC) Hawaiian Telcom Holdco Inc. (Hawaiian Telcom). "We also assigned our 'B-' issue-level rating to subsidiary, Hawaiian Telcom Communications Inc.'s $300 million senior secured term loan, due Oct. 28, 2015, with a '3' recovery rating, indicating our expectation for meaningful (50% to 70%) recovery of principal in the event of a payment default," S&P related. "Our view of a vulnerable business risk profile for Hawaiian Telcom incorporates both the secular industry challenges that the company's residential wireline business faces as well as the presence of a particularly strong incumbent cable TV competitor, Oceanic Time Warner Cable," said Standard & Poor's credit analyst Richard Siderman. Hawaiian Telcom's operating performance depends on the performance of its ILEC operations, which serve only the state of Hawaii and, thus, provide limited scale and minimal geographic diversity. The company does not have its own wireless network and its mobile virtual network (MVNO) reseller arrangement with Sprint has a minimal share of the Hawaiian wireless market. Tempering business risk factors include more favorable, recent operating performance metrics and remediation of the technical problems that led to earlier years' customer service and billing issues. Furthermore, the rate of access-line erosion has slowed to under the 6% area, which, while still material degradation, is better than some of Hawaiian Telcom's ILEC peers. "We also view the company's business customers, which account for about 45% of total access lines as more stable and considerably less likely than residential customers to be lost to wireless substitution or cable telephony," S&P said. HMC/CAH CONSOLIDATED: Says Patient Care Ombudsman Not Needed ------------------------------------------------------------ HMC/CAH Consolidated, Inc., and its 12 subsidiaries ask the Bankruptcy Court to determine that appointment of a patient care ombudsman is not needed. The Debtors said there are numerous reasons why the appointment of a patient care ombudsman is not warranted. The Debtors' bankruptcy filing has been wholly driven by ordinary debt issues. None of the debt issues which have precipitated this bankruptcy filing relate to patient care issues. Rather, the bankruptcy filing represents the Debtors' best chance to resolve the debt issues which have stalled their efforts to expand and upgrade certain of their medical care facilities. The achievement of these goals will inure to the benefit of patients by raising the level of patient care and cementing the long-term availability of medical care to otherwise underserved rural communities. The Debtors also pointed out that all of the agencies, groups, and associations are supervising entities which actively assess patient care issues at the Debtors' facilities. The Debtors are currently in good standing with all entities related to surveys conducted within the last 15 months. The Debtors also noted that all of the Hospital Debtors have had on-site original surveys or follow-up surveys in 2011 and all of the Hospital Debtors are accredited or compliant with all conditions. The Hospital Debtors' history of patient care is excellent. All relevant surveys and other data reveal high patient satisfaction scores. Any deficiencies have been satisfactorily resolved. About HMC/CAH Consolidated Kansas City, Missouri-based HMC/CAH Consolidated, Inc., is in the business of acquiring and operating a system of acute care hospitals located in rural communities that are certified by The Centers for Medicare and Medicaid Services as Critical Access Hospitals or CAHs. The core focus of HMC/CAH's business plan is to replace the technologically out of date and operationally inefficient medical facilities of its CAHs with newly constructed state-of-the art facilities. Since its incorporation, HMC/CAH has purchased 12 rural hospitals certified as Critical Access Hospitals. These CAH Hospitals are located in Kansas (3), Oklahoma (5), Missouri (1), Tennessee (1) and North Carolina (2). The CAH Hospitals are the lifeline of the communities that they serve. The CAH Hospitals provide critical health services to rural residents, including emergency medical services. HMC/CAH and 12 affiliates filed for Chapter 11 bankruptcy (Bankr. W.D. Mo. Case Nos. 11-44738 to 11-44750) on Oct. 10, 2011. Judge Dennis R. Dow presides over the case. Mark T. Benedict, Esq., at Husch Blackwell Sanders LLP, represents the Debtors as counsel. In its petition, the Debtors estimated $10 million to $50 million in assets and debts. The petition was signed by Dennis Davis, chief legal officer. HMC/CAH CONSOLIDATED: Cash Collateral Hearing on Friday ------------------------------------------------------- Judge Dennis Dow will hold a further interim hearing on Oct. 28, 2011, at 9:30 a.m. on the request of HMC/CAH Consolidated, Inc., and its 12 subsidiaries to use cash collateral and grant adequate protection. The Debtors' capital structure is comprised of: (A) Accounts Receivables Financing Pursuant to a Credit Agreement, dated as of April 12, 2010, provided a secured revolving Credit Facility in the maximum amount of $6,000,000. The amounts borrowed under the A/R Facility were used to fund general working capital requirements. As of the Petition Date, roughly $4,600,000 was outstanding under the A/R Facility. As of the Petition Date there was no remaining availability under the A/R Facility. Pursuant to the A/R Facility, the Debtor A/R Borrowers granted first priority liens and security interests in favor of Gemino in substantially all of the Debtor A/R Borrowers' personal property assets. (B) Mezzanine Financing The lynchpin of HMC/CAH's business plan is to replace the old Hill Burton facilities of its hospitals with new state-of-the-state facilities. HMC/CAH typically acquires a rural hospital from a local municipality or, in some instances, private ownership. Because of the state of the rural hospitals, these acquisition costs have typically been very low, in some instances, HMC/CAH was able to acquire the hospitals merely by assuming the existing liabilities of prior ownership. Upon acquisition, HMC/CAH typically starts the replacement process at the closing of the acquisition with the concurrent purchase of a 15 acre replacement site. In most instances this is adjacent to the existing hospital. Thereafter, HMC/CAH begins the design, engineering, and architecture of the new replacement facility. There are several federally sponsored loan programs, including programs through the United States Department of Agriculture or through Housing and Urban Development. Through these programs, generally HMC/CAH may obtain a loan of 80% of the construction costs, convertible to permanent mortgage financing upon completion of construction, and either USDA or HUD will provide a 90% loan guaranty to the local community lender providing the construction financing. Under these programs, HMC/CAH must raise the funds to (a) acquire the prior CAH certified hospital, (b) purchase the land to build the new facility; and (c) pay the 20% of the construction costs not loaned through the USDA and HUD programs. To fund these obligations, HPCG Hospital Investment LLC, an Arizona limited liability company entered into a Master Funding Agreement and Amended and Restated Credit Agreement, dated as of August 21, 2009, with the Debtor Mezzanine Borrowers. For purposes of CMS cost reporting, each Mezzanine Borrower executed a separate note for those amounts funded under the Mezzanine Funding Agreement related to its facility only. As such while each of the Debtor Mezzanine Borrowers borrowed funds under the Mezzanine Funding Agreement, each Debtor Mezzanine Borrower is responsible only for those obligations borrowed for its facility. As of the Petition Date, $13,983,987 was outstanding under the Mezzanine Funding Agreement. Pursuant to a Security Agreement, dated as of Aug. 21, 2009, the Debtor Mezzanine Borrowers granted liens and security interests in favor of HHI in substantially all of the Debtor Mezzanine Borrowers' personal property assets. The lien rights are cross- collateralized among the Debtor Mezzanine Borrowers. HHI agreed to provide HMC/CAH with more than $25,000,000 in funds for hospital facility acquisition and replacement opportunities. With regard to funding the replacement of the facilities, HMC/CAH and HHI would work together to obtain a construction-to-permanent loan from a local or regional bank for 70%-80% of the total project costs. Generally, speaking loans of this sort have not been available unless the repayment of the loan is guaranteed to the bank by the United States Department of Agriculture under its Rural Development Program. The remainder of the project costs constituting the "paid-in capital" or owner's equity for the replacement project was to be funded directly by HHI, or HHI would act in good faith and use its reasonable best efforts to arrange for one of its affiliates or a third-party to provide the financing. HHI's financing was due by the closing of the loan with the bank. (C) Lauderdale Financing Debtor CAH Acquisition Company # 11 and CFG Community Bank are parties to a Loan Agreement dated March 31, 2010, pursuant to which CFG loaned to CAH 11 $2,502,701. As of the Petition Date, $2,502,710 was outstanding under the CFG Loan Agreement. Pursuant to the CFG Loan Agreement, CAH 11 granted CFG a security interest in and to all personal property of CAH 11. Additionally, CAH 11 executed a Mortgage on the CAH Hospital's real property in favor of CFG. Pursuant to a certain Subordination Agreement between CFG, CAH 11 and HHI, HHI agreed to subordinate any security interests in CAH 11's assets to CFG. Additionally, HHI agreed that it was an unsecured creditor of CAH 11 and would remain so as long as any debt was outstanding to CFG by CAH 11 under the Loan Agreement. (D) I-70 Financing Debtor CAH Acquisition Company # 6, HMC/CAH and First Liberty Bank are parties to a Loan Agreement dated as of Dec. 6, 2010, pursuant to which First Liberty loaned CAH 6 $9,300,000 which loan has a USDA Guarantee. As of the Petition Date, $9,195,960 was outstanding under the First Liberty Loan Agreement. CAH 6 granted a security in, among other things, (a) furniture, fixtures and equipment, and (b) all accounts, including Health Care Insurance Receivables. CAH 6 also executed a Deed of Trust in favor of First Liberty Bank with respect to the CAH Hospital's real property in Sweet Springs, Missouri. On Jan. 25, 2011, a group of HMC/CAH's shareholders and shareholder affiliates, consisting of Larry Arthur, Richard Jones, Rosalia Hall, Sun Finance, DFP, LLC, Fidelity Security Life Insurance Company, made a short term working capital loan of $2,300,000 to HMC/CAH and its subsidiaries secured by, among other things, a security interest accounts receivables and general intangibles of CAH 6. (E) Drumwright Financing Debtor CAH Acquisition Company # 4 assumed the liabilities of the Drumwright Municpal Healthcare Authority on a Mortgage Note dated Oct. 15, 2003 in the original principal amount of $7,666,000 granted in favor of Midland Loan Services, Inc., as servicer for the Secretary of Housing and Urban Development. As of the Petition Date, $6,629,121 was outstanding under the Midland Loan Agreement. CAH 4 granted a security interest in accounts and the furniture, fixtures and equipment located at the CAH Hospital. Additionally, CAH 4 acquired the real property of the CAH Hospital subject to the existing real estate mortgage in favor of Midland Loan Servicing, Inc. for HUD. (F) Oswego Financing Debtor CAH Acquisition Company # 1 executed Promissory Note in favor of Citizens Bank, N.A., for $1,646,688. As of the Petition Date, $1,452,948 was outstanding under the Citizens Loan Agreement. Pursuant to the Security Agreement, CAH 1 pledged a security interest in all assets and granted a real estate mortgage on the CAH 1 Hospital. Additionally, Citizens has a security agreement on all of the assets of CAH 2 and a real estate mortgage on CAH 2's CAH Hospital. The mezzanine lender to certain of the Debtors, HPCG Hospital Investment, has refused to meet its funding obligations with regard to certain of the Debtors' hospital projects and has been the primary cause of the Debtors' filings pursuant to chapter 11 of the Bankruptcy Code. HHI's breaches of its funding agreement have had the dual negative repercussions of: (i) causing certain Debtors to breach their obligations related to the hospital projects; and (ii) causing certain Debtors to suffer from an overly restrictive Advance Rate under their accounts receivable facility. The net effect of HHI's breaches is that the Debtors do not have sufficient liquidity to continue their businesses and have been forced to seek chapter 11 relief. The Court noted that the Debtors do not have sufficient available sources of working capital and financing to carry on the operation of their businesses without the use of Cash Collateral. The Debtors' ability to preserve their relationships with employees, vendors and suppliers and to otherwise finance their operations is essential to the Debtors' continued viability and to their ability to provide critical healthcare to rural residents. As adequate protection, each of the lenders is granted a post- petition replacement lien, in Cash Collateral and accounts receivables generated post-petition, equal to the diminution, if any, subsequent to the Petition Date, in value of the Lenders' interests in the Cash Collateral. Each replacement lien will have the same validity, extent and priority as the lien(s) the Lender had on Debtors' accounts receivables as of the Petition Date. To the extent that the replacement liens are inadequate to protect a particular creditor from any diminution in value of its interest, if any, in Cash Collateral, then the creditor will be entitled to rights allowable under Section 507(b) of the Bankruptcy Code. About HMC/CAH Consolidated Kansas City, Missouri-based HMC/CAH Consolidated, Inc., is in the business of acquiring and operating a system of acute care hospitals located in rural communities that are certified by The Centers for Medicare and Medicaid Services as Critical Access Hospitals or CAHs. The core focus of HMC/CAH's business plan is to replace the technologically out of date and operationally inefficient medical facilities of its CAHs with newly constructed state-of-the art facilities. Since its incorporation, HMC/CAH has purchased 12 rural hospitals certified as Critical Access Hospitals. These CAH Hospitals are located in Kansas (3), Oklahoma (5), Missouri (1), Tennessee (1) and North Carolina (2). The CAH Hospitals are the lifeline of the communities that they serve. The CAH Hospitals provide critical health services to rural residents, including emergency medical services. HMC/CAH and 12 affiliates filed for Chapter 11 bankruptcy (Bankr. W.D. Mo. Case Nos. 11-44738 to 11-44750) on Oct. 10, 2011. Judge Dennis R. Dow presides over the case. Mark T. Benedict, Esq., at Husch Blackwell Sanders LLP, represents the Debtors as counsel. In its petition, the Debtors estimated $10 million to $50 million in assets and debts. The petition was signed by Dennis Davis, chief legal officer. HEALTHSPRING INC: S&P Puts BB- Counterparty Rating on Watch Pos. ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'BB-' counterparty credit rating on HealthSpring Inc. on CreditWatch with positive implications. The CreditWatch placement reflects HealthSpring's anticipated acquisition by a higher-rated entity, Cigna Corp. (BBB/Stable/A- 2), which likely will result in an upgrade of up to the same level as Cigna Corp. at deal closing, depending on S&P's application of group methodology criteria. "We normally view significant acquisitions as no more than strategically important, rather than core, within a new organization at least during the first year or two within the group," said Standard & Poor's credit analyst James Sung. "We will likely upgrade the rating upon deal closing, which we expect in the first half of 2012 at the earliest. In the interim, we will continue to monitor HealthSpring's financial condition, as well as discuss HealthSpring's prospective capital structure and strategic group status with Cigna's management team," S&P related. HILL INTERNATIONAL: Extends Forbearance with BoA to March 2012 -------------------------------------------------------------- As previously disclosed, Hill International, Inc., entered into a Credit Agreement, dated June 30, 2009, with Bank of America, N.A., Capital One, N.A., The PrivateBank and Trust Company, PNC Bank N.A., and Bank of America, N.A., as Administrative Agent. As previously disclosed in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2011, and June 30, 2011, the Company was in violation of certain financial covenants under the Credit Agreement. In connection therewith, the Company's Current Reports on Form 8-K filed on July 7, 2011, and Oct. 7, 2011, reported that the Company entered into a Forbearance Agreement, which was amended on Aug. 16, 2011, and Sept. 20, 2011, whereby, among other things, the Agent and the Lenders agreed to forbear from enforcing their remedies against the Company with respect to the Company's previously disclosed failure to comply with financial covenants under the Credit Agreement. Pursuant to its terms, the Forbearance Agreement expired on Oct. 17, 2011. On Oct. 17, 2011, the Parties entered into a Forbearance and First Amendment to Credit Agreement, whereby the Parties amended the Credit Agreement and the Lenders agreed to forbear from enforcing their remedies against the Company's failure to comply with specified defaults under the Credit Agreement. Specifically, the Lenders agree to forbear from enforcing their remedies against the Company with respect to the Company's failure to comply with Defined Defaults through the earlier of (a) March 31, 2012, if the Company pays a fee of 0.60% of the Lenders' aggregate commitments under the Credit Agreement by Jan. 1, 2012; (b) Jan. 1, 2012, if the Company does not pay the Forbearance Extension Fee by Jan. 1, 2012; or (c) the date on which there is an occurrence of any Event of Default other than the Defined Defaults. Under the terms of the Amendment, the Parties, among other things, agreed that during the Forbearance Period: * Under the Credit Agreement, amounts outstanding will be limited to $100,000,000, borrowings outstanding on a revolving or swing basis will be limited to $80,000,000 and the letter of credit sub-facility will be limited to $25,000,000. * Borrowings outstanding under the Credit Agreement will bear interest at a fluctuating rate per annum equal to the sum of (a) the highest of (i) the Federal Funds Rate plus 0.50%, (ii) the Bank of America prime rate or (iii) the Eurodollar Rate plus 1.00%, plus (b) 3.50%; * 50% of net cash proceeds from the issuance or sale of additional equity interests in the Company and 100% of net proceeds from the issuance or incurrence of indebtedness will be used to prepay outstanding borrowings under the Credit Agreement; * No Lender may issue a Letter of Credit with an expiration date after March 31, 2013, without the approval by all Lenders; * The total amount available to be drawn under all Letters of Credit expiring after June 25, 2012, is limited to $17,500,000 without the approval by all Lenders; and * The Company is not permitted to request any Eurodollar Rate Loan. In connection with the Amendment, the Company paid the Lenders aggregate fees equal to 0.40% of the Lenders' aggregate commitments under the Credit Facility, or $400,000. The Company also paid approximately $900,000 to the Agent as reimbursement for its out-of-pocket costs incurred in connection with the Amendment. A full-text copy of the Forbearance and First Amendment to Credit Agreement is available for free at http://is.gd/FT78aq About Hill International Hill International, with 2,600 employees in 90 offices worldwide, provides program management, project management, construction management, real estate development, and construction claims and consulting services. Engineering News-Record magazine recently ranked Hill as the 8th largest construction management firm in the United States. For more information on Hill, please visit the Company's Web site at www.hillintl.com. HUSSEY COPPER: Kataman's Offer Subject to Nov. 14 Auction --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Hussey Copper Corp. will hold an auction on Nov. 14 to learn whether there is a better bid than the $88.7 million contract with Kataman Metals LLC. Other bids are due Nov. 11. The hearing for approval of the sale will take place Nov. 16 under sale procedures approved Oct. 21 by the U.S. Bankruptcy Court in Delaware. The auction will take place on the schedule Hussey originally proposed. About Hussey Copper Hussey Copper Corp., based in Leetsdale, Pennsylvania, is one of the leading manufacturers of copper products in the United States. Hussey Copper was founded in Pittsburgh in 1848. The Company and its affiliates, which operate one manufacturing facility in Leetsdale and two facilities in Eminence, Kentucky, manufacture "a wide range of value-added copper products and copper-nickel products. The Company has more than 500 full-time employees. Hussey Copper Corp. filed a Chapter 11 petition (Bankr D. Del. Case No. 11-13010) on Sept. 27, 2011, with a deal to sell substantially all assets. Five other affiliates also filed separate petitions (Case Nos. 11-13012 to 11-13016). Hussey Copper Ltd. estimated $100 million to $500 million in assets and debts. Hussey Copper Corp. estimated up to $50,000 in assets and up to $100 million in debts. Mark Minuti, Esq., at Saul Ewing LLP, serves as counsel to the Debtors. Donlin Recano & Company Inc. is the claims and notice agent. An official creditors' committee has been appointed in the case. The panel selected Lowenstein Sandler PC as counsel. The stalking horse bidder, KHC Acquisitions LLC, a unit of Kataman Metals LLC, is represented in the case by David D. Watson, Esq., and Scott Opincar, Esq., at McDonald Hopkins LLC, in Cleveland. Counsel to PNC Bank NA, as lender, issuer and agent for the Debtors' secured lenders, are Lawrence F. Flick II, Esq., Blank Rome LLP, in New York, and, Regina Stango Kelbon, Esq., at Blank Rome LLP, in Wilmington, serves as counsel. IMUA BLUEHENS: LNR Protests Request to Employ Accountant -------------------------------------------------------- Secured creditor LNR Partners LLC as manager of GCCF 2007-GG11 Ka Uka Boulevard LLC objected to the motion to employ Alan Yukitomo as accountant filed by Imua Bluehens LLC in the U.S. Bankruptcy Court for the District of Hawaii. Case Lombardi & Pettit represents the secured creditor. According to the Troubled Company Reporter on Oct. 24, 2011, Mr. Yukitomo will perform services related to the preparation of federal and state tax returns, assist in the financial reporting requirements of a debtor-in-possession, and basic accounting work. Mr. Yukitomo was employed as the Debtor's accountant for preparing and filing federal and state tax returns before the commencement of the Chapter 11 case. Mr. Yukitomo's fees for the engagement are: Compilation of financial statements $1,500 as of June 16, 2011 Compilation of interim financial statements 1,500 from June 17, 2011 through August 31, 2011 Interim compilation reports 500 per month September ? December 2011 Mr. Yukitomo, as an ordinary course professional, does not have to comply with the "disinterested" requirements of Section 327 of the Bankruptcy Code and Rule 2014 of the Federal Rules of Bankruptcy Procedure and will be paid in the ordinary course of the Debtor's business upon the submission of an invoice and in compliance with existing cash collateral order between the Debtor and the secured creditor, as a budgeted item. About Imua Bluehens Honolulu, Hawaii-based Imua Bluehens, LLC, owns the Laniakea Plaza, a commercial retail operation. Imua Bluehens filed for Chapter 11 bankruptcy (Bankr. D. Hawaii Case No. 11-01721) on June 17, 2011. Judge Robert J. Faris presides over the case. The petition was signed by James K. Kai, manager. Jerrold K. Guben, Esq., and Jeffery S. Flores, Esq., at O'Connor Playdon & Guben LLP, in Honolulu, Hawaii, represent the Debtor as counsel. In its amended schedules, the Debtor disclosed $12,169,600 in assets and $16,864,405 in liabilities. No official committee of unsecured creditors or other statutory committee has been formed. IMUA BLUEHENS: Wants Exclusivity Periods Extended by 90 Days ------------------------------------------------------------ Imua Bluehens, LLC, asks the U.S. Bankruptcy court for the District of Hawaii to extend the exclusive periods during which only the Debtor may file a plan of reorganization and solicit acceptances thereof by 90 days, from and after Oct. 16, 2011. About Imua Bluehens Honolulu, Hawaii-based Imua Bluehens, LLC, owns the Laniakea Plaza, a commercial retail operation. Imua Bluehens filed for Chapter 11 bankruptcy (Bankr. D. Hawaii Case No. 11-01721) on June 17, 2011. Judge Robert J. Faris presides over the case. The petition was signed by James K. Kai, manager. Jerrold K. Guben, Esq., and Jeffery S. Flores, Esq., at O'Connor Playdon & Guben LLP, in Honolulu, Hawaii, represent the Debtor as counsel. In its amended schedules, the Debtor disclosed $12,169,600 in assets and $16,864,405 in liabilities. No official committee of unsecured creditors or other statutory committee has been formed. JACOBS FINANCIAL: Incurs $127,000 Net Loss in Aug. 31 Quarter ------------------------------------------------------------- Jacobs Financial Group, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $127,041 on $656,764 of total revenues for the three months ended Aug. 31, 2011, compared with a net loss of $349,532 on $339,063 of total revenues for the same period a year ago. The Company reported a net loss of $1.30 million on $1.56 million of total revenues for the year ended May 31, 2011, compared with a net loss of $1.45 million on $1.37 million of total revenues during the prior year. The Company's balance sheet at Aug. 31, 2011, showed $8.90 million in total assets, $13.82 million in total liabilities, $3.16 million in total mandatorily redeemable preferred stock, and a $8.08 million total stockholders' deficit. Malin, Bergquist & Co., LLP, in Pittsburgh, PA, noted that the Company's significant net working capital deficit and operating losses raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: http://is.gd/6e7puL About Jacobs Financial Jacobs Financial Group, Inc. (OTC Bulletin Board: JFGI) is a Charleston, West Virginia-based holding company for First Surety Corporation, a West Virginia domiciled surety, Triangle Surety Agency, an insurance agency that specializes in coal reclamation surety bonds, and Jacobs & Company, a registered investment advisor. JER/JAMESON MEZZ: Lender Asks to Throw Out Bankruptcy Case ---------------------------------------------------------- Dow Jones' DBR Small Cap reports that an affiliate of Colony Capital LLC that's foreclosing on a segment Jameson Inn's mezzanine debt wants a judge to throw out its recently filed bankruptcy case, saying that the company requested Chapter 11 protection with "no realistic possibility" of reorganizing. Alex Ortolani at Bankruptcy Law360 reports that U.S. Bankruptcy Judge Mary F. Walrath was scheduled to consider yesterday Colony Capital's request to throw out the bankruptcy case of an affiliate of Jameson Inns Inc., to which Colony has provided $40 million in financing, according to a court filing Tuesday. Judge Walrath was set to hear Colony's argument that JER/Jameson Mezz Borrower II LLC ? a mezzanine borrower that is part of Jameson Inns' financing structure ? filed for bankruptcy only to head off a foreclosure by Colony. About Jameson Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. Colony specializes in real estate and has roughly $34 billion of assets under management. A mezzanine lender for the Jameson Inns Inc. hotel chain put a mezzanine borrower -- JER/Jameson Mezz Borrower II LLC -- into Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18 in Delaware to prevent foreclosure by another mezzanine lender. Gramercy Loan Servicing LLC, as lender on a $40 million obligation, previously took over a mezzanine borrower to the hotel chain, which has 100 properties in 12 states. Gramercy was facing foreclosure on Oct. 19 of another $40 million mezzanine loan held by Colony Capital LLC from Santa Monica, California. The hotels have a total of $335 million in financing, according to a court filing. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. All of the mezzanine loans matured in August, with Gramercy taking over its mezzanine borrower at the time. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The mezzanine lender in Chapter 11 said its assets are worth more than $100 million while debt is less than $50 million. JCK HOTELS: U.S. Trustee Wants Jeanne C. Wanlass Out of the Case ----------------------------------------------------------------- Tiffany L. Carroll, on behalf of U.S. Trustee, asks the U.S. Bankruptcy Court for the Southern District of California to remove Jeanne C. Wanlass as counsel from the Bankruptcy Case of JCK Hotels LLC. According to the Debtor's case docket, the U.S. Trustee has terminated the involvement of Ms. Wanlas. About JCK Hotels, LLC JCK Hotels, LLC, fka Mira Mesa Hotels, LLC, operates the Holiday Inn Express Mira Mesa Hotel and the Comfort Suites Mira Mesa Hotel in San Diego, California. The Hotels are operated under licensing and franchise agreements with Holiday Inn Express and Comfort Suites. JCK Hotels filed for Chapter 11 bankruptcy (Bankr. S.D. Calif. Case No. 11-09428) on June 3, 2011. Judge Louise DeCarl Adler presides over the case. William M. Rathbone, Esq., and Daniel C. Silva, Esq., at Gordon & Rees LLP, in San Diego, Calif., serve as bankruptcy counsel. The Debtor tapped Dae Hyun Kim, CPA & Associates as financial advisor. While no formal appraisal has been done recently, the Debtor believes the fair market value of both Hotels exceeds $18 million. The Debtor disclosed $19,611,552 in assets and $14,974,079 in liabilities as of the Chapter 11 filing. The petition was signed by Charles Jung, managing member. Tiffany L. Carroll, Acting United States Trustee for Region 16, under 11 U.S.C. Sec. 1102(a) and (b), appointed three unsecured creditors to serve on the Official Committee of Unsecured Creditors of JCK Hotels, LLC JER/JAMESON MEZZ: Colony Capital Aims for Dismissal --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a mezzanine borrower for the Jameson Inns Inc. hotel chain may be ejected from Chapter 11 if lender Colony Capital LLC from Santa Monica, California, succeeds on motions to either dismiss the bankruptcy or get permission to foreclose. According to the report, the mezzanine borrower in bankruptcy bolstered its defense against dismissal motions by putting four affiliates into Chapter 11 Oct. 24. The affiliates in the ownership chain of the hotels include those owing $175 million on a mortgage. Gramercy Loan Servicing LLC, as lender on a $40 million obligation, previously took over a mezzanine borrower for the hotel chain, which has 100 properties in 12 states. Gramercy faced foreclosure on Oct. 19 by Colony, the holder of a $40 million mezzanine loan ahead of Gramercy's. Mr. Rochelle relates that to stop foreclosure, Gramercy's mezzanine borrower filed the Chapter 11 petition on Oct. 18. Colony responded on Oct. 21 with motions to dismiss or terminate the stay and allow foreclosure. Colony argues that the mezzanine borrower in Chapter 11 isn't an operating company and has no employees. Colony says it's the only creditor and has a lien on ownership of the entity that ultimately owns the hotels. Colony characterizes the filing as having been made in bad faith with no hope for reorganization. The report relates that the bankrupt mezzanine borrower argued against dismissal, saying Colony is no mere bystander and had interfered with the companies' "internal affairs and corporate governance." The companies in bankruptcy intend to use Chapter 11 for the benefit of all stakeholders, not just Colony, they said in court papers. About Jameson Founded in 1987, Jameson is a chain of 103 small, budget hotels operating under the Jameson brand in the Southeast and Midwest. The chain was taken private in a 2006 buyout by JER Partners, a unit of real-estate investor J.E. Robert Cos. JER then put $330 million of debt on the chain to finance the buyout. Colony specializes in real estate and has roughly $34 billion of assets under management. A mezzanine lender for the Jameson Inns Inc. hotel chain put a mezzanine borrower -- JER/Jameson Mezz Borrower II LLC -- into Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13338) on Oct. 18 in Delaware to prevent foreclosure by another mezzanine lender. Gramercy Loan Servicing LLC, as lender on a $40 million obligation, previously took over a mezzanine borrower to the hotel chain, which has 100 properties in 12 states. Gramercy was facing foreclosure on Oct. 19 of another $40 million mezzanine loan held by Colony Capital LLC from Santa Monica, California. The hotels have a total of $335 million in financing, according to a court filing. At the top of the list is a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. All of the mezzanine loans matured in August, with Gramercy taking over its mezzanine borrower at the time. The Chapter 11 filing had the effect of preventing Colony from wiping out Gramercy's interest. The Jameson properties are operated under the names Jameson Inn and Signature Inn. The hotels are based in Smyrna, Georgia. The mezzanine lender in Chapter 11 said its assets are worth more than $100 million while debt is less than $50 million. The hotels have a total of $335 million in financing, according to a court filing, including a $175 million mortgage loan with Wells Fargo Bank NA serving as special servicer. There are four tranches of mezzanine loans, each for $40 million. All of the mezzanine loans matured in August. JUST PLUMBING: Court Won't Dismiss Case, Eyes Chapter 7 Conversion ------------------------------------------------------------------ Bankruptcy Judge Martin Glenn denied the request of Just Plumbing & Heating Supply, Inc., to dismiss its Chapter 11 case and, instead, gave the Debtor two weeks to file a notice with the Court advising whether Debtor intends to move forward expeditiously with its Chapter 11 case, or the case will be converted to a case under Chapter 7. The United States Trustee opposes case dismissal, instead requesting that the case be converted to a case under chapter 7 because the Debtor appears to have substantial assets that could be liquidated for the benefit of creditors. No creditors' committee has been appointed in the case. Just Plumbing & Heating Supply, Inc., based in Bronx, New York, operates a plumbing and heating supply warehouse that sells materials to plumbing and heating contractors. When Just Plumbing filed for chapter 11 (Bankr. S.D.N.Y. Case No. 11-10151) on Jan. 19, 2011, it had one secured creditor, TD Bank, which had extended separate loans to the Debtor and to the Debtor's principal, Kenneth Lee, secured by substantially all of the Debtor's assets as well as by certain of Lee's individually owned assets. Lee also personally guaranteed all of the Debtor's loans from TD Bank. Prior to bankruptcy, TD Bank obtained a state court judgment against the Debtor for $244,889.49. The bankruptcy filing was made one day before the City Marshall planned to seize and sell the Debtor's assets to satisfy TD Bank's judgment. During the course of the case, Lee repaid the Debtor's debt to TD Bank in full from non-debtor assets. TD Bank, therefore, released its security interest in the Debtor's assets. Remaining claims against the Debtor include roughly $1.2 million of priority tax and general unsecured claims. The largest general unsecured claimant is Lee's brother, Laurence Lee, who holds a $466,000 claim arising from the Debtor's default in payments under a promissory note given in connection with the Debtor's purchase of all of Laurence Lee's shares in the Debtor. General unsecured claims from trade vendors total roughly $775,000. A copy of Judge Glenn's Oct. 18 Memorandum Opinion is available at http://is.gd/27C84Ifrom Leagle.com. Edward C. Bruno, Esq. -- ebrunoesq@yahoo.com -- represents the Debtor as counsel. In its petition, the Debtor listed under $500,000 in assets and $1 million to $10 million in debts. The petition was signed by Kenneth Lee, president. KARTA GROUP: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Karta Group, Inc. fka Karta Investments, Inc. dba Champion Travel Plaza 10000 U.S. Highway 59 South Shepherd, TX 77371-6895 Bankruptcy Case No.: 11-38939 Chapter 11 Petition Date: October 21, 2011 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Karen K. Brown Debtor's Counsel: Margaret Maxwell McClure, Esq. LAW OFFICE OF MARGARET M. MCCLURE 909 Fannin, Suite 3810 Houston, TX 77010 Tel: (713) 659-1333 Fax: (713) 658-0334 E-mail: margaret@mmmcclurelaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Bhupinder Bal, president. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Indian Petro Corp. 11-38941 10/21/11 Assets: $500,001 to $1,000,000 Debts: $1,000,001 to $10,000,000 KINGS PROFESSIONAL: Involuntary Chapter 11 Case Summary ------------------------------------------------------- Alleged Debtor: Kings Professional Basketball Club 425 Watt Ave Sacramento, CA 95864 Case Number: 11-44952 Involuntary Chapter 11 Petition Date: October 20, 2011 Court: Eastern District of California (Sacramento) Judge: Christopher M. Klein About the Alleged Debtor: According to Chapter11Cases.com, it appears that Kings Professional Basketball Club is a legal entity which is a minority owner of the Sacramento Kings. It notes that while the name of the entity suggests that the involuntary petition has been filed against the legal entity which owns the Sacramento Kings franchise of the National Basketball Association (NBA), it appears to actually be an entity which owns 7.06% of the legal entity that owns the Sacramento Kings. Various available records reflect that the legal entity which directly owns the Sacramento Kings is Sacramento Kings Limited Partnership, not Kings Professional Basketball Club. Petitioner's Counsel: Hanno T. Powell, Esq. POWELL & POOL 7522 N. Colonial Ave., Ste. 100 Fresno, CA 93711 Tel: (559) 228-8034 Kings Professional's petitioner: Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ Cura Financial, LLC General Partner c/o Martin Boone, Managing Member 1260 41st Ave #O Capitola, CA 95010 Affiliate that previously filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Robert A. Cook 11-39335 08/08/11 KINGSBURY CORP: Gets Court Approval to Pay Critical Vendors ----------------------------------------------------------- The Hon. J. Michael Deasy of the U.S. Bankruptcy Court for the District of New Hampshire authorized Kingsbury Corporation and its debtor-affiliates to pay prepetition claims of critical vendors, including: Pennoni Associates Inc. $950 Chemserve $5,202 Keene Gas $1,601 Airgas $11,377 Bodycote Corporation $1,533 About Kingsbury Corp. Kingsbury Corp. -- http://www.kingsburycorp.com-- makes and assembles machine systems. Kingsbury Corporation and affiliate Ventura Industries, LLC, filed Chapter 11 petition (Bankr. D. N.H. Case Nos. 11-13671 and 11- 13687) on Sept. 30, 2011. Jennifer Rood, Esq., and Robert J. Keach, Esq., at Berstein, Shur, Sawyer & Nelson, serves as counsel to the Debtors. Kingsbury estimated assets and debts of up to $50 million in its Chapter 11 petition. KT SPEARS: RBC Bank Wants Disclosure Statement Denied ----------------------------------------------------- RBC Bank (USA) asks the U.S. Bankruptcy Court for the District of South Carolina to deny approval of the Disclosure Statement explaining KT Spears Creek, LLC's proposed Plan of Reorganization. According to RBC Bank, among other things: -- the Plan is patently unconfirmable; -- the Disclosure Statement fails to provide adequate information; -- the Debtor's Plan will likely be followed by liquidation; and -- the Plan contains an injunction against its principal, Kyle Tauch. As reported in the Troubled Company Reporter on Sept. 26, 2011, the Plan designates 7 Classes of Claims and Interests. Administrative Claims in Class 4 and Priority Claims in Class 5 are unimpaired under the Plan. Class 1. Secured Claim of RBC Bank RBC asserts a first priority secured claim of $22,494,711 on the Debtor's 240 unit apartment complex as of the Petition Date. The Debtor proposes to retain the 240-unit Greenhill Parish Apartment Complex for a period of 2 years, during which the Debtor will attempt to market the property and sell it for the benefit of RBC Bank, or alternatively, refinance the loan with another lender. During the marketing period, the Debtor will continue to employ Greystar as its property management company. Greystar will use the funds received from the property rents to cover its costs and expenditures as the property manager. Any funds received in excess of the Greystar operating costs will be used to make interest payments on the RBC debt. The Debtor is proposing that the outstanding balance due to RBC Bank be restructured and the excess funds be used to make payments related to that balance. The note will accrue interest at 4%. The revised note will pay RBC Bank 4% monthly interest over a two (2) year term and any funds received in excess of the interest will go to pay principal. Class 2. Secured Claim of Plantation Federal With respect to the Debtor's 66-acre raw land which is located close to the Debtor's Greenhill Parish Apartments, first mortgage holder Plantation Federal has agreed to give the Debtor 18 months to market and sell the property, or market and develop the property. This agreement, which has not been finalized, calls for the Debtor to meet certain milestones to stay in compliance with the Plantation Settlement. The Debtor will have until March 15, 2012, to sell the first $1,000,000 of Plantation Federal's collateral or have a ready, willing and able purchaser of property that will net Plantation Federal that amount of money. If the Debtor meets this first milestone, the Debtor will have until Sept. 15, 2012, to sell or have ready and willing buyers of $1,000,000 net from the collateral. If the Debtor meets this second milestone, the Debtor will have until March 15, 2013,to dispose of all Plantation Federal property or have a ready and willing buyer as defined by the Plantation Settlement. The Debtor believes that even after the sale of all of Plantation Federal's collateral, a surplus of funds will be available to pay to the unsecured creditors in Class 6, even after paying all Class 4 and 5 creditors. Class 3. Secured Claim of First Palmetto First Palmetto is the mortgage holder of the Two Notch Road Frontage that is subject to a condemnation suit by the local county government to convert part of the property into a turn lane to handle increased traffic. Debtor proposes to assist First Palmetto in addressing this condemnation suit so that First Palmetto may achieve a favorable result. Any funds received from the condemnation suit will be paid to First Palmetto, until First Palmetto is paid in full. First Palmetto has agreed to allow the Debtor 10 months to market and sell the property in order to repay the debt and generate funds in excess of the outstanding obligations. In exchange for this time, the Debtor has agreed to make adequate protection payments monthly to First Palmetto in the amount of $5,000. Class 6. General Unsecured Creditors No payment to the unsecured creditors will be made until such time as the Debtor has sold assets to generate funds in excess of the Secured Claims, the Administrative Claims, and the Priority Unsecured Claims in Classes 1-5. The funds will only be paid pro rata after the Debtor has finished its Claims objections, but distributions to Class 6 creditors will only be made after the payment of all Claims in Class 5. The Debtor believes significant equity exists in the properties that would allow it to make a distribution to the Unsecured Creditors in Class 6. Class 7. Equity Interests Class 7 is comprised of the Equity Interests of Kyle Tauch, whose Equity Interests and any Claims he may hold will be treated as subordinate to all other Claims against the Estate. Holders of Equity Interests will receive a pro rata share of distributions based upon the Equity Interests held as of the date of confirmation, only after payment in full of Allowed Claims in all prior Classes (Classes 1-6). As of the Effective Date, all Equity Interests will be deemed only to represent the right to receive distributions hereunder, and holders of Equity Interests will be enjoined from transferring their Equity Interests or from taking other action that may adversely impact the Estate, including the taking of a worthless stock deduction. A copy of the disclosure statement is available for free at: http://bankrupt.com/misc/ktspears.DS.pdf About KT Spears KT Spears Creek, LLC, in Houston, Texas, is a South Carolina limited liability company that owns three parcels of property. The Debtor has already developed Phase 1 of of a planned two-phase apartment community. The other two parcels are in the planning/marketing stages of development. The Company filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-33991) on May 3, 2011, Judge Letitia Z. Paul presiding. The Debtor estimated $10 million to $50 million in both assets and debts. The petition was signed by Kyle D. Tauch, sole member. The Hon. Letitia Z. Paul transferred the Debtor's Chapter 11 case to the Bankruptcy Court for the District of South Carolina. The Case No. is 11-04241. The case was assigned to Chief Judge John E. Waites. G. William McCarthy, Jr., Esq., Daniel J. Reynolds, Jr., Esq., and Sean P. Markham, Esq., at McCarthy Law Firm, LLC, in Columbia, S.C., represent the Debtor as counsel. RBC Bank is represented by: R. William Metzger, Jr., Esq. Thomas W. Bunch, II, Esq. ROBINSON MCFADDEN & MOORE, P.C. 1901 Main Street, Suite 1200 Columbia, SC 29201 Tel: (803) 227-1130 Fax: (803) 744-1550 E-mails: bmetzger@robinsonlaw.com tbunch@robinsonlaw.com Constance L. Young, Esq. JOHNSTON, ALLISON & HORD, P.A. 1065 East Morehead Street Charlotte, NC 28204 Tel: (704) 332-1181 Fax: (704) 376-1628 E-mail: cyoung@jahlaw.com LABELCORP HOLDINGS: S&P Affirms 'B' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services affirmed all of its ratings, including the 'B' corporate credit rating, on Omaha, Neb.-based LabelCorp Holdings Inc. and removed the ratings from the CreditWatch with developing implications, where S&P placed them on Sept. 2, 2011. "Subsequently, we withdrew all ratings at the company's request. LabelCorp was acquired by Multi-Color Corp. earlier this month," S&P related. LAKE PLEASANT: Wants Until Dec. 31 to File Chapter 11 Plan ---------------------------------------------------------- Lake Pleasant Group LLP and DLGC II LLC ask the U.S. Bankruptcy Court for the District of Arizona to extend the exclusive periods to file a plan and solicit votes for that plan until Dec. 31, 2011. The Debtors tell the Court that they need more time so that negotiations with Johnson Bank may move forward without the imminent threat of a competing plan being filed, and so that, if these negotiations should fail to produce a consensual resolution, the Debtors may proceed to confirm their Plan. The Debtors note that they have executed a certain promissory note on December 2007 in favor of Johnson Bank, pursuant to which the Debtors were advanced the principal sum of $16,045,712. Ridenour Hienton & Lewis PLLC represents the bank. About Lake Pleasant Phoenix, Arizona-based Lake Pleasant Group, LLP, was formed for the purpose of purchasing and developing 244 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. The partnership filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011. In its schedules, Lake Pleasant Group disclosed assets of $15,780,263 and liabilities of $10,301,552 as of the Petition Date. Affiliate DLGC II, LLC, simultaneously filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 11-10174). DLGC owns 210 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. DLGC also owns interests in Lake Pleasant Water Company and Lake Pleasant Sewer Company. DLGC has valued these interests at $1,313,511 in its schedules. Mark W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart PC, in Phoenix, Ariz., represent the Debtors as counsel. Earl Curley & Lagarde PC serves as special zoning counsel; and Morrill & Aronson, P.L.C. as special counsel for DLGC with respect to certain condemnation litigation brought by the Arizona Department of Transportation, which is pending in the Maricopa County Superior Court as case number CV2010-015022. LOS ANGELES DODGERS: Will Have Two Fans on Creditors Committee -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Los Angeles Dodgers baseball club avoided having an official bankruptcy committee appointed for season-ticket holders by adding two fan representatives to the existing committee of unsecured creditors. According to the report, five season-ticket holders filed a motion last month asking the bankruptcy judge to give them an official committee. They claimed to have an interest in how the team spends its money and said they would be affected if resources were used for purposes not benefiting the Dodgers, the stadium or fans. There are 17,000 season-ticket holders, according to the motion. Mr. Rochelle notes that by agreeing to allow two ticket holders on the existing committee, the Dodgers avoided the expense of a separate official committee. The team would have had to pay for the fans' professionals, such as lawyers. Mr. Rochelle also notes that the team isn't admitting that ticket holders are creditors. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. At a trial beginning Oct. 31, the bankruptcy judge will decide if bankruptcy law permits the team to sell broadcasting rights while overriding provisions in the existing television contract with Fox Entertainment Group Inc. The judge will also decide whether to strip the club of the exclusive right to propose a Chapter 11 plan. The team's proposal calls for holding an auction, which Fox says violates the existing broadcasting license. LOS ANGELES DODGERS: MLB Says McCourt 'Looted' $190 Million ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Frank McCourt, the owner of the Los Angeles Dodgers baseball club, "looted" almost $190 million from the team, according to a court filing yesterday by the Commissioner of Major League Baseball. Mr. Rochelle discloses that the papers were filed in advance of the trial to begin Oct. 31 where the bankruptcy judge in Delaware will decide pivotal issues in the case. The commissioner characterized Mr. McCourt as a "badly conflicted owner in a severe liquidity crisis." The commissioner, according to the report, argues that Mr. McCourt's "liquidity crisis has substantially worsened" as a result of a $130 million divorce settlement with his former wife. Bud Selig, the commissioner, contends that Mr. McCourt would use a sale of television rights through bankruptcy to "pay his personal debts." Details on how Mr. McCourt allegedly took $190 million from the team can't be discerned from the commissioner's papers on account of redactions. Mr. Rochelle relates that at the trial next week, the bankruptcy judge will decide if bankruptcy law permits overriding provisions in the existing television contract with Fox Entertainment Group Inc. He will also rule on whether to strip Mr. McCourt of the exclusive right to propose a Chapter 11 plan. If given authority, Major League Baseball has said it will file a plan to sell the entire organization and pay all debts in full. The team's plan also would have full payment for everyone. The team's proposal calls for holding an auction, which Fox says violates the existing broadcasting license. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. LOS ANGELES DODGERS: MLB Seeks McCourt Divorce Pact in Bankruptcy ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that the divorce settlement between Los Angeles Dodgers owner Frank McCourt and his ex-wife, Jamie McCourt, may be part of the evidence next week when Commissioner Bud Selig makes his case for taking over the Los Angeles baseball team and selling it. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. Ticket holders are seeking the appointment of their own committee. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. LOS ANGELES DODGERS: MLB Told to Turn Over Docs Before Key Hearing ------------------------------------------------------------------ Lance Duroni at Bankruptcy Law360 reports that U.S. Bankruptcy Judge Kevin Gross on Tuesday ordered Major League Baseball to turn over a trove of documents to the Los Angeles Dodgers LLC before a decisive hearing on the team's bankruptcy exit strategy, where control of the franchise will hang in the balance. According to Law360, Judge Kevin Gross found that the requested documents -- including papers on MLB's decision to appoint a monitor overseeing the team's operations prepetition -- are critical to the Dodgers' argument that MLB Commissioner Bud Selig is acting in bad faith. About Los Angeles Dodgers Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a professional Major League Baseball club in the Los Angeles metropolitan area. Frank McCourt, a Boston real-estate developer who unsuccessfully bid for the Boston Red Sox, bought the Dodgers from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for $330 million. Mr. McCourt also bought the Dodgers Stadium from Fox for $100 million. Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12010) on June 27, 2011, after MLB Commissioner Bud Selig rejected a television deal with News Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for June 30 and July 1. Fox Sports has exclusive cable television rights for Dodgers games until the end of 2013 baseball season. Chapter 11 filings were also made for LA Real Estate LLC, an affiliated entity which owns Dodger Stadium, and three other related holding companies. The petition estimates assets of up to $500 million and debts of up to $1 billion. In its schedules, the LA Dodgers baseball club disclosed $77,963,734 in assets and $4,695,702 in liabilities. LA Real Estate LLC disclosed $161,761,883 in assets and $0 in liabilities. According to Forbes, the team is worth about $800 million, making it the third most valuable baseball team after the New York Yankees and the Boston Red Sox. Judge Kevin Gross presides over the case. Lawyers at Young, Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Public relations specialist Kekst and Company has been hired for crisis support. Covington & Burling LLP serves as special counsel. An official committee of unsecured creditors has been appointed in the case. The panel has tapped Lazard Freres & Co. as financial adviser and investment banker, and Morrison & Foerster LLP and Pinckney, Harris & Weidinger, LLC as counsel. The LA Dodgers is the 12th sports team in North America to have sought bankruptcy protection, according to The Wall Street Journal. The reorganization is being financed with a $150 million unsecured loan from the Commissioner of Major League Baseball. The loan gives the Commissioner few of the controls lenders often demanded from bankrupt companies. MAGNETEK INC: Gets Conditional Approval of Pension Funding Waiver ----------------------------------------------------------------- Magnetek, Inc. received conditional approval of its request for a waiver of the minimum funding requirements of the Company's defined benefit pension plan for the 2011 plan year. The amount of the funding waiver requested was approximately $17 million, scheduled to be funded in quarterly installments from April 2011 through January 2012, with a final installment due in September 2012. The Internal Revenue Service informed the Company that the agency is prepared to grant the waiver request subject to the following conditions: -- the Company agrees to resume its required quarterly contributions in a timely manner beginning April 15, 2012. -- the Company makes contributions to the Plan sufficient to meet the minimum funding requirements for the Plan years 2012 through 2016. -- the Company provides collateral acceptable to the Pension Benefit Guarantee Corporation for the full amount of the 2011 plan year waiver. The Company has confirmed its acceptance of these conditions in writing to the IRS, and accordingly anticipates receiving final notification of the waiver approval in the near future. As a result, the Company currently expects that the 2011 plan year scheduled contributions of $17 million will be deferred and amortized with interest over plan years 2012 through 2016. The waiver application was filed in February 2011 and, in accordance with the funding rules, the Company did not make its scheduled contributions in April, July, and October 2011 in an aggregate amount of more than $10 million. Based upon receipt of the waiver, the Company can now also defer contributions scheduled for January and September 2012 in an aggregate amount of nearly $7 million. The Company did make a cash contribution of $1.9 million to the Plan in September 2011, which represented the final amount due for plan year 2010. "We believe this decision is in the best long-term interests of the Company and our stakeholders, including our employees and our pensioners. We would like to thank all of those at both the IRS and the PBGC who worked diligently with us on this issue over the past several months," said Marty Schwenner, Magnetek's chief financial officer. "We expect the funding waiver will have a significant favorable impact on our cash flow over the next several quarters, as evidenced by our strong positive cash flow in our most recently reported fourth quarter. Foremost, the funding waiver should enable us to strengthen our balance sheet by building our cash reserves at a time of increasing economic uncertainty. To a lesser extent, it will also provide us with additional resources to prudently allocate to growth opportunities in our business," said Mr. Schwenner. About Magnetek Inc. Magnetek, Inc. provides digital power control systems that are used to control motion and power primarily in material handling, elevator and energy delivery applications. The Company is headquartered in Menomonee Falls, Wis. MAQ MANAGEMENT: Gets Interim Consent to Use WSB Cash Collateral --------------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida entered a stipulated interim order granting Wauchula State Bank's motion to prohibit use of cash collateral by MAQ Management, Inc. and Super Stop Petroleum. The parties state that the stipulated order is necessary because WSB asserts a first position mortgage on the property located at 3510 Cleveland Heights Boulevard, Lakeland, Florida. The Loan Documents provide for an assignment of rents. WSB's asserted secured interest in those rents constitutes cash collateral. The Property is currently leased at $5,000 per month. The Court acknowledged that the Debtor has an immediate need for funds in its Chapter 11 case in order to pay operating expenses and maintain its business and property, including insurance payments and attorneys' fees. Accordingly, the Debtor is authorized to use Cash Collateral of WSB on an interim basis. The Debtor is authorized to use the sum of $2,490 in the manner delineated in the budget, a copy of which is available for free at http://bankrupt.com/misc/MAQMGT_SeptCashCollBudget.pdf The Debtor agrees to provide WSB with adequate protection of its cash collateral in the form of a monthly payment of $2,509, starting with the month of August. As additional adequate protection for the use of cash collateral, WSB is granted a replacement lien on all the postpetition property of the Debtor that is of the same nature and quality of the same nature and type as WSB's prepetition collateral, in addition to WSB's prepetition liens, and the Court grants preservation of the security interests as provided under Section 552(b) of the Bankruptcy Code. The Debtor must also comply with the order conditionally granting 1st National Bank of South Florida's motion to prohibit use of cash collateral and Wauchula Bank's ore tenus motion to segregate cash collateral. About MAQ Management Based in Boca Raton, Florida, MAQ Management, Inc., and three other affiliates serve as commercial landlords to convenience stores and gas stations in primarily in South Florida. They filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Cases No. 11-26571 to 11-26574) on June 15, 2011. Affiliates that sought Chapter 11 protection are Super Stop Petroleum, Inc., Super Stop Petroleum I, Inc., and Super Stop Petroleum IV, Inc. Judge Erik P. Kimball presides over the case. MAQ Management estimated assets and debts of $1 million to $10 million. Super Stop estimated assets and debts of $10 million to $50 million. The petitions were signed by Mahammad A. Qureshi, CEO. Richard J. McIntyre, Esq., and Chirstopher C. Todd, Esq., at McIntyre, Panzarella, Thanasides, Hoffman, Bringgold & Todd, P.L., in Tampa, Florida, serve the Debtors as substitute counsel. The U.S. Trustee announced that until further notice, it will not appoint a committee of creditors for the Debtors' cases. stores and gas stations in primarily in South Florida. As reported in the TCR on Oct. 21, 2011, MAQ Management, Inc., et al., filed their Consolidated Chapter 11 Plan of Reorganization (Doc. No. 205), with the U.S. Bankruptcy Court for the Southern District of Florida, in compliance with the Court's Order. MARITIME COMMS: Taps Harris Jernigan as Bankruptcy Counsel ---------------------------------------------------------- Maritime Communications/Land Mobile LLC asks the court for authority to employ Harris Jernigan & Geno PLLC to: a. advise and consult with the Debtor-in-possession regarding questions arising from certain contract negotiations which will occur during the operation of business by the Debtor; b. evaluate and attack claims of various creditors who may assert security interests in the assets and who may seek to disturb the continued operation of the business; c. appear in, prosecute, or defend suits and proceedings, and to take all necessary and proper steps and other matters and things involved in or connected with the affairs of the estate of the Debtor; d. represent the Debtor in court hearings and to assist in the preparation of contracts, reports, accounts, petitions, applications, orders and other papers and documents as may be necessary in this proceeding; e. advise and consult with Debtor in connection with any reorganization plan which may be proposed in this proceeding and any matters concerning Debtor which arise out of or follow the acceptance or consummation of the reorganization or its rejection; and f. perform other legal services on behalf of Debtor as they become necessary in the proceeding. The Debtor will employ Harris Jernigan at these hourly rates: Craig M. Geno and Senior Partners $375 Junior Partners $250 Associates $225 Paralegals $125 Mr. Geno assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Harris Jernigan can be reached at: CRAIG M. GENO Harris Jernigan & Geno PLLC P.O. Box 3380 Ridgeland, MS 39158-3380 The court will conduct a hearing on Nov. 21, 2011 at 10:00 a.m. to consider the Application. Maritime Communications/Land Mobile, LLC, owns and operates numerous licenses for wireless and cellular services. Its assets primarily include Federal Communications licenses. The Company filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 11-13463) on Aug. 1, 2011, in Aberdeeen, Mississippi. In its schedules, the Debtor disclosed $47,649,673 in assets, and $31,252,752 in liabilities as of the petition date. The United States Trustee for Region 5 appointed three members to comprise the Official Committee of Unsecured Creditors. MK2 TECHNOLOGIES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: MK2 Technologies LLC 1220 West 6th Street, Suite 200 Cleveland, OH 44113 Bankruptcy Case No.: 11-19011 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Jessica E. Price Smith Debtor's Counsel: Jeffrey M Levinson, Esq. Scott H Scharf, Esq. LEVINSON LLP 3783 South Green Road Beachwood, OH 44122 Tel: (216) 514-4935 Fax: (216) 514-4936 E-mail: jml@jml-legal.com scharf@scharflegal.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb11-19011.pdf The petition was signed by Bruce Tizes, president and managing member. MICHAEL MAZZEO: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Michael Mazzeo Electric Corporation 41-24 24th Street Long Island City, NY 11101 Bankruptcy Case No.: 11-14888 Chapter 11 Petition Date: October 21, 2011 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Martin Glenn Debtor's Counsel: Brendan M. Scott, Esq. Sean C. Southard, Esq. KLESTADT & WINTERS, LLP 570 Seventh Avenue, 17th Floor New York, NY 10018 Tel: (212) 972-3000 Fax: (212) 972-2245 E-mail: bscott@klestadt.com ssouthard@klestadt.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 Affiliate that simultaneously sought Chapter 11 protection: Debtor Case No. ------ -------- Michael Mazzeo Datacom, Inc. 11-14889 Assets: $500,001 to $1,000,000 Debts: $1,000,001 to $10,000,000 A copy of the list of Michael Mazzeo Electric Corporation's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb11-14888.pdf A copy of the list of Michael Mazzeo Datacom's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb11-14889.pdf The petitions were signed by David Parker, CEO. MOUNTAIN CITY: Corrects List of 20 Largest Unsecured Creditors -------------------------------------------------------------- Mountain City Meat Co., Inc. has filed with the U.S. Bankruptcy Court for the District of Colorado a corrected list of its 20 largest unsecured creditors. The Debtor changed Terperature to Terperature Controlled. The Debtor changed Wolverine Packing Co.'s address to 2535 Revard Street, Detroit, from 2585 Revard Street, Detroit. The Debtor also changed XL Meats' address to 13220 St. Albert Trail, Edmonton BC, from 5101 ? 11 Street SE Calgary. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Orleans Int. Co. Inc $1,744,721.45 30600 Northwestern Hwy Suite #300 Suite #300 Farmington Hills, MI 48334 Wolverine Packing Co $843,982.00 2535 Revard Street Detroit, MI 48207 High Country Meats $698,582.00 5140 Race Court Unit #8 Denver, CO 80216 Team Packaging Inc $379,593.00 4744 Forest Street Unite E Denver, CO 80216 JBS USA, Inc $378,356.00 1770 Promontory Circle Greeley, CO 80634 XL Meats $349,060.00 13220 St. Albert Trail Edmonton BC, T5L 4W1 Total Quality Logistics $248,086 Beef Products Inc. $244,260 Temple-Inland $213,782 Air Liquide America Corp. $184,110 John R. Morreale, Inc. $163,261 Waypoint Logistics, LLC $150,791 Ropes & Gray LLP $121,506 Quest, LLC $118,063 Cargill Food Distribution $113,038 Novamark, Inc. $109,472 Linde, Inc. $107,186 Colorado Meat Packers, Inc. $106,166 About Mountain City Meat Denver, Colorado-based Mountain City Meat Co., Inc. -- http://www.mountaincitymeat.com/-- is one of the largest portion control beef processors in the United States. Through its headquarters and manufacturing facility in Denver, and its second manufacturing facility in Nashville, Tennessee, Mountain City supplies high quality ground beef and portion control steak cuts through several channels, including retail stores, chain restaurants and broadline food service distributors. On Aug. 9, 2011, Mountain City's board of directors appointed BGA Management LLC d/b/a Alliance Management, through its agent, Alex G. Smith as the company's Chief Restructuring Officer until the need for a CRO no longer existed. Immediately after appointing Alliance as CRO, the Board resigned. On Aug. 11, 2011, Mountain City's secured lender, Fifth Third Bank commenced a receivership action against the company in Denver District Court. At 5:00 p.m. that same day, the Denver District Court appointed Alliance as receiver for Mountain City's personal property and related operations. However, minutes before the receivership order, certain putative unsecured creditors -- Orleans International, Inc., National Beef Packing, Inc. and XL Four Star Beef, Inc. -- commenced an involuntary Chapter 7 bankruptcy petition (Bankr. D. Colo. Case No. 11-29209) against Mountain City. The Involuntary Chapter 7 petition was filed as a result of, among other reasons, the Debtor (a) ordering and not paying for in excess of $2,400,000 of meat inventory from the Petitioning Creditors; and (b) issuing checks to the Petitioning Creditors for a portion of the inventory, which checks were refused for payment by Fifth Third Bank. The Debtor sought dismissal of the Involuntary Petition on the grounds that it was filed in bad faith because the Petitioning Creditors were motivated solely by their desire to preserve their claims under Section 503(b)((9) of the Bankruptcy Code to have that portion of their claims related to goods sold to the Debtor within 20 days prior to the filing treated as an administrative expense. In the Involuntary Case, the Secured Lender obtained two interim orders annulling the automatic stay to allow the receiver to keep control of the Debtor. Mountain City filed a voluntary Chapter 11 petition (Bankr. D. Colo. Case No. 11-32656) on Sept. 24, 2011. Judge Howard R. Tallman presides over the case. Michael J. Pankow, Esq., Daniel J. Garfield, Esq., Heather B. Schell, Esq., at Brownstein Hyatt Farber Schreck, LLP, represent the Debtors as counsel. The Debtor estimated up to $50 million in assets and debts. Attorneys for the Petitioning Creditors are John B. Wasserman, Esq., at Sender & Wasserman, P.C., and Howard S. Sher, Esq., and Michele L. Walton, Esq., at Jacob & Weingarten, P.C. Fifth Third is represented in the case by James T. Markus, Esq., and John F. Young, Esq., at Markus Williams Young & Zimmermann LLC. An official committee of unsecured creditors has been appointed in the case. The panel is represented by Harold G. Morris, Jr., Esq., and John C. Smiley, Esq., at Lindquist & Vennum PLLP. MSR RESORTS: Midland Objects to MetLife Settlement -------------------------------------------------- Maria Chutchian at Bankruptcy Law360 reports that Paulson & Co.- owned MSR Resort Golf Course LLC on Friday was hit with several objections to an announcement that the bankrupt company had reached a settlement with MetLife Inc. allowing it to retain control of its Chapter 11 proceedings. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Midland Loan Services, the servicer for a $1 billion secured claim against the five resorts foreclosed in January by Paulson & Co. and Winthrop Realty Trust, came out in opposition to a settlement with MetLife Inc., the holder of a $115 million first mezzanine loan. According to the report, Midland contends that the settlement violates an intercreditor agreement and a rule in bankruptcy prohibiting lower-ranked creditors from being paid ahead of those with higher priority. The MetLife settlement, together with a companion settlement with Government of Singapore Investment Corp., would permit Paulson and Winthrop to continue the resorts' bankruptcy reorganization into September 2012. Midland, Mr. Rochelle relates, takes issue with provisions in the settlement where MetLife, a lower-ranked creditor, will be paid interest and fees before Midland is paid in full. Midland contends the provision conflicts with an intercreditor agreement among the lenders. Midland, the report adds, also argues that lower-ranked creditors shouldn't be paid interest until it's determined that the five resorts are worth more than combined secured debt. Paulson and Winthrop previously said that the price offered by Trump implies a value for all the resorts "significantly" exceeding the $1.5 billion in debt. The settlements are up for an approval hearing on Oct. 31 in U.S. Bankruptcy Court in Manhattan. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owns a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. Donald Trump has a contract to buy the Doral Golf Resort and Spa in Miami for $170 million. There will be an auction to learn if there is a better bid. MSR RESORT: Oct. 31 on Midland-Opposes Exclusivity Extension ------------------------------------------------------------ The Hon. Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York continued the hearing on Oct. 31, 2011, to consider approval of the request to extend the exclusive periods of MSR Resort Golf Course LLC and its debtor-affiliates. The Debtors proposed a March 27, 2012 extension of the exclusive period to propose a Chapter 11 plan and May 26, 2012, as last day to solicit acceptances of that plan. However, Midland Loan Services Inc., the master servicer and special servicer to the holder of a first priority secured claim in the amount of at least $1 billion, objected to the Debtors' extension. Midland complains that only one of the initiatives, resolution of the golf club memberships, has been accomplished, and the impact of that initiative on cash flows has been negligible. According to Midland, the other two initiatives, restructuring of the Hilton Management Agreements and the sale of Doral free from the Marriott Management Agreement, look like they will require significant litigation to resolve, litigation that has not yet even commenced and that could take months to resolve. Midland Loan related that the Debtors' proposed plan of delay imposes significant and unnecessary risk on creditors. Midland Loan pointed out that the Debtors' cash flows are insufficient to fully cover interest accruals on, or to permit full refinancings of, the Debtors' $1.535 Billion in matured secured loans, meaning substantial unpaid interest that continues to accrue will offset any benefits that may be realized by the Debtors' restructuring initiatives, and potentially harming the estates. Milbank, Tweed, Hadley & McCloy LLP represents Midland Loan. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owns a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. MUTUAL BANK: FDIC Seeks $127 Million From Former Directors ---------------------------------------------------------- Carolina Bolado at Bankruptcy Law360 reports that the Federal Deposit Insurance Corp. on Tuesday sued the former directors of Illinois-based Mutual Bank, accusing them of costing the now- defunct institution $127 million in bad loans, illegal dividend payments and wasted corporate assets. Law360 relates that the FDIC, acting as receiver for Mutual Bank, said it wanted to recover $115.4 million lost in 12 risky loans approved by the board, $10.5 million in dividend payments that went primarily to ex-Chairman Pethinaidu Veluchamy, and $1.09 million spent on friends and family of board members. As reported in the Troubled Company Reporter on Aug. 3, 2009, Mutual Bank, Harvey, Illinois, was closed July 31 by the Illinois Department of Financial Professional Regulation -- Division of Banking, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with United Central Bank, Garland, Texas, to assume all of the deposits of Mutual Bank. MW GROUP: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------ Debtor: MW Group, LLC 2814 Marlowe Avenue Charlotte, NC 28208 Bankruptcy Case No.: 11-32674 Chapter 11 Petition Date: October 21, 2011 Court: U.S. Bankruptcy Court Western District of North Carolina (Charlotte) Judge: George R. Hodges Debtor's Counsel: Christine L. Myatt, Esq. NEXSEN PRUET, PLLC P.O. Box 3463 Greensboro, NC 27402 Tel: (336) 373-1600 E-mail: cmyatt@nexsenpruet.com Scheduled Assets: $10,324,610 Scheduled Debts: $8,424,321 The petition was signed by Donald R. James, manager. Debtor's List of Its eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Mecklenburg County Tax Collector 2011 Taxes $68,767 P.O. Box 31457 Charlotte, NC 28231-1457 City of Charlotte Tax Collector 2011 Taxes $41,541 700 E. Stonewall Street Bob Walton Plaza Charlotte, NC 28202 Jenner & Block, LLP Trade Debt $544 353 N. Clark Street Chicago, IL 60654-3456 City of Charlotte Water Bills Unknown Home Depot Trade Debt Unknown Lowe's Business Card Account Trade Debt Unknown Shell Fleet Trade Debt Unknown U.S. Environmental Protection Compliance Unknown Agency MYSZTYC PROPERTIES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Mysztyc Properties, Inc. 5875 Service Court Las Vegas, NV 89123-0000 Bankruptcy Case No.: 11-26506 Chapter 11 Petition Date: October 19, 2011 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Bruce T. Beesley Debtor's Counsel: Eric Dobberstein, Esq. HAMRICK & EVANS, LLP 8965 S. Eastern Avenue, Ste. 280 Las Vegas, NV 89123 Tel: (702) 382-4002 Fax: (702) 382-1661 E-mail: edobberstein@hamricklaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Tom Myzskowski, president. NEWNAN HOUSING: S&P Lowers Rating on Series 2005 Bonds to 'BB' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating on Newnan Housing Authority, Ga.'s (Eastgate Apartments Project) multifamily housing revenue bonds series 2005 to 'BB' from 'BB+'. "The downgrade is based on our view of insufficient coverage on the date of remarketing," said Standard & Poor's credit analyst Renee J. Berson. The rating also reflects S&P's view of the weaknesses: Revenues from mortgage debt service payments and investment earnings are insufficient to pay full and timely debt service on the bonds plus fees by remarketing date of Feb. 2025; Asset/liability parity is projected to fall below 100% in Feb. 2016; Insufficiency to pay reinvestment risk based on the 15-day minimum notice period required for special redemptions on Feb. 2016 in the event the security prepays; and A deficit is projected after reinvestment risk is paid in Aug. 2015. The weaknesses are offset by S&P's opinion of these credit strengths: Investments held in Federated Money Market Fund; An asset-to-liability ratio of 100.61% as of Sept. 21, 2011; And The high credit quality of the Fannie Mae guaranteed pass- through certificates, which S&P considers 'AA+' eligible. "Standard & Poor's has analyzed updated financial information based on our current stressed reinvestment rate assumptions for all scenarios as set forth in the criteria for certain federal government-enhanced housing transactions," S&P related. NORTEL NETWORKS: Committee Wins OK to Hire Alvarez & Marsal ----------------------------------------------------------- BankruptcyData.com reports that the U.S. Bankruptcy Court approved the motion of Nortel Networks' official committee of retired employees and the official committee of long-term disability participants to retain Alvarez & Marsal Healthcare Industry Group as financial advisor. 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. Nortel has raised $3.2 billion by selling its operations as it prepares to wind up a two-year liquidation due to insolvency. In June 2011, Nortel added US$4.5 billion to its cash pile after agreeing to sell its remaining patent portfolio to Rockstar Bidco LP, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July. Nortel Networks has 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. PACESETTER FABRICS: Court Approves Golbar & Assoc. as Accountants ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Pacesetter Fabrics LLC to employ Golbar & Associates as its accountants. The Debtor relates that Golbar has been rendering accounting services to the Debtor for the past 14 years, since it commenced its business. Ashton A. Golbar, CPA and Matthew C. Kim, CPA will direct the firm's work in the case. The firm will assist the Debtor with: -- the preparation of the financial statements and financial statement reconciliations; -- tax accounting services as requested by the Debtor; and -- financial reporting to be made in connection with the Chapter 11 case, including gathering and reporting of information related to the Debtor's assets, liabilities and financial condition, and the operation of its business. As of the Petition Date, the firm held a balance of $2,493 due for prepetition services rendered to the Debtor. The Debtor has not paid the amount. The normal billing rates of the firm range from $85 to $350 per hour. To the best of the Debtor's knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm disclosed that it has provided and currently provides services to a company owned by the Debtor's employee (general counsel) David Poursalimi and his father Mixxed 26, LLC, in connection with Mixxed's accounting and tax services needs. The firm does not believe that any actual conflict, with respect to accounting services, exists relating to its work for the Debtor and for Mixxed. However, it has informed Mixxed that if a conflict develop, it will resign from its engagement with Mixxed. The U.S. Trustee for Region 16 objects to Golbar's request to be paid on a monthly basis in accordance with Knudson procedures. The U.S. Trustee notes that the application fails to provide any evidence or discussion to support the required Knudson findings. Specifically, no retainer has been received by Golbar to draw down on, and no estimation of monthly fees have been provided. Golbar must be required to file interim and final fee applications as contemplated by the Local Bankruptcy Rules and the Bankruptcy Code. About Pacesetter Fabrics Based in City of Commerce, California, Pacesetter Fabrics, LLC, dba Pacesetter Off Price and Pacesetter Garments, is a distributor of quality textile and garment fabrics in the United States and international markets. The Company has been in business for over 14 years. The Company is owned 98% by Net, LLC, a California limited liability company, 1% by Leora Namvar (Ramin Namvar's wife), and 1% by Massoud Poursalimi (Leora Namvar and David Poursalimi's father). Net LLC is in turn owned 99% by Ramin Namvar and 1% Leora Namvar. Pacesetter Fabrics filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-36330) on June 17, 2011. Judge Ernest M. Robles presides over the case. The Debtor is represented by Brian L. Davidoff, Esq., C. John M. Melissinos, Esq., and Claire E. Shin, Esq., at Rutter Hobbs & Davidoff Incorporated. The Debtor disclosed $33,695,869 in assets and $28,599,582 in liabilities as of the Chapter 11 filing. Brian Wygle -- Brian@lazarusresources.com -- president of Lazarus Resources Group, LLC, a corporate turnaround consultant, assists Pacesetter with its turnaround and reorganization efforts and the financial affairs and management of the Company. PACIFIC MONARCH: Files for Chapter 11 in California --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Pacific Monarch Resorts Inc., a resort timeshare operator known as Monarch Grand Vacations, filed under Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-24720) on Oct. 24 in Santa Ana, California, with a contract in hand to sell the operation for $49.3 million to Diamond Resorts Corp., the owner of 196 timeshare resorts. Pacific Monarch has nine resorts, with locations including Palm Springs, Lake Tahoe and Las Vegas. Liabilities include $267 million owing to Resort Finance America LLC, secured by receivables from customers who financed the purchase of timeshare units. There is another $13 million owing to Branch Banking & Trust Co. The sale to Diamond Resorts will be subject to better bids at an auction. There will be a companion auction and sale for the debt held by Resort Finance, which will make the first bid using $130 million of its debt. Pacific Monarch, based in Laguna Hills, California, said assets and debt both exceed $100 million. The company is owned by Carl Post and Mark D. Post, according to a court filing. PENINSULA HOSPITAL: Can Use 1199 Cash Collateral Until Oct. 31 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York, in a third interim order dated Oct. 11, 2011, authorized Peninsula Hospital Center, et al., to use cash collateral of 1199 SEIU National Benefit Fund for Health and Human Services Employees Pension Fund, League/1199 SEIU Training and Upgrading Fund, 1199 SEIU Employer Child Care Fund, and League/1199 SEIU Health Care Industry Job Security Fund (the "1199 Funds"), through and including Oct. 31, 2011. The Debtors will pay the sum of $266,545 to the 1199 Funds, with the sum of $50,000 to be paid on or before Oct. 12, 2011, with the balance of $216,545 to be paid in increments so that the aforesaid balance is paid in full on or before Oct. 31, 2011. A copy of the Third Interim Order is available for free at: http://bankrupt.com/misc/peninsulahospital.3rdinterimorder.pdf About Peninsula Hospital Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an involuntary Chapter 11 bankruptcy protection against Peninsula Hospital Center -- http://www.peninsulahospital.org/-- (Bankr. E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011. Judge Elizabeth S. Stong presides over the case. Marilyn Cowhey Macron, Esq., Macron & Cowhey, represents the petitioners. Peninsula Hospital Center and Peninsula General Nursing Home Corp., employed Alvarez & Marsal Healthcare Industry Group, LLC, as financial advisors. Deborah J. Piazza, Esq., at Abrams, Fensterman, Fensterman, Eisman, Greenberg, Formato & Einiger, LLP, in New York, N.Y., represent the Debtors as counsel. Judge Stong appointed Daniel T. McMurray at Focus Management Group as patient care ombudsman. The Debtors have tapped Garden City Group, Inc. as claims and noticing agent. Tracy Hope Davis, the United States Trustee for Region 2, appointed five unsecured creditors to serve on the Official Committee of Unsecured Creditors of Peninsula Hospital Center. The Official Committee of Unsecured Creditors of Peninsula Hospital Center has tapped Arent Fox LLP as its attorneys. PIEDMONT CENTER: Chapter 11 Trustee Has Until Dec. 10 to Use Cash ----------------------------------------------------------------- The Hon. J. Rich Leonard of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized, on an interim basis, John A. Northen, Esq., Chapter 11 trustee in the case of Piedmont Center Investments, LLC, to use the cash collateral in which KeySource and Business Partners asserts first priority security interests and liens. A further hearing regarding the continued use of cash collateral will be held at 10:00 a.m. on Dec. 8. KeySource asserts and appears to have a perfected security interest in the properties known as 101-105 South 5th Street, Mebane, North Carolina and the Debtor's rental income generated therefrom. Business Partners asserts and appears to have a perfected security interest in the se properties and the Debtor's rental income: -- 303 Burke Street, Gibsonville, North Carolina; -- 412 S. Main Street, Graham, North Carolina -- 835 W. Main Street, Murfreesboro, North Carolina; -- E. Washington and Park Avenue, Nashville, North Carolina; -- 300 Block East Street (US Highway 64); -- Pittsboro, North Carolina, 816 N. Madison Boulevard, Roxboro, North Carolina Business Partners' security interest extends to the identifiable rents and other receipts derived from the Business Partners Properties and on hand as of the Petition Date and the rents and other receipts derived from the Business Partners. As of the Petition Date, there appear to be lien claims filed against the Mebane Property by contractors or subcontractors who supplied materials or labor for the purpose of constructing the improvements located on and thus an affixed part of the Mebane Property. The inchoate lien rights of the Lien Claimants are unliquidated, of unknown and uncertain priority, and junior to the lien of KeySource. There do not appear to be any additional lien claims filed against the Business Partners Properties. The trustee will use the cash collateral to fund the Debtor's business operations until Dec. 10, 2011, not to exceed 110% on a line-item cumulative basis. The trustee related that he employed Lundy Group, Inc. to handle the management and leasing of the properties. The trustee is dependent upon use of the cash collateral to pay on-going costs of managing, leasing, insuring, preserving, repairing and protecting the properties, and thus has an immediate need for the use of cash collateral. As reported in the Troubled Company Reporter on Sept. 27, 2011, as adequate protection for the use of cash collateral, the lenders will each have a continuing post-petition lien and security interest in all property and categories of property of the estate, and the proceeds thereof. About Piedmont Center Investments Raleigh, North Carolina-based Piedmont Center Investments, LLC, owns, leases, and manages seven shopping centers located in (i) Graham, Alamance County, North Carolina; (ii) Mebane, Alamance County, North Carolina; (iii) Pittsboro, Chatham County, North Carolina; (iv) Gibsonville, Guilford County, North Carolina; (v) Murfreesboro, Hertford County, North Carolina; (vi) Nashville, Nash County, North Carolina; and (vii) Roxboro, Person County, North Carolina. Manager and part-owner Roger Camp signed a Chapter 11 petition for Piedmont Center Investments, LLC (Bankr. E.D.N.C. Case No. 11-06178) on Aug. 11, 2011. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina, serves as counsel to the Debtor. In its schedules, the Debtor disclosed $27.2 million in assets and $15.5 million in liabilities. The Debtor's two primary secured creditors are Business Partners, LLC, and KeySource Commercial Bank. Counsel for KeySource are James B. Angell, Esq., and Nicolas C. Brown, Esq. -- jangell@hsfh.com and nbrown@hsfh.com -- at Howard, Stallings, From & Hutson, P.A. PLAN 9 MUSIC: Blames Economic Downturn for Chapter 11 Filing ------------------------------------------------------------ Louis Llovio at Richmond Times-Dispatch reports that Plan 9 Music filed on Oct. 17, 2011, for Chapter 11 bankruptcy protection in Virginia, after battling to stay in business in the face of changing consumer habits and the economic downturn. "We have been fighting for a long time. I was trying to avoid this," the report quotes James Bland, Plan 9's owner, as saying. "I've been trying to pay everyone here and there, but it's a burden to doing business." According to the report, citing court filings, the company has less than $50,000 in assets and between $1 million and $10 million in liabilities. A copy of the company's balance sheet that was filed with the court shows that its cash and cash equivalent was a negative $99,673. A letter filed with balance sheet states that it "appears to contain entries which will need correction" though it doesn't state what is incorrect, the report notes. According to the report, among Plan 9's highest debts is $232,267 owed to World of Mirth, a fellow Carytown merchant in Richmond, Va. Mr. Bland is 50% owner of the popular toy store. Mr. Bland lent the company more than $431,000. Plan 9 Music -- http://www.plan9music.com/-- is an independent record store. PMI GROUP: Hires Advisors for Possible Restructuring ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that PMI Group Inc. hired advisers to help with a possible restructuring after its mortgage insurance subsidiary PMI Mortgage Insurance Co. was taken over by regulators in Arizona. The subsidiary was already barred from writing new policies. Mr. Rochelle relates that for legal counsel, PMI Group hired Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor LLP. Evercore Partners Inc. was tapped to serve as financial adviser. The holding company's $250 million in 6% notes due 2106 traded on Oct. 24, at 25 cents on the dollar, according to Trace, the bond- price reporting system of the Financial Industry Regulatory Authority. The stock of the Walnut Creek, California-based holding company fell 5 cents Oct. 24 to 31 cents in trading on the New York Stock Exchange. The three-year high was $7.20 on April 15, 2010. About PMI Group Walnut Creek, Calif.-based The PMI Group, Inc., through its subsidiary, PMI Mortgage Insurance Co. and its affiliated companies, provides residential mortgage insurance in the United States. PMI posted a consolidated net loss of $134.8 million and $261.6 million for the second quarter and first six months of 2011, respectively, compared to net losses of $150.6 million and $307.5 million for the corresponding periods in 2010. In August 2011, Moody's Investors Service lowered the insurance financial strength rating of PMI Mortgage Insurance Co. to Caa1, from B3 following Arizona State Insurance Department's order placing the company under regulatory supervision. PMI's rating is under review for possible downgrade. Moody's noted that the Arizona Department of Insurance's order placed PMI and PMI Insurance Co. (unrated) under regulatory supervision and required that they stop writing new commitments immediately. POINT BLANK: Strikes Settlement With Department of Justice ---------------------------------------------------------- point Blank Solutions Inc. settled claims by the U.S. government, removing an objection to the sale of the business that will be the subject of a hearing tomorrow. Bill Rochelle, the bankruptcy columnist for Bloomberg News, recounts that the government sued Point Blank in October 2010, saying that bulletproof vests made with Zylon were defective. The government later filed claims for tens of millions of dollars arising from the purchase of defective vests, the company said. Rachel Slajda at Bankruptcy Law360 reports that Point Blank Solutions Inc., a bankrupt body armor company whose founder was convicted of fraud, agreed on Monday to pay the U.S. government $1 million to settle a False Claims Act suit over defective bulletproof vests. The settlement, according to Bloomberg, will absolve no one of criminal liability. In addition, Point Blank is giving up any claims for tax refunds for years before the Chapter 11 filing. Law360 says Point Blank will pay the settlement out of proceeds from its proposed bankruptcy sale. The company admits no fault or liability. Dow Jones' DBR Small Cap reports that the deal allows Point Blank to dodge tens of millions of dollars of claims, plus avoid opposition from the government agency to its proposed bankruptcy sale. About Point Blank Headquartered in Pompano Beach, Florida, Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company maintains facilities in Pompano Beach, Florida, and Jacksboro, Tennessee. The Company's former chief executive officer and chief operating officer were convicted in September 2010 of orchestrating a $185 million fraud. Point Blank Solutions, formerly DHB Industries, filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-11255) on April 14, 2010. Laura Davis Jones, Esq., Alan J. Kornfeld, Esq., David M. Bertenthal, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor. Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate counsel. T. Scott Avila of CRG Partners Group LLC is the restructuring officer. Epiq Bankruptcy Solutions serves as claims and notice agent. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Equity Security Holders in the case. Ian Connor Bifferato, Esq., and Thomas F. Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein, Esq., Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq., at Baker & McKenzie LLP, serve as counsel for the Official Committee of Equity Security Holders. Robert M. Hirsh, Esq., and George P. Angelich, Esq., at Arent Fox LLP, serve as counsel to the Creditors Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq., at the Rosner Law Group LLC, serve as co counsel. PONCE DE LEON: Obtains Authority to Get Carmen Torres as Attorney ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Puerto Rico has authorized Ponce De Leon 1403 Inc. to employ the Law Firm of Carmen D. Conde Torres, Esq., as attorney. Mr. Torres will charge $300 per hour for the engagement. About Ponce De Leon San Juan, P.R.-based Ponce De Leon 1403, Inc., developed, constructed, and operates the Metro Plaza Tower condominium and commercial property project in Santurce, Puerto Rico. The Metro Plaza Tower project consists of two 15-story towers atop a base structure that serves as a parking garage, common area, and retail space. Each tower houses 87 residential units. The base structure provides approximately 567 parking spaces and has approximately 14,000 square feet of commercial space available for lease. The common areas of the project include a swimming pool, a gym, gardens and a gazebo. Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D. P.R. Case No. 11-07920) on Sept. 19, 2011. The Debtor estimated both assets and debts of between $10 million and $50 million. The Court granted the Debtor and PRLP 2001 Holdings, LLC until Oct. 25, 2011, to finalize a stipulation for the use of cash collateral. POST 240: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Post 240 Partners, LP aka Festival Retail Fund 1 228 Post Street, LP 228-240 Post Street San Francisco, CA 94108 Bankruptcy Case No.: 11-33788 Chapter 11 Petition Date: October 19, 2011 Court: U.S. Bankruptcy Court Northern District of California (San Francisco) Judge: Dennis Montali Debtor's Counsel: Harden Alexander Fisch, Esq. STUTMAN, TREISTER AND GLATT 1901 Avenue of the Stars, 12th Floor Los Angeles, CA 90067 Tel: (310)228-5613 E-mail: afisch@stutman.com Estimated Assets: $50,000,001 to $100,000,000 Estimated Debts: $50,000,001 to $100,000,000 The petition was signed by Mark Schurgin, president of general partner FRF1 228 Post Street, LLC. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Post Street LLC 11-32255 06/15/11 Post 240 Partners' List of Its 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Cushman & Wakefield of California Trade Debt $500,626 One Maritime Plaza, #900 San Francisco, CA 94111 Festival Management Corp. Trade Debt $278,745 9841 Airport Boulevard, #700 Los Angeles, CA 90045 Lurie, Zepeda, Schmalz & Hogan Legal Services $165,800 9107 Wilshire Boulevard, Suite 800 Beverly Hills, CA 90210 Schulte Roth & Zabel Legal Services $46,987 The Gap Inc. Rent Overpayment $44,534 Deloitte & Touche LLP Audit and Tax Services $19,380 Nossaman LLP Legal Services $11,689 City Mechanical, Inc. Trade Debt $10,560 Festival Retail Fund Management Trade Debt $6,395 International Cleaning Services Trade Debt $3,139 ThyssenKrupp Elevator Trade Debt $3,051 Carter Brothers Trade Debt $2,693 KSW Architecture & Planning Trade Debt $1,375 A Total Fire Protection Trade Debt $175 Mercury Maintenance Trade Debt $73 R.E. LOANS: Committee, Noteholders Favor Northlight DIP Loan ------------------------------------------------------------ Official Committee of Note Holders asks the U.S. Bankruptcy Court for the Northern District of Texas to deny R.E. Loans, LLC, et al.'s motion to obtain postpetition financing from Wells Fargo Capital Finance, LLC, absent substantial modification. The Committee's view is that the proposed DIP Loan is strikingly onerous ? particularly considering that Wells Fargo is by all accounts oversecured ? and appears calculated to drive the Debtors into a forced liquidation that will result in little or no recovery for Noteholders, who are owed in excess of $750 million. The Committee relates that it has received a term sheet from Northlight Financial LLC proposing terms for a postpetition credit facility on substantially more favorable terms than those proposed by Wells Fargo. Among other terms, the term sheet proposes a straight "term" loan with a longer maturity and more favorable interest rate. More importantly, the Committee adds that, the Northlight proposal contains none of the oppressive terms and conditions found in Wells Fargo's loan, and leaves the Debtors with the flexibility to work with the Committee to formulate a liquidating plan that best serves the interests of all creditors in these cases, including the Noteholders. The Official Committee of Note Holders is represented by: Charles R. Gibbs, Esq. Michael P. Cooley, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Avenue, Suite 4100 Dallas, TX 75201 Tel: (214) 969-2800 Fax: (214) 969-4343 creditors and parties-in-interest Yoko Oshima and Arlene Dea Deeley join in the objection of the Official Committee of Noteholders. The Noteholder Investors collectively hold secured claims against Debtors totaling over $800,000. Noteholders are represented by: Eric D. Madden, Esq. DIAMOND McCARTHY LLP 1201 Elm Street, Suite 3400 Dallas, TX 75270 Tel: (214) 389-5300 Fax: (214) 389-5399 William G. Fairbourn, Esq. Andrew G. Friedman, Esq. BONNETT, FAIRBOURN, FRIEDMAN & BALINT, P.C. 2901 N. Central Avenue, Suite 1000 Phoenix, AZ 85012 Tel: (602) 274-1100 Fax: (602) 274-1199 About R.E. Loans R.E. Loans LLC was, for many years, in the business of providing financing to home builders and developers of real property. R.E. Future LLC and Capital Salvage own the real property obtained following foreclosure proceedings initiated by R.E. Loans against its borrowers. R.E. Loans is the sole shareholder of Capital Salvage and the sole member of R.E. Future. B-4 Partners LLC is the sole member of R.E. Loans. As a result of the multiple defaults by R.E. Loans' borrowers, R.E. Loans has transitioned from being a lender to becoming a property management company. Lafayette, California-based R.E. Loans, R.E. Future and Capital Salvage filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case Nos. 11-35865, 11-35868 and 11-35869) on Sept. 13, 2011. Judge Barbara J. Houser presides over the case. Stutman, Treister & Glatt and Gardere, Wynne and Sewell, represent the Debtors as counsel. James A. Weissenborn at Mackinac serves as R.E. Loans' chief restructuring officer. The Debtors tapped Hines Smith Carder as their litigation and outside general counsel. R.E. Loans disclosed $713,622,015 in assets and $886,002,786 in liabilities as of the Chapter 11 filing. William T. Neary, the U.S. Trustee for Region 6, appointed 12 members to the Official Committee of Noteholders of R.E. Loans LLC. REOSTAR ENERGY: Hearing on Cash Collateral Use Set for Dec. 12 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas will convene a hearing on Dec. 12, 2011, at 9:30 a.m., to consider ReoStar Energy Corporation, et al.'s request for cash collateral use, and adequacy of the Disclosure Statement explaining the proposed Chapter 11 Plan. The Chapter 11 Plan As reported in the Troubled Company Reporter on Aug. 16, 2011, the Debtors have filed a plan that provides for the restructuring of Debtors and their emergence from bankruptcy as reorganized privately held entities. After payment of Secured Claims, Administrative Claims, and Priority Claims under the priorities of the Bankruptcy Code, the Debtors have agreed to pay some holders of Allowed General Unsecured Claims their Pro Rata Share of (a) 20% of their Allowed General Unsecured Claim amounts over 36 equal monthly payments starting on the first business day following the Effective Date, plus up to (b) 50% of the Net Proceeds, if any, from all Estate Actions pursued by the Debtors. The Allowed secured claim of BT & MK Energy and Commodities, LLC (of unknown amount) will be paid over 10 years amortized at 5%. BT & MK's Allowed unsecured claim (of unknown amount) will receive 20% of its claim paid over 2 years. All Class 6 Interests in the Debtors will be canceled as of the Effective Date. New interests will be sold to the Interested Purchasers. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/reostar.1stamendedDS.pdf About ReoStar Energy Fort Worth, Texas-based ReoStar Energy Corporation is engaged in the exploration, development and acquisition of oil and gas properties, primarily located in the state of Texas. The Company owns roughly 9,000 acres of leasehold, which include 5,000 acres of exploratory and developmental prospects as well as 4,000 acres of enhanced oil recovery prospects. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-47176) on Nov. 1, 2010. Bruce W. Akerly, Esq., and Arthur A. Stewart, Esq., at Cantey Hanger LLP, in Dallas, represent the Debtors in their restructuring efforts. Greenberg Taurig, LLP, serves as special corporate/securities counsel. Reostar Energy disclosed $15,335,337 in assets and $16,391,412 in liabilities. ReoStar Energy's bankruptcy case is jointly administered with ReoStar Gathering, Inc., ReoStar Leasing, Inc., and ReoStar Operating, Inc. ReoStar Energy is the lead case. No trustee was appointed in the Debtors' cases. On Jan. 10, 2011, Michael McConnell was appointed as Chapter 11 examiner in the Debtors cases. RIO RANCHO: Has Until Oct. 31 to File Plan & Disclosure Statement ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has approved the the stipulation between Rio Rancho Super Mall, LLC, and Wilshire State Bank extending the time for the Debtor to file and serve its Disclosure Statement and Plan of Reorganization to Oct. 31, 2011. The hearing on the Disclosure Statement will be continued to Dec. 6, 2011, at 2:00 p.m., or to such other date as the Court may set. The Bankruptcy Code had previously ordered that the Debtor file its Disclosure Statement and Plan of Reorganization by Sept. 30, 2011. The stipulation will allow the parties additional time to finalize their negotiations concerning the terms of WSB's secured, administrative and general unsecured claims. The Office of the U.S. Trustee has been consulted regarding this Stipulation and has no objection to it. Moreno Valley, California-based Rio Rancho Super Mall, LLC, owns, manages and operates a commercial property known as the Rio Rancho Super Mall that is utilized as an indoor swap-meet and retail mall. It filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-16835) on March 2, 2011. Thomas E. Kent, Esq., at the Law Offices of Thomas E. Kent, in Burbank, Calif.,serves as the Debtor's bankruptcy counsel. The Debtor disclosed $7,691,584 in assets and $12,253,866 in debts as of the Chapter 11 filing. RIO RANCHO: Can Access WSB Cash Collateral Until Nov. 15 -------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has approved the sixth stipulation between Rio Rancho Super Mall, LLC, and Wilshire State Bank authorizing the Debtor to use cash collateral through Nov. 15, 2011, for the payment of reasonable, ordinary and necessary business expenses, pursuant to a budget. A copy of the order approving the sixth stipulation and budget is available for free at: http://bankrupt.com/misc/riorancho.dkt169.pdf As adequate protection, the Debtor will make monthly payments of $35,000 to WSB. WSB is also granted a post-petition security interest in and replacement lien upon all present and future real and personal property of the Debtor's estate (the "Post-Petition Collateral"). The security interests and replacement liens on the Post-Petition Collateral will have priority over all existing and future liens and encumbrances on the Debtor's property other than (I) existing liens in favor of WSB, and (ii) existing liens on or security interests in any specific items of equipment which is the subject of a pre-petition lease between the Debtor and a third party, but only to the extent that such liens were duly perfected pre- petition. To the extent that the adequate protection provided fails to protect WSB against any post-petition diminution of the Collateral due to the expediture of cash collateral or otherwise, WSB will also have a superpriority administrative expense claim. A copy of the Sixth Stipulation allowing the use of cash collateral is available for free at: http://bankrupt.com/misc/riorancho.dkt166.pdf Moreno Valley, California-based Rio Rancho Supermall, LLC, owns, manages and operates a commercial property known as the Rio Rancho Super Mall that is utilized as an indoor swap-meet and retail mall. It filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-16835) on March 2, 2011. Thomas E. Kent, Esq., at the Law Offices of Thomas E. Kent, in Burbank, Calif.,serves as the Debtor's bankruptcy counsel. The Debtor disclosed $7,691,584 in assets and $12,253,866 in debts as of the Chapter 11 filing. ROBERTO CARRERAS: No Conflict of Interest for Lawyers ----------------------------------------------------- Carlos E. Rodriguez Quesada, Esq., and Nelson Robles Diaz, Esq., of Reorganization and Bankruptcy Legal Services, P.S.C., will remain as bankruptcy counsel to Roberto Soto Carreras after Bankruptcy Judge Brian K. Tester rejected a bid by First Bank Puerto Rico to dismiss the lawyers for conflict of interest. In the course of the bankruptcy, the Debtor has been actively engaged in objecting to First Bank Puerto Rico's claim number 10, which involves several commercial loans made to Mr. Carreras secured by real estate belonging to the Debtor or to the Debtor's corporations. On Sept. 19, 2011, the bank sought disqualification of Mr. Rodriguez Quesada and RBLS, alleging that a conflict of interest exists between FBPR and Rodriguez Quesada due to his appearance in the case of In Re: New York Mortgage Bankers, Inc., case number 09-02852 (BKT) on behalf of FBPR. FBPR alleges that there is an irrefutable presumption that Rodriguez Quezada received confidential information from FBPR, "and/or simultaneously represent[ed] conflicting interests." Furthermore, FBPR alleges that RBLS should also be disqualified. In his Oct. 18, 2011 Opinion and Order, available at http://is.gd/AKHeRyfrom Leagle.com, the judge said FBPR has not established that the matter in which the counsel represented FBPR is substantially related to the Carreras case. Mere allegation that confidential information was exchanged in prior representation will not suffice to create an irrebuttable presumption of shared confidences, for purpose of determining whether disqualification of the attorney is warranted. Roberto Soto Carreras filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 09-10782) on Dec. 17, 2009. ROCKETPLANE KISTLER: Heritage to Auction Assets Nov. 11 ------------------------------------------------------- On behalf of Rocketplane Kistler, Inc. Heritage Global Partners will conduct a global webcast bulk auction of company assets. The approval of Debtor's Motion to engage Heritage Global Partners is currently pending in the United States Bankruptcy Court for the Eastern District of Wisconsin. Following approval, the auction will be staged on Friday, November 11, 2011 from 10 a.m. -- 2 pm CST via live global webcast at http://www.hgpauction.com/and live at the Hilton Garden Inn of Green Bay in Green Bay, Wisconsin. The Rocketplane Kistler auction will provide buyers an opportunity to purchase all capital equipment and patents related to this company, which developed fully reusable space transportation vehicles. Physical assets included are located in seven facilities across the country, along with all rights and related technologies. "On behalf of all stakeholders, Heritage Global Partners is pleased to conduct the auction sale of all tangible and intangible assets of Rocketplane Kistler. This is a once in a lifetime opportunity for companies all over the world to bid and compete for its intellectual property and physical assets," said David Barkoff, Director of Sales, Heritage Global Partners. "Rocketplane Kistler's technology has an extremely valuable and important place in our world." Green Bay, Wisconsin-based Rocketplace Kistler was a reusable spacecraft firm which developed the K-1, the first fully reusable aerospace vehicle, designed to deliver payloads to orbit and provide a low-cost alternative to single-use launch vehicles. Rocketplane Kistler, which was awarded a contract of millions of dollars from NASA, planned to service the International Space Station, provide affordable access to space and spur the exploration and implementation of new space ventures. Rocketplane Kistler and its parent company Rocketplane, Inc. filed for Chapter 7 bankruptcy in September 2011. Led by auction industry pioneers Ross and Kirk Dove, Heritage Global Partners, is one of the country's leading asset advisory and auction services firms, which assists large and small companies with buying and selling of assets. Heritage Global Partners offers asset brokerage, asset inspection, asset valuations, industrial equipment and real estate auctions, as well as enterprise auctions combining tangible and intangible assets. ROYAL HOSPITALITY: Ch. 11 Trustee Taps Green & Seifter as Counsel ----------------------------------------------------------------- Stephen D. Gerling, the Chapter 11 trustee in the case of Royal Hospitality LLC dba Comfort Suites, asks the U.S. Bankruptcy Court for the Northern District of New York for permission to employ Green & Seifter, attorney, PLLC as counsel. To the best of the trustee's knowledge, Green & Seifter is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. About Royal Hospitality LLC Royal Hospitality LLC, dba Comfort Suites, has been operating the Comfort Suites in Lake George, New York since May 2007. It filed for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 10-13090) on Aug. 19, 2010. The Debtor disclosed $13,432,001 in assets and $11,154,770 in liabilities as of the Petition Date. Richard L. Weisz, Esq., at Hodgson Russ LLP, in Albany, N.Y., represents the Debtor as counsel. SAAB AUTOMOBILE: Terminates Funding Deals With Youngman, Pang Da ---------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Saab Automobile AB inched closer to bankruptcy after it said it had terminated rescue funding agreements with Chinese auto makers Youngman Lotus Automobile Co. and Pang Da Automobile Trade Co., though the three companies remained in talks. About Saab Automobile Saab Automobile AB is a Swedish car manufacturer owned by Dutch automobile manufacturer Swedish Automobile NV, formerly Spyker Cars NV. Swedish Automobile N.V. disclosed that Saab Automobile AB and its subsidiaries Saab Automobile Powertrain AB and Saab Automobile Tools AB received approval for their proposal for voluntary reorganization from the Court of Appeal in Gothenburg, Sweden on Sept. 21. The purpose of the voluntary reorganization process is to secure short-term stability while simultaneously attracting additional funding, pending the inflow of the equity contributions by Pang Da and Youngman. SANITARY AND IMPROVEMENT: Files 20 Largest Unsec. Creditors List ---------------------------------------------------------------- Sanitary and Improvement District No. 258 of Sarpy County, Nebraska, has filed with the U.S. Bankruptcy Court for the District of Nebraska a list of its 20 largest unsecured creditors. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ A.G. Edwards & Sons, Inc. c/o Wells Fargo Advisors Attn: Debbie Reynolds Mailcode Mo3880, 2801 Market Street Saint Louis, MO 63013 $859,440.80 William L. Grewcock 2123 Mullen Road Omaha, NE 68124 $532,266.27 First Clearing LLC c/o Wells Fargo Advisors Attn: Debbie Reynolds Mailcode Mo3880, 2801 Market Street Saint Louis, MO 63013 $443,693.95 Firstier Bank $343,947.95 Linsco Private Ledger $296,983.42 Reynold & Kathyrn Hochstein $284,591.03 Lyle & Audra Hansen $274,776.00 Security National Bank $171,735.00 Rodney Rhoden $144,480.82 DAD & Co. $135,970.08 Marilyn Magid, Trustee $131,283.16 Censtat Financial Inc. $114,490.00 Michael E. Erman $109,374.79 William R. Hengstler $105,753.24 Larry & Barbara Hagen $103,041.00 Gerald & Angeline Langerman $93,015.47 Harold & Shirley Mills $84,334.99 Charles Schwab & Co., Inc. $80,143.00 Joan M. Lipsky $73,688.60 RBC Wealth Management $73,428.14 About Sanitary And Improvement Sanitary and Improvement District No. 258 of Sarpy County, Nebraska, filed Chapter 9 petition (Bankr. D. Neb. Case No. 11- 82460) on Sept. 29, 2011. Martin P. Pelster, Esq., at Croker, Huck, Kasher, DeWitt, Anderson serves as counsel to the Debtor. Sanitary and Improvement estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. The petition was signed by Paul S. McCune, chairman of the board of trustees. As reported by the TCR on Oct. 20, 2011, Sanitary and Improvement filed its plan of adjustment under Chapter 9 of the Bankruptcy Code. Under the plan, holders of administrative and priority claims will be paid in full. The owners of the General Fund Warrants will be paid principal and accrued interest in full. Pre-petition construction fund warrant holders will be paid, among other things, initial cash disbursement. Within 120 days following the Effective Date, all funds held in the construction fund will be allocated. All funds not allocated will be paid to the Class A Bond Holders based on the Pro Rata Share of each. SEA TRAIL: Taps Dana Connelly as Chief Operating Officer -------------------------------------------------------- Sea Trail Corporation asks the U.S. Bankruptcy Court for the Eastern District of North Carolina for permission to employ Dana Connelly as chief operating officer to oversee all aspect of the Debtor's operations. The Debtor proposes to pay $99,000 to Ms. Connelly annually. The Debtor assures the Court that Ms. Connelly is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Headquartered in Sunset Beach, North Carolina, Sea Trail Corporation is a private company categorized under "Land Subdividers and Developers, Residential." Sea Trail Corporation filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina serves as counsel to the Debtor. The Debtor reported $34,222,281 in assets and $22,174,201 in liabilities. SEA TRAIL: Wants to Hire Cox & Watts as Special Counsel ------------------------------------------------------- Sea Trail Corporation asks the U.S. Bankruptcy Court for the Eastern District of North Carolina for permission to employ Cox & Watts PLLC as special counsel to represent the Debtor's interest in corporate, employee, labor and other general business matters pertaining to the daily operation of the Debtor. The Debtor tells the Court that it owed $123,208 to the firm for prepetition services. The firm will charge $175 per hour 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. Headquartered in Sunset Beach, North Carolina, Sea Trail Corporation is a private company categorized under "Land Subdividers and Developers, Residential." Sea Trail Corporation filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina serves as counsel to the Debtor. The Debtor reported $34,222,281 in assets and $22,174,201 in liabilities. SEMGROUP LP: Plains All American Has $1 Billion Hostile Bid ----------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Plains All American Pipeline LP said it's pursuing a $1 billion hostile takeover of SemGroup Corp. after repeated rejections, in the midst of a consolidation spurt raging through the pipeline industry. About SemGroup, L.P. SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008. John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represented the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. served as the Debtors' claims agent. The Blackstone Group L.P. and A.P. Services LLC acted as the Debtors' financial advisors. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represented the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. SemGroup LP won confirmation from the Bankruptcy Court of its Fourth Amended Plan of Reorganization on Oct. 28, 2008. The Plan, which distributed more than $2.5 billion in value to stakeholders, was declared effective on November 30, 2008. SENTINEL MANAGEMENT: Trustee Settles FTN Bribery Case for $38.5MM ----------------------------------------------------------------- Roxanne Palmer at Bankruptcy Law360 reports that FTN Financial Securities Corp. and others reached a $38.5 million settlement Friday in Illinois over claims from Sentinel Management Group Inc.'s bankruptcy trustee that two FTN employees bribed Sentinel's former head trader in order to sell risky structured finance products. Sentinel trustee Frederick J. Grede sued FTN in 2008, claiming the company bribed Sentinel's former head trader in a scheme to sell Sentinel hundreds of millions of dollars worth of risky structured finance products, according to Law360. About Sentinel Management Based in Northbrook, Illinois, Sentinel Management Group Inc. -- http://www.sentinelmgi.com/-- was a full service firm offering a variety of security solutions. The Company filed a voluntary Chapter 11 petition on Aug. 17, 2007 (Bankr. N.D. Ill. Case No. 07-14987). Ronald Barliant, Esq., Randall Klein, Esq., and Kathryn A. Pamenter, Esq., at Goldberg, Kohn, Bell & Black Rosenbloom & Moritz, Ltd., represent the Debtor. Lawyers at Quinn, Emanuel Urquhart Oliver & Hedges, LLP, represent the Official Committee of Unsecured Creditors. When the Debtor sought bankruptcy protection, it estimated assets and debts of more than $100 million. On Aug. 28, 2007, the Court approved Frederick Grede as the Debtor's Chapter 11 Trustee. Marc I. Fenton, Esq., at DLA Piper US LLP, and Vincent E. Lazar, Esq, at Jenner & Block LLP, represent the Chapter 11 Trustee. The Court confirmed a plan of liquidation for Sentinel on Dec. 15, 2008, and Mr. Grede is managing the liquidation. SEQUA CORP: S&P Affirms B- Corp. Credit Rating; Outlook Positive ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings, including the 'B-' corporate credit rating, on Sequa Corp. The outlook remains positive. Standard & Poor's also assigned a 'B-' issue-level rating to Sequa's proposed $200 million incremental term loan. The recovery rating on the new term loan is '3', indicating the expectation of meaningful (50%-70%) recovery in a payment default scenario. Sequa acquired a coil coating company (whose end markets include construction, appliances, heating, ventilation, and air conditioning, among others) for $245 million, funded with proceeds from the term loan and cash on hand. "The affirmation reflects our belief that despite additional debt to fund the acquisition, key credit metrics (pro forma for the acquisition) over the next year will remain largely unchanged from our prior expectations," said Standard & Poor's credit analyst Christopher DeNicolo. Strength in core markets, especially the airline and commercial aerospace sectors; the benefits from extensive cost reduction and efficiency initiatives; and new contracts should improve credit metrics over the next 12-18 months. "We believe that the acquisition may enable Sequa to realize cost synergies through a combination of capacity rationalization and elimination of redundant overhead," Mr. DeNicolo added. Standard & Poor's assesses the company's financial risk profile as highly leveraged, given Sequa's very weak albeit improving credit metrics but adequate liquidity. "We assess the company's business risk profile as weak due to risks associated with cyclical and competitive end markets and modest profitability, which far outweighs the benefits of its major positions in niche markets," S&P added. SHAMROCK-SHAMROCK INC: Creditor PNC Bank Won't Join Mediation ------------------------------------------------------------- Creditor PNC Bank, N.A., notified the U.S. Bankruptcy Court for the Middle District of Florida that it respectfully declines to participate in mediation with Shamrock-Shamrock, Inc., in the Chapter 11 case. PNC Bank, N.A. is represented by: Allen R. Tomlinson, Esq. JONES, FOSTER, JOHNSTON & STUBBS, P.A. 505 South Flagler Drive, Suite 1100 P.O. Box 3475 West Palm Beach, FL 33402-3475 Tel: (561) 659-3000 Fax: (561) 650-0469 E-mail: atomlinson@jones-foster.com About Shamrock-Shamrock Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70 parcels of Florida real property. It filed for Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011. Judge Arthur B. Briskman presides over the case. The Law Offices of Mickler & Mickler serves as bankruptcy counsel. The Company scheduled assets of $12,284,976 and liabilities of $17,021,201, owing on mortgages to a variety of lenders. SHOPS AT PRESTONWOOD: Court Okays Sayles Werber as Special Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas authorized the Shops at Prestonwood LP to employ Sayles Werbner, PC as its special litigation counsel. Sayles Werbner will assist the Debtor with its claims against Bellinger & DeWolf for malpractice, relating to various issues raised in "Pulte Homes of Texas LP v. The Shops at Prestonwood, LP," Cause No. 10-02397, which was originally pending in the 162nd Judicial District Court in Dallas County and has since been removed to the U.S. Bankruptcy Court for the Northern District of Texas. Sayles Werbner was the Debtor's prepetition counsel in the Pulte Lawsuit. Will Snyder will act as lead counsel for the Debtor with respect to these matters. According to the Debtor, compensation to Sayles Werbner will be paid either by the Debtor's affiliates or out of property of the estate from time to time and will be computed based upon the firm's hourly rate. Based upon the affidavit of Will Snyder, the Debtor believes that Sayles Werbner is a disinterested person as the term is defined in Section 101(14) of the Bankruptcy Code and that the firm has not interests adverse to those of the estate with respect to the Bellinger & DeWolf Matter or otherwise. Sayles Werbner can be contacted at: SAYLES WERBNER PC 4400 Renaissance Tower 1201 Elm Street Dallas, Texas 75270 Tel: (214) 939-8700 Fax: (214) 939-8787 The Debtor has filed a notice of withdrawal with respect to its previous application to employ special litigation counsel, dated June 29, 2011. About The Shops at Prestonwood Addison, Texas-based The Shops at Prestonwood, LP's primary assets consist of approximately 144 residential townhome lots and an additional 17.170 acres of residential undeveloped land located within the Shops at Prestonwood subdivision in Denton County, Texas. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-32209) on April 1, 2011. Melissa S. Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $18,200,000 in assets and $14,151,239 in liabilities as of the Chapter 11 filing. No creditors' committee, trustee nor examiner has been appointed in the case. SIGNATURE STYLES: Has Until Jan. 4 to Propose Chapter 11 Plan ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware extended Signature Styles LLC, et al.'s exclusive periods to file and solicit acceptances for the proposed chapter 11 plan until Jan. 4, 2012, and March 5, 2012, respectively. As reported in the Troubled Company Reporter on Oct. 11, 2011, the Debtors explained that they need more time to work with the Official Committee of Unsecured Creditors to wind down their bankruptcy estates and formulate and confirm a chapter 11 liquidating plan. The Debtors relate that on Sept. 9, 2011, the Court authorized the sale of substantially all assets to Artemis, LLC. The sale closed on Sept. 12, 2011. The Debtors add that Anthony M. Saccullo Business Consulting, LLC was appointed as their wind down officer. About Signature Styles Signature Styles LLC, owner of the Spiegel catalog, filed a Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6, 2011, along with a deal to sell the business to affiliates of the current owners and lenders. New York-based Signature Styles, which filed for bankruptcy together with its affiliates, disclosed assets of $48.6 million and debt of $867.6 million. It purchased the Spiegel business for $21.7 million at a foreclosure sale in June 2009. Christopher A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware, serves as counsel to the Debtor. Western Reserve Partners LLC serves as investment bankers. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. Signature Styles completed the bankruptcy sale of the Spiegel catalogue business to the secured lender on Sept. 12, 2011. The business was purchased by a fund associated with Patriarch Partners LLC, the owner and lender through affiliated funds. The contract with Patriarch was negotiated before the Chapter 11 filing. The Patriarch fund paid $2 million cash and assumed specified liabilities, including $30 million outstanding on a term loan and revolving credit. No trustee or examiner has been appointed in the Chapter 11 cases. On June 17, 2011, the U.S. Trustee appointed an official committee of unsecured creditors in the Debtors' cases. TRAILHEAD LODGE: Silverleaf Buys $57 Million Non-Performing Loan ---------------------------------------------------------------- SilverLeaf Financial recently acquired a $57 Million non- performing loan secured by 58 unsold luxury condominium units within the 86-unit Trailhead Lodge Development in Steamboat Springs, Colorado. The loan originated in 2007 for the amount of $57.4 Million and was later extended in 2009. Currently the loan is in maturity default with an unpaid principal balance of approximately $48 Million. Trailhead Lodge is a luxury hotel/condominium project built in 2009 on a 2.73 acre site. The property is the focal point of a 47-acre development known as the Wildhorse Meadows. The property is located minutes from the base of Steamboat Ski Resort, which can easily be reached via the Trailhead gondola that conveniently transports condo owners and guests to the base of the resort. The Steamboat Ski Resort boasts a massive 2,965 acres, encompassing over 3,300 vertical feet of ski area. With a genuine old-western-town feel and 249 inches of average snowfall, the mountain services more than a million skiers per year. The lodge is managed by Wyndham Vacation Rentals. Wyndham offers one of the largest and most diverse collections of serviced vacation rental accommodations in the world. They manage more than 90,000 vacation properties in over 500 destinations. They also provide over 51,000 independent vacation property owners the opportunity to rent their properties through their well-known vacation rental brands. The lodge consists of one 5-story building over a 2-story underground garage, and features a total of 86 residential units. The units total 93,933 net square feet. All of the units are fully decorated with luxury furnishings and appliances. The large windows in the units offer dramatic views of the South Valley and Emerald Mountain. Unit amenities include a balcony, fireplace and lockable storage. The 58 available units are offered in 14 floor plans ranging in size from 461 SF to 2,197 SF (average of 1,142 SF) for a total of 66,254 SF. Common area amenities include an outdoor patio area with built-in barbecues, a large lap pool, three hot tubs, fitness room, his/her locker rooms and a game room. Each unit includes its own indoor storage space in the underground parking garage. The complex is served by two high-speed elevators. With a local population of only 12,000 people, Steamboat comes to life with its many visitors and vacationers from New York, Chicago, Atlanta, Dallas and Houston. All of these cities have direct flights making it an easy and convenient ski destination. The city of Steamboat Springs is now in its fifth year of the "Base Area Redevelopment Project." It's anticipated that over 1 billion dollars of public and private funds will be leveraged to improve and revitalize the area, according to the city's website. In addition to being a world-class ski destination, Steamboat Springs offers many year-round activities, including popular summer activities such as biking, camping, boating, climbing, fishing, four-wheeling, golf, horseback riding, gondola rides, hunting, helicopter sightseeing, rafting and wagon rides. SilverLeaf Financial intends to aggressively market the Trailhead units based on their new cost basis. Shane Baldwin, Principal of SilverLeaf Financial, said his goal is to sell the remaining units, which will pave the way for the completion of the Wildhorse Meadows master plan. SilverLeaf Financial will continue to pursue the acquisition of distressed debt secured by commercial real estate nationwide. About SilverLeaf Financial Headquartered in Salt Lake City, Utah, SilverLeaf Financial focuses on acquiring non-performing commercial loans secured by first position trust deeds. These assets are acquired from the FDIC, regional banks, special servicers and other financial institutions for the purpose of future monetization. For more information, visit SilverLeaf Financial's Web site http://www.SilverLeaf-Financial.com SL MANAGEMENT: 5th Cir. Flips Ruling in Texas Capital Suit ---------------------------------------------------------- Dewey Weaver, Plaintiff-Appellee, v. Texas Capital Bank N.A., Defendant-Appellant, No. 10-10835 (5th Cir.), is an appeal from a grant of a summary judgment in favor of Dewey Weaver, and a denial of a cross-motion for summary judgment filed by Texas Capital Bank N.A. In an Oct. 17, 2011 decision, available at http://is.gd/Yn3z2Vfrom Leagle.com, the Fifth Circuit reversed and rendered judgment in favor of Texas Capital. Mr. Weaver was a member of SL Management, a Louisiana company that bought and sold real estate in Texas. Between October 2004 and September 2006, SL Management obtained loans from Texas Capital in the form of four promissory notes totaling $978,719. The notes were secured by eleven tracts of land in Tarrant County, Texas, and Mr. Weaver and his business partner, Walter Dootson, executed personal guaranties of payment on each of the promissory notes. The guaranties unconditionally committed Messrs. Weaver and Dootson to satisfy SL Management's debt on the promissory notes. On Jan. 16, 2008, SL Management filed a Chapter 11 bankruptcy petition in the Northern District of Texas. Texas Capital appeared as a creditor in SL Management's bankruptcy suit and filed an unobjected-to proof of claim for $756,000. On March 6, 2008, SL Management filed its plan of reorganization. This plan classified Texas Capital as a Class 10 creditor. Any deficiency will be treated as a Class 12 claim and paid in accordance with the Class 12 treatment. Class 10 will not have a Class 11 Claim. Class 10 is impaired under the Plan. Under the bankruptcy plan, Class 12 claimants were to be paid by Weaver in an amount fully satisfying their claims, up to $500,000. The bankruptcy plan also contained a provision stating that the plan would be the "exclusive remedy for payment of any claims or debt so long as the [p]lan is not in default," which Mr. Weaver claims enjoined Texas Capital from separately suing to collect on the guaranty agreements. As to Texas Capital, SL Management's bankruptcy plan provided, first, that SL Management would attempt to sell the properties in Tarrant County with which Texas Capital had secured the promissory notes, and second, if that sale did not occur, that all of the secured properties would be surrendered to Texas Capital in "full satisfaction of the Class 10 claims" by the Effective Date of the plan. Should the bankruptcy court determine, however, that "the cumulative value of the properties to be surrendered . . . is less than the cumulative amount of the [claim]," then any deficiency would be treated as a Class 12 claim and would be paid by Weaver "in the amount necessary for full and complete satisfaction" of the claim. On Sept. 2, 2008, the bankruptcy court confirmed SL Management's bankruptcy plan. SL Management did not sell the Tarrant County properties, and on Oct. 13, 2008 -- the Effective Date of the plan -- the properties were surrendered to Texas Capital. Neither party requested a valuation of the collateral. On Dec. 1, 2008, Texas Capital foreclosed on the properties, leaving a deficiency of $431,659.34, plus fees, expenses, and interest. The bankruptcy action was closed on Dec. 16, 2008. Previously, on April 8, 2008 -- during the pendency of SL Management's bankruptcy case -- Texas Capital filed an action in Texas state court to enforce the guaranty agreements between it and Mr. Weaver. Mr. Weaver was properly served, but he did not answer or otherwise respond, and on Dec. 15, 2008, the Texas state court entered a default judgment against Mr. Weaver for $766,645.79, plus fees, costs, and interest. In February 2009, Texas Capital initiated collection proceedings against Mr. Weaver in Louisiana state court and registered the Texas judgment, subject to a $334,986.45 credit. In response to the collection action, on Feb. 27, 2009, Mr. Weaver filed a lawsuit in the Northern District of Texas, seeking a declaration that SL Management's debt to Texas Capital was fully satisfied by the surrender of collateral, and therefore, that any liability owed on the guaranties was also satisfied at the time of the Texas state judgment, or in the alternative, that the Texas state default judgment was fully satisfied by the bankruptcy plan. Under both theories, Mr. Weaver's case is premised on an argument that since SL Management's underlying debt to Texas Capital is paid, no payment related to the guaranties need be made to Texas Capital. The parties filed cross-motions for summary judgment, and on July 23, 2009, the action was referred to the bankruptcy court for proposed findings of fact and conclusions of law. The district court largely adopted the bankruptcy court's proposed findings, and it denied Texas Capital's motion for summary judgment and granted in part Mr. Weaver's motion for summary judgment. Specifically, the district court held: (1) that the Texas state default judgment was entitled to preclusive effect; (2) that SL Management's surrender of the collateral properties was presumed to be in full satisfaction of its debt to Texas Capital, and that the Texas default judgment was also satisfied, but that Texas Capital could move to reopen the bankruptcy case to seek a deficiency valuation hearing; (3) that the bankruptcy plan enjoined Texas Capital from pursuing a collection action against Mr. Weaver without establishing a default under the bankruptcy plan; and (4) that the Rooker-Feldman doctrine did not deprive the court of jurisdiction. On Aug. 6, 2010, the district court entered judgment, declaring that "the default judgment obtained by [Texas Capital] against [Weaver] in Texas state court has been fully satisfied by the plan of reorganization of SL Management." On Aug. 19, 2010, Texas Capital filed a notice of appeal. According to the Fifth Circuit, res judicata bars the assertion of Mr. Weaver's claim for declaratory judgment. SOLYNDRA LLC: U.S. Trustee Wants Trustee, Says CRO Not Needed ------------------------------------------------------------- Roberta A. DeAngelis, the U.S. Trustee for Region 3, asks the U.S. Bankruptcy Court for the District of Delaware to deny Solyndra, LLC, et al.'s request for permission to employ Berkeley Research Group, LLC and designating R. Todd Neilson as chief restructuring officer to the Debtors. As reported in the Troubled Company Reporter on Oct. 14, 2011, the Debtor asked a federal court to allow a heavyweight bankruptcy expert to take over its reorganization after the departure of its chief executive. As reported in the TCR on Oct. 12, 2011, EcoSeed said that the United States Department of Energy's Loan Programs Office executive director Jonathan Silver resigned from his post, with critics saying his resignation was related to the controversial Chapter 11 bankruptcy of solar start-up Solyndra LLC which his office provided with a $535-million loan guarantee in 2009, sparking questions on whether the department has mishandled the use of stimulus funds and was not following protocol when they had given out the loan. The U.S. Trustee related that she has sought for an order directing the appointment of a chapter 11 trustee in the case and the Debtors should not need a CRO. The U.S. Trustee is represented by: T. Patrick Tinker Assistant U.S. Trustee Jane M. Leamy, Trial Attorney J. Caleb Boggs Federal Building 844 King Street, Suite 2207, Lockbox 35 Wilmington, DE 19801 Tel: (302) 573-6491 Fax: (302) 573-6497 About Solyndra LLC Founded in 2005, Solyndra LLC is a U.S. manufacturer of solar photovoltaic solar power systems specifically designed for large commercial and industrial rooftops and for certain shaded agriculture applications. The Company had 968 full time employees and 211 temporary employees. Solyndra has sold more than 500,000 of its panels since 2008 and generated cumulative sales of over $250 million. Fremont, California-based Solyndra and affiliate 360 Degree Solar Holdings Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12799) on Sept. 6, 2011. Solyndra is at least the third solar company to seek court protection from creditors since August 2011. Solyndra owed secured lenders $783.8 million, including $527.8 million to the U.S. government pursuant to a federal loan guarantee, and held assets valued at $859 million as of the Petition date. The U.S. Federal Financing Bank, owned by the U.S. Treasury Department, is the Company's biggest lender. In the Chapter 11 cases, the Debtors are pursuing a two-pronged strategy to effectuate either a sale of their business to a "turnkey" buyer who may acquire substantially all of Solyndra's assets or, if the Debtors are unable to identify any such potential buyers, an orderly liquidation of the Debtors' assets for the benefit of their creditors. Judge Mary F. Walrath presides over the Debtors' cases. The Debtors are represented by Pachulski Stang Ziehl & Jones LLP as legal adviser. AlixPartners LLP serves as noticing claims and balloting agent. Imperial Capital LLC serves as the company's investment banker and financial adviser. The Debtors also tapped former Massachusetts Governor William F. Weld, now with the law firm McDermott Will & Emery, to represent the company in government investigations and related litigation. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed seven unsecured creditors to serve on the Official Committee of Unsecured Creditors of Solyndra LLC. Solyndra is at least the fourth solar company to seek court protection from creditors since August 2011. Other solar firms are Evergreen Solar and start-up Spectrawatt Inc., both of which filed in August, and Stirling Energy Systems Inc., which filed for Chapter 7 bankruptcy late in September. SOUTHERN MONTANA: Files Chapter 11 Protection --------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Southern Montana Electric Generation & Transmission Cooperative Inc. filed a bare-bones Chapter 11 petition (Bankr. D. Mont. Case No. 11-62031) on Oct. 21 in Butte, Montana, saying assets and debt both exceed $100 million. Based in Billings, Montana, the co-op was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000, the website says. In addition to Great Falls, the service area includes suburbs of Billings, Montana. PPL Energy Plus LLC, with a $7.6 million disputed claim under a power-purchase agreement, is listed the unsecured creditor with the largest claim. The electric distribution cooperative is represented by Jon E. Doak of Doak & Associates. According ot BankruptcyData.com, court documents explain, "Southern Montana is suffering an acute cash-flow crisis caused by issues with its power supply obligation issues with payment and adjustment of its rates opposed by some of its members. litigation in multiple forums and material loss of electricity supply load previously forecast by some members, and the Cooperative's officers have expressed their reasonable opinions that the Cooperative could with protection from creditor actions afforded under the Bankruptcy Code be reorganized into a viable economic enterprise capable of repaying all of its bona fide obligations and continuing to supply its members systems with all of their requirements for electric energy and ancillary services." SOUTHERN MONTANA: S&P Lowers Issuer Credit Rating to 'CC' --------------------------------------------------------- Standard & Poor's Ratings Services lowered its issuer credit rating on Southern Montana Electric Generation & Transmission Cooperative (SME) to 'CC' from 'BBB', and placed the rating on CreditWatch with developing implications. These actions follow the cooperative's Oct. 21 bankruptcy filing under Chapter 11 of the U.S. Bankruptcy Code. According to SME, the filing was in response to failure on the part of some of its members to honor contractual obligations, including payment to the cooperative for services. "We view this action as a strategic bankruptcy filing, driven by disputes between members," said Standard & Poor's credit analyst Peter Murphy. "However, we view the filing as creating a potential risk that SME might not honor its debt payment obligations, and might otherwise potentially affect the cooperative, including affecting its access to capital markets and bank financing." "We expect to resolve the CreditWatch placement within the next 90 days. If the cooperative defaults on its debt payments, we will lower the rating to 'D'. If the underlying issues that prompted SME's board to file for bankruptcy are resolved favorably, we could raise the rating," S&P related. SOUTHERN MONTANA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Southern Montana Electric Generation And Transmission Cooperative, Inc. 3521 Gabel Road, #5 Billings, MT 59102 Bankruptcy Case No.: 11-62031 Chapter 11 Petition Date: October 21, 2011 Court: U.S. Bankruptcy Court District of Montana (Butte) Debtor's Counsel: Jon E. Doak, Esq. DOAK & ASSOCIATES, P.C. 100 N. 27th Street, Suite 200 Billings, MT 59101 Tel: (406) 896-8904 E-mail: doaklaw@wtp.net Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Timothy Gregori, general manager. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ PPL Energy Plus, LLC Power Purchase $7,584,243 2 North Ninth Street Allentown, PA 18101 National Rural Utilities CFC Line of Credit $3,000,000 20701 Cooperative Way Dulles, VA 20166 EPC Services, Inc. Construction $1,858,606 3521 Gabel Road Billings, MT 59102 First Interstate Bank Bank Line of Credit $1,856,370 P.O. Box 5010 Great Falls, MT 59403 Bonneville Power Administration Power Purchase $1,164,611 P.O. Box 3621 Portland, OR 97208 Stanley Consultants Engineering $917,188 8000 S. Chester Street Centennial, CO 80112 Corval Group Construction $870,202 1633 Eustis Street St. Paul, MN 55108 LS Jensen Construction $682,344 4685 Mullen Road Missoula, MT 59808 The Energy Corp. Construction $526,729 126 Pine View Loop Bastrop, TX 78602 Edwards, Frickle & Culver Legal Services $276,207 P.O. Box 20039 Billings, MT 59108 Land Supply, Inc. Construction $178,500 ATCO Structures & Logistics, Ltd. Construction $171,383 Energy West Montana Gas Purchases $158,378 E3 Consulting Consulting Services $102,771 Covington & Burling Legal Services $55,753 GE Packaged Power, Inc. Spare Parts $49,145 Grass Man Tractor Services Construction $20,379 Proven Compliance Solutions, Inc. Consulting Services $15,603 Electrical Consultants, Inc. Engineering $12,427 Energy West Resources, Inc. Consulting Services $6,200 SUNVALLEY SOLAR: Board Approves SPA with Asher Enterprises ---------------------------------------------------------- Sunvalley Solar, Inc.'s board of directors approved the Company's entry into a Securities Purchase Agreement with Asher Enterprises, Inc., and the issuance to Asher of a Convertible Promissory Note under the SPA in the amount of $75,000. The SPA and the Note are effective Oct. 18, 2011. The Note bears interest at an annual rate of 8%, with principal and interest coming due on July 20, 2012. The Note may be converted in whole or in part, at the option of the holder, to shares of the Company's common stock, par value $0.001, at any time following 180 days after the issuance date of the Note. The conversion price under the Note is 61% of the Market Price of the Company's common stock on the conversion date. The number of shares issuable upon conversion is limited so that the Holder's total beneficial ownership of the Company's common stock may not exceed 4.99% of the total issued and outstanding shares. This condition may be waived at the option of the holder upon not less than 61 days notice. Upon conversion of the Note in whole or in part, the Company will be obligated to deliver the conversion stock to the holder within 3 business days of the Company's receipt of notice of conversion. Failure to timely deliver conversion stock will cause the Company to incur daily penalties. The conversion price will be subject to adjustment in the event of certain dilutive issuances of securities, distributions of stock or assets to shareholders, mergers, consolidations, and certain other events. Pre-payment of the Note will result in certain penalties depending on the time of pre-payment, and will not be allowed after 180 days. Additional covenants, representations, and warranties between the parties are included in the Note and the SPA. About Sunvalley Solar Sunvalley Solar, Inc., is a California-based solar power technology and system integration company. Since the inception of its business in 2007, the company has focused on developing its expertise and proprietary technology to install residential, commercial and governmental solar power systems. The Company's balance sheet at June 30, 2011, showed $3.88 million in total assets, $3.84 million in total liabilities and $36,619 total stockholders' equity. As reported in the TCR on April 8, 2011, Sadler, Gibb and Associates, LLC, in Salt Lake City, Utah, expressed substantial doubt about Sunvalley Solar's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had losses from operations of $375,839 and accumulated deficit of $958,924. According to the Company, the success of its business plan during the next 12 months and beyond will be contingent upon generating sufficient revenue to cover the Company's costs of operations /or upon obtaining additional financing. SUNVALLEY SOLAR: Board OKs Entry Into SPA with Tonaquint -------------------------------------------------------- Sunvalley Solar, Inc.'s board of directors approved the Company's entry into a Securities Purchase Agreement with Tonaquint, Inc., and the issuance to Tonaquint of a Convertible Promissory Note under the SPA in the amount of $200,000. The SPA and the Note are effective Oct. 18, 2011. The Note bears interest at an annual rate of 8%, with principal and interest coming due nine months from the date of issuance. The Note may be converted in whole or in part, at the option of the holder, to shares of the Company's common stock, par value $0.001, at any time following 180 days after the issuance date of the Note. The conversion price under the Note is 61% of the Market Price of the Company's common stock on the conversion date. For purposes of the Note, "Market Price" is defined as the average of the 3 lowest closing bid prices for the Company's common stock on the 10 trading days immediately preceding the conversion date. The number of shares issuable upon conversion is limited so that the Holder's total beneficial ownership of the Company's common stock may not exceed 9.99% of the total issued and outstanding shares. Upon conversion of the Note in whole or in part, the Company will be obligated to deliver the conversion stock to the holder within 3 business days of the Company's receipt of notice of conversion. Failure to timely deliver conversion stock will cause the Company to be in default under the Note. Upon any default under the Note, interest will accrue at the default rate of 22% percent per year and significant additional penalties will be imposed. The conversion price of the Note will be subject to adjustment in the event of certain dilutive issuances of securities, distributions of stock or assets to shareholders, mergers, consolidations, and certain other events. Pre-payment of the Note will result in certain penalties depending on the time of pre-payment, and will not be allowed after 180 days. Additional covenants, representations, and warranties between the parties are included in the Note and the SPA. A full-text copy of the Securities Purchase Agreement is available for free at http://is.gd/vRyCiF About Sunvalley Solar Sunvalley Solar, Inc., is a California-based solar power technology and system integration company. Since the inception of its business in 2007, the company has focused on developing its expertise and proprietary technology to install residential, commercial and governmental solar power systems. The Company's balance sheet at June 30, 2011, showed $3.88 million in total assets, $3.84 million in total liabilities and $36,619 total stockholders' equity. As reported in the TCR on April 8, 2011, Sadler, Gibb and Associates, LLC, in Salt Lake City, Utah, expressed substantial doubt about Sunvalley Solar's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company had losses from operations of $375,839 and accumulated deficit of $958,924. According to the Company, the success of its business plan during the next 12 months and beyond will be contingent upon generating sufficient revenue to cover the Company's costs of operations /or upon obtaining additional financing. SUPERMEDIA INC: Files Post-Confirmation Qtly. Report for Q3 2011 ---------------------------------------------------------------- On Oct. 20, 2011, SuperMedia Inc., formerly known as Idearc Inc., and all of its domestic subsidiaries filed their unaudited consolidated Post-Confirmation Quarterly Operating Report for the quarter ending Sept. 30, 2011, with the Office of the United States Trustee for the Northern District of Texas, Dallas Division. The Quarterly Report has been prepared solely for the purpose of complying with the quarterly reporting requirements of the UST. The Debtors reported these cash balances at the end of the quarter: Case Number Cash Balance ----------- ------------ SuperMedia Inc. 09-31828 $0 SuperMedia Information Sevices LLC 09-31835 $0 SuperMedia LLC 09-31836 $267,355,000* License Application Corporation 09-31838 $0 Second License Application Corporation 09-31840 $0 SuperMedia Sales - East Co. 09-31841 $0 SuperMedia Sales - East LLC 09-31842 $0 SuperMedia Services - West Inc. 09-31843 $0 SuperMedia Services - East Inc. 09-31845 $0 SuperMedia Sales - West Inc. 09-31846 $0 * Beginning of quarter cash balance $179,798,000 Cash receipts from business operations $385,072,000 Cash receipts from other sources (net intercompany activity, interest) $64,606,000 Total cash receipts $449,679,000 Payments made under the plan $413,000 General business payments $361,709,000 Total cash disbursements this quarter $362,122,000 Cash balance end of quarter $267,355,000 A copy of the Post-Confirmation Quarterly Report is available for free at http://is.gd/rdiKpy About Idearc Inc. Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as SuperMedia Inc., is the second largest U.S. yellow pages publisher. Idearc was spun off from Verizon Communications, Inc. Idearc and its affiliates filed for Chapter 11 protection on March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on the official committee of unsecured creditors. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co- counsel. Idearc completed its debt restructuring and its plan of reorganization became effective as of Dec. 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. Less than two years since leaving bankruptcy protection, SuperMedia remains in quandary. Early in October 2011, Moody's Investors Service slashed its corporate family rating for SuperMedia to Caa1 from B3 prior. The downgrade reflects Moody's belief that revenues will continue to decline at a double digit rate for the foreseeable future, leading to a steady decline in free cash flow. SuperMedia's sales were down 17% for the second quarter of 2011 in a generally improving advertising sector. Moody's ratings outlook for SuperMedia remains negative. While SuperMedia is attempting to transition the business away from its reliance on print advertising through development of online and mobile directory service applications, Moody's is increasingly concerned that the company will not be able to make this change quickly enough to stabilize the revenue base over the intermediate term. Further, the high fixed cost nature of SuperMedia's business could lead to steep margin compression, notwithstanding continued aggressive cost management. SWORDFISH FINANCIAL: Disowns Spam Information Detected by OTC ------------------------------------------------------------- Swordfish Financial, Inc., was notified by OTC Markets Group that it had become aware of a Spam regarding Swordfish's security. OTC Markets Group indicated to Swordfish that it is its policy to block the display of quotations on otcmarkets.com and label the Company with the Caveat Emptor symbol, for a minimum of 30 days from the last Spam e-mail/fax/text received. Swordfish claims no association with the spam information detected by OTC Markets Group and further advises investors and potential investors not to rely on any spam information they may receive. About Swordfish Financial Rockwall, Tex.-based Swordfish Financial, Inc., formerly Nature Vision, Inc., designed, manufactured and marketed outdoor recreation products primarily for the sport fishing and hunting markets. Based on the limited assets, product lines and resources remaining after the M&I Business Credit LLC liquidation, Swordfish Financial, Inc. has decided that there is not enough remaining of the Nature Vision operations to continue as an outdoor recreations products company and will concentrate on the business on being an asset recovery company and using the financial resources recovered to retire the Company's debts and invest in other businesses domestically and internationally. The Company's balance sheet at June 30, 2011, showed $3.84 million in total assets, $5.71 million in total liabilities and a $1.86 million total stockholders' deficit. The Company reported a net loss of $2.69 million on $0 of net sales for the year ended Dec. 31, 2010, compared with a net loss of $1.94 million on $0 of net sales during the prior year. As reported by the TCR on April 25, 2011, Patrick Rodgers, CPA, PA, in Altamonte Springs, Florida, 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 and negative cash flows from operations the past three years. TEE INVESTMENT: WBCMT Says Plan Outline Still Lacks Information --------------------------------------------------------------- Secured creditor WBCMT 2006-C27 Plumas Street, LLC asks the U.S. Bankruptcy Court for the District of Nevada to deny approval of Tee Investment Company's First Amended Disclosure Statement explaining the proposed Chapter 11 Plan dated Sept. 9, 2011. According to the secured creditor, among other things: -- in its amended Disclosure Statement, the Debtor failed to cure deficiencies identified in the secured creditor's previous objection; and -- the secured creditor adds that creditors still cannot make an informed vote based on the information since critical portions of which are missing. As reported in the Troubled Company Reporter on Sept. 26, 2011, the First Amended Plan provides that the amount of WBCMT 2006 - C27 Plumas Street, LLC's secured claim will be the lesser of the value of Lakeridge East Apartments, located at 6155 Plumas Street, in Reno, Nevada, determined as of the Confirmation Date or the WBCMT Note Balance. WBCMT will retain its security interest in the Property. The WBCMT Secured Claim will bear interest at the rate of 4.25% per annum from and after the Effective Date, or, in the event of objection by the Class 1 creditor, other rate as the Court will determine is appropriate after considering the evidence at the Confirmation Hearing. On or before the 15th day of each and every month, commencing on the 15th day of the next month following the Effective Date, the Debtor will distribute to WBCMT an amount equal to the normal amortized monthly payment based upon the WBCMT Interest Rate and a 30-year amortized mortgage term. The balance owed on the WBCMT Secured Claim, together with any and all accrued interest, fees and costs due thereunder, will be paid on or before 10 years following the Effective Date, or other date as may be proposed by the Debtor and approved by the court at the Confirmation Hearing. The WBCMT Note and the WBCMT Deed of Trust will remain in full force and effect. In the event of a default by the Debtor under the Plan, and in the event Debtor fails to cure the default within 15 business days after delivery of notice to the Debtor and to Debtor's counsel, WBCMT will be entitled to enforce all of the terms of the WBCMT Deed of Trust and the WBCMT Note, in addition to all rights available under Nevada law, including, without limitation, foreclosure upon the Property and the opportunity to credit bid the entire amount of the WBCMT Note at any foreclosure sale. In the event WBCMT makes a timely election under Section 1111(b (2) of the Bankruptcy Code, and the same is allowed by the Court, then as of the WBCMT Maturity Date, the balance paid to WBCMT will be the greater of I) the balance owed on the WBCMT Secured Claim as of the WBCMT Maturity Date; or ii) the WBCMT Note Balance less the total of all payments received by WBCMT Post Petition. A full-text copy of the First Amended Disclosure Statement, dated September 9, is available for free at: http://ResearchArchives.com/t/s?76fc The secured creditor is represented by: Phillip K. Wang, Esq. DUANE MORRIS LLP One Market Plaza Spear Street Tower, Suite 2200 San Francisco, CA 94105-1127 Tel: (415) 957-3000 Fax: (415) 957-3001 E-mail: pwang@duanemorris.com Rosanne Ciambrone, Esq. DUANE MORRIS LLP 190 LaSalle Street, Suite 3700 Chicago, IL 60603 Tel: (312) 499-6700 Fax: (312) 499-6701 E-mail: rciambrone@duanemorris.com Holly S. Stobeski, Esq. DUANE MORRIS LLP 100 North City Parkway, Suite 1560 Las Vegas, NV 89106-4617 Tel: (702) 868-2600 Fax: (702) 385-6862 E-mail: hstoberki@duanemorris.com About Tee Investment Reno, Nevada-based Tee Investment Company, Limited Partnership, dba Lakeridge Apartments, filed for Chapter 11 bankruptcy protection on March 1, 2011 (Bankr. D. Nev. Case No. 11-50615). The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Lakeridge Centre Office Complex, LP (Bankr. D. Nev. 10- 53612), West Shore Resort Properties III, LLC (Bankr. D. Nev. 10- 51101), and West Shore Resort Properties, LLC, and (Bankr. D. Nev. 10-50506) filed separate Chapter 11 petitions. TEE INVESTMENT: Opposes Creditor's Plea Stay Relief --------------------------------------------------- Tee Investment Company filed with the U.S. Bankruptcy Court for the District of Nevada its response to secured creditor WBCMT 2006-C27 Plumas Street, LLC's motion for relief from automatic stay. The Debtor agreed that it owed the lender $14,242,985, and it agrees to a fair market value of the property located at 6900 - 6990 S. McCarran Blvd., Reno, Nevada, 89509 at $11,800,000 for the purposes of the hearing only. The Debtor is currently obtaining an appraisal of the property, which is scheduled to be completed by the end of October, and which may show a substantially different valuation for the property. During the pendency of this Chapter 11 case the property has been operated by Terrence S. Daly, a receiver for the lender, who also operated the property prepetition. All rents have been collected by the receiver, and the receiver has continued to pay the expenses associated with the property. The Debtor's First Amended Disclosure Statement has been approved, and a plan confirmation has been scheduled for Jan. 26 and 27, 2011. The Debtor stated that the lender's motion for relief from stay must be denied because, among other things: -- The general partner of the Debtor has not changed since the date the loan from the lender was obtained; -- The lender's argument that the Debtor is acting for the benefit of insiders is based upon the fact that a debt is listed in favor of the Tennis Club in the amount of $1,603,701. The Debtor relates that there is no explanation by the lender of why the existence of this debt means that the Debtor is operating for the benefit of insiders. -- The lender presented no evidence concerning the value of the property and more specifically, the lender presented absolutely no evidence indicating that the property may be declining in value. About Tee Investment Reno, Nevada-based Tee Investment Company, Limited Partnership, dba Lakeridge Apartments, filed for Chapter 11 bankruptcy protection on March 1, 2011 (Bankr. D. Nev. Case No. 11-50615). The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Lakeridge Centre Office Complex, LP (Bankr. D. Nev. 10- 53612), West Shore Resort Properties III, LLC (Bankr. D. Nev. 10- 51101), and West Shore Resort Properties, LLC, and (Bankr. D. Nev. 10-50506) filed separate Chapter 11 petitions. TERRESTAR NETWORKS: Leaves $33MM for Eventual Distribution ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that TerreStar Networks Inc., having sold the business to Dish Network Corp. for $1.375 billion, said in a court papers that $33 million should be left over for eventual distribution to unsecured creditors, assuming the company is correct with regard to interest owing to secured noteholders. According to Mr. Rochelle, the disclosure was made in an Oct. 19 motion for an extension of the exclusive right to propose a Chapter 11 plan until Dec. 20. The hearing to consider the exclusivity motion is set for Nov. 16. TerreStar, the report relates, explains how it received $1.345 billion at completion of the sale to Dish in August. From two court authorized distributions, financing for the Chapter 11 case was paid off in full. In addition, TerreStar believes it paid all the principal owing to secured noteholders. Mr. Rochelle discloses that TerreStar calculates that from the $155 million remaining from the Dish sale, noteholders are owed $120 million in interest. The papers cite how the noteholders contend they are owed additional amounts for compounded interest and interest at the default rate. Assuming no additional interest is found owing by the court, TerreStar believes $33 million is left, after paying expenses of the Chapter 11 effort through the end of 2011. TerreStar said it's "optimistic" there will be a settlement, opening the door to a consensual plan allowing distribution to unsecured creditors. The creditors' committee initiated lawsuits in July to enhance the recovery by unsecured creditors. About 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 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 -- 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 million to $500million 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. TerreStar has signed a contract to sell its business to Dish Network Corp. for $1.38 billion. TerreStar cancelled a June 30 auction because there were no competing bids submitted by the deadline. TERRESTAR NETWORKS: Wants Plan Exclusivity Extended Until Dec. 20 ----------------------------------------------------------------- BankruptcyData.com reports that TerreStar Networks filed with the U.S. Bankruptcy Court a motion a motion to extend the exclusive period during which Company can file a Chapter 11 plan and solicit acceptances thereof through and including Dec. 20, 2011, and Feb. 17, 2012, respectively. The Court signed a bridge order extending the exclusive periods through Nov. 16, 2011, the date on which the Court will consider the motion. About 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 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 -- 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 million to $500million 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. TerreStar has signed a contract to sell its business to Dish Network Corp. for $1.38 billion. TerreStar cancelled a June 30 auction because there were no competing bids submitted by the deadline. TURKPOWER CORP: Incurs $1.6 Million Net Loss in Aug. 31 Quarter --------------------------------------------------------------- Turkpower Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $1.60 million on $8,223 of revenue for the three months ended Aug. 31, 2011, compared with a net loss of $429,312 on $25,922 of revenue for the same period during the prior year. The Company reported a net loss of $5.86 million on $64,308 of revenue for the year ended May 31, 2011, compared with a net loss of $511,149 on $215,050 of revenue during the prior year. The Company's balance sheet at Aug. 31, 2011, showed $10.09 million in total assets, $3.71 million in total liabilities and $6.37 million in total stockholders' equity. MaloneBailey LLP, in Houston, Texas, noted that the Company has incurred losses from operations and has a working capital deficit as of May 31, 2011, which raises substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: http://is.gd/DnNCW1 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. UNI-PIXEL INC: Joins Flat Panel Display Conference in Japan ----------------------------------------------------------- UniPixel, Inc., will showcase its breakthrough UniBoss Performance Engineered Film technology and products at the Flat Panel Display (FPD) Conference. The conference will be held at Yokohama Pacifico Convention Plaza in Japan from Oct. 26-28, 2011. UniPixel invites attendees to stop by the company's booth #3503 from Oct. 26-28 to learn about its UniBoss flexible printed electronic film technology and products, as well as participate in a one-on-one meeting with executive management. Management will discuss the Company's major milestones and breakthroughs with its performance engineered films, including its UniBoss "transparent copper" touch panel sensors that offer exceptional performance attributes and cost advantages over current indium tin oxide touch panel sensor solutions. The Company will also be showcasing its Diamond Guard protective cover and cover glass replacement film. UniBoss is a roll to roll conductive flexible printed electronics process with a focus on embossing flexible, conductive micro- circuits and optical microstructures. With UniBoss, UniPixel is targeting touch sensor and RF antenna applications. UniBoss can emboss patterned conductive traces on plastic and paper substrates. UniBoss is capable of applying conductive circuits on one or both sides of a single pet film substrate. In addition to conductive film, UniPixel produces protective cover films, cover glass replacement solutions and optical films for the display, lighting and communications market segments. To schedule a one-on-one meeting with UniPixel management, please send an email to Carol Neugebauer at cneugebauer@unipixel.com or click on Request a Meeting. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. The Company reported a net loss of $3.81 million on $243,519 of thin film revenue for the year ended Dec. 31, 2010, compared with a net loss of $5.37 million on $0 of thin film revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $10.93 million in total assets, $64,742 in total liabilities and $10.86 million total shareholders' equity. PMB Helin Donovan, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has sustained losses and negative cash flows from operations since inception. UNISYS CORP: Reports $83.7 Million Net Income in 3rd Quarter ------------------------------------------------------------ Unisys Corporation reported net income of $83.70 million on $1.02 billion of revenue for the three months ended Sept. 30, 2011, compared with net income of $29.20 million on $960.60 million of revenue for the same period during the prior year. The Company also reported net income of $42.30 million on $2.86 billion of revenue for the nine months ended Sept. 30, 2011, compared with net income of $140.20 million on $2.97 billion of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.56 billion in total assets, $3.16 billion in total liabilities and a $594.50 million total stockholders' deficit. "This was a strong quarter for Unisys," said Unisys Chairman and CEO Ed Coleman. "Building on our foundational work to strengthen our competitive and financial position, we grew both total revenue and services revenue and tripled our earnings per share from continuing operations. Strong ClearPath sales, continued growth in our non-U.S. Federal IT outsourcing business, and higher sales of industry solutions within our system integration business more than offset a decline in our U.S. Federal business where market conditions remain challenging." "We remain focused on achieving our strategic financial goals, delivering innovative products and solutions, and providing consistently high levels of service quality to our customers," Coleman said. A full-text copy of the press release announcing the financial results is available for free at http://is.gd/V8SVAF About Unisys Corp. Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS) -- http://www.unisys.com/-- provides a portfolio of IT services, software, and technology that solves critical problems for clients. With more than 26,000 employees, Unisys serves commercial organizations and government agencies throughout the world. * * * As reported by the Troubled Company Reporter on Feb. 24, 2011, Moody's Investors Service has affirmed Unisys' B1 corporate family rating and all other ratings, and also changed the rating outlook to positive from stable. This outlook change follows the announcement by Unisys of plans to issue mandatory convertible preferred stock, redeem secured notes, and tender for additional bonds which Moody' estimates will reduce secured debt by up to $390 million. Upon completion of the transactions, the loss given default assessments will be revised based on the remaining debt balances. In the May 5, 2011 edition of the TCR, Standard & Poor's Ratings Services raised its corporate credit rating on Blue Bell, Pa.- based Unisys Corp. to 'BB-' from 'B+', and removed the ratings from CreditWatch, where they were placed with positive implications on Feb. 22, 2011. "The upgrade reflects Unisys' improved financial profile following the recent debt redemptions," said Standard & Poor's credit analyst Martha Toll-Reed, "and adequate liquidity, which provides some capacity at the current rating for potential earnings volatility." "The ratings reflect our view that Unisys' improved financial profile and consistently positive annual free cash flow will provide sufficient cushion in the near term to mitigate the potential for ongoing revenue declines and operating performance volatility," added Ms. Toll- Reed. As reported by the TCR on Oct. 18, 2011, Fitch Ratings has affirmed and withdrawn the 'BB-' long-term Issuer Default Rating of Unisys Corporation. Fitch has decided to discontinue the rating, which is uncompensated. USA AUTO: Case Summary & 13 Largest Unsecured Creditors ------------------------------------------------------- Debtor: USA Auto Body Inc. 1153 S. 15th Street Philadelphia, PA 19146 Bankruptcy Case No.: 11-18161 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Magdeline D. Coleman Debtor's Counsel: Cornell Moore, Esq. LAW OFFICE OF CORNELL MOORE 1420 Walnut Street, Suite 1010 Philadelphia, PA 19102 Tel: (267) 230-4207 E-mail: nellymo1952@yahoo.com Scheduled Assets: $107,350 Scheduled Debts: $257,687 A list of the Company's 13 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/paeb11-18161.pdf The petition was signed by Huy Nguyen, president. VIRGIN OFFSHORE: Files List of 20 Largest Unsecured Creditors ------------------------------------------------------------- Virgin Offshore USA, Inc., has filed with the U.S. Bankruptcy Court for the Eastern District of Louisiana a list of its 20 largest unsecured creditors. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Helis Oil & Gas Company, LLC 228 St. Charles Ave. Suite 912 New Orleans, LA 70130 $1,680,576.06 Baker Hughes Business Support Service P.O. Box 200415 Houston, TX 77216 $564,019.17 Helmer Directional Drilling, Inc. P.O. Box 1670 Gretna, LA 70053 $376,286.46 Pathfinder Energy Services $300,000.00 RLI Insurance Company $225,000.00 Fairfield Industries, Inc. $181,400.00 US Liquids of LA $159,045.75 Ranger Specialty Supply & Control Systems $150,916.14 Offshore Marine Contractors, Inc. $142,575.00 Crosby Tugs, LLC $138,000.00 T.K. Stanley, Inc. $132,500.00 Global Vessel & Tank $130,051.31 Black Warrior Wireline Corp. $109,927.37 Exxon Mobil Corporation $107,351.07 Fab-Con, Inc. $92,309.75 IOS, Inc. $84,498.40 CCS Midstream Services, LLC $80,506.00 Gulf Offshore Logistics $78,625.00 Patterson Rental Tools $75,660.00 PetroQuest Energy, Inc. $67,145.07 About Virgin Offshore Virgin Offshore USA, Inc., based in New Orleans, Louisiana, produces oil and gas. Creditors Dynamic Energy Services LLC, Precision Drilling Company, LP, and Tanner Services LLC, owed $1,895,824 in the aggregate, commenced an involuntary Chapter 11 bankruptcy proceeding against Virgin Offshore USA (Bankr. E.D. La. Case No. 11-13028) on Sept. 16, 2011. The petitioning creditors are represented by Michael A. Crawford, Esq., at Taylor Porter Brooks & Phillips LLP, H. Kent Aguillard, Esq., at Young, Hoychick and Aguillard; and Jacque B. Pucheu, Jr., Esq., at Pucheu, Pucheu & Robinson, LLP. An affiliate of Virgin Offshore USA, Virgin Oil Company Inc., filed a Chapter 11 petition (Bankr. E.D. La. Case No. 09-11899) on June 25, 2009. The involuntary Chapter 11 bankruptcy petition against Virgin Offshore USA, Inc., has been transferred to Judge Elizabeth W. Magner. The case was first given to Judge Jerry A. Brown. VITRO SAB: BofA Leasing Unit Allowed to Keep $2.4MM Deposit ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. subsidiaries of Vitro SAB lost their bid to wrest a $2.4 million security deposit away from Banc of America Leasing & Capital LLC, an equipment lessor. Mr. Rochelle relates that the Bank of America Corp. unit initially opposed the Vitro units' plans to sell their assets. To assure the bank of the buyer's ability to pay the leases, Vitro agreed to put $2.4 million on deposit. According to the report, after completion of the sale, Vitro went to bankruptcy court in Dallas, saying the arrangement was predicated on the notion that the bank would release the $2.4 million when it became comfortable with the buyer's financial condition. When the bank said it wasn't satisfied, Vitro asked the bankruptcy judge to order the money released. Mr. Rochelle discloses that U.S. Bankruptcy Judge Harlin Hale handed down a two-page ruling last week concluding that the dispute was controlled by a written agreement contained in the sale-approval order, not by what lawyers said at the approval hearing. Judge Hale pointed to language in the order and refused to release the $2.4 million. 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, 2011, 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 Texas Court on April 21 denied involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. Kurtzman Carson Consultants is the claims and notice agent to Vitro America, et al. Alvarez & Marsal North America LLC, is the Debtors' operations and financial advisor. 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. Blackstone Advisory Partners L.P. serves as financial advisor to the Committee. The U.S. Vitro companies sold their assets to American Glass Enterprises LLC, an affiliate of Sun Capital Partners Inc., for $55 million. VITRO SAB: U.S. Debtors Have Corporate Name Changes --------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas amended the case caption reflecting corporate name changes of certain Debtors in the Chapter 11 cases of Vitro Asset Corp., et al. The Court directed that the caption of these cases be changed, in accordance with the corporate name change of (i) Vitro America, LLC to Mukki LLC; (ii) Super Sky Products, Inc. to Tayo Inc.; and (iii) Super Sky International, Inc. to BarleySammy Inc. As reported in the Troubled Company Reporter on Sept. 6, 2011, pursuant to Article 8.4 of the Asset Purchase Agreement, between the Debtors and American Glass Enterprises LLC, the Debtors were required to change the names of Debtors Vitro America, Super Sky Products, and Super Sky International. 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, 2011, 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 Texas Court on April 21 denied involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. Kurtzman Carson Consultants is the claims and notice agent to Vitro America, et al. Alvarez & Marsal North America LLC, is the Debtors' operations and financial advisor. 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. Blackstone Advisory Partners L.P. serves as financial advisor to the Committee. VITRO SAB: Congressmen Seek Mexico's Intervention in Restructuring ------------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that two Congressmen from opposite sides of the aisle are calling on the Mexican government to take action in Vitro S.A.B.'s restructuring, which they say could set a "dangerous precedent" that will hurt investors in the Mexican glass company and future cross-border investment. 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, 2011, 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 Texas Court on April 21 denied involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. Kurtzman Carson Consultants is the claims and notice agent to Vitro America, et al. Alvarez & Marsal North America LLC, is the Debtors' operations and financial advisor. 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. Blackstone Advisory Partners L.P. serves as financial advisor to the Committee. WACO TOWN: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Waco Town Square Partners, L.P. dba Austin Avenue Flats 13131 Dairy Ashford, Suite 175 Sugar Land, TX 77478 Bankruptcy Case No.: 11-38928 Chapter 11 Petition Date: October 21, 2011 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: David R. Jones Debtor's Counsel: Edward L. Rothberg, Esq. HOOVER SLOVACEK, LLP 5847 San Felipe, Suite 2200 Houston, TX 77057 Tel: (713) 977-8686 Fax: (713) 977-5395 E-mail: rothberg@hooverslovacek.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by David Wallace, manager and secretary. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- SWB Waco SH, L.P. (closed 6/29/11) 10-38001 09/07/10 Debtor: Waco Town Square Partners II, LP 11-38929 10/21/11 Assets: $100,001 to $500,000 Debts: $1,000,001 to $10,000,000 WAINWRIGHT BUILDING: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Wainwright Building, LLC dba Wainwright Co, LLC 229 West Bute Street Norfolk, VA 23510 Bankruptcy Case No.: 11-74703 Chapter 11 Petition Date: October 21, 2011 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Judge: Frank J. Santoro Debtor's Counsel: John D. McIntyre, Esq. WILSON & MCINTYRE, PLLC 500 East Main Street, Suite 920 Norfolk, VA 23510 Tel: (757) 961-3900 E-mail: jmcintyre@wmlawgroup.com Scheduled Assets: $4,332,600 Scheduled Debts: $23,229,072 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vaeb11-74703.pdf The petition was signed by Eric Menden, manager. WASHINGTON MUTUAL: Suit in Seattle Certified as Class Action ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that purchasers of mortgage-backed securities originated by affiliates of Washington Mutual Inc. were authorized by a U.S. District Judge in Seattle to represent everyone who purchased 13 tranches of the securities. In the same ruling, parts of the suit alleging fraud on 110 other tranches were dismissed because the plaintiffs had purchased none of them. The suit, now proceeding as a class-action as to the 13 tranches, began in January 2009. It is proceeding against non-bankruptcy subsidiaries of WaMu as well as officers and directors. The lawsuit is Boilermakers National Annuity Trust Fund v. Washington Mutual Asset Acceptance Corp., 09-37, U.S. District Court, Western District of Washington (Seattle). About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- was the holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500 million to $1 billion with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. The Debtor tapped Valuation Research Corporation as valuation service provider for certain assets. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York, and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. The official committee of equity security holders also tapped BDO USA as its tax advisor. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which acquired the WaMu bank unit's assets prior to the Petition Date. On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion determining that the global settlement agreement, among certain parties including WMI, the Federal Deposit Insurance Corporation and JPMorgan, upon which the Plan is premised, and the transactions contemplated therein, are fair, reasonable, and in the best interests of WMI. However, the Opinion and related order denied confirmation, but suggested certain modifications to the Company's Sixth Amended Joint Plan of Affiliated Debtors that, if made, would facilitate confirmation. WaMu filed a Modified Sixth Amended Joint Plan and a related Supplemental Disclosure Statement, which it believes would address the Bankruptcy Court's concerns. On Sept. 13, 2011, Judge Walrath denied confirmation of WaMu's Modified Sixth Amended Plan and granted equity committee standing to prosecute claims for equitable disallowance but stayed the ruling pending mediation. WaMu said it would seek confirmation of a revised plan "as soon as practicable." The Plan proposes to pay more than $7 billion to creditors and incorporates a global settlement agreement resolving issues among the Debtors, JPMorgan Chase, the Federal Deposit Insurance Corp. in its corporate capacity and as receiver for WaMu Bank, certain large creditors, certain WMB senior noteholders, and the creditors' committee. The Settlement Noteholders are Appaloosa Management, L.P., Aurelius Capital Management LP, Centerbridge Partners, LP, and Owl Creek Asset Management, L.P. WINTHROP HOTEL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Winthrop Hotel, LLC 820 A Street, Suite 300 Tacoma, WA 98402 Bankruptcy Case No.: 11-48270 Chapter 11 Petition Date: October 20, 2011 Court: United States Bankruptcy Court Western District of Washington (Tacoma) Judge: Paul B. Snyder Debtor's Counsel: Brett L. Wittner, Esq. KENT & WITTNER PS 4301 S Pine Ste 629 Tacoma, WA 98409 Tel: (253) 473-7200 E-mail: brettlwittner@kentwittnerlaw.com Scheduled Assets: $8,029,290 Scheduled Debts: $6,161,892 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb11-48270.pdf The petition was signed by Thomas W. Price, member. Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Queen High Full House, LLC 10-46612 08/12/2010 CDC Properties I, LLC 11-41010 02/10/2011 CDC Properties II, LLC 11-44554 06/02/2011 P&M Spokane Properties, LLC 11-00243 01/20/2011 Hyun J. Um 10-46731 08/17/2010 Thomas W. Price 10-46732 08/17/2010 Prium Whitecenter Building, LLC 11-22023 10/13/2011 XODTEC LED: Incurs $640,000 Net Loss in Aug. 31 Quarter ------------------------------------------------------- Xodtec Led, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $640,612 on $168,107 of net sales for the three months ended Aug. 31, 2011, compared with a net loss of $212,144 on $244,653 of net sales for the same period during the prior year. The Company also reported a net loss of $1.06 million on $395,815 of net sales for the six months ended Aug. 31, 2011, compared with a net loss of $211,374 on $488,438 of net sales for the same period during the prior year. The Company reported a net loss of $1.59 million on $1.03 million of revenue for the year ended Feb. 28, 2011, compared with a net loss of $2.23 million on $991,645 of revenue during the prior year. The Company's balance sheet at Aug. 31, 2011, showed $1.21 million in total assets, $2.03 million in total liabilities and a $814,351 total stockholders' deficit. As reported by the TCR on June 20, 2011, Simon & Edward, LLP, in City of Industry, California, expressed substantial doubt about the Company's ability to continue as a going concern, following the results for the year ended Feb. 28, 2011. The independent auditors noted that the Company has incurred significant operating losses, has serious liquidity concerns and may require additional financing in the foreseeable future. A full-text copy of the Form 10-q is available for free at: http://is.gd/SaDFBK About Xodtec LED Headquartered in Jhonghe City, Taiwan, Xodtec LED, Inc. is a Nevada corporation incorporated on November 29, 2006, under the name Sparking Events, Inc. On June 28, 2009, the Company's corporate name was changed to "Xodtec Group USA, Inc." and on May 17, 2010, the Company's corporate name was changed to "Xodtec LED, Inc." The Company, through its subsidiaries, is engaged in the design, marketing and selling of advanced lighting solutions which are designed to use less energy and have a longer life than traditional incandescent, halogen, fluorescent light sources. The Company's wholly-owned subsidiaries, Xodtec Technology Co., Ltd.; Targetek Technology Co., Ltd.; UP Technology Co., Ltd., are organized under the laws of the Republic of China (Taiwan). The Company also owns a 35% interest in Radiant Sun Development S.A., a company organized under the laws of the Independent State of Samoa. ZOO ENTERTAINMENT: Continues to Engage in Discussions with Panta ---------------------------------------------------------------- Zoo Publishing received a letter from Panta pursuant to which Panta informed the Company that all of its obligations under a Factoring Agreement have been accelerated and, consequently, all those obligations are immediately due and payable. Panta's Oct. 18, 2011, letter also states that those obligations are accruing interest. As of Oct. 24, 2011, the amount of the direct financial obligations under the Factoring Agreement are approximately $1,025,000. Zoo Publishing continues to engage in discussions with Panta regarding the possibility of amending the current terms of the Factoring Agreement and/or obtaining a waiver or forbearance, although Zoo Publishing can provide no assurances in this regard. About Zoo Entertainment Cincinnati, Ohio-based Zoo Entertainment, Inc. (NASDAQ CM: ZOOG) is a developer, publisher and distributor of interactive entertainment for Internet-connected consoles, handheld gaming devices, PCs, and mobile devices. The Company's balance sheet at June 30, 2011, showed $8.8 million in total assets, $14.0 million in total liabilities, and a stockholders' deficit of $5.2 million. As reported in the TCR on Apr 26, 2011, EisnerAmper LLP, in Edison, N.J., expressed substantial doubt about Zoo Entertainment's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has both incurred losses and experienced net cash outflows from operations since inception. * Sen. Corker Readies Bankruptcy Alternative to Dodd-Frank ---------------------------------------------------------- American Bankruptcy Institute reports that Sen. Bob Corker (R- Tenn.), who led a Senate fight for a bankruptcy alternative to the Dodd-Frank Act's process for winding down failing financial conglomerates, is making another try, arguing that an "enhanced bankruptcy" approach is the only way to prevent future Wall Street bailouts. * Double-Dip Recession Likely in Advanced Economies, Roubini Says ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Nouriel Roubini, the economist best known for predicting the global credit crash, said the advanced world is sliding toward another recession and Europe could experience a series of sovereign defaults triggering market disruption on a scale witnessed after the crash of Lehman Brothers Holdings Inc. in 2008. * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In Re Alfonso Mendez Bankr. C.D. Calif. Case No. 11-14850 Chapter 11 Petition filed October 18, 2011 In Re Florence Woolbright Bankr. C.D. Calif. Case No. 11-24465 Chapter 11 Petition filed October 18, 2011 In Re Jack Naiman Bankr. C.D. Calif. Case No. 11-53396 Chapter 11 Petition filed October 18, 2011 In Re Rumio Sato Bankr. C.D. Calif. Case No. 11-22220 Chapter 11 Petition filed October 18, 2011 In Re Alfred Iyasere Bankr. E.D. Calif. Case No. 11-44797 Chapter 11 Petition filed October 18, 2011 In Re Joe Crowder Bankr. S.D. Calif. Case No. 11-17103 Chapter 11 Petition filed October 18, 2011 In Re Paul Sorbo Lisa Sorbo Bankr. D. Colo. Case No. 11-34548 Chapter 11 Petition filed October 18, 2011 In Re Adriana Baskin Bankr. D. Nev. Case No. 11-53226 Chapter 11 Petition filed October 18, 2011 In Re Alan Richards Bankr. D. Nev. Case No. 11-26344 Chapter 11 Petition filed October 18, 2011 In Re Kenneth Ellman Bankr. D. N.J. Case No. 11-40207 Chapter 11 Petition filed October 18, 2011 In Re Amarach LLC Bankr. S.D.N.Y. Case No. 11-14848 Chapter 11 Petition filed October 18, 2011 See http://bankrupt.com/misc/nysb11-14848.pdf represented by: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein LLP E-mail: KNash@gwfglaw.com In Re Marc Kozinn Bankr. W.D. N.Y. Case No. 11-13654 Chapter 11 Petition filed October 18, 2011 In Re Belinda Cook Bankr. C.D. Calif. Case No. 11-24509 Chapter 11 Petition filed October 19, 2011 In Re Steve Scott Bankr. N.D. Calif. Case No. 11-59708 Chapter 11 Petition filed October 19, 2011 In Re Danny Berardi Bankr. N.D. Ill. Case No. 11-42366 Chapter 11 Petition filed October 19, 2011 In Re Paul Keebler Bankr. N.D. Ind. Case No. 11-13913 Chapter 11 Petition filed October 19, 2011 In Re Apnaghar, LLC Bankr. D. Md. Case No. 11-30786 Chapter 11 Petition filed October 19, 2011 See http://bankrupt.com/misc/mdb11-30786p.pdf See http://bankrupt.com/misc/mdb11-30786c.pdf represented by: Jonathan C. Silverman, Esq. E-mail: jonathan.c.silverman@gmail.com In Re CDL Arena, LLC Bankr. D. Mass. Case No. 11-19871 Chapter 11 Petition filed October 19, 2011 See http://bankrupt.com/misc/mab11-19871p.pdf See http://bankrupt.com/misc/mab11-19871c.pdf represented by: William A. Ponds, Esq. William A. Ponds, Attorney at Law E-mail: william@pondslawoffice.com In Re David Ferrick Bankr. D. Mass. Case No. 11-19860 Chapter 11 Petition filed October 19, 2011 In Re Maria Elena Bankr. D. Mass. Case No. 11-19858 Chapter 11 Petition filed October 19, 2011 In Re Martie Hambelton Bankr. W.D. Mo. Case No. 11-62252 Chapter 11 Petition filed October 19, 2011 In Re Jim Hesterlee Bankr. D. Nev. Case No. 11-53238 Chapter 11 Petition filed October 19, 2011 In Re Gregg Lubonty Bankr. E.D.N.Y. Case No. 11-77413 Chapter 11 Petition filed October 19, 2011 In Re Stephen White Bankr. E.D. N.C. Case No. 11-07991 Chapter 11 Petition filed October 19, 2011 In Re Neil Dressler Bankr. M.D. Tenn. Case No. 11-10466 Chapter 11 Petition filed October 19, 2011 In Re Charles Kendall Bankr. D. Ariz. Case No. 11-29515 Chapter 11 Petition filed October 20, 2011 In Re Dennis Ceizyk Bankr. D. Ariz. Case No. 11-29523 Chapter 11 Petition filed October 20, 2011 In Re Berkshire Investment Grp LLC Bankr. C.D. Calif. Case No. 11-53763 Chapter 11 Petition filed October 20, 2011 See http://bankrupt.com/misc/cacb11-53763.pdf represented by: James L. Tenner, Esq. In Re Marshall Sanders Bankr. C.D. Calif. Case No. 11-24594 Chapter 11 Petition filed October 20, 2011 In Re Oded Miodovsky Bankr. C.D. Calif. Case No. 11-53864 Chapter 11 Petition filed October 20, 2011 In Re Mario Mendoza Bankr. S.D. Calif. Case No. 11-17229 Chapter 11 Petition filed October 20, 2011 In Re Musso Family Trust Dated January 18, 1995 Bankr. D. Colo. Case No. 11-34768 Chapter 11 Petition filed October 20, 2011 See http://bankrupt.com/misc/cob11-34768.pdf represented by: Daniel K. Usiak, Jr., Esq. E-mail: daniel@usiaklaw.com In Re Carrollwood Color Concepts and Printing, Inc. dba Carrollwood Copy Center Bankr. M.D. Fla. Case No. 11-19575 Chapter 11 Petition filed October 20, 2011 See http://bankrupt.com/misc/flmb11-19575.pdf represented by: David W. Steen, Esq. David W Steen, P.A. E-mail: dwsteen@dsteenpa.com In Re Scott Wendler Bankr. M.D. Fla. Case No. 11-07687 Chapter 11 Petition filed October 20, 2011 In Re Lee Alexander Bankr. D. Md. Case No. 11-30827 Chapter 11 Petition filed October 20, 2011 In Re Norma Clemons Bankr. M.D. Tenn. Case No. 11-10529 Chapter 11 Petition filed October 20, 2011 In Re Gregory Funk Bankr. S.D. Ala. Case No. 11-04344 Chapter 11 Petition filed October 21, 2011 In Re Gregory Roberds Bankr. D. Ariz. Case No. 11-29611 Chapter 11 Petition filed October 21, 2011 In Re Isidro Molina Bankr. C.D. Calif. Case No. 11-53892 Chapter 11 Petition filed October 21, 2011 In Re Kevin Nguyen Bankr. N.D. Calif. Case No. 11-59783 Chapter 11 Petition filed October 21, 2011 In Re Leo Hsiao Bankr. N.D. Calif. Case No. 11-33810 Chapter 11 Petition filed October 21, 2011 In Re Panfilo Flores Bankr. N.D. Calif. Case No. 11-33806 Chapter 11 Petition filed October 21, 2011 In Re Tracey Moody Bankr. N.D. Calif. Case No. 11-13849 Chapter 11 Petition filed October 21, 2011 In Re Ralph Deluco Bankr. D. Conn. Case No. 11-23070 Chapter 11 Petition filed October 21, 2011 In Re Sunil Abhyankar Bankr. M.D. Fla. Case No. 11-19590 Chapter 11 Petition filed October 21, 2011 In Re Russell Publications, Inc. Bankr. N.D. Ill. Case No. 11-42791 Chapter 11 Petition filed October 21, 2011 See http://bankrupt.com/misc/ilnb11-42791.pdf represented by: David P. Lloyd, Esq. Grochocinski, Grochocinski & Lloyd E-mail: dlloyd@ggl-law.com In Re Gary Wright Bankr. E.D. Ky. Case No. 11-10466 Chapter 11 Petition filed October 21, 2011 In Re Kevin Reeder Bankr. E.D. Ky. Case No. 11-61406 Chapter 11 Petition filed October 21, 2011 In Re Elmore Simmons Bankr. D. Mass. Case No. 11-19954 Chapter 11 Petition filed October 21, 2011 In Re Renee Poole Bankr. D. Nev. Case No. 11-26628 Chapter 11 Petition filed October 21, 2011 In Re Nicholas Lester Bankr. D. N.M. Case No. 11-14602 Chapter 11 Petition filed October 21, 2011 In Re Daniel Pompa Bankr. W.D. Pa. Case No. 11-71103 Chapter 11 Petition filed October 21, 2011 In Re Ellen ODay Bankr. W.D. Pa. Case No. 11-11688 Chapter 11 Petition filed October 21, 2011 In Re Robert William Fornalczyk Bankr. W.D. Pa. Case No. 11-26513 Chapter 11 Petition filed October 21, 2011 In Re Bernardo Vega Bankr. D. Puerto Rico Case No. 11-09048 Chapter 11 Petition filed October 21, 2011 In Re James Kemp Bankr. N.D. Texas Case No. 11-45916 Chapter 11 Petition filed October 21, 2011 In Re David Force Bankr. W.D. Wash. Case No. 11-22301 Chapter 11 Petition filed October 21, 2011 In Re Pure Country Estates, LLC Bankr. W.D. La. Case No. 11-81448 Chapter 11 Petition filed October 22, 2011 See http://bankrupt.com/misc/lawb11-81448.pdf represented by: Thomas R. Willson, Esq. E-mail: rocky@rockywillsonlaw.com ********* 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, 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 ***