/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/111110.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, November 10, 2011, Vol. 15, No. 312 Headlines 78 FIRST: Seeks to Hire Philip Keith as Litigation Counsel 785 PARTNERS: Files Disclosure Statement for Amended Ch. 11 Plan ACCENTIA BIOPHARMA: Inks Series of Deals to Strengthen Finances AEROFLEX INC: S&P Keeps 'B+' Corp. Credit Rating; Outlook Stable ALABAMA AIRCRAFT: Court Approves Chapter 7 Conversion ALEXANDER GALLO: Court OKs $103-Mil. Sale to HIG Capital ALLY FINANCIAL: Mulls ResCap Bankruptcy; Taps Kirkland, Evercore ALROSE KING: Court OKs Farrell Fritz as Bankruptcy Counsel ALROSE KING: Files Liquidating Plan; BFSB to Receive Sale Proceeds AMBAC FINANCIAL: Plan Exclusivity Extended Until Feb. 3 AMBAC FINANCIAL: Rehabilitator Proposes to Proceed With AFG Deals AMBAC FINANCIAL: Getting Close to Deal With IRS on Claims ARK DEVELOPMENT: Case Dismissed; BB&T to Complete Foreclosure ARKANOVA ENERGY: Enters Into Note Purchase Agreement with Aton ASSURANT INC: S&P Assigns 'BB+' Preferred Stock Rating to Shelf AVANTAIR INC: Eight Directors Elected at Annual Meeting BAKERS FOOTWEAR: Reports $40.2 Million Net Sales in 3rd Quarter BANKUNITED FINANCIAL: Committee Files Amended Disclosure Statement BEAR MOUNTAIN: Wants to Obtain North Cascade Loan to Cure Defaults BERNARD L. MADOFF: SEC to Redo Vote on Formula to Compute Claims BERNARD L. MADOFF: Trustee Fends Off Rehearing on Claim Appeal BERNARD L. MADOFF: Trustee Now Seeking $226MM From Family Members BERNARD L. MADOFF: Investors File $19BB Class Suit v. JPMorgan BIG DRIVE CATTLE: Farm Credit Services Suit Goes to Bankr. Court BION ENVIRONMENTAL: Closes Series B and C Conversion Offer BIOZONE PHARMACEUTICALS: Defaults on $2.25-Mil. Promissory Notes BORDERS GROUP: George Harrison Guitar Sold at Auction BRIGHAM EXPLORATION: Faces Complaint Over Fargo Purchase Offer CASCADE BANCORP: Delap LLP Declines to Stand for Reappointment CATASYS INC: David Smith Discloses 41.9% Equity Stake CDC CORP: Taps Finley Colmer as Chief Restructuring Officer CDC CORP: Seeks to Employ Lamberth Cifelli as Counsel CITIZENS REPUBLIC: Files Form 10-Q, Has $32.9MM Q3 Net Income CLEARWIRE CORP: Inks Pact to Power NetZero 4G High-Speed Mobile CLEARWIRE CORP: Incurs $84.8 Million Net Loss in 3rd Quarter CUI GLOBAL: Files Form S-1 Registration Statement DEE ALLEN RANDALL: Wants Motion to Prohibit Cash Use Denied DEE ALLEN RANDALL: Rocky Mountain OK'd as Trustee's Accountants DEE ALLEN RANDALL: Ray Quinney OK'd as Ch. 11 Trustee's Counsel DEE ALLEN RANDALL: Vantus Law Withdrawn as Special Counsel DEEP DOWN: Board Accepts Mark Hollinger's Resignation DELPHI CORP: Paulson Fund Set to Be Big Seller in Automotive IPO DELTATHREE INC: Receives $50,000 from D4 Holdings DENNY'S CORP: Reports $7.9 Million Net Income in Sept. 28 Quarter DIRECTBUY HOLDINGS: S&P Lowers Corporate Credit Rating to 'CC' DIVERSIFIED MACHINE: Moody's Assigns B2 Corporate Family Rating DRYSHIPS INC: Completes Merger with OceanFreight DUNE ENERGY: Voting on Equity Exchange Extended for 1 Week DWH I: Dakota Steakhouse Operators Need to Hire Separate Lawyers EASTMAN KODAK: To Run out of Cash in Mid-2012, Moody's Says EDISON MISSION: Reports $33 Million Net Income in Sept. 30 Qtr. EGPI FIRECREEK: Larry Trapp Resigns as Director and EVP EMERITUS CORPORATION: Posts $43.7 Million Net Loss in 3rd Qtr. FANNIE MAE: Needs Add'l $7.8-Bil. from Govt. to Address Deficit FILENE'S BASEMENT: NASDAQ Delist Syms Corp's Shares FIRST DATA: Lowers Net Loss to $9.8-Mil. in Q3 of 2011 FRONTIER AIRLINES: Republic Outlines Plan to Separate Unit GARLOCK SEALING: Retained Counsel Hires Consulting Experts GARNEAU INC: Shareholders OK Voluntary Liquidation, Dissolution GENERAL MOTORS: Opel Chief Picked to Turn Around GM Europe GMX RESOURCES: S&P Puts 'CCC+' Corp. Credit Rating on Watch Neg. GRAY TELEVISION: Reports $1.9 Million Net Income in 3rd Quarter GREEN ENDEAVORS: Swings to $24,300 Profit in Third Quarter GREYSTONE PHARMA: Trustee Hires KraftCPAs for Accounting Svcs. HARRISBURG, PA: Should Stop Hirings & Hike Fees, Walker Says HMC/CAH CONSOLIDATED: Section 341(a) Meeting Scheduled for Nov. 15 HOMELAND SECURITY: Completes Sale of Subsidiary to Perma-Fix HORIZON LINES: Posts $126.4 Million Net Loss in Q3 Ended Sept. 25 J.C. EVANS: Reschedules Auction of Quarry Assets to Nov. 14 J.C. EVANS: Has Continued Access to Creditors' Cash Collateral JEFFERSON COUNTY: Files Biggest U.S. Municipal Bankruptcy JEFFERSON COUNTY: Chapter 9 Case Summary & Creditors List KINETIC CONCEPTS: S&P Lowers Corporate Credit Rating to 'B' LOS ANGELES DODGERS: Court Denies Bid to Cut Legal Fees LOS ANGELES DODGERS: Fox Says MLB Deal Isn't 'Foregone Conclusion' LAS VEGAS RAILWAY: John Zilliken Resigns as COO LOCAL INSIGHT: Judge Approves Chapter 11 Plans LODGENET INTERACTIVE: Files Form 10-Q, Posts $2MM Q3 Net Income LOS GATOS HOTEL: Can Access GCCFC 2006-GG7's Cash Until Jan. 6 MANTECH INTERNATIONAL: Moody's Keeps 'Ba1' Corp. Family Rating MARANI BRANDS: Asher Enterprises Discloses 5.3% Equity Stake MATTRESS HOLDING: Moody's Says IPO Positive for 'B3' CFR MCCLATCHY CO: Files Form 10-Q, Posts $9.4 Million Q3 Net Income MEDIA GENERAL: Files Form 10-Q, Incurs $29.8 Million Q3 Net Loss MELTING POT: Investor Group Offers $1.385-Mil. for Restaurant MF GLOBAL: Sold $1.5BB in Euro Debt at Loss Before Bankruptcy MF GLOBAL: Bankruptcy Felt in Commodity Markets MF GLOBAL: Customers May End Up Waiting for Their Cash MF GLOBAL: Investor Uprising Follows Firm's Crisis MF GLOBAL: Statman, Harris Probes Board of Directors & Officers MF GLOBAL: Singapore Unit in Liquidation, Appoints KPMG MF GLOBAL: Sec. 341 Meeting of MF Global Creditors Set for Dec. 5 MF GLOBAL: EMC Wants to Transfer Accounts to Peregrine MF GLOBAL: SIPA Trustee Wants to Subpoena Execs., Lenders MF GLOBAL: CFTC Seeks Info FROM PwC on MF Global's Missing Funds MICROSEMI CORP: S&P Assigns 'BB' Rating to $800MM Credit Facility MOUNTAIN CITY: Gets Final OK for Brownstein Hyatt as Counsel MOUNTAIN CITY: Court Gives Final OK for BGA Management as CRO NANCE PROPERTIES: Court Rejects Sale, Turns to 25 Yr. Old Ruling NATIONAL GRAPHICS: Case Summary & 20 Largest Unsecured Creditors NEONODE INC: Registers 19.4 Million Common Shares NEWPAGE CORP: Noteholders Object to Hiring of Alvarez, Moelis NORAM RESOURCES: Court Rules in Ch. 7 Trustee's D&O Suit NOVADEL PHARMA: Posts $1.2 Million Net Income in 3rd Quarter NUTRITION 21: N21 Acquisition Wins With Bid of $7.3MM for Assets NYTEX ENERGY: Discloses Amendment to Bank Revolving Credit OLYMPUS CORP: Block & Leviton Probes Possible Fraud Claims OPEN RANGE: Wants to Hire Cole, Schotz as Bankruptcy Counsel OPTIMUMBANK HOLDINGS: Says it Regains Compliance with Equity Rule ORBITZ WORLDWIDE: S&P Affirms 'B' Corporate Credit Rating PARADISE HOSPITALITY: Lender Loses Bid to Keep Receiver for Hotel PEABODY ENERGY: Moody's Affirms Corporate Family Rating at 'Ba1' PEABODY ENERGY: S&P Rates $2.75BB Sr. Unsecured Notes at 'BB+' PELICAN ISLES: Section 341(a) Meeting Scheduled for Dec. 2 PETALUMA GREENBRIAR: With Foreclosure Underway, Court Rejects Plan POINT BLANK: Pays $1MM to U.S. to Settle Defective-Vest Claims PRECISION OPTICS: Extends Maturity of $600,000 Notes to Dec. 15 QUALITY DISTRIBUTION: Reports $6.2 Million Net Income in Q3 R&G FINANCIAL: To Present Plan for Confirmation on Nov. 29 REAL MEX: Hires Grant Thornton as Auditor REAL MEX: Court OKs DJM Realty as Real Estate Consultant REAL MEX: Gets Interim OK to Auction Assets RESIDENTIAL CAPITAL: Parent Hires Advisors for Likely Bankruptcy RIVER ROCK: Enters Into Lease Agreement with Dry Creek RLD, INC.: Case Summary & 20 Largest Unsecured Creditors ROTHSTEIN ROSENFELDT: Investor to Pay $25MM to Settle Fraud Claims ROTHSTEIN ROSENFELDT: Trustee Strikes Settlement to Bring $25M RUDEN MCCLOSKY: Gets Judge's Approval to Proceed With Auction SENSIVIDA MEDICAL: Montieth Estes Appointed Interim CEO SHENGDATECH INC: U.S. Trustee Adds 4 Members to Creditor's Panel SILVERSUN TECHNOLOGIES: Borrows $750,000 for Working Capital SINCLAIR BROADCAST: Reports $19.3 Million Q3 Net Income SOLYNDRA LLC: Taps HGP as Sales Agent for Non-Core Assets SOLYNDRA LLC: Judge Denies U.S. Trustee's Plea for Ch. 11 Trustee SOLYNDRA LLC: House Panel Votes to Subpoena White House Docs SOLYNDRA LLC: No Takers Yet for IP Assets & Fremont Plant SOLYNDRA LLC: To Hold Second Miscellaneous Asset Auction SPOT MOBILE: David Stier Resigns as CFO and Director SPX CORPORATION: Moody's Confirms 'Ba1' Corporate Family Rating STOCKDALE TOWER: Case Summary & 3 Largest Unsecured Creditors SUPERCONDUCTOR TECHNOLOGIES: Posts $3.3MM Net Loss in 3rd Qtr. SUPERMEDIA INC: Files Form 10-Q, Incurs $968 Million Q3 Net Loss TAYLOR BEAN: Judge Approves $15-Mil. WARN Action Deal TENET HEALTHCARE: Ten Directors Elected at Annual Meeting TERRESTAR NETWORKS: Dish Network Settles Sprint Claims THERMOENERGY CORP: Amends 54.1 Million Common Shares Offering TIMOTHY ANDERS: Court's Flaws Don't Relieve Creditors of Duties TONI BRAXTON: Talks About Bankruptcy During TV Show Premiere UPTOWN DRINK: Files for Chapter 11 Bankruptcy Protection USEC INC: Incurs $6.9 Million Net Loss in Third Quarter VALLEJO, CA: Emerges from Bankruptcy VIKING SYSTEMS: Incurs $569,000 Net Loss in Third Quarter VITRO SAB: Seeks Circuit Court Appeal on New York Suit VITRO SAB: Bondholders Vow to Keep Fighting Restructuring Plan VUANCE LTD: Board OKs Appointment of Doron Levy as New CEO VUANCE LTD: Annual General Meeting Scheduled for Dec. 8 WASHINGTON MUTUAL: Creditors, Shareholders Battle Over Appeals WASHINGTON MUTUAL: FDIC Hasn't Consented to Deal Extension WASHINGTON MUTUAL: Wants to Terminate Certain Insurance Policies WAVE SYSTEMS: Registers 5.2 Million Class A Common Shares WEST END: Hearing on Plan Outline Continued Until Nov. 22 WILLIAM LYON: Reaches Pact with Stakeholders on Recapitalization WINDSTREAM CORP: Moody's Rates Proposed $500MM Notes at 'Ba3' WINDSTREAM CORP: S&P Assigns 'B+' Rating to $500MM Senior Notes WPX ENERGY: Moody's Assigns Ba1 Rating to $1.5MM Notes Offering WPX ENERGY: S&P Assigns 'BB+' Corporate Credit Rating YRC WORLDWIDE: Incurs $120.1 Million Net Loss in 3rd Quarter YRC WORLDWIDE: Amends Form S-1 Registration Statement ZAIS INVESTMENT: Court Sets Feb. 6 Hearing to Confirm Hildene Plan ZOO ENTERTAINMENT: Inks 2nd Amended Factoring Pact with Panta * 3rd Cir. Upholds Ruling on Hagens Berman Contract Suit * GSEs Will Remain Under Pressure as Mortgage Insurers Struggle * Macey Bankruptcy Law Lawyers Recognized as "2011 Best Attorney" * 5 Shapiro Fussell Attorneys Join Smith Moore * Recent Small-Dollar & Individual Chapter 11 Filings ********* 78 FIRST: Seeks to Hire Philip Keith as Litigation Counsel ---------------------------------------------------------- 78 First Street, LLC, asks the U.S. Bankruptcy Court for the Northern District of California to employ Philip Keith as litigation counsel. The Debtor said it requires experienced counsel to prosecute claims and counterclaims against MS Mission Holdings, LLC, and its predecessor-in-interest, CapitalSource Finance LLC. Specifically, the claims or counterclaims will be made against MS Mission Holdings as the successor in interest to CapSource and contend that MS Mission Holdings is not a holder in due course. The Debtor will allege claims or counterclaims based upon breach of contract by CapSource with respect to the authorization to the Debtor to obtain junior financing and grant a security interest junior to CapSource's lien, and CapSource's refusal to allow the junior financing to proceed under the agreed terms. The Debtor will assert claims or counterclaims based upon fraud for intentional misrepresentation and fraudulent concealment of material facts by CapSource of its intent not to allow the Debtor to obtain secondary financing despite CapSource's representations to the contrary. These representations and concealments were made to induce the Debtor to reply on them and the Debtor did so rely. The promises to allow secondary financing were made without any intent to perform by CapSource. The Debtor obtained secondary financing commitments from third parties which were made unavailable due to CapSource's refusal to timely consent to secondary financing. Additional claims or counterclaims based upon equitable estoppel; promissory estoppel; estopped by conduct; and equitable subordination of MS Mission Holdings' claim may be asserted. The Debtor assures the Court that Mr. Keith has no connection with the Debtor, nor its known employees, creditors, attorneys or accountants, the United States Trustee, or any person employed with the Office of the United States Trustee, and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About 78 First Street Oakland, California-based 78 First Street, LLC, and various affiliates filed for Chapter 11 bankruptcy (Bankr. N.D. Case No. 11-70224) on Sept. 23, 2011. Debtor-affiliates that simultaneously sought Chapter 11 protection are 88 First Street LLC and 518 Mission LLC (Case Nos. 11-70228 and 11-70229) and First/Jessie LLC, JP Capital LLC, Peninsula Towers LLC, and Sixty-Two First Street LLC (Case Nos. 11-70231 to 11-70234). Judge Roger L. Efremsky oversees the case, taking over from Judge Edward D. Jellen. Iain A. Macdonald, Esq., at MacDonald and Associates, serves as the Debtors' counsel. 78 First Street estimated $10 million to $50 million in assets and debts. The petition was signed by Graham Seel, SVP of CMR Capital, LLC, manager. 785 PARTNERS: Files Disclosure Statement for Amended Ch. 11 Plan ---------------------------------------------------------------- On Oct. 31, 2011, 785 Partners LLC filed an amended plan and disclosure statement. Except as otherwise provided in the Plan, the Debtor will continue to exist after the Effective Date as a separate entity, with 8 Avenue as initial managing member. The funds utilized to make Cash payments under the Plan will be generated from, among other things, the disposition of the BPA Down Payment Escrow, as set forth in Section 4.2 of the Plan, and the Lease-Up, as set forth in Section 4.3 of the Plan. The Plan designates 8 Classes of Claims and Interests against the Debtor: Class Status Voting Rights ----- ------ ------------- 1: Non-Tax Priority Claims Unimpaired Deemed to Accept; Not Entitled to Vote 2: Other Secured Claims Unimpaired Deemed to Accept; Not Entitled to Vote 3: First Manhattan Claim Impaired Entitled to Vote 4: Time Square Claim Impaired Deemed to Reject; Not Entitled to Vote 5: Fuerta Claim Impaired Entitled to Vote 6: End Unit Purchasers' Claims Impaired Entitled to Vote 7: General Unsecured Claims Unimpaired Deemed to Accept; Not Entitled to Vote 8: Old Membership Interests Impaired Entitled to Vote The Holder of the Allowed First Manhattan Claim will receive a payment, in Cash, from the BPA Down Payment Escrow, as and to the extent set forth in Section 4.2 of the Plan, and the Amended and Restated Note, in the amount of $73,878,373, which will have a term of five years. The Holder of the Allowed First Manhattan Claim will receive for year one, monthly payments of interest only at a fixed rate equal to the 5-year U.S. treasury rate plus 2.50% per annum, and for years two through five, monthly payments of principal and interest at a fixed rate equal to the 5-year U.S. treasury rate plus 2.50% per annum based upon a 30 year amortization schedule, with a balloon payment at the end of the note term. In addition to the foregoing, the Holder of the Allowed First Manhattan Claim will be entitled to a portion of (i) the proceeds from a Liquidity Event, if any, as and to the extent set forth in Section 4.5 of the Plan, and (ii) NOI Surplus, if any, as and to the extent set forth in Section 4.6 of the Plan. Upon the Effective Date, the Time Square Claim will be waived and released, and the Time Square Lien will be released and extinguished. The Holder of the Class 4 Claim has consented to this treatment. On or as soon as practicable after the Effective Date, the Holder of the Class 5 Fuerta Claim will receive a Cash payment of $350,000 from the BPA Down Payment Escrow. On or as soon as practicable after the Effective Date, in full and final satisfaction, release, settlement and discharge of the Class 6 End Unit Purchasers' Claims, Newco (which will have the End Unit Purchasers as initial members) will receive (i) a Cash payment of $1,550,000 from the BPA Down Payment Escrow and (ii) 35% of the New Membership Interests. On or as soon as practicable after the Effective Date, each Holder of a Class 7 Allowed General Unsecured Claim will be paid in full, in Cash, from the BPA Down Payment Escrow. On the Effective Date, all Class 8 Old Membership Interests will be canceled and extinguished. 8 Avenue will receive 63.75% of the New Membership Interests, Tower will receive 1.00% of the New Membership Interests, and Esplanade will receive 0.25% of the New Membership Interests. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/785partners.dkt71.pdf About 785 Partners LLC 785 Partners LLC owns a 42-story building on 785 Eighth Avenue, New York. The developer intended to sell 122 condominium units, but it failed to obtain the requisite condominium approvals from the New York State Attorney General. The Debtor is owned 98.75% by 8 avenue and 48th Street Development LLC ("8 Avenue"). The remaining membership interests in the Debtor are held by Esplanade Tower Corporation ("Tower") (the Debtor's managing member, the holder of a 1% membership interest, and a wholly-owned subsidiary of 8 Avenue) and Esplanade 8th Avenue LLC (the holder of a passive 0.25% membership interest). The Company obtained $84 million of secured financing in January 2007 from PB Capital Corporation, and TD Bank, N.A. First Manhattan later bought the secured claim and says the claim has risen to $101 million, which is higher than the market value of the property. 785 Partners LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 11-13702) on Aug. 3, 2011. Sheldon I. Hirshon, Esq., Craig A. Damast, Esq., and Lawrence S. Elbaum, Esq., at Proskauer Rose LLP, in New York, N.Y., represents the Debtor as counsel. In its schedules, the Debtor disclosed $106,000,000 in assets and $95,467,612 in liabilities, all secured. Weitzman Group Inc. serves as real estate and financial consultant. ACCENTIA BIOPHARMA: Inks Series of Deals to Strengthen Finances --------------------------------------------------------------- Accentia Biopharmaceuticals, Inc., announced Monday that it has entered into a series of agreements to strengthen its financial position, improve its balance sheet and support ongoing biotech development plans for its immunotherapy pipeline. The Company has entered into an agreement to sell the assets of its non-strategic business unit, Analytica International, Inc., a healthcare economics consulting firm, for up to $10 million to be paid in a combination of fixed and contingent payments by the purchaser, LA- SER Alpha Group Sarl. Upon the closing of this agreement, Accentia will sell the consulting business conducted by Analytica, which the Company does not consider to be critical to its ongoing biotech development activities. Additionally, Accentia has entered into an agreement with its senior secured lender pursuant to which the Company will, at closing, prepay $4 million in principal with funds made available by the asset sale and obtain a one-year extension of all remaining principal and interest payments from its senior secured lender. Both agreements are subject to conditions precedent to closing, expected to occur prior to year-end. According to Accentia's President and General Counsel, Samuel S. Duffey, "These transactions are an important part of our ongoing strategy to continue to strengthen the Company's financial position. I consider these transactions to be both strategic and timely, as our majority-owned subsidiary, Biovest, prepares for meetings with U.S. and international regulatory agencies to discuss the next steps required for potential approval of our personalized cancer vaccine, BiovaxID(R)." Biovest has completed two Phase II clinical trials and a controlled, randomized Phase III clinical trial of BiovaxID, an autologous active immunotherapeutic cancer vaccine being developed as consolidation therapy for the treatment of follicular lymphoma and mantle cell lymphoma in first remission. Mr. Duffey continued, "This transaction monetizes a non-core asset in order to eliminate all short term debt requiring payment in cash, extending all principal and interest payments to our senior secured lender into mid-to-late 2013 so that our financial obligations and resources are better aligned with our planned biotech development milestones. Based on a schedule of expected performance-based milestone payments, we expect to add, non- dilutively, up to $6 million to support our BiovaxID and Revimmune development programs. Importantly, we also secured a pre-paid credit for future services from Anaytica to support our planning with regard to pricing and reimbursement strategies." About Accentia Biopharmaceuticals Headquartered in Tampa, Florida, Accentia Biopharmaceuticals, Inc. (OTC QB: "ABPI") is committed to advancing the autoimmune disease therapy, Revimmune(TM), as a comprehensive system of care and drug regimen designed for the treatment of autoimmune diseases. Revimmune therapy includes an ultra-high-dose regimen of Cytoxanr (cyclophosphamide), exclusively supplied via a strategic agreement with Baxter Healthcare Corporation. Clinical trials for Revimmune are being planned for the treatment of multiple autoimmune indications. Accentia holds a majority-ownership stake in Biovest International, Inc. (OTC QB: "BVTI"), an emerging leader in the field of active personalized immunotherapies. In collaboration with the National Cancer Institute, Biovest has developed a patient-specific, cancer vaccine, BiovaxID(R), with three clinical trials completed, including a Phase III study for the treatment of follicular non-Hodgkin's lymphoma. Additionally, Accentia's wholly-owned subsidiary, Analytica International, Inc., based in New York City, is a global research and strategy consulting firm that provides professional services to the pharmaceutical and biotechnology industries. Since 1997, Analytica has expertly directed research studies and projects, including traditional health economic modeling projects, database studies, structured reviews, heath technology assessments, reimbursement analyses, and value dossiers. On Nov. 10, 2008, Accentia BioPharmaceuticals, along with its subsidiaries filed for Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 08-17795). The Company emerged from Chapter 11 protection, and the Plan of Reorganization became effective, on Nov. 17, 2010. * * * During the nine months ended June 30, 2011, the Company had a net loss of $12.2 million. On June 30, 2011, the Company had an accumulated deficit of approximately $331.2 million and a working capital deficit of approximately $19.3 million. The Company's independent registered public accounting firm's report included a "going concern" uncertainty on the financial statements for the year ended Sept. 30, 2010, citing significant losses and working capital deficits at that date, which raised substantial doubt about the Company's ability to continue as a going concern. AEROFLEX INC: S&P Keeps 'B+' Corp. Credit Rating; Outlook Stable ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned an issue-level rating of 'BB-', one notch higher than the 'B+' corporate credit rating, to Plainview, N.Y.-based Aeroflex Inc. following the company's completion of an $800 million senior secured debt refinancing comprised of a $75 million revolving credit facility and a $725 million term loan B. "We also assigned a recovery rating of '2' to the new debt, indicating our expectation of substantial (70%-90%) recovery for lenders in the event of a payment default," S&P said. The 'B+' corporate credit rating remains unchanged. The outlook is stable. "We are withdrawing all other existing issue-level and recovery ratings," S&P related. "We expect Aeroflex's leverage to continue improving toward the 4x area over the next four quarters, reflecting our anticipation of moderately higher revenues and margins, as the company capitalizes on its recent acquisitions," said Standard & Poor's credit analyst Joseph Spence. ALABAMA AIRCRAFT: Court Approves Chapter 7 Conversion ----------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that Alabama Aircraft Industries -- cut off from using its lenders' cash collateral and burdened with more than $1 million in unpaid administrative expenses -- won a Delaware bankruptcy court's order converting its Chapter 11 case to Chapter 7. Law360 relates that U.S. Bankruptcy Judge Peter J. Walsh approved the conversion motion, appointing Charles M. Forman of Forman Holt Eliades & Ravin LLC to serve as trustee. The Chapter 7 Trustee may be reached at: Charles M. Forman 80 Route 4 East, Suite 290 Paramus, New Jersey 07652 Tel: 201-845-1000 Fax: 201-845-9112 E-mail: cforman@formanlaw.com About Alabama Aircraft Birmingham, Alabama-based Alabama Aircraft Industries Inc. -- http://www.alabamaaircraft.com/-- provided aircraft maintenance and modification services for the U.S. government and military customers. Its 190-acre facility, as well as its corporate office, is located at the Birmingham International Airport. Alabama Aircraft filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011. Two subsidiaries also filed: Alabama Aircraft Industries, Inc.- Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering Services, Inc. (Case No. 11-10454). The Company said the primary goal of the Chapter 11 filing is to address long-term indebtedness and, in particular, long-term pension obligations. The Company owed $68.5 million the Pension Benefit Guaranty Corp. prepetition. Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, served as counsel to the Debtors. Alabama Aircraft estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. The Debtor won Court authority at the end of August 2011 to sell its assets to a unit of Kaiser Group Holdings Inc. for $500,000 and up to $30 million in recoveries from potential litigation. ALEXANDER GALLO: Court OKs $103-Mil. Sale to HIG Capital -------------------------------------------------------- Hilary Russ at Bankruptcy Law360 reports that a New York bankruptcy judge on Tuesday approved the $103 million sale of Alexander Gallo Holdings LLC to a unit of HIG Capital LLC. Law360 relates that Thomas R. Califano of DLA Piper, who represents the debtor, said the sale was the main objective for the company in filing for bankruptcy protection and its approval marks a key step in the case that will allow the debtor to file a Chapter 11 plan by the end of the week. About Alexander Gallo Marietta, Georgia-based Alexander Gallo Holdings LLC -- http://www.alexandergalloholdings.com-- is the largest full service, IT-enabled court reporting and litigation support services company in the United States. AGH offers court reporting, litigation support, trial software and other similar services and has the only true national footprint in its market, with roughly 55 offices located throughout the United States, and a preferred provider network which serves as an extension of Alexander Gallo's geographic reach. Founded in 1999 by Alexander J. Gallo, a former court reporter, AGH has made 18 acquisitions since 2003. Mr. Gallo has remained as CEO. AGH, along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-14220) on Sept. 7, 2011. Alexander Gallo will sell the business via 11 U.S.C. Sec. 363 to Bayside Capital Inc., which had acquired $22 million in second- lien debt. The price wasn't disclosed. Alexander Gallo disclosed assets of $208 million and debt totaling $258 million as of June 30, 2011. Liabilities include $47 million on a first-lien revolving credit and term loan where Wells Fargo Bank NA is agent. In addition to the second-lien debt held by Bayside, there is $33 million in junior unsecured subordinated notes owing to Harvest Equity Partners LLC plus another $148 million in junior unsecured subordinated notes owing to insider Gallo Holdings LLC. As reported in the Troubled Company Reporter on Nov. 1, 2011, the Alexander Gallo disclosed $41,981,048 in assets and $259,153,046 in liabilities as of the Chapter 11 filing. Bayside is providing $20 million in financing for the Chapter 11 effort. The new loan will have a first priority lien on unencumbered assets and a lien behind the first-lien debt. Bankruptcy Judge Allan J. Gropper presides over the case. Thomas R. Califano, Esq., Jeremy R. Johnson, Esq., Esq., and Daniel G. Egan, Esq., at DLA Piper LLP (US), in New York, serve as the Debtors' general counsel. Squire, Sanders & Demsey (US) LLP serves as the Debtor's corporate counsel. The Debtors' financial advisor is Gordian Group, LLC. Marc L. Pfefferle, a partner at Carl Marks Advisory Group LLC, serves as the Debtors' chief restructuring advisor. Kurtzman Carson Consultants LLC serves as the Debtor's claims agent. KPMG LLP serves as their auditors to provide auditing, tax compliance and tax consulting services. ALLY FINANCIAL: Mulls ResCap Bankruptcy; Taps Kirkland, Evercore ---------------------------------------------------------------- The Wall Street Journal's Dan Fitzpatrick, Mike Spector and Ruth Simon report that people familiar with the situation said Ally Financial Inc., the lender that took $17 billion of U.S. aid in the financial crisis, is considering a bankruptcy-protection filing for its mortgage-lending unit, Residential Capital LLC. Sources told the Journal that Ally, formerly GMAC, is being advised by law firm Kirkland & Ellis and investment bank Evercore Partners Inc. on a possible restructuring of ResCap, which has lost $555 million in the past two quarters. A final decision hasn't been made on how Ally and ResCap might proceed, the people said. According to WSJ, one option under consideration: a so-called strategic bankruptcy that would aim to limit Ally's exposure to ResCap and pave the way for an eventual initial public offering of Ally, 74% of whose shares are owned by the U.S. government. Walling off the parent from the financial and legal woes of its subsidiary could make Ally shares an easier sell for public investors. Roughly $2.3 billion of ResCap debt is scheduled to come due in 2011, 2012 and 2013. ResCap has $623 million of cash and cash equivalents as of Sept. 30, 2011. Ally, in its regulatory filings in August related to its planned IPO, said it has a $772 million equity position in ResCap. Ally said ResCap ?remains heavily reliant on support from us to meet its liquidity and capital requirements.? It also noted that if ResCap filed for bankruptcy, its investment related to ResCap?s equity position would likely be reduced to zero. In a financial filing earlier in November, Ally said its equity position in ResCap was $331 million. The Journal notes a ResCap restructuring could mark the last chapter for an entity whose losses helped push its former parent, General Motors Corp., toward its own Chapter 11 bankruptcy filing two years ago. Ally said it doesn't comment on speculation. Ally tried to sell ResCap a year ago, but that effort fell apart. WSJ notes a recent Ally filing warned of "significant risk that Rescap will not be able to meet its debt service obligations and other funding obligations in the near term." According to the Journal, what Ally's board is currently weighing is whether to cut off financial support for ResCap, which may force the subsidiary to declare bankruptcy. According to WSJ, one person familiar with the discussions at Ally said separating out Rescap's liabilities may be tricky, but some at Ally believe such a task would be "cleaner" than a Bank of America-Countrywide separation would have been. The two firms operate with separate CEOs, boards and financial advisers. ResCap recently brought in a new adviser, Centerview Partners LLP, to consider its options. Centerview's new restructuring practice is led by former Miller Buckfire & Co. bankers Samuel Greene and Marc Puntus. According to WSJ, Ally still hopes to go public in order to pay back the U.S. aid, but some view that as a difficult pitch if the company can't reassure investors about the extent of ResCap's mortgage liabilities. "There's a reputational hazard," said Harvey Miller, a veteran bankruptcy lawyer at Weil, Gotshal & Manges, WSJ relates. "Once you put a subsidiary into bankruptcy, people start to wonder: How safe is the parent? How safe are the other affiliates?" About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. The Company's balance sheet at June 30, 2011, showed $178.88 billion in total assets, $158.46 billion in total liabilities, and $20.42 billion in total equity. * * * In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. As reported by the TCR on May 6, 2011, Standard & Poor's Ratings Services raised its long-term counterparty credit ratings on both Ally Financial Inc. (formerly GMAC Inc.) and subsidiary Residential Capital LLC (ResCap) to 'B+' from 'B'. The outlook on both ratings is stable. "Ally, an automobile- and mortgage- finance and servicing company, and ResCap, its mortgage subsidiary, improved their capital, credit quality, earnings, and liquidity in recent months," said Standard & Poor's credit analyst Brendan Browne. They also settled a material portion of their mortgage repurchase risk and have been profitable. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. ALROSE KING: Court OKs Farrell Fritz as Bankruptcy Counsel ---------------------------------------------------------- Alrose King David LLC obtained permission from the U.S. Bankruptcy Court for the Eastern District of New York to employ Farrell Fritz P.C. as bankruptcy counsel. The Debtor asserted that it needs Farrell Fritz to perform these services: a. providing legal advice with respect to the Debtor's powers and duties as a debtor-in-possession in the continued operation of its business and management of its property; b. negotiating, drafting, and pursuing all documentation necessary in this case; c, preparing on behalf of the Debtor all applications, motions, answers, orders, reports, and other legal papers necessary to the administration of the Debtor's estate; d. appearing in court and protecting the interests of the Debtor before the Court; a. providing legal advice with respect to the Debtor's powers and duties as a debtor-in-possession in the continued operation of its business and management of its property; b. negotiating, drafting, and pursuing all documentation necessary in the case; c, preparing on behalf of the Debtor all applications, motions, answers, orders, reports, and other legal papers necessary to the administration of the Debtor's estate; d. appearing in court and protecting the interests of the Debtor before the Court; e. assisting with any disposition of the Debtor's assets, by sale or otherwise; f. attending all meetings and negotiating with representatives of creditors, the United States Trustee, and other parties- in-interest; g. providing legal advice regarding bankruptcy, corporate, real estate, transactional, tax, and other issues to the Debtor; and h. performing all other legal services. The professionals proposed to represent the Debtor and their current hourly rates are: Ted A. Berkowitz (Member) $650 Louis A. Scarcella (Member) $650 Patrick Collins (Member) $540 Robert C. Yan (Associate) $425 Darren A. Pascarella (Associate) $415 Veronique Urban (Associate) $375 Maria M. Siffert (Paralegal) $270 Other attorneys and paralegals will render services to the Debtor as needed. The current hourly rates for the services of other attorneys and paralegals are: Members $450 to $650 Of Counsel $375 to $750 Associates $305 to $420 Paralegals/Law Clerks S100 to $260 The Debtor will also reimburse Farrell Fritz its necessary out-of pocket expenses. Ted A. Berkowitz, Esq., a member of Farrell Fritz, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Alrose King Alrose King David LLC is a special entity established by the Alrose Group to own the 143-room, beachfront hotel property called the Allegria Hotel & Spa in Long Beach, Long Island. Alrose King David filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 11-75361) in Brooklyn on July 28, 2011, estimating between $10 million and $50 million in both debts and assets. Judge Dorothy Eisenberg presides over the case. Patrick T. Collins, Esq., at Farrell Fritz, P.C., serves as bankruptcy counsel. The petition was signed by Allen Rosenberg, managing member. The U.S. Trustee has appointed three members to the Official Committee of Unsecured Creditors. ALROSE KING: Files Liquidating Plan; BFSB to Receive Sale Proceeds ------------------------------------------------------------------ Alrose King David LLC has filed a Chapter 1 Plan of Liquidation that contemplates the sale of the assets of the Debtor, excluding cash on hand and causes of action, at a public auction on a date no less than 30 days but no greater than 40 days following the Effective Date. The sale proceeds, if any, will be distributed by the Liquidation Trustee in accordance with the terms of the Plan. The funds to be utilized to make Cash payments under the Plan have been and/or will be generated from, among other things, (i) Cash on hand, (ii) the proceeds of the Sale, (iii) contributions by Alrose Allegria LLC due on the Effective Date towards the GUC Distribution Fund, (iii) contributions by Brooklyn Federal Savings Bank, N.A. (BFSB) towards the payment of Professional Fees Claims and, if deemed to be the Prevailing Bidder, the payment by BFSB in full of the Real Property Tax Claims, and (v) the proceeds of the liquidation of the remaining Estate Assets. Alrose Allegria LLC is an affiliate of the Debtor and the sponsor of the Plan. On the Sale Date, the (a) Debtor will cease all operations and (b) administration of the Plan will become the general responsibility of the Liquidation Trustee. Class Claim Status Voting Rights ----- ----- ------ ------------- 1 Real Property Tax Claims Unimpaired Deemed to Accept 2 Priority Tax Claims Unimpaired Deemed To Accept 3 BFSB Secured Claim Impaired Entitled to Vote 4 Other Secured Claims Impaired Entitled to Vote 5 General Unsecured Claims Impaired Entitled to Vote 6 Insider Unsecured Claims Impaired Entitled to Vote 7 Membership Interests Impaired Deemed To Reject The allowed BFSB Secured Claim in Class 3 will be paid the proceeds of the sale of the assets of the Debtor. To the extent that BFSB's Credit Bid, if any, is the Prevailing Bid for the Sale Assets, then BFSB will receive the Sale Assets in full and final satisfaction of the Allowed BFSB Secured Claim. Each Holder of an Allowed Other Secured Claims in Class 4 will be paid by the Liquidation Trustee the amount of his Allowed Other Secured Claim, in Cash, from the Distribution Fund, provided that in no event will the Holder of the Allowed Other Secured Claim receive more than the value of the Collateral securing his Claim. To the extent that the value of the Collateral securing any Allowed Other Secured Claim is less than the amount of the Claim, the undersecured portion will be deemed a Deficiency Claim and treated as a General Unsecured Claim in Class 5. After the payment of any Allowed, or reserving in full for all Disputed, Real Property Tax Claims, BFSB Secured Claim, Other Secured Claims, Administrative Claims, Professional Fee Claims, Priority Tax Claims and Priority Claims, each in accordance with the provisions of the Plan, each Holder of an Allowed Class 5 General Unsecured Claim will receive, in full and final satisfaction of its claims, its Pro Rata share of proceeds from the GUC Distribution Fund. With respect to an Allowed General Unsecured Claim of BFSB that is a Deficiency Claim, BFSB will be deemed to have waived its right to receive a distribution on such Deficiency Claim as of the Sale Date. As of the Effective Date, all issued and outstanding Membership Interests in Class 7 will be canceled and no consideration will be paid or delivered with respect thereto. A copy of the Debtor's Plan of Liquidation is available for free at http://bankrupt.com/misc/alroseking.dkt80.pdf About Alrose King Alrose King David LLC is a special entity established by the Alrose Group to own the 143-room, beachfront hotel property called the Allegria Hotel & Spa in Long Beach, Long Island. Alrose King David filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 11-75361) in Brooklyn on July 28, 2011. Judge Dorothy Eisenberg presides over the case. Patrick T. Collins, Esq., at Farrell Fritz, P.C., serves as bankruptcy counsel. The petition was signed by Allen Rosenberg, managing member. In its schedules, the Debtor disclosed $25,000,000 in assets and $38,616,617 in liabilities as of the Petition Date. The Official Consolidated Committee of Unsecured Creditors has tapped Lamonica Herbst & Maniscalso LLP as attorneys. AMBAC FINANCIAL: Plan Exclusivity Extended Until Feb. 3 ------------------------------------------------------- Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York extended Ambac Financial Group, Inc.'s exclusive deadline to solicit acceptances for its Second Amended Plan of Reorganization through February 3, 2012. The Plan encompasses a global settlement among major stakeholders in the Debtor's Chapter 11 case. The Debtor made the request before the recent November 3, 2011 expiration of the Exclusive Solicitation Period. Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, told Judge Chapman that the Debtor is making good faith progress towards reorganizing. The Debtor is soliciting votes on the Plan, he noted, however, the Plan confirmation hearing on the Plan will not occur until December 8, 2011. The delay in obtaining approval of the Disclosure Statement explaining the Plan until October 5, 2011, was to accommodate the good faith negotiation and mediation of a consensual Amended Plan Settlement which forms the basis of the Second Amended Plan, he reminded the bankruptcy judge. More importantly, Mr. Ivanick stated, the main impediment to confirming the Plan is the adversary proceeding against the Internal Revenue Service and the Debtor's objection to, and motion to estimate, the IRS Claims totaling $807 million. Pursuant to the Plan, the IRS will be unimpaired to the extent that the IRS Claims are allowed. Given the size of the IRS Claims and the treatment which must be afforded to those claims if they are allowed, a successful resolution of the IRS Claims is crucial to the effectuation of the Plan and the Amended Plan Settlement that has taken the Debtor and the major stakeholders in the Debtor's estate more than a year to negotiate, Mr. Ivanick emphasized. In addition, certain issues in the Circuit Court of Dane County, Wisconsin, with respect to the rehabilitation of Ambac Assurance Corporation's Segregated Account remain unsettled, Mr. Ivanick pointed out. The Office of the Commissioner of Insurance for the State of Wisconsin, as rehabilitator of the Segregated Account, is considering substantial amendments to the Rehabilitation Plan, he disclosed. Various parties which opposed the Rehabilitation Plan, including the IRS, have appealed the entry of the Confirmation Order. Any and all developments relating to the Rehabilitation Plan and AAC will impact the Debtor and its ability to reorganize, he stressed. Against this backdrop, a further extension of the Exclusive Solicitation Period will provide the Debtor with sufficient time to address any unforeseen solicitation issues and move expeditiously towards plan confirmation, Mr. Ivanick reasoned. He said the Debtor is continuing to negotiate with the IRS. If necessary, the Debtor will amend the Plan as appropriate to ensure that the Bankruptcy Court may confirm the Plan, he told Judge Chapman. He assured the Bankruptcy Court that the Debtor has been paying, and will continue to pay, its postpetition debts as they become due. In an accompanying declaration, C.J. Brown, a managing director of Blackstone Advisory Partners L.P., relates that if the Debtor emerges by December 31, 2011, it should have sufficient liquidity to operate through emergence and be left with $49.2 million in cash based on the Company's latest liquidity forecast as of October 14, 2011, and assuming a monthly burn of approximately $2.5 million to $4.5 million while in bankruptcy. Given the future cash inflows from AAC for expense reimbursement pursuant to the Amended Plan Settlement match the expected annual operating expenses post-emergence of $5 million, the Company's liquidation position is expected to remain sufficient for at least the next five years, he states. * * * Judge Chapman entered the extension order on November 7, 2011, after a certificate of no objection to the Debtor's Motion was served. In accordance with the amended case management order and administrative procedures, the Debtor asked the Court to enter the proposed order granting the Solicitation Extension Motion without hearing. Accordingly, the hearing scheduled for November 7, 2011 to consider the Debtor's Motion was cancelled. The November 7 order will be without prejudice to the Debtor's right to seek and obtain additional extensions from the Court of the Exclusive Solicitation Period, Judge Chapman ruled. 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). AMBAC FINANCIAL: Rehabilitator Proposes to Proceed With AFG Deals ----------------------------------------------------------------- The Office of the Insurance Commissioner for the State of Wisconsin, as rehabilitator of the Segregated Account of Ambac Assurance Corporation, seeks permission from Judge William J. Johnston of the Circuit Court for Dane County, in Wisconsin, to proceed in accordance with the terms and conditions of several related agreements among Ambac Financial Group, Inc., AAC, the OCI, the Rehabilitator, and the Official Committee of Unsecured Creditors. Starting in July 2011, various combinations of the Rehabilitator, AAC, AFG, the Creditors' Committee, and the Internal Revenue Service have been involved in a series of mediation sessions to try to narrow or resolve various actual and potential disputes among them. The Parties' disputes with the IRS are not fully resolved but settlement discussions are ongoing. The Parties, with the exception of the IRS, however, resolved the disputes among themselves and that resolution is memorialized in a mediation agreement entered on September 21, 2011. Pursuant to the Mediation Agreement, the Parties agreed that certain of them would enter into three related contracts, namely: (1) an Expense Sharing and Cost Allocation Agreement; (2) an Amended and Restated Tax Sharing Agreement; and (3) Amendment No. 1 to Cooperation Agreement. The "AFG Agreements" essentially: (1) give AAC and the Segregated Account the right to use up to $3.8 billion of existing net operating losses or NOLs and all NOLs that AAC may generate in the future; (2) require AFG to take steps to avoid a "deconsolidation" of AAC from AFG for federal tax purposes that would otherwise result in a loss of NOLs to AAC; (3) permit AAC to retain the Tax Refunds, including the $38.4 million that were not subject to a Segregated Account allocation; and (4) release the OCI, the Rehabilitator, AAC and the Segregated Account from all potential legal claims by AFG and the Creditors' Committee in exchange for certain cash payments to AFG in order to help it reorganize. The AFG Agreements are not effective absent approval by the Wisconsin Circuit Court and the U.S. Bankruptcy Court for the Southern District of New York. On September 21, 2011, AFG filed with the Bankruptcy Court its First Amended Plan of Reorganization and Disclosure Statement, which incorporated the Mediation Agreement. On September 30, 2011, AFG filed its Second Amended Plan of Reorganization with the Bankruptcy Court. AFG also submitted to the Bankruptcy Court, among other things, the other AFG Agreements. On October 5, 2011, the Bankruptcy Court approved the Disclosure Statement and scheduled for December 8, 2011, a hearing to consider AFG's Plan and the approval of the AFG Agreements. The AFG Agreements are contingent on the resolution of the IRS Dispute, either by a consensual court-approved settlement with the IRS or by a final court judgment that does not require AFG or it affiliates to pay the IRS more than $100 million or reduce the NOLs available to AAC and the Segregated Account by more than 10%. Michael B. Van Sicklen, Esq., at Foley & Lardner LLP, in Madison, Wisconsin -- mvansicklen@foley.com -- asserts that cause exists to allow the Rehabilitator to proceed with the AFG Agreements. For one, the AFG Agreements preserve billions of dollars of NOLs at minimal upfront cost to AAC, he says. AAC will compensate AFG for the NOLs on an as-needed, pay-as-you-go basis under the tolling schedule. If AAC needs the NOLs, they could be crucial to increasing the claims-paying resources for the Segregated Account and AFG, he stresses. Moreover, AAC's cash payments to AFG under the AFG Agreements will increase the chances of AFG's long-term viability, which is beneficial to AAC, he points out. Without financial support provided by AAC, AFG would likely be forced into liquidation, which would result in deconsolidation of AAC from AFG and the loss of all existing NOLs, he emphasizes. The releases provided by AFG and the Creditors' Committee also eliminate the potential of costly and distracting litigation with uncertain outcomes that would have burdened and delayed the rehabilitation, according to Mr. Sicklen. "The AFG Agreements give the Rehabilitator greater control over the prosecution of the IRS Dispute as well as negotiations with the IRS about possible settlement, which will help the Rehabilitator preserve the Tax Refunds and NOLs for the benefit of policyholders. More importantly, resolving disputes with AFG and the Creditors' Committee will allow the Rehabilitator to stay focused on the primary task of rehabilitating the Segregated Account and protecting policyholders." The Circuit Court will consider the Rehabilitator's Motion on November 10, 2011. 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). AMBAC FINANCIAL: Getting Close to Deal With IRS on Claims --------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Ambac Financial Group Inc. is getting closer to striking a deal with the Internal Revenue Service, which has served it with a tax bill that could potentially topple the bond insurer's prospects for reorganization. At a hearing held on October 26, 2011, the Debtor told Judge Chapman of the U.S. Bankruptcy Court for the Southern District of New York that it hoped to reach an agreement by early November with the IRS over tax liabilities, including the IRS' claims, each asserting $807 million, according to Hilary Russ of www.law360.com in a separate report. "While we have made lots of progress, we don't have a deal," counsel to AFG, Peter A. Ivanick, Esq., at Dewey & LeBoeuf LLP, in New York, told the bankruptcy judge at the hearing, www.law360.com relayed. The core of the dispute between the Debtor and the IRS is whether the impairment losses incurred on as "pay-as-you-go" credit default swap contracts by subsidiaries of the Debtor after 2004, which generated net operating losses or NOLs, were properly determined by the Debtor. In its request to estimate the IRS claims, the Debtor stressed that the dispute with the tax agency is a "critical uncertainty creating an impediment to confirmation by the Debtor of a feasible Chapter 11 reorganization plan." 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). ARK DEVELOPMENT: Case Dismissed; BB&T to Complete Foreclosure ------------------------------------------------------------- The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida dismissed the Chapter 11 case of Ark Development/Oceanview, LLC. The Court also ordered that: -- the Debtor pay the U.S. Trustee the appropriate sum required, and provide the U.S. Trustee appropriate affidavit indicating the cash disbursements for the relevant period since the period reported on the last debtor-in-possession report filed by the Debtor; -- Branch Banking and Trust Co. will proceed and conclude its foreclosure proceeding against the Debtor pursuant to an ordered entered on Aug. 31, 2011; and -- all pending motions are denied as moot. About Ark Development Ark Development/Oceanview LLC owns three pieces luxury homes in Fort Lauderdale, Florida -- at 1431 North Atlantic Boulevard; 1427 North Atlantic Boulevard; and 1423 North Atlantic Boulevard. All three properties are in the final stages of the construction process. The Debtor estimates that the value of each property is roughly $4 million. Ark Development/Oceanview filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-20382) on April 18, 2011. Judge John K. Olson presides over the case. The Debtor disclosed $12,017,522 in assets and $11,794,591 in liabilities as of the Chapter 11 filing. ARKANOVA ENERGY: Enters Into Note Purchase Agreement with Aton -------------------------------------------------------------- Arkanova Energy Corporation's wholly owned subsidiary, Arkanova Acquisition Corporation, entered into a Conversion and Loan Modification Agreement and a Note Purchase Agreement with Aton Select Funds Limited which were effective as of Oct. 1, 2011, and pursuant to which Aton agreed to: (i) convert $6,000,000 of the remaining principal balance of the Promissory Note that Acquisition issued to Aton on Oct. 1, 2009, into a 10% working interest in the oil and gas leases comprising the Company's Two Medicine Cut Bank Sand Unit in Pondera and Glacier Counties, Montana; (ii) loan Acquisition an additional $1,000,000; and (iii) consolidate the remaining post-conversion outstanding principal balance under the 2009 Note and the Additional Loan Amount into one new promissory note in the principal amount of $7,000,000. The 2011 Note bears interest at the rate of 6% per annum, is due and payable on Sept. 30, 2012, and, as was the case with the 2009 Note, is secured by a pledge of all of Acquisition's interest in its wholly owned subsidiary, Provident Energy Associates of Montana, LLC. Interest on the 2011 Note is payable 10 days after maturity in shares of the Company's common stock. The number of shares of the Company's common stock payable as interest on the promissory note will be determined by dividing $420,000 by the average stock price for the Company's common stock over the 15 business day period immediately preceding the date on which the 2011 Note matures. Acquisition's obligations under the 2011 Note are guaranteed by the Company pursuant to a Guaranty Agreement dated as of Oct. 1, 2011. About Arkanova Energy The Woodlands, Tex.-based Arkanova Energy Corporation is currently participating in oil and gas exploration activities in Arkansas, Colorado and Montana. All of Arkanova's oil and gas properties are located in the United States. The Company's balance sheet at June 30, 2011, showed $2.49 million in total assets, $13.59 million in total liabilities, and a $11.10 million total stockholders' deficit. As reported in the Troubled Company Reporter on Jan. 17, 2011, MaloneBailey, LLP, in Houston, expressed substantial doubt about Arkanova Energy'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 the Company has incurred losses since inception. ASSURANT INC: S&P Assigns 'BB+' Preferred Stock Rating to Shelf --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'BBB' senior debt, 'BBB-' subordinated debt, and 'BB+' preferred stock ratings to Assurant Inc.'s (NYSE:AIZ) universal shelf filed with the SEC. This shelf replaces the expiring shelf from Nov. 6, 2008 and has an undesignated notional amount. The 'BBB/A-2' counterparty credit rating on Assurant Inc. reflects the group's leading niche positions in several specialty insurance businesses and its strong and diverse earnings sources through multiple operating entities, large distribution partners, and fee- based businesses. Strong capital adequacy and strong financial flexibility with strong leverage and coverage metrics also support the rating. Assurant Health's continued weak operating performance, the lingering negative effects of the continued slow economic recovery on premium volumes and profit margins, and high exposure to litigation and insurance regulation risks offset the strengths. "Our 'BBB' counterparty credit rating on Assurant Inc. is two notches below the 'A-' financial strength ratings on Assurant Inc.'s core and strategically important subsidiaries. This is less than the standard three-notch difference to reflect the diverse sources of holding-company income, with operating-company dividends coming from multiple legal entities domiciled in different states. The notching also reflects Assurant's earnings from varied insurance business segments that appear to have limited covariance in exposure to various economic influences and business cycles. However, we believe the contributions from international operations are not yet meaningful," S&P related. "We consider Assurant's financial flexibility strong with modest financial leverage and strong coverage metrics. As of Sept. 30, 2011, GAAP financial leverage was about 18% and fixed-charge coverage (adjusted for operating leases and intangible assets) remained strong at 8.9x despite significant catastrophe losses. The universal shelf program is intended for general corporate purposes," S&P related. Ratings List Assurant Inc. Counterparty Credit Rating Local Currency BBB/Positive/A-2 Preliminary Ratings Assigned Assurant Inc. Preliminary Senior Debt BBB Preliminary Subordinated Debt BBB- Preliminary Preferred Stock BB+ AVANTAIR INC: Eight Directors Elected at Annual Meeting ------------------------------------------------------- Avantar, Inc., held its annual meeting of shareholders on Nov. 3, 2011. At the meeting, eight individuals were elected to serve on the Board until the next meeting and until a successor has been elected and qualified, or until his or her earlier death, resignation or removal, namely: (1) A. Clinton Allen; (2) Stephanie Cuskley; (3) Richard B. DeWolfe; (4) Arthur H. Goldberg; (5) Barry J. Gordon; (6) Robert Lepofsky; (7) Steven Santo; and (8) Lorne Weil. The proposal by management to ratify the appointment of J.H. Cohn LLP as the Company's independent registered public accounting firm for fiscal year ending June 30, 2012, was approved. At the previous annual meeting on Jan. 19, 2011, the stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation to authorize the Board of Directors, at its discretion to, until the next Annual Meeting, (a) effect a reverse stock split of the Company's common stock at a reverse split ratio of between 1-for-2 and 1-for-5, which ratio will be selected at the discretion of the Board of Directors, and (b) decrease the number of authorized shares of the Company's common stock on a basis proportional to the reverse split ratio approved by the Board of Directors. To date, the Board of Directors has not effected such a reverse stock split. Therefore, the Board of Directors proposed that the Company's stockholders again approve the reverse stock split within the same parameters previously approved by the Company's stockholders, except that the Board of Director's authorization to undertake such a reverse stock split will be extended to the Company's next Annual Meeting. This proposal to reapprove an amendment to the Company's Amended and Restated Certificate of Incorporation was approved. About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. The Company also reported a net loss of $10.77 million on $33.32 million of revenue for the year ended June 30, 2011, compared with a net loss of $3.96 million on $43.75 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $110.93 million in total assets, $140.24 million in total liabilities, $14.70 million in Series A convertible preferred stock, and a $44.01 million stockholders' deficit. BAKERS FOOTWEAR: Reports $40.2 Million Net Sales in 3rd Quarter --------------------------------------------------------------- Bakers Footwear Group, Inc., reported net sales for the third quarter and first nine months of fiscal 2011 ended Oct. 29, 2011. For the third quarter, the thirteen weeks ended Oct. 29, 2011, net sales were $40.2 million, decreasing 0.9% from $40.6 million for the thirteen weeks ended Oct. 30, 2010. Comparable store sales for the third quarter of fiscal 2011 increased 1.0%, compared to a comparable store sales increase of 5.9% for the third quarter of fiscal 2010. For the first nine months of fiscal 2011 ended Oct. 29, 2011, net sales were $131.5 million, increasing 3.2% from $127.4 million in the first nine months ended Oct. 30, 2010. Comparable store sales for the first nine months of fiscal 2011 increased 5.1%, compared to an increase of 1.3% in the first nine months of fiscal 2010. Peter Edison, Chairman and Chief Executive Officer of Bakers Footwear Group commented, "Our third quarter comparable store sales increased 1% with strong early fall selling in September mitigated by unseasonably warm weather in October. We remain confident that we have identified the right fashion across our footwear categories and believe our inventory is well positioned as we enter the holiday season." About Bakers Footwear St. Louis, Mo.-based Bakers Footwear Group, Inc. (OTC BB: BKRS.OB) is a national, mall-based, specialty retailer of distinctive footwear and accessories for young women. The Company's merchandise includes private label and national brand dress, casual and sport shoes, boots, sandals and accessories. The Company currently operates 231 stores nationwide. Bakers' stores focus on women between the ages of 16 and 35. Wild Pair stores offer fashion-forward footwear to both women and men between the ages of 17 and 29. The Company reported a net loss of $9.29 million on $185.62 million of net sales for the fiscal year ended Jan. 29, 2011, compared with a net loss of $9.08 million on $185.36 million of net sales for the year ended Jan. 30, 2010. The Company's balance sheet at July 30, 2011, showed $45.18 million in total assets, $55.09 million in total liabilities and a $9.90 million total shareholders' deficit. As reported by the TCR on May 6, 2011, Ernst & Young LLP, in St. Louis, Mo., expressed substantial doubt about Bakers Footwear's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses from operations in recent years and has a significant working capital deficiency. Bankruptcy Warning The Company noted in the Form 10-K that its ability to maintain and ultimately improve its liquidity position is highly dependent on sustaining the positive sales trends that began in June 2008 and have continued through April 2011. Comparable store sales for the last three quarters of fiscal year 2008 increased 4.7% and its comparable store sales for fiscal years 2009 and 2010 increased 1.3% and 1.7%, respectively. Through the first 12 weeks of fiscal year 2011 comparable stores sales increased 10.1%. The Company noted that net losses in recent years have negatively impacted its liquidity and financial position. As of Jan. 29, 2011, it had negative working capital of $8.7 million, unused borrowing capacity under our revolving credit facility of $3.1 million, and a shareholders' deficit of $6.0 million. The Company stated, "If positive sales trends do not continue, or if we were to incur significant unplanned cash outlays, it would become necessary for us to obtain additional sources of liquidity, or take additional cost cutting measures. Any future financing would be subject to our financial results, market conditions and the consent of our lenders. We may not be able to obtain additional financing or we may only be able to obtain such financing on terms that are substantially dilutive to our current shareholders and that may further restrict our business activities. If we cannot obtain needed financing, our operations may be materially negatively impacted and we may be forced into bankruptcy or to cease operations and you could lose your investment in the Company." BANKUNITED FINANCIAL: Committee Files Amended Disclosure Statement ------------------------------------------------------------------ BankruptcyData.com reports that BankUnited Financial's official committee of unsecured creditors filed with the U.S. Bankruptcy Court a First Amended Disclosure Statement related to the Second Amended Joint Plan of Liquidation (dated June 15, 2011) for the Company. The Plan provides for the monetization and distribution of the assets of the Debtors for the benefit of Holders of Allowed Claims. These assets will be distributed to Holders of Allowed Claims on or after the Effective Date of the Plan. In order to effectuate the Distributions, the Plan provides that all of the assets of the Debtors' Estates (including Causes of Action not expressly released under the Plan) shall vest in Liquidating BankUnited. Liquidating BankUnited shall continue in operation in order to monetize the remaining assets, continue remaining litigation with the Federal Deposit Insurance Corporation, in its capacity as receiver for the Bank, and potentially pursue litigation against other parties, and make distributions under the Plan. A Plan Administrator will be appointed on the Effective Date of the Plan and will be responsible for implementing the Plan, subject to the oversight of the Plan Committee. As reported by the Troubled Company Reporter on Oct. 25, 2011, Bill Rochelle, the bankruptcy columnist for Bloomberg News, said although the creditors' committee landed a partial settlement with the Federal Deposit Insurance Corp. sufficient to file a reorganization plan and disclosure statement, what it lacks is equity financing to confirm and implement the plan. Bloomberg reported that BankUnited said talks on an equity infusion ended with one potential investor described as a "Fortune 500 company." Talks continue with what BankUnited described as a "multinational financial institution." BankUnited said that the potential investor to drop out did so for "internal reasons." Currently, there is a hearing on the Nov. 21 calendar for approval of the disclosure statement. About BankUnited Financial BankUnited Financial Corp. (OTC Ticker Symbol: BKUNQ) -- http://www.bankunited.com/-- was the holding company for BankUnited FSB, the largest banking institution headquartered in Coral Gables, Florida. On May 21, 2009, BankUnited FSB was closed by regulators and the Federal Deposit Insurance Corporation facilitated a sale of the bank to a management team headed by John Kanas, a veteran of the banking industry and former head of North Fork Bank, and a group of investors led by W.L. Ross & Co. BankUnited, FSB, had assets of $12.8 billion and deposits of $8.6 billion as of May 2, 2009. The Company and its affiliates filed for Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 09-19940) on May 22, 2009. Stephen P. Drobny, Esq., and Peter Levitt, Esq., at Shutts & Bowen LLP; Mark D. Bloom, Esq., and Scott M. Grossman, Esq., at Greenberg Traurig, LLP; and Michael C. Sontag, at Camner, Lipsitz, P.A., represent the Debtors as counsel. Corali Lopez-Castro, Esq., David Samole, Esq., at Kozyak Tropin & Throckmorton, P.A.; and Todd C. Meyers, Esq., at Kilpatrick Stockton LLP, serve as counsel to the official committee of unsecured creditors. In its bankruptcy petition, BankUnited Financial Corp. disclosed $37,729,520 in assets against $559,740,185 in debts. Aside from those assets, BankUnited said that a "valuable" asset is its $3.6 billion net operating loss carryforward. Wilmington Trust Co., U.S. Bank, N.A., and the Bank of New York were listed among the company's largest unsecured creditors in their roles as trustees for security issues. BankUnited estimated the Bank of New York claim tied to convertible securities at $184 million. U.S. Bank and Wilmington Trust are owed $120 million and $118.171 million on account of senior notes. BEAR MOUNTAIN: Wants to Obtain North Cascade Loan to Cure Defaults ------------------------------------------------------------------ Bear Mountain Ranch Holdings, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Washington for authorization to obtain secured credit from North Cascade National Bank that would be disbursed to cure defaults under a certain promissory note. The promissory note was executed by Scofield Corporation in favor of GBI Holdings, LLC, as payee, and secured by a deed of trust against certain real property owned by Scofield Corporation, and commonly known as the Boathouse Parcel. The Debtor relates that the promissory note is in default, and a non-judicial deed of trust foreclosure is pending, with a Trustee's sale that was set for Nov. 4, 2011, and is continued to Nov. 18, 2011. The amount necessary to cure the defaults as of Nov. 7, 2011 is estimated to be $58,920. The Debtor explains that the Boathouse Parcel serves as the access point for a water distribution system that is the sole source of irrigation water to the orchard operations of BMRH, well as the sole source of irrigation water to the golf course that is owned and operated by Bear Mountain Ranch Golf Course, LLC, and the residence and adjoining property owned and occupied by Jerry Scofield and Mary Pat Scofield. Overall, the Water System provides 75 million gallons of irrigation water per year to these users. The Boathouse Parcel and the Water System provide an indispensable source of water to BMRH that would be lost at the Trustee's Sale. The Debtor relates that the loan will be secured by these collateral: 1) a first position Deed of Trust on approximately three and one-half acres of real property owned by BMRH commonly known as the Vineyard Parcel; and 2) a first position Deed of Trust on approximately three acres of real property owned by Bear Mountain Ranch, Inc. The cure loan would mature on the earlier to occur of: (1) the closing of the sale of the Golf Course; (2) the sale of the Boathouse Parcel or the NCNB Orchard Property; or (3) 60 days from the disbursement of the cure loan. The Debtor adds that the interest of NCNB is adequately protected for the advance of the cure loan by the collateral. The cure loan would be repayable with interest at 4.5% per annum. Further, the funding of the cure loan would be contingent on the recording of an easement, satisfactory to NCNB and BMRH, relating to the continued use of the Boathouse Property as the access point to the Water System, and for continued access to the Boathouse Property for repair and maintenance of pumps, equipment, distribution lines, and related matters. About Bear Mountain Ranch Holdings Chelan, Washington-based Bear Mountain Ranch Holdings, LLC, fka Bear Mountain, LLC, and dba Bear Mountain Orchards, filed for Chapter 11 bankruptcy (Bankr. E.D. Wash. Case No. 11-04354) on Sept. 1, 2011, before Judge Patricia C. Williams. Barry W. Davidson, Esq. -- cnickerl@dbm-law.net -- at Davidson Backman Medeiros PLLC, serves as the Debtor's counsel. The Debtor disclosed $13,005,047 in assets and $4,439,811 in liabilities as of the Chapter 11 filing. Robert D. Miller Jr., U.S. Trustee informed the Court that he is not appointing an official committee of unsecured creditors in the Debtor's bankruptcy case due to the lack of entities eligible to serve on the unsecured creditors' committee. BERNARD L. MADOFF: SEC to Redo Vote on Formula to Compute Claims ---------------------------------------------------------------- Andrew Ackerman, writing for The Wall Street Journal, reports that the Securities and Exchange Commission plans to redo its 2009 vote on the formula it believes the trustee handling the Bernard L. Madoff case should use to determine compensation for victims. The commission voted to back a method supported by former SEC attorney David Becker that would calculate victims' claims based on the money they invested minus their withdrawals, and to adjust for inflation. The Journal says SEC Inspector General David Kotz recommended a revote to ensure that there is no "possible bias or taint." Mr. Becker and his two brothers were heirs to their mother's 2004 estate, which included about $2 million that had been invested with the Madoff firm. In the fall of 2009, Mr. Becker advised the commission on how Mr. Madoff's victims should be compensated, favoring a "constant-dollar approach" that would essentially take into account inflation when calculating victims' claims. Though the commission voted in favor of that method, it hasn't yet been implemented. SEC Chairman Mary Schapiro has said the SEC would act on Mr. Kotz's recommendation that the SEC redo a vote on victims' compensation methods. In his defense, Mr. Becker has said he informed Ms. Schapiro and other top agency officials about his tie to the Madoff case. He also received clearance from the SEC's former ethics counsel to work on Madoff matters. Federal prosecutors last week informed a lawyer for Mr. Becker -- William Baker, a partner at Latham & Watkins LLP -- that they don't intend to open an investigation into whether he violated conflict-of-interest laws. 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. BERNARD L. MADOFF: Trustee Fends Off Rehearing on Claim Appeal -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee liquidating Bernard L. Madoff Investment Securities LLC moved one step closer to making another distribution to customers when the U.S. Court of Appeals in Manhattan denied a motion for rehearing on the ruling from August upholding the trustee's method for calculating customers' claims. Mr. Rochelle recounts that three customers who lost in August filed a request in early September that the case be reargued before all active judges on the circuit court, not just the three judges who ruled originally on the appeal. The three judges agreed with the bankruptcy court and ruled that customers' account statements must be ignored when calculating claims. Mr. Rochelle discloses that since the Madoff firm was a fraud and no securities were ever purchased with customers' investments, the three-judge panel said that a customer's claim, if any, must represent the difference between the amount of cash investments over the years, less the total taken out. The report notes that the request for rehearing by all judges on the Second Circuit has been preventing the trustee from distributing some of the more than $8 billion cash he is holding. In making the one distribution of $312 million in October, the trustee was required to assume he would lose in the Second Circuit. The customers' appeal is In re Bernard L. Madoff Investment Securities, 10-2378, U.S. Court of Appeals for the Second Circuit (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. BERNARD L. MADOFF: Trustee Now Seeking $226MM From Family Members ----------------------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that the trustee liquidating Bernard L. Madoff's investment firm upped the stakes of his New York bankruptcy court clawback suit against the convicted con man's family on Monday, increasing the damages sought to $226.4 million. According to Law360, trustee Irving Picard originally filed the suit in October 2009, seeking then to avoid and recover more than $198 million in allegedly improper transfers made to Mr. Madoff's sons Mark and Andrew, his brother Peter, and Peter's daughter Shana. As reported in the Troubled Company Reporter on Oct. 26, 2011, Andrew Madoff, a son of the jailed fraudster, is appealing a ruling by the bankruptcy judge on Sept. 22 refusing to dismiss the $198 million lawsuit against Madoff family members. Andrew contended the opinion by U.S. Bankruptcy Judge Burton R. Lifland expanded liability for officers of brokerage firms. 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. BERNARD L. MADOFF: Investors File $19BB Class Suit v. JPMorgan -------------------------------------------------------------- Two former Madoff investors filed a proposed class action against JPMorgan Chase & Co. seeking to recover $19 billion from the bank for allegedly enabling Bernard L. Madoff's ponzi scheme. Reuters said the investors claim JPMorgan -- Mr. Madoff's bank for 20 years -- was complicit in hiding the ponzi scheme because it ignored evidence showing that money was moving between Mr. Madoff and his investors and not to his purported investment schemes. 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. BIG DRIVE CATTLE: Farm Credit Services Suit Goes to Bankr. Court ---------------------------------------------------------------- District Judge Laurie Smith Camp referred to the U.S. Bankruptcy Court in Nebraska the lawsuit, FARM CREDIT SERVICES OF AMERICA, PCA, a federally chartered instrumentality of the United States, and FARM CREDIT SERVICES OF AMERICA, FLCA, a federally chartered instrumentality of the United States, v. BRAD HAUN, MICHELLE HAUN, CECIL D. HAUN, CAROLE L. HAUN, JOSEPH H. PAGE, FRANCES K. PAGE, CAROL KNISELY, and SHIRLEY KNISELY, each individuals, Case No. 8:11CV320 (D. Neb.). Plaintiffs are seeking to recover from all of the Defendants by virtue of them "each individually or through revocable trusts . . . control[ling] the owners and members of Big Drive Cattle, LLC." In her Nov. 7, 2011 Order, available at http://is.gd/0rLtzefrom Leagle.com, Judge Camp confirmed through the PACER Service Center that Big Drive Cattle LLC filed Chapter 11 bankruptcy (Bankr. D. Neb. Case No. 11-42415) on Sept. 9, 2011. Based in Cedar Rapids, Nebraska, Big Drive Cattle L.L.C. is represented in the bankruptcy case by Patrick Raymond Turner, Esq. -- patrick.turner@huschblackwell.com -- at Husch Blackwell Sanders LLP. It estimated $1 million to $10 million in both assets and debts. The petition was signed by Cecil Don Haun, managing member. BION ENVIRONMENTAL: Closes Series B and C Conversion Offer ---------------------------------------------------------- Bion Environmental Technologies, Inc., announced that on Oct. 31, 2011, it held the final closing of the conversion offering for its Series B and Series C Convertible Preferred shares. Holders of the Company's Series C Convertible Preferred Stock converted 31,850 shares (plus accrued dividends of $79,625), in aggregate, into 1,088,238 restricted common shares of the Company's common stock at a conversion price of $3.00 a share. Holders of the Company's Series B Convertible Preferred Stock converted 27,220 shares (plus accrued dividends of $68,050), in aggregate, into 1,395,031 restricted common shares of the Company's common stock at a conversion price of $2.00 a share and received 139,530 warrants to purchase the Company's common shares at $3.10 through Dec. 31, 2014. In connection with these conversions the Company paid commissions totaling $22,355 and issued 238,982 warrants to FINRA broker dealers who assisted in the conversions. As of Nov. 3, 2011, 450 shares of the Company's Series B Convertible Preferred Stock remain outstanding (held by two shareholders) and 300 shares of the Company's Series C Convertible Preferred Stock remain outstanding (held by one shareholder). Note: final Series B & C totals account for one Series B investor that converted 500 (Series B) shares prior to the conversion offering. Craig Scott, Bion's Vice President-Capital Markets, stated, "We are very pleased to have received over 98% participation in the Series B & C conversion offerings. This is a critical step in our efforts to uplist Bion to a national exchange." About Bion Environmental Crestone, Colo.-based Bion Environmental Technologies, Inc. (OTC BB: BNET) -- http://biontech.com/-- has provided environmental treatment solutions to the agriculture and livestock industry since 1990. Bion's patented next-generation technology provides a unique comprehensive treatment of livestock waste that achieves substantial reductions in nitrogen and phosphorus, ammonia, greenhouse and other gases, as well as pathogens, hormones, herbicides and pesticides. The Company reported a net loss of $6.99 million on $0 of revenue for the year ended June 30, 2011, compared with a net loss of $2.97 million on $0 of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $9.02 million in total assets, $8.94 million in total liabilities, $2.52 million in Series B Redeemable Convertible Preferred stock, and a $2.44 million total deficit. GHP Horwath, PC, in Denver, Colorado, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has not generated revenue and has suffered recurring losses from operations. BIOZONE PHARMACEUTICALS: Defaults on $2.25-Mil. Promissory Notes ---------------------------------------------------------------- BioZone Pharmaceuticals, Inc., as of Oct. 29, 2011, is in default with respect to eleven senior secured convertible promissory notes issued to various accredited investors with an aggregate principal amount of $2,250,000 due to the fact that the Company has not paid the amount due on maturity. Pursuant to the Extension Agreement, which is dated as of Oct. 19, 2011, but was executed on Oct. 28, 2011, the maturity date of the Notes was extended from Sept. 28, 2011 to Oct. 29, 2011. The Company is required to repay the Notes plus accrued and unpaid interest on the New Maturity Date. Each outstanding Note will continue to bear interest at the rate of 10% per year until paid in full or converted as provided in the Notes. As consideration for the agreement by the Investors to enter into the Extension Agreement, the Company (i) issued to the Investors an aggregate of 112,500 shares of its common stock, par value $0.001 per share, equal to that number of shares of common stock determined by (x) multiplying the principal amount of each Investor's Note by 5% (y) divided by $1.00, rounded up to the next whole share and (ii) paid to the Investors an aggregate of $135,000, or 1% of the aggregate principal amount of the outstanding Notes, pro rata to each Investor based on each Investor's respective investment in the Notes, as additional interest for the period beginning on Feb. 28, 2011, and ending on March 28, 2011. The 112,500 shares were issued pursuant to the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended, and Rule 506 promulgated by the SEC thereunder. The Company agreed to provide piggyback registration rights with respect to the 112,500 shares on the same terms and conditions provided for the registrable securities in the Registration Rights Agreement. The Company has agreed that if it fails to repay the Notes on or before the New Maturity Date, then the Company will, in addition to the interest due under the Notes pursuant to the Purchase Agreement, pay an additional 2% (annualized) for each 30 day period all or any portion of the principal, delay penalties or accrued interest remain unpaid, subject to a maximum aggregate interest rate of 20% (the sum of the 10% interest rate plus 2% for each 30 day delay period), with such 2% being calculated on the full principal amount regardless of whether any portion thereof has been repaid by the Company and such full amount accruing as of the day following the New Maturity Date and then upon each 30 day anniversary of the New Maturity Date. Upon the consummation by the Company of a private placement of common stock with gross proceeds to the Company of at least $8,000,000, the Company agreed that each Investor will elect, at its sole option, either to (i) convert all of the principal amount then outstanding, plus all accrued and unpaid interest thereon, into the PIPE Securities at a price per share or unit, as the case may be, equal to 80% of the price per share or unit sold in the PIPE Offering or (ii) require the Company to repay the principal amount then outstanding plus all accrued and unpaid interest on such Investor's Note in cash. The Company will have the right to prepay the Notes prior to the New Maturity Date, except in connection with a PIPE Offering, in which case each Investor will have the option to convert or redeem the principal amount. Until the one year anniversary of the PIPE Offering, the Investors will retain the right to purchase up to 100% of all debt or equity financings offered by the Company or any of its subsidiaries. Subject to the terms and conditions of the Extension Agreement, the Investors waived all prior and currently existing Events of Default with respect to the Notes. In addition, the Investors waived their right to participate in (i) the $500,000 unsecured debt financing consummated by the Company on Sept. 22, 2011, and (ii) a proposed sale by the Company of up to 500,000 shares of common stock at a purchase price of $1.00 per share. A full-text copy of the Form 8-K is available for free at: http://is.gd/EUg17R About Biozone Biozone Pharmaceuticals, Inc. (formerly, International Surf resorts, Inc.) was incorporated under the laws of the State of Nevada on Dec. 4, 2006, to operate as an internet-based provider of international surf resorts, camps and guided surf tours. The Company proposed to engage in the business of vacation real estate and rentals related to its surf business and it owns the website isurfresorts.com. During late February 2011, the Company began to explore alternatives to its original business plan. On Feb. 22, 2011, the prior officers and directors resigned from their positions and the Company appointed a new President, Director, principal accounting officer and treasurer and began to pursue opportunities in medical and pharmaceutical technologies and products. On March 1, 2011, the Company changed its name to Biozone Pharmaceuticals, Inc. Since March 2011, the Company has been engaged primarily in seeking opportunities related to its intention to engage in medical and pharmaceutical businesses. On May 16, 2011, the Company acquired substantially all of the assets and assumed all of the liabilities of Aero Pharmaceuticals, Inc., pursuant to an Asset Purchase Agreement dated as of that date. Aero manufactures markets and distributes a line of dermatological products under the trade name of Baker Cummins Dermatologicals. On June 30, 2011, the Company acquired the Biozone Labs Group which operates as a developer, manufacturer, and marketer of over- the-counter drugs and preparations, cosmetics, and nutritional supplements on behalf of health care product marketing companies and national retailers. The Company's balance sheet at June 30, 2011, showed $11.1 million in total assets, $10.7 million in total liabilities, and stockholders' equity of $366,000. BORDERS GROUP: George Harrison Guitar Sold at Auction ----------------------------------------------------- Melanie Cohen, writing for Dow Jones' Daily Bankruptcy Review, reports that liquidators of Borders Group Inc. sold a guitar donated by former Beatles guitarist George Harrison. According to DBR, news Web site AnnArbor.com said Jim Shaw, a consultant who?s working on liquidating the rest of Borders' corporate property, wouldn?t say how much the guitar sold for. According to a cached eBay listing from October, bidding for the guitar (which was manufactured in Mexico in 2000 to 2001) started at $500. DBR relates the eBay listing noted that Mr. Harrison donated the a signed Fender Stratocaster shortly before he died. According to former Borders employees, Mr. Harrison gave Borders the guitar as a thank you for supporting one of his reissued albums. As reported by the Troubled Company Reporter on Nov. 4, 2011, Borders has filed a revised liquidating Chapter 11 plan in anticipation of a Nov. 10 hearing for approval of an explanatory disclosure statement. Unsecured creditors with $812 million to $850 million in claims are projected to recover from 4% to 10%. About Borders Group Borders Group operated book, music and movie superstores and mall based bookstores under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders-branded airport stores in the United States. At Jan. 29, 2011, the Company operated 639 stores in the United States and 3 in Puerto Rico. The Company also operated a proprietary e-commerce Web site -- http://www.Borders.com/-- launched in May 2008, which included both in-store and online e-commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and roughly 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner, Esq., Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. Lowenstein Sandler represents the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders is completing going-out-of-business sales that began at all of its remaining locations in July. The creditors? committee said before the liquidation began that Borders expected to generate $252 million to $284 million in cash from the sales. Borders is selling store leases separately. Borders selected proposals by Hilco and Gordon Brothers to conduct going out of business sales for all stores after no going concern offers of higher value were submitted by the deadline. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000 BRIGHAM EXPLORATION: Faces Complaint Over Fargo Purchase Offer -------------------------------------------------------------- A fifth putative class action was filed in District Court in Travis County, Texas, purportedly on behalf of a class of stockholders of Brigham: Schwimmer v. Brigham Exploration Company et al., Case No. D-1-GN-11-003317. The Schwimmer Complaint names as defendants Brigham, certain of its officers and directors, Statoil ASA and Fargo Acquisition Inc. The Schwimmer Complaint seeks certification of a class of Brigham stockholders and generally alleges breach of fiduciary duties by Brigham's officers and directors. Specifically, it challenges (1) the valuation of Brigham as a company, (2) certain terms of the Merger Agreement (including the No Solicitation provision, the Termination Fee, the timing of the Tender Offer and others), and (3) the process by which Statoil's offer was evaluated and approved, including the alleged failure to adequately conduct an appropriate sale process. The Schwimmer Complaint also alleges that Statoil or Purchaser aided and abetted the purported breaches of fiduciary duties by Brigham's directors. The Schwimmer Complaint seeks, among other relief, an injunction prohibiting the transactions contemplated by the Merger Agreement, the imposition of a constructive trust in favor of the plaintiffs and the members of the proposed class action upon any benefits improperly received by defendants as a result of their alleged wrongful conduct and costs and disbursements of the action, including reasonable attorneys' fees and experts' fees. Statoil and Purchaser believe the Schwimmer Complaint is without merit and intend to defend themselves vigorously. On Oct. 31, 2011, the plaintiffs in the The Edward J. Goodman Life Income Trust v. Brigham Exploration Co. et.al., Cause No. 6969 in the Delaware Court of Chancery, filed an Amended Verified Class Action Complaint. The Amended Goodman Complaint continues to challenge the valuation of Brigham, the negotiation process, and the terms if the Merger Agreement. It also alleges that the Solicitation/Recommendation Statement on Schedule 14D-9 does not provide a full and fair account of the negotiation process or the work undertaken by Jefferies in issuing its fairness opinion. The Amended Goodman Complaint still asserts claims for breach of fiduciary duty against the Brigham directors and a claim for aiding and abetting the breaches against Statoil and Purchaser. Based on a proposed order being submitted to the court, the Amended Goodman Complaint would be designated as the operative complaint in the Delaware actions. Statoil and Purchaser continue to believe this action is without merit and intend to defend themselves vigorously. About Brigham Exploration Austin, Texas-based Brigham Exploration Company (NASDAQ: BEXP) -- http://www.bexp3d.com/-- is an independent exploration, development and production company that utilizes advanced exploration, drilling and completion technologies to systematically explore for, develop and produce domestic onshore oil and natural gas reserves. In late 2007, the majority of the Company's drilling capital expenditures shifted from its historically active areas in the Onshore Gulf Coast, the Anadarko Basin and West Texas to the Williston Basin in North Dakota and Montana, where the Company is currently targeting the Bakken, Three Forks and Red River objectives. The Company reported net income of $42.89 million on $169.72 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $122.99 million on $70.34 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.60 billion in total assets, $931.54 million in total liabilities and $668.94 million in total stockholders' equity. * * * As reported by the TCR on Feb. 18, 2011, Moody's Investors Service upgraded Brigham Exploration Company's Corporate Family Rating to B3 from Caa1 and the Probability of Default Rating to B3 from Caa1. "The primary driver for the upgrade is Brigham's strong reserve and production growth and significant financial flexibility," said Francis J. Messina, Moody's Vice President. "The B3 Corporate Family Rating is prospective and it incorporates Moody's expectation that the company will significantly increase proved developed reserves and production rates over the next two years." CASCADE BANCORP: Delap LLP Declines to Stand for Reappointment -------------------------------------------------------------- Cascade Bancorp's Audit and Enterprise Risk Management Committee asked for proposals from various independent registered public accounting firms to serve as the Company's independent auditing firm for fiscal 2012. Responses to the RFP were due on Oct. 31, 2011. On October 31, Delap LLP advised Company's that it would not submit a response to the RFP, thereby declining to stand for reappointment as the Company's independent auditing firm following completion of the audit of the 2011 financial statements. Delap did provide the Company with a proposal to provide certain non- audit services in the future. The Company also received responses to the RFP from five independent registered public accounting firms. The Company's Audit and Enterprise Risk Management Committee is reviewing the responses to the RFP and intends to appoint a successor in the near future. During the two preceding fiscal years and the interim period from Jan. 1, 2011, through Oct. 31, 2011, there were no disagreements on any matters of accounting principles or practices, financial statement disclosures or auditing scope or procedures between Delap LLP and Registrant which, if not resolved to the satisfaction of Delap LLP, would have caused Delap LLP to make reference to the subject matter of the disagreement in its reports. The opinion of Delap LLP on the Company's consolidated financial statements as of and for the year ended Dec. 31, 2010, did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles. The opinion of Delap LLP on the Company's consolidated financial statements as of and for the year ended Dec. 31, 2009, contained a separate paragraph regarding a going concern uncertainty. The opinion of Delap LLP on the Company's internal control over financial reporting as of Dec. 31, 2010, stated that the Registrant had not maintained effective internal control over financial reporting as of Dec. 31, 2010, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The material weakness identified by the Company and Delap LLP as of Dec. 31, 2010, was discussed by Delap LLP with the Company's Audit and Enterprise Risk Management Committee. The opinion of Delap LLP on the Company's internal control over financial reporting as of Dec. 31, 2009, stated that the Company had maintained effective internal control over financial reporting as of Dec. 31, 2009, based on the COSO criteria. About Cascade Bancorp Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its wholly-owned subsidiary, Bank of the Cascades, offers full-service community banking through 32 branches in Central Oregon, Southern Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho. Cascade Bancorp has no significant assets or operations other than the Bank. Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank of The Cascades. The rating company says that the institution currently demonstrates what it considers to be significant weaknesses and has also failed some of the basic tests it uses to identify fiscal stability. "Even in a favorable economic environment," Weiss says, "it is our opinion that depositors or creditors could incur significant risks." As of March 31, 2010, the bank's balance sheet showed $2.088 billion in assets. The Company reported a net loss of $13.65 million on $84.98 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $114.83 million on $106.81 million of total interest and dividend income during the prior year. The Company's balance sheet at June 30, 2011, showed $1.56 billion in total assets, $1.35 billion in total liabilities, and $212.61 million of stockholders' equity. CATASYS INC: David Smith Discloses 41.9% Equity Stake ----------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, David E. Smith disclosed that he beneficially owns 11,852,417 shares of common stock of Catasys, Inc., representing 41.9% of the shares outstanding. The percentage is based on 21,704,217 shares of Common Stock of the Company issued and outstanding as of Oct. 5, 2011, as reported in the Company's S-1/A, as filed with the SEC on Oct. 11, 2011. As previously reported, Mr. Smith disclosed beneficial ownership of 11,083,186 shares of common stock of Catasys, Inc., or 40.3%. A full-text copy of the amended Schedule 13D is available for free at http://is.gd/r6p9g8 About Hythiam, Inc. Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. The Company reported a net loss of $19.99 million on $448,000 of total revenues for the twelve months ended Dec. 31, 2010, compared with a net loss of $9.15 million on $1.53 million of total revenues during the prior year. The Company's balance sheet at June 30, 2011, showed $3.48 million in total assets, $4.13 million in total liabilities, and a $652,000 total stockholders' deficit. Rose, Snyder & Jacobs, in Encino, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses and negative cash flows from operations during the year ended Dec. 31, 2010. CDC CORP: Taps Finley Colmer as Chief Restructuring Officer ----------------------------------------------------------- CDC Corp. asks the U.S. Bankruptcy Court for the Northern District of Georgia for authority to employ Finley Colmer and Company and its designated consultant, Marcus A. Watson as chief restructuring officer. On Oct. 24, 2011, the Debtor entered into an agreement with Finley Colmer whereby Finley Colmer agreed to provide to Debtor consulting and advisory services and assist Debtor in its Chapter 11 bankruptcy case. The Agreement provides that Mr. Watson, as Chief Restructuring Officer, will oversee the operation and management of Debtor's bankruptcy case. Finley Colmer did not receive a retainer for any post-petition work. During the pendency of the bankruptcy case, Finley Colmer, and Mr. Watson in particular, will provide managerial services and oversight as outlined in the Agreement, thereby assisting the Debtor's efforts at maximizing value for the benefit of the Debtor's estate. The Debtor proposed to pay Finley Colmer $11,000 per week for the services. With the exception of out-of-pocket travel related costs, Finley Colmer does not charge for copying, long distance telephone, and other overhead related fees. Finley Colmer does not charge for travel time. Neither Finley Colmer nor Mr. Watson (a) has any present connection with Debtors, Debtors' creditors, or other parties-in- interest or (b) holds or represents any interest adverse to the estate. Finley Colmer and Mr. Watson thus are disinterested within the meaning of 11 U.S.C. Sec 101(14) of the Bankruptcy Code. About CDC Corp Based in Atlanta, CDC Corp. (Nasdaq: CHINA) -- http://www.cdccorporation.net/-- is the parent company of CDC Software (Nasdaq: CDCS). CDC Software is based dually in Shanghai, China, and Atlanta and produces enterprise software applications, IT consulting services, outsourced applications development and IT staffing. The company's owners include Asia Pacific Online Ltd., Xinhua News Agency and Evolution Capital Management. CDC Corporation, doing business as Chinadotcom, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011. James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA, in Atlanta, Georgia, serves as counsel. The Debtor estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. CDC CORP: Seeks to Employ Lamberth Cifelli as Counsel ----------------------------------------------------- CDC Corp. asks the U.S. Bankruptcy Court for the Northern District of Georgia for authority to employ Lamberth, Cifelli, Stokes, Ellis & Nason, P.A., as counsel. As the Debtor's counsel, Lamberth Cifelli will, among other things: (a) advise, assist, and represent the Debtor with respect to the Debtor's rights, powers, duties, and obligations in the administration of this case, and the collection, preservation, and administration of assets of the Debtor's estate; (b) advise, assist, and represent the Debtor with regard to any claims and causes of action which the estate may have against various parties including, without limitation, claims for preferences, fraudulent conveyances, improper disposal of assets, and other claims or rights to recovery granted to the estate; to institute appropriate adversary proceedings or other litigation and to represent the Debtor therein with regard to such claims and causes of action; and to advise and represent the Debtor with regard to the review and analysis of any legal issues incident to any of the foregoing; (c) advise, assist, and represent the Debtor with regard to investigation of the desirability and feasibility of the rejection or assumption and potential assignment of any executory contracts or unexpired leases, and to advise, assist, and represent the Debtor with regard to liens and encumbrances asserted against property of the estate and potential avoidance actions for the benefit of the estate, within the Debtor's rights and powers under the Bankruptcy Code, and the initiation and prosecution of appropriate proceedings in connection therewith; (d) advise, assist, and represent the Debtor in connection with all applications, motions, or complaints concerning reclamation, sequestration, relief from stays, disposition or other use of assets of the estate, and all other similar matters; and (e) advise, assist, and represent the Debtor with regard to the preparation, drafting, and negotiation of a plan of reorganization or liquidation and accompanying disclosure statement, or negotiation with other parties presenting a plan of reorganization or liquidation and accompanying disclosure statement; and/or to advise, assist, and represent the Debtor in connection with the sale or other disposition of any assets of the estate, including without limitation the investigation and analysis of the alternative methods of effecting same; employment of auctioneers, appraisers, or other persons to assist with regard thereto; negotiations with prospective purchasers and the evaluation of any offers received; the drafting of appropriate contracts, instruments of conveyance, and other documents with regard thereto; the preparation, filing, and service as required of appropriate motions, notices, and other pleadings as may be necessary to comply with the Bankruptcy Code with regard to all of the foregoing; and representation of the Debtor in connection with the consummation and closing of any such transactions. On Oct. 3, 2011, LCSEN received $76,014.00 prior to the filing to hold as a retainer as set forth in the Bankruptcy Rule 2014 Verification. The source of the funds was a loan from a trust established for the benefit of Peter Yip's spouse and his children to Chinadotcom Finance Corporation Limited which transferred the funds to LCSEN. Debtor owns 100% of CDC Strategic Corporation, which is registered in the Caymans and owns 100% of Chinadotcom Finance Corporation Limited, which is registered in Hong Kong. Mr. Yip is the Debtor's Chief Executive Officer, currently in administrative leave from that position, and is a member of the Debtor's board of directors. About CDC Corp Based in Atlanta, CDC Corp. (Nasdaq: CHINA) -- http://www.cdccorporation.net/-- is the parent company of CDC Software (Nasdaq: CDCS). CDC Software is based dually in Shanghai, China, and Atlanta and produces enterprise software applications, IT consulting services, outsourced applications development and IT staffing. The company's owners include Asia Pacific Online Ltd., Xinhua News Agency and Evolution Capital Management. CDC Corporation, doing business as Chinadotcom, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 11-79079) on Oct. 4, 2011. James C. Cifelli, Esq., at Lamberth, Cifelli, Stokes & Stout, PA, in Atlanta, Georgia, serves as counsel. The Debtor estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. CITIZENS REPUBLIC: Files Form 10-Q, Has $32.9MM Q3 Net Income ------------------------------------------------------------- Citizens Republic Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $32.94 million on $101.47 million of total interest income for the three months ended Sept. 30, 2011, compared with a net loss of $62.47 million on $118.76 million of total interest income for the same period during the prior year. The Company also reported a net loss of $11.57 million on $308.48 million of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $186.77 million on $370.42 million of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $9.60 billion in total assets, $8.59 billion in total liabilities and $1.01 billion in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/FsE7k6 About Citizens Republic Flint, Michigan-based Citizens Republic Bancorp, Inc., is a diversified banking and financial services company that is registered as a bank holding company under the Bank Holding Company Act of 1956, as amended. Citizens provides a full range of banking and financial services to individuals and businesses through its banking subsidiary, Citizens Bank. * * * As reported in the TCR on Feb. 8, 2011, Fitch Ratings downgraded the long-term and short-term Issuer Default Ratings for Citizens Republic Bancorp, Inc., and its principal banking subsidiaries to 'CCC/C' from 'B-/B', respectively. CLEARWIRE CORP: Inks Pact to Power NetZero 4G High-Speed Mobile --------------------------------------------------------------- United Online, Inc., and Clearwire announced a new, five-year wholesale agreement that will make 4G high-speed mobile broadband service available under the NetZero brand name via the Clearwire 4G mobile broadband network in 2012. "NetZero has been delivering high quality, free and value-priced Internet access since 1998, and we believe this deal with Clearwire will give us the ability for the first time to bring affordably-priced, 4G high-speed mobile broadband service with 6 mbps to 10 mbps speed to the masses," said Mark R. Goldston, Chairman, President and Chief Executive Officer of United Online. "In 1998, NetZero pioneered free dial-up access, helping millions of new Internet users get online. In 2001, we created the value- priced dial-up category offering high quality Internet access at the highly-affordable price of just $9.95 per month. In 2003, NetZero helped pioneer the accelerated dial-up market with the launch of NetZero Hi-Speed, which was the fastest dial-up service offered at that time. We believe the new NetZero 4G high-speed mobile broadband service is the natural progression for the NetZero brand, which has always stood for bringing the highest quality, most affordable Internet access to consumers in the U.S. Having revolutionized the dial-up market more than a decade ago, our goal is to bring the same level of innovation and competitive advantage to the 4G high-speed mobile broadband market beginning in early 2012." Consumers will be able to access the service by purchasing either a NetZero USB modem to connect a single device such as a PC or a Mac, or purchasing a NetZero personal hotspot that can connect up to 8 Wi-Fi enabled devices simultaneously. That means that both NetZero USB modem and NetZero hotspot customers can connect to the NetZero 4G high-speed service over the Clearwire mobile broadband network coverage area using a PC, Mac, iPad, other tablets, netbooks, and smartphones. The NetZero 4G high-speed mobile broadband service will provide a very fast, highly affordable Internet connection that can be used in the home, at the office or on the go by residential, corporate and professional customers across the U.S. within the Clearwire 4G network coverage area. "NetZero is well known for extending the availability of Internet services to new customer segments and we are pleased to help them expand their product lineup into the mobile broadband market," said Don Stroberg, Senior Vice President of Strategic Partnerships & Wholesale at Clearwire. "The Clearwire 4G mobile broadband network offers benefits to numerous businesses in a range of industries. Soon, NetZero customers will have the freedom to connect with the people, information and services that matter most while on the go anywhere within the Clearwire 4G network coverage area." NetZero 4G Experience The NetZero 4G customer experience using Clearwire's 4G high-speed mobile broadband network will be similar to Wi-Fi but without the short-range limitations that are typical of most Wi-Fi networks. Clearwire's network uses a wireless 4G technology that differs from Wi-Fi because it provides service areas measured in miles, versus Wi-Fi which is measured in feet. Clearwire's network offers average mobile download speeds of up to 6 mbps, with bursts of over 10 mbps*, that will be available across a broad range of computer, tablet, and smartphone devices to those who use the NetZero 4G high-speed mobile broadband service. Clearwire's 4G network is currently available in more than 70 cities across the U.S. including 35 of the top 40 markets covering areas where approximately 130 million people live. NetZero launched in 1998 as the first provider of free Internet access and became a well-known brand through its memorable "Defenders of the Free World" ad campaign and popular promotions like the NBA on NBC's "NetZero At The Half" show. The Communications division of United Online currently offers free and value-priced dial-up Internet access, as well as DSL broadband service, nationwide through both the NetZero and Juno brands. * Speed claims based on download speeds only. Actual performance may vary and is not guaranteed. CLEAR performance claim is based on average download user speeds achieved during tests performed on the CLEAR commercial network by CLEAR. About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. The Company reported a net loss of $2.30 billion on $556.82 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.25 billion on $274.46 million of revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $8.76 million in total assets, $5.15 million in total liabilities and $3.61 million total stockholders' equity. * * * As reported by the Troubled Company Reporter on Nov. 11, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating, and all other ratings, on Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near- term liquidity risks. The downgrade follows the Company's disclosure -- in its Form 10-Q for quarter ended Sept. 30, 2010 -- regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. CLEARWIRE CORP: Incurs $84.8 Million Net Loss in 3rd Quarter ------------------------------------------------------------ Clearwire Corporation reported a net loss attributable to Clearwire Corporation of $84.79 million on $332.17 million of revenue for the three months ended Sept. 30, 2011, compared with a net loss attributable to Clearwire Corporation of $139.42 million on $142.16 million of revenue for the same period a year ago. The Company also reported a net loss attributable to Clearwire Corporation of $480.48 million on $891.59 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss attributable to Clearwire Corporation of $359.42 million on $359.95 million of revenue for the same period during the prior year. The Company reported a net loss of $2.30 billion on $556.82 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.25 billion on $274.46 million of revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $8.76 million in total assets, $5.15 million in total liabilities and $3.61 million total stockholders' equity. "Our record third quarter results demonstrate that our efforts to optimize performance are succeeding," said Erik Prusch, president and CEO of Clearwire. "We believe the growth of our subscriber base and improvements in our cost structure resulted in significant Adjusted EBITDA improvement in the third quarter, and support the merits of our business model. Additionally, the continued growth in network usage by our subscribers highlights the rapidly increasing demand for mobile broadband data that Clearwire is best-positioned to deliver." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/KSAedI About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. * * * As reported by the Troubled Company Reporter on Nov. 11, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating, and all other ratings, on Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near- term liquidity risks. The downgrade follows the Company's disclosure -- in its Form 10-Q for quarter ended Sept. 30, 2010 -- regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. CUI GLOBAL: Files Form S-1 Registration Statement ------------------------------------------------- CUI Global, Inc., filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement regarding its plan to offer shares of the Company's common stock. The Company is currently quoted on the OTC Bulletin Board under the symbol "CUIG.OB." On Aug. 17, 2011, the Company filed an application for listing its common stock on the Nasdaq Capital Market tier of The Nasdaq Stock Market which application has not yet been approved. The underwriter is offering the shares of the Company's common stock on a "firm commitment basis." A full-text copy of the Form S-1 registration statement is available for free at http://is.gd/zNPE2b About CUI Global Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx, Inc., is a platform company dedicated to maximizing shareholder value through the acquisition, development and commercialization of new, innovative technologies. As reported by the TCR on April 8, 2011, Webb & Company, in Boynton Beach, Florida, expressed substantial doubt about CUI Global's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $7,015,896, a working capital deficiency of $675,936 and an accumulated deficit of $73,596,738 at Dec. 31, 2010. The Company reported a net loss of $7.5 million on $40.9 million of revenues for 2010, compared with a net loss of $16.0 million on $28.9 million of revenues for 2009. The Company's balance sheet at March 31, 2011, showed $34.06 million in total assets, $21.93 million in total liabilities, $171,778 in non-controlling interest, and $12.30 million in total stockholders' equity. DEE ALLEN RANDALL: Wants Motion to Prohibit Cash Use Denied ----------------------------------------------------------- Debtor Dee A. Randall asks the U.S. Bankruptcy Court for the District of Utah to deny US Bank, N.A.'s motion to prohibit use of cash collateral and to compel an accounting. US Bank is a secured creditor of the Debtors based upon two separate loans: (a) Loan No. 1 is in the unpaid sum of $571,761 and is secured by real property situated at 87 N. Adamswood Road, Layton, Utah; and (b) Loan No. 2 is in the unpaid sum of $1,609,942, and is secured by real property situated at 1505 North 1200 West, Layton, Utah. The Adamswood Property is titled in the names of Debbie Noorda, trustee of the 2905 RRR Land Trust, as to 61% and Horizon Mortgage & Investment, Inc., as to the remainder. The undivided interest of Horizon Mortgage & Investment, Inc., in the Adamswood Property is subject to an alleged transfer from Horizon to Dee Randall. US Bank has asked the Court to: 1) prohibit the Debtors' use of cash collateral produced from the real properties securing US Bank's claims; 2) direct the Debtors to provide a full and complete accounting of the use of cash collateral from the date of the Debtors' Chapter 11 petition to the present; and 3) direct that all future rents and profits derived from US Bank's collateral be accounted for upon a monthly basis and deposited into a separate bank account to be maintained by the Debtors or as the Court otherwise directs. In his response, Debtor Mr. Randall asserts that his interest in the rents, if any, have been transferred prior to the bankruptcy filing and are not property of the estate. Indeed, the Debtor has never treated the rents from the properties in question as his property since they were transferred. In all respects, including tax purposes, the rents have been treated as property of Horizon Mortgage & Investment, Inc. The Debtor relates that contrary to USB's assertions, the oral assignments of rents do not fall within the statute of frauds. Under Utah law, the statute of frauds does not apply to the extent a party has already performed in reliance on the agreement. The Debtor adds that Horizon has performed its obligations under the assignment. Horizon has, among other things, treated the rents as income in its tax returns, has used the rents to maintain the properties and has paid ongoing obligations owing by the Debtors that are secured by the rents. Under such circumstances, the assignment does not violate the statute of frauds. The Debtor continues that USB is entitled to exercise its rights and remedies as to the rents. USB has other contractual and state law remedies to protect its interest in the rents. The cash collateral protections and remedies, however, are not available to USB. U.S. Bank is represented by: Gerald H. Suniville, Esq. Spencer H. Reed, Esq. VAN COTT, BAGLEY, CORNWALL & MCCARTHY 36 South State Street, Suite 1900 Salt Lake City, UT 84111-1478 Tel: (801) 532-3333 Fax: (801) 534-0058 E-mails: gsuniville@vancott.com sreed@vancott.com About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEE ALLEN RANDALL: Rocky Mountain OK'd as Trustee's Accountants --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Utah authorized Gil A. Miller, Chapter 11 trustee in the cases of Dee Allen Randall, et al., to employ Rocky Mountain Advisory, LLC, as his accountants and financial advisors. RMA is expected to, among other things: -- provide forensic accounting analysis of the transactions of the Debtors and entities owned or controlled by the Debtors, and investigate various financial and accounting transactions as required by the trustee; -- investigate various business entities and interest owned or otherwise controlled by the Debtors or in which the Debtors had a legal or beneficial interest; and -- compile any outstanding and future tax returns for the Debtors. The hourly rates for RMA accountants and support staff range between $125 to $350. RMA is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEE ALLEN RANDALL: Ray Quinney OK'd as Ch. 11 Trustee's Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Utah authorized Gil A. Miller, Chapter 11 trustee in the cases of Dee Allen Randall, et al., to employ Ray Quinney & Nebeker P.C. as his general bankruptcy and litigation counsel. RQN is expected to, among other things: -- investigate the assets, liabilities and financial affairs of the estate, including assets, liabilities and financial affairs of various entities which are owned or controlled by the Debtors; -- assist the trustee in analyzing and pursuing possible business reorganizations or liquidations; and -- defend the trustee and the estate in any litigation matters which may be asserted, including the defense of motions seeking relief from the automatic stay. Michael R. Johnson, shareholder and director of RQN, will be the principal attorney handling the case. Mr. Johnson's standard hourly rate is $360, however, Mr. Johnson agreed to bill at the rate of $350 per hour. David H. Leigh, a fellow shareholder and director, will also be substantially involved in the case. Mr. Leigh's standard hourly rate is $290. The hourly rates of the RQN's personnel are: Shareholders $215 - $350 Of Counsel $255 - $290 Associates $175 - $225 Paralegals $115 - $135 To the best of the trustee's knowledge, RQN is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael R. Johnson, Esq. David H. Leigh, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State Street, 14th Floor P.O. Box 45385 Salt Lake City, UT 84145-0385 Tel: (801) 532-1500 Fax: (801) 532-7543 E-mail: mjohnson@rqn.com dleigh@rqn.com About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEE ALLEN RANDALL: Vantus Law Withdrawn as Special Counsel ---------------------------------------------------------- The Hon. R. Kimball Mosier of the U.S. Bankruptcy Court for the District of Utah ordered that Vantus Law Group, Brad Jacobsen, and Rick Ensor are no longer special counsel in the Chapter 11 cases of Dee A. Randall, et al. About Dee Allen Randall et al. Dee Allen Randall in Kaysville, Utah, filed for Chapter 11 bankruptcy (Bankr. D. Utah Case No. 10-37546) on Dec. 20, 2010. Judge R. Kimball Mosier presides over the case, seeking to forestall creditors while he reorganized his finances. His companies include Horizon Mortgage & Investment, Horizon Financial & Insurance Group and Horizon Auto Funding. The Debtor won permission to hire 1 On 1 Legal Services, P.L.L.C. as counsel. In his petition, Mr. Randall estimated $10 million to $50 million in assets and $1 million to $10 million in debts. Mr. Randall claims he was conducting a "legal Ponzi scheme," but authorities are investigating him for possible violations of the law in an operation that took in $65 million from 700 or so investors. Gil A. Miller was appointed as Chapter 11 trustee for Mr. Randall's bankruptcy estate. On Oct. 12, 2011, Mr. Miller placed Mr. Randall's corporate entities -- Horizon Auto Funding, LLC, Independent Commercial Lending LLC, Horizon Financial Center I LLC, Horizon Mortgage and Investment Inc. and Horizon Financial & Insurance Group Inc. -- in bankruptcy by filing separate Chapter 11 petitions (Bankr. D. Utah Case Nos. 11-34826, 11-34830, 11-34831, 11-34833 and 11-34834). Judge Joel T. Marker presides over the 2010 and 2011 cases. Michael R. Johnson, Esq., Brent D. Wride, Esq., and David H. Leigh, Esq. -- mjohnson@rqn.com , bwride@rqn.com and dleigh@rqn.com -- at Ray Quinney & Nebeker P.C., serve as counsel to the Chapter 11 Trustee. Mr. Miller has requested for the joint administration of Mr. Randall's and the corporate Debtors' cases for procedural purposes. DEEP DOWN: Board Accepts Mark Hollinger's Resignation ----------------------------------------------------- The board of directors of Deep Down, Inc., accepted the resignation of Mark R. Hollinger; such resignation to be effective Nov. 3, 2011. At the time of his resignation, Mr. Hollinger also served as the Chairman of the Company's Audit Committee. The resignation of Mr. Hollinger did not involve any disagreement with the Company. About Deep Down Houston, Tex.-based Deep Down, Inc. -- http://www.deepdowncorp.com/-- is an oilfield services company specializing in complex deepwater and ultra-deepwater oil production distribution system support services, serving the worldwide offshore exploration and production industry. The Company reported a net loss of $17.41 million on $42.47 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.78 million on $28.81 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $29.30 million in total assets, $8.68 million in total liabilities, and $20.62 million in total stockholders' equity. During the Company's fiscal years ended Dec. 31, 2010 and 2009, the Company has supplemented the financing of its capital needs through a combination of debt and equity financings. Most significant in this regard has been the Company's debt facility the Company has maintained with Whitney National Bank. The Company's loans outstanding under the Amended and Restated Credit Agreement with Whitney become due on April 15, 2012. The Company will need to raise additional debt or equity capital or renegotiate the existing debt prior to such date. The Company is currently in discussions with several lenders who have expressed interest in refinancing its debt. The Company's plan is to refinance the outstanding indebtedness under the Restated Credit Agreement or seek terms with Whitney that will provide an extension of such Restated Credit Agreement along with additional liquidity. However, the Company cannot provide any assurance that any financing will be available to it on acceptable terms or at all. If the Company is unable to raise additional capital or renegotiate its existing debt, this would have a material adverse impact on the Company's business or would raise substantial doubt about its ability to continue as a going concern. In addition, as of Dec. 31, 2010, the Company was not in compliance with the financial covenants under the Restated Credit Agreement. On March 25, 2011 the Company obtained a waiver for these covenants as of Dec. 31, 2010. DELPHI CORP: Paulson Fund Set to Be Big Seller in Automotive IPO ---------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that New York hedge fund manager John Paulson plans to sell as much as $580 million in stock of Delphi Automotive PLC in the auto parts maker's proposed initial public offering, the only of its four biggest investors to sell. About Delphi Corp. Based in Troy, Michigan, Delphi Corporation -- http://www.delphi.com/-- was a global supplier of electronics and technologies for automotive, commercial vehicle and other market segments. Delphi operates major technical centers, manufacturing sites and customer support facilities in 30 countries. The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 05-44481) on Oct. 8, 2005. John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represented the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on Jan. 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On Oct. 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings is responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Delphi Automotive PLC is UK-based company formed in May 2011 as a holding company for US-based automotive parts manufacturer Delphi Automotive LLP. Delphi Automotive LLP is the successor to the former Delphi Corporation. At the time of its formation, Delphi Automotive PLC filed an initial public offering seeking to raise at least $100 million. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000 DELTATHREE INC: Receives $50,000 from D4 Holdings ------------------------------------------------- Each of deltathree, Inc., Delta Three Israel, Ltd., and DME Solutions, Inc., entered into the Fourth Loan and Security Agreement with D4 Holdings, LLC, on Sept. 12, 2011, pursuant to which D4 Holdings provided to the Deltathree Entities a line of credit in a principal amount of $300,000. On Nov. 3, 2011, deltathree, Inc., received $50,000 from D4 Holdings pursuant to a notice of borrowing under the Loan Agreement. About deltathree Based in New York, deltathree, Inc. (OTC QB: DDDC) -- http://www.deltathree.com/-- is a global provider of video and voice over Internet Protocol (VoIP) telephony services, products, hosted solutions and infrastructures for service providers, resellers and direct consumers. The Company's balance sheet at June 30, 2011, showed $1.66 million in total assets, $5.07 million in total liabilities, and a $3.41 million total stockholders' deficiency. As reported in the TCR on March 23, 2011, Brightman Almagor Zohar & Co., in Tel Aviv, Israel, expressed substantial doubt about deltathree, Inc.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that of the Company's recurring losses from operations and deficiency in stockholders' equity. Bankruptcy Warning In view of the Company's current cash resources, nondiscretionary expenses, debt and near term debt service obligations, the Company may begin to explore all strategic alternatives available to it, including, but not limited to, a sale or merger of the Company, a sale of its assets, recapitalization, partnership, debt or equity financing, financial reorganization, liquidation or ceasing operations. In the event that it is unable to secure additional funding, the Company may determine that it is in its best interests to voluntarily seek relief under Chapter 11 of the U.S. Bankruptcy Code. The Company said seeking relief under the U.S. Bankruptcy Code, even if the Company is able to emerge quickly from Chapter 11 protection, could have a material adverse effect on the relationships between the Company and its existing and potential customers, employees, and others. Furthermore, the Company adds, if it was unable to implement a successful plan of reorganization, the Company might be forced to liquidate under Chapter 7 of the U.S. Bankruptcy Code. DENNY'S CORP: Reports $7.9 Million Net Income in Sept. 28 Quarter ----------------------------------------------------------------- Denny's Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $7.98 million on $136.68 million of total operating revenue for the quarter ended Sept. 28, 2011, compared with net income of $9.93 million on $139.93 million of total operating revenue for the quarter ended Sept. 29, 2010. The Company also reported net income of $20.24 million on $408.34 million of total operating revenue for the three quarters ended Sept. 28, 2011, compared with net income of $19.98 million on $412.58 million of total operating revenue for the three quarters ended Sept. 29, 2010. The Company's balance sheet at Sept. 28, 2011, showed $280.63 million in total assets, $376.11 million in total liabilities, and a $95.47 million total shareholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/7JlXxh About Denny's Corporation Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ: DENN) -- http://www.dennys.com/-- Denny's is one of America's largest full-service family restaurant chains, consisting of 1,348 franchised and licensed units and 232 company-owned units, with operations in the United States, Canada, Costa Rica, Guam, Mexico, New Zealand and Puerto Rico. Denny's carries 'B2' corporate family and probability of default ratings from Moody's Investors Service and a 'B+' corporate credit rating from Standard & Poor's. DIRECTBUY HOLDINGS: S&P Lowers Corporate Credit Rating to 'CC' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Merrillville, Ind.-based DirectBuy Holdings Inc. to 'CC' from 'CCC'. The outlook is negative. "At the same time, we lowered the issue-level rating on the company's $335 million senior secured notes to 'CC' (the same as the corporate credit rating). The recovery rating remains at '5', indicating our expectation for modest (10% to 30%) recovery for lenders in the event of a payment default," S&P related. The rating actions follow DirectBuy's delay in its financial reporting due Oct. 31, 2011, pursuant to the terms under the $335 million 12% senior secured notes. DirectBuy has said that they anticipate filing a report by Nov. 28, 2011. "However," said Standard & Poor's credit analyst Helena Song, "due to the fact that this is being delayed, and in the absence of any financial communication, we believe that management may be contemplating a business or financial restructuring to the detriment of creditors." "Operating performance continued to deteriorate meaningfully, as membership base decline accelerated in recent months. We view the company's business model as unsustainable and we expect profitability and credit protection measures to continue to worsen. We believe that the company could default in the near term as its operating performance continues to deteriorate rapidly and liquidity diminishes further." "We view DirectBuy's business risk profile as vulnerable. The company began to experience a decline in total membership levels beginning in February 2010, as the U.S. economy remained weak and unemployment stayed high. This trend has worsened meaningfully in recent months. In addition, the company faces several lawsuits, including allegations that it misrepresented the actual costs of the product marketed to its members, which we believe also contributed to rapidly declining membership. These legal issues are ongoing, and the company's proposed settlement in one of the cases was rejected by a judge in Connecticut," S&P said. "DirectBuy's financial risk profile is highly leveraged, and we expect weaker operating performance will lead to rapid deterioration in credit metrics," S&P related. "The negative outlook reflects our view that that the company could default in the near term as its operating performance continues to deteriorate rapidly and liquidity further diminishes," said Ms. Song. "An unfavorable outcome of litigation could also significantly erode its liquidity position, and we believe the company has poor standing in the credit markets based on its bond price trend. We would lower ratings to 'D' or 'SD' if the company fails to meet near-term debt service obligation or pursues financing alternatives such as a restructuring. An upgrade is not a near-term consideration, given our operating and liquidity assumptions." DIVERSIFIED MACHINE: Moody's Assigns B2 Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service assigned ratings to Diversified Machine, Inc. (DMI) -- Corporate Family and Probability of Default Ratings at B2. In a related action Moody's assigned a B3 rating to the company's $175 million senior secured term loan. The rating outlook is stable. The new senior secured term loan, along with additional equity contributed by affiliates of Platinum Equity Advisors LLC (Platinum), will be used to fund the purchase of DMI by Platinum, refinance existing debt, provide cash to DMI's balance sheet, and pay related fees and expenses. These ratings were assigned: Diversified Machine, Inc. Corporate Family Rating, B2; Probability of Default, B2; $175 million senior secured term loan, B3 (LGD4, 58%) DMI's asset based revolving credit facility is not rated by Moody's RATINGS RATIONALE DMI's B2 Corporate Family Rating (CFR) incorporates the company's leveraged profile following the proposed transaction with pro forma debt/EBITDA of approximately 4.0x on a Moody's adjusted basis. The CFR also incorporates the company's modest size, high regional exposure to North America, high customer concentrations to the Detroit-3 (about 65% of revenues), and history of acquisitions over the past several years. While management has been successful at integrating past acquisitions, the pace of profit improvement has been below Moody's expectations, given the recovering demand in the North American automotive sector. The B2 CFR also recognizes that DMI's financial policy also has incorporated periodic shareholder distributions. Moody's anticipates that such distributions will continue as the company's operating performance improves. Moody's believes DMI maintains a strong competitive position within its chassis (about 90% of revenues) and powertrain (about 10% of revenues) segments. Management has indicated that the company maintains 100% sole sourcing on its products and the ability to pass on 100% of material cost increases. DMI's ability to deliver quality engineered products has supported EBIT margins above 10% for the first half of 2011. This margin is expected to be largely sustained over the intermediate-term despite the risk of a modest economic recovery in the U.S., volatile consumer confidence, and softness in automotive demand. The stable rating outlook anticipates that DMI's operating performance and adequate liquidity profile will continue to support the assigned rating over the intermediate term. DMI is anticipated to have an adequate liquidity profile over the near-term. Pro forma for the recapitalization transaction, the company's liquidity will largely be supported by a $60 million asset based revolving credit facility. The company is expected have borrowing base availability in excess of the ABL commitment amount, net of about $1.7 million of letters of credit. Cash balances at the close of the transaction are expected to be modest. Yet, DMI is expected to generate positive free cash flow after incremental capital expenditures for plant expansions. Historically, DMI has kept minimal cash balances and will likely continue to do so. The outlook or rating could improve if DMI were to maintain its strong niche market position, and sustain credit metrics of the following levels: EBIT margins above 10%, debt/EBITDA below 3.5x, and EBIT/Interest above 3.5x. The rating could be lowered if a downturn in North American automotive demand results in substantially weaker profitability or a deterioration in liquidity. The rating could also be pressured by acquisitions or other shareholder distribution transactions that increase leverage. Credit metrics that could signal rating pressure on the rating include: debt/EBITDA approaching 5.0x, EBIT/interest below 1.7x, or negative free cash generation. The principal methodology used in rating DMI was the Global Automotive Supplier Industry Methodology published in January 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. DMI manufactures, casts, machines and assembles fully-engineered chassis and powertrain components and modules for leading automotive OEMs and Tier 1 suppliers. The company's primary products include: chassis products (steering knuckles, control arms and cross members), and powertrain products (engine/cylinder blocks, cylinder heads, front covers, intake manifolds, bedplates and brackets). The company will be a wholly-owned subsidiary of affiliates of Platinum Equity Advisors, LLC. DRYSHIPS INC: Completes Merger with OceanFreight ------------------------------------------------ DryShips Inc. and OceanFreight Inc. announced that following approval by OceanFreight's shareholders at a special meeting, the companies have completed the merger and OceanFreight has become a wholly-owned subsidiary of DryShips. Under the terms of the merger agreement, OceanFreight shareholders will be entitled to receive $11.25 in cash and 0.52326 of a share of common stock of Ocean Rig UDW Inc., a global provider of offshore ultra deepwater drilling services, for each share of OceanFreight common stock owned by them. As a result of the merger, OceanFreight's common shares will cease trading on the NASDAQ Global Market, and OceanFreight expects to deregister and suspend its reporting obligations under the Securities and Exchange Act of 1934, as amended. American Stock Transfer & Trust Company has been appointed to serve as the agent for payment of the merger consideration to OceanFreight shareholders, and will promptly mail to shareholders instructions on how to surrender their stock certificates and receive payment for their shares. Banks, brokerage firms or other nominees will provide those shareholders who hold their shares in "street name" with their proceeds from the transaction. For more information, shareholders who hold their shares in "street name" should contact their bank, broker or other holder of record, and shareholders of record may contact American Stock Transfer & Trust Company at (877) 248-6417 (toll free). Shareholders of record should wait to receive the letter of transmittal before surrendering their shares. About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of Sept. 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". On Nov. 25, 2010, DryShips Inc. entered into a waiver letter for its US$230.0 million credit facility dated Sept. 10, 2007, as amended, extending the waiver of certain covenants through Dec. 31, 2010. In its audit report on the Company's financial statements for the year ended Dec. 31, 2010, Deloitte, Hadjipavlou Sofianos & Cambanis S.A., noted that the Company's inability to comply with financial covenants under its original loan agreements as of Dec. 31, 2009, its negative working capital position and other matters raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at June 30, 2011, showed US$7.86 billion in total assets, US$4.03 billion in total liabilities, and US$3.83 billion in total equity. DUNE ENERGY: Voting on Equity Exchange Extended for 1 Week ---------------------------------------------------------- Dune Energy, Inc., had reached an agreement with an ad hoc committee of holders of its 10 1/2% Senior Secured Notes due 2012 to extend the date to launch the solicitation of votes for the debt for equity exchange previously announced to Nov. 8, 2011, from Nov. 1, 2011. Certain other dates within the restructuring support and lockup agreement and the restructuring term sheet will also be extended for one week. About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company reported a net loss of $75.53 million on $64.18 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $59.13 million on $52.24 million of revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $271.17 million in total assets, $376.85 million in total liabilities, $156.56 million in redeemable convertible preferred stock, and a $262.24 million total stockholders' deficit. * * * As reported by the TCR on Oct. 14, 2011, Standard & Poor's Ratings Services lowered its unsolicited corporate credit rating on Dune Energy to 'CC' from 'CCC-'. "We view this transaction as a distressed exchange offer as bondholders and holders of preferred stock would be receiving less value than the promise under the original securities. Upon completion of the exchange offer, we would expect to lower our unsolicited senior secured debt rating to 'D' from 'CC' and the unsolicited corporate credit rating to 'SD' from 'CC'. In the event of a prepackaged bankruptcy, we would expect to lower the corporate credit rating to 'D' from 'CC,'" S&P related. DWH I: Dakota Steakhouse Operators Need to Hire Separate Lawyers ---------------------------------------------------------------- Bankruptcy Judge Terry L. Myers denied the requests of DWH I LLC and Pittsfield DWH LLC to employ attorney Joseph Meier and the law firm Cosho Humphrey LLP as their bankruptcy lawyers, citing potential conflicts of interest. The U.S. Trustee objected to the applications. DWH I LLC, Saloon Beverage Inc. and Pittsfield DWH LLC filed petitions for relief under chapter 11 (Bankr. D. Idaho Case Nos. 11-01165, 11-01166, and 11-01167) on April 21, 2011. Judge Terry Myers oversees DWH's and Pittsfield's cases. Judge Jim D. Pappas presides over the Saloon Beverage case. On April 25, 2011, a motion to jointly administer the Pittsfield and Saloon Beverage cases with the DWH case was filed. A hearing on the motion was set in the DWH case for July 18, 2011, but was subsequently vacated when it was discovered that the motion and hearing had not been properly noticed. The motion has not been re-noticed for hearing. DWH and Pittsfield are each single-member limited liability companies wholly owned by Floyd Acquisitions LLC. At the time of the bankruptcy, DWH operated two restaurants -- one in New York and another in Connecticut -- under the name Dakota Steakhouse. Pittsfield currently operates a restaurant in Massachusetts, also under the name Dakota Steakhouse. Saloon Beverage is a subchapter C corporation wholly owned by DWH. It operates two restaurants in Vermont under the name Sirloin Saloon. In January 2009, DWH, Pittsfield, and Saloon Beverage entered into a management agreement, whereby DWH was appointed manager over the day-to-day operations and businesses of the five restaurants. All revenue generated from the restaurants is received by DWH and then used by DWH to pay the expenses of all three debtor entities. As consideration for its management services, DWH is paid an annual fee equal to a percentage of DWH's general and administrative expenses, which is calculated based on the amount of gross revenue attributable to the Pittsfield and Saloon Beverage restaurants. Susan Schulze-Claasen signed the agreement in her separate capacities as managing member of DWH, president of Saloon Beverage, and managing member of Pittsfield. Counsel represented at hearing that DWH, Saloon Beverage, and Pittsfield are co-debtors on two debts -- one owed to DWH II LLC in the amount of $624,000, which is secured by certain personal property and cash, and another to U.S. Foodservice for $150,000. The three debtor entities have several other common creditors (in addition to uncommon creditors), however Counsel at the hearing represented that they are not co-debtors on any other obligations. Although there are no inter-company debts among the three debtors, DWH scheduled a claim in favor of Ms. Schulze-Claasen for $25,441. On April 25, 2011, DWH and Pittsfield filed applications to employ Counsel in their cases. Counsel asserted that it represented no interest adverse to the debtors in possession, or their bankruptcy estates. Counsel also disclosed that it was providing legal services to all three debtor entities -- DWH, Saloon Beverage, and Pittsfield -- and that a request to consolidate the cases into one proceeding was anticipated. On Aug. 10, 2011, Counsel filed a second affidavit in both the DWH and Pittsfield cases, disclosing that of the $35,000 it had been paid by DWH, Saloon Beverage, and Pittsfield, $15,000 had come from Pittsfield, $10,325 from DWH, and $11,675 from Saloon Beverage. Counsel represented that from each of those three payments, $2,805.50 had been applied to prepetition attorney's fees and the case filing fee. Counsel further averred that the balance of those payments, totaling $26,583.50, was being held in trust on behalf of each debtor. Judge Myers said the facts presented in the case could give rise to disputes in which the estates of DWH, Pittsfield, and Saloon Beverage would be rival claimants: (A) because the revenue from all three of the debtors has been, and continues to be, swept into DWH, there is the potential for disputes between the debtors' respective estates (and their creditors, common and uncommon) as to their interests in any such funds. (B) the rights and responsibilities created by the management agreement could potentially put the debtors at odds with one another. DWH can be held liable to Pittsfield and Saloon Beverage for willful misconduct, negligence, dishonesty or expenditures in excess of DWH's authority as manager. Although Counsel represented that no causes against DWH currently exist under these provisions, in making that determination, Counsel, as attorney for both DWH and Pittsfield, is in the untenable position of evaluating whether its client, Pittsfield, has rights against its other client, DWH. (C) counsel could be placed in a position of conflict regarding the assumption or termination of the management agreement. In considering such a decision the interests of DWH and Pittsfield's estates may not necessarily align, depending on the value of DWH's management services to the Pittsfield bankruptcy estate. (D) as an equity security holder, DWH is a party in interest in the Saloon Beverage bankruptcy case. A copy of Judge Myers' Nov. 8, 2011 Memorandum of Decision is available at http://is.gd/VxlHPYfrom Leagle.com. EASTMAN KODAK: To Run out of Cash in Mid-2012, Moody's Says ----------------------------------------------------------- Eastman Kodak Co., the former film maker attempting to transform itself into a provider of digital imaging products, will run out of cash in the U.S. around the second or third quarters of 2012, Moody's Investors Service said in a report Nov. 7. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that although Moody's expects the $862 million of cash at the end of the third quarter to grow to $1.3 billion by the year's end, Moody's said the "trouble is, Kodak's operations consume significant cash in the first half of every year." In the U.S., Moody's predicts cash of $588 million at the year's end will drop to $97 million by June and turn negative by September. According to the report, Moody's said that Kodak will be "challenged" in selling intellectual property "without first establishing a better liquidity position" to rectify what is now "precarious liquidity." Referring to Kodak's efforts at pledging assets for new financing, Moody's said it would "akin to putting the last logs on the fire" because new debt would "likely consume the few remaining forms of alternative financing." Bloomberg relates that the stock closed Nov. 7 at $1.19, up 3 cents a share in New York Stock Exchange trading. In the past three years, the closing high was $8.90 on April 26, 2010. The $250 million in 7.25 percent senior unsecured notes due November 2013 traded Nov. 7 at 41.7 cents on the dollar, according to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. As recently as Sept. 27, they fetched 63 cents. The $500 million in 9.75 percent second-lien bonds due March 2018 were bid Nov. 7 at 69.625 cents on the dollar. About Eastman Kodak Headquartered in Rochester, New York, Eastman Kodak Company (NYSE:EK) -- http://www.kodak.com/-- provides imaging technology products and services to the photographic and graphic communications markets. Kodak's balance sheet at Sept. 30, 2011, showed $5.10 billion in total assets, $6.75 billion in total liabilities and a $1.65 billion total deficit. Kodak had sales of $7.2 billion last year. Sales declined by 24 percent since 2008. The net loss last year was $687 million. During the first nine month of this year, the net loss was $647 million on sales of $4.27 billion. Kodak has hired Jones as legal adviser and investment bank Lazard Ltd., but denied rumors it is filing for bankruptcy. Kodak is exploring a sale of its patents. In July 2011, the Company announced that it is exploring strategic alternatives, including a potential sale, related to its digital imaging patent portfolios. * * * As reported by the TCR on Nov. 3, 2011, Fitch Ratings affirmed and then withdrew the 'CC' long-term Issuer Default Rating and issue ratings of Eastman Kodak Company. Fitch decided to discontinue the rating, which is uncompensated. EDISON MISSION: Reports $33 Million Net Income in Sept. 30 Qtr. --------------------------------------------------------------- Edison Mission Energy filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $33 million on $595 million of operating revenue for the three months ended Sept. 30, 2011, compared with net income of $113 million on $691 million of operating revenue for the same period during the prior year. The Company also reported a net loss of $19 million on $1.68 billion of operating revenue for the nine months ended Sept. 30, 2011, compared with net income of $177 million on $1.83 billion of operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $9.60 billion in total assets, $6.86 billion in total liabilities and $2.73 million total equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/X4NH4y About Edison Mission Santa Ana, California-based Edison Mission Energy is a holding company whose subsidiaries and affiliates are engaged in the business of developing, acquiring, owning or leasing, operating and selling energy and capacity from independent power production facilities. EME also engages in hedging and energy trading activities in power markets through its subsidiary Edison Mission Marketing & Trading, Inc. EME was formed in 1986 and is an indirect subsidiary of Edison International. Edison International also owns Southern California Edison Company, one of the largest electric utilities in the United States. As of Dec. 31, 2010, EME's subsidiaries and affiliates owned or leased interests in 39 operating projects with an aggregate net physical capacity of 10,979 MW of which EME's pro rata share was 9,852 MW. At Dec. 31, 2010, EME's subsidiaries and affiliates also owned four wind projects under construction totaling 480 MW of net generating capacity. * * * Credit ratings for EME, Midwest Generation and EMMT as of June 30, 2011 were as follows: Moody's Rating S&P Rating Fitch Rating EME Caa1 B- CCC (Senior Unsecured) Midwest Generation Ba3 B+ BB- (First priority senior secured) EMMT Not Rated B- Not Rated EGPI FIRECREEK: Larry Trapp Resigns as Director and EVP ------------------------------------------------------- Larry Trapp resigned from his positions as director and executive vice president of EGPI Firecreek, Inc., and its subsidiaries, effective as of Nov. 1, 2011. Mr. Trapp's resignation from the Board was not due to any disagreement with the Company, but was made by Mr. Trapp for personal reasons. About EGPI Firecreek Scottsdale, Ariz.-based EGPI Firecreek, Inc. (OTC BB: EFIR) was formerly known as Energy Producers, Inc., an oil and gas production company focusing on the recovery and development of oil and natural gas. The Company has been focused on oil and gas activities for development of interests held that were acquired in Texas and Wyoming for the production of oil and natural gas through Dec. 2, 2008. Historically in its 2005 fiscal year, the Company initiated a program to review domestic oil and gas prospects and targets. As a result, EGPI acquired non-operating oil and gas interests in a project titled Ten Mile Draw located in Sweetwater County, Wyoming for the development and production of natural gas. In July 2007, the Company acquired and began production of oil at the 2,000 plus acre Fant Ranch Unit in Knox County, Texas. This was followed by the acquisition and commencement in March 2008 of oil and gas production at the J.B. Tubb Leasehold Estate located in the Amoco Crawar Field in Ward County, Texas. The Company's balance sheet at June 30, 2011, showed $5.14 million in total assets, $5.00 million in total liabilities, all current, $3.73 million in Series D preferred stock, and a $3.59 million total shareholders' deficit. M&K CPAS, PLLC, in Houston, expressed substantial doubt about EGPI Firecreek's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations. EMERITUS CORPORATION: Posts $43.7 Million Net Loss in 3rd Qtr. -------------------------------------------------------------- Emeritus Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $43.7 million on $323.2 million of revenues for the three months ended Sept. 30, 2011, compared with a net loss of $13.9 million on $250.0 million of revenues for the same period last year. The Company had a net loss of $44.3 million on $930.6 million of revenues for the nine months ended June 30, 2011, compared with a net loss of $42.4 million on $723.3 million of revenues for the same period of 2010. The Company's balance sheet at Sept. 30, 2011, showed $2.865 billion in total assets, $2.554 billion in total liabilities, and stockholders' equity of $310.3 million. The Company has incurred significant operating losses since its inception, and the Company had working capital deficits of $113.5 million and $17.7 million as of Sept. 30, 2011, and Dec. 31, 2010, respectively. The deficit increased primarily due to regularly scheduled maturities of long-term debt, mortgage debt related to communities designated as discontinued operations and mortgage debt classified as current due to a debt covenant violation, as well as cash invested in community acquisitions and property and equipment. "We believe the Company will be able to generate sufficient cash flows to support its operating activities and capital expenditure requirements for at least the next 12 months," the Company said in the filing. "However, we will be required to refinance or extend a portion of our debt in order to meet our financing obligations in the next 12 months, and we are currently in negotiations with certain of our lenders." A copy of the Form 10-Q is available for free at: http://is.gd/2ifs9w Seattle, Washington-based Emeritus Corporation is an assisted living, Alzheimer's and dementia care service provider that operates residential style communities located throughout the United States. As of September 30, 2011, the Company owned 192 communities and leased 141 communities. The Company also provides management services to independent and related-party owners of assisted living communities. As of Sept. 30, 2011, it managed 152 communities, of which 141 are owned by joint ventures in which the Company has a financial interest. The majority of the Company's management agreements provide for fees of 5.0% of gross collected revenues. We have one operating segment, which is assisted living and related services. Each community provides similar services, namely assisted living and memory care. The class of residents is relatively homogenous and the manner in which we operate each of our communities is basically the same. FANNIE MAE: Needs Add'l $7.8-Bil. from Govt. to Address Deficit --------------------------------------------------------------- Federal National Mortgage Association filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $5.08 billion on $35.79 billion of total interest income for the three months ended Sept. 30, 2011, compared with a net loss of $1.33 billion on $38.32 billion of total interest income for the same period during the prior year. The Company also reported a net loss of $14.44 billion on $109.68 billion of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $14.08 billion on $117.15 billion of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $3.21 trillion in total assets, $3.22 trillion in total liabilities and a $7.79 billion total stockholders' deficit. "Our results in the third quarter were significantly affected by continued weakness in the housing market and the economy overall. Despite these challenges, we are making solid progress. We are growing a strong new book of business that now accounts for nearly half of our overall single-family guaranty book of business," said Michael J. Williams, president and chief executive officer. "We help homeowners to avoid foreclosure and provide liquidity to enable working families to buy a home or secure quality affordable rental housing. We are committed to building a stronger housing finance system for the future, and strengthening Fannie Mae to deliver value to customers, families, taxpayers, and the industry." The Company's net worth deficit of $7.8 billion as of Sept. 30, 2011, reflects the recognition of its total comprehensive loss of $5.3 billion and its payment to Treasury of $2.5 billion in senior preferred stock dividends during the third quarter of 2011. The Acting Director of the Federal Housing Finance Agency will submit a request to Treasury on Fannie Mae's behalf for $7.8 billion to eliminate the company's net worth deficit. Upon receipt of those funds, the company's total obligation to Treasury for its senior preferred stock, which will require an annualized dividend payment of $11.3 billion, will be $112.6 billion. A full-text copy of the press release is available for free at: http://is.gd/ZlnxvR A full-text copy of the Form 10-Q is available for free at: http://is.gd/DbWmPg About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. Fannie Mae has been under conservatorship, with the Federal Housing Finance Agency acting as conservator, since September 6, 2008. As conservator, FHFA succeeded to all rights, titles, powers and privileges of the company, and of any shareholder, officer or director of the company with respect to the company and its assets. The conservator has since delegated specified authorities to Fannie Mae's Board of Directors and has delegated to management the authority to conduct day-to-day operations. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9% of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. FILENE'S BASEMENT: NASDAQ Delist Syms Corp's Shares --------------------------------------------------- Syms Corp's stock will be delisted as of Nov. 15, 2011 and that NASDAQ will file a Form 25-NSE with the Securities and Exchange Commission, which will remove the Company's securities from listing and registration on the NASDAQ. This decision by NASDAQ comes following the Company's announcement on Nov. 2, 2011 that it and its subsidiaries filed petitions for protection under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Company's common stock may not be immediately eligible to trade in the "Pink Sheets." The Company's common stock may become eligible if a market maker makes an application to register in and quote such securities in accordance with SEC Rule 15c2-11 (a "Form 211"), and such application is cleared. Only a market maker, not the Company, may file a Form 211. The Company will continue to file periodic reports with the SEC pursuant to the requirements of the Securities Exchange Act of 1934, as amended. About Filene's Basement Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009. James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Michael Seidl, Esq., and Timothy P. Cairns, Esq. at Pachulski Stang Ziehl & Jones LLP, represented the Debtors in their restructuring effort. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors listed $50 million to $100 million in assets and $100 million to $500 million in debts. The Debtor was renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. In December 2010, a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims was made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. and its Filene's Basement affiliate, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-13511) to wind down operations. Syms will sell inventory and real estate and shut down. The liquidation of stores is expected to run through January 2012. The Debtors are seeking court approval to retain an agent to handle the liquidation of merchandise and for authorization to conduct going out of business sales. They are also seeking court approval for Cushman & Wakefield to assist in the sale of company-owned real estate, Rothschild to serve as financial advisor, Skadden, Arps, Slate, Meagher & Flom as bankruptcy counsel and Alvarez & Marsal as restructuring advisors, with A&M Managing Director Jeff Feinberg to serve as President and Chief Operating Officer. FIRST DATA: Lowers Net Loss to $9.8-Mil. in Q3 of 2011 ------------------------------------------------------ First Data Corporation reported a net loss of $9.80 million on $2.73 billion of revenue for the three months ended Sept. 30, 2011, compared with a net loss of $386.40 million on $2.63 billion of revenue for the same period during the prior year. The Company also reported a net loss of $322.50 million on $8.02 billion of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $717 million on $7.65 billion of revenue for the same period during the prior year. "First Data again delivered solid earnings growth. Revenues continued to grow in our international regions helping to improve the overall profitability of our business," said Chief Executive Officer Jonathan J. Judge. "With the launch of the first mobile wallet, the reality of new debit interchange regulations and positive secular trends, there are many exciting opportunities for our business to continue to innovate and serve our customers with the best products available in the marketplace." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/qDcKW4 About First Data Based in Atlanta, Georgia, First Data Corporation, with over $10 billion of revenue for the 12 months ended June 30, 2010, provides commerce and payment solutions for financial institutions, merchants, and other organizations worldwide. The Company reported a net loss $846.90 million on $10.38 billion of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.01 billion on $9.31 billion of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $37.29 billion in total assets, $33.42 billion in total liabilities, $45.40 million in redeemable noncontrolling interest, and $3.81 billion in total equity. * * * The Company's carries a 'B3' corporate family rating, with a stable outlook, from Moody's Investors Service, a 'B' corporate credit rating, with stable outlook, from Standard & Poor's, and a 'B' long-term issuer default rating from Fitch Ratings. Standard & Poor's Ratings Services in December 2010 assigned its 'B-' issue rating with a '5' recovery rating to First Data Corp.'s (B/Stable/--) $2 billion of 8.25% second-lien cash-pay notes due 2021, $1 billion $8.75% second-lien pay-in-kind-toggle notes due 2022, and $3 billion 12.625% unsecured cash-pay notes due 2021. The '5' recovery rating indicates lenders can expect modest (10%- 30%) recovery in the event of payment default. Under S&P's default analysis, there is insufficient collateral to fully cover First Data's first-lien debt. As a result, the remaining value of the company (generated by non-U.S. assets and not pledged) would be shared pari passu among the uncovered portion of first-lien debt, new second-lien debt, and new and existing unsecured debt. FRONTIER AIRLINES: Republic Outlines Plan to Separate Unit ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Republic Airways Holdings Inc. plans to sell its loss-making Frontier Airlines business, sparking a sharp rally in the stock of what some analysts had viewed as the industry's next candidate for bankruptcy protection. About Frontier Airlines Based in Denver, Colorado, Frontier Airlines -- http://www.frontierairlines.com/-- is the second-largest jet service carrier at Denver International Airport. Frontier Airlines Holdings, Inc. and its affiliates filed for Chapter 11 protection on April 10, 2008 (Bankr. S.D.N.Y. Case No. 08-11297 thru 08-11299). Benjamin S. Kaminetzky, Esq., and Hugh R. McCullough, Esq., at Davis Polk & Wardwell, represented the Debtors in their restructuring efforts. Togul, Segal & Segal LLP was the Debtors' Conflicts Counsel, Faegre & Benson LLP was the Debtors' Special Counsel, and Kekst and Company was the Debtors' Communications Advisors. In June 2009, Republic Airways Holdings offered to acquire the Debtors' assets for $108 million. In July 2009, Southwest Airlines countered with a $113.6 million bid. In August 2009, Republic won the bidding with its sweetened offer. In September 2009, the Bankruptcy Court confirmed the Company's Plan of Reorganization which was premised on the Republic deal. Republic closed the deal in October 2009. Frontier Airlines became a wholly owned subsidiary of Indianapolis-based Republic, along with Chautauqua Airlines, Lynx Aviation, Republic Airlines and Shuttle America. GARLOCK SEALING: Retained Counsel Hires Consulting Experts ---------------------------------------------------------- The Honorable George R. Hodges has approved Garlock Sealing Technologies LLC and its units' motion for an order establishing procedures for the retained counsel of the Debtors, the Official Committee of Asbestos Claimants, and Joseph W. Grier, III as Legal Representative of Future Asbestos Claimants, to employ consulting or testifying experts for purposes of litigation. The Debtors, the Committee, and the FCR have each engaged counsel with the approval of the Court. Among the retained law firms, certain firms have principal responsibility for litigating pending and anticipated contested matters and adversary proceedings, namely: for the Debtors, Robinson, Bradshaw & Hinson, P.A. and Schachter Harris LLP; for the Committee, Caplin & Drysdale, Chartered; and for the FCR, Orrick, Herrington & Sutcliffe LLP. According to the Debtors, the bankruptcy cases have generated numerous contested matters and adversary proceedings involving a wide variety of issues. To assist with contested matters arising in, or adversary proceedings arising in or related to, the bankruptcy cases, the parties and their Retained Counsel will require the assistance of various experts. Experts may act solely in a consulting capacity, or they may serve as testifying experts for purposes of particular litigated matters. Retained Counsel may seek reimbursement for fees and expenses charged by Experts they employ. Such requests for reimbursement shall be set forth in Retained Counsel's own monthly fee requests and interim and final fee applications. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group Ltd., also filed for bankruptcy. The filing covers only Garlock operations in Palmyra, New York and Houston, Texas. Garlock Rubber Technologies, Garlock Helicoflex, Pikotek, Technetics, Garlock Europe and Garlock operations in Canada, Mexico or Australia are not affected by the filing, nor is EnPro Industries or any other EnPro operating subsidiary. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in its Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co- counsel. About 124,000 asbestos claims are pending against Garlock in state and federal courts across the country. The Company says majority of pending asbestos actions against it is stale and dormant -- almost 110,000 or 88% were filed more than four years ago and more than 44,000 or 35% were filed more than 10 years ago. GARNEAU INC: Shareholders OK Voluntary Liquidation, Dissolution --------------------------------------------------------------- Garneau Inc. said that at a special meeting of shareholders of the Corporation held on Nov. 7, 2011, the shareholders of the Corporation approved a special resolution authorizing: (i) the liquidation of the Corporation; (ii) the distribution of the remaining assets of the Corporation, which is expected to be a small amount of cash; and (iii) the dissolution of the Corporation, all in accordance with the requirements of the Business Corporations Act (Alberta) and pursuant to a plan of liquidation and dissolution. The Corporation has filed a Certificate of Intent to Dissolve and expects to complete its voluntary liquidation and dissolution on or about Nov. 30, 2011. Any cash remaining at that time will be distributed on a pro rata basis to Garneau's shareholders. A letter of transmittal will be mailed to registered shareholders in due course with instructions as to how shareholders may claim their pro rata share of such cash distribution. Completion of such transactions also remains subject to stock exchange and other applicable regulatory approvals. For more information, please refer to the Letter of Transmittal and the Corporation's management proxy circular dated Oct. 7, 2011. GENERAL MOTORS: Opel Chief Picked to Turn Around GM Europe ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that General Motors Co. said the head of its Opel unit in Germany will take over all European operations on Jan. 1, the latest move by the auto maker to speed a turnaround in a long-troubled region. As reported by the Troubled Company Reporter on May 10, 2011, Neil Hodgson at Daily Post said that General Motors expects its European arm to break even this year. The US auto group went into administration in 2009 but opted to retain GM Europe (GME), including its Ellesmere Port Vauxhall Astra plant, rather than dispose of it in a cost cutting drive, Daily Post recounted. Daily Post related that first quarter results released by GM showed a more than tripling of profits for the group, and a continuing trend of falling losses in Europe, which should lead to break even by the year end. GME's results improved by GBP363 million on an earnings before interest and tax-adjusted (EBIT) basis, compared with the same quarter last year, and the group said it achieved a "significant milestone" by delivering break- even results on that basis, Daily Post disclosed. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company (NYSE:GM, TSX: GMM) -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. GM employs 208,000 people in every major region of the world and does business in more than 120 countries. GM and its strategic partners produce cars and trucks in 30 countries, and sell and service these vehicles through the following brands: Baojun, Buick, Cadillac, Chevrolet, GMC, Daewoo, Holden, Isuzu, Jiefang, Opel, Vauxhall, and Wuling. GM's largest national market is China, followed by the United States, Brazil, the United Kingdom, Germany, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government once owned as much as 60.8% stake in New GM on account of the financing it provided to the bankrupt entity. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. On Nov. 1, 2011, Moody's Investors Service raised New GM's Corporate Family Rating and Probability of Default Rating to Ba1 from Ba2, and its secured credit facility rating to Baa2 from Baa3. Moody's also raised the Corporate Family Rating of GM's financial services subsidiary -- GM Financial -- to Ba3 from B1. On Oct. 7, 2011, Fitch Ratings upgraded the Issuer Default Ratings of New GM, General Motors Holdings LLC, and General Motors Financial Company Inc., to 'BB' from 'BB-'. On Oct. 3, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on New GM to 'BB+' from 'BB-'; and revised the rating outlook to stable from positive. "We also raised our issue-level rating on GM's debt to 'BBB' from 'BB+'; the recovery rating remains at '1'," S&P said. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. GMX RESOURCES: S&P Puts 'CCC+' Corp. Credit Rating on Watch Neg. ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including its 'CCC+' corporate credit rating, on Oklahoma City, Okla.-based oil and gas exploration and production company GMX Resources Inc. on CreditWatch with negative implications. "The rating actions follow the company's announcement that it will conduct a debt exchange offer for its $200 million 11.375% senior unsecured notes due 2019," said Standard & Poor's credit analyst Paul B. Harvey. "The ratings were placed on CreditWatch negative due to the potential to lower ratings in the near term, if we assess the transaction as resulting in impaired value to current bondholders. Bondholders representing the minimum required participation of 50.1% were pre-committed at the time of the announcement, and have agreed to backstop $100 million of new secured notes." The tender offer has three alternatives: to maintain ownership of the existing 11.375% senior notes, to exchange $1,000 principle of the existing notes for $750 principle amount of new 11% senior secured notes due 2017, or to exchange $1,000 face value of the existing notes for $971.4 of new notes and agree to purchase 60% ($600) of a new 11% secured note. GMX expects to receive a minimum of $100 million and maximum of $120 million of proceeds from the issuance of new 11% senior secured notes. "The ratings on GMX will remain on CreditWatch with negative implications while we assess the potential impact to bondholders. We expect to resolve the CreditWatch within the next 30 days. If the transaction is viewed as a distressed exchange, we would lower the corporate credit and issue ratings on GMX to 'CC'. Subsequently, at the close of the exchange offer we would lower the corporate credit rating to 'SD' (selective default) and lower our rating on the issue repurchased under the tender offer to 'D' (default)," S&P stated. "Shortly thereafter, we would expect to assign corporate credit and issue ratings to GMX based on our assessment of its credit risk and capital structure following the completion of the tender offer," S&P said. If the transaction is not viewed as distressed, Standard & Poor's will re-assess the current ratings on GMX in light of the new capital structure and liquidity relative to future capital spending levels, as well as the expected success of its 2012 drilling program. GRAY TELEVISION: Reports $1.9 Million Net Income in 3rd Quarter --------------------------------------------------------------- Gray Television, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $1.98 million on $76.51 million of revenue for the three months ended Sept. 30, 2011, compared with net income of $5.51 million on $85.34 million of revenue for the same period during the prior year. The Company also reported net income of $1.46 million on $222.46 million of revenue for the nine months ended Sept. 30, 2011, compared with net income of $1.30 million on $231.46 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.23 billion in total assets, $1.08 billion in total liabilities, $31.33 million in preferred stock and $125.45 million in total stockholders' equity. About Gray Television Formerly known as Gray Communications System, Atlanta, Georgia- based Gray Television, Inc., is a television broadcast company. Gray currently operates 36 television stations serving 30 markets. Each of the stations are affiliated with either CBS (17 stations), NBC (10 stations), ABC (8 stations) or FOX (1 station). In addition, Gray currently operates 38 digital second channels including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal Sports Network affiliates plus 8 local news/weather channels and 1 "independent" channel in certain of its existing markets. * * * Gray Television carries 'B-' issuer credit ratings, with stable outlook, from Standard & Poor's and 'Caa1' corporate family rating and probability of default rating, with stable outlook, from Moody's. "Moody's views the company's current level of financial leverage, as exacerbated by a concentrated maturity profile, to be unsustainable for a TV broadcaster and indicative of elevated restructuring risk over the longer-term," said Moody's Russell Solomon, Senior Vice President, in April 2010. Pro forma for the pending transaction, all of Gray's debt (including its debt-like Series D Preferred Stock) comes due in 2014-2015. Moody's believes Gray will need to significantly reduce its debt with free cash flow and will probably need to issue additional equity in order to further moderate its leverage profile over the next few years prior to accessing the capital markets again to refinance current obligations. The Caa1 CFR incorporates Moody's view that leverage will remain excessive over at least the next two years. GREEN ENDEAVORS: Swings to $24,300 Profit in Third Quarter ---------------------------------------------------------- Green Endeavors, Inc., filed its quarterly report on Form 10-Q, reporting income of $24,323 on $707,763 of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $87,904 on $548,385 of total revenue for the same period a year ago. The Company had ported a net loss of $112,799 on $2.1 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $187,586 on $1.6 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $1.1 million in total assets, $4.4 million in total liabilities, and a stockholders' deficit of $3.3 million. As reported by the TCR on April 1, 2011, Madsen & Associates CPA's, Inc., in Salt Lake City, Utah, expressed substantial doubt about Green Endeavors' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company will need additional working capital for its planned activity and to service its debt. A complete text of the Form 10-Q is available for free at: http://is.gd/Lpzrab Salt Lake City, Utah-based Green Endeavors, Inc., runs two high- quality hair care salons. GREYSTONE PHARMA: Trustee Hires KraftCPAs for Accounting Svcs. -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Tennessee authorized Kevin Crumbo, Chapter 11 trustee of Greystone Pharmaceuticals, to employ KraftCPAs Turnaround & Restructuring Group PLLC and its affiliates to provide these services: (a) general & investigative accounting; and (b) bookkeeping and preparation of reports, including but not limited to monthly operating reports and any other necessary accounting reports. The firm will be paid on an hourly fee basis, with an hourly rate of $65 to $275 for staff and an hourly rate of $350 to $420 for principals/members. The Trustee asserts that employment on such terms is in the best interests of the estate. To the best of the Trustee's knowledge, Kraft is disinterested, and has no connection the Debtor, with its creditors or any other party in interest, or their respective attorneys. About Greystone Pharmaceuticals, Inc. Fort Myers, Florida-based Greystone Pharmaceuticals, Inc. -- aka Greystone Medical, Inc., and Greystone Medical Group, Inc. -- operates a pharmaceutical company. The Company filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tenn. Case No. 09-32236) on Nov. 2, 2009. Kevin Crumbo has been appointed as Chapter 11 trustee in the Debtor's case. Butler, Snow, O'Mara, Stevens & Cannada PLLC serves as the trustee's counsel. David J. Cocke, Esq., at Evans Petree PC, in Memphis, Tenn., represents the Unsecured Creditors' Committee as counsel. In its schedules, the Debtor disclosed $25,467,546 in assets, and $22,601,150 in liabilities as of the Petition Date. HARRISBURG, PA: Should Stop Hirings & Hike Fees, Walker Says ------------------------------------------------------------ American Bankruptcy Institute reports that Harrisburg, the bankrupt Pennsylvania capital that faces a state takeover, must freeze hiring and nonessential purchases and increase parking and business fees, said C. Alan Walker, Pennsylvania's community and economic development secretary. About Harrisburg, PA 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. Two days after the Chapter 9 filing on Oct. 11, the state of Pennsylvania filed a motion to dismiss the case as being unauthorized. Later, the state adopted a new law allowing the governor to appoint a receiver who may join those seeking dismissal. 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. HMC/CAH CONSOLIDATED: Section 341(a) Meeting Scheduled for Nov. 15 ------------------------------------------------------------------ The U.S. Trustee for Region 3 will convene a meeting of creditors of HMC/CAH Consolidated, Inc., on Nov. 15, 2011, at 1:30 p.m. The meeting will be held at US Courthouse, Roomm 2110A, 400 E. 9th St., Kansas City, MO. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About 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. HOMELAND SECURITY: Completes Sale of Subsidiary to Perma-Fix ------------------------------------------------------------ Homeland Security Capital Corporation announced the completion of the sale of its Safety and Ecology Holding Corporation subsidiary, an environmental services company, to Perma-Fix Environmental Services, Inc. On July 15, 2011, HOMS entered into a definitive agreement to sell all of the capital stock of its wholly-owned subsidiary, SEC, to Perma-Fix. C. Thomas McMillen, HOMS Chairman and CEO, stated, "SEC has been a strong performing subsidiary during the past three and a half years. We have made the strategic decision to pursue different lines of business." McMillen continued, "The proceeds from the sale of SEC will be used to pay down debt which will considerably strengthen our balance sheet." SunTrust Robinson Humphrey acted as exclusive financial advisor to Homeland Security Capital Corporation for the transaction. As previously announced, the sale of Nexus Technologies Group was completed on Aug. 19, 2011. Shareholders can review the terms associated with both the SEC and Nexus sales at www.sec.gov. About Homeland Security Homeland Security Capital Corporation is an international provider of specialized technology-based radiological, nuclear, environmental disaster relief and electronic security solutions to government and commercial customers. At Dec. 31, 2009, the Company had total assets of $35,815,519 against total liabilities of $38,018,448 and Warrants Payable -- Series H Preferred Stock of $169,768. Stockholders' deficit was $2,372,697 at December 31, 2009. The Company reported a net loss of $3.98 million on $0 of revenue for the year ended June 30, 2011, compared with net income of $2.04 million on $0 of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $33.73 million in total assets, $40.35 million in total liabilities, $169,768 in warrants payable, and a $6.79 million total stockholders' deficit. Coulter & Justus, P.C., in Knoxville, Tennessee, noted that related party senior notes payable totaling $19,725,040 are due and payable, the Company has incurred a loss from operations for year ended June 30, 2011, and has a net capital deficiency in addition to a working capital deficiency, which raises substantial doubt about its ability to continue as a going concern. In March 2008, the Company entered into a stock purchase agreement with YA Global Investments, L.P. pursuant to which the Company sold to YA 10,000 shares of its Series H Convertible Preferred Stock. The Series H Stock is convertible into shares of Common Stock at an initial ratio of 33,333 shares of Common Stock for each share of Series H Stock, subject to adjustments -- including the Company's wholly owned subsidiary, Safety & Ecology Holdings Corporation, achieving certain earnings milestones, as defined, for the calendar years ending December 31, 2009 and 2008. Safety operates its business on a fiscal year ending June 30. Safety achieved the first milestone for the calendar year ending December 31, 2008. However, the second financial milestone for the calendar year ended December 31, 2009, has not been satisfied, resulting in a potential adjustment to the conversion ratio yielding approximately 56,300 shares of Common Stock for each share of Series H Stock, or approximately a potential additional 230,000,000 shares of the Company's Common Stock in the aggregate. Management is discussing with YA the possibility of a waiver or amendment of any adjustment to the Series H Stock conversion ratio, however there can be no assurances YA will waive or amend the adjustment, if any, to the Series H Stock conversion ratio. YA has not exercised its conversion rights as of February 22, 2010. In June 2009 the Company entered into an agreement YA extending the due date on its senior notes payable, and accrued interest, to YA from March 14, 2010, until October 1, 2010, for $2,500,000 and April 1, 2011, for $10,560,000. In exchange, the Company agreed to an increase in the interest rate, from 13% to 15%, on the senior notes payable and certain other debt due to YA, effective January 1, 2010, if the Company failed to secure a certain contract by March 2010. In December 2009, the Company was informed that it had been eliminated from the award process for this contract. Accordingly, the Company will begin recording interest expense at the increased rate effective Jan. 1, 2010. As reported by the TCR on Aug. 10, 2011, Homeland Security entered into a Forbearance Agreement by and among YA Global Investments, L.P., as lender, Homeland Security Advisory Services, Inc., Celerity Systems, Inc., and Nexus Technology Group, Inc., pursuant to which the Lender agreed to forbear from exercising its rights and remedies under the Financing Documents and applicable law with respect to one or more Events of Default that have occurred and are continuing as a consequence of the Company having failed to pay, when due at maturity, all outstanding principal and accrued and unpaid interest under the Company's outstanding debt with the Lender. HORIZON LINES: Posts $126.4 Million Net Loss in Q3 Ended Sept. 25 ----------------------------------------------------------------- Horizon Lines, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $126.4 million on $321.9 million of revenue for the three months ended Sept. 25, 2011, compared with net income of $7.7 million on $297.6 million of revenue for the three months ended Sept. 19, 2010. The Company had a net loss of $165.9 million on $914.8 million of revenue for the nine months ended Sept. 25, 2011, compared with a net loss of $1.8 million on $863.7 million of revenue for the nine months ended Sept. 19, 2010. The Company's balance sheet at Sept. 25, 2011, showed $677.4 million in total assets, $801.7 million in total liabilities, and a stockholders' deficit of $124.3 million. Ernst & Young LLP, in Charlotte, North Carolina, expressed substantial doubt Horizon Lines' ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 26, 2010. The independent auditors noted that there is uncertainty that Horizon Lines will remain in compliance with certain debt covenants throughout 2011 and will be able to cure the acceleration clause contained in the convertible notes. "The Company believes the Oct. 5, 2011 refinancing transactions more fully described in Note 18 to these financial statements have resolved the concern as to compliance with debt covenants throughout the remainder of 2011," the Company said in the filing. "In addition, the Company believes it will be in compliance with its debt covenants through 2012." Refinancing The Company was not in compliance with the maximum senior secured leverage ratio and the minimum interest coverage ratio under its Senior Credit Facility at the close of its third fiscal quarter ended Sept. 25, 2011. Non-compliance with these financial covenants constituted an event of default, which could have resulted in acceleration of the maturity. None of the indebtedness under the Senior Credit Facility or Notes was accelerated prior to the completion of a comprehensive refinancing on Oct. 5, 2011. The Senior Credit Facility and 99.3% of the 4.25% Convertible Senior Notes were repaid as part of the refinancing. In addition, as a result of the completion of the refinancing, the short-term obligations under the Senior Credit Facility, the Notes and the Bridge Loan have been classified as long-term debt. As a result of the efforts to refinance the Company's debt and the 2011 amendments to the Senior Credit Facility, the Company paid $17.3 million in financing costs and recorded a loss on modification of debt of $0.6 million during 2011. A full-text copy of the Form 10-Q is available for free at: http://is.gd/cfQbqx About Horizon Lines Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the nation's leading domestic ocean shipping and integrated logistics company. The Company owns or leases a fleet of 20 U.S.-flag containerships and operates five port terminals linking the continental United States with Alaska, Hawaii, Guam, Micronesia and Puerto Rico. The Company provides express trans-Pacific service between the U.S. West Coast and the ports of Ningbo and Shanghai in China, manages a domestic and overseas service partner network and provides integrated, reliable and cost competitive logistics solutions. * * * As reported by the TCR on Aug. 26, 2011, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Horizon Lines Inc. to 'SD' from 'CCC'. The rating action on Horizon Lines follow the company's decision to defer the interest payment on its $330 million senior convertible notes due August 2012, exercising the 30-day grace period. "Under our criteria, we view failure to make an interest payment within five business days after the due date for payment a default, regardless of the length of the grace period contained in an indenture," said Standard & Poor's credit analyst Funmi Afonja. J.C. EVANS: Reschedules Auction of Quarry Assets to Nov. 14 ----------------------------------------------------------- JCE Delaware, Inc., et al., notified the U.S. Bankruptcy Court for the Western District of Texas of the extension of bid deadline and rescheduled auction date regarding auction of quarry assets -- a 700-acre quarry, and certain heavy equipment and stone inventory related thereto. The Debtors disclosed that the new deadline to receive bids is Nov. 9, 2011, and the new date for auction is Nov. 14. The auction will occur on the new date, but at the same time and location as originally noticed, i.e., beginning at 10:00 a.m. central time, at the San Antonio offices of the Debtors' counsel Cox Smith Matthews Incorporated, 112 E. Pecan St., Suite 1800, San Antonio, Texas. As reported in the Troubled Company Reporter on Sept. 23, 2011, the Debtors proposed a Nov. 3 deadline for submission of offers to purchase the quarry assets, deadline for any party desiring to make a credit bid to have obtained a court order authorizing the credit bid and amount; and a Nov. 10 auction. The Debtor related that, in consultation with its financial advisors who are assisting in connection with the auction process, determined that a short extension of the deadline for receiving bids on the quarry assets and a corresponding short rescheduling of the auction, would assist parties evaluating whether they wish to participate in the auction in completing their evaluation and, if applicable, submitting the documents and deposits required to become a qualifying bidder and thus attend the auction. The hearing to approve any bid accepted by the Debtors as a consequence of the auction will be held as originally set before the Bankruptcy Court at 10:00 a.m. central time, on Nov. 17. In a separate filing, the Court authorized First State Bank to bid up to the amount of $22,000,866 in credit, representing the alleged principal amount of its debt claimed to be owed by one or more of the Debtors. The Court also ordered that if the Bank chooses to make a credit bid and is the ultimately successful bidder, it will pay in cash at closing for these: a. The successful bid on any of the assets on which the Bank does not claim a lien, including specifically but without limitation the Unsecured Assets; b. The cure costs on any of the Debtors' leases or executory contracts that are assumed by the Debtors and assigned to the Bank in connection with the auction; c. The costs of sale incurred by the Debtors as are typically allocated to the seller on real estate transactions; d. The fee ultimately determined by the Bankruptcy Court to be payable to the Debtors' financial advisors retained to assist in connection with the auction of the quarry assets. e. The amounts of the Surety's pari passu Debtor-in-Possession financing interest in the assets conveyed to the Bank in connection with the auction, per the terms of the Court's final cash collateral/DIP financing order. The required the Bank, as a predicate to making any credit bid, to establish a separate escrow account and transfer the sum of $1,000,000 to the account, as the good faith deposit required under the Debtors' motion to approve bid procedures and the bid procedures order. About J.C. Evans Construction With roots stretching back over 55 years, J.C. Evans is a heavy equipment construction company based in Leander, Texas. Through J.C. Evans Construction Co., L.P., a Texas limited partnership d/b/a/ American Aggregates, the Company owns and operates a construction company specializing in heavy site preparation on commercial, pipeline, utility and highway projects, including excavating, trenching, site preparation and construction. Through Adkins Land Development, L.P., a Texas limited partnership, the Company owns a 700-acre quarry, which produces aggregate for use in road construction. J.C. Evans Construction Holdings is the holding company that owns directly or indirectly each of the other entities. In turn, Holdings is owned by a trust for the benefit of the current and former employees of J.C. Evans through an Employee Stock Ownership Plan. Six affiliated companies filed for Chapter 11 (Bankr. W.D. Tex. Case Nos. 11-11926 to 11-11931) on Aug. 1, 2011. These are JCE Delaware Inc., J.C. Evans Construction Holdings, J.C. Evans Nevada, LLC, EQUUS Development Inc., J.C. Evans Construction and Adkins Land Development. The cases are jointly administered before Judge Craig A. Gargotta. George H. Tarpley, Esq., and Mark E. Andrews, Esq., at Cox Smith Matthews Incorporated, serve as bankruptcy counsel. Tittle Advisory Group, Inc., will provide financial advisory services. Butler Burgher Group LLC will provide real estate appraisal services with regard to the valuation of the Debtors' headquarters and warehouse properties, consisting of 28 acres near Leander, Texas. In its petition, JC Evans disclosed $51,543,030 in assets and $74,203,554 in liabilities as of the Chapter 11 filing. A creditors' committee has been appointed by the U.S. Trustee. Neither a trustee nor an examiner has been requested or appointed in the cases. J.C. EVANS: Has Continued Access to Creditors' Cash Collateral -------------------------------------------------------------- The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the Western District of Texas authorized JCE Delaware, Inc., et al., to use cash collateral and, if necessary, borrow under the Sept. 21, 2011, final order. Pursuant to the final order, the Debtors are authorized to: (i) obtain postpetition financing and to grant senior liens, junior liens and superpriority administrative expense status; and (ii) use of cash collateral from contracts bonded by Liberty Mutual Insurance Company and/or Safeco Insurance Company and provide adequate protection. The Court overruled the objection of First State Bank Central Texas to the Debtors' proposed November 2011 budget. The Court also ordered that: -- the Debtor, through Blake Kuhlman, is to provide a budget reconciliation comparing actual expenditures and receipts to the amounts budgeted under the Sept. 8, budget by Nov. 4; and -- all remaining relief is denied, except Bank is permitted to request a 2004 exam and all further requests are carried to a hearing on Nov. 22, at 10:00 a.m. In this relation, the Debtors, Surety, and the Official Committee of Unsecured Creditors entered into a stipulation to clarify that, subject to the rights Surety has under any debtor-in-possession financing liens for new money advanced and accrued interest: 1. Surety did not hold any liens on these properties owned by the Debtors prior to the petition date i.e. Aug. 1, 2011: a. that certain Option Agreement contained within a Farm and Ranch Contract dated Feb. 17, 2005, providing for an option to purchase an additional 100 acre tract in Williamson County, Texas; and b. those certain motor vehicles owned by the Debtors which are evidenced by certificates of title. 2. With respect to these properties, the Surety requires additional time in order to complete its due diligence to determine if it intends to assert a lien against those properties and the Debtors and Committee are willing to allow Surety additional time to complete its due diligence but preserve all of their respective rights and claims with respect to the properties: a. that certain 5 acre tract located in Williamson County, Texas; and b. that certain 1 acre tract of land located in Williamson County, Texas. The Committee is represented by: Richard M. Roberson, Esq. GARDERE WYNNE SEWELL LLP 1601 Elm Street, Suite 3000 Dallas, TX 75201 Tel: (214) 999-3000 Fax: (214) 999-3955 E-mail: rroberson@gardere.com About J.C. Evans Construction With roots stretching back over 55 years, J.C. Evans is a heavy equipment construction company based in Leander, Texas. Through J.C. Evans Construction Co., L.P., a Texas limited partnership d/b/a/ American Aggregates, the Company owns and operates a construction company specializing in heavy site preparation on commercial, pipeline, utility and highway projects, including excavating, trenching, site preparation and construction. Through Adkins Land Development, L.P., a Texas limited partnership, the Company owns a 700-acre quarry, which produces aggregate for use in road construction. J.C. Evans Construction Holdings is the holding company that owns directly or indirectly each of the other entities. In turn, Holdings is owned by a trust for the benefit of the current and former employees of J.C. Evans through an Employee Stock Ownership Plan. Six affiliated companies filed for Chapter 11 (Bankr. W.D. Tex. Case Nos. 11-11926 to 11-11931) on Aug. 1, 2011. These are JCE Delaware Inc., J.C. Evans Construction Holdings, J.C. Evans Nevada, LLC, EQUUS Development Inc., J.C. Evans Construction and Adkins Land Development. The cases are jointly administered before Judge Craig A. Gargotta. George H. Tarpley, Esq., and Mark E. Andrews, Esq., at Cox Smith Matthews Incorporated, serve as bankruptcy counsel. Tittle Advisory Group, Inc., will provide financial advisory services. Butler Burgher Group LLC will provide real estate appraisal services with regard to the valuation of the Debtors' headquarters and warehouse properties, consisting of 28 acres near Leander, Texas. In its petition, JC Evans disclosed $51,543,030 in assets and $74,203,554 in liabilities as of the Chapter 11 filing. A creditors' committee has been appointed by the U.S. Trustee. Neither a trustee nor an examiner has been requested or appointed in the cases. JEFFERSON COUNTY: Files Biggest U.S. Municipal Bankruptcy --------------------------------------------------------- Jefferson County, Alabama, filed the biggest U.S. municipal bankruptcy on Wednesday after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. The county, home to Birmingham, the state's most-populous city, disclosed assets and debt of more than $1 billion in Chapter 9 papers (Bankr. N.D. Ala. Case No. 11-05736-9) filed Nov. 9 in Birmingham. According to Bloomberg News, the county's bankruptcy attorney, Kenneth Klee, Esq., said the filing was necessary because talks with creditors and the receiver in charge of the sewer system built by the bonds broke down. "There was an impasse reached," Mr. Klee said in an interview with Bloomberg. "None of the creditors -- zero -- signed up to the deal that we have been negotiating for six weeks." Mr. Klee is the founding member of Klee Tuchin Bogdanoff & Stern LLP. He is considered to be a municipal-bankruptcy expert, having handled Orange County, Calif.'s bankruptcy in 1994. Jefferson's bankruptcy beats the record of $1.7 billion set by Orange County. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. In September this year, Jefferson County's major creditors, which include JPMorgan Chase & Co., signed tentative agreements to reorganize the sewer debt. County officials said at the time that JPMorgan would provide $750 million of about $1.1 billion in concessions. By October, the tentative deal began to fall apart as disagreements emerged among Jefferson County's 25 state lawmakers. The deal required action by the state Legislature to help the county close its budget deficit, create an independent sewer authority and give state moral-obligation backing to new sewer debt. The county and bondholders are about $140 million apart on how much sewer debt the county can bear, Mr. Klee said, according to the Bloomberg report. The county would accept $2.05 billion, while creditors demanded more, he said. The county also differed with the court-appoint receiver who runs the plant that was built with the defaulted bonds. The county was willing to raise rates paid by residents by 8.2% initially. The receiver wanted an 8.4% hike, Mr. Klee said. Both sides agreed that more hikes would come in the years that followed. Thomas B. Bennett, chief judge of U.S. Bankruptcy Court in Birmingham, was named to oversee the case by the head of the 11th Circuit Court of Appeals. The first hearing in the case will be at 10 a.m. today, Nov. 10, said a person who answered the phone in Judge Bennett's chambers who declined to be identified. Kelly Nolan, writing for Dow Jones Newswires, reports that the county's five commissioners voted 4-1 to file the bankruptcy, two people in attendance at the meeting said. Commissioner George Bowman placed the dissenting vote, one said. Dow Jones relates Gov. Robert Bentley, who has expressed his support for a negotiated settlement, said he was disappointed in the filing. "Bankruptcy will negatively impact not only the Birmingham region, but also the entire state," he said. Dow Jones also reports that a spokesman for JPMorgan said the bank had worked "very hard" with the county and other creditors to avoid a filing, offering "substantial financial concessions to make the deal happen." He added that the bank "will continue to work toward a fair and reasonable solution for the county and all creditor constituents involved." Mr. Klee may be reached at: Kenneth N. Klee, Esq. KLEE TUCHIN BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067-6049 Tel: 310-407-4080 Fax: 310-407-9090 E-mail: kklee@ktbslaw.com About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. It ended its 2006 fiscal year with a $42.6 million general fund balance, according to Standard & Poor's. JEFFERSON COUNTY: Chapter 9 Case Summary & Creditors List --------------------------------------------------------- Debtor: Jefferson County, Alabama Room 280 Courthouse 716 North Richard Arrington Jr. Birmingham, AL 35203 Bankruptcy Case No.: 11-05736 Chapter 9 Petition Date: Nov. 9, 2011 Court: U.S. Bankruptcy Court Northern District of Alabama (Birmingham) Judge: Thomas B. Bennett Debtor's Counsel: Christopher L. Hawkins, Esq. BRADLEY ARANT BOULT CUMMINGS LLP One Federal Place 1819 Fifth Avenue North Birmingham, AL 35203 Tel.: (205) 521-8556 E-mail: chawkins@babc.com James Blake Bailey, Esq. BRADLEY ARANT BOULT CUMMINGS LLP 1819 Fifth Avenue North Birmingham, AL 35203 Tel: (205) 521-8913 Fax: (205) 488-6913 E-mail: jbailey@babc.com Jay R. Bender, Esq. One Federal Place 1819 Fifth Avenue North Birmingham, AL 35203-2105 Tel: (205) 521-8645 E-mail: jbender@ba-boult.com Jennifer Harris Henderson, Esq. BRADLEY ARANT BOULT CUMMINGS LLP One Federal Place 1819 Fifth Avenue North Birmingham, AL 35203 Tel: (205) 521-8400 Fax: (205) 408-6400 E-mail: jhenderson@babc.com John Patrick Darby, Esq. BRADLEY ARANT BOULT CUMMINGS LLP One Federal Place 1819 Fifth Avenue North Birmingham, AL 35203 Tel: (205) 521-8000 Fax: (205) 488-6332 E-mail: pdarby@babc.com Estimated Assets: More than $1 billion Estimated Debts: More than $1 billion The petition was signed by David Carrington, president. A list of Jefferson County's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/alnb_11-05736-list.pdf KINETIC CONCEPTS: S&P Lowers Corporate Credit Rating to 'B' ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on San Antonio-based medical technology company Kinetic Concepts Inc. (KCI) to 'B' from 'BB+'. This follows the completion of the company's LBO by private-equity firm Apax Partners L.P., the Canada Pension Plan Investment Board, and the Public Sector Pension Investment Board, and is consistent with the expected actions stated in our CreditWatch listing. "Our rating on KCI was removed from CreditWatch, where it was placed with negative implications on July 8, 2011; the rating outlook is stable. At the same time, we withdrew our issue level and recovery ratings on all of the company's pre-LBO debt, which was retired as part of the transaction," said Standard & Poor's credit analyst Jesse Juliano. "The rating on San Antonio, Texas-based medical technology company Kinetic Concepts Inc. overwhelmingly reflects the company's highly leveraged financial risk following its LBO. Initial adjusted debt to EBITDA, per our calculations, is over 7.0x. We expect this ratio to quickly drop to about 6.4x in 2012 because of the elimination of patent royalty payments to Wake Forest and the company's cost-saving initiatives; Wake Forest's patents were found to be invalid in 2010. Notwithstanding this modest deleveraging, we expect funds from operations to debt in 2012 to remain weak (5%) given the company's high interest expense. We believe KCI will operate with a stretched financial risk profile for at least the next two years. We view its pro forma liquidity profile as adequate," S&P related. "We continue to view KCI's business risk profile as fair, given its significant dependence on vacuum-assisted closure (VAC) devices (70% of 2010 revenues), despite the company's well- entrenched market positions in VAC devices and rapidly growing products in its LifeCell division. While we do not foresee a significant near-term impact, product concentration exposes the company to competitive technological developments and potential third-party pricing pressure. Furthermore, KCI's primary competitor, Smith & Nephew, has been aggressively marketing its wound therapy product, which we believe will continue to somewhat limit pricing and growth of the VAC. However, KCI largely has been able to maintain its revenues, and we believe Smith & Nephew's market share will remain very small," S&P added. LOS ANGELES DODGERS: Court Denies Bid to Cut Legal Fees ------------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that a Delaware bankruptcy judge on Tuesday denied the U.S. trustee's bid to slash more than $350,000 from the tab of the Los Angeles Dodgers LLC's counsel -- Dewey & LeBoeuf LLP and Young Conaway Stargatt & Taylor LLP -- finding that the questioned work was essential to the case. The contested fees stem from the early stages of the case, when the firms sought to win approval of a $150 million debtor-in- possession loan for the team from a hedge fund, Highbridge Capital Management LLC. As reported by the Troubled Company Reporter, Bankruptcy Judge Kevin Gross in July ruled that the Dodgers could not use the $150 million loan from its preferred lender, Highbridge, because a better loan was available -- specifically, the financing the Major League Baseball offered. MLB offered a loan that comes on an unsecured basis, at a reduced interest rate and without nearly $10 million in fees the team committed to pay Highbridge, a hedge-fund manager owned by J.P. Morgan Chase & Co. 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: Fox Says MLB Deal Isn't 'Foregone Conclusion' ------------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that lawyers for Fox Sports say the settlement between Major League Baseball and the Los Angeles Dodgers that calls for embattled owner Frank McCourt to sell the team and its lucrative broadcast rights isn't a done deal. As reported in yesterday's edition of the TCR, Major League Baseball and Los Angeles Dodgers owner Frank McCourt have agreed to the terms of the auction of the club. People familiar with the talks told the Wall Street Journal that under a deal hammered out during two weeks of intense negotiations last month, MLB won't oppose Mr. McCourt and his advisers' efforts to solicit separate bids for the team and the future media rights to its games. The sources said the structure of the auction was the biggest of several concession MLB made to get Mr. McCourt to agree to sell the Dodgers. They were designed to allow Mr. McCourt to reap as much money as possible from the sale of the team. The auction is expected to fetch offers of more than $1 billion for the team and its related assets. The Journal says the parties are expected to submit a plan in bankruptcy court in the coming days. 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. LAS VEGAS RAILWAY: John Zilliken Resigns as COO ----------------------------------------------- John M. Zilliken has resigned effective Oct. 28, 2011, his position as Chief Operating Officer. Mr. John M. Zilliken resigned for personal reasons and has no disputes or disagreements with the Company. The Company has subsequently eliminated the position of Chief Operating Officer and created a new Vice President position, Vice President Passenger Services, which is currently unfilled. About Las Vegas Railway Las Vegas, Nev.-based Las Vegas Railway Express, Inc., formerly Liberty Capital Asset Management, Inc. was formed March 9, 2007, as Corporate Outfitters, a development stage company. On Nov. 3, 2008, with a share exchange, asset purchase agreement the Company acquired Liberty Capital Asset Management, a Nevada corporation, formed in July of 2008 as a holding company for all the assets of CD Banc LLC in contemplation of the company going public via a reverse merger into a publicly trading corporation. CD Banc LLC was formed in 2003 as a Nevada limited liability corporation with the purpose of acquiring real estate assets and holding them for long-term appreciation. The Company acquired Las Vegas Railway Express (LVRE) in January 2010 and began its operations as the primary business of the Company. The Company subsequently changed its name from Las Vegas Railway Express, to Las Vegas Railway Express, Inc., and is traded under the symbol XTRN.OB. The Company's balance sheet at June 30, 2011, showed $894,758 in total assets, $1.89 million in total liabilities and a $997,404 total stockholders' deficit. As reported by the TCR on June 28, 2011, Hamilton, PC, in Denver, Colorado, expressed substantial doubt about the Company's ability to continue as a going concern following the 2010 results. The independent auditors noted that the Company suffered recurring losses from operations. LOCAL INSIGHT: Judge Approves Chapter 11 Plans ---------------------------------------------- U.S. Bankruptcy Judge Kevin Gross on Thursday confirmed the reorganization plans of Local Insight Media Holdings and Caribe Media Inc., which will slash a combined $1 billion in debt from the related phone directory publishers' balance sheets. Lance Duroni at Bankruptcy Law360 reports that Judge Gross approved the plans after an uncontested confirmation hearing. Ross Kwasteniet of Kirkland & Ellis LLP, an attorney for both debtors, said both plans had near unanimous support from creditors entitled to vote. Local Insight's Plan is predicated on the notion that the Company and creditors would win a lawsuit to void the lien on what's known as the Berry assets. The plan calls for giving new stock to the holders of the $339.3 million secured claim. The disclosure statement says the lenders' recovery will range between 20% and 28%. The holders of up to $7 million in what are known as Regatta unsecured claims will take home 13% in cash. There is a long list of creditors to receive nothing. The classes being wiped out and their claims include LIM Finance II term loans ($119.8 million); LIM Finance subordinated notes ($80.7 million); and LIM Finance term loans ($138.1 million). Emergence from Chapter 11 will be financed by a new $35 million loan. The existing first-lien lenders have the right to participate in the loan. Under the Plan, Local Insight would emerge with a new credit facility and total debt reduced by more than 90%. The Company's senior secured debt would be exchanged for equity in the reorganized company. The Plan was supported by the steering committee of the Company's prepetition senior secured lenders. Caribe Media's Plan calls for secured lenders owed $127 million to take ownership and receive a $55 million loan, for a projected recovery of 77% to 93%. Subordinated noteholders owed about $58.6 million are to receive noting under the plan. The U.S. Trustee had objected to Caribe Media's plan, saying it wasn't proper to give a release to venture capital investor Welsh, Carson, Anderson & Stowe, whose funds control the equity. About Local Insight Wilmington, Delaware-based Local Insight Media Holdings, Inc., is a publisher of print and online yellow page directories in the United States. Local Insight, along with affiliates, including Local Insight Regatta Holdings, Inc., filed for Chapter 11 bankruptcy protection on (Bankr. D. Del. Lead Case No. 10-13677) on Nov. 17, 2010. Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. Curtis A. Hehn, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors' co-counsel. The Debtors' investment banker and financial advisor is Lazard Freres & Co. LLC. The Debtors' independent auditor is Deloitte & Touche LLP. The Debtors' interim management and restructuring advisors are Alvarez & Marsal North America, LLC, and Avarez & Marsal Private Equity Performance Improvement Group, LLC. Kurtzman Carson Consultants LLC is the Debtors' notice and claims agent. Local Insight Media Holdings estimated assets of less than $50,000 and liabilities of $100 million to $500 million in its Chapter 11 petition. Local Insight Regatta reported consolidated assets of $796,270,000 against consolidated debts of $669,612,000 as of Sept. 30, 2010, according to its Form 10-Q filed with the Securities and Exchange Commission. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP as its counsel; Morris, Nichols, Arsht & Tunnel LLP as Delaware co-counsel; Houlihan Lokey Howard & Zukin Capital Inc. as its financial advisor and investment banker; and Mesirow Financial Consulting LLC as its forensic accountant and litigation advisor. About Caribe Media Caribe Media Inc. owns publication rights for certain print and Internet directories in the Dominican Republic and Puerto Rico. Caribe Media owns 60% of Axesa Servicios de Informacion, S. en C., a Yellow Pages publisher in Puerto Rico and the official publisher of all telephone directories for Puerto Rico Telephone Company, Inc., the largest local exchange carrier in Puerto Rico, and US$100% of Caribe Servicios de Informacion Dominicana, S.A., the sole directory publisher in the Dominican Republic with the exclusive right to publish under the brand of Codetel, the largest telecom operator in the Dominican Republic. Caribe Media is wholly owned by CII Acquisition Holding Inc. They are affiliates of Local Insight Media Holdings, Inc. Caribe Media and CII filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-11387 and 11-11388) on May 3, 2011. Caribe Media is being represented by lawyers at Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel. Lawyers at Curtis, Mallet-Prevost, Colt & Mosle LLP will serve as conflicts counsel. Local Insight Media is also a debtor in its own Chapter 11 in Delaware. Local Insight Media filed in 2010. Lawyers at Kirkland and Pachulski served as counsel to Local Insight Media. LODGENET INTERACTIVE: Files Form 10-Q, Posts $2MM Q3 Net Income --------------------------------------------------------------- LodgeNet Interactive Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $2.04 million on $106.84 million of total revenues for the three months ended Sept. 30, 2011, compared with a net loss of $1.67 million on $113.79 million of total revenues for the same period during the prior year. The Company also reported a net loss of $1.78 million on $321.21 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $7.32 million on $344.91 million of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $408.96 million in total assets, $460.01 million in total liabilities and a $51.05 million total stockholders' deficiency. A full-text copy of the Form 10-Q is available for free at: http://is.gd/pw1ue1 About LodgeNet Interactive Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET), formerly LodgeNet Entertainment Corp. -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. * * * Lodgenet carries a 'B3' long term corporate family rating and a 'Caa1' probability of default rating, with 'stable' outlook, from Moody's. It has 'B' long term foreign and local issuer credit ratings, with 'stable' outlook, from Standard & Poor's. "In Moody's opinion, continued cautious investment from LodgeNet's hotel customers will hamper intermediate term growth in its core hospitality services business, and over the long term competing forms of entertainment will pressure this revenue stream as the company seeks to defend its relevance to both hotel operators and hotel guests. The B3 corporate family rating incorporates these weak growth prospects, mitigated somewhat by the company's moderately high financial risk profile and demonstrated capacity to generate positive free cash flow throughout challenging economic conditions, along with a measure of stability from the monthly fees it receives from hotels regardless of occupancy," Moody's said in October 2010. LOS GATOS HOTEL: Can Access GCCFC 2006-GG7's Cash Until Jan. 6 -------------------------------------------------------------- The Hon. Arthur S. Weissbrodt U.S. Bankruptcy Court for the Northern District of California approved the agreement between the Los Gatos Hotel Corporation and GCCFC 2006-GG7 Los Gatos Lodging Limited Partnership, extending the cash collateral use. Pursuant to the agreement: -- As additional protection, and in order to provide both secured creditor and Debtor with a period in which to evaluate the financial performance, management, marketing and other operations of Debtor, Folio and Summit, and in order that Debtor show progress toward a reorganization and repayment of the Loan, the Debtor will meet these: (i) the Debtor's authorization to use secured creditors cash collateral will automatically terminate, absent further Order of the Court; (ii) if the Debtor does not obtain entry of an order confirming the Plan, as it may have been amended, on or before Jan. 6, 2012. If not sooner terminated, any authorization for Debtor to use cash collateral will terminate on Jan. 7, 2012, absent the written consent of secured creditor or an order of the Court after notice and hearing. -- All other terms of the order entered on March 29, 2011, will remain the same. The provisions to the amendment to agreed final order will only affect the respective interests of the Debtor and secured creditor and no other party. As reported in the Troubled Company Reporter on Jan. 5, 2011, in 2006, the Debtor refinanced its debt on Hotel Los Gatos through a loan from Greenwich Capital Financial Products, Inc., which was evidenced by a promissory note in the amount of $12 million, payable over a period of five years, and coming due in full in March 2011. The Debtor is informed, but hasn't confirmed, that the Loan was subsequently bundled with other loans and sold as part of a commercial mortgage-backed security to Greenwich Capital Commercial Funding Corp. GCCFC 2006-GG7 Los Gatos Lodging Limited Partnership claims that it currently holds the Loan, which is serviced by LNR Partners, LLC. As of the petition Date, the principal balance of the Loan had been reduced to $11,606,981. LNR has claimed that penalties and interest in arrears total approximately $1.5 million. The Debtor would use the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. In exchange for using the cash collateral, the Debtor will grant the lender a replacement lien on the Debtor's postpetition cash, accounts receivable and revenues, to the same extent, validity and priority as any lien on cash collateral held by the lender as of the Petition Date. According to the Debtor, the lender's interest is also adequately protected by an equity cushion and by the revenue generated from the Debtor's postpetition operation. The secured creditor is represented by Walter J. Greenhalgh, Esq., at DUANEMORRIS LLP. About Los Gatos San Jose, California-based Los Gatos Hotel Corporation, dba Hotel Los Gatos, was formed in 2000 to build and operate Hotel Los Gatos, a full-service boutique hotel in downtown Los Gatos, California. Los Gatos Hotel filed for Chapter 11 bankruptcy protection on December 27, 2010 (Bankr. N.D. Calif. Case No. 10-63135). The Debtor disclosed $17,191,277 in assets and $12,896,468 in liabilities as of the Chapter 11 filing. Affiliate Blossom Valley Investors, Inc., filed a separate Chapter 11 petition on September 10, 2009 (Bankr. N.D. Calif. Case No. 09-57669). Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris Glovsky Popeo, serves as the Debtor's bankruptcy counsel. The Debtor has tapped OSAS Inc. as financial advisor and investment banker. MANTECH INTERNATIONAL: Moody's Keeps 'Ba1' Corp. Family Rating -------------------------------------------------------------- Moody's Investors Service has raised the speculative grade liquidity rating of ManTech International Corp., to SGL-1 from SGL-2, reflecting the company's much stronger liquidity profile following the recently executed $500 million, five-year revolving credit facility. ManTech's existing ratings, including the corporate family rating of Ba1, are unaffected. The rating outlook is stable. Ratings: Corporate Family, unchanged at Ba1 Probability of Default, unchanged at Ba1 $200 million 7.25% Guaranteed Senior Unsecured Notes due 2018, unchanged at Ba2, to LGD5, 70% from LGD4, 66% Speculative Grade Liquidity, to SGL-1 from SGL-2 Outlook, Stable RATINGS RATIONALE The speculative grade liquidity rating of SGL-1 denotes a very good liquidity profile. At the October 12, 2011 close of the first-lien $500 million revolving credit facility (unrated), no borrowings existed under the line while letters of credit utilization was minimal. Expectation of free cash flow generation, lack of near-term debt maturities and the large size of the revolving credit line support the liquidity profile's strength. The SGL-1 includes consideration of the $90 million acquisition of Worldwide Information Network Systems Inc., expected to close later this month, which will be funded by existing balance sheet cash. At September 30, 2011 the company had $182 million in cash. Existing ratings and the stable rating outlook are unchanged. High backlog, strong cash flow characteristics and low financial leverage support the Ba1 corporate family rating. Moody's thinks the company will make further acquisitions to boost scale and further position itself for the upcoming period of tighter U.S. defense spending. Moody's expects that declining defense budgets will pressure ManTech's revenues in coming years, though a significant near-term revenue decline appears unlikely. Financial flexibility from very good liquidity and a conservative balance sheet add resilience. Upward momentum on the CFR would depend on a significantly larger revenue base and confidence of debt to EBITDA sustained below 2x with free cash flow to debt above 15%. Downward rating pressure would likely follow debt to EBITDA approaching 3x, EBITDA margin declining below 9% or a weakening of the free cash flow generation level. Moody's expects that the company may utilize its revolving credit facility to fund acquisitions through 2012. Strength of the liquidity profile could diminish if the availability level were to substantially decline. The principal methodology used in rating ManTech was the Global Aerospace and Defense Industry Methodology published in June 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. ManTech International Corporation ("ManTech") is a technology service provider to the U.S. Department of Defense, intelligence community, Departments of Homeland Security, Justice & State departments and other civilian branches of the federal government. Principal services include systems engineering and integration, software, enterprise & security architecture, information assurance and processing, cyber security and logistical support. Revenues in the last twelve months ended September 30, 2011 were $2.9 billion. MARANI BRANDS: Asher Enterprises Discloses 5.3% Equity Stake ------------------------------------------------------------ In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Asher Enterprises, Inc., disclosed that it beneficially owns 10,833,333 shares of common stock of Marani Brands, Inc., representing 5.32% based on the total of 203,732,172 outstanding shares of common stock. A full-text copy of the filing is available for free at http://is.gd/fXx6tt About Marani Brands Based in North Hollywood, Calif., Marani Brands, Inc. (OTC BB: MRIB) primarily engages in the distribution of wine and spirit products manufactured in Armenia. The Company's signature product is Marani Vodka, a premium vodka which is manufactured exclusively for the Company in Armenia. The Company's balance sheet at March 31, 2010, showed $1,137,841 in assets and $3,188,227 of liabilities, for a stockholders' deficit of $2,050,386. As reported in the Troubled Company Reporter on October 19, 2009, Gruber & Company, LLC, in Saint Louis, Missouri, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's consolidated financial statements for the years ended June 30, 2009, and 2008. The auditing firm said that the Company's viability is dependent upon its ability to obtain future financing and the success of its future operations. "As of March 31, 2010, the Company has an accumulated deficit of $19,595,756. The Company's current business plan requires additional funding beyond its anticipated cash flows from operations. These and other factors raise substantial doubt about the Company's ability to continue as a going concern." The Company notified the U.S. Securities and Exchange Commission that due to certain events occurring in the Company's third and fourth quarters, and the complexity of the review required, the Company is unable to file the Form 10-K for the fiscal year ended June 30, 2010, by Sept. 28, 2010, without unreasonable effort or expense. MATTRESS HOLDING: Moody's Says IPO Positive for 'B3' CFR -------------------------------------------------------- Moody's Investors Service stated that Mattress Holding Corp.'s (Mattress) announcement that its parent, Mattress Firm Holding Corp. (Mattress Firm), has launched an initial public offering could have positive implications for the company's B3 corporate family and probability of default ratings, and B1 senior secured credit facility rating. "We view the potential IPO favorably due to the specified use of proceeds being designated for debt reduction," stated Moody's analyst Mariko Semetko. Mattress Firm's consolidated debt includes a total of $178 million of subordinated debt, convertible notes and PIK notes that will be repaid or converted to equity upon the consummation of the IPO. In the event the IPO and use of proceeds are successfully executed as proposed, Mattress's $230 million secured term loan due in 2014 will be the only outstanding funded debt remaining. The company also has a $25 million revolving credit facility. At closing of the IPO, Moody's does not expect any material outstanding balances under the revolver aside from minor letters of credit. For the latest twelve month period ended August 2, 2011, debt/EBITDA (adjusted for holding company debt and capitalized operating leases) approached 7.3 times. Moody's projects that a reduction of roughly $178 million of debt will likely cause debt/EBITDA to decrease to around 6.0 times. "This will be a meaningful improvement in leverage and is credit positive. Debt/EBITDA below 6.5 times and EBITA/interest expense exceeding 1.5 times would prompt us to consider a possible upgrade," said Semetko. Moody's will continue to monitor the IPO process and assess the impact on Mattress's ratings and outlook. "The principal methodology used in this rating was the Global Retail Industry Methodology published in June 2011. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Mattress Holding Corp. is a leading specialty retailer of conventional and specialty mattresses, operating about 620 stores throughout the Southern and Midwestern United States primarily under the Mattress Firm banner. Revenues for the latest twelve month period ended August 2, 2011 approached $600 million. MCCLATCHY CO: Files Form 10-Q, Posts $9.4 Million Q3 Net Income --------------------------------------------------------------- The McClatchy Company filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $9.40 million on $300.22 million of net revenues for the three months ended Sept. 25, 2011, compared with net income of $11.92 million on $327.71 million of net revenues for the three months ended Sept. 26, 2010. The Company also reported net income of $12.38 million on $918.20 million of net revenues for the nine months ended Sept. 25, 2011, compared with net income of $21.40 million on $1 billion of net revenues for nine months ended Sept. 26, 2010. The Company's balance sheet at Sept. 25, 2011, showed $2.98 billion in total assets, $2.76 billion in total liabilities and $214.83 million stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/mujIL3 About The McClatchy Company Sacramento, Calif.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is the third largest newspaper company in the United States, publishing 30 daily newspapers, 43 non-dailies, and direct marketing and direct mail operations. McClatchy also operates leading local websites in each of its markets which extend its audience reach. The websites offer users comprehensive news and information, advertising, e-commerce and other services. Together with its newspapers and direct marketing products, these interactive operations make McClatchy the leading local media company in each of its premium high growth markets. McClatchy-owned newspapers include The Miami Herald, The Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City Star, The Charlotte Observer, and The News & Observer (Raleigh). * * * In February 2010, Moody's Investors Service upgraded The McClatchy Company's Corporate Family Rating to Caa1 from Caa2, Probability of Default Rating to Caa1 from Caa2, and senior unsecured and unguaranteed note ratings to Caa2 from Caa3, concluding the review for upgrade initiated on January 27, 2010. The upgrades reflect McClatchy's improved liquidity position and reduced near-term default risk following completion of the company's refinancing, and its ability to stabilize EBITDA performance through significant cost reductions. The rating outlook is stable. In the May 12, 2011, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit rating on Sacramento, Calif.-based The McClatchy Co. to 'B-' from 'B'. "The downgrade reflects our expectation that continued declines in advertising revenues will outweigh the company's cost reduction measures, resulting in steadily rising debt leverage over the intermediate term despite some modest debt reduction that will likely occur over the near term," said Standard & Poor's credit analyst Harold Diamond. The 'B-' corporate credit rating on Sacramento, Calif.- based McClatchy reflects Standard & Poor's expectation that advertising revenues will decline at a high-single-digit% rate in 2011, and EBITDA will fall at a mid-double-digit pace. As reported by the Troubled Company Reporter on Feb. 8, 2011, Fitch Ratings has upgraded the Issuer Default Rating of the McClatchy Company to 'B-'. The Rating Outlook is Stable. The revenue declines endured by McClatchy in 2010 were materially lower than Fitch's expectation. Fitch had modeled declines in the mid-teens versus actual declines in the mid-single digits. While Fitch expected the company to focus on cost containment, the company's success exceeded Fitch expectations. Fitch had expected EBITDA to decline more than 10% versus actual EBITDA growth in the mid-single digits. As a result absolute debt and leverage were better than Fitch expectations. Fitch estimates 2010 year end gross unadjusted leverage of approximately 4.7 times. Fitch expects the company will be able to meet its pension funding obligations and satisfy all of its maturities up to and including its senior unsecured notes due in 2014 ($169 million balance as of Sept. 30, 2010). Also, Fitch does not expect McClatchy will have any issues meeting its credit agreement financial covenants (under both Fitch's base and stress cases). MEDIA GENERAL: Files Form 10-Q, Incurs $29.8 Million Q3 Net Loss ---------------------------------------------------------------- Media General, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q, reporting a net loss of $29.83 million on $144.74 million of total revenues for the three months ended Sept. 25, 2011, compared with a net loss of $10.65 million on $163.21 million of total revenues for the three months ended Sept. 26, 2010. The Company also reported a net loss of $71.01 million on $448.47 million of total revenues for the nine months ended Sept. 25, 2011, compared with a net loss of $31.68 million on $488.23 million of total revenues for the nine months ended Sept. 26, 2010. The Company's balance sheet at Sept. 25, 2011, showed $1.08 billion in total assets, $985.24 million in total liabilities, and $97.30 million in total stockholders' equity. About Media General Richmond, Virginia-based Media General Inc. (NYSE: MEG) -- http://www.mediageneral.com/-- is an independent communications company with interests in newspapers, television stations and interactive media in the United States. The Company operates in three business segments: Publishing, Broadcast and Interactive Media. The Company owns 25 daily newspapers and more than 150 other publications, as well as 23 television stations. The Company also operates more than 75 online enterprises. In March 2008, the Company completed the purchase of DealTaker.com, an online social shopping portal. As reported by the Troubled Company Reporter on October 5, 2011, Moody's Investors Service downgraded Media General, Inc.'s (Media General) Corporate Family Rating (CFR) and senior secured bond rating to B3 from B2, and lowered the company's speculative-grade liquidity rating to SGL-4 from SGL-3. The rating actions reflect the liquidity pressure from the approaching March 2013 credit facility maturity and heightened risk of a covenant violation, as well as the operating pressure from a weaker advertising market. The rating outlook is negative. The TCR also reported on Oct. 28, 2011, that Standard & Poor's Ratings Services lowered its corporate credit on Richmond, Va.- headquartered Media General Inc. to 'CCC+' from 'B-'. "The downgrade reflects our expectation that Media General could face difficulties in maintaining covenant compliance in 2012," S&P said. MELTING POT: Investor Group Offers $1.385-Mil. for Restaurant ------------------------------------------------------------- Jim Hammerand, staff reporter at Minneapolis/St. Paul Business Journal, reports that the owners of The Melting Pot in downtown Minneapolis are poised to lose the restaurant in a bankruptcy sale, and their creditors say mismanagement, not the economy, is to blame. According to the report, the fondue franchise likely will be sold to an investor group led by a veteran Melting Pot franchisee who has successfully run the business under a court order since July. "There's nothing wrong with the restaurant," said Michael Stead, operating partner of Minneapolis-based TSSN Inc., which has tendered a $1.385 million offer to purchase the business. The offer has the support of the court-appointed trustee and Tampa." MF GLOBAL: Sold $1.5BB in Euro Debt at Loss Before Bankruptcy ------------------------------------------------------------- Aaron Lucchetti, writing for The Wall Street Journal, reports that a person familiar with the matter said MF Global Holdings Ltd. sold about $1.5 billion of its European sovereign-debt holdings just before the bankruptcy filing. The sales came largely after MF Global reported a surprisingly steep quarterly loss Oct. 25 and added up to more than 20% of MF Global's total exposure of $6.3 billion as of Sept. 30. WSJ relates that according to a person familiar with the trades, the company sold the positions at a loss. The size of the losses couldn't be determined. The source told the Journal that the remaining $4.8 billion in sovereign-debt positions that weren't sold were turned over to MF Global's bankruptcy administrator in the U.K. According to that source, the administrator, KPMG, took control of the leftover bets because the trades were cleared in London. The Journal says MF Global's overall portfolio was tied to the bonds of countries such as Italy, Portugal and Spain. As of Sept. 30, more than half of the trades were based on Italian sovereign bonds. Most of the securities firm's bets on European sovereign debt were due to mature in 2012. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Bankruptcy Felt in Commodity Markets ----------------------------------------------- Jerry A. DiColo, writing for Dow Jones Newswires, reports that trading volumes remain depressed across several commodity markets one week after the collapse of MF Global Holdings Ltd. Dow Jones says crude oil, gold and wheat futures in the U.S. have seen a drop in the number of contracts changing hands over the past week. Some former MF Global customers are waiting for their accounts to be unfrozen so they can resume trading. Others with access to the trading floor also have stepped back, worried about market distortions that could emerge due to the events of the past week. Dow Jones notes that almost instantly after MF Global's filing, traders on U.S. futures exchanges with accounts at MF Global found they were unable to buy and sell futures and options. Some on the exchange floors of Chicago and New York were physically barred from trading pits. According to Dow Jones: -- Crude-oil volume on the New York Mercantile Exchange has been more than 20% lower than its 200-day average for four of the last six trading days. -- Gold-futures volume on the Comex has been under the 200-day moving average every trading day since MF Global's collapse, falling 52% below that level Monday. -- Wheat futures have fallen as much as 36% below the same level last week and remained below the average throughout the period until a surge in trading Monday. Dow Jones relates investors and market watchers said the uncertainty in Europe also has hurt many markets not traditionally tied to global economic events, and traders focused on traditional factors like weather or harvests have reduced some bets. MF Global was one of the largest clearing firms in the U.S., holding $5.5 billion in trading accounts. A clearing firm works with exchanges to ensure markets operate smoothly, holding client funds and posting collateral to back up trades. According to Dow Jones, even though exchange operator CME Group Inc. and the bankruptcy trustee have said they are working to get the accounts unfrozen by Tuesday evening, thousands of traders who used MF Global to clear trades have been locked out of the market for more than a week. MF GLOBAL: Customers May End Up Waiting for Their Cash ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports customers of commodities broker MF Global Inc. may be forced to file claims to recover the cash and positions the trustee wasn't able to transfer to other brokers, the president of the Securities Investor Protection Corp. said Nov. 8. Four customers filed a motion Nov. 8 in bankruptcy court asking the judge to force James W. Giddens, the trustee, to distribute 85 percent of the cash in customers' accounts. They contend it's undisputed that the trustee has enough cash to cover 88% of customers' claims for cash. The trustee's inability to transfer customers' positions and cash results from a shortfall of about $600 million in the segregated accounts that were supposed to hold customers' cash, Mr. Rochelle discloses. He notes that if customers are required to file claims before they receive their property, months may elapse until distributions are made. First, the bankruptcy judge must set up procedures and time schedules for filing claims. Once claims are in, the trustee must decide which are accurate and which aren't. Then, Mr. Giddens would return to bankruptcy court for authority to make pro-rata distributions if there is a shortfall. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Investor Uprising Follows Firm's Crisis -------------------------------------------------- Investor Uprising, the individual investor's intelligence network, was among the first media outlets to report that the funds inside many bankrupt broker MF Global's former customer accounts remain frozen this morning after the accounts were transferred to new brokerages. Investor Uprising Editor-in-Chief, R. Scott Raynovich, a former MF Global client, began asking questions when his small trading account was transferred with 75% of the cash and equity missing. The full story is available here: "MF Global Accounts Moved, Minus Much of the Cash." Many former MF Global clients faced immediate margin calls as their trading positions were transferred to new brokerages without the full equity or cash credit that backed those positions prior to the MF Global bankruptcy. "Communication was not very good and many are wondering where the money has gone. It's not in the accounts. It's surprising how poorly the situation was handled," says Raynovich. "Investor Uprising felt obligated to report how MF Global is operating in order to alert individual investors." Investor Uprising produces in-depth industry reports aimed at informing individual investors about important long-term trends and investment ideas. The Investing in Telecom report is available for free to any registered user of the website. About Investor Uprising Investor Uprising is the individual investor's no-nonsense community for accessing business trends and investment strategies. Combining expert market commentary, fundamental analysis and on- the-ground reporting, Investor Uprising helps the reader find the best investment opportunities in global markets. Sponsored by PR Newswire and operated by UBM plc, Investor Uprising's community of contributors could reach millions of potential business readers around the world. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Statman, Harris Probes Board of Directors & Officers --------------------------------------------------------------- The law firm of Statman, Harris & Eyrich, LLC is investigating certain officers and the Board of Directors of MF Global Holdings Ltd. for potential violations of state and federal securities laws, on behalf of investors who purchased shares in the Company during the period May 20, 2011 through Oct. 28, 2011. In a complaint recently filed in the Southern District of New York, MF Global Holdings Ltd. and certain of its officers and directors are alleged to have made materially false and misleading statements or failed to disclose material information related to the Company's internal financial controls and liquidity levels in violation of the Securities Exchange Act of 1934. The Company filed for Chapter 11 bankruptcy on Oct. 31, 2011 after a $6.3 billion bet on the bonds of some of Europe's most indebted nations prompted regulator concerns and a credit rating downgrade. The Wall Street Journal reported on Nov. 1, 2011 that, according to a federal official, MF Global told regulators that money was missing from customers' accounts. The Company was suspended from trading on the London Metal Exchange and has been suspended as a clearing member of CME Group, Inc., one of the largest future markets. The Securities and Exchange Commission and Commodity Futures Trading Commission issued a joint statement stating that MF Global had reported possible deficiencies in customer accounts. Jon Corzine, a former New Jersey Governor who ran MF Global Holdings Ltd., resigned as chairman and chief executive of the company on November 4, 2011. Shareholders who purchased shares in MF Global Holdings Ltd. between May 20, 2011 and Oct. 28, 2011 may have a claim and are encouraged to contact Jeffrey P. Harris, Esq. at 513-345-8181 or email classaction@statmanharris.com for more information without any cost or obligation to you. Statman, Harris & Eyrich, LLC has offices in Chicago, Illinois; Cincinnati, Ohio; and Dayton, Ohio. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Singapore Unit in Liquidation, Appoints KPMG ------------------------------------------------------- Reuters reported that MF Global's Singapore unit said on Tuesday it has appointed KPMG to oversee the winding down of the company. The brokerage, which filed for bankruptcy in the United States on Monday, said the liquidators would try to recall all of its customers' assets wherever they were situated, the report noted. "The provisional liquidation of the company does not detract from the proprietary rights of its customers, particularly in respect of monies already placed in segregated funds," the brokerage said in a statement, Reuters cited. Singapore Exchange (SGX) said in a separate statement that the appointment of KPMG does not affect the transfer of customers' derivatives positions on SGX from MF Global to other clearing members, the report related. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Sec. 341 Meeting of MF Global Creditors Set for Dec. 5 ----------------------------------------------------------------- Tracy Hope Davis, the U.S. Trustee for Region 2, will convene a meeting of the creditors of MF Global Holdings Ltd. and MF Global Finance USA Inc. on Monday, December 5, 2011, at 3:00 p.m. Eastern Time. The location of the meeting is to be determined. This is the first meeting of creditors under Section 341(a) of the Bankruptcy Code. The meeting offers creditors a one-time opportunity to examine the Debtors' representative under oath about the Debtors' financial affairs and operations that would be of interest to the general body of creditors. Attendance by the Debtor's creditors at the meeting is welcome, but not required. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: EMC Wants to Transfer Accounts to Peregrine ------------------------------------------------------ EMC Master Fund, Ltd., filed an emergency motion asking the bankruptcy court to modify the order authorizing the SIPA Trustee to transfer about 50,000 customer accounts to other clearing firms to permit EMC Master Fund to immediately transfer a certain account in its entirety currently held at MF Global Inc. to Peregrine Financial Group, Inc. EMC Master asserted that it will suffer irreparable harm if the Account is not transferred. The SIPA Trustee opposed the emergency motion and argued that the relief sought is at odds with the Court's order. "If the Court were to grant the relief sought by EMC Master Fund, MFGI customers as a whole would suffer. The Account Transfer mechanism approved by this Court provides, as stated by the CFTC, 'the best available mechanism, albeit one that is imperfect, for minimizing losses to customers and disruption of markets . . . notwithstanding the possibility that the planned transfer of accounts will not prevent all losses or disruption to customers," the SIPA Trustee contended. EMC Master Fund can (i) transfer its account to its desired FCM once the bulk transfer has occurred; or (ii) transfer the Account to its desired FCM outside of the bulk transfer process, leaving any funds, including any collateral for the Account with MFGI, the Trustee noted. The Court denied the Emergency Motion and held that the individual transfer of customer accounts as proposed by EMC Master Fund Ltd. is not practicable under the circumstances. The Court added that "the mechanism for bulk transfer of accounts proposed by the Trustee and supported by SIPC and the CFTC is designed to limit customer losses within the tight time constraints imposed by applicable law for transfer or liquidation of customer accounts." The Court pointed out that the same tight time constraints do not permit assessment of individual customer accounts for transfer to other FCMs on the same terms as the bulk transfers in the manner EMC Master Fund seeks. The Court further noted that the Trustee must develop and administer a claims resolution process to deal with claims of all customers. "The immediate steps proposed by the Trustee and approved by the Court in the November 2, 2011 Order do not discriminate among customers in terms of their ultimate recoveries, although some customers will unavoidably be delayed in recovering on their claims," the Court held. CFTC Supports Accounts Transfer The Commodity Futures Trading Commission expressed its support of the SIPA Trustee's move to transfer certain segregated commodity customer accounts and related margin. The CFTC is the federal agency responsible for the regulation of commodity futures and options, including the commodity business of MFGI and for the protection of commodity customers. Gary Gensler, chairman of the CFTC, said the regulator would take "all appropriate actions" to maximize fund recoveries for customers of MF Global and discover the reason for a potential $700 million shortfall in segregated customer money, Martin Bricketto of Law360 reported. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: SIPA Trustee Wants to Subpoena Execs., Lenders --------------------------------------------------------- James W. Giddens, as trustee for the liquidation of the business of MF Global Inc. under the Securities Investor Protection Act, seeks permission from Judge Glenn to issue subpoenas for: (i) the production of documents; and (ii) the examination of current and former officers, directors, employees, and affiliates of MFGI, and other persons or entities with relevant information, including MFGI's lenders, investors and other financial transaction counterparties to certain transactions with MF Global -- the Witnesses. Section 78fff-1(d)(1) of the SIPA provides that the SIPA Trustee will investigate the acts, conduct, property, liabilities and financial condition of the debtor, the operation of its business, and any other matter, to the extent relevant to the liquidation proceeding. This provision enables the SIPA Trustee to examine, by deposition or otherwise, the directors and officers of the debtor and any other witnesses concerning any matters set forth. James B. Kobak, Jr., Esq., at Hughes Hubbard & Reed LLP, in New York -- kobak@hugheshubbard.com -- states that in order for the SIPA Trustee to timely and efficiently conduct a comprehensive investigation and fulfill his fiduciary and statutory duties, it is imperative that the SIPA Trustee gain immediate and complete access to information relating to, and persons and entities in possession of information regarding, MF Global and the subject matters of the investigation. The SIPA Trustee and his professionals will need to uncover all of the relevant facts and information relating to the various subject matters of investigation, to obtain documents and other data relevant to the SIPA Trustee's investigation, and to locate, and conduct interviews of, witnesses with relevant information, according to Mr. Kobak. To carry out the investigation of and reporting as set forth in Section 78ffff-1(d)(1), the SIPA Trustee will designate a team of professionals from Hughes Hubbard who have experience conducting internal investigations into complex financial matters, including attorneys who have conducted examinations of the Debtor and prepared SIPA Trustee's reports in SIPA liquidations. In order to complete the independent investigation without delay, the SIPA Trustee further asks Judge Glenn to establish certain procedures governing the issuance of subpoenas. The SIPA Trustee specifically proposes, subject to the Witnesses' rights available under applicable law, to establish certain time frames within which the proposed Witness is required to produce documents and appear for an examination. In addition, access to documents produced by the Witnesses and attendance at examinations would be limited to the SIPA Trustee and his professionals, who may authorize access to the Securities Investor Protection Corporation, the U.S. Commodities and Futures Trading Commission and the U.S. Securities and Exchange Commission, provided that those agencies execute a confidentiality agreement. A full-text copy of the proposed procedures is available for free at: http://bankrupt.com/misc/MFGlobal_PropSubpoenaProcs.pdf About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Inc. and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: CFTC Seeks Info FROM PwC on MF Global's Missing Funds ---------------------------------------------------------------- Jesse Hamilton at Bloomberg News reported that U.S. regulators have subpoenaed PricewaterhouseCoopers LLP, MF Global Holdings Ltd.'s auditor, requesting information on the segregation of assets belonging to clients trading on U.S. commodity exchanges, according to a person briefed on the matter. The Commodity Futures Trading Commission sent the subpoena seeking information about $633 million missing from customer accounts, said the person, who spoke on condition of anonymity because the matter isn't public, Bloomberg said. The subpoena was received Nov. 3, the person said, according to Bloomberg. In the auditor's most recent formal action on behalf of its client, it gave MF Global a clean audit opinion in its May 20 annual report, the report noted. MF Global filed the eighth largest U.S. bankruptcy on Oct. 31. Chris Atkins, a spokesman for PricewaterhouseCoopers, and Steve Adamske, a CFTC spokesman, declined to comment, according to Bloomberg. MICROSEMI CORP: S&P Assigns 'BB' Rating to $800MM Credit Facility ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating to Aliso Viejo, Calif.-based Microsemi Corp.'s $800 million first-lien senior secured credit facility. "The rating is one notch above the 'BB-' corporate credit rating on the company. We also assigned a '2' recovery rating to the debt, indicating our expectation for substantial (70%-90%) recovery of principal in the event of payment default," S&P said. "In addition, we lowered the 'BB+' senior secured rating on the existing revolving credit facility to 'BB'. At the same time, we withdrew all ratings on the refinanced facilities," S&P related. The 'BB-' corporate credit rating remains unchanged. The outlook is stable. "We expect the acquisition of Zarlink to strengthen Microsemi's good niche position as a provider of analog- and mixed-signal semiconductor components," said Standard & Poor's credit analyst Joseph Spence, "and to result in continued modest revenue and profitability growth, reflecting its new medical device and communications semiconductor portfolio." "We also expect the company will work to reduce leverage through debt reduction as a buffer against industry cyclicality." MOUNTAIN CITY: Gets Final OK for Brownstein Hyatt as Counsel ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Colorado has authorized Mountain City Meat Co., Inc., on a final basis, to employ Brownstein Hyatt Farber Schreck, LLP as counsel. BHFS has also requested approval of a retainer in connection with its employment. To the best of the Debtor's knowledge, BHFS is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. 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. MOUNTAIN CITY: Court Gives Final OK for BGA Management as CRO ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado authorized Mountain City Meat Co., Inc., to retain BGA Management, LLC d/b/a Alliance Management, as chief restructuring officer. As reported in the Troubled Company Reporter on Oct. 18, 2011, the Bankruptcy Court said BGA Management, LLC d/b/a Alliance Management, through its agent Alex G. Smith, as Chief Restructuring Officer of the Debtor, is the responsible officer of the Debtor and has the sole and exclusive authority to act as debtor-in-possession. Alliance, as the receiver appointed by the Denver District Court pursuant to the Receivership Order, is excused from turnover until entry of a final order on the Debtor's request. When it filed for bankruptcy, Mountain City asked the Court to: (a) establish procedures for Alliance, as receiver for the Debtor's pre-petition receivership estate, to turn over the Debtor's assets to the bankruptcy estate; (b) require the Debtor to honor certain obligations of the receivership estate; and (c) confirm that Alliance (through Alex G. Smith) can act as the responsible officer of the Debtor. Separately, Mountain City also asked the Court for permission to assume an engagement agreement with the CRO. The Debtor, through Alliance, has determined that the best interests of the estate would be for Alliance to serve as the responsible officer of the Debtor pursuant to the broad authority granted to it under the Board Resolution instead of continuing to act as a receiver under the Receivership Order. The Debtor said Alliance's knowledge and deep involvement in ongoing sale efforts cannot be replaced. Alliance could proceed as receiver, but continuing the sale process under a CRO's direction with bankruptcy supervision offers needed procedural certainty that maximizes the chances of optimal outcomes. As CRO, Alliance will be compensated for its services on an hourly basis and will be reimbursed for its out-of-pocket costs and reasonable expenses, including travel expenses, and professional fees, in accordance with the terms of the CRO Agreement. Alliance previously engaged Faegre & Benson LLP to represent Alliance during the receivership and during this bankruptcy case. Faegre will work with the Debtor to minimize duplication of efforts. The fees and expenses of Alliance and Faegre will be paid pursuant to the Debtor's budget. The primary professional working on this matter is Alex Smith, who will be working on the matter on a full time basis at the hourly rate of $350. Other professionals at Alliance who will be working on this matter will be: Professional Hourly Rate Extent of Services ------------ ----------- ------------------ Brock Kline $275 As needed David Burke $325 As needed Chris Tomas $325 As needed Steve Murray $350 As needed Jim Cullen $350 As needed Michael Knight $425 As needed Prior to the Petition Date, Alliance received $290,000 from the Debtor's receivership estate, with Fifth Third Bank's knowledge and consent, as a retainer for pre- and post-petition services. Of those amounts, prior to the Petition Date, Alliance applied $95,532.95 as payment for pre-petition fees and expenses, leaving a retainer of $194,467.05 as security for post-petition fees and expenses. These funds are to be held by Alliance as security for its services as the Debtor's CRO. Alliance previously engaged Faegre to represent Alliance during the receivership and during this bankruptcy case. Faegre received a payment of $75,000 from the receivership estate, with the Secured Lender's knowledge and consent. Of this amount, Faegre applied $44,133.00 as payment for pre-petition fees and expenses, leaving a retainer of $30,867.00, which funds are to be held by Faegre as security for its services as counsel to the Debtor's CRO. The Court ruling also held that obligations of the receivership estate, including employee commissions of $2,420, employee benefits of $77,560, and obligations under various retention agreements of $55,000 will be paid by the Debtor when due. Alex G. Smith may be reached at: ALLIANCE MANAGEMENT INC. 1400 16th St Ste 400 Denver, CO 80202-5995 Tel: (720) 932-8171 E-mail: asmith@alliancemgmt.com 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. NANCE PROPERTIES: Court Rejects Sale, Turns to 25 Yr. Old Ruling ---------------------------------------------------------------- Bankruptcy Judge J. Rich Leonard denied the request of Nance Properties Inc. for a private sale of its property free and clear of liens pursuant to 11 U.S.C. Sec. 363(f)(3), saying the $1.2 million purchase price fails to exceed the face amount of First- Citizens Bank & Trust Company's liens on the Property. The bank is owed at least $1.67 million as of the petition date. The debtor seeks to sell the real property located in Swansboro, North Carolina, and Richlands, North Carolina, together with all of the business assets relating to the real property, including inventory, furniture, fixtures, tools, and equipment, but excluding a computer system located at the Swansboro Property. The Property is subject to multiple promissory notes and security interests granted by the debtor in favor of First-Citizens. In its schedules, the debtor valued its interest in the Swansboro property at $623,689.50 and its interest in the Richlands property at $250,000. Accordingly, the negotiated purchase price exceeds the value of the Property as stated by the debtor. However, the purchase price is less than the total amount of all debt against the Property owing to First-Citizens. In denying the request, Judge Leonard turned to a more than 25- year old case law: Richardson v. Pitt County (In re Stroud Wholesale, Inc.), 47 B.R. 999 (E.D.N.C. 1985), aff'd mem., 983 F.2d 1057 (4th Cir. 1986). In Stroud Wholesale, the district court held that "sales free and clear of liens and interests may be justified by (f)(3) only if the sale price will exceed the aggregate value of all liens on the property. This interpretation is consistent with the well-established rule that the bankruptcy court should not order the sale of property free and clear of interests and liens unless the court is satisfied that the sale proceeds will fully compensate the secured lienholders and produce some equity for the estate." "Given the present economic climate, the situation presented in this case will become increasingly more prevalent. However, while the court sympathizes with the debtor's position, the decision of the District Court for the Eastern District of North Carolina in Stroud Wholesale has been the settled law in this district for more than twenty-five years and remains binding on this court," Judge Leonard said. A copy of Judge Leonard's Nov. 8, 2011 Order is available at http://is.gd/e893Jgfrom Leagle.com. Swansboro, North Carolina-based Nance Properties Inc. owns and operates Valvoline stations and car wash facilities. It filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 11-06197) on Aug. 12, 2011. Judge J. Rich Leonard presides over the case. Trawick H. Stubbs, Jr., Esq. -- efile@stubbsperdue.com -- at Stubbs & Perdue, P.A., serves as the Debtor's counsel. It scheduled assets of $1,253,102 and liabilities of $2,880,122. The petition was signed by Joseph R. Nance, president. NATIONAL GRAPHICS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: National Graphics, Inc. 12855 Lisbon Road, Suite 100 Brookfield, WI 53005 Bankruptcy Case No.: 11-36818 Chapter 11 Petition Date: November 7, 2011 Court: U.S. Bankruptcy Court Eastern District of Wisconsin (Milwaukee) Judge: James E. Shapiro Debtor's Counsel: Leonard G. Leverson, Esq. LEVERSON & METZ S.C. 225 East Mason Street, Suite 100 Milwaukee, WI 53202 Tel: (414) 271-8503 E-mail: lgl@levmetz.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Donald R. Krause, president. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Park Bank Guarantee Liability $3,500,000 c/o Joseph E. Fenzel, Esq. Joseph E. Fenzel S.C. 757 North Broadway, Suite 300 Milwaukee, WI 53202 Whyte Hirschboeck Dudek SC Legal Fees $685,074 555 E. Wells Street, Suite 1900 Milwaukee, WI 53202 Kravit, Hovel & Krawczyk SC Legal Fees $243,886 825 N. Jefferson Milwaukee, WI 53202-3737 Michael M. Krill Law Office Legal Fees $225,000 E-best Trade Payable $60,648 Spartech Plastics Trade Payable $32,388 National Graphic Solutions Trade Payable $25,938 Kurt Sutheimer Expert Witness Fees $20,013 Converting Solutions, Inc. Trade Payable $19,059 RR Donnelley Trade Payable $18,437 Pacur, LLC Trade Payable $18,330 Dwayne Johnson & Associates SC Accounting Fees $13,375 Quad/Graphics Trade Payable $7,700 Reinhart Boerner Van Deuren S.C. Legal Fees $3,715 Rochester Magnet Company Trade Payable $3,410 Spyder Design, LLC Trade Payable $3,335 Wisconsin Dept. of Revenue Sales Tax $2,788 WE Energies Utilities $2,180 Chicago Laminating, Inc. Trade Payable $1,836 Eric Steinbach Payroll $1,381 NEONODE INC: Registers 19.4 Million Common Shares ------------------------------------------------- Neonode Inc. filed with the U.S. Securities and Exchange Commission a Form S-3 registration statement relating to the "shelf" registration of the Company's common stock for the following purposes: (1) The registration for potential sale by the Company of up to 4,000,000 shares of the Company's common stock, $0.001 par value per share, in a primary offering, which shares the Company may sell from time to time in one or more offerings. (2) The registration for potential resale by the selling stockholders named in this prospectus of up to 15,423,743 shares of Common Stock, comprised of (i) 9,988,137 shares of the Company's outstanding Common Stock, (ii) 30,000 shares of Common Stock issuable upon the conversion of convertible notes, and (iii) 5,405,606 shares of Common Stock issuable upon the exercise of warrants, acquired by the selling stockholders in one or more private placement transactions, which shares the selling stockholders may sell from time to time in one or more offerings. A full-text copy of the Form S-1 prospectus is available for free at http://is.gd/GkV2Ad About Neonode Inc. Lafayette, Calif.-based Neonode Inc. (OTC BB: NEON) -- http://www.neonode.com/-- provides optical touch screen solutions for hand-held and small to midsize devices. The Company's balance sheet at Sept. 30, 2011, showed $5.0 million in total assets, $10.9 million in total liabilities, and a stockholders' deficit of $5.9 million. KMJ Corbin & Company, LLP, in Costa Mesa, Calif., expressed substantial doubt about Neonode's ability to continue as a going concern, following the Company results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has incurred significant operating losses and has used substantial amounts of working capital in its operations since inception, and at Dec. 31, 2010, has a working capital deficit of $9.9 million and an accumulated deficit of $112.2 million. NEWPAGE CORP: Noteholders Object to Hiring of Alvarez, Moelis ------------------------------------------------------------- BankruptcyData.com reports that certain holders of NewPage Corp.'s 11.375% Senior Secured Notes due 2014 filed with the U.S. Bankruptcy Court a joinder to the objection filed by the Debtors to the official committee of unsecured creditors' motions to retain Alvarez and Marsal as financial advisor and Moelis & Company as investment banker. The noteholders assert, "Based on the facts and circumstances surrounding the Debtors' businesses, there are no assets available to unsecured creditors in these cases. Against this backdrop, the relief requested in the Applications is unreasonable." Certain unaffiliated investors who are holders of NewPage's 10% Senior Secured Notes due 2012 and Floating Rate Senior Secured Notes due 2012 also filed a joinder to the objection, according to BankruptcyData. About NewPage Corporation Headquartered in Miamisburg, Ohio, NewPage Corporation is the leading producer of printing and specialty papers in North America, based on production capacity, with $3.6 billion in net sales for the year ended December 31, 2010. The company's product portfolio is the broadest in North America and includes coated freesheet, coated groundwood, supercalendered, newsprint and specialty papers. These papers are used for corporate collateral, commercial printing, magazines, catalogs, books, coupons, inserts, newspapers, packaging applications and direct mail advertising. NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a total annual production capacity of approximately 4.1 million tons of paper, including approximately 2.9 million tons of coated paper, approximately 1.0 million tons of uncoated paper and approximately 200,000 tons of specialty paper. NewPage Corporation, along with affiliates, filed Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12804) on Sept. 7, 2011. Martin J. Bienenstock, Esq., Judy G.Z. Liu, Esq., and Philip M. Abelson, Esq., Dewey & Leboeuf LLP, in New York, serve as counsel. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serves as co-counsel. Lazard Freres & Co. LLC is the investment banker, and FTI Consulting Inc. is the financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. In its balance sheet, the Debtors disclosed $3.4 billion in assets and $4.2 billion in total liabilities as of June 30, 2011. Attorneys at Young Conaway Stargatt & Taylor, LLP, and Paul, Hastings, Janofsky & Walker LLP, represent the Official Committee of Unsecured Creditors. NewPage Corp. prevailed over most objections from the official creditors' committee and won agreement from the bankruptcy judge on final approval of $600 million in secured financing. Moody's Investors Service assigned a Ba2 rating to the $350 million first-out revolving debtor-in-possession credit facility and a B2 rating to the $250 million second-out debtor-in- possession term loan for NewPage. NORAM RESOURCES: Court Rules in Ch. 7 Trustee's D&O Suit -------------------------------------------------------- William West, the chapter 7 Trustee for Debtors Ausam Energy Corp. and Noram Resources, Inc., sued Mark Avery, Ralph Davis, Robert Eriksson, William Hitchcock, Richard Lummis, and Alastair Robertson, alleging that they breached their duty of care as officers and directors of Ausam. The allegations center around three major events: -- the Directors allegedly caused the purchase of a large number of oil and gas leases from SKH Management L.P.; SKH Management II, L.P.; SKH Management III, L.L.C.; SKH Energy Fund, L.P.; and Antares Exploration Fund, L.P., without sufficient investigation or safeguards. Ausam executed an Asset Purchase Agreement with SKH for the purchase of the SKH Leases. The Directors did not hire title counsel before the purchase, relying instead on the services of a landman. When the landman alerted the Directors to potential title problems, the Directors did not investigate. According to the Trustee, the Directors could have acquired the SKH Leases at a reduced price if they had adequately investigated. The Directors also could have required SKH to correct the title defects. After the execution of the APA, the Directors did not pursue legal remedies against SKH. -- the Directors allegedly caused Ausam to invest in the Rice University No. 1, A-393 IH well at a time when Ausam was experiencing financial difficulties. The well turned out to have numerous mechanical problems, and ultimately it was a commercially dry well. -- the Directors allegedly caused Ausam to pay excessive salaries and bonuses at a time when Ausam was already losing money. Many of Ausam's executives' salaries were significantly higher than national averages. The Directors filed motions to dismiss all of the Trustee's claims for failure to state a claim on which relief can be granted. In a Nov. 7, 2011 Memorandum Opinion, available at http://is.gd/J4ShWdfrom Leagle.com, Bankruptcy Judge Marvin Isgur granted, in part, the Directors' motions to dismiss as to the claim relating to non-insider executive compensation. As to the claims against Hitchcock, Eriksson, and Davis, the Court converts the motions to dismiss to motions for summary judgment and requires the parties to file stipulations. The Court will issue an order on all claims after the parties have filed stipulations. The case is WILLIAM G. WEST, v. MARK AVERY, et al., Adv. Proc. No. 10-03701 (Bankr. S.D. Tex.). Ausam Energy Corp. and Noram Resources Inc. filed chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos. 08-38222 and 08- 38223) on Dec. 30, 2008. The cases were converted to chapter 7 cases on Feb. 26, 2009. William West was appointed chapter 7 Trustee on Feb. 27, 2009. NOVADEL PHARMA: Posts $1.2 Million Net Income in 3rd Quarter ------------------------------------------------------------ Novadel Pharma Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $1.17 million on $115,000 of total revenue for the three months ended Sept. 30, 2011, compared with a net loss of $1.31 million on $66,000 of total revenue for the same period during the prior year. The Company also reported a net loss of $6.42 million on $372,000 of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $3.73 million on $261,000 of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $650,000 in total assets, $9.01 million in total liabilities and a $8.36 million total stockholders' deficiency. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ZAYFIB About NovaDel Pharma Bridgewater, N.J.-based NovaDel Pharma Inc. (OTC BB: NVDL) -- http://www.novadel.com/-- is a specialty pharmaceutical company that develops oral spray formulations of marketed pharmaceutical products. The Company's patented oral spray drug delivery technology seeks to improve the efficacy, safety, patient compliance, and patient convenience for a broad range of prescription pharmaceuticals. As reported in the TCR on April 1, 2011, J.H. Cohn LLP, in Roseland, New Jersey, expressed substantial doubt about Novadel Pharma's ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has suffered recurring losses from operations and negative cash flows from operating activities. As of June 30, 2011, the Company had cash and cash equivalents of $865,000, negative working capital of $3.3 million, and an accumulated deficit of $93 million. Based on the Company's operating plan, the Company expects that its existing cash and cash equivalents will fund its operations only through Sept. 30, 2011. NUTRITION 21: N21 Acquisition Wins With Bid of $7.3MM for Assets ---------------------------------------------------------------- In a regulatory filing on Monday, Nutrition 21, Inc., discloses that, on Nov. 1, 2011, it completed the auction of substantially all of its assets pursuant to the Court-approved bidding procedures. The Company selected N21 Acquisition Holding, LLC, as having submitted the highest and best bid at the Auction. Accordingly, the Company, Nutrition 21, LLC, and the Purchaser entered into an Amended and Restated Asset Purchase and Sale Agreement, dated as of Nov. 1, 2011, amending and restating the Original Asset Sale Agreement. The Amended Asset Sale Agreement sets forth a purchase price in excess of that set forth in the Original Asset Sale Agreement. Pursuant to the Bidding Procedures, Frutarom USA Inc. was selected at the Auction as the backup bidder in the event the transactions with the Purchaser under the Amended Asset Sale Agreement are not consummated. The Amended Asset Sale Agreement provides that the Purchaser will purchase substantially all of the assets of the Debtors under section 363 of the Bankruptcy Code and will assume certain of the Debtors' obligations associated with the purchased assets. The purchase price to be paid by the Purchaser under the Amended Asset Sale Agreement is $7,328,008, subject to certain adjustments as set forth in the Amended Asset Sale Agreement. The Purchaser has deposited into escrow $732,800.80, which will be either applied to the Purchase Price or released in whole or in part to one of the parties in accordance with the Amended Asset Sale Agreement. The Amended Asset Sale Agreement contains customary representations, warranties and covenants for a transaction of the type contemplated thereby, including but not limited to a covenant by the Company to operate the Debtors' business in the ordinary course pending closing of the Sale. As more particularly set forth in the Amended Asset Sale Agreement, the closing of the Sale is subject to certain customary conditions. The Amended Asset Sale Agreement also contains certain customary termination rights for the Company and the Purchaser, including termination rights for the Purchaser if the Sale is not consummated by Dec. 15, 2011. At a hearing on Nov. 3, 2011, the Bankruptcy Court approved the Sale, but reserved a decision on the assumption and assignment by N21 LLC of that certain License and Supply Agreement between Probioferm, LLC, Probiohealth, LLC, and N21 LLC dated as of Aug. 6, 2009 (as amended from time to time). The Bankruptcy Court has scheduled a hearing on Nov. 21, 2011, with respect to the assumption and assignment of that agreement. The Company intends to conclude the Bankruptcy Case by filing with the Bankruptcy Court a proposed plan of reorganization. The Company intends that its proposed plan will be a liquidating plan of reorganization. The Company intends that its proposed plan will reflect the terms of the Plan Support Agreement by providing for a liquidating sale of the Debtors' assets. In order for the proposed plan of reorganization to become effective, it must be confirmed by the Bankruptcy Court. The Company intends to take all actions necessary to obtain such confirmation. As previously disclosed, the Company does not expect at any point, as a result of the Sale or otherwise, to have cash available for distributions to holders of the Company's common stock. About Nutrition 21 Purchase, N.Y.-based Nutrition 21, Inc. -- http://www.nutrition21.com/-- is a nutritional bioscience company that primarily develops and markets raw materials, formulations, compounds, blends and bulk and other materials to third-party non- end users to be further fabricated, blended or packaged for ultimate sales to end-users as nutritional supplements or otherwise. The Company holds more than 30 patents for nutrition products and their uses. Nutrition 21 and its debtor-affiliates filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 11-23712) on Aug. 26, 2011. Michael Friedman, Esq., and Keith N. Sambur, Esq., at Richards Kibbe & Orbe LLP, serve as the Debtors' counsel. The Company entered into a Plan Support Agreement, dated as of Aug. 26, 2011, with holders of approximately 90% of the Company's outstanding Series J Preferred Stock. The holders of Series J Preferred Stock that are parties to the Plan Support Agreement have agreed, subject to certain conditions, to vote in favor of a plan of reorganization to be proposed by the Company in respect of the Bankruptcy Case, so long as that plan is consistent with the term sheet attached to the Plan Support Agreement setting forth material terms of a potential plan of reorganization. The Plan Term Sheet generally contemplates that the Debtors' assets will be sold or liquidated and distributed to holders of claims and equity interests in accordance with the statutory distribution and priority scheme established by the Bankruptcy Code. The Plan Term Sheet further contemplates that holders of the Company's common stock will receive interests in a liquidating trust entitling such holders to distributions only after holders of the Series J Preferred Stock have been paid in full. The Company believes that cash distributions on account of the Company's common stock are unlikely. On Sept. 22, 2011, the Bankruptcy Court issued an order establishing bidding procedures for an auction to sell all or substantially all of the Debtors' assets and scheduling a hearing for the Bankruptcy Court to consider approval of the Debtors' sale of such assets to a successful bidder at the Auction. On Oct. 7, 2011, the Company, Nutrition 21, LLC, and N21 Acquisition Holding, LLC (the "Purchaser") entered into an Asset Purchase and Sale Agreement, dated as of such date. The Purchaser entered into the Original Asset Sale Agreement as a "stalking horse" bidder and, accordingly, the consummation of the transactions contemplated by the Original Asset Sale Agreement was subject to the Company's solicitation and potential receipt of higher or otherwise better competing bids at the Auction pursuant to the Bidding Procedures. NYTEX ENERGY: Discloses Amendment to Bank Revolving Credit ---------------------------------------------------------- NYTEX Energy Holdings, Inc. disclosed an amendment to its Revolving Credit, Term Loan and Security Agreement and Limited Waiver with its current bank, PNC Bank. The effective date of this Amendment and Waiver is November 1, 2011. As detailed in the Form 8-K being filed with the Securities and Exchange Commission, this Amendment waives each of the existing events of default under the Senior Facility, including the breach of the fixed charge coverage ratio and the breach of the reporting requirement covenant, as previously reported in the Company's Form 10-K for the fiscal year ended Dec. 31, 2010. The Amendment also amends the Senior Facility, to, among other things: -- require the Borrowers to obtain third-party financing for certain unencumbered real property of FDF no later than 180 days; -- modify the calculation of the fixed charge coverage ratio covenant; -- set monthly limitations on capital expenditures; -- modify the limitations on distributions; -- modify the limitations on certain indebtedness; -- modify the limitations on certain transactions with affiliates and -- modify the timing and amount of any early termination fee. Michael Galvis, NYTEX President and CEO, commented, "We are extremely pleased to achieve these amended terms as we are now at a stage in our business where we are aggressively moving forward with our plans to expand our oil production and related oilfield services. We continue to reach record revenues and sales volume from our subsidiary, Francis Drilling Fluids, Ltd. due to the industry's demand for our technologically advanced oilfield products and services, and are projecting both top and bottom-line growth from all company segments going forward. PNC Bank has been on board with us through our market expansion and we are pleased they have continued confidence in our ability to move further ahead." About NYTEX Energy NYTEX Energy Holdings, Inc. is a Dallas-based energy holding company consisting of two wholly-owned subsidiaries, Francis Drilling Fluids, Ltd. and NYTEX Petroleum, Inc. Francis Drilling Fluids is a 34-year-old drilling fluids service company. Headquartered in Crowley, LA, FDF is the leading single frac sand, ceramic proppant and water-based liquid drilling mud distributor in the United States. OLYMPUS CORP: Block & Leviton Probes Possible Fraud Claims ---------------------------------------------------------- Block & Leviton LLP, a Boston-based law firm representing investors seeking to recover money lost due to investment fraud, is investigating possible securities fraud claims involving Olympus Corp. On Oct. 14, 2011, Olympus's Board of Directors fired the Company's then-President and Chief Executive Officer, Michael Woodford, after Woodford attempted to force an inquiry into Olympus's acquisition of British medical device maker Gyrus in 2008. At issue were the $687.0 million in advisory fees paid to a relatively obscure financial firm in relation to the acquisition. The fees were approximately one-third of the $2.0 billion acquisition price, which is almost 30 times higher than normal. On Nov. 8, 2011, the Company admitted to an accounting cover-up, stating that the advisory fees paid in connection with the Gyrus deal and other acquisitions were used to hide steep investment losses that began in approximately 1990. Speaking at a press conference, the Company's President, Shuichi Takayama, confessed that "[w]e have conducted extremely improper accounting" and that "[o]ur previous statements were in error." The Company's admission, released just prior to the opening of trading on the Tokyo Stock Exchange ("TSE"), where Olympus's common stock is traded, sent shares spiraling downward by 29% over the prior day's close to 734 yen (or $9.40). The Company's American Depository Receipts ("ADRs") also plummeted on the news, losing 31% compared to the prior day's close of $13.72. Since mid-October when Woodward's allegations first surfaced, the Company's stock has lost approximately 70% of its market value. Amidst the growing accounting scandal that could be one of the largest in corporate history, the TSE has indicated that the Company's shares could be de-listed. In addition, the Japanese Securities and Exchange Surveillance Commission is said to be investigating along with the U.S. Federal Bureau of Investigation, and the U.S. Securities and Exchange Commission. Block & Leviton's lawyers have collectively been prosecuting securities cases on behalf of investors for over 40 years. OPEN RANGE: Wants to Hire Cole, Schotz as Bankruptcy Counsel ------------------------------------------------------------ Open Range Communications Inc. asks the U.S. Bankruptcy Court for the District of Delaware to employ Cole, Schotz, Meisel, Forman & Leonard, P.A. as bankruptcy counsel. Cole Schotz will, among other things: -- advise the Debtor of its rights, power and duties as debtor-in-possession; -- advise the Debtor regarding matters of bankruptcy law; -- represent the Debtor in proceedings and hearings in the United States Bankruptcy Court for the District of Delaware; -- prepare on behalf of the Debtor any necessary motions, applications, orders, responses, and other legal papers; -- advise the Debtor concerning, and assisting in the negotiation and documentation of, financing agreements, cash collateral arrangements, and related transactions; and -- provide assistance, advice and representation concerning any further investigation of the assets, liabilities, and financial condition of the Debtor that may be required under local, state or federal law. In exchange for its services, Cole Schotz will be paid on an hourly basis and will be reimbursed for its expenses. The firm's hourly rates are: Professionals Hourly Rates ------------- ------------ Members and Special Counsel $340-$775 Associates $210-$425 Paralegals $160-$245 The current rates of the Cole Schotz members, associates and paralegal expected to perform significant work in this case are: Norman L. Pernick, Member $750 per hour Marion M. Quirk, Member $575 per hour Sanjay Bhatnagar, Associate $325 per hour Therese Scheuer, Associate $285 per hour Pauline Ratkowiak, Paralegal $230 per hour Cole Schotz was retained by the Debtor pursuant to an engagement agreement executed on Sept. 23, 2011. Cole Schotz received a retainer in the initial amount of $200,000 in connection with the planning and preparation of initial documents for the Debtor's Chapter 11 case. On Oct. 5, 2011, Cole Schotz received an additional $450,000 (the second payment), $50,000 of which was on account of fees and expenses incurred prior to the Petition date. To date, $196,069.07 in fees and expenses has been applied to outstanding balances existing as of the Petition date. On Oct. 13, 2011, Cole Schotz returned to the Debtor $53,930.93 on account of funds from the Initial payment and second payment in excess of $400,000 which were not used prior to the Petition date. The remaining $400,000 constitutes a general or "evergreen" retainer as security for Cole Schotz's post-petition services. Marion M. Quirk, Esq., a member of Cole Schotz, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Open Range Greenwood Village, Colo.-based Open Range Communications Inc., a provider of wireless broadband services to 26,000 rural customers in 12 states, filed a Chapter 11 petition (Bankr. D. Del. Case No. 11-13188) on Oct. 6, 2011, to either sell the business or shut down and liquidate. Open Range listed about $114 million in assets and $110 million in debts. Open Range started its WiMax broadband and voice service in late 2009, backed by a $267 million loan from the U.S. Department of Agriculture's Rural Utility Service and $100 million invested by One Equity Partners, a financing arm of JPMorgan Chase & Co. Judge Kevin J. Carey presides over the case. Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman & Leonard, serves as bankruptcy counsel. Logan & Co. serves as claims agent. The petition was signed by Chris Edwards, chief financial officer. OPTIMUMBANK HOLDINGS: Says it Regains Compliance with Equity Rule ----------------------------------------------------------------- OptimumBank Holdings, Inc., previously reported the Company's receipt on May 17, 2011, of a written notice from the Listing Qualifications Staff of The Nasdaq Stock Market notifying the Company that it failed to comply with Nasdaq's Listing Rule 5550(b)(1) because its stockholders' equity fell below the minimum $2,500,000 requirement for continued listing on the Nasdaq Capital Market. The Company reported stockholders' equity at March 31, 2011, of $1,678,000. The Company was provided 45 calendar days, or until July 1, 2011, to submit a plan to regain compliance with the Stockholders' Equity Rule. If the Company's plan was accepted, Staff could grant an extension of up to 180 calendar days, or until Nov. 13, 2011, to evidence compliance with the rule. The Staff subsequently granted the Company an extension until Nov. 4, 2011, to evidence compliance with the Stockholders' Equity Rule based on its acceptance of the Company's plan to raise capital in a private placement offering of the Company's common stock. On Oct. 27, 2011, the Company completed an $8.3 million common stock offering in a private placement to individual accredited investors, including approximately $1.9 million to members of its Board of Directors. The Private Placement consisted of the sale of 20,639,250 shares of common stock at $.40 per share. As of Nov. 4, 2011, the Company believes it has regained compliance with the Stockholders' Equity Rule based on the completion of the Private Placement. Nasdaq will continue to monitor the Company's ongoing compliance with the Stockholders' Equity Rule and, if the Company fails to evidence compliance upon filing its Annual Report on Form 10-K for the year ended Dec. 31, 2011, with the Securities and Exchange Commission and Nasdaq, the Staff will provide written notice that the Company's common stock will be delisted. At that time, the Company may appeal the Staff's determination to delist its common stock to a Listing Qualifications panel. About OptimumBank Holdings Fort Lauderdale, Fla.-based OptimumBank Holdings, Inc. is a is a one-bank holding company and owns 100% of OptimumBank, a state (Florida)-chartered commercial bank. The Bank offers a variety of community banking services to individual and corporate customers through its three banking offices located in Broward County, Florida. The Bank's wholly-owned subsidiaries are OB Real Estate Management, LLC, OB Real Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC, all of which were formed in 2009. OB Real Estate Management, LLC, is primarily engaged in managing foreclosed real estate. OB Real Estate Holdings, LLC, OB Real Estate Holdings 1503, LLC, and OB Real Estate Holdings 1695, LLC, hold and dispose of foreclosed real estate. OptimumBank is currently operating under a Consent Order issued by the Federal Deposit Insurance Corporation ("FDIC") and the State of Florida Office of Financial ("OFR"), effective as of April 16, 2010. As of Sept. 30, 2010, the Bank was considered "undercapitalized" under these FDIC requirements. As an "undercapitalized" institution, the Bank is subject to restrictions on capital distributions, payment of management fees, asset growth and the acceptance, renewal or rollover of brokered and high-rate deposits. In addition, the Bank must obtain prior approval of the FDIC prior to acquiring any interest in any company or insured depository institution, establishing or acquiring any additional branch office, or engaging in any new line of business. "The Bank [OptimumBank] has experienced recent and continuing increases in nonperforming assets, declining net interest margin, increases in provisions for loan losses, continuing high levels of noninterest expenses related to the credit problems, and eroding regulatory capital which raise substantial doubt about the Bank's ability to continue as a going concern," the Company said in its Form 10-Q for the quarter ended Sept. 30, 2010. The Company's balance sheet at June 30, 2011, showed $176.15 million in total assets, $177.32 million in total liabilities, and a $1.16 million total stockholders' deficit. The Company reported a net loss of $8.45 million on $8.78 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $11.48 million on $14.00 million of total interest income during the prior year. The Company's continuing high levels of nonperforming assets, declining net interest margin, continuing high levels of noninterest expenses related to the credit problems, and eroding regulatory capital raise substantial doubt about the Company's ability to continue as a going concern. Moreover, as reported by the TCR on April 20, 2011, Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, noted that the Company's operating and capital requirements, along with recurring losses raise substantial doubt about its ability to continue as a going concern. ORBITZ WORLDWIDE: S&P Affirms 'B' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' rating on Chicago, Ill.-based travel services provider Orbitz Worldwide Inc., along with all related issue-level ratings on the company. The ratings were removed from CreditWatch, where they were placed with negative implications Sept. 21, 2011. "The rating action is based on Travelport Holdings Ltd. completing its restructuring, which has alleviated near-term financial risk for Orbitz's strategic partner and major shareholder," explained Standard & Poor's credit analyst Andy Liu. "We were previously concerned that financial distress at Travelport could cause it to attempt to extract financial resources from Orbitz that could, in turn, pressure Orbitz's liquidity and covenant compliance." "The 'B' corporate credit rating reflects our expectation that Orbitz's operating results will be somewhat weak due to competitive pressures and ongoing technology migration efforts. Liquidity should be adequate over the intermediate term to meet operational and financial obligations. Affiliates of Travelport and The Blackstone Group together own about 55% of Orbitz. As a result, our rating on Orbitz is related to our rating on Travelport. These factors underpin Orbitz's financial risk profile as 'highly leveraged,' (as our criteria define the term). We view Orbitz's business profile as 'fair.' The company is one of the larger online travel agencies in the world and operates through a diverse group of brands, including Orbitz, CheapTickets, and ebookers," S&P said. In 2010, U.S. sales accounted for 77% of Orbitz's revenues. The company is one of the largest online travel agencies in the U.S. Outside of the U.S., however, its market position is significantly weaker than those of Expedia, Travelocity, and Priceline.com. In 2010, although 74% of bookings were related to air travel, flights accounted for only 36% of net revenues. Orbitz generates non-air revenues from hotels (27%), packages (15%), advertising and media, car rentals, and cruises. Travel demand is cyclical and seasonal, and fluctuates with shocks like the Icelandic volcanic eruption last year. Over the past two years, the global recession, airline capacity reduction in response to weak demand, and high oil prices hurt the travel industry. "With a weak global economy, our expectation is that the performance at online travel agencies like Orbitz should be relatively stable, absence company-specific events. Online travel agencies continue to benefit from consumers' growing preference for online research and online booking," S&P said. "Under our base-case scenario, we are expecting low-single-digit percentage revenue growth for full-year 2011, but a mid-teen percentage EBITDA decline from 2010. The expected EBTDA decline is mainly due to ongoing technology migration investments and higher marketing expenses. For 2012, we are expecting low-single-digit revenue and EBITDA growth. The completion of the technology platform migration in 2012 has the possibility of aiding revenue and EBITDA growth," S&P said. "We view Orbitz's financial profile as highly leveraged, mainly due to its ownership linkage to Travelport and The Blackstone Group. In the 12 months ended Sept. 30, 2011, lease-adjusted leverage was 3.8x, modestly up from 3.3x in 2010 due to the EBITDA decline. Over the same period, lease-adjusted EBITDA coverage of interest declined slightly, to 3.0x from 3.4x. Conversion of EBITDA to discretionary cash flow declined to 32% from 38% because of higher capital spending. We expect the company to continue to generate positive free cash flow and for the conversion rate to remain around 30%-40%, depending on working capital dynamics," S&P said. PARADISE HOSPITALITY: Lender Loses Bid to Keep Receiver for Hotel ----------------------------------------------------------------- Jan Norman, writing for the Orange County Register, reports that the bankruptcy court in Santa Ana, California, last week denied the request by a secured lender to keep a pre-bankruptcy receiver in charge of Paradise Hospitality Inc.'s hotel. Based in Fullerton, California, Paradise Hospitality, Inc., owns a hotel in Ohio and a shopping center in Arkansas. It filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-24847) on Oct. 26, 2011, about three weeks after it lost the right to use the Crowne Plaza for its hotel. For now, the hotel has been renamed Plaza Hotel Downtown Toledo. Judge Erithe A. Smith presides over the case. Sam S. Oh, Esq. -- sam.oh@limruger.com -- at Lim, Ruger & Kim, LLP, serves as the Debtor's counsel. In its petition, the Debtor estimated assts and debts of $10 million to $50 million. The petition was signed by the Debtor's presidet, Dae In Kim, a Korean businessman who lives in southern California. Mr. Oh has told the OC Register that the owner is hoping to turn the hotel around and get it moving on to a bigger and better future. He also said a franchise agreement is being sought with another hotel chain. Larry P. Vellequette, writing for The Toledo Blade, reports that an official with the InterContinental Hotels Group said the 14- story downtown hotel was "terminated on Oct. 12" as a Crowne Plaza property and would no longer carry the brand or receive booking support from the hotel group. The report, citing County records, said that Paradise Hospitality bought the hotel for $7.5 million in March, 2007. Opened in 1985 as the Hotel Sofitel, the property was known as the Toledo Riverfront Hotel until joining the Crowne Plaza chain in June, 2008, shortly after a $10 million facelift. PEABODY ENERGY: Moody's Affirms Corporate Family Rating at 'Ba1' ---------------------------------------------------------------- Moody's Investors Service ("Moody's") affirmed Peabody Energy Corporation's (Peabody) existing ratings, including its Ba1 corporate family rating (CFR) and the speculative grade liquidity (SGL) rating of SGL-1, and changed the outlook to stable from developing. At the same time, Moody's assigned a Ba1 rating to Peabody's proposed $2.75 billion notes. The rating action is in response to Peabody's announcement on November 7, 2011 that it intends to offer $2.75 billion aggregate principal amount of senior unsecured notes due in 2018 and 2021 and that it intends to use the net proceeds from the sale of the notes primarily to fund the acquisition of Macarthur Coal Limited (Macarthur). Assignments: Issuer: Peabody Energy Corporation -- Senior Unsecured Regular Bond/Debenture, Ba1, LGD 3 (47%) -- Senior Unsecured Regular Bond/Debenture, Ba1, LGD 3 (47%) Outlook Actions: Issuer: Peabody Energy Corporation -- Outlook, Changed To Stable From Developing RATING RATIONALE The change in outlook to stable follows Peabody's and ArcelorMittal's (Baa3, stable) recent announcements that they have obtained a controlling shareholding in Macarthur and that the takeover offer is now unconditional, as well as ArcelorMittal's recent announcement that it intends to terminate its participation in the takeover, which will leave Peabody as the sole controlling shareholder of Macarthur. Macarthur Coal is primarily involved in the development and production of low-vol PCI coal from Queensland's Bowen Basin in Australia. While the acquisition will help Peabody secure access to valuable PCI coal resources in Australia and increase its production of high-margin PCI coal, it will also further expose the company to volatility in met coal prices, which fortunes tend to rise and fall with the global steel sector. While Peabody continues to pursue the Tavan Tolgoi project in Mongolia, Moody's doesn't expect the related investments to be significant in the medium term, given continuing uncertainty over if, when and how the project will proceed. Pro-forma for new debt issuance and the Macarthur transaction (assuming Peabody achieves 100% ownership), Moody's expects 2011 debt to EBITDA ratio to approximate 3x and debt to capital ratio to be around 50%. These metrics are commensurate with the current rating. That said, this transaction will utilize much of the cushion for additional debt capacity at the current rating level. While Moody's expects Peabody's capital expenditure projects to remain significant, the stable outlook on the ratings incorporates Moody's expectation that the company will manage its capex projects such that it is able to sustain free cash flow to debt ratio of at least five percent over the rating horizon, debt to capital ratio not exceeding 60%, and debt to EBITDA ratio of under 4x. Peabody's Ba1 rating continues to reflect its significant size and scale, broadly diversified reserves and production base, efficient surface mining operations, and a solid portfolio of long-term coal supply agreements with a large number of electric utilities. The rating also reflects the company's healthy margins, international growth opportunities, and strong management. Significant capital expenditure plans and potential volatility of the company's Australian operations continue to challenge the rating. Peabody's SGL-1 rating reflects the company's strong liquidity, including proven ability to generate healthy operating cash flows and the company's $1.5 billion in available borrowing capacity under the $1.5 billion revolving credit facility, which matures in 2015. A positive outlook or an upgrade, although unlikely in the near term, would be considered when the debt to capital ratio is considered to be sustainable below 45%, including when acquisitions are made. Additionally, an upgrade would be dependent on Moody's expectation that over the rating horizon the company will be able to consistently produce free cash flow to debt ratio of at least six to eight percent, EBIT to interest ratio of 4.5- 6x, and operating cash flows after dividends to debt ratio of at least 25%. The rating could come under pressure if the company's debt to capitalization ratio is expected to track in the 60% to 65% range, if the company's EBIT interest coverage ratio appears unsustainable above 3.25x, or if debt to EBITDA is not sustainable below 4x. The rating could also come under pressure if the company's capital expenditure requirements increase to the point where the company may not be able to sustain a free cash flow to debt ratio of at least five percent over the rating horizon. Peabody Energy is the world's largest privately owned coal company. In 2010, it sold 246 million tons of coal and had revenues of $6.86 billion. The principal methodology used in rating Peabody was the Global Mining Industry Methodology published in May 2009. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. PEABODY ENERGY: S&P Rates $2.75BB Sr. Unsecured Notes at 'BB+' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' issue-level rating (same as the corporate credit rating) and '3' recovery rating to St. Louis-based Peabody Energy Corp.'s proposed $2.75 billion senior unsecured notes due 2018 and 2021. The notes are being offered under rule 144A with registration rights. The '3' recovery rating indicates our expectation of meaningful recovery (50% to 70%) in the event of a payment default. "We expect the notes will rank equally with all other existing and future unsecured and unsubordinated indebtedness. For the complete recovery analysis, see our recovery report on Peabody to be published shortly after this release," S&P said. Proceeds from the proposed notes, combined with other sources of financing, including a $1 billion term loan and borrowings under its revolver, and balance sheet cash will be used to fund the previously announced acquisition of Macarthur Coal Ltd., a miner of PCI (pulverized coal injection coal) used in steelmaking. "We expect the total purchase price, assuming 100% of shares are tendered, to be about $5.1 billion," S&P said. The corporate credit rating on Peabody Energy Corp. is 'BB+' and the rating outlook is stable. "The rating reflects what we consider to be its satisfactory business risk profile, which stems from its good U.S. competitive position, its large and diversified reserve base, and its substantial Australian operations, which benefit from the MacArthur acquisition. The ongoing cost, regulatory, and operating risks inherent in coal mining, somewhat weak market conditions in the U.S., and the company's significant financial risk profile partly outweigh these positive factors. Our assessment of the company's financial risk takes into consideration Peabody's aggressive growth plans, including significant capital expenditures during the next several years to expand its existing Australian operations and to develop a mine in the Illinois Basin, as well as the sizeable debt being added to the balance sheet to fund the MacArthur acquisition. For the complete corporate credit rating rationale, see our summary analysis on Peabody published Sept. 16, 2011," S&P said. Peabody is the world's largest private-sector coal company, with Sept. 30, 2011, trailing-12-month coal sales of 247 million tons and revenues of $7.6 billion. "Pro forma for the transaction, we estimate that the company will have about $8 billion of adjusted debt and about $ 2.5 billion of adjusted EBITDA, resulting in adjusted debt to EBITDA of about 3.2x and adjusted funds from operations (FFO) to debt of 20%. In addition, we expect the company to have liquidity in excess of $1 billion. Although metallurgical coal prices have weakened in recent weeks, our ratings reflect our expectation that they will remain strong enough to result in metrics in keeping with the current ratings during the next several quarters with debt to EBITDA under 4x and FFO to total debt above 20%," S&P said. Ratings List Peabody Energy Corporate credit rating BB+/Stable/-- New Rating Sr unsecd notes due 2018 BB+ Recovery rating 3 Sr unsecd notes due 2021 BB+ Recovery rating 3 PELICAN ISLES: Section 341(a) Meeting Scheduled for Dec. 2 ---------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors of Hussey Copper Corp. on Dec. 2, 2011, at 9:30 a.m. The meeting will be held at Flagler Waterview Bldg, 1515 N Flagler Dr Rm 870, West Palm Beach, Florida. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Pelican Isles Limited Partnership, dba Pelican Isles Apartments and Pelican Isles filed for Chapter 11 protection (Bankr. S.D. Fla. Case No. 11-38544) on Oct. 14, 2011, estimating between $10 million and $50 million in assets and $1 million and $10 million in debts. Ronald G. Neiwirth, Esq., at Boyd & Jenerette, PA, serves as bankruptcy counsel. The petition was signed by John Corbett, President of The Partnership, Inc., president of general partner TPI. PETALUMA GREENBRIAR: With Foreclosure Underway, Court Rejects Plan ------------------------------------------------------------------ Bankruptcy Judge Alan Jaroslovsky entered separate orders denying confirmation of the Chapter 11 plans filed by Petaluma Greenbriar Investments 1 LLC and Petaluma Greenbriar Investments 2 LLC. Both debtors' cases are single asset real estate cases governed by 11 U.S.C. Sec. 362(d)(3). Both plans purport to assume and perform (at a time in the future) a prepetition forbearance agreement with Westamerica Bank. The Bank opposes the plans because it has already foreclosed and because the forbearance agreement has expired. On May 20, 2011, the Court entered an order modifying the automatic stay to permit Westamerica Bank to foreclose on or after Aug. 11, 2011, unless a plan was confirmed in each case by Aug. 10. No plan was confirmed by that date. The Bank foreclosed nonjudicially on Aug. 26, 2011. Copies of the Court's Nov. 8, 2011 Memorandum are available at http://is.gd/dJFbjZand http://is.gd/AgYXiqfrom Leagle.com. Based in San Rafael, California, Petaluma Greenbriar Investments 1 LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 11-10653) on Feb. 24, 2011. Judge Alan Jaroslovsky presides over the case. The Law Offices of David N. Chandler -- DChandler1747@yahoo.com -- serves as the Debtor's counsel. Petaluma Greenbriar 1 estimated $1 million to $10 million in both assets and debts. The petition was signed by Bijan Madjlessi, president of manager. Debtor-affiliates that filed separate Chapter 11 petitions on the same day are: Petaluma Greenbriar Investments 2, LLC (Bankr. N.D. Calif. Case No. 11-10654) and Petaluma Greenbriar Investments 5, LLC (Bankr. N.D. Calif. Case No. 11-10655). POINT BLANK: Pays $1MM to U.S. to Settle Defective-Vest Claims -------------------------------------------------------------- Dow Jones' DBR Small Cap says that Agence France-Presse reported that authorities said Point Blank Solutions Inc. has paid $1 million to settle U.S. government allegations it knowingly made and sold defective Zylon bulletproof vests. As reported in the Troubled Company Reporter on Aug. 1, 2011, Dow Jones' DBR Small Cap reports that a judge approved a $6 million settlement Point Blank Solutions Inc. struck with Japan- based manufacturer Toyobo Co., which supplied the body-armor maker with millions of dollars worth of thread that allegedly weakened Point Blank's bulletproof vests. 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. PRECISION OPTICS: Extends Maturity of $600,000 Notes to Dec. 15 --------------------------------------------------------------- Precision Optics Corporation, Inc., on June 25, 2008, entered into a Purchase Agreement, as amended on Dec. 11, 2008, with certain accredited investors pursuant to which the Company sold an aggregate of $600,000 of 10% Senior Secured Convertible Notes. The Investors amended the Notes on several dates to extend the "Stated Maturity Date" of the Notes. On Oct. 31, 2011, the Investors further amended the Notes to extend the "Stated Maturity Date" to Dec. 15, 2011. The Company believes the Investors will continue to work with it to reach a positive outcome on the Note repayment. About Precision Optics Headquartered in Gardner, Massachusetts, Precision Optics Corporation, Inc., has been a developer and manufacturer of advanced optical instruments since 1982. The Company designs and produces high-quality micro-optics, medical instruments and other advanced optical systems. The Company's medical instrumentation line includes laparoscopes, arthroscopes and endocouplers and a world-class product line of 3-D endoscopes for use in minimally invasive surgical procedures. The Company reported a net loss of $1.05 million on $2.24 million of revenue for the fiscal year ended June 30, 2011, compared with a net loss of $660,882 on $3.09 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $1.12 million in total assets, $2.31 million in total liabilities, all current, and a $1.19 million total stockholders' deficit. As reported in the TCR on Sept. 27, 2010, Stowe & Degon LLC, in Westborough, Mass., expressed substantial doubt about Precision Optics' ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted that the Company has suffered recurring net losses and negative cash flows from operations. QUALITY DISTRIBUTION: Reports $6.2 Million Net Income in Q3 ----------------------------------------------------------- Quality Distribution, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $6.18 million on $199.29 million of total operating revenues for the three months ended Sept. 30, 2011, compared with net income of $421,000 on $181.94 million of total operating revenue for the same period during the prior year. The Company also reported net income of $17.95 million on $567.20 million of total operating revenue for the nine months ended Sept. 30, 2011, compared with net income of $3.27 million on $520.83 million of total operating revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $304.31 million in total assets, $410.18 million in total liabilities and a $105.87 million total shareholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/vxOYlM About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30% of the common stock of Quality Distribution, Inc. * * * As reported by the Troubled Company Reporter on Feb. 18, 2011, Moody's Investors Service said the $38 million public offering of 4 million shares of Quality Distribution's common stock on Feb. 9, 2011, does not affect Quality's 'Caa1' corporate family and probability of default ratings with a positive outlook. However, Moody's notes that the intended debt reduction at par from $17.5 million of the proceeds would be viewed favorably. In the Nov. 8, 2010 edition of the TCR, Standard & Poor's Ratings Services said that it has raised its corporate credit ratings on U.S.-based Quality Distribution Inc. to 'B' from 'B-'. S&P also removed the ratings from CreditWatch, where S&P had placed them with positive implications on Oct. 28, 2010, following the launch of the bond offering. The outlook is stable. "The rating action reflects the improvement in Quality Distribution's financial profile after completing its refinancing," said Standard & Poor's credit analyst Anita Ogbara. "Following the transaction, S&P expects Quality Distribution to benefit from lower interest expense, improved cash flow adequacy, and a substantial reduction in debt maturities over the next few years." R&G FINANCIAL: To Present Plan for Confirmation on Nov. 29 ---------------------------------------------------------- R&G Financial Corporation has filed its Second Amended Chapter 11 Plan of Liquidation with the U.S. Bankruptcy Court for the District of Puerto Rico. The Second Amended Plan incorporates certain immaterial and technical modifications to the Debtor's First Amended Chapter 11 Plan of Liquidation. The amendment proposes to revise to Article I.A of the second amended plan to: "FINRA Claimants" means collectively Rebecca A. Diaz-Cruz, Lourdes R. Diaz-Antommattei, and Jose Morales-Steinman, each of whom are plaintiffs in matter no. 10-01110 pending before the Financial Industry Regulatory Authority. In addition, IV.G.5 of the plan will be amended to: Subject to the process described below, as soon as practicable after the effective date, Liquidating RGFC shall pay the Trustee fees. As a precondition to the payment of any Trustee Fees incurred prior to the Effective Date, each Indenture Trustee shall submit to the Bankruptcy Court its invoices and application for payment of such Trustee Fees in accordance with Article XI.A of the Plan. The Indenture Trustees may submit such invoices and applications for payment of Trustee Fees to the Bankruptcy Court at any time before the hearing to consider confirmation of the Plan and/or up to the date that is sixty (60) days after the Effective Date. For the avoidance of doubt, the Indenture Trustees may submit more than one application for payment of Trustee Fees to the Bankruptcy Court, so long as any such applications are submitted within sixty (60) days after the Effective Date. The Bankruptcy Court shall review each application for payment of Trustee Fees for reasonableness, as required under section 1129(a)( 4) of the Bankruptcy Code. After the Bankruptcy Court has approved an application for payment of Trustee Fees as reasonable, Liquidating RGFC shall, as soon as practicable thereafter, reimburse the applicable Indenture Trustee in Cash for such Trustee Fees; provided, however, that in exchange for such payment, the Indenture Trustee shall not assert a charging Lien for such payment on any Distribution made to and retained by the Indenture Trustee under the Plan on behalf of the Holders of the Subordinated Notes Claims. The confirmation hearing on the Second Amended Plan Of Liquidation is scheduled on Nov. 29, 2011 at 2:00 p.m. A copy of the Second Amended Plan Of Liquidation dated Oct. 27, 2011, is available for free at: http://bankrupt.com/misc/R&G_secondamendedplan.pdf As reported in the Troubled Company Reporter on Sept. 30, 2011, Judge Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the District of Puerto Rico approved the disclosure statement explaining R&G Financial Corporation's Chapter 11 plan of liquidation. The Plan provides that all of the Debtor's assets will be transferred to, and vest in, Liquidating RGFC. The Plan provides for the appointment of Clifford Zucker, CPA, as the plan administrator and Wilmington Trust Company as the plan consultant to oversee the activities of liquidating RGFC. Under the Plan, holders of general unsecured claims, which claims are estimated to range between $10.9 and $15.4 million, will recover 0.30% to 2.3% of their allowed claim. Holders of Subordinated note claims, which claims are estimated at approximately $385 million, will also recover 0.30% to 2.3% of their allowed claim. Secured claims and priority claims not filed by the Federal Deposit Insurance Corporation will get 100% of their total allowed amount. Non-FDIC Priority Claims are estimated to range between $350,000 and $900,000. About R&G Financial San Juan, Puerto Rico-based R&G Financial Corporation was the direct parent of R-G Premier Bank of Puerto Rico, a state- chartered nonmember bank, through which RGFC primarily conducted its business. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 10-04124) on May 14, 2010. Brent R. McIlwain, Esq., Robert W. Jones, Esq., Esq., at Patton Boggs LLP, in Dallas; and Jorge I. Peirats, Esq., at Pietrantoni, Mendez & Alvarez, in Hato Rey, P.R., serve as the Debtores bankruptcy counsel. The Debtor disclosed US$40,213,356 in assets and US$420,687,694 in debts as of the Petition Date. REAL MEX: Hires Grant Thornton as Auditor ----------------------------------------- Real Mex Restaurants, Inc., sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Grant Thornton LLP as its auditor nunc pro tunc to the petition date. The firm is entitled to reimbursement by the Debtor for reasonable expenses incurred in these chapter 11 cases subject to the terms and conditions set forth in the Engagement letter. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Other Professionals BankruptcyData.com reports that the U.S. Bankruptcy Court also approved Real Mex Restaurants' requests to retain DJM realty Services as real estate consultant; GMilbank, Tweed, Hadley & McCloy as attorney; and Pachulski Stang Ziehl & Jones as co- counsel. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. It has 178 restaurants, with 149 in California. There are also 30 franchised locations. It acquired Chevys Inc. for $90 million through confirmation of Chevy's Chapter 11 plan in 2004. Real Mex Restaurants and 16 of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11-13138) on Oct. 4, 2011. Judge Brendan Linehan Shannon oversees the case. Judge Peter Walsh was initially assigned to the case. The Debtors are represented by Mark Shinderman, Esq., Fred Neufeld, Esq., and Haig M. Maghakian, Esq., at MILBANK, TWEED, HADLEY & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A. Helm, Esq., at PACHULSKI STANG ZIEHL & JONES LLP as counsel. The Debtors' financial advisors are Imperial Capital, LLC. The Debtors' claims, noticing, soliciting and balloting agent is Epiq Bankruptcy Solutions, LLC. Assets are $272.2 million while debt totals $250 million, according to the Chapter 11 petition. The petitions were signed by Richard P. Dutkiewiez, chief financial officer and executive vice president. Counsel to GE Capital Corp., the DIP Agent and the Prepetition First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P. Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq., at Reed Smith LLP as counsel. Counsel to the Prepetition Secured Second Lien Trustee are Mark F. Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP. Counsel to the Majority Prepetition Second Lien Secured Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at Richards Layton & Finger. Z Capital Management LLC, which holds nearly 70% of the OpCo term loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights, Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff, Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern LLP. REAL MEX: Court OKs DJM Realty as Real Estate Consultant -------------------------------------------------------- Real Mex Restaurants, Inc., and its debtor-affiliates sought and obtained permission from the bankruptcy court to employ DJM Realty Services LLC as real estate consultants nunc pro tunc to the Petition Date. The Debtors will engage DJM to perform, among other things, these services: (a) meeting with the Debtors to ascertain the Debtors' goals, objectives and financial parameters; (b) negotiating the modification of certain of the Debtors' leases, as directed by the Debtors, to obtain rent reductions or other advantageous modifications; (c) negotiating the termination, assignment or other disposition of certain of the Leases, as may be directed by the Debtors, including preparing and implementing a marketing plan therefor and assisting the Debtors at any auctions of those Leases, if needed; (d) as may be directed by the Debtors, negotiating waivers or reductions of prepetition cure amounts and claims pursuant to Section 502(b)(6) of the Bankruptcy Code with respect to Leases; (e) negotiating with landlords to obtain extensions of time to assume or reject Leases; and (f) reporting periodically to the Debtors regarding the status of negotiations. The Debtors will compensate DJM in accordance with this compensation structure: (a) Initial Fee. Upon the execution of the Consulting Services Agreement and the entry of the order approving DJM's retention, the Debtors will pay DJM a non-refundable initial fee amounting $50,000. The initial fee will be non- refundable but the Debtors may offset up to the full amount of this initial fee against any other fees owed to DJM pursuant to the Consulting Services Agreement. (b) Lease Modifications. In consideration of DJM's services in connection with any renegotiation of the monetary terms of any Lease, including but not limited to rent reductions, elimination of percentage rent payments, reductions in term and reductions or limitations on extra charges, DJM's fee will be the dollar amount equal to five (5.0%) percent of Occupancy Cost Savings (as defined in the Consulting Service Agreement), for each Lease Modification. As to each Lease for which DJM's efforts resulted in landlord approval of a monetary term Lease modification and, for whatever reason, including but not limited to the conversion of the Bankruptcy Case to a Chapter 11 liquidation or a Chapter 7 proceeding, the relevant Lease is not later assumed by the Debtors, then DJM shall earn and be paid an alternative fee in the amount of fifty (50.0%) percent of the fee it would have earned, if such modified Lease had been assumed; provided that such alternative fee will be offset against any other fee payable to the DJM which is related to the disposition of that particular Lease. (c) Dispositions. As to Leases, if any, the Debtors direct DJM to market for disposition, then for each closing of a transaction in which any Lease is sold, assigned or otherwise transferred to a third party (including lease termination transactions with landlords in which the landlord pays the Debtors for such termination and/or agrees to waive claims in consideration for such termination, the sale of so-called "Designation Rights" and sales to purchasers of substantially all the equity or assets of the Debtors), as evidenced by a firm, written agreement between the applicable parties, then DJM will earn a fee in a dollar amount equal to five percent (5.0%) of the Gross Proceeds of such disposition. The term "Gross Proceeds" means the total amount of consideration paid or payable (including any cure or other claim amounts paid or waived) by the purchaser, assignee, designation rights purchaser, landlord or other transferee. (d) Reduction in Bankruptcy Claims. For any Lease rejected by the Debtors, if, as a result of DJM's efforts as directed by the Debtors, the landlord agrees to reduce or waive the claim it could reasonably assert under Section 502(b)(6) of the Bankruptcy Code or otherwise, DJM will receive a fee in an amount equal to five percent (5.0%) of the savings of any distribution that otherwise would have been payable to the landlord in the Debtors' bankruptcy cases. For any Lease assumed by the Debtors, if, as a result of DJM's efforts as directed by the Debtors, the landlord agrees to reduce or waive its cure claim, DJM will receive a fee in an amount equal to five percent (5.0%) of such reduction or waiver. (e) Extensions of Time to Assume/Reject Leases. If the Debtors direct DJM to negotiate with landlords to obtain extensions of time to assume or reject Leases under Section 365(d)(4) of the Bankruptcy Code, then DJM will earn and be paid a fee of $500 per each Debtor-directed and landlord executed Extension Agreement. An executed Extension Agreement will be evidenced by and consist of a binding written consent from an authorized representative of landlord agreeing to the extension. Edward P. Zimmer, a member of DJM, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. It has 178 restaurants, with 149 in California. There are also 30 franchised locations. It acquired Chevys Inc. for $90 million through confirmation of Chevy's Chapter 11 plan in 2004. Real Mex Restaurants and 16 of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11-13138) on Oct. 4, 2011. Judge Brendan Linehan Shannon oversees the case. Judge Peter Walsh was initially assigned to the case. The Debtors are represented by Mark Shinderman, Esq., Fred Neufeld, Esq., and Haig M. Maghakian, Esq., at MILBANK, TWEED, HADLEY & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A. Helm, Esq., at PACHULSKI STANG ZIEHL & JONES LLP as counsel. The Debtors' financial advisors are Imperial Capital, LLC. The Debtors' claims, noticing, soliciting and balloting agent is Epiq Bankruptcy Solutions, LLC. Assets are $272.2 million while debt totals $250 million, according to the Chapter 11 petition. The petitions were signed by Richard P. Dutkiewiez, chief financial officer and executive vice president. Counsel to GE Capital Corp., the DIP Agent and the Prepetition First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P. Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq., at Reed Smith LLP as counsel. Counsel to the Prepetition Secured Second Lien Trustee are Mark F. Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP. Counsel to the Majority Prepetition Second Lien Secured Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at Richards Layton & Finger. Z Capital Management LLC, which holds nearly 70% of the Opco term loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights, Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff, Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern LLP. REAL MEX: Gets Interim OK to Auction Assets ------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that Real Mex Restaurants Inc. won tentative court approval Friday to auction off its assets, despite bitter opposition from unsecured creditors that claim the fast-track sale plan was dictated by noteholders hoping to snap up the company. Law360 relates that U.S. Bankruptcy Judge Brendan L. Shannon indicated that he would sign off on the sale procedures once the restaurant chain owner modifies the order to include his guidance on the committee's objections, setting a hearing to approve the sale for Jan. 30. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. It has 178 restaurants, with 149 in California. There are also 30 franchised locations. It acquired Chevys Inc. for $90 million through confirmation of Chevy's Chapter 11 plan in 2004. Real Mex Restaurants and 16 of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-13122 to 11-13138) on Oct. 4, 2011. Judge Brendan Linehan Shannon oversees the case. Judge Peter Walsh was initially assigned to the case. The Debtors are represented by Mark Shinderman, Esq., Fred Neufeld, Esq., and Haig M. Maghakian, Esq., at MILBANK, TWEED, HADLEY & McCloy LLP; and Laura Davis Jones, Esq., and Curtis A. Helm, Esq., at PACHULSKI STANG ZIEHL & JONES LLP as counsel. The Debtors' financial advisors are Imperial Capital, LLC. The Debtors' claims, noticing, soliciting and balloting agent is Epiq Bankruptcy Solutions, LLC. Assets are $272.2 million while debt totals $250 million, according to the Chapter 11 petition. The petitions were signed by Richard P. Dutkiewiez, chief financial officer and executive vice president. Counsel to GE Capital Corp., the DIP Agent and the Prepetition First Lien Secured Agent, are Jeffrey G. Moran, Esq., and Peter P. Knight, Esq., at Latham & Watkins LLP; and Kurt F. Gwynne, Esq., at Reed Smith LLP as counsel. Counsel to the Prepetition Secured Second Lien Trustee are Mark F. Hebbeln, Esq., and Harold L. Kaplan, Esq., at Foley & Lardner LLP. Counsel to the Majority Prepetition Second Lien Secured Noteholders are Adam C. Harris, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP; and Russell C. Silberglied, Esq., at Richards Layton & Finger. Z Capital Management LLC, which holds nearly 70% of the OpCo term loan, is represented by Derek C. Abbott, Esq., and Chad A. Fights, Esq., at Morris Nichols Arsht & Tunnell LLP; and Lee R. Bogdanoff, Esq., and Whitman L. Holt, Esq., at Klee Tuchin Bogdanoff & Stern LLP. RESIDENTIAL CAPITAL: Parent Hires Advisors for Likely Bankruptcy ---------------------------------------------------------------- The Wall Street Journal's Dan Fitzpatrick, Mike Spector and Ruth Simon report that people familiar with the situation said Ally Financial Inc., the lender that took $17 billion of U.S. aid in the financial crisis, is considering a bankruptcy-protection filing for its mortgage-lending unit, Residential Capital LLC. Sources told the Journal that Ally, formerly GMAC, is being advised by law firm Kirkland & Ellis and investment bank Evercore Partners Inc. on a possible restructuring of ResCap, which has lost $555 million in the past two quarters. A final decision hasn't been made on how Ally and ResCap might proceed, the people said. According to WSJ, one option under consideration: a so-called strategic bankruptcy that would aim to limit Ally's exposure to ResCap and pave the way for an eventual initial public offering of Ally, 74% of whose shares are owned by the U.S. government. Walling off the parent from the financial and legal woes of its subsidiary could make Ally shares an easier sell for public investors. Roughly $2.3 billion of ResCap debt is scheduled to come due in 2011, 2012 and 2013. ResCap has $623 million of cash and cash equivalents as of Sept. 30, 2011. Ally, in its regulatory filings in August related to its planned IPO, said it has a $772 million equity position in ResCap. Ally said ResCap ?remains heavily reliant on support from us to meet its liquidity and capital requirements.? It also noted that if ResCap filed for bankruptcy, its investment related to ResCap?s equity position would likely be reduced to zero. In a financial filing earlier in November, Ally said its equity position in ResCap was $331 million. The Journal notes a ResCap restructuring could mark the last chapter for an entity whose losses helped push its former parent, General Motors Corp., toward its own Chapter 11 bankruptcy filing two years ago. Ally said it doesn't comment on speculation. Ally tried to sell ResCap a year ago, but that effort fell apart. WSJ notes a recent Ally filing warned of "significant risk that Rescap will not be able to meet its debt service obligations and other funding obligations in the near term." According to the Journal, what Ally's board is currently weighing is whether to cut off financial support for ResCap, which may force the subsidiary to declare bankruptcy. According to WSJ, one person familiar with the discussions at Ally said separating out Rescap's liabilities may be tricky, but some at Ally believe such a task would be "cleaner" than a Bank of America-Countrywide separation would have been. The two firms operate with separate CEOs, boards and financial advisers. ResCap recently brought in a new adviser, Centerview Partners LLP, to consider its options. Centerview's new restructuring practice is led by former Miller Buckfire & Co. bankers Samuel Greene and Marc Puntus. According to WSJ, Ally still hopes to go public in order to pay back the U.S. aid, but some view that as a difficult pitch if the company can't reassure investors about the extent of ResCap's mortgage liabilities. "There's a reputational hazard," said Harvey Miller, a veteran bankruptcy lawyer at Weil, Gotshal & Manges, WSJ relates. "Once you put a subsidiary into bankruptcy, people start to wonder: How safe is the parent? How safe are the other affiliates?" About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. The Company's balance sheet at June 30, 2011, showed $178.88 billion in total assets, $158.46 billion in total liabilities, and $20.42 billion in total equity. * * * In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. As reported by the TCR on May 6, 2011, Standard & Poor's Ratings Services raised its long-term counterparty credit ratings on both Ally Financial Inc. (formerly GMAC Inc.) and subsidiary Residential Capital LLC (ResCap) to 'B+' from 'B'. The outlook on both ratings is stable. "Ally, an automobile- and mortgage- finance and servicing company, and ResCap, its mortgage subsidiary, improved their capital, credit quality, earnings, and liquidity in recent months," said Standard & Poor's credit analyst Brendan Browne. They also settled a material portion of their mortgage repurchase risk and have been profitable. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. RIVER ROCK: Enters Into Lease Agreement with Dry Creek ------------------------------------------------------ River Rock Entertainment Authority has entered into a Lease Agreement dated as of Oct. 31, 2011, with the Dry Creek Rancheria Band of Pomo Indians, as landlord, pursuant to which the Tribe has leased to the Authority an approximately 310-acre parcel of land contiguous to the Tribe's reservation. The Proschold Property includes the land on which the Authority is building the emergency vehicle access road required by its Memorandum of Agreement with Sonoma County. The Authority expects to utilize the Proschold Property for commercial and agricultural uses, and the Lease provides that all profits from the cultivation of any crops now or hereafter located on the Property, during the term of this Lease, shall be payable to the Authority. The Lease commenced on Nov. 1, 2011, and will expire on Nov. 1, 2021, unless earlier terminated by the Tribe pursuant to the terms of the Lease. Under the Lease, the Authority will pay monthly rental payments of $232,000 for the first five years of the Lease term, and $12,000 per month for the remainder of the Lease term. In addition, on Oct. 31, 2011, the Authority reimbursed the Tribe in the amount of $2.5 million representing the balance of the $3.3 million that the Tribe had deposited towards the purchase price for the Proschold Property. Earlier this year, the Authority had reimbursed the Tribe an aggregate amount of $0.8 million of the total amount that the Tribe had deposited towards the purchase price for the Proschold Property. A full-text copy of the Lease Agreement is available for free at: http://is.gd/uHZv8x The Authority has revised its previously-announced forecast of estimated income before distributions to the Tribe for the three- month period ended Sept. 30, 2011, and now expects that it will be in the range of approximately $7.0 million to $7.5 million, compared to $5.3 million for the same period in 2010. About River Rock Headquartered in Geyserville, California, River Rock Entertainment Authority is a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe. River Rock Casino is a governmental development project of the Authority. The Casino offers Class III slot and video poker gaming machines, house banked table games, including Blackjack, Three card poker, Mini-baccarat and Pai Gow poker, Poker, featuring Texas Hold' em, comprehensive food and non-alcoholic beverage offerings, and goods for sale on tribal land located in Geyserville, California. * * * As reported by the TCR on Nov. 8, 2011, Moody's Investors Service lowered River Rock Entertainment Authority's ("RREA" or "Authority") Probability of Default Rating ("PDR") to D from Caa2 and its Corporate Family Rating ("CFR") to Ca from Caa2. Moody's rating action was prompted by the Authority's inability to complete the proposed refinancing transaction on time, resulting in non-payment of the principal amount due on its existing debt of $200 million senior secured notes on their maturity date of November 1, 2011, which Moody's views as a default. The downgrade of the CFR to Ca reflects Moody's view that the current debt holders could incur a possible material impairment in the debt restructuring process. The company is in discussion with lenders and has entered into a forbearance and support agreement dated November 2, 2011 with approximately 60% of note holders that contemplates an exchange offer. In the Dec. 13, 2010 edition of the Troubled Company Reporter, Standard & Poor's Ratings Services lowered its ratings on Sonoma County, California-based River Rock Entertainment Authority; the issuer credit rating was lowered to 'B-' from 'B+'. At the same time, S&P placed the ratings on CreditWatch with negative implications. RREA was created to operate the River Rock casino for the Dry Creek Rancheria Band of Pomo Indians (the Tribe). "The rating downgrade and CreditWatch listing reflect River Rock's limited progress in addressing near-term refinancing needs associated with its $200 million senior notes due November 2011, as well as other debt held at the Tribe," said Standard & Poor's credit analyst Michael Halchak. "With less than 12 months to the maturity on the senior notes, S&P has become increasingly concerned around River Rock's ability to successfully address these refinancing needs. In addition, S&P believes River Rock faces additional liquidity needs related to the Tribe's memorandum of agreement with Sonoma County, associated with infrastructure spending needs in and around the casino." The Company's balance sheet at June 30, 2011, showed $224.41 million in total assets, $210.64 million in total liabilities, all current, and $13.77 million in total net assets. Bankruptcy Warning The Company has a significant amount of debt coming due in fiscal 2011 that it may not be able to repay. The Company's $200.0 million of Senior Notes mature in November 2011. The Company has been exploring its options to refinance its Senior Notes and expect to propose a refinancing transaction in the near future. While the Company expects to be able to refinance this debt, there can be no assurances that this in fact will occur. In such case, failure to refinance or extend the maturity date of this debt will give the holders of such debt certain rights under the Company's indenture which are limited by the terms of the Company's indenture, the Company's waiver of sovereign immunity and remedies available to creditors to Native American gaming operators under federal law and by the Company's Compact. In addition, it is uncertain whether the Company or the Dry Creek Rancheria Band of Pomo Indians may be a debtor in a case under the U.S. Bankruptcy Code. Without bankruptcy court protection, other creditors might receive preferential payments or otherwise obtain more than they would have under a bankruptcy court proceeding. If the Company commences a case under the U.S. Bankruptcy Code and the bankruptcy court does not dismiss the case, payments from the debtor would cease. It is uncertain how long payments under the Senior Notes could be delayed following commencement of a bankruptcy case. RLD, INC.: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: RLD, Inc. a California corporation P.O. Box 4343 Santa Rosa, CA 95402 Bankruptcy Case No.: 11-14071 Chapter 11 Petition Date: November 7, 2011 Court: U.S. Bankruptcy Court Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: Steven M. Olson, Esq. LAW OFFICES OF STEVEN M. OLSON 100 E. Street, #214 Santa Rosa, CA 95404 Tel: (707) 575-1800 E-mail: smo@smolsonlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Lorraine E. Ring, president. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Lorraine E. Ring 11-10230 01/25/11 Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Yosemite Fund II Cross Collateral $4,500,000 Pontes Financial Group Willamette 303 W. Joaquin Avenue Suite San Leandro, CA 94577 Yosemite Fund II, Pontes (2007) Land Loan $1,750,000 Financial 303 W. Joaquin Avenue San Leandro, CA 94577 North Valley Bank Unsecured Bank Loan $614,660 P.O. Box 493158 Redding, CA 96049 North Valley Bank Credit Line $614,660 P.O. Box 493158 Redding, CA 96049 Exchange Bank Unsecured Bank Loan $371,800 P.O. Box 760 Santa Rosa, CA 95402 Exchange Bank Guarantee $140,000 CVS/Longs Drug Stores Land Lease Advances $118,000 Adobe Associates Engineering Services $62,671 Tierney/Figueiredo Architects Architectural $36,828 Services Tim & Jayne Slayton Loan $32,000 MKM Associates Engineering Services $25,442 American Express Blue Materials $21,729 Chase ? Visa Cash Advances $19,230 Johanson & Yau Accounting Services $16,375 Mikel D. Bryan, P.C. Legal Services $15,825 Home Depot General Purchases $14,385 County of Sonoma 058-290-051 $14,230 IRS -- $13,605 Sal Lupien Roof Repairs $13,200 Matt Martensen Services ? Loan $12,000 ROTHSTEIN ROSENFELDT: Investor to Pay $25MM to Settle Fraud Claims ------------------------------------------------------------------ Maria Chutchian at Bankruptcy Law360 reports that Miami businessman Ira Sochet, accused of reaping millions through Scott Rothstein's Ponzi scheme, reached a settlement Thursday with Rothstein's Chapter 11 trustee, agreeing to pay the estate $25 million but retaining a nonpriority $68 million claim against Rothstein's defunct law firm. In two separate lawsuits filed in a Florida federal bankruptcy court, Rothstein Rosenfeldt Adler PA trustee Herbert Stettin said Mr. Sochet, through his three companies, was one of the scheme's biggest investors. About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA -- http://www.rra-law.com/-- has been suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non- existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on January 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. ROTHSTEIN ROSENFELDT: Trustee Strikes Settlement to Bring $25M -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that the trustee in the bankruptcy case of Ponzi-scheme operator Scott Rothstein's law firm has struck a deal with one of the scheme's largest investors that's set to bring $25 million in cash to the bankruptcy estate. About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA -- http://www.rra-law.com/-- has been suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non- existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on January 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. RUDEN MCCLOSKY: Gets Judge's Approval to Proceed With Auction ------------------------------------------------------------- Paul Brinkmann, reporter at South Florida Business, says U.S. Bankruptcy Judge Raymond Ray authorized Ruden McClosky to proceed with plans to hold an auction of its assets on Nov. 27, 2011, but made it clear he would scrutinize the sale and any objections raised. The case hinges on a set of agreements among lender Wells Fargo, Ruden McClosky and a stalking-horse bidder. Founded in 1959, Ruden McClosky -- http://www.ruden.com/-- was a full-service law firm serving the legal needs of clients throughout Florida, the U.S., and internationally. It has eight offices in Florida. In August 2011, the firm was reportedly in merger talks with Cleveland, Ohio-based Benesch firm. In September 2011, founder Donald McClosky died after a long battle with cancer. Ruden McClosky filed for Chapter 11 protection Nov. 1 in its hometown of Fort Lauderdale. It plans to sell a substantial portion of its assets to Fort Lauderdale-based Greenspoon Marder, according to sibling publication the Daily Business Review. SENSIVIDA MEDICAL: Montieth Estes Appointed Interim CEO ------------------------------------------------------- J. Montieth Estes, who recently assumed the position of Chairman of the Board of Sensivida Medical Technologies, Inc., was appointed to the position of interim Chief Executive Officer of SensiVida. Mr. Estes is intended to assume the role played by SensiVida's prior CEO, Kamal Sarbadhikari, who resigned in November 2009 for health reasons. Jose Mir continues to serve as President of SensiVida. About SensiVida Medical West Henrietta, New York-based Sensivida Medical Technologies, Inc., had operated in one business segment encompassing in the design and development of medical diagnostic instruments that detect cancer in vivo in humans by using light to excite the molecules contained in tissue and measuring the differences in the resulting natural fluorescence between cancerous and normal tissue. Effective March 3, 2009, with the merger of SensiVida Medical Systems, Inc., into the Company's wholly-owned subsidiary BioScopix, Inc., the Company's technology now focuses on the automation of analysis and data acquisition for allergy testing, glucose monitoring, blood coagulation testing, new tuberculosis testing, and cholesterol monitoring. he Company's balance sheet at May 31, 2011, showed $2.42 million in total assets, $3.87 million in total liabilities, all current, and a stockholders' deficit of $1.45 million. As reported in the TCR on June 20, 2011, Morison Cogen LLP, in Bala Cynwyd, Pennsylvania, expressed substantial doubt about Sensivida Medical Technologies' ability to continue as a going concern, following the Company's Feb. 28, 2011 results. The independent auditors noted that the Company has no revenues, incurred significant losses from operations, has negative working capital and an accumulated deficit. SHENGDATECH INC: U.S. Trustee Adds 4 Members to Creditor's Panel ---------------------------------------------------------------- August B. Landis, United States Trustee for Region 17, under 11 U.S.C. Sec. 1102(a) and (b), added four new members -- Donald D. Yaw, Advent Capital Management, LLC, Daiwa America Strategic Advisors Corporation, Cqs Asia Master Fund Limited -- to serve on the Official Committee of Unsecured Creditors of ShengdaTech, Inc. The Creditors Committee now consists of: 1. AG OFCON, LLC Represented by: Timothy A. Hutfilz 245 Park Avenue, 26th Floor New York, NY 10167 Tel: (212) 692-2016 Fax: (212) 867-6395 E-mail: thutfilz@angelogordon.com 2. THE BANK OF NEW YORK MELLON as Indenture Trustee One Canada Square London E145A United Kingdom Represented by: Mark Jeanes BNY Mellon 6525 West Campus Oval New Albany, OH 43054 Tel: (207) 964-4468 Fax: (207) 964-2536 E-mail: mark.jeanes@bnymellon.com 3. ZAZOVE ASSOCIATES, LLC Represented by: Mario Valente 1001 Tahoe Blvd. Incline Village, NV 89451 Tel: (775) 886-1500 Fax: (775) 886-1599 E-mail: mvalente@zazove.com 4. DONALD D. YAW 336834 E. 950 Road Wellston, OK 74881 Tel: (405) 356-0219 Fax: (405) 488-7415 E-mail: donyaw@hotmail.com Represented by: Mario Alba, Jr. Robbins, Geller, Rudman & Dowd, LLP 58 South Service Road, Ste. 200 Melville, NY 11714 Tel: (631) 367-7100 E-mail: malba@rgrdlaw.com 5. ADVENT CAPITAL MANAGEMENT, LLC Robert Schwartz 1271 6th Ave., 45th Floor New York, NY 10020 Tel: (212) 482-7390 Fax: (212) 480-9644 fax 6. DAIWA AMERICA STRATEGIC ADVISORS CORPORATION 32 Old Slip New York, NV 10005 Tel: (212) 612-6272 Fax: (212) 612-8433 Represented by: Joshua Goodman, Esq. Tel: (212) 612-6272 E-mail: Joshua.Goodman@us.daiwacm.com 7. CQS ASIA MASTER FUND LIMITED P.O. Box 309 135 South Church Street Grand Cayman KY1-1104 Cayman Islands Represented by: Anna Tham CQS (Hong Kong) Limited 15-08 Two Exchange Square Central Hong Kong (SAR), China Tel: (852)3920-8608 E-mail: anna.tham@CQS.com.hk About ShengdaTech, Inc Headquartered in Shanghai, China, ShengdaTech, Inc., makes nano precipitated calcium carbonate for the tire industry. ShengdaTech converts limestone into nano-precipitated calcium carbonate (NPCC) using its proprietary and patent-protected technology. NPCC products are increasingly used in tires, paper, paints, building materials, and other chemical products. In addition to its broad customer base in China, the Company currently exports to Singapore, Thailand, South Korea, Malaysia, India, Latvia and Italy. ShengdaTech sought Chapter 11 bankruptcy protection from creditors (Bankr. D. Nev. Case No. 11-52649) on Aug. 19, 2011, in Reno, Nevada, in the United States. The Shanghai-China based company said in its bankruptcy filing it would fire all of its officers and restructure to try to recover from an accounting scandal. The Company disclosed US$295.4 million in assets and US$180.9 million in debt as of Sept. 30, 2011. The Company's legal representative in its Chapter 11 case is Greenberg Traurig, LLP. On Aug. 23, 2011, the Court entered an interim order confirming the Board of Directors Special Committee's appointment of Michael Kang as the Debtor's chief restructuring officer. Alvarez & Marsal North America, LLC, is the Company's chief restructuring officer. As reported in the TCR on Sept. 7, 2011, the United States Trustee appointed AG Ofcon, LLC, The Bank of New York, Mellon (in its role as indenture trustee for bondholders), and Zazove Associates, LLC, to serve on the Official Committee of Unsecured Creditors of ShengdaTech, Inc. SILVERSUN TECHNOLOGIES: Borrows $750,000 for Working Capital ------------------------------------------------------------ SilverSun Technologies, Inc., and its subsidiary SWK Technologies, Inc., entered into a Loan and Security Agreement with a commercial lender. Pursuant to the Loan Agreement, Lender has agreed to loan the Company up to a principal amount of $750,000 for working capital and debt repayment purposes. The Loan is evidenced by a promissory note executed by the Parties on Oct. 26, 2011. The Loan will be a revolving loan in the nature of a line of credit under which the Borrower may repeatedly draw funds on a revolving basis. The Loan Agreement and Note will remain in effect for a minimum of 36 months. The interest rate on the Note will be a variable rate, equal to the "Prime Rate", as reported by the Wall Street Journal, plus two and three quarters percent (2.75%) per annum, but at no time will be less than three and a quarter percent (3.25%) per annum. The Company may pay, without penalty, all or a portion or any amount owed under the Note earlier than the date by which it is due. Upon termination of the Loan Agreement, the Company will immediately pay any and all outstanding principal amounts owing on the Note. The Loan Agreement contains customary representations and warranties, covenants, conditions to borrowing and events of default, the occurrence of which would entitle Lender to accelerate the amounts outstanding. Pursuant to the Loan Agreement, the Note is secured by all of the Borrower's assets. Furthermore, on Oct. 26, 2011, the Company's Chief Executive Officer, Mr. Mark Meller, entered into a guarantee agreement with the Lender. Under the Guarantee Agreement, Mr. Meller personally guaranteed and assumed liability for the Borrower's payment of all of the outstanding principal and interest due and owing under the terms of the Loan Agreement and Note. About SilverSun Technologies Livingston, N.J.-based SilverSun Technologies, Inc., formerly known as Trey Resources, Inc., focuses on the business software and information technology consulting market, and is looking to acquire other companies in this industry. SWK Technologies, Inc., the Company's subsidiary and the surviving company from the acquisition and merger with SWK, Inc., is a New Jersey-based information technology company, value added reseller, and master developer of licensed accounting and financial software published by Sage Software. SWK Technologies also publishes its own proprietary supply-chain software, the Electronic Data Interchange (EDI) solution "MAPADOC." SWK Technologies sells services and products to various end users, manufacturers, wholesalers and distribution industry clients located throughout the United States, along with network services provided by the Company. The Company's balance sheet at June 30, 2011, showed $1.68 million in total assets, $2.47 million in total liabilities, all current, and a stockholders' deficit of $790,392. As reported in the TCR on April 2, 2011, Friedman LLP, in East Hanover, NJ, expressed substantial doubt about Trey Resources, Inc.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred substantial accumulated deficits and operating losses, and at Dec. 31, 2010, has a working capital deficiency of approximately $5.1 million. SINCLAIR BROADCAST: Reports $19.3 Million Q3 Net Income ------------------------------------------------------- Sinclair Broadcast Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $19.33 million on $180.86 million of total revenues for the three months ended Sept. 30, 2011, compared with net income of $14.14 million on $186.45 million of total revenues for the same period during the prior year. The Company also reported net income of $52.93 million on $552.12 million of total revenues for the nine months ended Sept. 30, 2011, compared with net income of $42.09 million on $541.63 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.56 billion in total assets, $1.68 billion in total liabilities and a $125.35 million total deficit. About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. The Company's balance sheet at June 30, 2011, showed $1.49 billion in total assets, $1.63 billion in total liabilities and a $135.30 million total deficit. * * * As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on Hunt Valley, Md.- based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from 'B+'. The rating outlook is stable. "The 'BB-' rating on Sinclair reflects S&P's expectation that the company could keep its lease-adjusted debt to EBITDA below historical levels throughout the election cycle, absent a reversal of economic growth, meaningful debt-financed acquisitions, or significant shareholder-favoring measures," explained Standard & Poor's credit analyst Deborah Kinzer. Moody's raised its ratings for Sinclair Broadcast Group, Inc., and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of-Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments, concluding its review for possible upgrade as initiated on Aug. 5, 2010. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. As reported by the Troubled Company Reporter on Feb. 24, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from 'B+'. The rating outlook is stable. "The 'BB-' rating on Sinclair reflects S&P's expectation that the company could keep its lease-adjusted debt to EBITDA below historical levels throughout the election cycle, absent a reversal of economic growth, meaningful debt-financed acquisitions, or significant shareholder-favoring measures," explained Standard & Poor's credit analyst Deborah Kinzer. SOLYNDRA LLC: Taps HGP as Sales Agent for Non-Core Assets --------------------------------------------------------- Solyndra, LLC, et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Heritage Global Partners as the Debtors' sales agent and auctioneer in connection with the auction of their non-core assets, nunc pro tunc to Sept. 19, 2011. To the best of the Debtors knowledge, information and belief, (a) HOP is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, and holds no interest materially adverse to the Debtors, their creditors, and shareholders for the matters for which HOP is to be employed. The material terms of the proposed engagement include: *HP will conduct an auction of the Non-Core Assets pursuant to the terms of the Non-Core Auction Motion, as approved by the Court. *HOP will charge a buyer's premium of fifteen percent (15%) of the aggregate gross proceeds for the sale of a Non-Core Asset or lot of Non-Core Assets, payable by the buyers of such assets. Neither of the Debtors' estates will be liable for any unpaid portion of the buyer's premium if HGP cannot collect such premium from the buyer(s) of the Non-Core Assets. *HOP will receive a 5% sales commission the aggregate gross proceeds from the sale of each Non-Core Asset. *HGP will receive reimbursement of actually incurred and reasonable expenses (including, without limitation, labor, advertising, travel and lodging, digital photography of the Non- Core Assets, print and electronic media production, brochure and catalog production, and telemarketing) up to $40,000.00. 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. SOLYNDRA LLC: Judge Denies U.S. Trustee's Plea for Ch. 11 Trustee ----------------------------------------------------------------- The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware denied the motion to appointment a Chapter 11 trustee to oversee the case of Solyndra LLC and its debtor- affiliates filed by Roberta DeAngelis, the U.S. Trustee for Region 3. As reported in the Troubled Company Reporter on Oct. 14, 2011, the Debtor said the appointment of a Chapter 11 trustee would undercut efforts to sell the Company and called the U.S. trustee's motion for the Delaware bankruptcy court to make the appointment an "extraordinary overreaction." The U.S. Trustee proposed to take over management of Solyndra if its leaders keep pleading Fifth Amendment privilege against self incrimination. "Management's invocation of the First Amendment does not excuse them from performing their fundamental disclosure and reporting duties under the bankruptcy code," staff trial attorney Jane Leamy, Esq., wrote for Ms. DeAngelis. "A debtor in possession has a duty to inform creditors, the United States, and the court about its finances and the circumstances leading to its bankruptcy." 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 approximately 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. 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. SOLYNDRA LLC: House Panel Votes to Subpoena White House Docs ------------------------------------------------------------ Rachel Slajda at Bankruptcy Law360 reports that a U.S. House of Representatives panel voted Thursday to subpoena the White House for documents related to the U.S. Department of Energy's $535 million loan guarantee to Solyndra LLC. Law360 relates that the House Energy and Commerce Committee's oversight and investigations subcommittee voted 14-9 along party lines to authorize committee Chairman Fred Upton, R-Mich., to issue subpoenas to two senior White House staff members. Lana Birbrair at Bankruptcy Law360 reports that the White House on Friday strongly criticized the subpoena issued by the U.S. House of Representatives panel. According to Law360, White House Counsel Kathryn H. Ruemmler called the subpoena overbroad, unprecedented and unnecessary in a letter addressed to House Energy and Commerce Committee chairman Fred Upton, R-Mich., and Subcommittee on Oversight and Investigations chairman Cliff Stearns, R-Fla. Aamer Madhani at USA TODAY News reports that the House Energy subcommittee approved a broad call for internal documents, including correspondence, memorandums and e-mails, through subpoenas that will be issued to White House Chief of Staff Bill Daley and Bruce Reed, Vice President Biden's chief of staff. The resolution passed by a party line vote of 14-9. The USA TODAY report says the White House and Democratic lawmakers made a last-minute push to urge Republicans to back off the subpoena threat. White House counsel, Kathy Ruemmler, met with the committee's top Republicans on Wednesday and asked them to narrow their request. Rep. Diana DeGette, D-Colo., charged that the subpoena was an "act of irresponsible partisanship" and the GOP was ignoring the White House's good faith efforts. The USA TODAY report relates that Rep. Cliff Stearns, the chairman of the House Energy's investigative subcommittee, said that Republicans had a responsibility to American taxpayers to thoroughly investigate the White House's involvement in granting Solyndra a $535-million loan guarantee. The report notes that the White House has handed over 85,000 documents, including 20,000 that were released a day before the "business meeting" on whether to issue the subpoena, on the Department of Energy loan guarantee program. And the White House on Wednesday said it would hand over e-mails and other documents related to committees investigation if the committee narrowed its request. The report says Rep. Henry Waxman noted that the panel's subpoena would compel the White House to provide the subcommittee with documents related to everything from the logistics of Obama's visit to Solyndra to the president's personal blackberry messages. 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. SOLYNDRA LLC: No Takers Yet for IP Assets & Fremont Plant --------------------------------------------------------- Michael Kanellos at The New York Times reports that Solyndra LLC has not yet sold its intellectual property, its large Fremont, Calif., factory or a complete manufacturing line. The Company is trying to sell those assets, ideally intact, before a court hearing in its bankruptcy proceeding that is scheduled for Nov. 22, 2011. 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. SOLYNDRA LLC: To Hold Second Miscellaneous Asset Auction -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Solyndra LLC brought in $6.2 million from auctioning off non-essential assets and now aims to hold another auction on Dec. 7 for other surplus property. The company hopes to hold a hearing on Nov. 22 for approval of new auction and sale procedures. In papers filed in bankruptcy court in Delaware on Nov. 7, Solyndra said that the $6.2 million generated at the first auction on Nov. 2 and 3 was $1.2 million more than predicted. The new auction will include property not purchased at the first auction plus other assets not needed if someone decides to buy and operate the plant. Some 3,500 bidders registered for the first auction. The plant and the business go up for auction on Nov. 18. No one is yet under contract. The auction was delayed once before. 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. SPOT MOBILE: David Stier Resigns as CFO and Director ---------------------------------------------------- David Stier resigned as Chief Financial Officer and as a director of Spot Mobile International Ltd. to pursue other opportunities. Mr. Stier also resigned as an officer and director of all subsidiaries of the Company. Mr. Stier's determination to resign as Chief Financial Officer and as a director was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. The Board of Directors of the Company has determined that Charles J. Zwebner, the Company's current Chief Executive Officer, will assume the role of interim Chief Financial Officer of the Company until a permanent replacement is named. About Spot Mobile Spot Mobile, formerly Rapid Link Incorporated -- http://www.rapidlink.com/-- is a telecommunications services company which, through its wholly owned subsidiary, provides prepaid telecommunication and transaction based point of sale activation solutions through 1,000 independent retailers in the Eastern United States. The Company also provides long distance services and plans to expand its product offering to include mobile and wireless services. The Company reported a net loss of $3.56 million on $16.08 million of revenue for the year ended Oct. 31, 2010, compared with a net loss of $712,601 on $23.74 million of revenue during the prior year. The Company's balance sheet at July 31, 2011, showed $2.03 million in total assets, $6.63 million in total liabilities and a $4.60 million total shareholders' deficit. SPX CORPORATION: Moody's Confirms 'Ba1' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service confirmed SPX Corporation's ("SPX") CFR and PDR ratings at Ba1 but changed the outlook to Negative from Stable and changed its speculative grade liquidity rating to SGL-3 from SGL-2. In a related action the company's senior unsecured notes were downgraded to Ba2, LGD5, 71% from Ba1, LGD4, 57%. This action concludes the review initiated on August 25, 2011. RATINGS RATIONALE The confirmation of the company's Corporate Family Rating and Probability for Default reflects SPX's relatively strong historical free cash flow to debt generation, usually in the mid- teens, and the expectation of additive future cash flow streams from its acquisition of CLYDEUNION Pumps ("CLYDEUNION"). Moody's believes the relatively strong cash flow will allow the company to de-lever over time to a level more consistent with the Ba1 credit rating. The change in rating outlook to negative reflects the additional debt taken on to fund the acquisition and the resulting decline in credit metrics. The company's debt to EBITDA based on 2011 estimates is anticipated to increase to approximately 3.7 times (Moody's adjusted) after the close of the transaction from under 3.0 times (Moody's adjusted) previously estimated for 2011. Although SPX has stated that it will operate CLYDEUNION as a distinct business unit in 2012, there are still integration challenges as would be expected from an acquisition. On August 25, 2011, the company announced the acquisition of CLYDEUNION, a privately held UK based pump supplier with estimated 2011 revenues of approximately $585 million. Under the terms of the amended agreement, SPX will be paying approximately $900 million in cash and approximately $300 million in potential performance based earn outs to purchase CLYDEUNION which will likely result in a meaningful increase in its leverage metrics and weaker coverage metrics in the near term. On October 1, 2011, the company received committed senior secured financing of $300 term loan X and $500 million in term loan A to finance the acquisition of CLYDEUNION. The additional debt ranks pari passu to existing $1.8 billion senior secured facilities (unrated) and as such, forces a lower recovery on its $600 million and $500 million of existing senior unsecured notes. The company's SGL-3 speculative grade liquidity rating reflects the company's sizeable maturity within 18 months; $130 million draw on the revolver and tighter leverage covenant cushion as a result of the CLYDEUNION acquisition. This view is balanced by the company's still sizable cash balance and consistent free cash flow generation. At October 1, 2011, SPX had $395.2 million (or 7.9% of LTM sales) in cash and cash equivalents. Downgrades: Issuer: SPX Corporation -- Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-2 -- Senior Unsecured Regular Bond/Debenture, $600M 6.875% Gtd. Sr. Unsecured Notes due 2017, Downgraded to Ba2, LGD5, 71% from Ba1, LGD4, 57% -- Senior Unsecured Regular Bond/Debenture, $500M 7.625% Gtd. Sr. Unsecured Notes due 2014, Downgraded to Ba2, LGD5, 71% from Ba1, LGD4, 57% Outlook Actions: Issuer: SPX Corporation -- Outlook, Changed To Negative From Rating Under Review Confirmation: Issuer: SPX Corporation -- Probability of Default Rating, Confirmation at Ba1 -- Corporate Family Rating, Confirmation at Ba1 The company's credit rating is limited by low return on assets, and its history of leveraging up for acquisitions. Nonetheless, SPX's ratings could be raised if the company were to improve organic revenues and operating margins to a level that results in Return on Assets above 11% and a sustainable EBITA to Interest above 4.5 times. Its outlook can be stabilized if the company can return to its historical leverage metrics of approximately 3.3 times while improving liquidity. The ratings could be downgraded if revenues or profitability decline leading to deterioration in credit metrics such that Debt to EBITDA reached over 4.0 times or EBITA to interest expense fell below 3.0 times. A debt to book capital ratio above 60% could also lead to a negative rating action. The principal methodologies used in rating SPX Corporation was Global Manufacturing Industry published in December 2010. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SPX Corporation ("SPX") is a provider multi-industrial flow technology, test and measurement, thermal and industrial products and services with operations in over 35 countries. The company operates in four core business segments: flow technology (approximately 36% of revenue); thermal equipment and services (31%); test and measurement (20%); industrial products and services (13%). Revenues for the LTM period through October 1, 2011 totaled $5.3 billion. STOCKDALE TOWER: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Stockdale Tower 1, LLC 5060 California Avenue, 11th Floor Bakersfield, CA 93309 Bankruptcy Case No.: 11-62167 Chapter 11 Petition Date: November 7, 2011 Court: U.S. Bankruptcy Court Eastern District of California (Fresno) Judge: W. Richard Lee Debtor's Counsel: Jacob L. Eaton, Esq. KLEIN, DENATALE, GOLDNER, COOPER, ROSENLIEB & KIMBALL, LLP 4550 California Avenue, 2nd Floor Bakersfield, CA 93309 Tel: (661) 395-1000 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Terry L. Moreland, member. Affiliates that previously filed separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Moreland Aircraft, LLC 09-11330 02/19/09 Barcelona II, LLC 09-12689 03/30/09 Barcelona, LLC 09-13467 04/20/09 Stockdale Tower 1's List of Its three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Randy L. and Mary J. Molina Bonus Payments $250,000 3701 Borahpeak Road Bakersfield, CA 93306 Otis Elevator Company Judgment $50,897 Ten Farm Springs Road Farmington, CT 06032 Franchise Tax Board Tax Lien $9,025 Bankruptcy Mail Stop PIT A340 P.O. Box 2952 Sacramento, CA 95812 SUPERCONDUCTOR TECHNOLOGIES: Posts $3.3MM Net Loss in 3rd Qtr. -------------------------------------------------------------- Superconductor Technologies Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $3.3 million on $479,000 of revenues for the three months ended Oct. 1, 2011, compared with a net loss of $3.4 million on $2.0 million of revenues for the three months ended Oct. 2, 2010. The Company had a net loss of $10.2 million on $3.2 million of revenues for the nine months ended Oct. 1, 2011, compared with a net loss of $9.0 million on $7.8 million of revenues for the nine months ended Oct. 2, 2010. The Company's balance sheet at Oct. 1, 2011, showed $16.8 million in total assets, $2.8 million in total liabilities, and stockholders' equity of $14.0 million. As reported in the TCR on March 28, 2011, Marcum LLP, in Los Angeles, expressed substantial doubt about Semiconductor Technologies' ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has incurred significant net losses since its inception and has an accumulated deficit of $237.6 million and expects to incur substantial additional losses and costs. A copy of the Form 10-Q is available for free at: http://is.gd/oFZbEW Santa Barbara, Calif.-based Superconductor Technologies Inc. (Nasdaq: SCON) -- http://www.suptech.com/-- develops and produces high temperature superconducting ("HTS") materials and associated technologies. SUPERMEDIA INC: Files Form 10-Q, Incurs $968 Million Q3 Net Loss ---------------------------------------------------------------- Supermedia Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $968 million on $399 million of operating revenue for the three months ended Sept. 30, 2011, compared with a net loss of $26 million on $349 million of operating revenue for the same period a year ago. The Company also reported a net loss of $909 million on $1.25 billion of operating revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $252 million on $750 million of operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $1.83 billion in total assets, $2.75 billion in total liabilities and a $924 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/3TdaL7 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. TAYLOR BEAN: Judge Approves $15-Mil. WARN Action Deal ----------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reports that a Florida bankruptcy judge on Friday signed off on a $15 million settlement between Taylor Bean & Whitaker Mortgage Corp. and a class of nearly 3,000 former employees who allege they weren't given proper notice before massive layoffs in 2009 when the troubled mortgage lender shut down. As reported by the Troubled Company Reporter on Oct. 13, 2011, when Taylor Bean filed under Chapter 11, almost 3,000 workers lost their jobs. A class-action lawsuit followed, and a $21.4 million claim was filed for members of the class. Because sought-after wages would have been earned during the Chapter 11 case, the lost compensation was claimed to be an expense of the bankruptcy required to be paid in full. Meanwhile, Taylor Bean confirmed and implemented its Chapter 11 plan in August. Since then, a settlement was reached regarding the WARN Act claims. Bloomberg News had noted that, assuming the bankruptcy judge approves, the creditors' trust would set aside $15 million to be paid to the former workers as a priority claim arising during the Chapter 11 case. According to Bloomberg, the plaintiffs' lawyers had said the settlement represents a 70% recovery for the priority portion of the claim. In addition to creating the creditors' trust, the plan ultimately is to administer $322 million to $521 million, according to the disclosure statement. Once claims with higher priority are paid, between $264 million and $354 million would remain for unsecured creditors with claims totaling more than $8 billion. According to Bloomberg, unsecured creditors were expected to have a distribution between 3.3% and 4.4% pursuant to the Plan disclosure statement. The largest claim, $3.25 billion, belongs to the Federal Deposit Insurance Corp. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. TENET HEALTHCARE: Ten Directors Elected at Annual Meeting --------------------------------------------------------- The 2011 annual meeting of shareholders of Tenet Healthcare Corporation was held on Nov. 3, 2011. The shareholders (1) elected all of the board's nominees for director, (2) approved an advisory resolution on the compensation paid to the Company's named executive officers, (3) indicated their preference that future advisory votes on executive compensation be held annually, and (4) ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accountants for the year ending Dec. 31, 2011. The directors elected at the Annual Meeting are: (1) John Ellis "Jeb" Bush; (2) Trevor Fetter; (3) Brenda J. Gaines; (4) Karen M. Garrison; (5) Edward A. Kangas; (6) J. Robert Kerrey; (7) Floyd D. Loop, M.D.; (8) Richard R. Pettingill; (9) Ronald A. Rittenmeyer; and (10) James A. Unruh. Based on the results of the advisory vote on the frequency of future advisory votes on executive compensation, and consistent with the recommendation of the board, the board adopted a resolution providing that an advisory vote on the compensation of the Company's named executive officers would be held annually until the next advisory vote on the frequency of future advisory votes on executive compensation. About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. "Volume growth was very strong in our third quarter," said Trevor Fetter, president and chief executive officer. "Adjusted admissions growth of 2.3 percent and surgery growth of 3.2 percent drove a 3.5 percent increase in net operating revenues. This top line growth was further leveraged by excellent cost control and attractive pricing increases in our new contracts with commercial managed care payers. Given this progress across our key performance metrics, we are pleased to reconfirm our 2011 EBITDA Outlook in a range of $1.175 billion to $1.275 billion." The Company's balance sheet at Sept. 30, 2011, showed $8.29 billion in total assets, $6.51 billion in total liabilities, $16 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and $1.76 billion in total equity. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its 'B2' corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending Dec. 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. Fitch Ratings has placed Tenet Healthcare Corp.'s ratings on Rating Watch Positive. Tenet's existing ratings are Issuer Default Rating 'B-'; Secured bank facility 'BB-/RR1'; Senior secured notes 'BB-/RR1'; Senior unsecured notes 'B/RR3. The ratings apply to approximately $4.3 billion of debt outstanding as of Sept. 30, 2010. TERRESTAR NETWORKS: Dish Network Settles Sprint Claims ------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that Dish Network Corp. is a giant step closer to owning TerreStar Networks Inc. and DBSD North America Inc., after settling a long legal fight with Sprint Nextel Corp. over a satellite-licensing agreement. 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. THERMOENERGY CORP: Amends 54.1 Million Common Shares Offering ------------------------------------------------------------- ThermoEnergy Corporation filed with the U.S. Securities and Exchange Commission an amended Form S-1 registration statement relating to the resale of up to 54,166,684 shares of Common Stock, par value $0.001 per share, of ThermoEnergy Corporation that may be sold from time to time by Security Equity Fund, Mid Cap Value Fund, SBL Fund, Series V (Mid Cap Value), Security Equity Fund, Mid Cap Value Institutional Fund, et. al. The Company will not receive any proceeds from the sale of the Common Stock by the selling stockholders. The selling stockholders may, from time to time, sell, transfer or otherwise dispose of any or all of their shares of Common Stock or interests in shares of Common Stock on any market or trading facility on which the Company's shares are traded or in private transactions. These dispositions may be at fixed prices, at prevailing market prices at the time of sale, at prices related to the prevailing market price, at varying prices determined at the time of sale, or at negotiated prices. No underwriter or other person has been engaged to facilitate the sale of shares of the Company's Common Stock in this offering. The Company is paying the cost of registering the shares covered by this prospectus as well as various related expenses. The selling stockholders are responsible for all discounts, selling commission and other costs related to the offer and sale of their shares. The Company's Common Stock is currently traded on the Over-the- Counter Bulletin Board under the symbol "TMEN.OB." On Nov. 1, 2011, the last reported sale price of our Common Stock on the OTCBB was $0.21 per share. A full-text copy of the amended prospectus is available for free at http://is.gd/QarnwN About ThermoEnergy Corporation Little Rock, Ark.-based ThermoEnergy Corporation is a clean technologies company engaged in the worldwide development of advanced municipal and industrial wastewater treatment systems and carbon reducing clean energy technologies. The Company reported a net loss of $9.85 million on $2.87 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $12.98 million on $4.01 million of revenue during the prior year. The Company's balance sheet at June 30, 2011, showed $4.33 million in total assets, $15.98 million in total liabilities and a $11.65 total stockholders' deficiency. As reported by the TCR on April 7, 2011, Kemp & Company, a Professional Association, in Little Rock, Arkansas, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred net losses since inception and will require substantial capital to continue commercialization of the Company's technologies and to fund the Companies liabilities. TIMOTHY ANDERS: Court's Flaws Don't Relieve Creditors of Duties --------------------------------------------------------------- Bankruptcy Judge William J. Stone dismissed the lawsuit, ARVILLA PIPELINE CONSTRUCTION CO., INC., v. TIMOTHY MARK ANDERS, Adv. Proc. No. 11-07039 (Bankr. W.D. Va.), at the Debtor's behest. The suit seeking a determination of non-dischargeability pursuant to 11 U.S.C. Sec. 523(a)(2), (4) and (6) of the Debtor's asserted liability to Arvilla for certain alleged pre-petition wrongful actions on his part which are claimed to have damaged Arvilla's property and business. The Debtor said the complaint was untimely in that it was filed after the deadline set by Bankruptcy Rule 4007(c). Arvilla concedes that the complaint was filed after the date provided for in the Rule, but seeks an equitable exception to the enforcement of that provision on the ground that the Court's notice to creditors of the bankruptcy filing failed to set forth the date by which such a complaint was required to be filed and that the Court has not provided to it any other notice of such bar date. Federal Rule of Bankruptcy Procedure 4007(c) expressly provides that "[t]he court shall give all creditors no less than 30 days' notice of the time so fixed [to file a non- dischargeability complaint] in the manner provided in Rule 2002." However, Judge Stone said the Court's failure to do all that it should have done -- that is, provide any date for filing a non- dischargeability complaint -- did not relieve creditors of their own duty to see to the protection of their own interests. He said "actual knowledge" of the bankruptcy filing in time to file a complaint is all that is required, not actual knowledge plus at least 30 days' notice of the bar date. The facts of the case, while unfortunate and embarrassing to the Court, do not present the type of "extraordinary" circumstances justifying the Court in disregarding the explicit deadline imposed by Bankruptcy Rule 4007(c), Judge Stone said. A copy of Judge Stone's Nov. 4, 2011 Memorandum Decision is available at http://is.gd/PAxKsbfrom Leagle.com. Timothy Mark Anders filed a Chapter 11 bankruptcy petition (Bankr. W.D. Va. Case No. 11-70995) on May 5, 2011. TONI BRAXTON: Talks About Bankruptcy During TV Show Premiere ------------------------------------------------------------ Toni Braxton talked about her recent bankruptcy during the Season 2 premiere of her reality television show Braxton Family Values, Tuesday night. "I'm very fortunate, my bankruptcy situation worked out really great for me," Ms. Braxton said, according to Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review. "So I?m starting over, and starting over can be a great thing." DBR relates that Ms. Braxton, in amended court documents filed in June 2011, listed her rent or home mortgage payment as $5,000 a month plus utilities, including $1,000 a month for telephone service. It?s not clear if these expenses refer to this home, and not much else is known about the new residence. Ms. Braxton also put her income at $57,850 and expenses at $58,180 a month. Royalties and residuals from hits like ?Un-Break My Heart? and ?You?re Makin? Me High? bring in $850 per month. The majority of her income comes from ?operation of business or profession.? DBR recounts Ms. Braxton initially filed for (her second) bankruptcy in the fall of 2010, claiming $1.6 million in assets and $18.3 million in debts. In amended court documents her debts were upped to $19.7 million. The debts include three years of tax claims against her for $78,000, $336,000 and $320,000. The also owed $25,764.30 in credit card debt to Chase, $52,757.52 in credit card debt to City National, $6,859.47 to Nieman Marcus and $15,553.25 to Tiffany & Co. The Grammy-award winning singer?s Georgia property went into foreclosure in January 2011. DBR notes that during the episode, two of Ms. Braxton?s sisters fly out to Los Angeles to see her new house for the first time. "Is this what it means to be bankrupt?" her sister asked, according to DBR. "Sign me up. Did you see the size of that pool?" UPTOWN DRINK: Files for Chapter 11 Bankruptcy Protection -------------------------------------------------------- Uptown Drink, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Minn. Case No. 11-47016) on Oct. 27 in Minneapolis. Jim Hammerand, staff reporter at Minneapolis/St. Paul Business Journal, citing court documents, reports that bar operator Drink said it owes between $500,000 and $1 million to fewer than 50 creditors. According to the report, Drink has requested approval to continue paying its staff and intends to keep its doors at 1400 Lagoon Ave. open during the bankruptcy case. The report says Plaza 1 Inc. is owed $339,052 on a loan made to Drink. That loan is secured by a blanket lien on all the business's assets, valued at $329,485. The business also listed a $76,408 debt to Golden Valley law firm Bernick, Lifson, Greenstein, Greene & Liszt. St. Paul alcohol distributor Johnson Bros. Liquor Co. is owed just over $24,000, according to the court documents. The report says the filing does not list any tax liabilities. The Debtor is represented by: Lynn J.D. Wartchow, Esq. WARTCHOW LAW OFFICE, LLC 5200 Willson Road, Suite 150 Edina, MN 55424 Tel: (952) 836-2717 E-mail: lynn@wartchowlaw.com USEC INC: Incurs $6.9 Million Net Loss in Third Quarter ------------------------------------------------------- USEC Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $6.90 million on $374.50 million of total revenue for the three months ended Sept. 30, 2011, compared with net income of $1 million on $564.60 million of total revenue for the same period during the prior year. The Company also reported a net loss of $44.70 million on $1.21 billion of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $1.50 million on $1.37 billion of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $4.04 billion in total assets, $2.72 billion in total liabilities and $1.32 billion in stockholders' equity. "Our results are in line with the outlook provided to investors. Our profit margin is being squeezed by higher production and purchase costs that have exceeded the increase in average prices billed to customers," said John K. Welch, USEC president and chief executive officer. "Those higher and volatile costs are a key reason why we have been intently focused on deploying the American Centrifuge technology." A full-text copy of the Form 10-Q is available for free at: http://is.gd/4qevns About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. * * * USEC Inc. carries 'Caa1' corporate and probability of default ratings, with "developing" outlook, from Moody's, and 'CCC+' long term foreign issuer credit rating and 'CCC-' long term local issuer credit rating, with outlook "developing", from Standard & Poor's. In May 2010, S&P said that its rating and outlook on USEC Inc. are not affected by the announcement that Toshiba Corp. and Babcock & Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co., have signed a definitive investment agreement for $200 million with USEC. VALLEJO, CA: Emerges from Bankruptcy ------------------------------------ A federal judge released the city of Vallejo from bankruptcy on Nov. 1, 2011. Carolyn Jones at the San Francisco Chronicle reports that among other changes, city staffers now contribute more to their health insurance, new firefighters have lower pension plans, and the fire department no longer has minimum staffing requirements. The report notes the city has also taken steps to find more revenue. It's created a one-stop permit center for developers and is asking for a 1-cent sales-tax increase and medical marijuana tax on the Nov. 8 ballot. The moves have paid off. Toys R Us is opening a new store, and Blu Homes, a pre-fabricated home manufacturer, is opening a plant on Mare Island, according to Assistant City Manager Craig Whittom. The fire and police unions unsuccessfully sued to stop the bankruptcy, saying the city had ample funds and was merely trying to dodge its contract obligations, notes the report. The report says the bankruptcy proceedings cost Vallejo $8 million in legal fees. Real estate agents were required to disclose the city's status to buyers, and national media pointed to Vallejo as a nightmare scenario for cash-strapped cities everywhere. About Vallejo, California Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano County, California in the United States. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. It was named for General Mariano Guadalupe Vallejo. Vallejo filed for protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, after it was unable to persuade labor unions to accept salary concessions as the recession began cutting into local government tax collections nationwide. Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represented the City. The city estimated $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. According to Vallejo's comprehensive annual report for the year ended June 30, 2007, the city has $983 million in assets and $358 million in debts. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. VIKING SYSTEMS: Incurs $569,000 Net Loss in Third Quarter --------------------------------------------------------- Viking Systems, Inc., filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $569,172 on $2.96 million of net sales for the three months ended Sept. 30, 2011, compared with a net loss of $632,565 on $1.83 million of net sales for the same period during the prior year. The Company also reported a net loss of $1.87 million on $8.59 million of net sales for the nine months ended Sept. 30, 2011, compared with a net loss of $1.37 million $5.75 million of net sales for the same period a year ago. The Company reported a net loss applicable to common shareholders of $2.44 million on $8.04 million of sales for the year ended Dec. 31, 2010, compared with a net loss applicable to common shareholders of $1.07 million on $7.22 million of sales during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $6.26 million in total assets, $2.59 million in total liabilities, all current, and $3.66 million in total stockholders' equity. Jed Kennedy, President and CEO of Viking Systems said, "In what many view as a very difficult global financial climate, we are pleased to be able to report 62% sales growth for the third quarter. Despite these difficult financial times, we believe we have put in place the pieces necessary to continue growing our sales and drive 3D adoption in the operating room. We will continue to make what we believe to be the necessary investment in sales and marketing as we continue to develop our commercial operations. The fourth quarter is the strongest quarter for hospital capital equipment sales, both in the U.S. and in major markets around the world. We anticipate a strong finish to the year for 3DHD Vision System sales." A full-text copy of the Form 10-Q is available for free at: http://is.gd/cjqrv3 About Viking Systems Based in Westborough, Massachusetts, Viking Systems, Inc. (OTCBB: VKNG.OB) -- http://www.vikingsystems.com/-- is a developer, manufacturer and marketer of visualization solutions for complex minimally invasive surgery. The Company partners with medical device companies and healthcare facilities to provide surgeons with proprietary visualization systems enabling minimally invasive surgical procedures, which reduce patient trauma and recovery time. The report from Viking Systems, Inc.'s independent registered public accounting firm, Squar, Milner, Peterson, Miranda & Williamson, LLP, dated February 22, 2010, includes a going concern explanatory paragraph which states that factors relating to the Company's net losses and working capital concerns raise substantial doubt the Company's ability to continue as a going concern. Viking Systems said it will need to generate significant additional revenue to achieve profitability and it may require additional financing during 2010. "The going concern explanatory paragraph in the independent auditor's report emphasizes the uncertainty related to our business as well as the level of risk associated with an investment in our common stock," Viking Systems said. VITRO SAB: Seeks Circuit Court Appeal on New York Suit ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Vitro SAB is hoping for a direct appeal to the U.S. Circuit Court of Appeals in New Orleans from a ruling by the bankruptcy judge last month allowing holders of defaulted bonds to continue a lawsuit in New York state court against non-bankrupt Vitro subsidiaries. Commenced in August, the bondholders' suit seeks a declaration from the state court that the Vitro parent's reorganization in a Mexican court can't affect non-bankrupt subsidiaries' guarantees of $1.2 billion in defaulted bonds. According to the report, Vitro filed an appeal from the ruling where U.S. Bankruptcy Judge Harlin Hale in Dallas allowed the suit to go forward. Judge Hale said that the suit wasn't against a company in bankruptcy in the U.S. and didn't threaten the property of a bankrupt company. Mr. Rochelle discloses that in a wrinkle on a normal appeal, Vitro wants to skip over an intermediate appeal to the U.S. District Court in Dallas. If Judge Hale goes along with the idea of cutting out one layer of appeal, the circuit court still must decide to accept the case. Judge Hale told the bondholders to file opposing papers by Nov. 11. He will decide whether to recommend a direct appeal to the circuit court without holding a hearing, Hale said in his order. Bloomberg relates that Vitro contends that the dispute over the state suit involves "matters of public importance." The Mexican company also sees the ruling last month as contrary to the purpose of the parent's Chapter 15 bankruptcy case where Judge Hale is allowing a court in Mexico to take a leading role in Vitro's financial reorganization. Previously, the bankruptcy court in Texas refused to allow the Vitro parent to use the Chapter 15 case to stop lawsuits against subsidiaries not in bankruptcy. 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. 0-47477); 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 US$55 million. VITRO SAB: Bondholders Vow to Keep Fighting Restructuring Plan -------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that a group of Vitro S.A.B.'s bondholders said they're going to keep fighting the Mexican glassmaker's restructuring plan, a new version of which was filed in a Mexican court this week. 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. 0-47477); 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 US$55 million. VUANCE LTD: Board OKs Appointment of Doron Levy as New CEO ---------------------------------------------------------- Mr. Arie Trabelsi, the chief executive officer of Vuance Ltd., has resigned from his position effective Nov. 1, 2011. Mr. Trabelsi will to continue to serve as a member of the Company's board of directors. The board of directors of the Company has approved the appointment of Mr. Doron Levy as its new CEO, effective Nov. 1, 2011. Until February 2011, Mr. Levy served for over twenty years managing various international commercial operations for the State of Israel. Mr. Levi has extensive knowledge of global business operations and management, and has significant expertise in the Company's core technologies. About Vuance Ltd. Qadima, Israel-based Vuance Ltd. is a leading provider of Wireless Identification Solutions. The Company currently offers an Active RFID technology, a long, active radio frequency identification equipment that utilizes active radio frequency communications to track assets, people and objects for potential governmental agency and commercial customers. Fahn Kanne & Co., in Tel Aviv, Israel, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses and negative cash flows from operations since its inception and, as of Dec. 31, 2010, the Company had an accumulated deficit of $49.3 million and a shareholders' deficit of $7.9 million. The Company reported a net loss of $2.0 million on $7.4 million of revenue for 2010, compared with a net loss of $5.1 million on $9.3 million of revenue for the same period of 2009. The Company's balance sheet at June 30, 2011, showed US$1.64 million in total assets, US$8.86 million in total liabilities and a US$7.22 million total shareholders' deficit. VUANCE LTD: Annual General Meeting Scheduled for Dec. 8 ------------------------------------------------------- Vuance Ltd. will hold an Annual General Meeting of Shareholders on Dec. 8, 2011, at 4:00 P.M (Israel time ), at the offices of the Company at 14, Shenkar Street, 3th Floor, Hertzliya Pituach, Israel. In connection with this meeting, on or about Nov. 7, 2011, the Company will mail to shareholders a Notice of the Annual General Meeting of Shareholders and Proxy Statement and Proxy Card. About Vuance Ltd. Qadima, Israel-based Vuance Ltd. is a leading provider of Wireless Identification Solutions. The Company currently offers an Active RFID technology, a long, active radio frequency identification equipment that utilizes active radio frequency communications to track assets, people and objects for potential governmental agency and commercial customers. Fahn Kanne & Co., in Tel Aviv, Israel, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses and negative cash flows from operations since its inception and, as of Dec. 31, 2010, the Company had an accumulated deficit of $49.3 million and a shareholders' deficit of $7.9 million. The Company reported a net loss of $2.0 million on $7.4 million of revenue for 2010, compared with a net loss of $5.1 million on $9.3 million of revenue for the same period of 2009. The Company's balance sheet at June 30, 2011, showed US$1.64 million in total assets, US$8.86 million in total liabilities and a US$7.22 million total shareholders' deficit. WASHINGTON MUTUAL: Creditors, Shareholders Battle Over Appeals -------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Washington Mutual Inc. and its creditors are trying to crush a bid by shareholders to join a frenzy of appeals sparked by the second rejection of the bank's $7 billion Chapter 11 plan. 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. WASHINGTON MUTUAL: FDIC Hasn't Consented to Deal Extension ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that the Federal Deposit Insurance Corp. has balked at extending the termination date for a three-way deal at the heart of Washington Mutual Inc.'s Chapter 11 plan, an attorney for the company said. 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. WASHINGTON MUTUAL: Wants to Terminate Certain Insurance Policies ---------------------------------------------------------------- BankruptcyData.com reports that Washington Mutual filed with the U.S. Bankruptcy Court a motion for an order, pursuant to Sections 105(a) and 363 of the Bankruptcy Code, (I) authorizing WaMu to surrender and terminate certain insurance policies and (II) authorizing Pacific Life to distribute the policy proceeds. The aggregate cash surrender value of the policies is roughly $3 million. The Court scheduled a Nov. 22, 2011 hearing to consider the motion. 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. WAVE SYSTEMS: Registers 5.2 Million Class A Common Shares --------------------------------------------------------- Wave Systems Corp. filed with the U.S. Securities and Exchange Commission a Form S-3 registration statement regarding Amiti Ventures I LP, Elron Electronic Industries Ltd., Walden Israel Ventures III, L.P., et al.'s intention to sell, from time to time, up to 5,267,374 shares of Wave's Class A common stock, par value $0.01 per share. The shares of Class A common stock were initially issued to the selling stockholders on Sept. 22, 2011, in connection with Wave's acquisition of Safend Ltd., a company formed under the laws of Israel, or Safend. The selling stockholders may sell these securities on a continuous or delayed basis directly, through agents, dealers or underwriters as designated from time to time, or through a combination of these methods. The Company will not receive any proceeds from the sale of these shares of Class A common stock by the selling stockholders. Wave's Class A common stock is traded on the Nasdaq Capital Market under the symbol "WAVX." The last reported sale price of the Company's Class A common stock on the Nasdaq Capital Market on Oct. 27, 2011, was $2.77 per share. A full-text copy of the prospectus is available for free at: http://is.gd/2uAVrC About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave's independent registered public accounting firm has issued a report dated March 16, 2010, that includes an explanatory paragraph referring to its significant operating losses and substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $4.12 million on $26.05 million of total net revenues for the year ended Dec. 31, 2010, compared with a net loss of $3.34 million on $18.88 million of total net revenues during the prior year. The Company's balance sheet at June 30, 2011, showed $16.47 million in total assets, $13.07 million in total liabilities and $3.39 million in total stockholders' equity. WEST END: Hearing on Plan Outline Continued Until Nov. 22 --------------------------------------------------------- American Bankruptcy Institute reports that a disclosure statement hearing for West End Financial Advisors LLC has been continued until Nov. 22 while the Debtor works on an amended liquidation plan. As reported in the Troubled Company Reporter on Sept. 15, 2011, there are three secured creditors with claims aggregating about $13 million. According to the disclosure statement, West End believes that the security interest for a $5 million claim is invalid. The TCR reported that there are $13 million in general unsecured creditor claims and $67 million in unsecured investor claims. The investors' claims will be treated as claims rather than equity and share pro rata with general creditors. Under the plan, valid secured claims will be paid with five-year, interest-bearing secured notes. The notes can be paid before maturity. One secured claim, for $1.7 million, will be paid in full if the lender receives $1 million by March. About West End Financial West End Financial Advisors LLC, Sentinel Investment Management Corp. and a number of affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-11152) in Manhattan on March 15, 2011. New York-based West End estimated its assets and debts at $1 million to $10 million. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtors' bankruptcy counsel. William Landberg created WEFA in 2000 as an investment and financial management company. Subsequently he purchased Sentinel Investment Management Corp., a boutique investment advisory company. Sentinel and WEFA targeted individual private clients for investments in fixed income funds and alternative investment products. Mr. Landberg's ultimately resigned from all West End related entities effective June 2, 2009, following a probe on misappropriation of funds. Schedules of assets and liabilities for West End and its funds showed assets of $400,000 and debt of $6.7 million, not including $66 million from investors who may or may not be considered creditors. Debt includes $5.5 million in secured claims, according to the schedules. Secured creditors with the largest claims are DZ Bank ($118.1 million), West LB ($41 million), Iberia Bank ($11.3 million), and Suffolk County National Bank ($8.3 million). WILLIAM LYON: Reaches Pact with Stakeholders on Recapitalization ---------------------------------------------------------------- William Lyon Homes announced significant developments in its comprehensive recapitalization plan. The Company believes these developments will allow it to take advantage of historic market opportunities and position itself for long-term growth. The Company's key stakeholders, including approximately 64% of the aggregate principal balance of the Company's senior notes, its senior secured lender and the Lyon Family, have signed definitive agreements supporting the Company's recapitalization plan. The Company anticipates the recapitalization transaction will be completed by the end of the first quarter 2012. In support of their commitment to the Company and confidence in its long-term prospects, the Lyon family has committed to invest an additional $25 million in William Lyon Homes as part of the recapitalization plan in exchange for 20% in post-transaction common equity and warrants for an additional 9.1% of common equity. Existing senior management - including Chief Executive Officer General William Lyon, Chief Operating Officer William H. Lyon and Executive Vice President Matthew R. Zaist - will continue managing the Company and the Lyons will remain on the Board of Directors, with General Lyon continuing as Chairman to ensure the continuity of the business. "We have reached a major milestone with our key stakeholders toward achieving our goal of substantially reducing our debt burden. We are confident these efforts, supported by our secured lender, majority noteholders and the Lyon family, will strengthen the Company to the benefit of our homebuyers, development partners and employees," said General Lyon. Under the plan, the senior secured lender will receive a $235 million secured note at 10 1/4% with a 3-year maturity. The ad hoc committee representing a majority of the Company's senior noteholders has agreed to exchange approximately $284 million of existing senior notes for $75 million in secured notes at an interest rate of 12% (8% in cash and 4% in Pay-in-Kind (PIK)) Notes with a 5-year maturity. In addition, the senior noteholders will receive 28.5% post-transaction common equity in the Company. Additionally, the Company will launch a rights offering, which is fully backstopped by the Company's largest noteholder, for $10 million in common equity and $50 million in new convertible preferred equity, representing 51.5% post-transaction equity. The rights offering, along with the Lyon family contribution will represent an $85 million cash infusion which positions William Lyon Homes to take advantage of opportunities and positions the Company for long-term success. The interest payment finally due on Oct. 31, 2011, on its 10 3/4% senior notes is being addressed in the recapitalization plan and as such, the Company has elected not to pay it. "Once the recapitalization is completed, William Lyon Homes' capital structure will provide the foundation for sustainable profitability and better position the Company to meet the challenges of our industry head on," said William H. Lyon. "We look forward to implementing our recapitalization plan shortly as we believe this plan will put William Lyon Homes on a strong financial footing to grow the business." To that end, the Company is pleased to report that it has closed on the acquisition of a 27-acre parcel in Palo Alto and Mountain View, CA, known as the former Mayfield Mall. Mayfield is centrally located, only minutes from downtown Mountain View, downtown Palo Alto and Stanford University and within walking distance to a wide array of shops, restaurants, grocery stores and the San Antonio Caltrain station. The property will include four distinct single family attached and detached communities and is entitled for 303 units. The acquisition was financed by a subsidiary of one of the Company's largest noteholders with the consent of its senior secured lender. "The Mayfield Project is a fantastic opportunity, a sign of the Company's long-term plans and the willingness of the noteholders and senior secured lender to support our plan through their participation in the acquisition of this project," concluded Matthew R. Zaist. While the Company believes the recapitalization plan will significantly benefit the Company, there can be no assurance that the Transaction will be consummated pursuant to the terms described herein. About William Lyon Homes Based in Newport Beach, California, William Lyon Homes and subsidiaries -- http://www.lyonhomes.com/-- are primarily engaged in designing, constructing and selling single family detached and attached homes in California, Arizona and Nevada. The Company's balance sheet at June 30, 2011, showed $611.15 million in total assets, $610.25 million in total liabilities and $896,000 in equity. * * * William Lyon carries 'CCC' issuer credit ratings from Standard & Poor's. "S&P raised its rating on William Lyon Homes because S&P believes that near-term liquidity pressure has eased somewhat following the partial funding of a secured term loan and reduced maturing credit facility debt," said credit analyst James Fielding in November 2009 when S&P raised the rating on William Lyon to 'CCC' from 'CCC-'. He added, "However, this privately held homebuilder remains very highly leveraged and may face challenges repaying or refinancing intermediate-term debt maturities if its business prospects don't improve in the interim." Standard & Poor's Ratings Services raised its rating on William Lyon Homes' 10.75% senior unsecured notes due 2013 to 'CC' from 'D' after the company repurchased $10.5 million of outstanding principal for $9.0 million. S&P lowered its rating on the notes to 'D' because S&P considered the discounted repurchase to be tantamount to default under its criteria for exchange offers and similar restructurings. In accordance with its criteria, S&P is now raising its rating on these notes because the company completed its repurchase, and S&P is not aware of additional discounted repurchases at this time. As reported by the TCR on Sept. 6, 2011, Moody's Investors Service lowered the ratings of William Lyon Homes, including its corporate family and probability of default ratings to Ca from Caa2 and the ratings on its public senior unsecured notes to C from Caa3. The rating outlook is negative. These rating actions result from the company's recently missed interest payment of $2.92 million on its 7.5% senior unsecured notes due 2/15/2014. Moody's will attempt to determine the company's reasons for missing the coupon payment in light of its apparent availability of funds to make the payment and its plans to address what Moody's considers to be an untenable capital structure. WINDSTREAM CORP: Moody's Rates Proposed $500MM Notes at 'Ba3' ------------------------------------------------------------- Moody's Investors Service has assigned a Ba3 rating to Windstream Corporation's ("Windstream" or the "Company") proposed $500 million senior unsecured notes due 2022. The company expects to use the net proceeds primarily to redeem about $202 million of the company's existing senior unsecured 8.625% senior notes that mature in 2016, and to pay down the outstandings under the company's revolving credit facility. Upon the full redemption of the 2016 notes, their ratings will be withdrawn. Assignments: Issuer: Windstream Corporation -- US$500M Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD5- 72%) Outlook -- Stable RATINGS RATIONALE Windstream's Ba2 corporate family rating broadly reflects Moody's expectations that, as result of the recently announced acquisition of Paetec Holding Corp ("Paetec"), the Company's adjusted Debt/EBITDA leverage is expected to remain elevated for the rating category at about 3.8x over the next year. Prospective synergies from the Paetec acquisition are likely achievable, but are mitigated by the Company's challenges to successfully integrate Paetec's operations and culture. Paetec marks the fifth acquisition that Windstream has announced since the beginning of 2010, and Windstream's leverage has increased given acquisition funding and increased capex needs related to the acquired businesses. Ratings may be pressured if the envisioned synergies are delayed, or if Windstream is unable to grow EBITDA and sufficiently delever, in light of continued aggressive growth strategies. Windstream has diversified its revenue stream through the acquisitions of regional data centers and competitive local exchange carriers, and the company has a good track record for successful integrations. The Paetec acquisition is a continuation of the Company's strategy to grow revenues from business customers, as proforma for the transaction its business and broadband customers would represent more than 70% of total revenues, adding to the solid platform to target additional revenue growth opportunities. While revenue growth from residential customers is unlikely for most incumbent wireline operators due to secular pressures, Moody's expects revenue from the business sector to grow modestly when the economy rebounds. Moody's also notes that the company's management team, which has a good record for meeting its commitments, is likely to stem the pace of the cash flow declines in its legacy telephone markets primarily through cost containment, and to a lesser extent with greater penetration of higher-margin bundled product offerings. Moody's also notes that the ratings on the individual debt instruments may ultimately converge towards the company's Ba2 corporate family rating if a greater proportion of senior secured debt is raised by the company, or depending on the final proportion of Paetec's senior secured debt in the capital structure. What Could Change the Rating - Up Positive rating momentum could develop, although unlikely in the intermediate term, if free cash flow grows to higher than 8% of debt and Total Debt-to-EBITDA drops on a sustainable basis to below 3.0x. What Could Change the Rating - Down Ratings could be pressured if the company's integrations and concomitant synergies are stalled, resulting in strained liquidity metrics. Adjusted Debt/EBITDA leverage approaching 4.0x for a protracted period would pressure the rating. The principal methodology used in this rating was Moody's Global Telecommunications Industry, published in December 2010. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Moody's most recent rating action for Windstream was on January 7, 2011. At that time, Moody's rated Windstream's $200Mln extension of existing notes due 2020 at Ba3, LGD4 - 69%. Windstream, headquartered in Little Rock, AR, is an ILEC providing telecommunications services in 21 states and generated about $$3.7 billion in revenues in Fiscal Year 2010. WINDSTREAM CORP: S&P Assigns 'B+' Rating to $500MM Senior Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '5' recovery rating to Little Rock-based telecommunications provider Windstream Corp.'s $500 million of senior notes due 2022 to be issued under rule 144A without registration rights. The '5' recovery rating indicates expectations for modest (10% to 30%) recovery in the event of payment default. "At the same time, we affirmed Windstream's 'B+' senior unsecured debt rating and removed it from CreditWatch with negative implications, where it was placed on Aug. 2, 2011, following the company's announcement that it had agreed to acquire Rochester, N.Y.-based competitive local exchange carrier (CLEC) PAETEC Holding Corp. in a stock-based transaction valued at $2.3 billion. As part of the acquisition, Windstream said it intended to place an unsecured downstream guarantee on PAETEC's debt. By removing the 'B+' issue-level rating from CreditWatch, we have determined that the guarantee is unlikely to dilute recovery prospects for Windstream's existing unsecured debt sufficiently to result in a one-notch downgrade when the transaction closes. As such, the recovery rating is unchanged at '5'," S&P stated. The company said it intends to use net proceeds of the current note issuance to redeem $201.5 million of its 8.625% senior notes due 2016 and to repay about $280 million under the revolving credit facility. The 'BB-' corporate credit rating and stable outlook on Windstream are unchanged. The ratings reflect an "aggressive" financial risk profile, including a substantial common dividend, which limits potential debt reduction. The ratings also reflect a "weak" business risk profile given the company's increased exposure to sectors with heightened competition, such as the CLEC business and fiber transport. "Pro forma for the pending acquisition of PAETEC, we estimate that about half of Windstream's revenue will come from businesses where it is not the incumbent provider. The CLEC business, in particular, is characterized by a high degree of competition from larger and better capitalized telecom providers, including AT&T Inc. and Verizon Communications Inc. Moreover, the incumbent cable operators are increasing their presence in the small to midsize businesses segment as their core residential market matures," S&P related. "Tempering factors include the company's favorable market position as an incumbent provider of local and long-distance telecommunications services in less competitive and geographically diverse secondary and tertiary markets, growth from digital subscriber line services, still-healthy EBITDA margins, and our expectation for solid free operating cash flow. (For the complete corporate credit rating rationale, see the research update on Windstream, published Aug. 2, 2011, on RatingsDirect on the Global Credit Portal)," S&P stated. Ratings List Windstream Corp. Corporate Credit Rating BB-/Stable/-- New Ratings Windstream Corp. Senior Secured $500 mil nts due 2022 B+ Recovery Rating 5 Ratings Affirmed And Off CreditWatch To From Windstream Corp. Senior Unsecured B+ B+/Watch Neg Recovery Rating 5 5 WPX ENERGY: Moody's Assigns Ba1 Rating to $1.5MM Notes Offering --------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to WPX Energy, Inc.'s (WPX) planned offering of $1.5 billion senior unsecured notes. Moody's also assigned a Ba1 Corporate Family Rating (CFR) and a SGL-2 Speculative Grade Liquidity rating. The rating outlook is stable. The majority of the proceeds from the notes offering will be distributed to WPX's parent company, The Williams Companies, Inc. (Williams, Baa3 negative) and used for debt repayment at Williams. RATINGS RATIONALE "WPX Energy's Ba1 rating reflects its large reserve and production scale and low financial leverage," commented Pete Speer, Moody's Vice President. "The rating also incorporates the risks of the company's limited geographic diversification and concentration in natural gas." WPX is an independent exploration and production (E&P) company that was recently formed to own Williams' E&P business. The company will be separated from Williams in a tax free spin-off that is planned to be completed by the end of 2011. The proceeds from the senior notes offering will provide $500 million of cash to be retained by WPX with the remaining proceeds distributed to Williams. The company operates in the Piceance, Powder River and San Juan Basins and the Barnett, Marcellus and Bakken shales. WPX's third quarter 2011 US production was a sizable 212 mboe per day and was around 85% natural gas factoring in the natural gas liquids that are included in the reported gas volumes. The properties in the Piceance Basin accounted for approximately 60% of that US production and were approximately 69% of its US proved reserves of 712 mmboe at December 31, 2010. WPX also owns 69% of Apco Oil & Gas International, Inc., a publicly traded E&P operating in Argentina and Colombia. This investment provides the company with additional oil and international exposure, but it currently amounts to less than 5% of WPX's combined US and International production. WPX has significant acreage positions and growing production in the Bakken and Marcellus shale plays. Although this expansion will improve WPX's geographic diversification and increase its oil production, the transition will take several years to achieve meaningful production and reserve diversification and entails execution risk. Moody's also believes that the expansion into these new plays and the potential for additional acreage acquisitions will make it challenging for the company to lower its finding and development costs and generate returns that are more competitive with its peer group through the end of 2012. In order for the ratings to be upgraded to investment grade, WPX will have to achieve meaningful diversification through production and reserves growth in the Bakken and Marcellus while lowering its finding and development costs to generate more competitive returns. The company currently has a leveraged full-cycle ratio under 1x and that would have to move to the 1.5 to 2x range on a sustainable basis to be considered for an upgrade. In addition, future acquisitions and negative free cash flow will have to be funded in a manner that keeps debt/average daily production and debt/proved developed reserves under $10,000/boe and $5/boe, respectively. Conversely, if the company were to significantly increase its leverage metrics through debt funded acquisitions or a more aggressive capital spending plan, the ratings could be downgraded. Debt/average daily production and debt/PD over $17,000/boe and $8/boe could pressure the ratings. The SGL-2 rating reflects Moody's expectation that WPX will maintain good liquidity through the end of 2012 due to the expected cash balance and available borrowing capacity on its revolving credit facility. The company will also have substantial flexibility to pursue additional acquisitions to continue its efforts to diversify its asset base. Following the IPO, the company is expected to have $500 million of cash and $1 billion of available borrowing capacity on its $1.5 billion revolving credit facilities. This will be more than ample liquidity to cover forecasted negative free cash flow through the end of 2012 and potential shortfalls in operating cash flows due to commodity price declines, production not meeting forecasts and working capital fluctuations. WPX has significant headroom under its revolver covenants that Moody's expects to persist and its assets and investments are unencumbered enabling the company to sell assets to raise cash. The Ba1 rating for the proposed senior notes reflects both the overall probability of default of WPX, to which Moody's assigns a PDR of Ba1, and a loss given default of LGD 4, 53%. The senior notes are expected to be unsecured and have no subsidiary guarantees. Since the revolving credit facilities and senior notes will both be unsecured and unguaranteed, the senior notes are rated the same as the Ba1 CFR under Moody's Loss Given Default Methodology. The principal methodology used in rating WPX Energy was the Independent Exploration and Production (E&P) Industry Methodology published in December 2008. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. WPX Energy Inc is an independent exploration and production company based in Tulsa, Oklahoma. It is presently a wholly owned subsidiary of The Williams Companies, Inc. WPX ENERGY: S&P Assigns 'BB+' Corporate Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' corporate credit rating to Tulsa-based WPX Energy Inc. (WPX). "We also assigned a 'BB+' issue-level rating and a '3' recovery rating on WPX's planned $1.5 billion senior unsecured note offering. The '3' recovery rating indicates our expectations of meaningful (50% to 70%) recovery prospects in the event of a payment default. WPX will retain $500 million of the net proceeds of the offering for general corporate purposes (which include the funding of future capital expenditures), and the remainder will be paid to its parent company, The Williams Cos Inc. The outlook is stable," S&P said. "The ratings on WPX reflect the company's midsize asset base and production levels, exposure to currently weak natural gas prices, and significant capital spending, which will likely lead to cash flow deficits over the intermediate term," said Standard & Poor's credit analyst Lawrence Wilkinson. The ratings also reflect the company's modest leverage, sizable resource play acreage positions from which to grow future production, and strong liquidity. "We view WPX's business profile as fair. The company's domestic proved reserve base totaled 4.3 tcfe as of Dec. 31, 2010, and production was more than 1.3 bcfe per day in the third quarter of 2011, which positions WPX as one of the larger companies in the 'BB' rating category. However, the company has significant exposure to natural gas (97% of 2010 proved reserves), and its cost structure is meaningfully higher than those of other natural gas-focused companies in the 'BB' rating category. The company's operating expenses (lease operating expense, production taxes, gathering and transportation, and general and administrative expense) per mcfe were $2.32 per mcfe in 2010. Given weak natural gas prices, this has resulted in relatively low profitability per mcfe," S&P said. Despite these negative factors, the company has decent operating diversity and hedge protection through the end of 2012. The company has significant operations in six domestic basins with approximately 85% of production coming from the Piceance, Powder River, and San Juan Basins. "Over the intermediate term, we expect the company to devote the majority of its capital spending toward developing its Piceance, Bakken, and Marcellus acreage. Profitability should be enhanced by the company's existing hedge protection, which covers approximately two-thirds and one-half of 2011 and 2012 planned production, respectively, at prices above current market levels," S&P related. "The stable outlook reflects our view that WPX will be able to fund its drilling program in a manner that does not erode the company's credit protection measures. We would consider a downgrade if the company were to materially increase debt funding such that leverage approached 3x on a sustained basis. Given our current assessment of the company's business risk profile, an upgrade is unlikely over the near term," S&P stated. YRC WORLDWIDE: Incurs $120.1 Million Net Loss in 3rd Quarter ------------------------------------------------------------ YRC Worldwide Inc. reported a net loss of $120.08 million on $1.27 billion of operating revenue for the three months ended Sept. 30, 2011, compared with a net loss of $62.43 million on $1.13 billion of operating revenue for the same period during the prior year. The Company also reported a net loss of $264.93 million on $3.65 billion of operating revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $346.89 million on $3.24 billion of operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $2.68 billion in total assets, $2.94 billion in total liabilities and a $262.67 million total shareholders' deficit. "I wish to express my personal thanks to Jeff Rogers for leading the Holland recovery, and look forward to his leadership impact at YRC," said James Welch, chief executive officer of YRC Worldwide. "We are pleased with the continued year-over-year growth in business volumes as we seek to change the culture of the company and transition to new leadership. The leadership changes at the parent company and YRC, together with the redeployment of our shared services functions, are all designed to position the company for improved operating results from an increased focus on the delivery of consistently reliable service to our customers," stated Welch. A full-text copy of the press release is available for free at: http://is.gd/7iWxRj About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that through wholly owned operating subsidiaries offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. KPMG LLP's audit reports on the consolidated financial statements of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each contain an explanatory paragraph that states that the Company has experienced significant declines in operations, cash flows and liquidity and these conditions raise substantial doubt about the Company's ability to continue as a going concern. * * * In January 2011, Standard & Poor's Ratings Services placed its 'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on CreditWatch developing. At the same time, S&P is withdrawing the existing issue level ratings on Yellow Corp.'s senior unsecured debt, given the negligible amounts outstanding. "The ratings on Overland Park, Kan.-based YRCW reflect its near- term liquidity challenges, meaningful off-balance-sheet contingent obligations related to multiemployer pension plans, as well as its participation in the competitive, capital-intensive, and cyclical trucking industry," said Standard & Poor's credit analyst Anita Ogbara. "YRCW's substantial (albeit deteriorating) market position in the less-than-truckload (LTL) sector, which has high barriers to entry, partially offsets these characteristics. We characterize YRCW's business profile as weak, financial profile as highly leveraged, and liquidity as weak." In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR") to Caa2\LD ("Limited Default") from Caa3 in recognition of the agreed debt restructuring which will result in losses for certain existing debt holders. In a related action Moody's has raised YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest but critical improvements in the company's credit profile that should result from its recently-completed financial restructuring. The positioning of YRCW's PDR at Caa2\LD reflects the completion of an offer to exchange a substantial majority of the company's outstanding credit facility debt for new senior secured credit facilities, convertible unsecured notes, and preferred equity, which was completed on July 22, 2011. As reported by the TCR on May 5, 2011, Fitch Ratings downgraded YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior unsecured rating affirmed at 'C/RR6'. In addition, Fitch has removed YRCW's ratings from Rating Watch Negative. Fitch said that although it appears increasingly likely that the company will successfully complete the restructuring, until the transactions constituting the restructuring close, which is not anticipated until late July 2011, there exists a potential for the transaction to fail, in which case Fitch expects the company would be forced to file for Chapter 11 bankruptcy protection. YRC WORLDWIDE: Amends Form S-1 Registration Statement ----------------------------------------------------- YRC Worldwide Inc. filed with the U.S. Securities and Exchange Commission Amendment No.1 to Form S-1 registration statement resales from time to time by Deutsche Bank AG New York Branch and Deutsche Bank AG Cayman Islands of (i) up to $21,496,026 principal amount of the Company's Series A Notes held by certain selling securityholders and shares of the Company's common stock issuable upon conversion of the Series A Notes held by certain securityholders, plus such additional indeterminate number of shares of common stock as may be required for issuance in respect of the Series A Notes as a result of anti-dilution provisions thereof or any liquidation preference associated therewith, (ii) up to $19,213,217 principal amount of the Company's Series B Notes held by certain selling securityholders and shares of the Company's common stock issuable upon conversion of the Series B Notes held by certain securityholders, plus such additional indeterminate number of shares of common stock as may be required for issuance in respect of the Series B Notes as a result of anti- dilution provisions thereof or any liquidation preference associated therewith and (iii) up to 161,339,531 shares of the Company's common stock held by certain selling securityholders. The Series A Notes, the Series B Notes and the shares of the Company's common stock may be sold from time to time by or on behalf of the selling securityholders. The selling securityholders will receive all proceeds from the sales of the Series A Notes, the Series B Notes and the shares of the Company's common stock being registered in this registration statement. The Company will not receive any portion of the proceeds from the sales of the Series A Notes, the Series B Notes or the shares of common stock. The Company's common stock is currently listed on the NASDAQ Global Select Market under the symbol "YRCW"; however, the Company's common stock is currently subject to delisting from the NASDAQ Global Select Market. The Company's common stock currently listed on the NASDAQ is subject to delisting if the Company does not implement a reverse stock split and demonstrate compliance with bid price rules on or before Dec. 31, 2011. There is no market for the Series A Notes or the Series B Notes on the NASDAQ Global Select Market or any national or regional securities exchange. A full-text copy of the amended prospectus is available for free at http://is.gd/uzWQyK About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that through wholly owned operating subsidiaries offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. KPMG LLP's audit reports on the consolidated financial statements of YRC Worldwide Inc. and subsidiaries for 2009 and 2010 each contain an explanatory paragraph that states that the Company has experienced significant declines in operations, cash flows and liquidity and these conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2011, showed $2.68 billion in total assets, $2.94 billion in total liabilities and a $262.67 million total shareholders' deficit. * * * In January 2011, Standard & Poor's Ratings Services placed its 'CCC-' corporate credit rating on YRC Worldwide Inc. (YRCW) on CreditWatch developing. At the same time, S&P is withdrawing the existing issue level ratings on Yellow Corp.'s senior unsecured debt, given the negligible amounts outstanding. "The ratings on Overland Park, Kan.-based YRCW reflect its near- term liquidity challenges, meaningful off-balance-sheet contingent obligations related to multiemployer pension plans, as well as its participation in the competitive, capital-intensive, and cyclical trucking industry," said Standard & Poor's credit analyst Anita Ogbara. "YRCW's substantial (albeit deteriorating) market position in the less-than-truckload (LTL) sector, which has high barriers to entry, partially offsets these characteristics. We characterize YRCW's business profile as weak, financial profile as highly leveraged, and liquidity as weak." In the Aug. 2, 2011, edition of the TCR, Moody's Investors Service revised YRC Worldwide Inc.'s Probability of Default Rating ("PDR") to Caa2\LD ("Limited Default") from Caa3 in recognition of the agreed debt restructuring which will result in losses for certain existing debt holders. In a related action Moody's has raised YRCW's Corporate Family Rating to Caa3 from Ca to reflect modest but critical improvements in the company's credit profile that should result from its recently-completed financial restructuring. The positioning of YRCW's PDR at Caa2\LD reflects the completion of an offer to exchange a substantial majority of the company's outstanding credit facility debt for new senior secured credit facilities, convertible unsecured notes, and preferred equity, which was completed on July 22, 2011. As reported by the TCR on May 5, 2011, Fitch Ratings downgraded YRC's Issuer default rating to 'C' from 'CC'; Secured bank credit facility rating downgraded to 'CCC/RR2' from 'B-/RR2'; and Senior unsecured rating affirmed at 'C/RR6'. In addition, Fitch has removed YRCW's ratings from Rating Watch Negative. Fitch said that although it appears increasingly likely that the company will successfully complete the restructuring, until the transactions constituting the restructuring close, which is not anticipated until late July 2011, there exists a potential for the transaction to fail, in which case Fitch expects the company would be forced to file for Chapter 11 bankruptcy protection. ZAIS INVESTMENT: Court Sets Feb. 6 Hearing to Confirm Hildene Plan ------------------------------------------------------------------ Hildene Capital Investment, LLC, and Hildene Opportunities Master Fund, Ltd., have filed a disclosure statement for its Chapter 11 Plan of Reorganization for Zais Investment Grade Limited VII. Hildene Capital Management and Hildene Opportunities Master Fund, hold $27 million aggregate original principal amount of Class A-2 Notes. The Plan Proponents acquired the Class A-2 Notes after the Petition Date. The Plan, filed Sept. 30, 2011, is premised upon the Debtor's continued existence. The holders of Class A-1 Notes (owed $184,113,051 plus accrued and unpaid interest) will be unimpaired and, as such, will continue to hold their pre-petition notes, which will continue to be governed by the Indenture, and continue to have the same legal and equitable rights they held prior to the commencement of the Debtor's Chapter 11 Case. Holders of Class A-2 Notes (owed $27,000,000) will also continue to hold their pre-petition notes, which will also continue to be governed by the Indenture. Holders of the Class A-2 Notes, however, will waive and forgo their right to post-petition interest. Additionally, Class A-2 Notes will receive the common equity in the Reorganized Debtor. The common equity will not be entitled to any distributions until all preferred equity issued under the Plan has been satisfied and canceled. Estimated recovery is 68.52%. Class 5 Class A-3 Note Claims (owed $72,000,000), Class 6 Class B- 1 Note Claims (owed $20,000,000), and Class 7 Class B-2 Note Claims (owed $16,500,000) will have zero recovery. Certain of the Holders of Class A-1 Notes have filed a competing plan of reorganization wherein they contend that the value of the Debtor's assets could be increased through opportunistic liquidations. These Holders, however, contend that in order for such liquidations to occur, there must be a vote of the Holders of all classes of Notes, which they contend is impractical. The Indenture, however, requires only a vote of all outstanding classes of Notes. While the Plan Proponents disagree with the competing Holders' contention that convening a vote of the Holders of each class of the Notes would be impractical, the Plan addresses this concern through canceling all series of Notes junior to the Class A-2 Notes. As such, in order to prematurely liquidate the Debtor's Assets, the Indenture Trustee must only convene a vote of the Holders of the Class A-1 and Class A-2 Notes. The Plan adheres to the contractual payment waterfall and subordination provisions of the Indenture by providing classes junior to the Class A-2 Notes with preferred equity interests that replicate the distribution scheme in the Indenture. All Old Equity Interests and claims junior to the Class B-2 Note Claims will receive no distribution under the Plan. Under the Plan, Allowed Administrative Claims and Allowed Tax Claims are unclassified and unimpaired, and as a result are not entitled to vote on the Plan. Similarly, Class 1 Senior Indenture Administrative Expense Claims, Class 2 Indenture Priority Claims, and Class 3 Class A-1 Note Claims are left unimpaired and are not entitled to vote on the Plan. Class 4 Class A-2 Note Claims, Class 5 Class A-3 Note Claims, Class 6 Class B-1 Note Claims, and Class 7 Class B-2 Note Claims are impaired under the Plan, and are entitled to vote on the Plan. Class 8 Subordinated Claims, Class 9 Income Note Claims, Class 10 General Unsecured Claims, and Class 11 Old Equity Interests shall not retain any property or receive a distribution under the Plan; as a result, Class 8 Subordinated Claims, Class 9 Income Note Claims, Class 10 General Unsecured Claims, and Class 11 Old Equity Interests are deemed to reject the Plan and their votes are not being solicited. The Bankruptcy Court has scheduled a hearing to consider confirmation of the Plan for Feb. 6, 2012, at 2:00 p.m. The Bankruptcy Court has also directed that objections, if any, to confirmation of the Plan be served and filed on or before Jan. 5, 2012, at 4:00 p.m. A copy of the plan proposed by Hildene Capital Management and Hildene Opportunities Master Fund is available for free at: http://bankrupt.com/misc/zaisinvestment.dkt196.pdf About Zais Investment Grade Limited Zais Investment Grade Limited VII is an exempted company incorporated on June 10, 2005, under the laws of the Cayman Islands. The Debtor is a special purpose vehicle formed for the purpose of acquiring and managing securities, issuing Notes backed by the Collateral Securities, listing the Notes on the Irish Stock Exchange and engaging in certain related transactions. The Debtor's Assets span a broad array of structured products, primarily composed of residential and commercial mortgage-backed securities, asset-backed securities (including consumer loans and non-consumer loans) and tranches of other collateralized debt obligations ("CDO Securities"). On April 1, 2011, Anchorage Capital Master Offshore, Ltd., GRF Master Fund, L.P., and Anchorage Illiquid Opportunities Offshore Masters, L.P. filed an involuntary Chapter 11 petition against Zais Investment Grade Limited VII. On April 26, 2011, the U.S. Bankruptcy Court for the District of New Jersey entered an order for relief under chapter 11 of the Bankruptcy Code. The Debtor tapped Wollmuth Maher & Deutsch LLP as general bankruptcy counsel, and Jones Day as special counsel. The Debtor disclosed $365,771,549 in liabilities in its schedules. As reported in the TCR on Oct 7, 2011, Anchorage Capital Master Offshore Ltd., Anchorage Illiquid Opportunities Offshore Master L.P., and GRF Master Fund L.P., filed a first amended prepackaged Chapter 11 plan of reorganization for Zais Investment Grade Limited VII on Sept. 23, 2011. ZOO ENTERTAINMENT: Inks 2nd Amended Factoring Pact with Panta ------------------------------------------------------------- Zoo Publishing, Inc., a wholly-owned subsidiary of Zoo Entertainment, Inc., entered into the Second Amended and Restated Factoring and Security Agreement with Panta Distribution, LLC, and MMB Holdings LLC, pursuant to which the parties agreed to amend that certain Amended and Restated Factoring and Security Agreement dated as of June 24, 2011, by and between Zoo Publishing and Panta, to reflect the assignment by Panta to MMB of documents and accounts, including related collateral security, under the Prior Factoring Agreement and to amend certain other terms and conditions of the Prior Factoring Agreement. In connection with the New Factoring Agreement, Panta agreed to assign all of its right, title and interest in and to the Prior Factoring Agreement to MMB, as agent for itself and Panta, pursuant to a Limited Recourse Assignment, dated as of Oct. 28, 2011, for a purchase price of $850,000. Additionally, Panta is retaining an interest in the principal amount of $185,818 owed by Zoo Publishing under the Prior Factoring Agreement. Under the New Factoring Agreement, MMB, as agent for itself and Panta, agreed to temporarily forbear from exercising certain of its rights under default provisions therein until the earlier of Nov. 11, 2011, or the occurrence of an additional default or breach by Zoo Publishing, unless otherwise waived by MMB. Simultaneously with the assignment, Panta disbursed to Zoo Publishing funds in which Zoo Publishing had an interest under the New Factoring Agreement. Pursuant to the New Factoring Agreement, Zoo Publishing agreed to make scheduled payments to MMB, as agent for itself and Panta with respect to obligations owed by Zoo Publishing thereunder, beginning Nov. 4, 2011, through Dec. 4, 2011, in the cumulative principal amount of $1,035,818. The New Factoring Agreement terminates upon the later of (i) the collection by MMB of all of the Purchased Accounts and (ii) the collection by Panta of $1,035,818 net of all Incurred Expenses. Zoo Publishing granted MMB a first priority security interest in certain of its assets as set forth in the New Factoring Agreement. As a condition to the consummation of the transactions contemplated by the New Factoring Agreement, each of Zoo Entertainment and Zoo Games, Inc., a wholly-owned subsidiary of the Company, entered into agreements with MMB pursuant to which each entity reaffirmed its guarantee for the full and prompt payment and performance of the obligations of Zoo Publishing under the New Factoring Agreement. In connection with the Reaffirmation of Guaranty, Zoo Games also entered into a Trademark Security Agreement with MMB, pursuant to which it granted MMB a security interest in all of its assets. Also, as a condition to the consummation of the transactions contemplated by the New Factoring Agreement, David Fremed, Chief Financial Officer of the Company, entered into an agreement with MMB, pursuant to which Mr. Fremed reaffirmed his validity guaranty. MMB, a limited liability company organized under the laws of Delaware, is controlled by David E. Smith, a director of the Company, and Jay A. Wolf, Executive Chairman of the Board of Directors of the Company. Each of Mr. Smith and Mr. Wolf is a member, equity owner, and officer or manager, as the case may be, of MMB, and Mr. Smith is the managing member of Mojobear Capital, the managing member of MMB. 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. * 3rd Cir. Upholds Ruling on Hagens Berman Contract Suit -------------------------------------------------------- Keith Goldberg at Bankruptcy Law360 reports that the Third Circuit on Thursday upheld a lower court's decision allowing Hagens Berman Sobol Shapiro LLP's suit against two securities lawyers over an employment contract to proceed despite the bankruptcy filing of one of the lawyers. In the latest development in the long-running dispute between Hagens Berman and married lawyers Eran Rubinstein and Susan Boltz- Rubinstein, a three-judge panel said U.S. District Judge Eduardo C. Robreno properly affirmed a ruling by the judge overseeing Boltz-Rubinstein's Chapter 13 bankruptcy. * GSEs Will Remain Under Pressure as Mortgage Insurers Struggle --------------------------------------------------------------- Freddie Mac reported a $4.4 billion third quarter loss, partly driven by a reduction of mortgage insurance recoveries. Fitch Ratings believes future results for both government-sponsored entities (GSEs) under U.S. government protection (Fannie Mae and Freddie Mac) will continue to be negatively affected by additional deterioration in the mortgage insurance industry. The 'AAA' long- term IDRs of Fannie Mae and Freddie Mac are based on strong government support. Fitch feels mortgage insurers may be forced to make additional haircuts on payments to GSEs as homeowners with the riskiest types of mortgages continue to default. The new business volumes being written are not sufficient to offset continued losses from the legacy books of business. Last month, the main subsidiary of one of the leading mortgage insurers, PMI Group Inc., was seized by insurance regulators after sustaining major losses stemming from the subprime crisis. PMI Mortgage Insurance Co. is under exclusive control of the Arizona department of insurance and paying just 50% on its claims. Fitch thinks other insurers remain vulnerable, posing additional threats to GSEs. In addition to insurance payment trouble, GSEs are also affected as interest rates have continued to drop to historically low levels. Their derivative books, which are used as a hedge for increasing interest rates, must be marked down if rates drop. The Federal Reserve isn't expected to adjust interest rates until mid 2013. * Macey Bankruptcy Law Lawyers Recognized as "2011 Best Attorney" ----------------------------------------------------------------- It's that time of year again when The Pitch, Kansas City's most popular newspaper, publishes its annual "The Best of KC" special edition. With reviews on the best of the best, the attorneys at Macey Bankruptcy Law are pleased to announce that they are the recipients of the Readers Choice 2011's Best Attorney Award. Macey Bankruptcy Law has been representing consumer debtors in bankruptcy cases since 1994. Whether clients require a Chapter 7 bankruptcy lawyer or a Chapter 13 bankruptcy attorney, they can find it at this experienced nationwide law firm. The firm offers unparalleled services at affordable fees, making Macey Bankruptcy Law the largest and most experienced network of consumer bankruptcy practices in the country. Through tireless dedication to customer service and commitment to the people it serves, Macey's bankruptcy lawyers have worked hard to earn the respect of its clients and the community, which is exemplified by this Reader's Choice Award. Macey Bankruptcy Law is honored to have received the prestigious designation of 2011 Best Attorney. The Pitch Best of KC 2011 edition features the best local businesses, concert venues, bars, restaurants, chefs, athletes, artists, performers, writers and more, and this year's Readers' Choice polls was the biggest-ever. The Best of Kansas City 2011 can be accessed from the Pitch.com website under "special issues." About Macey Bankruptcy Law Macey Bankruptcy Law, a service of Macey & Aleman, has been representing consumer debtors in bankruptcy cases since 1994. From a small storefront office, the firm has grown to become a national law firm with 100 locations in 19 states. Through tireless hard work, dedication to customer service and commitment to fair and reasonable fees, the firm's client base has grown to exceed 200,000. More than 40,000 new clients now hire the firm for consumer bankruptcy representation each year, on average. Macey Bankruptcy Law, P.C. is proud of its 18 years of dedication to consumers and maintains its commitment to professional legal advice, unsurpassed customer service, and competitive and fair fees. * 5 Shapiro Fussell Attorneys Join Smith Moore ---------------------------------------------- Smith Moore Leatherwood LLP continues to strengthen its presence in the Southeast with the addition of five new attorneys to its Atlanta office. Robert B. Wedge; G. Marshall Kent, Jr.; R. Milton Crouch; Jason A. Cooper; and Tracy A. Marion have joined the firm, which also has offices in Charleston and Greenville, S.C. and Charlotte, Greensboro, Raleigh and Wilmington, N.C. The attorneys joining Smith Moore Leatherwood were most recently with Shapiro Fussell Wedge & Martin, LLP in Atlanta. "This thoughtful expansion of our office brings skills that broaden and enhance the firm's existing strengths," said Larry Myers, Partner in Charge of the firm's Atlanta office. "The new attorneys bring a wide range of litigation capabilities, such as construction litigation and professional liability, as well as estate planning, taxation, bankruptcy and financial services capabilities. We're growing in ways that are meaningful to our clients." "I have known and worked with many of the Smith Moore Leatherwood attorneys for years, both personally and professionally," said Bob Wedge, partner at the firm. "Over the years, my colleagues and I have come to know the culture and reputation of the firm as one that we respect and admire. I am certain that our integration into the firm will be seamless, allowing our focus to remain on the challenges faced by our clients." This announcement comes on the heels of additional 2011 firm growth across Southeast, including the opening of a new office in Charleston, S.C. and the addition of J. Clinton Wimbish, John P. Zimmer and Andrew T. Spence to bolster the firm's Intellectual Property practice in Charlotte, N.C. "2011 has already brought much strategic growth to Smith Moore Leatherwood with the opening of our seventh office and the growth of our IP practice," said Rob Marcus, Chairman of the firm's Management Committee. "We continuously look for growth opportunities in all offices, but any expansion must make strategic sense for the firm as a whole. When top talent becomes available or when we can draw them to our firm, we consider whether our clients need the services they can provide. In all of these cases, our growth has been smart and deliberate and has made for a more robust firm overall." * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In Re James C. Spooner aka James Carroll Spooner Carrie A. Spooner aka Carrie Ann Spooner Bankr. M.D. Fla. Case No. 11-07753 Chapter 11 filed October 24, 2011 In Re Todd Family Properties, LLC Bankr. N.D. Ala. Case No. 11-42734 Chapter 11 Petition filed October 26, 2011 filed pro se In Re Comjective communications LLC Bankr. D. Ariz. Case No. 11-67393 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/azb11-30125.pdf represented by: Gregory G. Mcgill, Esq. Gregory G. Mcgill, PC E-mail: gregmcgill@cox.net In Re Ronald Flores Bankr. D. Ariz. Case No. 11-30089 Chapter 11 Petition filed October 26, 2011 In Re David Noyes Bankr. C.D. Calif. Case No. 11-24836 Chapter 11 Petition filed October 26, 2011 In Re Steve Harris Bankr. C.D. Calif. Case No. 11-22510 Chapter 11 Petition filed October 26, 2011 In Re Anthony Rettinger Bankr. N.D. Calif. Case No. 11-59922 Chapter 11 Petition filed October 26, 2011 In Re David Tinsley Boitano Bankr. N.D. Calif. Case No. 11-59896 Chapter 11 Petition filed October 26, 2011 In Re William Tuma Bankr. S.D. Calif. Case No. 11-17542 Chapter 11 Petition filed October 26, 2011 In Re Brookfield Dental Associates, LLC Bankr. D. Conn. Case No. 11-52130 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/ctb11-52130.pdf represented by: Andrew G. Balbus, Esq. Balbus Law Firm E-mail: abalbus@balbuslaw.com In Re Richard Fisher Bankr. D. Conn. Case No. 11-52129 Chapter 11 Petition filed October 26, 2011 In Re Karen Quillen Bankr. M.D. Fla. Case No. 11-19896 Chapter 11 Petition filed October 26, 2011 In Re Daniel McCravy Bankr. S.D. Fla. Case No. 11-39616 Chapter 11 Petition filed October 26, 2011 In Re George Mason Bankr. S.D. Fla. Case No. 11-39563 Chapter 11 Petition filed October 26, 2011 In Re Charles Pizzelli Bankr. D. Mass. Case No. 11-44464 Chapter 11 Petition filed October 26, 2011 In Re J. Mondo & Sons, LLC Bankr. D. Mass. Case No. 11-20112 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/mab11-20112.pdf represented by: Alex F. Mattera, Esq. Demeo & Associates, P.C. E-mail: amattera@jdemeo.com In Re Mohammed Farooqui Bankr. D. Mass. Case No. 11-20072 Chapter 11 Petition filed October 26, 2011 In Re MAXREP LLC, A New Mexico Domestic Limited Liability Company dba Charter Fitness of New Mexico dba Charter Fitness of Academy dba Charter Fitness of Rio Rancho dba Charter Fitness of Skyview dba Charter Fitness of Far North dba Charter Fitness of Tramway dba Charter Fitness of 528 Bankr. D. N.M. Case No. 11-14665 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/nmb11-14665p.pdf See http://bankrupt.com/misc/nmb11-14665c.pdf represented by: William F. Davis, Esq. Sakellarios & Associates E-mail: daviswf@nmbankruptcy.com In Re Gary Seigle Bankr. D. N.J. Case No. 11-41002 Chapter 11 Petition filed October 26, 2011 In Re Michael Abboud OBGYN, P.C. Bankr. E.D.N.Y. Case No. 11-49072 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/nyeb11-49072p.pdf See http://bankrupt.com/misc/nyeb11-49072c.pdf represented by: Randy M. Kornfeld, Esq. Kornfeld & Associates, P.C. E-mail: rkornfeld@kornfeldassociates.com In Re 3047 Hull Ave Corp., A Corporation Bankr. S.D.N.Y. Case No. 11-14960 Chapter 11 Petition filed October 26, 2011 filed pro se In Re Tommy Sims Bankr. M.D. Tenn. Case No. 11-10750 Chapter 11 Petition filed October 26, 2011 In Re Gonzales Moving & Storage, Inc. Bankr. N.D. Texas Case No. 11-20605 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/txnb11-20605.pdf represented by: Bill Kinkead, Esq. Kinkead Law Offices E-mail: bkinkead713@hotmail.com In Re El Nopal Restaurant, LLC Bankr. W.D. Texas Case No. 11-32092 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/txwb11-32092.pdf represented by: E. P. Bud Kirk, Esq. Terrace Gardens E-mail: budkirk@aol.com In Re El Nopal Restaurant II, LLC Bankr. W.D. Texas Case No. 11-32089 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/txwb11-32089p.pdf See http://bankrupt.com/misc/txwb11-32089c.pdf represented by: E. P. Bud Kirk, Esq. Terrace Gardens E-mail: budkirk@aol.com In Re James Jessee Bankr. E.D. Va. Case No. 11-17744 Chapter 11 Petition filed October 26, 2011 In Re West Courier Express Inc. Bankr. W.D. Wash. Case No. 11-22448 Chapter 11 Petition filed October 26, 2011 filed pro se In Re Pro Auto Tires & Wheels, Inc. Bankr. E.D. Wis. Case No. 11-36247 Chapter 11 Petition filed October 26, 2011 See http://bankrupt.com/misc/wieb11-36247.pdf represented by: Joseph W. Seifert, Esq. Seifert Law Office E-mail: seifert38@gmail.com In Re Terrance Vanyo Bankr. D. Ariz. Case No. 11-30141 Chapter 11 Petition filed October 27, 2011 In Re Burnett Family Farms, LLC Bankr. C.D. Calif. Case No. 11-15031 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/cacb11-15031.pdf represented by: Louis J. Esbin, Esq. E-mail: Esbinlaw@sbcglobal.net In Re Cristobal Escojido Bankr. S.D. Calif. Case No. 11-17601 Chapter 11 Petition filed October 27, 2011 In Re Dominique Rosa Bankr. D. Conn. Case No. 11-52146 Chapter 11 Petition filed October 27, 2011 In Re Donait Ceant Bankr. S.D. Fla. Case No. 11-39744 Chapter 11 Petition filed October 27, 2011 In Re Dison Heating and Air Conditioning Company, Inc. Bankr. S.D. Ind. Case No. 11-13474 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/insb11-13474.pdf represented by: Edward B. Hopper, II, Esq. Bingham, Farrer & Wilson E-mail: ehopper@bfwlawyers.com In Re Christian Life Church Bankr. S.D. Iowa Case No. 11-04192 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/iasb11-04192.pdf represented by: Michael P. Mallaney, Esq. E-mail: mpmallaney@hudsonlaw.net In Re Uptown Drink, LLC Bankr. D. Minn. Case No. 11-47016 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/mnb11-47016.pdf represented by: Lynn J.D. Wartchow, Esq. Wartchow Law Office, LLC E-mail: lynn@wartchowlaw.com In Re Total Pride Landscaping, Inc. Bankr. D. N.H. Case No. 11-13959 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/nhb11-13959.pdf represented by: Olivier Sakellarios, Esq. Sakellarios & Associates E-mail: ods@lawyer.com In Re David Kasparian Bankr. D. N.J. Case No. 11-41150 Chapter 11 Petition filed October 27, 2011 In Re Michael Kasparian Bankr. D. N.J. Case No. 11-41146 Chapter 11 Petition filed October 27, 2011 In Re Christ The Rock International, Inc. Bankr. E.D.N.Y. Case No. 11-49093 Chapter 11 Petition filed October 27, 2011 filed pro se In Re Global International Production Corp. Bankr. E.D.N.Y. Case No. 11-49078 Chapter 11 Petition filed October 27, 2011 filed pro se In Re America's Stitch Authority, LLC Bankr. S.D.N.Y. Case No. 11-24117 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/nysb11-24117.pdf represented by: Demetrios Adamis, Esq. E-mail: dadamis@optonline.net In Re Cousins of Asheville, Inc. Bankr. W.D. N.C. Case No. 11-11036 Chapter 11 Petition filed October 27, 2011 See http://bankrupt.com/misc/ncwb11-11036.pdf represented by: H. Trade Elkins, Esq. Elkins Law Firm, PA E-mail: htelkins@prodigy.net In Re Robert Lemmon Bankr. D. Ore. Case No. 11-39272 Chapter 11 Petition filed October 27, 2011 In Re Wilson Stevenson Bankr. M.D. Tenn. Case No. 11-10793 Chapter 11 Petition filed October 27, 2011 In Re Arturo Zuniga Bankr. S.D. Texas Case No. 11-39110 Chapter 11 Petition filed October 27, 2011 In Re Charles Sutphin Bankr. W.D. Va. Case No. 11-72199 Chapter 11 Petition filed October 27, 2011 In Re Peggy Sutphin Bankr. W.D. Va. Case No. 11-72208 Chapter 11 Petition filed October 27, 2011 In Re Denny Peterson Bankr. W.D. Wash. Case No. 11-48443 Chapter 11 Petition filed October 27, 2011 In Re Eric Gilbert Bankr. D. Ariz. Case No. 11-30334 Chapter 11 Petition filed October 28, 2011 In Re Robert Cooke Bankr. D. Ariz. Case No. 11-30357 Chapter 11 Petition filed October 28, 2011 In Re Frank Smith Bankr. C.D. Calif. Case No. 11-54945 Chapter 11 Petition filed October 28, 2011 In Re Theresa Oliver Bankr. C.D. Calif. Case No. 11-43429 Chapter 11 Petition filed October 28, 2011 In Re Scott Hale Bankr. E.D. Calif. Case No. 11-61841 Chapter 11 Petition filed October 28, 2011 In Re Judy Lee Bankr. N.D. Calif. Case No. 11-33935 Chapter 11 Petition filed October 28, 2011 In Re Rodrigo Cayabyab Bankr. N.D. Calif. Case No. 11-33920 Chapter 11 Petition filed October 28, 2011 In Re Maureen Murphy Bankr. D. Conn. Case No. 11-52166 Chapter 11 Petition filed October 28, 2011 In Re Mack Curry Bankr. S.D. Ga. Case No. 11-12154 Chapter 11 Petition filed October 28, 2011 In Re Syed Hasnain Bankr. N.D. Ill. Case No. 11-43817 Chapter 11 Petition filed October 28, 2011 In Re Alert Technologies, LLC Bankr. S.D. Ind. Case No. 11-13548 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/insb11-13548.pdf represented by: Dylan A. Vigh, Esq. Law Offices of Dylan A. Vigh, LLC E-mail: dvighlaw@gmail.com In Re Guy Huguelet Bankr. E.D. Ky. Case No. 11-53004 Chapter 11 Petition filed October 28, 2011 In Re Carl Leong Bankr. D. Mass. Case No. 11-44497 Chapter 11 Petition filed October 28, 2011 In Re Star Home Care Services, Inc. Bankr. E.D. Mich. Case No. 11-68118 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/mieb11-68118.pdf represented by: Richard F. Fellrath, Esq. E-mail: lawfell@wowway.com In Re Roy Aulric Bankr. W.D. Mich. Case No. 11-10937 Chapter 11 Petition filed October 28, 2011 In Re Hugo Soto Bankr. D. Nev. Case No. 11-26992 Chapter 11 Petition filed October 28, 2011 In Re Lawrence Mccabe Bankr. D. Nev. Case No. 11-53354 Chapter 11 Petition filed October 28, 2011 In Re L.M.A Food Bankr. N.D.N.Y. Case No. 11-32316 Chapter 11 Petition filed October 28, 2011 filed pro se In Re Victor Spaccarelli Bankr. S.D.N.Y. Case No. 11-37997 Chapter 11 Petition filed October 28, 2011 In Re Hazel Holmes Trucking, Inc. Bankr. W.D. N.C. Case No. 11-32744 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/ncwb11-32744.pdf represented by: Richard M. Mitchell, Esq. Mitchell & Culp, PLLC E-mail: rmmatty@mitchellculp.com In Re JanTech Staffing Services, Inc. Bankr. N.D. Texas Case No. 11-36869 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/txnb11-36869.pdf represented by: Eric A. Liepins, Esq. Eric A. Liepins, P.C. E-mail: eric@ealpc.com In Re Northern Concrete, Inc. Bankr. N.D. Texas Case No. 11-36858 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/txnb11-36858.pdf represented by: Susan B. Hersh, Esq. Susan B. Hersh, P.C. E-mail: susan@susanbhershpc.com In Re Troy E. Suggs Funeral Home, Inc. dba Troy Suggs Funeral Home Bankr. N.D. Texas Case No. 11-36841 Chapter 11 Petition filed October 28, 2011 See http://bankrupt.com/misc/txnb11-36841.pdf represented by: Areya Holder, Esq. Law Office of Areya Holder, P.C. E-mail: areya@holderlawpc.com In Re Beacon Lights LLC Bankr. W.D. Wash. Case No. 11-22577 Chapter 11 Petition filed October 28, 2011 filed pro se In Re David Sundberg Bankr. W.D. Wash. Case No. 11-22689 Chapter 11 Petition filed October 30, 2011 In Re Christopher Stovall Bankr. D. Ariz. Case No. 11-30486 Chapter 11 Petition filed October 31, 2011 In Re Holder Plumbing, Inc. Bankr. D. Ariz. Case No. 11-30563 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/azb11-30563.pdf represented by: Robert M. Cook, Esq. Law Offices Of Robert M. Cook PLLC E-mail: robertmcook@yahoo.com In Re Thomas Holder Bankr. D. Ariz. Case No. 11-30557 Chapter 11 Petition filed October 31, 2011 In Re Alan Mazarei Bankr. C.D. Calif. Case No. 11-22668 Chapter 11 Petition filed October 31, 2011 In Re Beulah Soleta Bankr. C.D. Calif. Case No. 11-55298 Chapter 11 Petition filed October 31, 2011 In Re David Jolly Bankr. C.D. Calif. Case No. 11-43841 Chapter 11 Petition filed October 31, 2011 In Re Raymod Vega Bankr. N.D. Calif. Case No. 11-13967 Chapter 11 Petition filed October 31, 2011 In Re Collecting Supplies LLC aka Collecting Supplies Manufacturing Division Bankr. D. Conn. Case No. 11-23190 Chapter 11 Petition filed October 31, 2011 filed pro se In Re Hawk's Nest Land, LLC Bankr. D. Conn. Case No. 11-52191 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/ctb11-52191.pdf represented by: Peter L. Ressler, Esq. Groob Ressler & Mulqueen E-mail: ressmul@yahoo.com In Re Geromatrix Nutraceutical Corporation fdba Pulsecast Interactive Corporation Bankr. S.D. Fla. Case No. 11-40435 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/flsb11-40435.pdf represented by: Angelo A. Gasparri, Esq. Groob Ressler & Mulqueen E-mail: angelo@drlclaw.com In Re Myrtle Parrish Bankr. M.D. Ga. Case No. 11-53465 Chapter 11 Petition filed October 31, 2011 In Re Hon-Shak Chan Bankr. N.D. Ga. Case No. 11-81575 Chapter 11 Petition filed October 31, 2011 In Re Michael Farkas Bankr. N.D. Ga. Case No. 11-13625 Chapter 11 Petition filed October 31, 2011 In Re William Dutton Bankr. S.D. Ga. Case No. 11-60677 Chapter 11 Petition filed October 31, 2011 In Re Dorothy Forrest Merton Forrest Bankr. E.D. Mich. Case No. 11-68405 Chapter 11 Petition filed October 31, 2011 In Re Michael Bydal Bankr. E.D. Minn. Case No. 11-61059 Chapter 11 Petition filed October 31, 2011 In Re Alfonso Arroyo Bankr. D. Nev. Case No. 11-27246 Chapter 11 Petition filed October 31, 2011 In Re Charleston Falls, LLC Bankr. D. Nev. Case No. 11-27226 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/nvb11-27226.pdf represented by: Samuel A. Schwartz, Esq. E-mail: sam@schwartzlawyers.com In Re Don Holbrook Bankr. D. Nev. Case No. 11-27072 Chapter 11 Petition filed October 31, 2011 In Re Gloria Robbins Bankr. D. Nev. Case No. 11-27035 Chapter 11 Petition filed October 31, 2011 In Re Bethania Goncalves Bankr. D. N.J. Case No. 11-41650 Chapter 11 Petition filed October 31, 2011 In Re Dave Carmen's Auto Repair Service, Inc. Bankr. D. N.J. Case No. 11-41592 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/njb11-41592.pdf represented by: Ronald Kinzler, Esq. E-mail: kinzlex@aol.com In Re L & L, LLC Bankr. D. N.J. Case No. 11-41472 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/njb11-41472.pdf represented by: Eugene D. Roth, Esq. Law Office of Eugene D. Roth E-mail: erothesq@gmail.com In Re Charles Grogan Bankr. D. Ore. Case No. 11-65409 Chapter 11 Petition filed October 31, 2011 In Re Robert Schaffer Bankr. D. Ore. Case No. 11-65358 Chapter 11 Petition filed October 31, 2011 In Re Stonewater Servicing LLC Bankr. N.D. Texas Case No. 11-37044 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/txnb11-37044.pdf represented by: Robert H. Holmes, Esq. Holmes Law Firm E-mail: rhholmes@swbell.net In Re Val Rom Enterprises, Inc. dba Dry Clean Super Center on Matlock Road Bankr. N.D. Texas Case No. 11-46145 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/txnb11-46145.pdf represented by: Eric A. Liepins, Esq. Eric A. Liepins, P.C. E-mail: eric@ealpc.com In Re 12802 Willow Centre, LLC Bankr. S.D. Texas Case No. 11-39348 Chapter 11 Petition filed October 31, 2011 filed pro se In Re ESCA Enterprises, Inc. dba Riverside Convention Center aka Riverside Multiplex dba Liquid Lounge Bankr. S.D. Texas Case No. 11-60095 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/txsb11-60095.pdf represented by: Sara M. Rodriguez, Esq. Kliem & Rodriguez E-mail: sara@krlawvictoria.com In Re Fernando Pottier Bankr. S.D. Texas Case No. 11-70721 Chapter 11 Petition filed October 31, 2011 In Re Jesse Rodriguez Corporation dba El Mercado Rodriguez Bankr. S.D. Texas Case No. 11-39376 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/txsb11-39376.pdf represented by: Sterling A Minor, Esq. Minor & Bair PLLC E-mail: sminor@minorbairlaw.com In Re Intercontinental Body Shop, Inc. Bankr. S.D. Texas Case No. 11-39398 Chapter 11 Petition filed October 31, 2011 See http://bankrupt.com/misc/txsb11-39398.pdf represented by: Barbara Mincey Rogers, Esq. Rogers & Anderson, PLLC E-mail: brogers@ralaw.net In Re Samatha Vigneri Bankr. S.D. Texas Case No. 11-39365 Chapter 11 Petition filed October 31, 2011 In Re Windfall Holdings, LLC Bankr. S.D. Texas Case No. 11-39309 Chapter 11 Petition filed October 31, 2011 filed pro se In Re Trung Le Bankr. E.D. Va. Case No. 11-17866 Chapter 11 Petition filed October 31, 2011 In Re Robert Williams Bankr. W.D. Wash. Case No. 11-48584 Chapter 11 Petition filed October 31, 2011 In Re OC Neonatal Group Inc. Bankr. C.D. Calif. Case No. 11-25202 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/cacb11-25202.pdf represented by: Rose M. Hollander, Esq. E-mail: sun_coast@earthlink.net In Re Cross Check Services, LLC Bankr. E.D. Calif. Case No. 11-46032 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/caeb11-46032.pdf represented by: John G. Downing, Esq. In Re CT Drives, LLC Bankr. N.D. Calif. Case No. 11-60198 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/canb11-60198p.pdf See http://bankrupt.com/misc/canb11-60198c.pdf represented by: William J. Healy, Esq. Campeau, Goodsell and Smith E-mail: whealy@campeaulaw.com In Re Jeffery Kaulbars Bankr. M.D. Fla. Case No. 11-16604 Chapter 11 Petition filed November 1, 2011 In Re 705 River Cove Trust Bankr. N.D. Ga. Case No. 11-81822 Chapter 11 Petition filed November 1, 2011 filed pro se In Re Frair Motors, Inc. Bankr. N.D. Ga. Case No. 11-81832 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/ganb11-81832.pdf represented by: Evan M. Altman, Esq. E-mail: evan.altman@laslawgroup.com In Re FM Land, LLC Bankr. N.D. Ga. Case No. 11-81834 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/ganb11-81834.pdf represented by: Evan M. Altman, Esq. E-mail: evan.altman@laslawgroup.com In Re Simmons Lake LLC Bankr. S.D. Ga. Case No. 11-60687 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/gasb11-60687.pdf represented by: W. Lamar Fields, Esq. Fields Law Firm E-mail: wlfields@bellsouth.net In Re Dale Bentley Bankr. D. Mass. Case No. 11-20403 Chapter 11 Petition filed November 1, 2011 In Re Isora Luberto Bankr. D. Mass. Case No. 11-20402 Chapter 11 Petition filed November 1, 2011 In Re 398 Central Avenue, LLC Bankr. D. N.J. Case No. 11-41784 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/njb11-41784.pdf represented by: Barry Scott Miller, Esq. E-mail: bmiller@barrysmilleresq.com In Re Peter Paftinos Bankr. D. N.J. Case No. 11-41785 Chapter 11 Petition filed November 1, 2011 In Re Arthur Manning Bankr. S.D.N.Y. Case No. 11-15109 Chapter 11 Petition filed November 1, 2011 In Re JAE, LLC Bankr. E.D. N.C. Case No. 11-08360 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/nceb11-08360.pdf represented by: Douglas Q. Wickham, Esq. Hatch, Little & Bunn, LLP E-mail: dqwickham@hatchlittlebunn.com In Re Jess Martin Bankr. D. S.C. Case No. 11-06785 Chapter 11 Petition filed November 1, 2011 In Re Aims Outsourcing USA LLC Bankr. E.D. Texas Case No. 11-10647 Chapter 11 Petition filed November 1, 2011 filed pro se In Re Fred Knack Bankr. N.D. Texas Case No. 11-46211 Chapter 11 Petition filed November 1, 2011 In Re Val-Com Acquisitions Trust Bankr. N.D. Texas Case No. 11-46194 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/txnb11-46194.pdf represented by: George M. Barnes, Esq. Grisham & Barnes, P.C. E-mail: sscalpelli@weldonrgrisham.com In Re Four Tigers Group, LLC Bankr. S.D. Texas Case No. 11-50262 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/txsb11-50262.pdf represented by: Argentina Cronfel-Meurer, Esq. Cronfel-Meurer PC E-mail: cronfellaw@sbcglobal.net In Re Jesus Flores Bankr. S.D. Texas Case No. 11-70726 Chapter 11 Petition filed November 1, 2011 In Re JSTB Property Management, L.L.C. Bankr. S.D. Texas Case No. 11-39474 Chapter 11 Petition filed November 1, 2011 See http://bankrupt.com/misc/txsb11-39474.pdf represented by: Michael Louis Catrett, Esq. Marjorie Payne Britt P C E-mail: mlcatrett@sbcglobal.net In Re Kambiz Reissedonna Bankr. W.D. Texas Case No. 11-12729 Chapter 11 Petition filed November 1, 2011 In Re Nelson Ramirez Bankr. E.D. Va. Case No. 11-17886 Chapter 11 Petition filed November 1, 2011 In Re James James Bankr. D. Ariz. Case No. 11-30745 Chapter 11 Petition filed November 2, 2011 In Re Charles Wright Bankr. C.D. Calif. Case No. 11-55690 Chapter 11 Petition filed November 2, 2011 In Re Maria Trujillo Bankr. C.D. Calif. Case No. 11-43971 Chapter 11 Petition filed November 2, 2011 In Re Sushma Gujral Bankr. C.D. Calif. Case No. 11-15138 Chapter 11 Petition filed November 2, 2011 In Re Marion Graham Bankr. M.D. Fla. Case No. 11-08057 Chapter 11 Petition filed November 2, 2011 In Re Wallace Cake Bankr. M.D. Fla. Case No. 11-08071 Chapter 11 Petition filed November 2, 2011 In Re Ronald Koren Bankr. N.D. Ill. Case No. 11-44753 Chapter 11 Petition filed November 2, 2011 In Re Gwinnup's Landscaping & Lawn Care Bankr. S.D. Ind. Case No. 11-13732 Chapter 11 Petition filed November 2, 2011 See http://bankrupt.com/misc/insb11-13732.pdf represented by: Ronald L. Wilson, Esq. Badell & Wilson, P.C. E-mail: bwlaw@bwlawoffice.com In Re Grove Investment Group, LLC Bankr. D. Md. Case No. 11-31800 Chapter 11 Petition filed November 2, 2011 See http://bankrupt.com/misc/mdb11-31800.pdf represented by: Stephen A. Glessner, Esq. Law Offices of Stephen A. Glessner E-mail: glessnerlaw@comcast.net In Re Mino's Roast Beef, Inc. Bankr. D. Mass. Case No. 11-20420 Chapter 11 Petition filed November 2, 2011 See http://bankrupt.com/misc/mab11-20420.pdf represented by: Michael Van Dam, Esq. Van Dam Law LLP, P.C. E-mail: mvandam@vandamlawllp.com In Re David Young Maureen Young Bankr. E.D. Mich. Case No. 11-68574 Chapter 11 Petition filed November 2, 2011 In Re Randall Dawson Cynthia Dawson Bankr. W.D. Mich. Case No. 11-11093 Chapter 11 Petition filed November 2, 2011 In Re Mary Holder Bankr. D. N.J. Case No. 11-41934 Chapter 11 Petition filed November 2, 2011 In Re Dr. Miles Galin Bankr. S.D.N.Y. Case No. 11-15121 Chapter 11 Petition filed November 2, 2011 In Re 268 West Broadway, LLC Bankr. S.D.N.Y. Case No. 11-15115 Chapter 11 Petition filed November 2, 2011 See http://bankrupt.com/misc/nysb11-15115.pdf represented by: James E. Iniguez, Esq. Sifre & Iniguez, LLP E-mail: jamesiniguez@aol.com In Re Locke Properties, LLC dba Towne Athletic Club Bankr. S.D. Ohio Case No. 11-35914 Chapter 11 Petition filed November 2, 2011 See http://bankrupt.com/misc/ohsb11-35914.pdf represented by: Edward B. Schaefer, Esq. Combs & Schaefer Law Offices E-mail: middletownlaw@middletownlaw.com In Re Collecting Supplies LLC aka Collecting Supplies Manufacturing Division Bankr. D. Wyo. Case No. 11-21198 Chapter 11 Petition filed November 2, 2011 filed pro se In Re Raymond Van Der Werf Bankr. D. Ariz. Case No. 11-30882 Chapter 11 Petition filed November 3, 2011 In Re Ray Van Der Werf, D.D.S., LTD. Bankr. D. Ariz. Case No. 11-30884 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/azb11-30884.pdf represented by: D. Lamar Hawkins, Esq. Aiken Schenk Hawkins & Ricciardi PC E-mail: dlh@ashrlaw.com In Re Anna Herzog Bankr. C.D. Calif. Case No. 11-55770 Chapter 11 Petition filed November 3, 2011 In Re Flower Investment Group, LLC Bankr. C.D. Calif. Case No. 11-55858 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/cacb11-55858.pdf represented by: Robert S. Altagen, Esq. Law Offices of Robert S. Altagen E-mail: rsaink@earthlink.net In Re Richard Acunto Bankr. C.D. Calif. Case No. 11-55871 Chapter 11 Petition filed November 3, 2011 In Re Sionita Angeles Bankr. C.D. Calif. Case No. 11-25290 Chapter 11 Petition filed November 3, 2011 In Re DTAA Family Limited Partnership Bankr. E.D. Calif. Case No. 11-46212 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/caeb11-46212.pdf represented by: W. Austin Cooper, Esq. In Re Martin Carmody Bankr. N.D. Calif. Case No. 11-71716 Chapter 11 Petition filed November 3, 2011 In Re Robert Beltran Bankr. N.D. Calif. Case No. 11-60246 Chapter 11 Petition filed November 3, 2011 In Re Joel Philips Bankr. M.D. Fla. Case No. 11-08087 Chapter 11 Petition filed November 3, 2011 In Re Britt Johnson Bankr. S.D. Ga. Case No. 11-30515 Chapter 11 Petition filed November 3, 2011 In Re Cameron Warren Bankr. S.D. Ga. Case No. 11-30516 Chapter 11 Petition filed November 3, 2011 In Re John ORoark Bankr. S.D. Ga. Case No. 11-42323 Chapter 11 Petition filed November 3, 2011 In Re RH&K, LLC Bankr. W.D. Ky. Case No. 11-35349 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/kywb11-35349.pdf represented by: Richard A. Schwartz, Esq. Kruger & Schwartz E-mail: rick@ks-laws.com In Re SK Office Management, Inc. Bankr. D. Md. Case No. 11-31888 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/mdb11-31888.pdf represented by: Samuel Sudhaker Nalli, Esq. Law Office of Samuel S. Nalli E-mail: snalli@nallilawfirm.com In Re Superior Image LLC Bankr. D. Md. Case No. 11-31892 Chapter 11 Petition filed November 3, 2011 filed pro se In Re Yax & Stec Dental Associates, PLLC fdba Quality Dental Associates, PLLC dba Macomb Dental Business Management, LLC. Bankr. E.D. Mich. Case No. 11-68627 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/mieb11-68627.pdf represented by: Mark H. Shapiro, Esq. E-mail: shapiro@steinbergshapiro.com In Re James Lindsay Bankr. N.D. Miss. Case No. 11-15140 Chapter 11 Petition filed November 3, 2011 In Re Dickson Auto Sales, Inc. Bankr. S.D. Miss. Case No. 11-52548 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/mssb11-52548p.pdf See http://bankrupt.com/misc/mssb11-52548c.pdf represented by: John D. Moore, Esq. E-mail: john@johndmoorepa.com In Re Rachel MCconnell MD, LTD. dba Nevada Fertility C.A.R.E.S. Bankr. D. Nev. Case No. 11-27370 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/nvb11-27370.pdf represented by: Ambrish S. Sidhuoore, Esq. Sidhu Law Firm E-mail: asidhu@sidhulawfirm.com In Re Subrata Guha Bankr. E.D. N.C. Case No. 11-08435 Chapter 11 Petition filed November 3, 2011 In Re Malaak Properties, Ltd. Bankr. S.D. Ohio Case No. 11-61192 Chapter 11 Petition filed November 3, 2011 See http://bankrupt.com/misc/ohsb11-61192.pdf represented by: Theran J. Selph, Sr., Esq. Selph Law, Ltd. E-mail: tselph@selphlaw.com In Re Richard Rody Bankr. D. S.C. Case No. 11-06830 Chapter 11 Petition filed November 3, 2011 In Re Homer Townsend Bankr. E.D. Va. Case No. 11-17963 Chapter 11 Petition filed November 3, 2011 In Re Jimmie Mitchell Bankr. E.D. Va. Case No. 11-17969 Chapter 11 Petition filed November 3, 2011 In Re Geoffrey Santini Bankr. S.D. Ala. Case No. 11-04552 Chapter 11 Petition filed November 4, 2011 In Re Shahid Wahidi Bankr. M.D. Fla. Case No. 11-08107 Chapter 11 Petition filed November 4, 2011 In Re 6195 NW 27th Avenue, LLC Bankr. S.D. Fla. Case No. 11-40883 Chapter 11 Petition filed November 4, 2011 See http://bankrupt.com/misc/flsb11-40883.pdf represented by: John A. Moffa, Esq. E-mail: john@trusteelawfirm.com In Re Paul Lucas Bankr. S.D. Fla. Case No. 11-40906 Chapter 11 Petition filed November 4, 2011 In Re John Indart Bankr. D. Idaho Case No. 11-03300 Chapter 11 Petition filed November 4, 2011 In Re Exhibit Chicago Inc. dba Huntington Inn Bankr. N.D. Ind. Case No. 11-14144 Chapter 11 Petition filed November 4, 2011 See http://bankrupt.com/misc/innb11-14144.pdf represented by: R. David Boyer II, Esq. E-mail: db2@boyerlegal.com In Re John Newton Bankr. S.D. Ind. Case No. 11-13813 Chapter 11 Petition filed November 4, 2011 In Re Sarvpreet Bains Bankr. D. Nev. Case No. 11-53427 Chapter 11 Petition filed November 4, 2011 In Re Harris-Turner Funeral Home Inc. Bankr. E.D. N.C. Case No. 11-08453 Chapter 11 Petition filed November 4, 2011 filed pro se In Re Gertrude Seltzer Bankr. W.D. N.C. Case No. 11-32823 Chapter 11 Petition filed November 4, 2011 In Re Coffee A LA Cart, Inc. dba Cool Beans Coffee Company Bankr. W.D. Pa. Case No. 11-26814 Chapter 11 Petition filed November 4, 2011 See http://bankrupt.com/misc/pawb11-26814.pdf represented by: Michael J. Henny, Esq. Law Offices of Michael J. Henny E-mail: m.henny@hennylaw.com In Re Brian Roberts Bankr. D. S.C. Case No. 11-06855 Chapter 11 Petition filed November 4, 2011 In Re Kenneth Brewer Bankr. M.D. Tenn. Case No. 11-11133 Chapter 11 Petition filed November 4, 2011 In Re Mike's Video Transfer LLC Bankr. N.D. Texas Case No. 11-46275 Chapter 11 Petition filed November 4, 2011 See http://bankrupt.com/misc/txnb11-46275.pdf represented by: John Park Davis, Esq. Davis Law Firm E-mail: john@johndavislaw.com In Re O'Callahan's Restaurant, Inc. dba O'Callahan's East, Inc. dba O'Callahan's Grill dba O'Callahan's of Idaho, Inc. dba O'Callahan's Catering, Inc. Bankr. W.D. Wash. Case No. 11-48705 Chapter 11 Petition filed November 4, 2011 See http://bankrupt.com/misc/wawb11-48705.pdf represented by: John D. Nellor, Esq. Nellor Retsinas Crawford PLLC E-mail: jd@nellorlaw.com In Re Rogers Septic Tank & Plumbing, Inc. dba Advance Plumbing Company Bankr. N.D. Ala. Case No. 11-05648 Chapter 11 Petition filed November 5, 2011 See http://bankrupt.com/misc/alnb11-05648.pdf represented by: David A. Reid, Esq. Kliem & Rodriguez E-mail: davidreidlaw@mac.com In Re Child Zone, LLC dba Dare to Dream Child Enrichment Center 1 Bankr. W.D. Ky. Case No. 11-35382 Chapter 11 Petition filed November 5, 2011 See http://bankrupt.com/misc/kywb11-35382.pdf represented by: Gordon A. Rowe, Jr., Esq. E-mail: g3rowelaw@aol.com In Re NinaMarie Crisafulli Bankr. N.D. N.Y. Case No. 11-13490 Chapter 11 Petition filed November 5, 2011 In Re Jimmy Robinson Bankr. N.D. Ala. Case No. 11-83861 Chapter 11 Petition filed November 6, 2011 In Re Kimberly Davis Bankr. C.D. Calif. Case No. 11-56080 Chapter 11 Petition filed November 6, 2011 In Re HLMJR, LLC Bankr. N.D. Ala. Case No. 11-05668 Chapter 11 Petition filed November 7, 2011 See http://bankrupt.com/misc/alnb11-05668.pdf represented by: Herbert M. Newell, III, Esq. Newell & Associates LLC E-mail: hnewell@newell-law.com In Re Randy Roosdett Bankr. D. Alaska Case No. 11-00858 Chapter 11 Petition filed November 7, 2011 In Re Jerry Ott Bankr. W.D. Ark. Case No. 11-74980 Chapter 11 Petition filed November 7, 2011 In Re Jace Eden Bankr. D. Ariz. Case No. 11-31123 Chapter 11 Petition filed November 7, 2011 In Re Amir Lankarani Bankr. C.D. Calif. Case No. 11-25450 Chapter 11 Petition filed November 7, 2011 In Re Estate of Laura S. Panti aka Estate of Laura S Panti Bankr. C.D. Calif. Case No. 11-56141 Chapter 11 Petition filed November 7, 2011 See http://bankrupt.com/misc/cacb11-56141.pdf represented by: Paul E. St. Amant, Esq. Law Office of Paul St. Amant E-mail: paul@consumer-legal-centers.com In Re Philip Beegle Bankr. N.D. Ga. Case No. 11-13716 Chapter 11 Petition filed November 7, 2011 In Re Zaven Saunders Bankr. D. Mass. Case No. 11-20514 Chapter 11 Petition filed November 7, 2011 In Re Iris Lin Bankr. D. Md. Case No. 11-32084 Chapter 11 Petition filed November 7, 2011 In Re Donald Luttrell Bankr. W.D. Mo. Case No. 11-62372 Chapter 11 Petition filed November 7, 2011 In Re Robert Bold Bankr. D. Mont. Case No. 11-62123 Chapter 11 Petition filed November 7, 2011 In Re Complete Maintenance Supply, Inc. Bankr. D. N.J. Case No. 11-42287 Chapter 11 Petition filed November 7, 2011 See http://bankrupt.com/misc/njb11-42287.pdf represented by: Carrie J. Boyle, Esq. Law Office of Scott H. Marcus & Assoc. E-mail: cboyle@marcuslaw.net In Re Kimberly Scott Bankr. E.D. N.C. Case No. 11-08498 Chapter 11 Petition filed November 7, 2011 In Re Melvin Webb Bankr. E.D. N.C. Case No. 11-08536 Chapter 11 Petition filed November 7, 2011 In Re Kidlung Pediatric Pulmonology, PA Bankr. N.D. Texas Case No. 11-37165 Chapter 11 Petition filed November 7, 2011 See http://bankrupt.com/misc/txnb11-37165.pdf represented by: David Samuel Brown, Esq. David Samuel Brown Law Firm PLLC E-mail: dbrown@davidbrownlawoffice.com In Re Massoud Khami Bankr. W.D. Wash. Case No. 11-22975 Chapter 11 Petition filed November 7, 2011 In Re Michael Reid Bankr. W.D. Wash. Case No. 11-22970 Chapter 11 Petition filed November 7, 2011 In Re Anita Holcomb Bankr. C.D. Calif. Case No. 11-56326 Chapter 11 Petition filed November 8, 2011 In Re Vazgen Mirzakhanyan Bankr. C.D. Calif. Case No. 11-56427 Chapter 11 Petition filed November 8, 2011 In Re Venkata Pulakanti Bankr. C.D. Calif. Case No. 11-44486 Chapter 11 Petition filed November 8, 2011 In Re Phong Dinh Bankr. N.D. Calif. Case No. 11-71876 Chapter 11 Petition filed November 8, 2011 In Re Pembroke Park Montessori School, Inc. Bankr. S.D. Fla. Case No. 11-41149 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/flsb11-41149.pdf represented by: Julie E. Hough, Esq. E-mail: jhough@houghlawgroup.com In Re Shady Grove Missionary Baptist Church, Inc. Bankr. S.D. Fla. Case No. 11-41114 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/flsb11-41114.pdf represented by: Christian S. Diaz, Esq. E-mail: diana@valenciamarketing.net In Re Richard Smith Bankr. S.D. Ga. Case No. 11-42357 Chapter 11 Petition filed November 8, 2011 In Re Andre Howard Bankr. N.D. Ill. Case No. 11-45504 Chapter 11 Petition filed November 8, 2011 In Re Joebriana, LLC dba Upland Caf� Bankr. E.D. Pa. Case No. 11-22861 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/paeb11-22861.pdf represented by: John A. Digiamberardino, Esq. Case DiGiamberardino & Lutz, PC E-mail: jad@cdllawoffice.com In Re Monticello Project Finishing Division, LLC dba Monticello Finishes dba Monticello PFD Bankr. E.D. Pa. Case No. 11-18660 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/paeb11-18660.pdf represented by: Thomas Daniel Bielli, Esq. O'Kelly Ernst Bielli & Wallen E-mail: tbielli@oelegal.com In Re Michael's Auto Services Inc. Bankr. W.D. Pa. Case No. 11-26866 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/pawb11-26866.pdf represented by: Christopher M. Frye, Esq. Steidl & Steinberg E-mail: chris.frye@steidl-steinberg.com In Re Price Point Furniture, Inc. Bankr. M.D. Tenn. Case No. 11-11221 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/tnmb11-11221p.pdf See http://bankrupt.com/misc/tnmb11-11221c.pdf represented by: Elliott Warner Jones, Esq. Emerge Law, PLC E-mail: elliott@emergelaw.net In Re MLM Management, LLC Bankr. S.D. W.Va. Case No. 11-30679 Chapter 11 Petition filed November 8, 2011 See http://bankrupt.com/misc/wvsb11-30679.pdf represented by: Mitchell Lee Klein, Esq. Klein Law Office E-mail: sydney@kleinhall.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. 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