/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/120216.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, February 16, 2012, Vol. 16, No. 46 Headlines 1225 MCBRIDE: Court Approves McCarter & English as Counsel 1225 MCBRIDE: Files Schedules of Assets and Liabilities 8 ALPINE: Case Summary & 13 Largest Unsecured Creditors 94TH AND SHEA: Wants RythCycle and SF Sourdough Leases Approved ACE AVIATION: Seeks Shareholder Approval to Wind Up Operations ALLEN FAMILY: Wants Exclusive Right to File Plan Thru June 5 ALLIED SECURITY: Moody's Says Special Dividend No Impact on CFR ALPHA WAREHOUSE: Case Summary & 20 Largest Unsecured Creditors AMERICAN AXLE: JB Investments Discloses 6.9% Equity Stake AMERICAN AIRLINES: FA Union Joins Protest Over-Reaching Cuts ARAMARK CORP: S&P Affirms 'B+' Corporate; Outlook Hiked to Stable ARCHBROOK LAGUNA: Court Dismisses Chapter 11 Cases ASARCO LLC: Wins $132.8 Million Judgment Against Sterlite ASSOCIATED ASPHALT: Moody's Assigns 'B2' Corporate Family Rating AUTOS VEGA: Court OKs Euroclass Further Access to Cash Collateral AUTOS VEGA: Euroclass Unsecured Claims to Have 13% Recovery BEACON POWER: Sale to Rockland Capital Approved BEAZER HOMES: Commences Exchange Offers of Conver. Notes & Units BEAZER HOMES: BlackRock Discloses 5.4% Equity Stake BLUEKNIGHT ENERGY: Neuberger Berman Holds 13.8% Equity Stake BOSTON SCIENTIFIC: Moody's Withdraws 'Ba1' Corp. Family Rating BUFFETS INC: Taps Young Conaway as Bankruptcy Counsel BUFFETS INC: Meeting of Creditors Slated for Feb. 27 BUFFETS INC: Wants Until March 18 to File Schedules BUFFETS INC: Taps HMS to Negotiating Lease Restructures BUILDERS FIRSTSOURCE: Stadium Capital Holds 15.9% Equity Stake C&D TECHNOLOGIES: Swiss Re Financial Owns 8% Equity Stake CAESARS ENTERTAINMENT: Extends Maturity of $2.7BB Loan to 2018 CANYON HOLDINGS: Involuntary Chapter 11 Case Summary CARITAS HEALTH: Disclosure Statement Hearing Set for Feb. 22 CDC CORP: Unit Fights Parent Company's Plan to Sell its Shares CEDAR FAIR: S&P Raises Corporate Credit Rating to 'BB-' CELL THERAPEUTICS: BlackRock Ceases to Hold 5% Equity Stake CHEF SOLUTIONS: Debtor Files Proposed Liquidating Plan CHESAPEAKE ENERGY: Moody's Affirms 'Ba2' Corporate Family Rating CHESAPEAKE ENERGY: S&P Assigns 'BB+' Rating to Sr. Unsec. Notes CITYCENTER HOLDINGS: S&P Affirms 'B-' Corporate Credit Rating CITYCENTER: Moody's Assigns 'B1' Rating to First Lien Notes CLAIRE'S STORES: Plans to Offer Senior Secured Notes Due 2019 CLAIRE'S STORES: S&P Assigns 'B' Rating to $400-Mil. Sr. Notes CLAIRE'S STORES: Moody's Assigns 'B3' Rating to $400-Mil. Notes COGECO CABLE: S&P Assigns Rating to Proposed C$200-Mil. Notes CONVERTED ORGANICS: Defaults on Payment Obligation for Equipment CRAWFORD, PIMENTEL: Case Summary & Unsecured Creditor CRYSTALLEX INTERNATIONAL: Jonathan Savitz Owns 8.1% Equity Stake DALLAS ROADSTER: Texas Capital DIP Financing Expires D.E.C.A. DEVELOPMENT: Case Summary & Creditors List DENNY'S CORP: BlackRock Discloses 5.8% Equity Stake DIRECTBUY HOLDINGS: In Restructuring Talks; Cut by S&P to 'D' EDWARD DEETS: Sec. 341 Creditors' Meeting Continued Until Feb. 24 EDWARD DEETS: Case Conversion Hearing Continued Until March 8 ELWOOD ENERGY: S&P Affirms 'BB-' Rating on $402MM Sr. Sec. Bonds EMMIS COMMUNICATIONS: Amalgamated Discloses 4.4% Equity Stake ENDEAVOUR INT'L: S&P Rates $500-Mil. Sr. Secured Notes at 'CCC' EQUIPOWER RESOURCES: S&P Affirms 'BB-' $425MM Term Loan Rating EXIDE TECHNOLOGIES: S&P Affirms 'B' Corporate Credit Rating FENTURA FINANCIAL: Douglas Kelley Resigns as SVP and CFO FIDELITY NATIONAL: Increases Annual Dividend to $0.8 Per Share FILENE'S BASEMENT: NY Landlord Files Suit Against DSW Over Lease FIRST SEALORD: Commonwealth Court Approves Liquidation Bid FIRSTFED FINANCIAL: Holdco Proposes Going-Concern Plan FIRSTPLUS FINANCIAL: Trustee's Liquidating Plan Confirmed FRANCISCAN COMMUNITIES: Panel Taps McDonald Hopkins as Counsel FRANCISCAN COMMUNITIES: Taps Deloitte FAS as Restructuring Advisor FRANCISCAN COMMUNITIES: Files Schedules of Assets and Liabilities FURNITURE BY THURSTON: Amends Schedules of Assets and Liabilities GAC STORAGE: Hearing on Additional Plan Exclusivity Tomorrow GAC STORAGE: Makena Can Employ Bernstein Shur as Counsel GAC STORAGE: Makena Can Employ Shaw Gussis as Local Counsel GAC STORAGE: Can Employ Smith Hemmesch as Special Counsel GAC STORAGE: Can Employ Wilson Elser as Construction Counsel GAMETECH INT'L: Luck Could Run Out as it Faces Debt Maturity GENCORP INC: BlackRock Discloses 7.8% Equity Stake GIBRALTAR KENTUCKY: Case Summary & 11 Largest Unsecured Creditors GLOBAL AVIATION: Committee Has Unions and Suppliers GLOBALAXXESS.COM INC: Trustees Sue Arrowood Over $4MM D&O Payout GRAY TELEVISION: BlackRock Discloses 5.8% Equity Stake GRUBB & ELLIS: Michael Kojaian Resigns from Board GTP CELLULAR: Fitch To Rate $27 Million Class C Notes at 'BB-sf' HAMPTON ROADS: Douglas J. Glenn Appointed Chief Executive Officer HANMI FINANCIAL: BlackRock Discloses 6.7% Equity Stake HARBOUR EAST: Lender Buys Cielo on the Bay Condo in Florida HCA HOLDINGS: Enters Into $1.3BB Underwriting Pact with Goldman HILL TOP: Plan of Reorganization Wins Court Approval HOSTESS BRANDS: Teamsters to Strike if Court Scraps Union Contract ISTAR FINANCIAL: Ori Uziel Discloses 6.1% Equity Stake ISTAR FINANCIAL: BlackRock Discloses 6.1% Equity Stake ISTAR FINANCIAL: Diamond Hill Holds 6.3% Equity Stake J JILL ACQUISITION: Moody's Cuts Corp. Family Rating to 'Caa1' JASPERS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors JEANS WESTERNER: Closes Doors Amid Regional Competition JEFFERSON COUNTY, AL: Hiring Investment Director JENNE HILL: Can Employ Bryan C. Bacon as Attorney JENNE HILL: Seeks Employment of Howe & Associates as Accountant JOHN FOSTER: Case Summary & 20 Largest Unsecured Creditors KIRCH GROUP: Deutsche Bank Nears Deal to Settle Bankruptcy Claims KV PHARMACEUTICAL: Updates Makena Performance Metrics LAKELAND DRAG: Case Summary & 4 Largest Unsecured Creditors LEO GENTRY: Case Summary & 20 Largest Unsecured Creditors LIMITED EDITIONS FOR HER: Case Summary & Creditors List LODGENET INTERACTIVE: Penn Capital Discloses 6.6% Equity Stake LONESTAR INTERMEDIATE: S&P Gives 'B+' Counterparty Credit Rating LOSEE/CRAIG PROPERTIES: Case Summary & Largest Unsecured Creditor LSP ENERGY: Bondholders Object to DIP Financing Motion MADISON 92ND: Adversary Case Transferred from District Court MCCLANDLISH ELECTRIC: Case Summary & Creditors List MEDIA GENERAL: Moody's Reviews 'B3' CFR for Possible Downgrade MERITOR INC: S&P Affirms 'B' Corporate Credit Rating MGM RESORTS: CityCenter to Sell $240-Mil. of Sr. Secured Notes MOHEGAN TRIBAL: Exchange Offer Expires Feb. 22 MOMENTIVE PERFORMANCE: Steven Delarge and Michael Modak Resign MORGANS HOTEL: BlackRock Ceases to Hold 5% Equity Stake MPG OFFICE: Goldman Sachs Preferred Shares Ownership Down to 1% MPG OFFICE: BlackRock Discloses 5.8% Equity Stake NATIONAL TOOL: Voluntary Chapter 11 Case Summary NEVADA CANCER: Will Seek Approval of Plan on April 23 NEW ENGLAND BUILDING: Files for Chapter 11 in Portland, Maine NEW STREAM: Hedge-Fund Manager Overhauls Chapter 11 Plan NEW TOWN: Case Summary & 8 Largest Unsecured Creditors NEWPAGE CORP: Seeks to Reduce Cash-Flow Requirement in Loan NEXSTAR BROADCASTING: Amalgamated Does Not Own Class A Shares NPS PHARMACEUTICALS: BlackRock Discloses 5.8% Equity Stake OHIO VALLEY: Moody's Affirms 'Ba2' Long-term Bond Rating OSCAR SOTO COLON: Case Summary & 15 Largest Unsecured Creditors PAPER COMPANY: Moody's Says Ratings Unaffected by Planned Sale PFF BANCORP: Files Liquidating Plan; Disclosures Hearing March 8 PHOENIX-GREENVILLE'S: Case Summary & 20 Largest Unsec Creditors POTOMAC SUPPLY: Sec. 341(a) Creditors' Meeting Set for Feb. 23 POTOMAC SUPPLY: U.S. Trustee Appoints 5-Member Creditors Panel POTOMAC SUPPLY: Taps Pillsbury Winthrop as Counsel POTOMAC SUPPLY: Regions May File Confidential Statement Under Seal QIMONDA AG: Administrator Seeking EUR1.71 Billion From Infineon QUALITY CONCRETE: Voluntary Chapter 11 Case Summary REGAL ENTERTAINMENT: Reports $4-Mil. Net Income in Dec. 29 Qtr. RITE AID: Fitch Junks Rating on $481-Mil. Sr. Unsecured Notes RLD INC: Bank Consents to Use of Cash Collateral Until April 30 ROTHSTEIN ROSENFELDT: Founder Faces Another Deposition Over Scam SAGAMORE PARTNERS: Wants Exclusive Filing Period Extended to May 3 SEALY CORP: Goldman Sachs Discloses 5.1% Equity Stake SHILO INN: Court OKs Marcus & Millichap as Real Estate Advisor SHOREBANK CORP: Files Chapter 11 Plan of Liquidation SHOREBANK CORP: Can Hire George Panagakis as Attorney SINCHAO METALS: In Default of Filing Requirements SMITH CREEK: Taps Fuqua & Associates as Counsel SOLYNDRA LLC: VDL Enabling Resigns from Creditors Committee SOLYNDRA LLC: Hearing on Piecemeal Sale Objections Set for Feb. 22 SOLYNDRA LLC: Amends Schedules of Assets and Liabilities SOLYNDRA LLC: Report Finds U.S. Could Lose Billions on Loans SOLYNDRA LLC: Court OKs Johnson Associates as Compensation Advisor SONORA DESERT: Gets Interim OK to Employ Broker & Consultant SONORA DESERT: Court Approves Genske Mulder as Accountants SONORA DESERT: Well Fargo Asks Court to Appoint Examiner SONORA DESERT: Court OKs Collins May Potenza as General Counsel SOVRAN LLC: Plan Voting Ballots and Objections Due Feb. 20 SOVRAN LLC: Taps Schwabe Williamson as Bankruptcy Counsel SPANISH BROADCASTING: Proceeds of Offering Used to Pay Debts SPANISH BROADCASTING: Beach Point Holds 3.8% of Class A Shares SPANISH BROADCASTING: Columbia Wanger Owns <5% of Common Shares SPIRIT FINANCE: S&P Affirms 'CCC+' Corporate Credit Rating ST. PAUL CROATIAN: Three More Accused of Fraud Named STAGE PRESENCE: Case Summary & 20 Largest Unsecured Creditors SUSTAINABLE ENVIRONMENTAL: Posts $123K Profit in Dec. 31 Quarter TBS INTERNATIONAL: Taps Gibson Dunn as General Bankruptcy Counsel TELX GROUP: S&P Lowers Rating on Amended $380-Mil. Credit to 'B' TELX GROUP: Moody's Assigns 'B1' Rating to Incremental Term Loan TENET HEALTHCARE: BlackRock Equity Stake Drops to 6.4% THELEN LLP: Trustee, DOL Near Deal on Pension Administrator THIRD STREET: Ch.11 Trustee Seeks to Close Down Two Facilities THORNBURG MORTGAGE: Trustee Inks $6.5MM Deal With Former Execs TIMMINCO LIMITED: Nears Deal With QSI on Stalking Horse Bid TOURO INFIRMARY: S&P Retains 'BB+' Corporate Credit Rating TOWN CENTER: U.S. Bank, et al., Seek Case Conversion or Dismissal TOWN MASONRY: Case Summary & 20 Largest Unsecured Creditors TRAILER BRIDGE: Files Final Version of Chapter 11 Plan TRAILER BRIDGE: Panel Taps GlassRatner Advisory Financial Advisor TRIAD GUARANTY: William Ratliff Discloses 20.4% Equity Stake TSC GLOBAL: Voluntary Chapter 11 Case Summary U.S. STEEL: Moody's Issues Summary Credit Opinion USEC INC: Security Investors Discloses 7.3% Equity Stake VITRO SAB: Bondholders Can Try to Collect $85MM, Judge Says WALLDESIGN INC: Wants Borrow $1 Million from CEO WALLDESIGN INC: Wants to Hire Winthrop Couchot as General Counsel WASHINGTON LOOP: Trustee OK'd to Employ Douglas Wilson as Broker WASHINGTON LOOP: Trustee Can Hire Lovina Lehr as Consultant WASHINGTON LOOP: JRS CPA Approved as Ch. 11 Trustee's Accountants WASHINGTON MUTUAL: Plan Confirmation May Require Using Cramdown WESTMORELAND COAL: T. Rowe Price Discloses 5.6% Equity Stake WHITE KNOLL: Case Summary & 9 Largest Unsecured Creditors * Lehman Makes Up 90% of All January Claims Trading * Unclaimed Money Haunts Firms Winding Down in Bankruptcy * Senator Asks Justice Department to Review Bankruptcy Bonuses * Jeffer Adds Two Lateral Partners in San Francisco Office * Recent Small-Dollar & Individual Chapter 11 Filings ********* 1225 MCBRIDE: Court Approves McCarter & English as Counsel ---------------------------------------------------------- The Bankruptcy Court authorized 1225 McBride Avenue, LLC, to employ McCarter & English, LLP, as its counsel. McCarter & English commenced performing legal services for the Debtor in connection with the filing of this Chapter 11 case and negotiations concerning a possible out-of-court workout with the Debtor's principal secured lender in December 2011. The Debtor will pay McCarter & English in accordance with the firm's normal hourly billing rates and will reimburse the firm for necessary out-of-pocket expenses. Woodland Park, New Jersey-based 1225 McBride Avenue LLC filed for Chapter 11 bankruptcy (Bankr. D. N.J. Case No. 12-10258) on Jan. 5, 2012. Judge Morris Stern presides over the case. The Debtor is represented by Charles A. Stanziale, Jr., Esq., and Scott H. Bernstein, Esq., at McCarter & English LLP. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The Debtor's exclusive right to file a bankruptcy plan expires May 4, 2012. 1225 MCBRIDE: Files Schedules of Assets and Liabilities ------------------------------------------------------- 1225 McBride Avenue, LLC, filed with the Bankruptcy Court its Schedules of Assets and Liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $206,748 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $1,033,115 E. Creditors Holding Unsecured Priority Claims F. Creditors Holding Unsecured Non-priority Claims $5,282,083 ----------- ----------- TOTAL $206,748 $6,315,199 A full-text copy of the Schedules is available for free at: http://bankrupt.com/misc/1225_MCBRIDE_sal.pdf Woodland Park, New Jersey-based 1225 McBride Avenue LLC filed for Chapter 11 bankruptcy (Bankr. D. N.J. Case No. 12-10258) Jan. 5, 2012. Judge Morris Stern presides over the case. The Debtor is represented by Charles A. Stanziale, Jr., Esq., and Scott H. Bernstein, Esq., at McCarter & English LLP, serve as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The Debtor's exclusive right to file a bankruptcy plan expires May 4, 2012. 8 ALPINE: Case Summary & 13 Largest Unsecured Creditors ------------------------------------------------------- Debtor: 8 Alpine Road, LLC 16 Dayton Road Redding, CT 06896 Bankruptcy Case No.: 12-22306 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Southern District of New York (White Plains) Judge: Robert D. Drain Debtor's Counsel: Richard J. Bernard, Esq. FOLEY & LARDNER LLP 90 Park Avenue New York, NY 10016 Tel: (212) 338-3586 Fax: (212) 687-2329 E-mail: rbernard@foley.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of its 13 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nysb12-22306.pdf The petition was signed by Ronald M. Scheckter, sole member. 94TH AND SHEA: Wants RythCycle and SF Sourdough Leases Approved --------------------------------------------------------------- 94th & Shea, L.L.C., requests the Bankruptcy Court entry of an order authorizing: A. entry into a lease agreement with Lisa Herrin d/b/a RhythmCycle, LLC, and the use of cash collateral to pay tenant $9,000 in improvement expenses; B. entry into a lease agreement with San Francisco Sourdough and use of cash collateral to pay third party leasing commissions in the amount of $14,855. The leases will provide a continued source of revenue and enhance the value of the Lender's collateral. As such, the Debtor requests that the Court enter an order approving of the Debtor's execution of the RythymCycle and SF Sourdough Leases, authorizing the use of cash claimed as collateral to pay the related tenant improvement expenses and leasing commissions, and authorizing the Debtor to take whatever other actions may be necessary to carry the RythymCycle and SF Sourdough Leases into effect. The RythymCycle Lease provides: a. RhythmCycle will lease Suite B-145, consisting of approximately 1,300 square feet, for a period of two years. b. RythymCycle's permitted use for Suite B-145 will be the operation of an exercise facility. c. RythymCycle will pay a base rent of $22 per square foot, which equates to approximately $2,383.33 per month, plus its share of common area expenses, real estate taxes and insurance. d. The rent payable by RythymCycle will increase annually at the rate of 3%. e. RhythmCycle will fund a security deposit in the amount of approximately $2,383.33 upon execution of its lease. f. The Debtor will perform certain tenant improvements to Suite B-145, at a cost of approximately $9,000. g. The RythymCycle Lease does not call for the payment of any broker's commissions. The SF Sourdough Lease provides: a. SF Sourdough will lease Suite D-115, consisting of approximately 1,178 square feet, for a period of 10 years. b. SF Sourdough's primary use of the premises will be the operation of a sandwich shop. c. SF Sourdough will pay a base rent of $22 per square foot, which equates to approximately $2,159.66 per month, plus its share of common area expenses, real estate taxes and insurance. d. The rent payable by SF Sourdough will increase annually at the rate of 3%. e. The SF Sourdough Lease does not call for the Debtor's payment of any tenant improvement expenses, rather, the Debtor has agreed to a tenant improvement allowance of $25,000, which SF Sourdough may prorate and deduct from its rent for the initial 24 months of the lease's term. f. SF Sourdough will deliver a security deposit in the amount of approximately $2,159.66 upon execution of the lease. g. In connection with the SF Sourdough Lease, Commercial Properties Incorporated, SF Sourdough's broker, is to be paid a commission of $14,854.90. $5,951.94 of the Commission is payable on the date the lease is executed, while the remaining $8,912.96 is payable 150 days thereafter. About 94th and Shea Scottsdale, Arizona-based 94th and Shea, L.L.C., owns and operates real property known as The Shops And Office at 9400 Shea, located at 9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale, Arizona. The Property consists of 37,037 square feet of retail space and 35,238 square feet of office space. 94th and Shea filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37387) on Nov. 19, 2010. John J. Hebert, Esq., Mark W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart, P.C., in Phoenix, Ariz., serve as counsel to the Debtor. The Debtor disclosed $123,588 plus unknown amount in assets and $22,870,408 in liabilities as of the Chapter 11 filing. Secured creditor JPMCC 2007-CIBC19 Shea Boulevard, LLC, is represented by Robert R. Kinas, Esq., Jonathan M. Saffer, Esq., and Nathan G. Kanute, Esq., at Snell & Wilmer L.L.P., in Tucson, Arizona. ACE AVIATION: Seeks Shareholder Approval to Wind Up Operations -------------------------------------------------------------- ACE Aviation Holdings Inc. on Feb. 10, 2012, reported full year and fourth quarter results for 2011 and announced its intention to seek shareholder approval for its winding-up, the distribution of its remaining net assets and ultimately its dissolution in the future. Results Effective January 1, 2011, ACE began preparing its consolidated financial statements in accordance with International Financial Reporting Standards, with retroactive restatement of comparative figures for 2010. In 2011, ACE adopted new accounting standard IFRS 9 - Financial Instruments. This required further changes to the 2010 comparative figures. In accordance with IAS 1 "Presentation of financial statements" and IAS 10 "Events after the reporting period" the Corporation changed the basis of preparing its financial statements from going concern to liquidation, effective January 1, 2011. This change of basis was adopted as IAS 10 does not permit use of the going concern basis of accounting if management intends to liquidate the entity either before or after year-end. As a result, the financial statements as at December 31, 2011 and for the year ended have been prepared using a liquidation basis of accounting. This basis of presentation differs from the presentation adopted in the interim financial reports of the Corporation issued during 2011. The adoption of a liquidation basis of presentation on January 1, 2011 did not result in a change to net assets. If ACE subsequently does not proceed with the liquidation of its net assets, ACE will revert to a going concern basis of presentation. For 2011, ACE recorded a loss and reduction in net assets in liquidation of $90 million. This includes unrealized losses of $76 million and $5 million respectively on ACE's investment and warrants in Air Canada. In the fourth quarter of 2011, ACE recorded a loss and reduction in net assets in liquidation of $21 million. This includes unrealized losses of $15 million and $1 million respectively on ACE's investment and warrants in Air Canada. ACE recorded income of $35 million in 2010, which included a gain on the sale of ACE's investment in Air Canada of $26 million, unrealized gains of $15 million on the investment, ACE's proportionate share of Air Canada's loss, after adjustments, of $14 million and an unrealized gain of $5 million on ACE's warrants in Air Canada. In the fourth quarter of 2010, ACE recorded income of $61 million. This included a gain on the sale of ACE's investment in Air Canada of $26 million, unrealized gains of $15 million on the investment, ACE's proportionate share of Air Canada's income, after adjustments, of $21 million and an unrealized gain of $2 million on ACE's warrants in Air Canada. Assets and obligations On January 31, 2012, ACE's net assets amounted to $384 million or $11.83 per share. ACE's underlying assets are: * cash and cash equivalents of $356 million; * 31 million Class B Voting Shares in Air Canada which had a market value of $33 million based on the January 31, 2012 closing price on the TSX; and * 2.5 million warrants for the purchase of Air Canada Class B voting shares at exercise prices of $1.44 (1.25 million warrants) and $1.51 (1.25 million warrants) per share which had a nominal value. At that date, ACE also had total payables and accrued liabilities of $5 million, principally related to taxes. Update on tax audits and related indemnity agreements In March 2010, ACE applied for Certificates of Discharge from the Canada Revenue Agency and Revenu Quebec. Since then, ACE has been actively assisting the CRA and Revenu Quebec with their audits of ACE's income tax returns for the years 2005 to 2010. In addition to the audits of income tax returns, ACE has been assisting with audits in respect of other taxes. The audits of income tax returns required a detailed review of all of the significant corporate transactions undertaken by ACE since its incorporation in 2004, together with a detailed review of all of its returns. The audits of income taxes and other taxes are now substantially complete and additional reassessments of $4 million are anticipated in Quarter 1, 2012. This amount has been accrued as at December 31, 2011. On the basis of the information available, it is ACE's current expectation that the Certificates of Discharge will be issued in the near future. In late 2010, ACE received notices of reassessment from Revenu Quebec in the amount of $37.7 million. This amount was paid. The reassessments primarily related to audits of GST and QST with respect to ACTS LP, and its predecessor ACTS Limited Partnership, for periods prior to ACE's monetization of ACTS LP in October 2007. $35.1 million of such reassessments were recovered from Air Canada and other parties. The total recovery amount of $35.1 million included $33.4 million recovered from Air Canada and $1.1 million from Aveos Fleet Performance Inc. following their filings of related Input Tax Credit claims from the Canada Revenue Agency. ACE has agreed to indemnify and hold harmless Air Canada and Aveos from loss should the additional ITC claims be reassessed in the future. Additional notices of reassessment in respect of GST and QST amounting to $7.4 million were received and paid in Quarter 2, 2011. $6.8 million of such reassessments were recovered from Air Canada in Quarter 4, 2011. ACE has agreed to indemnify and hold harmless Air Canada from loss should related additional ITC claims by Air Canada be reassessed in the future. In Quarter 2, 2011, ACE also received and paid a notice of reassessment for other taxes from Revenu Quebec in the amount of $2.9 million. The reassessment relates to 2005. Intention to seek shareholder approval to wind up, distribute its net assets and ultimately dissolve in the future "Given the progress, the Board has decided to seek shareholder approval to proceed with the winding-up of ACE, the distribution of its net assets, after providing for liabilities, contingencies and costs, and ultimately its dissolution in the future. The shareholders meeting will be held on April 25, 2012 and shareholders of record as of March 6, 2012 will be entitled to receive notice of and to vote at the meeting," ACE said. ACE intends to make an initial distribution to its shareholders of an aggregate amount between $250 million and $300 million, within the weeks following the shareholders meeting, on a date to be determined by the board of directors. The final distribution to shareholders will not occur earlier than mid-year 2013 in order to allow that any remaining contingent liabilities be settled or otherwise provided for. The distributions will generally be treated as deemed dividends from a Canadian tax standpoint. About ACE Aviation Headquartered in Montreal, Canada, ACE Aviation Holdings Inc. (Toronto: ACE-A.TO) -- http://www.aceaviation.com/-- is the parent holding company of Air Canada, Aeroplan, Jazz, Air Canada Technical Services, Air Canada Vacations, Air Canada Cargo, and Air Canada Ground Handling Services. ALLEN FAMILY: Wants Exclusive Right to File Plan Thru June 5 ------------------------------------------------------------ Allen Family Foods, Inc. and its debtor affiliates are seeking a second extension of their exclusive right to file a chapter 11 plan through June 5, 2012 and their exclusive right to solicit acceptances on that plan through Aug. 4, 2012. The Debtors assert that they need more time and the opportunity to fully reconcile and object to claims filed in their cases, as appropriate. The Debtors add that parties involved need more time to have an understanding of the extent to which any of the estates' remaining assets may be unencumbered by the liens of the Debtors' prepetition lenders before they potentially propose a chapter 11 plan or an alternative resolution of these cases. About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods and two affiliates, Allen's Hatchery Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. Allen estimated assets and liabilities between $50 million and $100 million in its petition. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. FTI Consulting is the financial advisor. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven creditors to serve on an Official Committee of Unsecured Creditors in the Debtors' cases. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the committee. J.H. Cohn LLP serves as the Committee's financial advisor. ALLIED SECURITY: Moody's Says Special Dividend No Impact on CFR --------------------------------------------------------------- Moody's Investors Service said that Allied Security Holdings LLC's proposed special dividend is credit negative, but will not impact the company's B1 Corporate Family Rating or stable rating outlook. Allied Security Holdings LLC is a leading provider of security services in North America. The company is privately-owned by affiliates of The Blackstone Group, institutional investors, and management. Allied reported approximately $1.8 billion of revenue for the twelve months ended September 30, 2011. ALPHA WAREHOUSE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: ALPHA Warehouse, Inc. aka Auto Value 3816 Alameda Avenue El Paso, TX 79905 Bankruptcy Case No.: 12-30270 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Western District of Texas (El Paso) Judge: H. Christopher Mott Debtor's Counsel: Sidney J. Diamond, Esq. DIAMOND LAW 3800 N. Mesa B-3 El Paso, TX 79902 Tel: (915) 532-3327 Fax: (915) 532-3355 E-mail: usbc@sidneydiamond.com Scheduled Assets: $1,089,259 Scheduled Liabilities: $2,772,780 The Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/txwb12-30270.pdf The petition was signed by Luis Javier Martinez, Sr., president. AMERICAN AXLE: JB Investments Discloses 6.9% Equity Stake --------------------------------------------------------- JB Investments Management, LLC, and Brian Riley disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 5,185,007 shares of common stock of American Axle & Manufacturing Holdings, Inc., representing 6.9% of the shares outstanding. As previously reported by the TCR on June 27, 2011, JB Investments disclosed beneficial ownership of 3,901,909 shares. A full-text copy of the amended filing is available for free at: http://is.gd/c9yR5T About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. AXL has financial support from GM, its largest customer which accounted for 78% of sales in 2009. American Axle's balance sheet at at Dec. 31, 2011, showed $2.32 billion in total assets, $2.74 billion in total liabilities and a $419.60 million total stockholders' deficit. * * * In June 2011, Standard & Poor's Ratings Services raised its corporate credit rating on American Axle & Manufacturing Holdings Inc. to 'BB-' from 'B+'. The outlook is stable. "At the same time, we raised our issue-level ratings on the company's senior secured debt to 'BB' from 'BB-' and on the unsecured debt to 'B' from 'B-'. All the recovery ratings on the debt remain unchanged," S&P stated. "The upgrade reflects our opinion that American Axle's credit measures will improve further over the next 12 months under the gradual recovery in North American auto demand, and that the company's leverage will decline to 3.5x," said Standard & Poor's credit analyst Lawrence Orlowski. As reported by the TCR on June 3, 2011, Moody's Investors Service raised American Axle's Corporate Family Rating and Probability of Default Rating to 'B1' from 'B2'. The raising of American Axle's CFR to B1 incorporates Moody's expectation that the company's improved year-over-year EBIT margin will largely be sustained over intermediate-term despite potential temporary automotive production disruptions and high gasoline prices. AMERICAN AIRLINES: FA Union Joins Protest Over-Reaching Cuts ------------------------------------------------------------ American Eagle Flight Attendants, represented by the Association of Flight Attendants-CWA (AFA), joined workers across the American Airlines system, Feb. 14 at Dallas-Fort Worth International Airport to protest over-reaching cuts management is demanding through Chapter 11. "At the heart of the matter is an outrageous attack on workers who have sacrificed nearly a decade to ensure the future of American Airlines. At the heart of the matter is an executive group reaping rewards off the sacrifices of frontline workers while failing to do their part in putting forward a successful business plan. At the heart of the matter is American's $4 billion in the bank amassed through worker sacrifices, while inept executives declare the frontline workers' pain is not deep enough. At the heart of the matter is a profitable, reliable American Eagle being drug over the Chapter 11 coals simply because they can. The heartache is too much and we are standing together to fight back," said Robert Barrow, AFA American Eagle President. The AMR Corporation, parent company of American Eagle and American Airlines, filed for bankruptcy protection in November 2011. Since that time, AFA leadership at American Eagle has been fully engaged in responding to the bankruptcy filing and, along with financial and legal advisors, continues to monitor developments closely. AFA is committed to working with the union representing American Airlines Flight Attendants, the Association of Professional Flight Attendants, in coordinating efforts to protect Flight Attendant careers. "Airline bankruptcies have become nothing less than a management tool to over-reach with impunity: job cuts, wage cuts, retirements slashed and outsourced maintenance. Executives, reaping the rewards of bonuses rubber-stamped by the bankruptcy court, expect workers to pay for their poor performance. We call it what it is - and we are protesting today to shed a light and demand justice," said Veda Shook, AFA International President. The Association of Flight Attendants is the world's largest Flight Attendant union. Focused 100 percent on Flight Attendant issues, AFA has been the leader in advancing the Flight Attendant profession for over 65 years. Serving as the voice for Flight Attendants in the workplace, in the aviation industry, in the media and on Capitol Hill, AFA has transformed the Flight Attendant profession by raising wages, benefits and working conditions. Nearly 60,000 Flight Attendants at 23 airlines come together to form AFA, part of the 700,000-member strong Communications Workers of America (CWA), AFL-CIO. About American Airlines AMR Corp. and its subsidiaries including American Airlines, the third largest airline in the United States, filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so-called U.S. legacy airlines to seek court protection from creditors. American Airlines, American Eagle and the AmericanConnection carrier serve 260 airports in more than 50 countries and territories with, on average, more than 3,300 daily flights. The combined network fleet numbers more than 900 aircraft. The Company reported a net loss of $884 million on $18.02 billion of total operating revenues for the nine months ended Sept. 30, 2011. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. The Company's balance sheet at Sept. 30, 2011, showed $24.72 billion in total assets, $29.55 billion in total liabilities, and a $4.83 billion stockholders' deficit. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, John Lyons, Felecia Perlman and Jay Goffman at Skadden, Arps, Slate, Meagher & Flom LLP entered their appearance as proposed counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings on Dec. 9, 2011. The Committee has selected Togut, Segal & Segal LLP as co-counsel for conflicts and other matters; Moelis & Company LLC as its investment banker, and Mesirow Financial Consulting, LLC as its financial advisor. Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by AMR Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ARAMARK CORP: S&P Affirms 'B+' Corporate; Outlook Hiked to Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed all the ratings, including the 'B+' corporate credit rating, on Philadelphia-based ARAMARK Corp. and its ultimate parent, ARAMARK Holdings Corp. (Holdings), and revised the outlook to stable from negative. "We also assigned our 'BB' issue-level ratings to ARAMARK's proposed $1 billion of extended facilities maturing July 26, 2016, which we currently estimate consists of about $950 million of term loans and $50 million of synthetic letter of credit facilities that presently expire Jan. 26, 2014. The '1' recovery rating on the proposed facilities indicates our expectation that lenders would receive very high (90% to 100%) recovery in a payment default scenario. The ratings assume the transaction closes on substantially the same terms as presented to us. Pro forma for the proposed transaction, total debt outstanding as of Dec. 30, 2011, is about $6.6 billion including Holdings debt. For analytical purposes, we view ARAMARK and Holdings as one economic entity despite the lack of a guarantee," S&P said. "The outlook revision to stable from negative reflects our view that the company should be able to modestly increase profitability and slowly improve credit measures," said Standard & Poor's credit analyst Jerry Phelan. "Our speculative-grade ratings on ARAMARK Holdings Corp., the ultimate parent company of ARAMARK Corp., reflect our view that the company's financial risk profile will remain 'highly leveraged', including a very aggressive financial policy, continued high debt maturities, and considerable cash flow required to fund capital expenditures and pay interest costs. Although we believe the company has the capacity to meaningfully reduce leverage over time, we see the potential for another significant debt-financed shareholder distribution or other leveraging event in the future," said Mr. Phelan. "This is currently a constraining rating factor." "We continue to characterize ARAMARK's business risk profile as 'satisfactory' and believe the company should continue to benefit from its good ?- though not dominant -- positions in the competitive, fragmented markets for food and support services and uniform and career apparel. We also believe the company will continue to derive a significant portion of its cash flow from less economically sensitive sectors, including education and health care; and that the company's diversified customer portfolio reduces contract renewal risk. These factors translate into a sizable stream of predictable, recurring revenues and healthy cash flow generation. This is a key rating factor, given ARAMARK's considerable debt burden and management's ongoing investments in its core businesses through capital expenditures and acquisitions," said Mr. Phelan. "Still, we believe the trend of businesses outsourcing their noncore activities should continue to provide ARAMARK with additional growth opportunities over the long term." ARCHBROOK LAGUNA: Court Dismisses Chapter 11 Cases -------------------------------------------------- Judge Shelley Chapman dismissed the Chapter 11 cases of ArchBrook Laguna Holdings LLC, now known as Distributor Holdings LLC, and its debtor affiliates. The Bankruptcy Court entered the dismissal ruling upon the request of the Debtors. In its Feb. 3, 2012 order, the Court also authorized the payment of funds currently held in the Debtors' possession for: (1) payment of professionals of the Debtors' estates, totaling approximately $403,000: Akin Gump Strauss Hauer & Feld LLP $192,045 Macquarie Capital (USA) Inc. $60,000 The Garden City Group, Inc. $102,202 Cooley LLP $37,271 Loughlin Meghji + Company, Inc. $12,299 (2) payment of the costs associated with the winddown of the Debtors' estates, including the filing of final tax returns, estimated to total approximately $87,000. Upon full payment of the Winddown Costs and the Final Professional Fee Payments, the Debtors will promptly release any funds remaining in the Accounts to the DIP Agent to pay down the DIP Obligations. The Debtors sold their distribution business to Gordon Brothers Group, LLC, in August 2011. Pursuant to the sale agreement with Gordon Brothers and the case dismissal order, all proceeds received by the Debtors pursuant to the Proceeds Sharing Mechanisms will be paid directly to the DIP Agent to pay down the DIP Facility until all DIP Obligations are indefeasibly paid in full in cash. In connection with the case dismissal ruling, the Official Committee of Unsecured Creditors is ordered to be dissolved. The Court further rules that Meadowland Partners, LLC is allowed an administrative expense for the cost of attorney's fees incurred postpetition in connection with the collection of postpetition rent totaling $26,973. Oracle America will also have an allowed administrative expense claim for $20,525 only, the Court adds. About ArchBrook Laguna ArchBrook was a procurement and distribution intermediary between production companies and end retailers. It distributed consumer electronics, computers and appliances to principal customers that include Wal-Mart Stores Inc., Best Buy Co. and Costco Wholesale Corp. ArchBrook disclosed assets of $246.2 million against debt totaling $176.4 million as of March 31, 2011. ArchBrook Laguna Holdings LLC and certain of its affiliates filed voluntary petitions for reorganization under chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 11-13292) on July 8, 2011. Ira S. Dizengoff, Esq., Michael P. Cooley, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, serve as bankruptcy counsel to ArchBrook Laguna. The Company is being advised by Macquarie Capital (USA) Inc. with respect to the sale process and by Hawkwood Consulting LLC, whose founder Stephen J. Gawrylewski is Chief Restructuring Officer of the Company. Macquarie Capital (USA) Inc. is the financial advisor. PricewaterhouseCoopers LLP is a consultant. Cooley LLP, in New York, is the counsel for the Official Committee of Unsecured Creditors. On Aug. 12, 2011, ArchBrook Laguna LLC won approval to sell its consumer electronics and appliances distribution business to Gordon Brothers Group LLC for some $25 million, after fielding offers at an auction. The sale closed on Aug. 15, 2011. ASARCO LLC: Wins $132.8 Million Judgment Against Sterlite --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Asarco LLC won a $132.8 million judgment against Sterlite Industries (India) Ltd. for backing out of a contract to buy the business for $2.6 billion cash and the assumption of debt. According to the report, unless the award is upset on appeal, the Arizona copper producer will collect $82.8 million after giving Sterlite credit for a $50 million letter of credit deposited when it signed the contract to buy the business. Mr. Rochelle recounts that the bankruptcy court in Corpus Christi, Texas, held a three-day trial in June on the complaint Asarco filed after Sterlite in October 2008 backed out of a court- approved contract to serve as the foundation for a reorganization plan. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Asarco Incorporated and Americas Mining Corporation's Seventh Amended Plan of Reorganization for the Debtors became effective and the ASARCO Asbestos Personal Injury Settlement Trust was created and funded with nearly $1 billion in assets, including more than $650 million in cash plus a $280 million secured note from Reorganized ASARCO. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated ASARCO LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ASSOCIATED ASPHALT: Moody's Assigns 'B2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service assigned B2 corporate family rating and B3 probability of default rating to Associated Asphalt Partners, LLC. Concurrently, Moody's assigned B2 ratings to the proposed $280 million senior secured credit facilities, which include a $90 million revolving credit facility maturing 2018, a $170 million term loan B and a $20 million delayed draw term loan due 2019. The rating outlook is stable. Goldman Sachs Capital Partners will acquire 95% of Associated Asphalt and the remaining 5% will be retained by management. Proceeds from the senior credit facilities along with $186 million cash and rollover equity contribution by financial sponsors will be used to fund the approximate $400 million purchase price. In addition, proceeds will be used to refinance existing indebtedness, pay fees and expenses and finance a pending acquisition. These ratings were assigned in this rating action: Corporate Family Rating B2; Probability of Default Rating B3; $280 million of senior secured bank facilities B2, LGD3, 36%; Rating outlook is stable. This is a newly initiated rating and is Moody's first press release on this issuer. RATINGS RATIONALE The B2 corporate family rating reflects the company's moderately high pro-forma financial leverage of approximately 4.0x Debt-to- EBITDA (after Moody's standard adjustments), and modest liquidity cushion. Associated's ratings are constrained by its small scale, relatively low margins, concentrated supplier base, integration risk, limited end-markets and geographic diversity, and its exposure to weak and volatile construction activity. Additionally, low levels of free cash flow limits Associated's ability to delever. Moody's expects the company will continue to pursue acquisition opportunities, presenting acquisition and integration risks. The rating is supported by the company's strategic footprint in the North American asphalt industry, and longstanding customer and supplier relationships. The rating is also supported by minimal capital expenditure requirements and comfortable projected interest coverage of approximately 3.5x following the completion of the transaction. Associated Asphalt is among the largest asphalt resellers in the U.S., operating ten asphalt terminals located in the Mid-Atlantic and Southeast with 1.7 million barrels of asphalt storage capacity. The company has doubled in size since 2004 driven primarily through a series of acquisitions, as well as greenfield construction and capacity increases. In order to serve its highway construction customers, its terminals are located close to population centers and major highways. Its significant storage capacity enables it to accept asphalt delivery year round from its refinery suppliers, then sell during peak warm weather construction months. The company seeks to earn enhanced margins by leveraging its location, between Midwest refineries and key East Coast end markets, and its ability to buy throughout the year, including low demand winter months. The company's liquidity is constrained by limited cash balances and cash generation, limited cushion under its financial covenants, and expected utilization needs under the revolving credit facility for working capital. The stable outlook presumes that the company will carefully balance its financial policy including maintaining acceptable liquidity and leverage and other credit metrics against its acquisition strategy. Furthermore it reflects Moody's expectations that organic growth and acquisitions will help the company build scale over time. The ratings could experience upward pressure if the company improves its financial metrics, including driving its debt-to- EBITDA ratio consistently below 3.5x, expanding operating margins, and building scale and diversity. Larger debt-financed acquisitions, increased leverage or declining infrastructure and roadway spending may result in negative rating pressure. The principal methodology used in rating Associated Asphalt Partners, LLC was the Global Distribution & Supply Chain Services Methodology published in November 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. Associated Asphalt Partners, LLC headquartered in Roanoke,VA, is a reseller of liquid asphalt, used predominately for road development, construction and maintenance. Revenues in the 12 months ended September 30, 2011, totaled $427 million. The company provides approximately 1.7 million barrels of asphalt storage capacity, operates 82 storage tanks, and controls 10 asphalt terminals located throughout the Mid-Atlantic and Southeastern U.S. AUTOS VEGA: Court OKs Euroclass Further Access to Cash Collateral ----------------------------------------------------------------- Judge Mildred Caban Flores entered a further interim order granting Euroclass Motors, Inc., debtor affiliate of Autos Vegas, Inc., continued access to the cash collateral of secured creditor Reliable Finance Holding Company for the period after January 2012. The Debtor and Reliable Finance are asking the Court to extend the terms of their original cash collateral use agreement for another six months through July 31, 2012. Under the parties' further stipulation, Reliable Finance will continue to be afforded replacement liens and superpriority status in accordance with previous agreement terms. In a Feb. 6, 2012 order, the Court granted the request in the interim unless a timely objection is filed by Feb. 20. A hearing will be scheduled for Feb. 23 if a timely objection is asserted. About Autos Vega Autos Vega, Inc., is a car dealership engaged in the sales of new and used cars and trucks car parts, accessories and providing vehicle repair and maintenance, based in San Juan, Puerto Rico. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-05773) on July 6, 2011. The Debtor disclosed $22,959,296 in assets and $34,224,323 in liabilities. Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico, serves as counsel to the Debtor. Luis R. Carrasquillo Ruiz, CPA, is the Debtor's accountant. Affiliate Euroclass Motors, Inc. filed for Chapter 11 protection (Bankr. D. P.R. Case No. 11-05772) on July 6, 2011. Autos Vega disclosed $22,959,296 in assets and $34,224,323 in liabilities as of the Chapter 11 filing. AUTOS VEGA: Euroclass Unsecured Claims to Have 13% Recovery ----------------------------------------------------------- Euroclass Motors, Inc., debtor affiliate of Autos Vega, Inc., submitted to the U.S. Bankruptcy Court for the District of Puerto Rico a Chapter 11 Plan and Disclosure Statement dated Jan. 30, 2012. The Plan provides for the full payment of the secured claim of the Debtor's lender, Reliable Finance Holding Company, estimated at $1,673,672. Holders of General Unsecured Claims, estimated at $1,487,677, are expected to have a 13% recovery under the Plan. Equity interests in the Debtor will be retained. Holders of Allowed Administrative Expense Claims, estimated at $114,500, and Allowed Priority Tax Claims, estimated at $15,858, will also be paid in full. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/EUROCLASS_DSJan30.PDF About Autos Vega Autos Vega, Inc., is a car dealership engaged in the sales of new and used cars and trucks car parts, accessories and providing vehicle repair and maintenance, based in San Juan, Puerto Rico. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-05773) on July 6, 2011. The Debtor disclosed $22,959,296 in assets and $34,224,323 in liabilities. Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico, serves as counsel to the Debtor. Luis R. Carrasquillo Ruiz, CPA, is the Debtor's accountant. Affiliate Euroclass Motors, Inc. filed for Chapter 11 protection (Bankr. D. P.R. Case No. 11-05772) on July 6, 2011. Autos Vega disclosed $22,959,296 in assets and $34,224,323 in liabilities as of the Chapter 11 filing. BEACON POWER: Sale to Rockland Capital Approved ----------------------------------------------- Beacon Power Corp., received authorization from the bankruptcy court in Delaware to sell the business to Rockland Capital LLC. The buyer is paying $30.5 million, including a note for $25 million and $5.5 million in cash. In addition, The Woodlands, Texas-based Rockland is giving the U.S. Energy Department $6.6 million in guarantees and undertakings to provide funding. A sale became necessary after the Energy Department objected to the use of cash in which it was claiming a security interest. The government said that Beacon's plant was losing $1 million a month in cash. Prior to the auction, the Company entered into an asset purchase agreement with Rockland subsidiaries RC Beacon Acquisition and Spindle Grid Regulation, as purchasers, to serve as a stalking horse bid. Pursuant to the purchase agreement, RC Beacon will pay cash to the Company in an amount equal to approximately $4,700,000, of which $750,000 has been committed to be paid to the Massachusetts Development Finance Agency in full satisfaction of all of its claims against the Company and receive assets, including property and equipment, intellectual property owned or licensed by the Company and the assumption of the Tyngsboro Lease for operational real property located in Tyngsboro, Massachusetts. Spindle Grid will pay cash to SRS in an amount equal to $800,000; deliver an executed promissory note payable to the Department of Energy in the principal amount of $25,000,000 and receive the included assets, including intellectual property rights and software licensed by SRS, all of the assets of the Stephentown facility, a 20 MW flywheel frequency regulation plant located in Stephentown, New York and all assets of and grants related to the Hazle Facility. Closing of the transactions contemplated by the purchase agreement remains subject to the Federal Energy Regulatory Commission's approval of the sale of the SRS assets and other closing conditions. About Beacon Power Beacon Power filed for Chapter 11 protection on Oct. 30, 2011, in Delaware (Bankr. D. Del. Case No. 11-13450). Brown Rudnick and Potter Anderson & Corroon serve as the Debtor's counsel. Beacon disclosed assets of $72 million and debt totaling $47 million, including a $39.1 million loan guaranteed by the U.S. Energy Department. Beacon built a $69 million facility with 20 megawatts of balancing capacity in Stephentown, New York, funded mostly by the DoE loan. The Debtors tapped Miller Wachman, LLP as auditors, Pluritas, LLC as intellectual property advisors, CRG Partners Group LLC as financial advisors. Beacon Power is the second cleantech company which has been backed by the U.S. Department of Energy via loan guarantees to fail this year. The first was Solyndra, which declared Chapter 11 bankruptcy on Sept. 6, 2011. Roberta A. DeAngelis, the United States Trustee for Region 3, appointed four unsecured creditors to serve on the Official Committee of Unsecured Creditors of Beacon Power Corporation. Affiliates that simultaneously sought Chapter 11 protection are Stephentown Holding LLC (Bankr. D. Del. Case No. 11-13451) and Stephentown Regulation Services LLC (Bankr. D. Del. Case No. 11-13452). BEAZER HOMES: Commences Exchange Offers of Conver. Notes & Units ---------------------------------------------------------------- Beazer Homes USA, Inc., has commenced separate exchange offers for (i) any and all of its 7.50% Mandatory Convertible Subordinated Notes due 2013 and (ii) any and all of its 7.25% Tangible Equity Units. Under the terms of the offers, the Company will exchange the Subject Securities for newly issued shares of its common stock and cash in lieu of fractional shares. These exchange offers are intended to reduce indebtedness and lower interest expense. -- The Notes Exchange Offer For each $25 principal amount of Notes validly tendered and accepted in the Notes exchange offer, the holder will receive 5.7348 shares of the Company's common stock. As of Feb. 13, 2012, $57.5 million aggregate principal amount of Notes is outstanding. On Jan. 15, 2013, the mandatory conversion date of the Notes, holders would receive up to a maximum of 5.4348 shares per Note, depending on the trading price of the Company's common stock at such time. Accordingly, the Notes exchange offer allows tendering holders to receive the maximum number of shares of common stock they could receive on the mandatory conversion date, plus an additional 0.30 shares of common stock. -- The Units Exchange Offer For each Unit validly tendered and accepted in the Units exchange offer, the holder will receive 4.9029 shares of common stock. As of Feb. 13, 2012, 3,000,000 Units are outstanding. Each unit is comprised of (i) a prepaid stock purchase contract and (ii) a senior amortizing note due Aug. 15, 2013. As of Feb. 13, 2012, the amortizing notes have an aggregate principal balance of $8.9 million. At maturity, holders of the prepaid stock purchase contracts would automatically receive up to a maximum of 4.3029 shares per contract, depending on the trading price of the Company's common stock at such time. Accordingly, the Units exchange offer allows tendering holders to receive the maximum number of shares of common stock they could receive at maturity, plus an additional 0.60 shares of common stock. About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2011, showed $1.87 billion in total assets, $1.67 billion in total liabilities, and $200.38 million in total stockholders' equity. * * * Beazer carries (i) a 'B-' issuer credit rating, with "stable" outlook, from Standard & Poor's, (ii) 'Caa1' probability of default and long term corporate family ratings from Moody's, and (iii) 'B-' issuer default rating, with stable outlook, from Fitch Ratings. Fitch said in November 2010 that the ratings and Outlook for Beazer reflect the company's healthy liquidity position, improved capital structure as well as the challenges still facing the housing market. Fitch expects existing home sales will decline 7.5% in 2010 and increase 6% in 2011. S&P said that although Beazer's business and liquidity profiles have improved, S&P doesn't anticipate raising its ratings on the company over the next 12 months because S&P expects costs associated with the company's heavy debt load will weigh on profitability. The 'Caa1' corporate family rating, Moody's said in November 2010, reflects its expectation that Beazer has reduced costs sufficiently that it will continue to reduce losses in fiscal 2011. The impairments and other charges are likely to be less material going forward, given the company's improving gross margin performance, stabilizing pricing environment, and increasing absorptions. However, Moody's expectation is that Beazer's cash flow performance will weaken in 2011, as the benefits of inventory liquidation have largely played out. The ratings also reflect the company's extended debt maturity profile, improved Moody's- adjusted debt leverage, and increased net worth position. BEAZER HOMES: BlackRock Discloses 5.4% Equity Stake --------------------------------------------------- BlackRock, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 4,079,753 shares of common stock of Beazer Homes USA Inc. representing 5.40% of the shares outstanding. As previously reported by the TCR on Feb. 9, 2011, BlackRock disclosed beneficial ownership of 5,468,088 shares. A full-text copy of the amended filing is available for free at: http://is.gd/uOnGkm About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." The Company's balance sheet at Dec. 31, 2011, showed $1.87 billion in total assets, $1.67 billion in total liabilities, and $200.38 million in total stockholders' equity. * * * Beazer carries (i) a 'B-' issuer credit rating, with "stable" outlook, from Standard & Poor's, (ii) 'Caa1' probability of default and long term corporate family ratings from Moody's, and (iii) 'B-' issuer default rating, with stable outlook, from Fitch Ratings. Fitch said in November 2010 that the ratings and Outlook for Beazer reflect the company's healthy liquidity position, improved capital structure as well as the challenges still facing the housing market. Fitch expects existing home sales will decline 7.5% in 2010 and increase 6% in 2011. S&P said that although Beazer's business and liquidity profiles have improved, S&P doesn't anticipate raising its ratings on the company over the next 12 months because S&P expects costs associated with the company's heavy debt load will weigh on profitability. The 'Caa1' corporate family rating, Moody's said in November 2010, reflects its expectation that Beazer has reduced costs sufficiently that it will continue to reduce losses in fiscal 2011. The impairments and other charges are likely to be less material going forward, given the company's improving gross margin performance, stabilizing pricing environment, and increasing absorptions. However, Moody's expectation is that Beazer's cash flow performance will weaken in 2011, as the benefits of inventory liquidation have largely played out. The ratings also reflect the company's extended debt maturity profile, improved Moody's- adjusted debt leverage, and increased net worth position. BLUEKNIGHT ENERGY: Neuberger Berman Holds 13.8% Equity Stake ------------------------------------------------------------ Neuberger Berman Group LLC and Neuberger Berman LLC disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 3,141,632 shares of common stock of Blueknight Energy Partners, L.P., representing 13.865% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/tYplR6 About Blueknight Energy Blueknight Energy Partners, L.P. (Pink Sheets: BKEP) -- http://www.bkep.com/-- provides integrated terminalling, storage, processing, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and asphalt product. It provides services for the customers, and its only inventory consists of pipeline linefill and tank bottoms necessary to operate the assets. It has three operating segments: crude oil terminalling and storage services, crude oil gathering and transportation services, and asphalt services. The Company reported a net loss of $23.79 million on $152.62 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.50 million on $156.77 million of total revenue during the prior year. The Company also reported net income of $25.89 million on $131.12 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $10.60 million on $113.53 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $320.77 million in total assets, $333.23 million in total liabilities, and a $12.46 million total partners' deficit. BOSTON SCIENTIFIC: Moody's Withdraws 'Ba1' Corp. Family Rating -------------------------------------------------------------- Moody's Investors Service upgraded the senior unsecured debt ratings of Boston Scientific Corporation to Baa3 from Ba1 with a stable outlook. At the same time, Moody's withdrew Boston Scientific's Corporate Family, Probability of Default and Speculative grade liquidity ratings. The outlook is stable. Ratings upgraded: Boston Scientific Corporation: Senior unsecured notes to Baa3 from Ba1 Senior shelf to (P)Baa3 from (P)Ba1 Ratings withdrawn: Boston Scientific Corporation: Ba1 Corporate Family Rating Ba1 PDR SGL-1 Moody's rating action is based on its belief that the company will be able to maintain sufficient financial flexibility despite weak sales growth and competitive pressures in its core drug eluting stent (DES) and cardiac rhythm management markets (CRM). "Boston Scientific's commitment to lower leverage and cost-cutting initiatives should provide it with sufficient cushion to withstand ongoing pressures in its core markets," said Diana Lee, a Moody's Senior Credit Officer. "Furthermore, patent litigation risk continues to wind down, as recent developments appear to weigh in Boston Scientific's favor." The company's Baa3 rating considers its size, diversification and good cash flow, but also incorporates its declining sales trends, strong competition in its core maturing markets and outstanding litigation. The rating also incorporates Moody's belief that Boston Scientific will need to rely more on investing in new technologies in order to remain competitive with peers that are farther along in commercializing or developing certain key cardiac devices. In addition to receiving earlier than expected US approval for its PROMUS Element Plus drug eluting stent (DES), the company recently introduced new CRT and ICD platforms. While fourth quarter results showed some slippage in market share for both DES and CRM, Moody's expects that once fully launched, these new products will help Boston reverse share losses. The appointment of Mike Mahoney -- with prior experience in the medical device space -- to President and later this year, CEO, is viewed favorably although there remains some uncertainty associated with the transition. Competition in both the DES and CRM markets continues to ratchet- up as all players are in the midst of introducing new products. Recent safety concerns involving stent deformation and a competitor's CRM lead are also factors that could influence the uptake of new products. All medical device companies will increasingly face the challenges of physicians having less influence in purchasing decisions while hospitals and payors demand demonstrated cost effectiveness. The stable outlook reflects Moody's expectation that newly introduced DES and CRM products will help reverse recent market share losses and that, even as a new CEO transitions later this year, the company will not engage in large debt financed acquisitions or buyback initiatives. The outlook also reflects Moody's belief that free cash flow to debt will be sustained around 20% and debt/EBITDA will be sustained at levels well below 3.0 times. If Boston Scientific can improve market share in existing mature businesses while becoming competitive in newer technologies and continue to internally fund acquisitions and buybacks, the ratings could be upgraded. Debt/EBITDA and free cash flow to debt sustained around 2.0 times and around 25%, respectively, could help support an upgrade. If the company sees further deterioration in sales and market share due to competitive or regulatory or economic pressures or if it engages in large debt financed acquisitions, buybacks or litigation payouts, ratings could be downgraded. If debt/EBITDA and free cash flow to debt are expected to be sustained above 3.0 times and below 15%, respectively, the ratings could be downgraded. The principal methodology used in rating Boston Scientific was the Global Medical Products & Device Industry Methodology published in October 2009. Boston Scientific Corporation, headquartered in Natick, Massachusetts, is a worldwide developer, manufacturer and marketer of medical devices, specializing in a broad range of interventional and cardiac rhythm management devices. BUFFETS INC: Taps Young Conaway as Bankruptcy Counsel ----------------------------------------------------- Buffets Restaurants Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Young Conaway Stargatt & Taylor, LLP as local bankruptcy counsel. The hourly rates of the principal attorneys and paralegal designated to represent the Debtors are: Pauline K. Morgan $700 Joel A. Waite $700 Sean T. Greecher $410 Ryan M. Bartley $330 Travis G. Buchanan $270 Dennis Mason, paralegal $230 Young Conaway received a retainer in an initial amount of $50,000, and an additional $45,000, in connection with the planning and preparation of initial documents, etc., and the firm's proposed representation of the Debtors. The remainder will constitute a general retainer as security for postpetition services and expenses. To the best of the Debtors' knowledge, Young Conaway is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Buffets Inc. Buffets Inc., the nation's largest steak-buffet restaurant company, operates 494 restaurants in 38 states, comprised of 483 steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R) restaurants, and franchises 3 steak-buffet restaurants in two states. The restaurants are principally operated under the Old Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R) brands. Buffets employs 28,000 team members and serves 140 million customers annually. Buffets Inc. and all of its subsidiaries filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18, 2012, after it reached a restructuring support agreement with 83% of its lenders to eliminate virtually all of the Company's roughly $245 million of outstanding debt. The Debtors are seeking to reject leases for 83 underperforming restaurants. Buffets had 626 restaurants when it began its prior bankruptcy case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158). It emerged from bankruptcy in April 2009. Higher gasoline and energy costs, along with a decline in guest count, have hampered the Debtors' ability to service their long- term debt and caused a liquidity strain, forcing the Company to return to Chapter 11 bankruptcy. In the new Chapter 11 case, Buffets Inc.'s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. The Company's financial advisor is Moelis, Inc. Epiq Bankruptcy Solutions LLC serves as claims, noticing and balloting agent. An ad hoc committee of secured lenders is represented by Willkie Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del Genio, Gries & Co. as financial advisors. Credit Suisse, as DIP Agent and Prepetition First Lien Agent, is represented by Skadden Arps Slate Meagher & Flom as counsel. The U.S. Trustee has appointed a 5-member Official Committee of Unsecured Creditors in the Debtors' cases. BUFFETS INC: Meeting of Creditors Slated for Feb. 27 ---------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors in Buffets Restaurants Holdings, Inc., et al.'s Chapter 11 case on Feb. 27, 2012, at 1:30 p.m. (Eastern Time). The meeting will be held at 2nd Foor, Room 2112, J. Caleb Boggs Federal Building, 844 North King Street, Wilmington, Delaware. 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 Buffets Inc. Buffets Inc., the nation's largest steak-buffet restaurant company, operates 494 restaurants in 38 states, comprised of 483 steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R) restaurants, and franchises 3 steak-buffet restaurants in two states. The restaurants are principally operated under the Old Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R) brands. Buffets employs 28,000 team members and serves 140 million customers annually. Buffets Inc. and all of its subsidiaries filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18, 2012, after it reached a restructuring support agreement with 83% of its lenders to eliminate virtually all of the Company's roughly $245 million of outstanding debt. The Debtors are seeking to reject leases for 83 underperforming restaurants. Buffets had 626 restaurants when it began its prior bankruptcy case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158). It emerged from bankruptcy in April 2009. Higher gasoline and energy costs, along with a decline in guest count, have hampered the Debtors' ability to service their long- term debt and caused a liquidity strain, forcing the Company to return to Chapter 11 bankruptcy. In the new Chapter 11 case, Buffets Inc.'s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. The Company's financial advisor is Moelis, Inc. Epiq Bankruptcy Solutions LLC serves as claims, noticing and balloting agent. An ad hoc committee of secured lenders is represented by Willkie Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del Genio, Gries & Co. as financial advisors. Credit Suisse, as DIP Agent and Prepetition First Lien Agent, is represented by Skadden Arps Slate Meagher & Flom as counsel. The U.S. Trustee has appointed a 5-member Official Committee of Unsecured Creditors in the Debtors' cases. BUFFETS INC: Wants Until March 18 to File Schedules --------------------------------------------------- Buffets Restaurants Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend until March 18, 2012, the time to file their schedules of assets and liabilities and statement of financial affairs. The Debtors explain that they need more time to compile and consolidate the date required for the schedules and statements. The extension would enable them to assemble and verify information and prepare the schedules and statements. About Buffets Inc. Buffets Inc., the nation's largest steak-buffet restaurant company, operates 494 restaurants in 38 states, comprised of 483 steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R) restaurants, and franchises 3 steak-buffet restaurants in two states. The restaurants are principally operated under the Old Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R) brands. Buffets employs 28,000 team members and serves 140 million customers annually. Buffets Inc. and all of its subsidiaries filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18, 2012, after it reached a restructuring support agreement with 83% of its lenders to eliminate virtually all of the Company's roughly $245 million of outstanding debt. The Debtors are seeking to reject leases for 83 underperforming restaurants. Buffets had 626 restaurants when it began its prior bankruptcy case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158). It emerged from bankruptcy in April 2009. Higher gasoline and energy costs, along with a decline in guest count, have hampered the Debtors' ability to service their long- term debt and caused a liquidity strain, forcing the Company to return to Chapter 11 bankruptcy. In the new Chapter 11 case, Buffets Inc.'s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. The Company's financial advisor is Moelis, Inc. Epiq Bankruptcy Solutions LLC serves as claims, noticing and balloting agent. An ad hoc committee of secured lenders is represented by Willkie Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del Genio, Gries & Co. as financial advisors. Credit Suisse, as DIP Agent and Prepetition First Lien Agent, is represented by Skadden Arps Slate Meagher & Flom as counsel. The U.S. Trustee has appointed a 5-member Official Committee of Unsecured Creditors in the Debtors' cases. BUFFETS INC: Taps HMS to Negotiating Lease Restructures ------------------------------------------------------- Buffets Restaurants Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Huntley, Mullaney, Spargo & sullivan, Inc. as special real estate consultant. HMS will, among other things: -- negotiate with landlords and their agents with respect to lease modifications and present proposed transactions to the Debtors for approval; -- assist the Debtors in implementing and negotiating lease restructures; and -- assist in identifying and evaluating candidates for potential sales of owned properties. The fees that will be payable to HMS are, among other things: 1. $10,000 monthly fee; 2. In the event that HMS successfully renegotiates the rent terms or duration of a lease, HMS will be paid a fee equal to: (i) 11% of the total cash savings for properties where HMS negotiates a rent reduction; or (ii) 11% of the total cash savings plus $2,500 for each year of the base term which is converted to an option or eliminated by the renegotiation. 3. Lease termination fees equal to 4.8% of the total savings achieved as a result of lease termination. To the best of the Debtors' knowledge, HMS is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Buffets Inc. Buffets Inc., the nation's largest steak-buffet restaurant company, operates 494 restaurants in 38 states, comprised of 483 steak-buffet restaurants and 11 Tahoe Joe's Famous Steakhouse(R) restaurants, and franchises 3 steak-buffet restaurants in two states. The restaurants are principally operated under the Old Country Buffet(R), HomeTown(R) Buffet, Ryan's(R) and Fire Mountain(R) brands. Buffets employs 28,000 team members and serves 140 million customers annually. Buffets Inc. and all of its subsidiaries filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-10237) on Jan. 18, 2012, after it reached a restructuring support agreement with 83% of its lenders to eliminate virtually all of the Company's roughly $245 million of outstanding debt. The Debtors are seeking to reject leases for 83 underperforming restaurants. Buffets had 626 restaurants when it began its prior bankruptcy case (Bankr. D. Del. Case Nos. 08-10141 to 08-10158). It emerged from bankruptcy in April 2009. Higher gasoline and energy costs, along with a decline in guest count, have hampered the Debtors' ability to service their long- term debt and caused a liquidity strain, forcing the Company to return to Chapter 11 bankruptcy. In the new Chapter 11 case, Buffets Inc.'s legal advisors are Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. The Company's financial advisor is Moelis, Inc. Epiq Bankruptcy Solutions LLC serves as claims, noticing and balloting agent. An ad hoc committee of secured lenders is represented by Willkie Far & Gallagher LLP and Blank Rome LLP as counsel and Conway, Del Genio, Gries & Co. as financial advisors. Credit Suisse, as DIP Agent and Prepetition First Lien Agent, is represented by Skadden Arps Slate Meagher & Flom as counsel. The U.S. Trustee has appointed a 5-member Official Committee of Unsecured Creditors in the Debtors' cases. BUILDERS FIRSTSOURCE: Stadium Capital Holds 15.9% Equity Stake -------------------------------------------------------------- Stadium Capital Management, LLC, and its affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, they beneficially own 15,139,020 shares of common stock of Builders FirstSource, Inc., representing 15.9% of the shares outstanding. As previously reported by the TCR on July 8, 2011, Stadium Capital disclosed beneficial ownership of 14,808,890 shares. A full-text copy of the amended filing is available at http://is.gd/wzR3gt About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. -- http://www.bldr.com/-- supplies and manufactures building products for residential new construction. The Company operates in 9 states, principally in the southern and eastern United States, and has 55 distribution centers and 51 manufacturing facilities, many of which are located on the same premises as its distribution facilities. Builders FirstSource reported a net loss of $95.51 million on $700.34 million of sales for the year ended Dec. 31, 2010, compared with a net loss of $61.85 million on $677.88 million of sales during the prior year. The Company also reported a net loss of $48.29 million on $586.41 million of sales for the nine months ended Sept. 30, 2011, compared with a net loss of $70.89 million on $553.25 million of sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $391.03 million in total assets, $274.02 million in total liabilities, and $117.01 million in total stockholders' equity. * * * Builders FirstSource Inc. carries 'CCC+' issuer credit ratings, with negative outlook, from Standard & Poor's. S&P affirmed the ratings in April 2011. "The ratings affirmation reflects our belief that Builders FirstSource will likely continue to generate negative free cash flow over the upcoming year, given the ongoing weakness in new residential housing markets. While the company's liquidity position, which we currently view as adequate, is likely to somewhat improve due to the increased cash balances following the planned refinancing and the extended maturity of its revolving credit facility, it will likely continue to rely primarily on its cash balances to meet its interest and operating obligations until total housing starts improve at least 35% from 2010's level. If housing starts were to remain at its recent historically low levels, we believe the proposed refinancing would allow Builders FirstSource to fund its anticipated cash shortfall for approximately two years. The ratings also reflect what Standard & Poor's Ratings Services considers to be the company's vulnerable business profile given its significant exposure to highly cyclical new residential construction markets and its narrow end-market focus and geographic scope," S&P elaborated. In April 2011, Moody's Investors Service assigned 'Caa2' corporate family rating and probability of default ratings to Builders FirstSource. Moody's said the 'Caa2' Corporate Family Rating results from very weak operating performance due to ongoing pressures in the residential new construction end market, the primary driver of BLDR's revenues. Although some areas within BLDR's primary geographic markets of North Carolina and South Carolina may have some pockets of strength, overall, Moody's does not expect substantial improvement in new housing starts in 2011 relative to 2010. The company's products are highly price sensitive to competition and ongoing market conditions, making it difficult for it to pass on substantial price increases. It is also exposed to fluctuating costs associated with lumber, its major raw material, adding to earnings volatility. For 2010, adjusted operating margins are inadequate at negative 7.6% and free cash flow-to-debt is insufficient at negative 15.3% (adjusted per Moody's methodology). The company's inability to generate positive earnings will result in very weak credit metrics for the foreseeable future and will require cash to fund operating shortfalls. C&D TECHNOLOGIES: Swiss Re Financial Owns 8% Equity Stake --------------------------------------------------------- Swiss Re Financial Products Corporation disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Feb. 13, 2012, it beneficially owns 1,221,254 shares of common stock of C&D Technologies, Inc., representing 8.04% based on 15.19 million shares outstanding as of Oct. 31, 2011. A full-text copy of the filing is available for free at http://is.gd/LjzRmX About C&D Technologies C&D Technologies, Inc., is a manufacturer, marketer and distributor of electrical power storage systems for the standby power storage market. The Company makes lead acid batteries and standby power systems that integrate lead acid batteries with other electronic components, which are used to provide backup or standby power for electrical equipment in the event of power loss from the primary power source. C&D Technologies in December 2010 escaped a bankruptcy filing after completing an out-of-court restructuring that reduced the Company's total debt from approximately $175 million to $50 million. The Company in September had entered into a restructuring support agreement with noteholders to a restructuring that will be effected through (i) an offer to exchange the Company's outstanding notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code, if the exchange offer fails to get the requisite support. C&D Technologies elected not to make a semi-annual interest payment due on its 5.25% Convertible Senior Notes due 2025 on Nov. 1, 2010. The Company reported a net loss of $55.55 million on $354.83 million of net sales for the fiscal year ended Jan. 31, 2011, compared with a net loss of $25.78 million on $335.71 million of net sales during the prior fiscal year. The Company reported a net loss of $5.42 million on $276.33 million of net sales for the nine months ended Oct. 31, 2011, compared with a net loss of $62.60 million on $256.16 million of net sales for the same period during the prior year. The Company's balance sheet at Oct. 31, 2011, showed $255.70 million in total assets, $164.68 million in total liabilities and $91.01 million in total equity. CAESARS ENTERTAINMENT: Extends Maturity of $2.7BB Loan to 2018 -------------------------------------------------------------- Caesars Entertainment Corporation, on Feb. 13, 2012, reported that its wholly owned subsidiary, Caesars Entertainment Operating Company, Inc., the Borrower, received the requisite consents required for the previously announced amendment to the Borrower's senior secured credit agreement. In connection with the amendment, of the approximately $5.0 billion of B-1, B-2 and B-3 term loans outstanding as of Sept. 30, 2011, lenders under the Credit Agreement have elected and, subject to the conditions of the amendment, the Borrower has agreed to extend the maturity of approximately $2.7 billion aggregate principal amount of B-1, B-2 and B-3 term loans from Jan. 28, 2015, to Jan. 28, 2018, as a new tranche of Term B-6 Loans. The Term B-6 Loans will have a springing maturity to April 14, 2017, if more than $250.0 million of the Borrower's 11.25% Senior Secured Notes due 2017 remain outstanding on April 14, 2017. As part of the amendment, the Borrower's existing tranche of approximately $1.2 billion of B-5 term loans maturing on Jan. 28, 2018, was also modified to provide for the same springing maturity that applies to the Term B-6 Loans. Upon the effectiveness of the amendment, the Borrower will repay term loans of extending lenders in an amount equal to 40% of the principal amount of term loans elected to be extended. After taking into account the repayment of a portion of the Term B-6 Loans, there will be approximately $1.8 billion of Term B-6 Loans outstanding. That amount of Term B-6 Loans outstanding does not take into account any amount of existing revolver commitments with a maturity of Jan. 28, 2014, that lenders may elect to convert into Term B-6 Loans in connection with the amendment. The deadline for the election to convert existing revolver commitments into Term B-6 Loans in connection with the amendment is Feb. 17, 2012. After giving effect to the amendment and the contemplated extension and repayment of term loans, there will be approximately $2.1 billion of original maturity B-1, B-2 and B-3 term loans outstanding. The effectiveness of the amendment and the extension of the loans thereunder is subject to customary closing conditions, including receipt of required gaming regulatory approvals and the reaffirmation of the security under the Credit Agreement. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. The Company also reported a net loss of $471.30 million on $6.66 billion of net revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $629.30 million on $6.69 billion of net revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $28.86 billion in total assets, $27.62 billion in total liabilities, $36 million in redeemable non-controlling interests, and $1.20 billion total stockholders' equity. * * * Harrah's announced its re-branding to Caesar's on mid-November 2010. Harrah's carries 'Caa3' long term corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service. It has a 'B-' issuer credit rating, with 'stable' outlook, from Standard & Poor's. "The 'B-' corporate credit rating reflects Caesars' very weak credit measures and our belief that prospects for a meaningful rebound in net revenues and EBITDA in 2011 do not seem promising given the current economic outlook," said Standard & Poor's credit analyst Ben Bubeck in May 2011. "While several actions taken by management have positioned the company with a moderate covenant cushion and very limited debt maturities over the next few years, Caesars' capacity to continue to fund operational and capital spending needs and meet debt service obligations relies on meaningful growth in cash flow generation over the next few years." As reported by the TCR on March 3, 2011, Moody's Investors Service upgraded Caesars Entertainment's Corporate Family ratings and Probability of Default ratings to Caa2. CET's Caa2 Corporate Family Ratings reflect very high leverage, weak interest coverage, the company's debt financed growth strategy, and Moody's view that the company's current capital structure in unsustainable in the long-term. The ratings reflect Moody's expectation that gaming demand will rebound very slowly over the next several years. However, in the absence of a material de-leveraging transaction, Moody's do not expect the company's capital structure to improve materially over the next few years. Additionally, given CEC's weak credit profile, there is a possibility that the company could again pursue transactions that will result in impairment of debt holder claims as a means to improve its capital structure. CANYON HOLDINGS: Involuntary Chapter 11 Case Summary ---------------------------------------------------- Alleged Debtor: Canyon Holdings LLC Series Southgate 42 1366 91st Avenue NE Clyde Hill, WA 98004 Bankruptcy Case No.: 12-11327 Involuntary Chapter 11 Petition Date: February 13, 2012 Court: U.S. Bankruptcy Court Western District of Washington (Seattle) Debtor's Counsel: Pro Se Creditor who signed the Chapter 11 petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Joseph Novak Loan $1,500,000 15718 24th Drive SE Mill Creek, WA 98012 CARITAS HEALTH: Disclosure Statement Hearing Set for Feb. 22 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of New York will convene a hearing on Feb. 22, 2012, at 1:30 p.m., prevailing Eastern Time, to consider approval of the First Amended Disclosure Statement explaining the First Amended Plan of Liquidation of Caritas Health Care, Inc., and its debtor-affiliates. The Plan provides a means by which the proceeds of the liquidation of the Debtors' assets will be distributed under Chapter 11 of the Bankruptcy Code, and sets forth the treatment of all Claims against and Interests in the Debtors. The Debtors have consummated the sale of substantially all of their physical assets pursuant to orders of the Court authorizing the Debtors to sell (i) their equipment and medical supplies and (ii) their real estate assets. The Plan implements the distribution of the proceeds of those asset sales to holders of allowed Claims, and provides for liquidation of any remaining assets and a process for recovery of any causes of action belonging to the Debtors' and their estates. Holders of Allowed Administrative Claims, Priority Tax Claims and Professional Fee Claims will be paid in full. U.S. Trustee Fess will be paid in accordance with the applicable schedule for payment of those fees. Holders of Allowed Secured Claims will get, either: (a) paid in full, in Cash; (b) the legal, equitable and contractual rights to which the Claim entitles the holder, unaltered by the Plan; (c) the treatment described in Section 1124(2) of the Bankruptcy Code; or (d) all collateral securing the Claim. Holders of Allowed Other Priority Claims will be paid in full, in Cash. Holders of Unsecured Claims will get what's left of the Cash from net sale proceeds after all Administrative Claims, Professional Fee Claims, Priority Tax Claims and Other Priority Claims are paid in full. The Debtors anticipate that Unsecured Claims will receive a recovery of between 1% and 3%. Holders of Medical Malpractice Claims may choose to litigate their claims and their recovery will be limited to available insurance or they may seek allowance of their claims, which Allowed Claims will receive a pro rata distribution, capped at 50% of the amount of any Allowed Medical Malpractice Claim, of the Medical Malpractice Reserve of $450,000. Holders of all Interests in the Debtors will get nothing. The Plan will be implemented by a Plan Administrator. The Official Committee of Unsecured Creditors will continue as the Post Effective Date Committee. The Debtors and their professional advisors have analyzed different scenarios and believe that the Plan will provide for a more favorable distribution to holders of Allowed Claims than would otherwise result if the Debtors were liquidated under Chapter 7 of the Bankruptcy Code. In addition, any alternative other than Confirmation of the Plan could result in extensive delays and increased administrative expenses resulting in potentially smaller distributions to the holders of Allowed Claims. Accordingly, the Debtors recommend confirmation of the Plan and urge all holders of impaired Claims to vote to accept the Plan. A copy of Caritas Health's First Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/CARITAS_HEALTH_ds_1stamended.pdf About Caritas Health Care Caritas Health Care Inc. was the owner of Mary Immaculate Hospital and St. John's Queens Hospital. Caritas, created by Wyckoff Heights Medical Center, purchased the two hospitals in a bankruptcy sale in early 2007 from St. Vincent Catholic Medical Centers of New York. St. John's has 227 generate acute-care beds while Mary Immaculate has 189. Caritas Health Care, Inc., and eight of its affiliates sought chapter 11 protection (Bankr. E.D.N.Y., Case No. 09-40901) on Feb. 6, 2009. Jeffrey W. Levitan, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose, LLP, represent the Debtors. Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, represent the official committee of unsecured creditors. Caritas sold the hospitals to Joshua Guttman in November 2009 for $17.7 million. CDC CORP: Unit Fights Parent Company's Plan to Sell its Shares -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that CDC Software Corp. is fighting to keep its ownership intact while its parent company and biggest shareholder, CDC Corp., figures out how to pay off a $65 million legal judgment that prompted it to file for bankruptcy. As reported in the Feb. 10, 2012 edition of the TCR, CDC Corp. has found an investor to buy its CDC Software Corp. subsidiary, a proposed $250 million sale that would leave the holding company without its most valuable operating subsidiary but able to pay off the multimillion-dollar legal judgment that forced it into bankruptcy protection. CDC Corp. signed deal to sell, absent higher and better offers, its 87 percent interest in CDC Software Corp. to Vista Equity Holdings LLC for $250 million. The offer from Chicago-based Vista is $10.50 for each share of CDC Software that CDC owns. Should Vista be outbid, CDC wants to pay a breakup fee of about $10 million, or 4 percent of the purchase price. CDC arranged a Feb. 16 hearing at the U.S. Bankruptcy Court in Atlanta where the judge will approve auction and sale procedures. If the proposed rules are approved, bids would be due March 9, followed by an auction on March 16. CDC says the sale will be sufficient to pay all claims, including a $67 million judgment and $5 million owing to trade suppliers, plus professional fees. A report by the TCR on Jan. 25, 2012, said that CDC Software Corp. has sought to sell two of its subsidiaries, which account for 28% of its annual revenues, to investment firm Marlin Equity Partners for US$60 million and has already executed a letter of intent. But CDC Corp. sued its subsidiary, arguing that the sale would cause CDC Corp. shareholders to "lose substantial value, perhaps irretrievably." 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. Moelis & Company LLC serves as its financial advisor and investment banker. Marcus A. Watson at Finley Colmer and Company serves as chief restructuring officer. The Debtor estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. The Official Committee of Equity Security Holders of CDC Corporation is represented by Troutman Sanders. The Committee tapped Morgan Joseph TriArtisan LLC as its financial advisor. CEDAR FAIR: S&P Raises Corporate Credit Rating to 'BB-' ------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Sandusky, Oh.-based theme park operator Cedar Fair L.P. to 'BB-' from 'B+'. "At the same time, we raised our issue-level rating on Cedar Fair's senior secured credit facility to 'BB' from 'BB-' and maintained our recovery rating of '2'. We also raised our issue-level rating on Cedar Fair's senior unsecured notes to 'B' from 'B-' and maintained our recovery rating of '6'. All ratings were removed from CreditWatch, where they were placed with positive implications on Jan. 23, 2012. The rating outlook is stable," S&P said. CELL THERAPEUTICS: BlackRock Ceases to Hold 5% Equity Stake ----------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Jan. 31, 2012, it beneficially owns 10,482,776 shares of common stock of Cell Therapeutics Inc. representing 4.63% of the shares outstanding. As previously reported by the TCR on Feb. 14, 2012, BlackRock disclosed beneficial ownership of 10,386,223 shares. A full-text copy of the amended filing is available for free at: http://is.gd/LiBKvT About Cell Therapeutics Headquartered in Seattle, Washington, Cell Therapeutics, Inc. (NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is a bi4opharmaceutical company committed to developing an integrated portfolio of oncology products aimed at making cancer more treatable. The Company reported a net loss of $82.64 million on $319,000 of revenue for the 12 months ended Dec. 31, 2010, compared with a net loss of $82.64 million on $80,000 of total revenue during the same period in 2009. The Company also reported a net loss attributable to CTI of $53.39 million on $0 of revenue for the nine months ended Sept. 30, 2011, compared with a net loss attributable to CTI of $62.92 million on $319,000 of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $62.85 million in total assets, $33.89 million in total liabilities, $13.46 million in common stock purchase warrants, and $15.49 million total shareholders' equity. Marcum LLP, in San Francisco, Calif., expressed substantial doubt about the Company's ability to continue as a going concern in its audit reports for the financial statements for 2009 and 2010. The independent auditors noted that the Company has incurred losses since its inception, and has a working capital deficiency of approximately $14.2 million at Dec. 31, 2010. Bankruptcy Warning The Company has incurred losses since inception and expect to generate losses for the next few years primarily due to research and development costs for Pixuvri, OPAXIO, tosedostat, brostallicin and bisplatinates. If the Company receives approval of Pixuvri by the European Medicines Agency or the Food and Drug Administration, the Company would anticipate additional commercial expenses associated with Pixuvri operations. Accordingly, the Company will need to raise additional funds and is currently exploring alternative sources of equity or debt financing. The Company may seek to raise such capital through public or private equity financings, partnerships, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. However, additional funding may not be available on favorable terms or at all. If additional funds are raised by issuing equity securities, substantial dilution to existing shareholders may result. If the Company fails to obtain additional capital when needed, the Company may be required to delay, scale back, or eliminate some or all of its research and development programs and may be forced to cease operations, liquidate its assets and possibly seek bankruptcy protection. CHEF SOLUTIONS: Debtor Files Proposed Liquidating Plan ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Food Processing Liquidation Holdings LLC filed a proposed liquidating Chapter 11 plan this week along with a proposed disclosure statement. Chef Solutions was renamed to Food Processing Liquidation Holdings LLC, following the sale of most of the assets to RMJV, L.P., a joint venture between Mistral Capital Management LLC and Reser's Fine Foods Inc. In addition to debt assumption, the price included $35.9 million in cash to pay off secured debt plus a $25.3 million credit bid. The Debtors entered into an asset purchase agreement with RMJV on the Petition Date. On Nov. 15, 2011, the Court approved the APA and the sale, and on Nov. 21, the sale closed. Chef Solutions, through subsidiary Orval Kent Food, is the second largest manufacturer in North America of fresh prepared foods for retail, foodservice and commercial channels. Chef Solutions and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-13139) on Oct. 4, 2011. Debtor Orval Kent Food Company disclosed $82,902,336 in assets and $126,085,311 in liabilities in its schedules. Judge Kevin Gross presides over the case. Lawyers at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Donlin Recano is the claims and notice agent. Piper Jaffray & Co. has been hired as investment banker. PricewaterhouseCoopers serves as financial advisor. Lowenstein Sandler PC and Polsinelli Shughart serve as counsel to the creditors' committee appointed in the case. Mesirow Financial Consulting, LLC, is the financial advisor. CHESAPEAKE ENERGY: Moody's Affirms 'Ba2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service changed Chesapeake Energy Corporation's (Chesapeake) rating outlook to stable from positive. Moody's affirmed Chesapeake's Ba2 Corporate Family Rating (CFR) and Ba3 senior unsecured notes ratings. The company's proposed offering of $1 billion senior notes due 2019 has been assigned a Ba3 rating. The proceeds of the notes offering will be used to repay revolver borrowings and provide liquidity to fund planned capital expenditures in 2012. The Speculative Grade Liquidity rating remains SGL-3. RATINGS RATIONALE "Changing the rating outlook to stable from positive reflects the adverse effect of weak natural gas prices on Chesapeake Energy's operating cash flows," commented Pete Speer, Moody's Vice- President. "The company's capital expenditure plans far exceed its cash flows, necessitating the execution of continued asset sales and capital raising transactions in 2012." Chesapeake announced today a list of asset sales and other monetization transactions to fill the vast gap between its planned capital expenditures and operating cash flows. The initial two transactions that are expected to be completed within 60 days involve a volumetric production payment (VPP) and another financial transaction similar to the recent Utica Shale subsidiary preferred stock issuance completed in the fourth quarter of 2011. Moody's considers VPP transactions as debt and while Moody's is still evaluating the preferred stock issued in the Utica transaction, it is likely that Moody's will treat a large portion of these securities, if not all, as debt in Moody's analysis. Therefore with this bond offering the company will be increasing its adjusted debt balance by up to $3 billion this quarter, providing necessary liquidity but raising its financial leverage. The asset sales to come later in 2012 have the potential to reduce Chesapeake's adjusted debt and leverage metrics. But given the inherent uncertainty regarding the execution and ultimate proceeds received from these future transactions combined with the potential for further declines in natural gas prices Moody's has changed the outlook to stable. If Chesapeake's leverage rises and/or liquidity tightens then the ratings could be downgraded. Debt/average daily production and debt/proved developed (PD) reserves above $35,000/boe and $12/boe on a sustained basis could result in a ratings downgrade. In order for the ratings to be upgraded Chesapeake's leverage metrics have to decline significantly from present levels and its liquidity will have to materially improve and be less reliant on monetization transactions. Debt/average daily production and debt/PD approaching $25,000/boe and $9/boe on a sustainable basis could result in a ratings upgrade to Ba1. Chesapeake's Ba2 CFR incorporates the benefits of its very large proved reserve and production scale, big acreage positions in multiple basins across the US, low operating costs and successful execution through the drillbit. These strengths are counterbalanced by high adjusted debt levels relative to cash flows, production and proved developed (PD) reserves resulting from a long track record of rapid growth through acreage acquisitions and capital spending greatly in excess of cash flows. The substantial funding need for Chesapeake to hold its acreage positions and transition from natural gas to oil and natural gas liquids has been met through various monetization transactions, some of which Moody's views as debt. These transactions have resulted in significant structural and analytical complexity that result in numerous material adjustments to the reported financial statements in arriving at Moody's adjusted debt and key leverage metrics. The Ba3 rating on the company's senior unsecured notes reflects both the overall probability of default of Chesapeake, to which Moody's assigns a PDR of Ba2, and a loss given default of LGD 5 (70%). Chesapeake has a $4 billion senior secured revolving credit facility and a $600 million senior secured facility for its wholly owned midstream assets. The size of the potential priority claim to the assets relative to the senior unsecured notes outstanding results in the senior notes being rated one notch beneath the Ba2 CFR under Moody's Loss Given Default Methodology. The principal methodology used in rating Chesapeake Energy Corporation was the Independent Exploration and Production (E&P) Industry Methodology published in December 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. Chesapeake Energy Corporation is an independent exploration and production company headquartered in Oklahoma City, Oklahoma. CHESAPEAKE ENERGY: S&P Assigns 'BB+' Rating to Sr. Unsec. Notes --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' rating to Chesapeake Energy Corp.'s proposed $1 billion senior unsecured notes due 2019. "The recovery rating is '3', which indicates our expectation of meaningful recovery (50% to 70%) in the event of a default," S&P said. "Standard & Poor's affirmed the ratings on Chesapeake and revised the outlook to negative on Feb. 6, 2012. Apart from its proposed debt issuance, Chesapeake announced planned funding actions in 2012 totaling $10 billion to $12 billion, in part, to fund the expected shortfall in its operating cash flow compared with planned capital spending levels," S&P said. While Chesapeake's announcements underscore the range of financing options available to the company, S&P believes the negative outlook remains appropriate, given: The extent to which credit metrics could be strained by persisting weak natural gas prices, The extent to which some of the funding alternatives (including volumetric production payment transactions and preferred stock issuance) are considered debt-like under Standard & Poor's criteria, and Uncertainty regarding the company's planned spending levels and uncertainty about Chesapeake's use of proceeds in excess of those needed to fund near-term investment requirements. Ratings List Chesapeake Energy Corp. Corporate Credit Rating BB+/Negative/-- Rating Assigned $1 bil sr secd notes due 2019 BB+ Recovery rating 3 CITYCENTER HOLDINGS: S&P Affirms 'B-' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services' 'B' issue-level and '2' recovery ratings on Las Vegas-based CityCenter Holdings LLC's senior secured first-lien notes are unchanged, incorporating the proposed $240 million add-on, which will bring the aggregate dollar amount to $1.14 billion. The additional notes will be co-issued by wholly owned subsidiary CityCenter Finance Corp., issued under the indenture pursuant to which the company issued its existing $900 million senior secured first-lien notes due 2016 and $600 million senior secured second-lien pay-in-kind (PIK) toggle notes due 2017. "At the same time, we affirmed our ratings, including our 'B-' corporate credit rating, on the company and revised our rating outlook to stable from negative," S&P said. "Net proceeds from the proposed notes, along with a portion of cash on the balance sheet, will be used to repay $300 million of the $375 million currently outstanding under the company's senior secured credit facility," S&P said. "The revision of our rating outlook on CityCenter to stable from negative follows substantially improved performance in 2011 and reflects our expectation that operating conditions on the Las Vegas Strip will continue to improve at least modestly in 2012 and 2013," said Standard & Poor's credit analyst Ben Bubeck. "We believe this continued growth trend will result in CityCenter's cash flow generation reaching a level sufficient to meet debt service and capital spending needs, despite total debt (including sponsor indebtedness in excess of $1 billion) to EBITDA remaining well above 10x." "Our 'B-' corporate credit rating on CityCenter reflects our assessment of the company's financial risk profile as 'highly leveraged' and our assessment of the company's business risk profile as 'weak,' according to our criteria," S&P said. "Our assessment of CityCenter's financial risk profile as 'highly leveraged' reflects a large debt burden and EBITDA generation which, while substantially improved in recent periods, still only approximates total interest expense. These factors are somewhat tempered by liquidity enhancements to facilitate a continued ramp- up, as well as our view that the Las Vegas Strip should continue to realize at least modest growth in gaming revenues and moderate growth on the lodging side of the business over the next few years," S&P said. "Our assessment of CityCenter's business risk profile as "weak" reflects the company's reliance on a single property in a highly competitive gaming market, but also considers the high quality of the asset and its beneficial location at the center of the Las Vegas Strip," S&P said. "CityCenter's operating performance improved meaningfully in 2011. EBITDA during the first nine months of 2011 was $158 million, compared with just $68.7 million (including $116 million in forfeited residential deposits) for all of 2010. In conjunction with additional notes offering, management announced preliminary results for the fourth quarter of 2011, including net revenue of approximately $269 million (compared with $255.2 million in 2010) and EBITDA of $54 million (compared with $16.3 million, including $8 million in forfeited residential deposits, in 2010). Operating performance benefited from management's progress in addressing heightened operating costs. Additionally, like other operators on the Las Vegas Strip, CityCenter's lodging business is performing well. During the nine months ended Sept. 30, 2011, Aria's occupancy improved to 87.4% from 74.8% in the prior year, while average daily rate improved to $201 from $181," S&P said. "We expect performance at CityCenter will continue to improve over the intermediate term. Our forecast incorporates our belief that the Las Vegas Strip should realize at least modest growth in gaming revenues and operators should achieve continued moderate growth on the lodging side of the business over the next few years. However, our forecast for 2012 for CityCenter is for only slight growth in net revenue and flat-to-slightly down EBITDA in 2012, as higher than expected table games hold at Aria in 2011 has the potential to be an unfavorable comparison for 2012 performance. Our preliminary forecast for 2013 is for mid-single digit percentage growth in net revenue and EBITDA growth of about 10%. Still, under our intermediate-term performance expectations, we expect total debt (including sponsor indebtedness in excess of $1 billion) to EBITDA to remain above 10x, and EBITDA coverage of total interest to remain below 1.5x at the end of 2013, both of which are in line with our 'B-' rating," S&P said. CityCenter Holdings LLC, a 50/50 joint venture between subsidiaries of MGM Resorts International and Dubai World, is the owner and operator of CityCenter, a mixed-use development on the Las Vegas Strip that includes the components: ARIA Resort & Casino--a 4,004-room casino resort; Crystals--a retail complex with approximately 329,000 currently leasable square feet; Mandarin Oriental, Las Vegas--a nongaming boutique hotel with 392 guestrooms and 225 luxury condominium residences; Vdara Hotel and Spa--a nongaming 1,495-room luxury condominium-hotel; and Veer Towers--twin towers comprising 669 condominium units. "CityCenter has agreed with MGM to manage ARIA, Crystals, and Vdara. Mandarin Oriental is managed by a third party. All of the approximately 8,500 employees at CityCenter (as of Sept. 30, 2011) are employees of MGM on assignment, and CityCenter customers participate in MGM's player club. Despite this very close relationship with MGM, our rating on CityCenter is not currently linked to that of MGM because MGM is not a majority owner of the entity and does not have the financial flexibility to provide meaningful support. However, given this relationship, we expect the ratings to be closely aligned for the foreseeable future," S&P said. "Based on its likely sources and uses of cash over the next 12 to 18 months and incorporating our performance expectations, CityCenter has an adequate liquidity profile, according to our criteria," S&P said. Relevant expectations and assumptions in S&P's assessment of CityCenter's liquidity profile include: "We expect sources of liquidity over the next 12 to 18 months to exceed uses by at least 1.2x," S&P said. "We believe net sources would be positive, even if EBITDA over the next 12 months is 15% below our expectation," S&P said. "While cash flow generated at the property may only modestly exceed total interest expense, our assessment takes into account liquidity support provided by the prefunded interest reserve on the first-lien debt through mid-2012 and the company's ability to pay interest on the second-lien notes entirely in cash, entirely via PIK interest accrual, or 50% cash and 50% PIK. The July 2012 interest payment on the second lien notes will be paid in kind," S&P said. "CityCenter's liquidity sources consist of unrestricted cash on the balance sheet (expected to approximate $80 million pro forma for the additional notes proceeds and repayment of the $300 million of the company's senior secured credit facility) and cash generated from operations. Additional sources of liquidity could include proceeds from the sale of condo units, although we have not incorporated any cash inflows from condo sales into our rating, given the prevailing state of the real estate market. Certain mechanics lien claims related to the property's construction exist against the property. We believe any payout for litigation would be covered under the restated completion guarantee provided by MGM; however, MGM's ability to fund a substantial judgment against the company is uncertain. We expect maintenance capital expenditure requirements to be minimal for the next few years, and currently assume approximately $25 million of maintenance spending per year in 2012 and 2013," S&P said. "The minimum interest coverage covenant under CityCenter's amended and restated senior secured term loan is scheduled to commence in the quarter ending Sept. 30, 2012 at a level of 1.10x (excluding interest attributable to the sponsor subordinated notes), and step up to 1.50x at Sept. 30, 2013. Under our current long-term EBITDA projections, we believe CityCenter could be challenged to meet the 1.50x threshold at the end of 2013, although equity cure provisions in the credit agreement would likely facilitate compliance, as long as the property continues to ramp up thereafter. There are no debt maturities until the term loan matures in 2015," S&P said. "Our rating outlook on CityCenter is stable, reflecting our expectation that operating conditions on the Las Vegas Strip will continue to improve at least modestly over the intermediate term, which we believe will result in CityCenter generating cash flow sufficient to meet debt service and capital spending needs, despite weak credit measures. We could lower our rating if performance is below our expectations, leading us to believe EBITDA will remain below levels required to meet debt service and capital spending needs for a more prolonged period. This could result from a more modest growth trend in gaming revenues across the Las Vegas Strip than we currently expect, management's inability to sustain EBITDA margin improvement following cost containment efforts, or an unanticipated meaningful cash outflow stemming from ongoing litigation at the property. Given that we expect credit measures to remain weak over the intermediate term, including leverage above 10x and interest coverage below 1.5x, rating upside seems unlikely over the next few years," S&P said. CITYCENTER: Moody's Assigns 'B1' Rating to First Lien Notes ----------------------------------------------------------- Moody's Investors Service assigned a B1 rating to CityCenter Holdings, LLC's (CityCenter) proposed issuance of $240 million senior secured first lien notes. The notes are an add-on to the company's existing $900 million 7.625% senior secured first lien notes due 2016. The net proceeds together with cash on hand will be used to repay $300 million of unrated and outstanding first lien bank term loans due 2015. New rating assigned: $240 million 7.625% senior secured first lien notes due 2016 at B1 (LGD 2, 17%) Ratings affirmed and LGD assessments updated: Corporate Family Rating at Caa2 Probability of Default Rating at Caa2 $900 million 7.625% senior secured first lien notes due 2016 at B1 (LGD 2, 17% from 18%) $600 million 10.75% senior secured second lien PIK notes due 2017 at Caa2 (LGD 4, 54% from 55%) RATINGS RATIONALE The affirmation of CityCenter's Caa2 Corporate Family Rating considers that while the proposed note issuance will extend the maturity of $240 million to 2016 from 2015 -- a credit positive -- the net debt repayment of approximately $135 million (since 9/30/2011) will not have a material impact on the company's high leverage. Moody's continues to expect that CityCenter's debt to EBITDA through fiscal 2012 will remain above 13 times including $1.1 billion of unsecured subordinated PIK sponsor debt (about 8.3 times excluding the sponsor debt). Moody's estimates EBITDA minus capital expenditures to total interest was around 1.0 times. CityCenter's high leverage and thin coverage are largely the result of a slower than expected ramp-up of the property given that it opened during a recessionary period. The B1 rating assigned to the proposed notes reflects the approximate $1.75 billion of effectively junior debt in the capital structure comprised of about $650 million second lien notes and $1.1 billion of unsecured sponsor subordinate debt. CityCenter does not have a revolving credit facility in place but intends to pursue entering into one subsequent to the proposed note issuance. Until such time that a revolver is put in place, CityCenter is reliant on the funded interest reserve and cash flow to fund it interest and capital spending needs. The positive rating outlook reflects Moody's view that operating conditions in Las Vegas will continue to rebound enabling CityCenter to further build brand awareness and bring occupancy, average daily rates, and overall profit margins closer to levels achieved by its luxury peers, as well as increase EBITDA to a level sufficient to support interest expense and maintenance capital spending within the next 12-18 months. Ratings could be upgraded if CityCenter's recurring EBITDA minus capital expenditures to total interest expense approaches 1.2 times, if the operating environment in Las Vegas continues to strengthen, and the company is able to build cash to bolster liquidity. The rating outlook could revert to stable if positive visitation trends to Las Vegas reverse or if EBITDA minus capital expenditures to total interest expense appear likely to stabilize at around 1.0 time. Ratings could be downgraded if CityCenter's recurring EBITDA to total interest expense drops below 1.0 time. The principal methodology used in rating CityCenter Holdings was the Global Gaming Industry Methodology published in December 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. CityCenter Holdings, LLC owns and operates CityCenter, a mixed-use development located on the Las Vegas Strip that opened in December 2009. CityCenter is a 50/50 joint venture between MGM Resorts International (B2, stable) and Infinity World (a subsidiary of Dubai World) (not rated). MGM is the operating manager. CityCenter generated approximately $1.1 billion of revenues for the last twelve months ending September 30, 2011. CLAIRE'S STORES: Plans to Offer Senior Secured Notes Due 2019 ------------------------------------------------------------- Claire's Stores, Inc., intends to offer senior secured notes due 2019. The Company intends to use the net proceeds to reduce outstanding indebtedness under the Company's current credit facility. The notes are being offered only to "qualified institutional buyers" in reliance on Rule 144A under the Securities Act of 1933, as amended, and outside the United States only to non-U.S. persons in reliance on Regulation S under the Securities Act. The notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. The Company's balance sheet at Oct. 29, 2011, showed $2.81 billion in total assets, $2.86 billion in total liabilities, and a $44.61 million stockholders' deficit. As reported by the Troubled Company Reporter on March 15, 2011, Moody's upgraded Claire's Stores' senior secured bank credit facilities to B3 from Caa1 and its Speculative Grade Liquidity Rating to SGL-2 from SGL-3. All other ratings were affirmed including Claire's Caa2 Corporate Family Rating. The rating outlook is positive. CLAIRE'S STORES: S&P Assigns 'B' Rating to $400-Mil. Sr. Notes -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issue-level rating to the company's $400 million senior secured first-lien notes. "At the same time, we affirmed all other ratings on the company, including our 'B-' corporate credit rating. According to the company, Claire's Stores will use the proceeds to repay a portion of its term loan," S&P said. "The ratings on Pembroke Pines, Fla.-based Claire's Stores Inc., a specialty retailer of value-priced jewelry and fashion accessories for preteens, teenagers, and young adults, reflects our expectation that it will remain highly leveraged, with thin cash flow protection," said Standard & Poor's credit analyst David Kuntz. "The company's 'weak' business profile (based on our criteria) reflects its participation in the competitive, fragmented, and cyclical fashion accessory industry. Claire's faces competition from a number of different retailers, including other jewelry and fashion accessory specialty retailers, apparel retailers with comparable offerings, department stores, and mass merchandisers," S&P said. "The stable rating outlook reflects our expectation of modest near-term performance gains resulting from further positive growth at the North American division. We anticipate that Europe is likely to remain weak based on continued macroeconomic difficulties. Overall, we do not expect the company's credit protection measures to change meaningfully over the near term. The outlook also incorporates our expectation that liquidity will remain adequate over the near term," S&P said. "Given the company's very highly leveraged capital structure and thin interest coverage, an upgrade is not a near-term consideration. We would predicate any upward ratings movement on EBITDA growth of more than 50% ahead of our projections, which would result in leverage under 6x and interest coverage above 2x. We could consider downgrading the company if its performance and liquidity position were to deteriorate to such an extent that we conclude that cash on hand is insufficient to cover operational shortfalls. This could result from a substantial erosion of performance, with EBITDA 30% below our expectations. At that time, interest coverage would be below 1x," S&P said. CLAIRE'S STORES: Moody's Assigns 'B3' Rating to $400-Mil. Notes --------------------------------------------------------------- Moody's Investors Service rated Claire's Stores, Inc. proposed $400 million senior secured notes at B3. At the same time, Moody's affirmed Claire's Corporate Family Rating and Probability of Default Rating at Caa2 while the outlook was revised to stable from positive. In addition, Moody's also downgraded the speculative grade liquidity rating to SGL-3 from SGL-2. This rating is assigned subject to receipt and review of final documentation: $400 million senior secured first lien notes due 2019 at B3(LGD 2, 28%) This rating is downgraded: Speculative grade liquidity rating to SGL-3 from SGL-2 These ratings are affirmed and the LGD point estimates changed: Corporate Family Rating at Caa2 Probability of Default Rating at Caa2 Senior secured revolver expiring 2013 at B3 (LGD 3, 30% to LGD 2, 28%) Senior secured term loan B due 2014 at B3 (LGD 3, 30% to LGD 2, 28%) Senior secured second lien notes due 2019 at Caa3 (LGD 4, 62%) Senior unsecured notes due 2015 at Caa3 (LGD 4, 62%) Senior subordinated notes due 2017 at Ca (LGD 6, 94%) RATINGS RATIONALE The proceeds of the proposed senior secured first lien notes will be used to refinance a portion of Claire's term loan which matures in May 2014. After the closing of the proposed notes, the term loan outstanding amount will be reduced to about $764 million. The change in outlook to stable reflects Moody's view that Claire's is facing a tradeoff between the need to address its sizable 2014 and 2015 debt maturities against the high likelihood that any refinancing will be at a significantly higher interest rate. Consequently, should Claire's successfully refinance these maturities its borrowing cost will rise to a level where it is questionable as to whether or not Claire's will be able to easily cover its interest expense. The downgrade to an SGL-3 reflects the high likelihood that Claire's will have to draw down its cash balance to fund new store capital expenditures as its current store opening plan will result in it generating negative free cash flow over the next twelve months. In addition, the downgrade to an SGL-3 also acknowledges the upcoming expiration of the revolving credit facility in May 2013. Moody's does not expect the company to refinance this facility. Claire's Caa2 Corporate Family Rating reflects Moody's concern that Claire's may choose to voluntarily restructure its debt as a means to address its 2014 and 2015 maturities. Claire's leverage is very high with debt to EBITDA of about 8.9 times and its interest coverage is already weak despite its current low cost of capital with EBITA to interest expense of about 1.1 times. Moody's does not forecast that Claire's leverage will meaningfully improve over the next twelve months. Claire's currently does not have a CEO. Instead, it has its two presidents sharing the office of CEO in addition to their usual responsibilities. Moody's believes that the lack of a full time CEO along with the weak European economy will constrain Claire's earnings growth resulting in it being unable to meaningfully reduce its leverage. Nonetheless, Moody's views positively its value positioned price points, international geographic presence, well known brand name, and high margins relative to specialty retail peers. The stable outlook reflects Moody's belief that Claire's operating performance will continue to modestly improve. It also reflects Claire's adequate liquidity which provides it some breathing room before its term loan maturity in May 2014. Given the sizable amount of remaining debt maturities, an upgrade is currently unlikely. However, ratings could be upgraded should Claire's operating performance improve to levels such that a refinancing of its debt maturities is likely and the company could be able to fully cover its interest expense even if interest expense were to increase. Quantitatively, EBITA to interest expense would need to remain meaningfully above 1.0 time. In addition, an upgrade would require Claire's to maintain adequate liquidity. Ratings could be downgraded should operating performance or liquidity deteriorate, interest coverage weaken, or if for any reason the overall probability of default were to increase. The principal methodology used in rating Claire's Stores, Inc. 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. Claire's Stores, Inc., headquartered in Hoffman Estates, IL is a specialty retailer of value-priced jewelry and fashion accessories for pre-teens, teenagers, and young adults. It operates 2,981 stores and franchises 395 stores in North America and Europe. Revenues are about $1.5 billion. COGECO CABLE: S&P Assigns Rating to Proposed C$200-Mil. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BBB' debt rating, and '1' recovery rating, to Montreal-based Cogeco Cable Inc.'s proposed C$200 million 4.925% senior secured debentures series 3, due Feb. 14, 2022. These new debentures rank pari passu with all existing and future first-lien, senior secured indebtedness and contain total debt leverage ratio financial covenants. "We rate the notes 'BBB' (two notches higher than the corporate credit rating on Cogeco Cable), with a recovery rating of '1', indicating lenders can expect very high (90%-100%) recovery in the event of default. The notes are being issued under the company's C$750 million short-form base shelf prospectus filed Dec. 16, 2010. We understand that Cogeco Cable will use the net proceeds from this offering to repay amounts outstanding under its term revolving facilities, for working capital, and for general corporate purposes," S&P said. "The 'BB+' long-term corporate credit rating and stable outlook on Cogeco Cable reflect what we view as the satisfactory business risk profile of the company's Canadian cable TV operations, partially offset by the vulnerable business profile of its Portugal-based cable operator Cabovisao-Televisao por Cabo S.A.," said Standard & Poor's credit analyst Madhav Hari. "The company's relatively healthy adjusted debt to EBITDA and corresponding cash flow protection ratios also support the ratings," Mr. Hari added. "The ratings are tempered, in our opinion, by a significant financial risk profile characterized by an aggressive financial policy given management's desire to pursue additional debt- financed acquisitions, potentially in new international regions where there are few synergies, rising competition, and high capital expenditures," S&P said. Ratings List Cogeco Cable Inc. Corporate credit rating BB+/Stable/-- Rating Assigned C$200 million senior secured debentures BBB Recovery rating 1 CONVERTED ORGANICS: Defaults on Payment Obligation for Equipment ---------------------------------------------------------------- Converted Organics Inc. disclosed that 2011 sales for the Company totaled $3.1 million compared to $3.5 million for the same period in 2010. Sales for the quarter ended Dec. 31, 2011 were $345,000, compared to sales of $759,000 for the same period in 2010 (Comparative Sales results for 2010 exclude $704,568 for the year from discontinued operations). "The decline in sales was primarily attributable to sales from our fertilizer operations. Fertilizer sales for the third and fourth quarters were less than we expected and less than the prior year due to an assortment of factors including weather, competitive pressures, and changes in our user base. One of our larger customers was acquired by a competitor that does not use our products in the same amount as the operation it acquired and a small number of other customers converted fields from organic to conventional practices. The acquisition of our customer could also put pressure on our sales in 2012," said Edward Gildea, president of the Company. Mr. Gildea also stated, "While we cannot control the weather or changes in our customer base we believe we will improve sales in 2012 by diversifying our product offering, we are adding two new products in 2012, and by focusing our sales efforts on opening new markets including agriculture users in Colorado and nursery and horticultural growers in California." Mr. Gildea also explained: "Sales for the year 2011 in the industrial waste water business were $397,937 from the Glenwood Springs, Colorado operation and sales were $89,315 for the fourth quarter. The cost of financing the equipment exceeded our revenue. As a result, and due to a lack of cash reserves in our business, we defaulted on the payment obligation for the equipment and we will not have any revenue from the Glenwood Springs operation in 2012. Notwithstanding the results in Colorado, we retain the license to exploit the technology in the industrial waste water market and we are attempting to find ways to finance the development of this line of business." About Converted Organics Boston, Mass.-based Converted Organics Inc. utilizes innovative clean technologies to establish and operate environmentally friendly businesses. Converted Organics currently operates in three business areas, namely organic fertilizer, industrial wastewater treatment and vertical farming. The Company reported a net loss of $8.9 million on $2.8 million of revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $31.6 million on $2.8 million of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $17.2 million in total assets, $11.9 million in total liabilities, and stockholders' equity of $5.3 million. As reported in the TCR on April 7, 2011, CCR LLP, in Glastonbury, Connecticut, expressed substantial doubt about Converted Organics' ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2010. The independent auditors noted that the Company has an accumulated deficit at Dec. 31, 2010, and has suffered significant net losses and negative cash flows from operations. CRAWFORD, PIMENTEL: Case Summary & Unsecured Creditor ----------------------------------------------------- Debtor: Crawford, Pimentel & Co., Inc. 2150 Trade Zone Blvd. #200 San Jose, CA 95131 Bankruptcy Case No.: 12-51092 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Charles Novack Debtor's Counsel: Charles B. Greene, Esq. LAW OFFICES OF CHARLES B. GREENE 84 W Santa Clara St. #770 San Jose, CA 95113 Tel: (408) 279-3518 E-mail: cbgattyecf@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Daniel Faulk Arbitration claim Unknown c/o Edward A. Kraus 333 W. San Carlos St. #1600 San Jose, CA 95110 The petition was signed by Antonio Pimentel, president. CRYSTALLEX INTERNATIONAL: Jonathan Savitz Owns 8.1% Equity Stake ---------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Jonathan Savitz and his affiliates disclosed that, as of Dec. 31, 2011, they beneficially own 29,705,005 shares of common stock of Crystallex International Corporation representing 8.1% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/U8kfJN About Crystallex Crystallex International Corporation is a Canadian based mining company, with a focus on acquiring, exploring, developing and operating mining projects. Crystallex has successfully operated an open pit mine in Uruguay and developed and operated three gold mines in Venezuela. The Company's principal asset is its international claim in relation to its investment in the Las Cristinas gold project located in Bolivar State, Venezuela. On Dec. 23, 2011, announced that it obtained an order from the Ontario Superior Court of Justice (Commercial List) for protection under the Companies' Creditors Arrangement Act (Canada) (CCAA). Ernst & Young Inc. was appointed monitor under the order. Crystallex has also commenced a proceeding under Chapter 15 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware in order to ensure that relevant CCAA orders are enforced in the United States. The Bankruptcy Court has recognized Crystallex's CCAA proceeding as well as the initial order and subsequent stay extension of the Ontario Superior Court of Justice. The Company reported a net loss of US$33.7 million for the nine months ended Sept. 30, 2011, compared with a net loss of US$27.7 million for the same period in 2010. The Company reported losses from continuing operations of US$22.0 million and US$14.5 million for the nine months Sept. 30, 2011, and 2010, respectively. Following the Government of Venezuela's unilateral cancellation of the Las Cristinas Mine Operating Contract (the "MOC") on Feb. 3, 2011, the Company filed for arbitration before ICSID's Additional Facility and commenced the process of handing the Las Cristinas project back to the Government of Venezuela. The handover to the Government of Venezuela was completed on April 5, 2011, upon receipt of a certificate of delivery from the Corporacion Venezolana de Guayana (the "CVG"). As a result, the Company has determined that its operations in Venezuela should be accounted for as a discontinued operation. The Company reported losses from discontinued operations of US$11.7 million and US$13.1 million for the nine months ended Sept. 30, 2011, respectively. The Company's balance sheet at Sept. 30, 2011, showed US$19.8 million in total assets, US$115.17 million in total liabilities and a stockholders' deficit of US$95.3 million. DALLAS ROADSTER: Texas Capital DIP Financing Expires ---------------------------------------------------- Judge Brenda T. Rhoades of the Bankruptcy Court for the Eastern District of Texas authorized Dallas Roadster Ltd. and IEDA Enterprise Inc. to draw funds under the postpetition line of credit with Texas Capital Bank, N.A. The Debtors were authorized to draw funds under the DIP Loan only through Jan. 31, 2012, and all amounts advanced under the DIP Loan are due and payable as of Jan. 31, 2012. The Debtors and TCB later agreed to extend the period of time for the Debtors to draw under the DIP Loan and the due date of amounts advanced under the DIP Loan to Feb. 15, 2012. Dallas Roadster filed a motion to increase in the existing postpetition DIP Loan line of credit by $50,000 for a total amount not to exceed $450,000 in the aggregate. Michael S. Mitchell, Esq., at DeMarco-Mitchell, PLLC, told the Court that if the Debtors are unable to increase the DIP Loan line of credit from TCB by $50,000 for a total of $450,000 through Feb. 15, 2012, the Debtors and their respective bankruptcy estates will suffer immediate and irreparable harm. About Dallas Roadster and IEDA Enterprises Dallas Roadster Ltd. owns and operates an auto dealership with locations in both Richardson and Plano, Texas. IEDA Enterprises, Inc., is the general partner of Roadster. Dallas Roadster and IEDA Enterprises filed for Chapter 11 bankruptcy (Bankr. E.D. Tex. Case Nos. 11-43725 and 11-43726) on Dec. 12, 2011. Chief Judge Brenda T. Rhoades oversees both cases. Michael S. Mitchell, Esq., and Robert T. DeMarco, Esq. -- mike@demarcomitchell.com and robert@demarcomitchell.com -- at DeMarco-Mitchell, PLLC, serve as the Debtors' bankruptcy counsel. Dallas Roadster estimated $10 million to $50 million in assets. The Debtors' assets were placed under the care of a receiver on Nov. 16, 2011, pursuant to a state court action by Texas Capital Bank, National Association. No trustee has been appointed in these cases. D.E.C.A. DEVELOPMENT: Case Summary & Creditors List --------------------------------------------------- Debtor: D.E.C.A. Development Inc. 165-B Horton Avenue Lynbrook, NY 11563 Bankruptcy Case No.: 12-70727 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Sarah M. Keenan, Esq. SFERRAZZA & KEENAN, PLLC 532 Broad Hollow Road, Suite 111 Melville, NY 11747 Tel: (631) 753-4400 Fax: (631) 753-4065 E-mail: skeenan@sferrazzakeenan.com Scheduled Assets: $39,493 Scheduled Liabilities: $1,860,554 The Company's list of its 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nyeb12-70727.pdf The petition was signed by Russell Asch, president. DENNY'S CORP: BlackRock Discloses 5.8% Equity Stake --------------------------------------------------- BlackRock, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 30, 2011, it beneficially owns 5,659,127 shares of common stock of Denny's Corp. representing 5.87% of the shares outstanding. As previously reported by the TCR on Feb. 11, 2011, BlackRock disclosed beneficial ownership of 6,050,100 shares. A full-text copy of the amended filing is available at http://is.gd/KZBHRp 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. 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. * * * 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: In Restructuring Talks; Cut by S&P to 'D' ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Merrillville, Ind.-based DirectBuy Holdings Inc. to 'D' from 'CC'. "We also lowered our ratings on the company's $335 million senior secured notes to 'D' from 'CC'. The '5' recovery rating on the notes remains unchanged and it indicates our expectation for a modest recovery (10% to 30%) of principal in the event of a payment default," S&P said. "The downgrade follows DirectBuy's missing the interest payment due Feb 1, 2011, on its $335 million senior secured notes," said Standard & Poor's credit analyst Helena Song. She added, "Although the company has a 30-day grace period to make the payment, we believe this is highly unlikely, given our assessment of its deteriorating operating performance and liquidity sources." "We assign a 'D' rating when we believe that the default will be a general default and that the obligor will fail to pay all or substantially all of its obligations as they come due. Standard & Poor's interprets 'as they come due' as payment no later than five business days after the due date for payment, even if an obligation has a grace period longer than five business days and we expect payment to be made more than five business days after the due date but before the expiration of the grace period. The company is seeking to restructure its balance sheet and, in our opinion, could file for protection under Chapter 11," S&P said. EDWARD DEETS: Sec. 341 Creditors' Meeting Continued Until Feb. 24 ----------------------------------------------------------------- The U.S. Trustee for Region 3 has continued until Feb. 24, 2012, at 1:00 p.m., the meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Edward Deets Holding Company, Inc. The U.S. Trustee previously convened a creditors' meeting on Jan. 27. Mountain Top, Pa.-based Edward Deets Holding Company, Inc., filed for Chapter 11 bankruptcy (Bankr. M.D. Pa. Case No. 11-06869) on Oct. 6, 2011. The Debtor estimated assets of $10 million to $50 million and estimated debts of $1 million to $10 million. Hon. Robert N. Opel, II, presides over the case. The petition was signed by Edward Deets, president. EDWARD DEETS: Case Conversion Hearing Continued Until March 8 ------------------------------------------------------------- The Bankruptcy Court entered an order continuing until March 8, 2012, at 9:30 a.m., the hearing to consider the U.S. Trustee's motion to convert the Chapter 11 case of Edward Deets Holding Company, Inc., to one under Chapter 7 of the Bankruptcy Code or, in the alternative, for dismissal of the Debtor's Chapter 11 case. As reported in the Troubled Company Reporter on Jan. 19, 2012, Roberta A. DeAngelis, the United States Trustee for Region 3, requested for the conversion of the Debtor's case because the Debtor failed to timely file its monthly operating reports for the months of October and November 2011 and to pay quarterly fees. The U.S. Trustee asserts that the conversion of the Debtor's Chapter 11 case to a case under Chapter 7 is the appropriate remedy in order that a trustee may be appointed to investigate Debtor's financial affairs and, if appropriate, recover and administer assets of the estate for the benefit of creditors. Edward Deets has objected to the U.S. Trustee's request. The Debtors claim that in this situation the Debtors have multiple businesses and complicated inner-related business relationships. Nevertheless, the Debtors are in the process of completing all the necessary filings, including the monthly reports for October, November and December. Debtors intend to have all these filed, prior to the hearing which is to take place on October 24, 2012. Additionally, one of the other collateral situations occurring with regard to the estate is that the Debtors have been negotiating with its four major creditors to forbear from pursuing the sums owed either through or outside of the bankruptcy process; giving Debtors a six-month period to refinance their obligations. The Debtors say they are very close to getting an agreement therein and if that occurs then the Debtors would voluntarily dismiss both Chapter 11 actions. The Debtors also say they will file the reports and pay the fees. The Debtors also point out that they owe roughly $6.2 million but have roughly $12 million to $13 million in assets. "[T]his is a readily re-financeable situation. Either outside the Chapter 11 system or through the Chapter 11 system, a highly feasible plan could be completed and successfully concluded," the Debtors said. Mountain Top, Pa.-based Edward Deets Holding Company, Inc., filed for Chapter 11 bankruptcy (Bankr. M.D. Pa. Case No. 11-06869) on Oct. 6, 2011. The Debtor estimated assets of $10 million to $50 million and estimated debts of $1 million to $10 million. Hon. Robert N. Opel, II, presides over the case. The petition was signed by Edward Deets, president. ELWOOD ENERGY: S&P Affirms 'BB-' Rating on $402MM Sr. Sec. Bonds ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB-' rating on Elwood Energy LLC's $402 million ($254 million outstanding) 8.159% amortizing senior secured bonds due 2026. "At the same time, we revised the recovery rating on the bonds to '1' from '3', indicating expectations of a very high (90% to 100%) recovery of principal in a default scenario. The outlook remains negative, reflecting our forecast of low debt service coverage in 2013 and, to a lesser extent, exposure to merchant energy markets in subsequent years," S&P said. "Elwood Energy owns a 1,409 MW natural gas simple-cycle peaking power plant near Chicago. Five of the plant's nine units are contracted through December 2012, when its power sale agreement (PSA) with Exelon Generation Co. LLC (BBB/Stable/A-2) expires; two units are contracted through August 2016, when a PSA with Constellation Energy Group Inc. (CEG; BBB-/Watch Pos/A-3) expires; and two units are contracted through August 2017, when a second PSA with Constellation expires. Subsidiaries of Dominion Resources Inc. (A-/Stable/A-2) own 50% of Elwood, and J-Power USA Generation L.P. (not rated) owns the other 50%," S&P said. "Elwood Energy's senior secured bonds due 2026 are rated 'BB-' with a '1' recovery rating, indicating our expectation of very high (90% to 100%) recovery of principal if a payment default occurs. Our default scenario results from merchant exposure after 2017. Low energy and capacity market prices reduce the project's operating margins, and high capital expenditures result in a depletion of cash reserves in 2021, five years before final debt maturity. About $81 million of debt would remain outstanding at default, to which we add six months of prepetition interest and repayment of letters of credit, totaling about $129 million of debt. This translates into about $92 per kilowatt of capacity, lower than many comparable valuation multiples in asset sale transactions for power plants operating in the PJM Interconnection. After subtracting 3% for administrative expenses, we estimate net enterprise value of about $200 million, resulting in very high (90% to 100%) recovery for lenders," S&P said. "The negative outlook reflects the project's likely low debt service coverage in 2013 and, to a lesser extent, the project's exposure to merchant risk after 2013. We expect that the project will have sufficient liquidity to pay debt service in 2013 when we forecast annual debt service coverage to be near 1x due to the combined effect of the expiration of the Exelon PPA in Dec. 2012 and low PJM capacity market prices in 2013. We expect debt service coverage to increase to nearly 2x in 2014 because annual debt service will be lower and PJM Interconnection capacity market prices will be higher. We expect coverage of roughly 1.20x-1.40x in 2015-2020 and in 2023, due in part to lower debt service in those years and in part to our forecast of merchant energy and capacity prices. The project may experience low debt service coverage in 2021-2022 due to an increase in annual debt service in those two years, but we expect it to have sufficient liquidity to cover any shortfalls. Debt service coverage during the last three years of debt service (2024-2026) will likely be solid because debt service will be low in those years," S&P said. "We could lower the rating if future PJM capacity auctions seem likely to return to consistently low levels, increasing the project's reliance on merchant revenue. The next PJM Interconnection capacity auction is planned for May 2012 and will be for the delivery year June 1, 2015 through May 31, 2016," S&P said. "Because of Elwood Energy's midterm dependence on the two PSA off- takers, we could lower the rating if we cut either off-taker's rating below Elwood's," S&P said. EMMIS COMMUNICATIONS: Amalgamated Discloses 4.4% Equity Stake ------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Amalgamated Gadget, L.P., disclosed that, as of Dec. 31, 2011, it beneficially owns 1,500,000 shares of shares of the common stock of Emmis Communications Corporation, which constitutes approximately 4.4% of the 34,007,279 shares of the Common Stock outstanding. A full-text copy of the filing is available for free at http://is.gd/EQZBzl About Emmis Communications Headquartered in Indianapolis, Indiana, Emmis Communications Corporation -- http://www.emmis.com/-- owns and operates 22 radio stations serving New York, Los Angeles, Chicago, St. Louis, Austin, Indianapolis, and Terre Haute, as well as national radio networks in Slovakia and Bulgaria. The company also publishes six regional and two specialty magazines. The Company reported a consolidated net loss of $11.54 million on $251.31 million of net revenues for the year ended Feb. 28, 2011, compared with a consolidated net loss of $118.49 million on $242.56 million of net revenues during the prior year. For the nine months ended Nov. 30, 2011, the Company reported net income attributable to common shareholders of $97.72 million on $185.08 million of net revenues, compared with a net loss attributable to common shareholders of $7.92 million on $193.24 million of net revenues for the same period during the prior year. The Company's balance sheet at Nov. 30, 2011, showed $365.70 million in total assets, $344.92 million in total liabilities,$56.38 million in series A cumulative convertible preferred stock and a $35.60 million total deficit. * * * In November 2010, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating and 'Caa3' Probability of Default rating for Emmis Communications Corporation, as well as its SGL-4 speculative grade liquidity rating. Operating performance improved with the economic recovery, but absent debt reduction with proceeds from an asset sale or equity infusion Emmis will likely breach its leverage covenant when the covenant suspension period ends for the quarter ending November 30, 2011, in Moody's opinion. Emmis' CFR and PDR incorporate expectations for a covenant breach in November 2011. Moody's considers the Company's capital structure unsustainable, and its operations in the cyclical advertising business magnify this challenge. Furthermore, Emmis relies on two markets, Los Angeles and New York, for approximately 50% of its revenue, although its ownership of stations in top markets including Chicago as well as NY and LA, support the rating. The negative outlook incorporates Moody's expectations that Emmis will not comply with its maximum leverage covenant when effective for the quarter ending Nov. 30, 2011. ENDEAVOUR INT'L: S&P Rates $500-Mil. Sr. Secured Notes at 'CCC' --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'CCC' rating to Endeavour International Corp.'s planned $350 million first priority notes due 2018 and $150 million second priority notes due 2018. "The recovery rating on both debt issues is '6', indicating our expectation of negligible (0% to 10%) recovery in the event of a payment default," S&P said. "The preliminary 'B-'corporate credit rating on Endeavour International Corp. is unaffected at this time by the announced changes to the company's capital structure and related financing for the company's planned acquisition of the North Sea assets from ConocoPhillips," S&P said. Standard & Poor's plans to withdraw the senior unsecured debt rating on Endeavour's previously announced $500 million notes due 2020, which are no longer being offered. Ratings List Endeavour International Corp. Corporate credit rating B-(prelim)/Stable/-- New Rating $350 mil first priority notes due 2018 CCC(prelim) Recovery rating 6(prelim) $150 mil second priority notes due 2018 CCC(prelim) Recovery rating 6(prelim) EQUIPOWER RESOURCES: S&P Affirms 'BB-' $425MM Term Loan Rating -------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook to negative from stable on EquiPower's $425 million first-lien term loan and $100 million revolver. "We also affirmed the 'BB-' issue rating on the term loan and revolver, as well as the '1' recovery rating (indicating our expectation for 90% to 100% recovery in the event of a payment default)," S&P said. "The outlook revision reflects an expectation of further weakening in the project's financial performance over the next 12 to 24 months, given our view of future gas basis differentials and the recently approved Connecticut Generator Tax," said Standard & Poor's credit analyst Andrew Giudici. "The 'BB-' rating on EquiPower Resources Holdings LLC's $425 million term loan and $100 million revolver reflects a volatile cash flow generation profile, exposure to commodity and operational risk, and dependence on merchant revenues to repay debt. EquiPower was created to invest in a diversified portfolio of power assets, using proven combined-cycle gas turbine (CCGT) technologies. EquiPower owns four facilities in New England totaling 1,792 megawatts (MW): Dighton (168 MW), Lake Road (812 MW), MassPower (264 MW), and Milford (548 MW). The project is owned by EquiPower Resources HoldCo LLC, which is owned by EquiPower Resources Corp., which is owned by an unrated private equity fund, Energy Capital Partners II LP, and its parallel funds. The secured term loan matures in 2018 and is amortized through a 100% cash sweep with support from merchant revenues, financial hedges, and New England Power Pool capacity payments that are known (actual dollar amounts for those periods have been determined) until May 31, 2015," S&P said. "The negative outlook is based on our view of gas basis differentials and higher-than-expected taxes, which have the ability to compress future energy margins. A downgrade could occur if spark spreads are lower than we anticipate, the project encounters severe operating issues which result in higher expenses and lower availabilities, or hedge imperfections result in higher-than-expected counterparty payments. A debt service coverage ratio of below 1.5x on a sustained basis will most likely result in a downgrade," S&P said. EXIDE TECHNOLOGIES: S&P Affirms 'B' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Exide Technologies to negative from stable, and affirmed its ratings on the company, including the 'B' corporate credit rating and all issue-level ratings. "The outlook revision to negative reflects our view that there is now at least a one-in-three likelihood Exide's leverage could move toward 5.0x, with potentially weak free cash flow levels (cash use of $15.0 million or more) over the next 12 months. This could occur if the lack of demand persists in its transportation end- markets and industrial battery businesses related to network power. Upside lead-price volatility and potentially large swings in working capital are now elevated risks to credit quality. Our ratings on Exide Technologies reflect the company's 'aggressive' financial risk profile according to our criteria. This incorporates our expectation that cash generation will remain volatile because of Exide's exposure to lead prices and the inherent seasonality its businesses," S&P said. "The ratings also reflect Exide's 'vulnerable' business risk profile, marked by tough competition in the automotive and industrial battery businesses, exposure to volatile lead prices, high fixed costs, and capital intensity. We still believe Exide's sales and profitability will improve gradually as demand increases. However, recent results (third-quarter fiscal 2012, ended Dec. 31, 2011 were weaker than expected (especially in the North America automotive battery business)" said Standard & Poor's credit analyst Nishit Madlani. "We now believe there is at least a one-in-three likelihood that Exide's credit metrics, free cash flow, and liquidity could drop below the levels that might lead to a downgrade." "In our base-case scenario, we expect leverage to remain at about 4.5x, with flat to slightly negative free operating cash flow (FOCF) and some inherent intra-year volatility in earnings because of seasonality. We now believe Exide will use more cash than we expected for fiscal 2012, partly because of mild winters in its end-markets following higher cash demands from operations until September, higher working-capital investments in inventory over the summer months, and sluggish aftermarket demand in the transportation battery business thereafter. Over the next 12 months, lack of improvement in end-market demand in its North American transportation businesses, a persistently lagging higher-margin network power sales, and any uptick in lead prices could limit free cash flow generation in fiscal 2013," S&P said. FENTURA FINANCIAL: Douglas Kelley Resigns as SVP and CFO -------------------------------------------------------- Douglas Kelley, senior vice president and chief financial officer, announced that he was resigning his position to pursue other interests. Mr. Kelley's last day with the Company will be Feb. 23, 2012. No payments pursuant to the Severance Compensation Agreement between Mr. Kelley and the Company dated July 24, 2008, will be paid by the Company. About Fentura Financial Based in Fenton, Michigan, Fentura Financial, Inc., is a registered bank holding company, owns and controls The State Bank, Fenton, Michigan, and West Michigan Community Bank, Hudsonville, Michigan, both state nonmember banks, and two nonbank subsidiaries. Fentura Financial shares are traded over the counter under the FETM trading symbol. Fentura Financial, Inc., entered into a Written Agreement with the Federal Reserve Bank of Chicago on Nov. 4, 2010. Among other things, the Written Agreement requires that the Company obtain the approval of the FRB prior to paying a dividend; requires that the Company obtain the approval of the FRB prior to making any distribution of interest, principal, or other sums on subordinated debentures or trust preferred securities; prohibits the Company from purchasing or redeeming any shares of its stock without the prior written approval of the FRB; requires the submission of a written capital plan by Jan. 3, 2011, and; requires the Company to submit cash flow projections for the Company to the FRB on a quarterly basis. The Company reported a net loss of $5.38 million on $13.87 million of interest income for the year ended Dec. 31, 2010, compared with a net loss of $16.98 million on $16.24 million of interest income during the prior year. The Company also reported a net loss of $635,000 on $9.96 million of total interest income for the nine months ended Sept. 30, 2011, compared with a net loss of $5.60 million on $12.11 million of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $307.10 million in total assets, $291.42 million in total liabilities and $15.67 million in total shareholders' equity. As reported in the Troubled Company Reporter on March 22, 2010, Crowe Horwath LLP, in Grand Rapids, Mich., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company incurred net losses in 2009 and 2008, primarily from higher provisions for loan losses, and non-compliance with the higher capital requirements of the Consent Orders. FIDELITY NATIONAL: Increases Annual Dividend to $0.8 Per Share -------------------------------------------------------------- Fidelity National Information Services, Inc. (FIS) announced that it is increasing its annual dividend to $0.80 per share from $0.20 per share. Fitch Ratings estimates that total annual dividend expense will be approximately $240 million which equates to roughly 30% of free cash flow generated in 2011. In addition, FIS announced that its board of directors has increased its share repurchase authorization to $1 billion from $500 million (of which $361 million remained outstanding). This new authorization is effective through the end of 2015 versus 2013 under the prior plan. Fitch would not expect a change in annual share repurchases activity if as anticipated the new authorization is executed over the full term of the plan. Fitch believes that the announced increases in shareholder distributions are consistent with expectations for FIS's balance sheet and cash flow management under the current rating. Fitch would expect the company to limit the use of cash for acquisitions going forward in preference for share repurchases as part of this plan. Fitch notes that the company generates adequate free cash flow to support the higher dividend and share repurchase amounts. In addition, leverage remains conservative for the rating at under 3.0 times (x) EBITDA with free cash flow of approximately 14% of adjusted debt (adjusted for operating leases). FIS's ratings are constrained by the company's historical use of debt to finance large acquisitions and shareholder friendly actions, including a $2.5 billion accelerated share repurchase program in 2010. The ratings could be positively impacted if management demonstrates a firm commitment to less aggressive shareholder actions and debt financed acquisitions in conjunction with a commitment to maintaining an investment grade rating. Total liquidity as of Dec. 31, 2011 was $1.2 billion consisting of approximately $825 million available under FIS's $1 billion senior secured revolving credit facility which expires July 2014, and approximately $416 million in cash. Free cash flow of $800 million in the latest 12 month period also supports liquidity. Total debt as of Dec. 31, 2011 was $4.8 billion and consisted principally of approximately $175 million outstanding under FIS's aforementioned revolving credit facility, $2.1 billion outstanding under a senior secured term loan A maturing July 2014; $1.25 billion outstanding under a senior secured term loan B maturing July 2016; $750 million in 7.625% senior unsecured notes due July 2017; and $500 million in 7.875% senior unsecured notes due July 2020. Fitch currently rates FIS as follows: -- Issuer Default Rating at 'BB+'; -- $1 billion secured revolving credit facility (RCF) at 'BB+'; -- Senior secured term loan A at 'BB+'; -- Senior secured term loan B at 'BB+'; -- $750 million in 7.625% senior unsecured notes due July 2017 at 'BB'; -- $500 million in 7.875% senior unsecured notes due July 2020 at 'BB'. The Rating Outlook is Stable. FILENE'S BASEMENT: NY Landlord Files Suit Against DSW Over Lease ---------------------------------------------------------------- Jake Simpson at Bankruptcy Law360 reports that the landlord of a Manhattan retail complex filed a breach of contract suit against shoemaker DSW MS LLC in New York state court Friday, claiming DSW is responsible for a commercial lease that belonged to now- bankrupt Filene's Basement through 2024. According to Law360, the landlord, 4 Union Square South LLC, said DSW is legally on the hook for the remainder of the lease because of its May merger with Retail Ventures Inc., Filene's former owner, which assumed the liability from Filene's during bankruptcy proceedings. Equity Committee Offers Own Plan The official shareholders' committee for Filene's Basement and Syms Corp. filed papers on Feb. 3 asking for the termination of the Debtors' exclusive right to propose a Chapter 11 plan. A hearing is scheduled March 7. The Equity Committee proposes a rival Chapter 11 plan where the liquidating retailers would be reorganized as a real estate holding company paying creditors in full. The equity committee says it believes the company will file a "liquidation plan" that "will destroy substantial equity value." The shareholders say they will submit a plan to pay Syms creditors in cash in full. To finance operations as a real estate holding company, the equity committee says there will be a combination of debt financing and an equity rights offering, or alternatively, "a new real estate investment partner." About Filene's Basement & Syms Corp. 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, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors disclosed assets of $236 million, including real estate of $97.7 million, and liabilities of $94 million, including $31.1 million owing on a revolving credit with Bank of America NA as agent. In addition, there were $11.1 million in letters of credit outstanding on the revolver. The 2009 Debtor was formally 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. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. FIRST SEALORD: Commonwealth Court Approves Liquidation Bid ---------------------------------------------------------- Commonwealth Court has approved the Pennsylvania Insurance Department's petition to liquidate First Sealord Surety Insurance, state Insurance Commissioner Michael Consedine announced on Feb. 8. First Sealord, a bond and surety company based in Villanova, had experienced a steep drop in its surplus. "I petitioned Commonwealth Court for a liquidation order because First Sealord Surety is no longer able to meet its policyholder obligations or pay its debts as they come due," said Consedine. "The court's approval of our petition puts numerous policyholder safeguards in place and establishes an orderly payment process." First Sealord Surety began its operations in 1991 as a mono-line insurance company underwriting surety bonds. The firm insured construction general contractors and subcontractors against loss. Until recently, when it stopped writing bonds, it offered coverage in 39 states. "Aggressively working with financially troubled companies is a critical part of our regulatory role," Consedine added. "In the majority of cases, our work can help put a company back on a stable financial course. In the case of Sealord, the company fell too far, too fast." The liquidation order triggers these processes: -- The department, as liquidator, takes over, secures the company and marshals all available assets to pay policyholder claims. -- On-site liquidator analyzes the company's most recent financial data to understand the full scope of company's financial hole. -- Policies (bonds) terminate within 30 business days of liquidation order. -- Policyholders/bondholders are among the first priority of payments and will receive notice of that payment process shortly. -- Creditors are also paid in order of priority and follow a proof of claims process. -- The liquidator distributes any surplus funds to the shareholders. -- The company is then formally dissolved. The Insurance Department is now on-site at the company. Sealord bondholders and producers with questions should call 717-787-7823. More information on the liquidation process can be found at http://www.insurance.pa.gov FIRSTFED FINANCIAL: Holdco Proposes Going-Concern Plan ------------------------------------------------------ Holdco Advisors L.P., submitted to the U.S. Bankruptcy Court for the Central District of California filed a proposed Plan of Reorganization and explanatory Disclosure Statement for Firstfed Financial Corp. According to the Disclosure Statement dated Jan. 25, 2012, the Plan provides for the reorganization of the Debtor and for holders of certain Allowed Claims to receive equity in the Reorganized Debtor, with the option for each holder of General Unsecured Claims to receive instead a "cash out" right of payment and a security that results in cash from certain of the Debtor's assets, including cash held by the Debtor as of the Effective Date. The Plan provides that all of the assets of the Debtor's estate -- including Causes of Action not expressly released under the Plan -- will vest in the Reorganized Debtor and then, where applicable, be distributed pursuant to the Plan. The Reorganized Debtor will continue to operate the Debtor's business as a going concern in the real estate and financial services sectors, and will pursue litigation, including litigation with the FDIC, and make distributions under the Plan. The Plan Proponent set a March 14, 2012 hearing at 10:00 a.m. on the approval of the proposed Disclosure Statement. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/FIRSTFED_FINANCIAL_ds.pdf Holdco Advisors is represented by: Jeff D. Kahane, Esq. DUANE MORRIS LLP 865 South Figueroa Street, Suite 3100 Los Angeles, CA 90017-5450 Tel: (213) 689-7400 Fax: (213) 689-7401 E-mail: JKahane@dueanmorris.com - and - Jeffrey D. Sternklar 100 High Street, Suite 2400 Boston, MA 02110 Tel: (857) 488-4200 Fax: (857) 401-3034 E-mail: JDSternklar@duanemorris.com About FirstFed Financial Irvine, Calif.-based FirstFed Financial Corp. is the bank holding company for First Federal Bank of California and its subsidiaries. The Bank was closed by federal regulators on Dec. 18, 2009. FirstFed Financial Corp. filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-10150) on Jan. 6, 2010. Jon L. Dalberg, Esq., at Landau Gottfried & Berger LLP, represents the Debtor in its restructuring effort. Garden City Group is the claims and notice agent. The Debtor disclosed assets at $1 million and $10 million, and debts at $100 million and $500 million. The Debtor's exclusive period to propose a plan expired in January 2011. The Debtor has proposed a Plan of Liquidation, which proposes an orderly liquidation of the Debtor's estate. FIRSTPLUS FINANCIAL: Trustee's Liquidating Plan Confirmed --------------------------------------------------------- Judge Harlin De Wayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas has confirmed the amended plan of liquidation of FirstPlus Financial Group, Inc. Under the confirmation order, the Chapter 11 Trustee is appointed as the liquidating trustee under the liquidating plan. On the Effective Date, the liquidating trust assets, expressly including the litigation and all other causes of action, will be deemed to have been transferred by the Debtor or the Chapter 11 Trustee to the Liquidating Trust, free and clear of all liens, claims, and encumbrances, but subject to any obligations imposed by the Plan. On or after the Effective Date, the Liquidating Trust will remit to the respective holders of all remaining and unpaid allowed administrative expense claims, allowed priority claims, an amount in cash equal to 100% of the amount of the allowed claim. On and after the Effective Date, the Liquidating Trust will make payments to the holders of all allowed Class 3 (unsecured claims) and Class 4 (subordinated claims) in the time and manner, and to the extent, set forth in the Plan. The holders of subordinated claims will most likely not receive or retain any Property. Holders of equity interests won't receive any distributions. A copy of the Disclosure Statement is available for free at: http://ResearchArchives.com/t/s?770c New Contact Details The Chapter 11 Trustee of FirstPlus Financial Group, Inc., has filed a notice with the Bankruptcy Court for the Northern District of Texas, regarding a change in address. The new contact information for Matthew D. Orwig and Basheer Ghorayeb are now: Matthew D. Orwig, Esq. Jones Day 2727 North Harwood Street Dallas, Texas 75201-1515 Tel: (214) 220-3939 Fax: (214) 969-5100 E-mail: morwig@jonesday.com - and - Basheer Ghorayeb, Esq. Jones Day 2727 North Harwood Street Dallas, Texas 75201-1515 Tel: (214) 220-3939 Fax: (214) 969-5100 E-mail: bghorayeb@jonesday.com About FirstPlus Financial Based in Beaumont, Texas, FirstPlus Financial Group, Inc. (Pink Sheets: FPFX) -- http://www.firstplusgroup.com/-- is a diversified company that provides commercial loan, consumer lending, residential and commercial restoration, facility (janitorial and maintenance) services, insurance adjusting services, construction management services and a facilities and restoration franchise business. The Company has three direct subsidiaries, Rutgers Investment Group, Inc., FirstPlus Development Company and FirstPlus Enterprises, Inc. In turn, FirstPlus Enterprises, Inc., has three of its own direct subsidiaries, FirstPlus Restoration Co., LLC, FirstPlus Facility Services Co., LLC and The Premier Group, LLC. FirstPlus Restoration and FirstPlus Facility jointly own FirstPlus Restoration & Facility Services Company. Additionally, FirstPlus Development has one direct subsidiary FirstPlus Acquisitions-1, Inc. A subsidiary of FirstPlus Financial Group -- FirstPlus Financial Inc. -- filed for Chapter 11 bankruptcy in March 1999 before the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, amid turmoil in the asset-backed securitization markets and the lack of a reliable, committed secondary take-out source for high LTV loans. A modified third amended plan of reorganization was confirmed in that case in April 2000. The Company filed for Chapter 11 protection on June 23, 2009 (Bankr. N.D. Tex. Case No. 09-33918). Aaron Michael Kaufman, Esq., and George H. Tarpley, Esq., at Cox Smith Matthews Incorporated, serve as counsel. The Debtor has total assets of $15,503,125 and total debts of $4,539,063 as of June 30, 2008. FirstPLUS Financial Group disclosed $1,264,637 in assets and $10,347,448 in liabilities as of the Chapter 11 filing. Matthew D. Orwig was appointed as the Chapter 11 trustee in the Debtor's cases. He is represented by Peter A. Franklin, Esq., and Erin K. Lovall, Esq., at Franklin Skierski Lovall Hayward LLP. Franklin Skierski was elevated to lead counsel from local counsel in the stead of Jo Christine Reed and SNR Denton US LLP, due to the maternity leave of Ms. Reed. Kurtzman Carson Consultants serve as notice and balloting agent. FRANCISCAN COMMUNITIES: Panel Taps McDonald Hopkins as Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of the Franciscan Communities St. Mary of the Woods, Inc., asks the U.S. Bankruptcy Court for the Northern District of Ohio for permission to retain McDonald Hopkins LLC as counsel. Scott N. Opincar, a member of McDonald Hopkins, tells the Court that his hourly rate is $450, and hourly rates of the firm's personnel are: Sean D. Malloy, member $505 Members $280 - $660 Of Counsel $310 - $605 Associates $185 - $395 Paralegals $115 - $245 Law Clerks $60 - $125 Mr. Opincar assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Franciscan Communities Illinois-based Franciscan Communities St. Mary of the Woods, Inc., owns and operates a senior living community in Avon, Ohio. The not-for-profit community is owned and managed by the Franciscan Sisters of Chicago Service Corp. Franciscan Communities St. Mary of the Woods filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Case No. 11-19865) on Nov. 21, 2011, after it failed to negotiate an out-of-court workout with holders of tax-free bonds. Judge Jessica E. Price Smith oversees the case. The Debtor disclosed assets of $36 million and debt totaling $48 million as of the Chapter 11 filing. In its schedules, the Debtor disclosed $22,314,854 in assets and $49,555,487 in liabilities. The Debtor is represented by Heather Lennox, Esq., Carl E. Black, Esq., and Daniel M. Syphard, Esq., at Jones Day, as bankruptcy counsel. The Garden City Group, Inc., is the claims and noticing agent. Franciscan Sisters of Chicago, the sole member of the Debtor, is providing $4.5 million in DIP loans. The DIP Lender is represented by George Mesires, Esq., and Daniel P. Strzalka, Esq., at Ungaretti & Harris LLP. The Bank of New York Mellon Trust Company, N.A., the bond trustee, is represented by Bruce H. White, Esq., and Clifton R. Jessup, Esq., at Greenberg Traurig LLP. Wells Fargo Bank, N.A., as Master Trustee, is represented by Daniel S. Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., and John R. Weiss, Esq., at Duane Morris LLP. Sovereign Bank, provider of the Debtor's letter of credit facility, is also represented by John R. Weiss, Esq., at Duane Morris LLP. FRANCISCAN COMMUNITIES: Taps Deloitte FAS as Restructuring Advisor ------------------------------------------------------------------ Franciscan Communities St. Mary of the Woods, Inc., asks the U.S. Bankruptcy Court for the Northern District of Ohio for permission to employ Deloitte Financial Advisory Services LLP as restructuring advisor. Deloitte FAS will, among other things: a) advise and assist the Debtor in connection with its identification, evaluation, development, and implementation of restructuring strategies and tactics; b) advise and assist the Debtor in its gaining an understanding of the business and financial impact of various available strategic restructuring alternatives, including evaluation of prepetition and postpetition funding needs; c) advise and assist the Debtor in connection with its communications and negotiations with other parties, including, but not limited to, secured creditors, customers, suppliers, and other parties-in-interest; The Debtor intends that the services of Deloitte FAS will complement, and not duplicate, the services to be rendered by the Debtor's proposed investment banker, Houlihan Lokey Capital, Inc., or any other professional retained in the case. Louis E. Robichaux IV, a principal of Deloitte FAS tells the Court that Deloitte FAS has agreed to provide the services at these hourly billing rates: Partners, Principals and Directors $495 - $595 Senior Managers $465 Managers $365 Senior Associates and Associates $260 Paraprofessionals $125 Mr. Robichaux adds that the Debtor paid Deloitte FAS a total of $75,000 for services rendered by Deloitte FAS prior to the Petition Date. Mr. Robichaux assures the Court that Deloitte FAS is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Franciscan Communities Illinois-based Franciscan Communities St. Mary of the Woods, Inc., owns and operates a senior living community in Avon, Ohio. The not-for-profit community is owned and managed by the Franciscan Sisters of Chicago Service Corp. Franciscan Communities St. Mary of the Woods filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Case No. 11-19865) on Nov. 21, 2011, after it failed to negotiate an out-of-court workout with holders of tax-free bonds. Judge Jessica E. Price Smith oversees the case. The Debtor disclosed assets of $36 million and debt totaling $48 million as of the Chapter 11 filing. In its schedules, the Debtor disclosed $22,314,854 in assets and $49,555,487 in liabilities. The Debtor is represented by Heather Lennox, Esq., Carl E. Black, Esq., and Daniel M. Syphard, Esq., at Jones Day, as bankruptcy counsel. The Garden City Group, Inc., is the claims and noticing agent. Franciscan Sisters of Chicago, the sole member of the Debtor, is providing $4.5 million in DIP loans. The DIP Lender is represented by George Mesires, Esq., and Daniel P. Strzalka, Esq., at Ungaretti & Harris LLP. The Bank of New York Mellon Trust Company, N.A., the bond trustee, is represented by Bruce H. White, Esq., and Clifton R. Jessup, Esq., at Greenberg Traurig LLP. Wells Fargo Bank, N.A., as Master Trustee, is represented by Daniel S. Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., and John R. Weiss, Esq., at Duane Morris LLP. Sovereign Bank, provider of the Debtor's letter of credit facility, is also represented by John R. Weiss, Esq., at Duane Morris LLP. The Official Committee of Unsecured Creditors tapped McDonald Hopkins LLC as counsel. FRANCISCAN COMMUNITIES: Files Schedules of Assets and Liabilities ----------------------------------------------------------------- Franciscan Communities St. Mary of the Woods, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Ohio its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $17,990,914 B. Personal Property $4,323,940 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $34,331,695 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $15,223,791 ----------- ----------- TOTAL $22,314,854 $49,555,487 A full-text copy of the schedules is available for free at: http://bankrupt.com/misc/FRANCISCAN_COMMUNITIES_sal.pdf About Franciscan Communities Illinois-based Franciscan Communities St. Mary of the Woods, Inc., owns and operates a senior living community in Avon, Ohio. The not-for-profit community is owned and managed by the Franciscan Sisters of Chicago Service Corp. Franciscan Communities St. Mary of the Woods filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Case No. 11-19865) on Nov. 21, 2011, after it failed to negotiate an out-of-court workout with holders of tax-free bonds. Judge Jessica E. Price Smith oversees the case. The Debtor disclosed assets of $36 million and debt totaling $48 million as of the Chapter 11 filing. The Debtor is represented by Heather Lennox, Esq., Carl E. Black, Esq., and Daniel M. Syphard, Esq., at Jones Day, as bankruptcy counsel. The Garden City Group, Inc., is the claims and noticing agent. Franciscan Sisters of Chicago, the sole member of the Debtor, is providing $4.5 million in DIP loans. The DIP Lender is represented by George Mesires, Esq., and Daniel P. Strzalka, Esq., at Ungaretti & Harris LLP. The Bank of New York Mellon Trust Company, N.A., the bond trustee, is represented by Bruce H. White, Esq., and Clifton R. Jessup, Esq., at Greenberg Traurig LLP. Wells Fargo Bank, N.A., as Master Trustee, is represented by Daniel S. Bleck, Esq., at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., and John R. Weiss, Esq., at Duane Morris LLP. Sovereign Bank, provider of the Debtor's letter of credit facility, is also represented by John R. Weiss, Esq., at Duane Morris LLP. FURNITURE BY THURSTON: Amends Schedules of Assets and Liabilities ----------------------------------------------------------------- Furniture by Thurston amended on Jan. 4, 2012, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $15,375,120 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $17,228,789 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $7,999,183 ----------- ----------- TOTAL $15,375,120 $25,227,972 A full-text copy of the amended schedules is available for free at http://bankrupt.com/misc/FURNITURE_BY_THURSTON_sal.pdf The Debtor disclosed $15,375,120 in assets and $25,227,972 in its original schedules. About KLN Steel Products San Antonio, Texas-based KLN Steel Products Company LLC, Dehler Manufacturing Co. Inc., and Furniture by Thurston manufacture and market high quality furniture for multi-person housing facilities and packaged services for federal government offices and dormitory facilities. They have two manufacturing facilities. One in San Antonio, Texas, which is consolidated and designed to accommodate high volume fabrication of standard and semi-custom steel furniture and casegoods of high quality for colleges and universities, military quarters, and job corps centers, or wherever high quality, long life, low maintenance furniture is essential. The facility includes a manufacturing facility of more than 170,000 square feet capable of producing substantial projects on a timely basis. The second facility is located in Grass Valley, California, with more than 61,000 square feet dedicated to the manufacturing of wood furniture for military and university housing. KLN Steel filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-12855) on Nov. 22, 2011. Dehler (Case No. 11-12856) and Furniture by Thurston (Case No. 11-12858) filed on the same day. Judge Craig A. Gargotta were originally assigned to the KLN and Dehler cases. The Furniture by Thurston case was given to Judge H. Christopher Mott. Judge Mott now oversees all three cases. Patricia Baron Tomasco, Esq., at Jackson Walker LLP, serves as the Debtors' counsel. Each of the Debtors estimated assets and debts of $10 million to $50 million. The petition was signed by Edward J. Herman, president. GAC STORAGE: Hearing on Additional Plan Exclusivity Tomorrow ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois has continued to Feb. 16, 2012, at 10:30 a.m., the hearing to consider the combined motion of GAC Storage Lansing, LLC, GAC Storage Copley Place, LLC, and GAC Storage El Monte, LLC, to extend the Debtors' exclusive periods to propose Chapter 11 Plans and solicit acceptances to Feb. 16, 2012, at 10:30 a.m. On Jan. 30, 2012, the Debtors filed a motion with the Bankruptcy Court for the extension of the exclusive periods to file plans and to solicit acceptances of the Chapter 11 plans through and including May 4, 2012, and July 3, 2012, respectively. This is the Debtors' first request for extensions of the Exclusive Periods. Wells Fargo Bank, N.A., successor-by-merger to Wachovia Bank, N.A. objects to the foregoing motion, stating that: 1. The El Monte bankruptcy case is not complicated. It involves one primary asset, few employees, two secured creditors and a de minimus number of unsecured claims. 2. There is no evidence that the Debtor has made any progress toward formulating a plan. Indeed, the Debtor has not even negotiated a final agreement on the use of cash collateral with Lender, despite the fact that Lender proposed terms for a final cash collateral order seven weeks ago. 3. Although settlement discussions are ongoing, the parties appear to be so far apart that plan or stay relief litigation seems to be the only way to resolve this case. 4. There are no unresolved contingencies in this straightforward case. 5. The Debtor has not attempted to negotiate a plan with Lender. 6. The Debtor has been able to pay critical expenses from the bank's collateral only because BANA has accommodated the Debtor's request for multiple extensions of the interim cash collateral order. 7. Because there has been no progress toward the formation of a plan, Lender cannot determine if a viable plan can or will be proposed by the Debtor. Counsel for Wells Fargo Bank, N.A., can be reached at: Leslie Allen Bayles Aaron Davis BRYAN CAVE LLP 161 North Clark Street, Ste. 4300 Chicago, IL 60601-3315 Tel: (312) 602-5000 Fax: (312) 602-5050 Bank of America, N.A., also objects to the Debtor's exclusivity motion. It states: 1. The Copley case is not complicated. It involves one primary asset, few employees, one secured creditor and a de minimus number of unsecured claims. 2. There is no evidence that the Debtor has made any progress toward formulating a plan. Indeed, the Debtor has not even negotiated a final agreement on the use of cash collateral with BANA, despite the fact that BANA proposed terms for a final cash collateral order seven weeks ago. 3. Although settlement discussions are ongoing, the parties appear to be so far apart that plan or stay relief litigation seems to be the only way to resolve this case. 4. There are no unresolved contingencies in this straightforward case. 5. The Debtor has not attempted to negotiate a plan with Lender. 6. The Debtor has been able to pay critical expenses from the bank's collateral only because BANA has accommodated the Debtor's request for multiple extensions of the interim cash collateral order. 7. Because there has been no progress toward the formation of a plan, BANA cannot determine if a viable plan can or will be proposed by the Debtor. Counsel for BANA can be reached at: Leslie Allen Bayles Aaron Davis BRYAN CAVE LLP 161 North Clark Street, Ste. 4300 Chicago, IL 60601-3315 Tel: (312) 602-5000 Fax: (312) 602-5050 About Makena Great The Makena Great American Anza Company LLC -- http://www.makenacapital.net/-- is a commercial shopping center developers in Southern California. Makena Great American leads the way in the acquisition and development of "A-Location" small commercial shopping centers and corner properties in Southern California. The Makena Great American Anza Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in Chicago, Illinois. Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serves as local counsel to the Debtor. D. Sam Anderson, Esq., and Halliday Moncure, Esq., at Bernstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine, serve as counsel to the Debtor. The Debtor disclosed $13,938,161 in assets and $17,723,488 in liabilities. About GAC Storage GAC Storage Lansing, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-40944) on Oct. 7, 2011. Robert M Fishman, Esq., and Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson, & Towbin LLC, in Chicago, represents the Debtor as local counsel. It estimated $1 million to $10 million in assets and debts. The petition was signed by Noam Schwartz, secretary and treasurer of EBM Mgmt Servs, Inc., manager of GAC Storage, LLC. The Debtors' cases are being jointly administered along with the Chapter 11 cases of The Makena Great American Anza Company, LLC ("Anza") and San Tan Plaza, LLC ("San Tan," and together with Anza, the "Related Debtors") under lead case no. 11-40944. GAC STORAGE: Makena Can Employ Bernstein Shur as Counsel -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Illinois has granted The Makena Great American Anza Company, LLC, permission to employ Employ Bernstein, Shur, Sawyer & Nelson, P.A., as its counsel. As reported in the TCR on Jan. 17, 2012, upon retention, the firm will, among other things: (a) give the Debtor legal advice with respect to its rights, powers, and duties as a debtor and/or debtor in possession in connection with the administration of its estate, operation of its business, and management of its property; (b) advise the Debtor with respect to asset dispositions, including sales, abandonments, and assumptions or rejections of executory contracts and unexpired leases, and to take such actions as may be necessary to effectuate those dispositions; and (c) assist the Debtor in the negotiation, formulation, and drafting of a chapter 11 plan. Jay S. Geller, Esq. attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm's rates are: Personnel Rates --------- ----- Shareholders $275 - $490 Associates $175 - $250 Prior to the Petition Date, the Debtor transferred $50,000 to Bernstein Shur as a prepayment for services to be rendered in advance of and in connection with the Case. Bernstein Shur submits that approximately $7,543.001 of the Prepetition Retainer has been used and applied to prepetition services, including legal fees, filing fees, and expenses incurred prior to the Petition Date. About Makena Great The Makena Great American Anza Company LLC -- http://www.makenacapital.net/-- is a commercial shopping center developers in Southern California. Makena Great American leads the way in the acquisition and development of "A-Location" small commercial shopping centers and corner properties in Southern California. The Makena Great American Anza Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in Chicago, Illinois. Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serves as local counsel to the Debtor. D. Sam Anderson, Esq., and Halliday Moncure, Esq., at Berstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine, serve as counsel to the Debtor. The Debtor disclosed $13,938,161 in assets and $17,723,488 in liabilities. About GAC Storage GAC Storage Lansing, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-40944) on Oct. 7, 2011. Robert M Fishman, Esq., and Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson, & Towbin LLC, represents the Debtor as local counsel. It estimated $1 million to $10 million in assets and debts. The petition was signed by Noam Schwartz, secretary and treasurer of EBM Mgmt Servs, Inc., manager of GAC Storage, LLC. The Debtors' cases are being jointly administered along with the Chapter 11 cases of The Makena Great American Anza Company, LLC ("Anza") and San Tan Plaza, LLC ("San Tan," and together with Anza, the "Related Debtors") under lead case no. 11-40944. GAC STORAGE: Makena Can Employ Shaw Gussis as Local Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Illinois has granted The Makena Great American Anza Company, LLC, permission to employ Shaw Gussis Fishman Glantz Wolfson & Towbin LLC, as its local counsel. As reported in the TCR on Jan. 17, 2012, upon retention, the firm will, among other things: a. give the Debtor legal advice with respect to their rights, powers, and duties as debtors in possession in connection with administration of their estates, operation of their businesses, and management of their properties; b. advise the Debtor with respect to any asset dispositions, including sales, abandonments, and assumptions or rejections of executory contracts and unexpired leases, and take such actions as may be necessary to effectuate those dispositions; and c. assist the Debtors in the negotiation, formulation, and drafting of a chapter 11 plan. Robert M. Fishman attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm's rates are: Personnel Rates --------- ----- Members $395 to $625 Associates $265 to $350 Paralegals $125 to $185 About Makena Great The Makena Great American Anza Company LLC -- http://www.makenacapital.net/-- is a commercial shopping center developers in Southern California. Makena Great American leads the way in the acquisition and development of "A-Location" small commercial shopping centers and corner properties in Southern California. The Makena Great American Anza Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in Chicago, Illinois. Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serves as local counsel to the Debtor. D. Sam Anderson, Esq., and Halliday Moncure, Esq., at Bernstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine, serve as counsel to the Debtor. The Debtor disclosed $13,938,161 in assets and $17,723,488 in liabilities. About GAC Storage GAC Storage Lansing, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-40944) on Oct. 7, 2011. Robert M Fishman, Esq., and Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson, & Towin LLC, represents the Debtor as local counsel. It estimated $1 million to $10 million in assets and debts. The petition was signed by Noam Schwartz, secretary and treasurer of EBM Mgmt Servs, Inc., manager of GAC Storage, LLC. The Debtors' cases are being jointly administered along with the Chapter 11 cases of The Makena Great American Anza Company, LLC ("Anza") and San Tan Plaza, LLC ("San Tan," and together with Anza, the "Related Debtors") under lead case no. 11-40944. GAC STORAGE: Can Employ Smith Hemmesch as Special Counsel --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Illinois has granted GAC Storage Lansing, LLC, et al., permission to employ Christopher B. Kaczynski of the Law Offices of Smith, Hemmesch, Burke & Kaczynski as special counsel to prosecute an appeal GAC Storage Lansing's 2011 property tax assessment. Christopher B. Kaczynski, Esq., a partner at Smith, Hemmesch, Burke & Kaczynski, attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The Debtor proposes to pay Smith Hemmesch a contingent fee of 25% of any tax savings received as a result of the tax appeal and to be reimbursed for necessary and reasonable out-of-pocket expenses attendant to the legal services provided. About Makena Great The Makena Great American Anza Company LLC -- http://www.makenacapital.net/-- is a commercial shopping center developers in Southern California. Makena Great American leads the way in the acquisition and development of "A-Location" small commercial shopping centers and corner properties in Southern California. The Makena Great American Anza Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in Chicago, Illinois. Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serves as local counsel to the Debtor. D. Sam Anderson, Esq., and Halliday Moncure, Esq., at Berstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine, serve as counsel to the Debtor. The Debtor disclosed $13,938,161 in assets and $17,723,488 in liabilities. About GAC Storage GAC Storage Lansing, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-40944) on Oct. 7, 2011. Robert M Fishman, Esq., and Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson, & Towin LLC, represents the Debtor as local counsel. It estimated $1 million to $10 million in assets and debts. The petition was signed by Noam Schwartz, secretary and treasurer of EBM Mgmt Servs, Inc., manager of GAC Storage, LLC. The Debtors' cases are being jointly administered along with the Chapter 11 cases of The Makena Great American Anza Company, LLC ("Anza") and San Tan Plaza, LLC ("San Tan," and together with Anza, the "Related Debtors") under lead case no. 11-40944. GAC STORAGE: Can Employ Wilson Elser as Construction Counsel ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois granted The Makena Great American Anza Company, LLC, permission to employ Wilson Elser Moskowitz, Edelman & Dicker LLP, as its special construction litigation counsel. As reported in the TCR on Feb. 1, 2012, George D. Hagen, a partner at Wilson, Elser, Moskowitz, Edelman & Dicker, LLP, attests that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm's hourly rates are: Personnel Rates --------- ----- Partners $275 Associates $225 Paralegal $125 About Makena Great The Makena Great American Anza Company LLC -- http://www.makenacapital.net/-- is a commercial shopping center developers in Southern California. Makena Great American leads the way in the acquisition and development of "A-Location" small commercial shopping centers and corner properties in Southern California. The Makena Great American Anza Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 11-48549) on Dec. 1, 2011, in Chicago, Illinois. Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin, LLC, in Chicago, serves as local counsel to the Debtor. D. Sam Anderson, Esq., and Halliday Moncure, Esq., at Berstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine, serve as counsel to the Debtor. The Debtor disclosed $13,938,161 in assets and $17,723,488 in liabilities. About GAC Storage GAC Storage Lansing, LLC, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-40944) on Oct. 7, 2011. Robert M Fishman, Esq., and Gordon E. Gouveia, Esq., at Shaw Gussis Fishman Glantz Wolfson, & Towbin LLC, represents the Debtor as local counsel. It estimated $1 million to $10 million in assets and debts. The petition was signed by Noam Schwartz, secretary and treasurer of EBM Mgmt Servs, Inc., manager of GAC Storage, LLC. The Debtors' cases are being jointly administered along with the Chapter 11 cases of The Makena Great American Anza Company, LLC ("Anza") and San Tan Plaza, LLC ("San Tan," and together with Anza, the "Related Debtors") under lead case no. 11-40944. GAMETECH INT'L: Luck Could Run Out as it Faces Debt Maturity ------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that GameTech International is going to need to hedge its bets to make it through 2012 as the company's debt comes due while steep competition has kept it in the red. About Gametech International Based in Reno, Nevada, GameTech develops and manufactures gaming entertainment products and systems. GameTech holds a significant position in the North American bingo market with its interactive electronic bingo systems, portable and fixed-based gaming units, and complete hall management modules. It also holds a significant position in select North American VLT markets, primarily Montana, Louisiana, and South Dakota, where it offers video lottery terminals and related gaming equipment and software. It also offers Class III slot machines and server-based gaming systems. The Company reported a net loss of $6.36 million on $30.86 million of net revenues for the 52 weeks ended Oct. 30, 2011, compared with a net loss of $20.35 on $35.17 million of net revenues for the 52 weeks ended Oct. 31, 2010. The Company's balance sheet as of Oct. 30, 2011, showed $33.93 million in total assets, $30.46 million in total liabilities, and $3.46 million in stockholders' equity. Piercy Bowler Taylor & Kern expressed substantial doubt about the Company's ability to continue as a going concern following the fiscal 2011 financial results. All of the Company's debt (approximately $23.4 million at Oct. 30, 2011) is classified as current. The independent auditors noted that there is significant uncertainty as to whether the Company will be able to satisfy all conditions necessary to extend the maturity of those obligations. GENCORP INC: BlackRock Discloses 7.8% Equity Stake -------------------------------------------------- BlackRock, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, that, as of Dec. 30, 2011, it beneficially owns 4,585,938 shares of common stock of Gencorp Inc. representing 7.81% of the shares outstanding. As previously reported by the TCR on Feb. 10, 2011, BlackRock disclosed beneficial ownership of 4,830,633 shares. A full-text copy of the amended filing is available for free at:' http://is.gd/MMtqF9 About GenCorp Inc. Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY) -- http://www.GenCorp.com/-- is a manufacturer of aerospace and defense products and systems with a real estate segment that includes activities related to the re-zoning, entitlement, sale, and leasing of the Company's excess real estate assets. GenCorp Inc.'s balance sheet as of Nov. 30, 2011, showed $939.50 million in total assets, $1.14 billion in total liabilities, $4.40 million in redeemable common stock, and a $211.60 million total shareholders' deficit. * * * Standard & Poor's in February 2011 has raised its corporate credit rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its rating on the company's first-lien secured debt to 'BB-' from 'B+' and on the subordinated debt to 'CCC+' from 'CCC'. The recovery rating on the first-lien secured debt remains unchanged at '1', and the recovery rating on the subordinated debt remains unchanged at '6'. The outlook is stable. "We are raising its ratings on GenCorp by one notch to reflect the company's improved liquidity position," said Standard & Poor's credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its highly leveraged capital structure, weak financial performance, limited diversity, and modest scale of operations compared with competitors. Offsetting these challenges to some extent is the company's good niche positions in aerospace propulsion and solid backlog. S&P characterize GenCorp Inc.'s business profile as weak and its financial profile as highly leveraged." As reported by the TCR on May 24, 2011, Moody's Investors Service upgraded the corporate family and probability of default ratings of GenCorp Inc. to B1 from B2. The upgrade reflects the Company's steady improvement to operating results, as a leading niche supplier of solid and liquid rocket propulsion systems to prime defense contractors. Operating margins have grown to above 11% (inclusive of Moody's standard adjustments) in the most recent twelve-month period, resulting from growth in defense programs that GenCorp supplies (THAAD, Aegis, PAC-3) and good cost controls. GenCorp's funded backlog has grown steadily over several years, and is now about 90% of sales. The level of backlog provides good forward revenue visibility and compares favorably with other defense suppliers. GIBRALTAR KENTUCKY: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Gibraltar Kentucky Development, LLC 156 Bent Tree Drive Palm Beach Gardens, FL 33418 Bankruptcy Case No.: 12-13289 Chapter 11 Petition Date: February 10, 2012 Court: U.S. Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: David L. Merrill, Esq. TALARCHYK MERRILL, LLC 205 Worth Avenue, #320 Palm Beach, FL 33480 Tel: (561) 899-3333 Fax: (561) 899-3379 E-mail: dlm@tmbk11.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Bill Boyd, manager. Debtor's List of Its 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Guy and Francis Lindley Claim $1,036,700 c/o Thomas F. Luken, Esq. 3081 East Commercial Boulevard, Suite 200 Fort Lauderdale, FL 33308 Gibraltar Energy Trade Debt $93,420 700 Witherell Saint Clair, MI 48079 Palimar Construction and Settlement Agreement $20,000 David Porter Payout P.O. Box 1486 Paintsville, KY 41240 McJunkin Red Man Trade Debt $11,887 J.W. Wireline Co. Trade Debt $16,622 Lazzar and Co. CPAs Accounting Services $7,298 Atlas Electric Motor Company Trade Debt $2,747 Garrett Roberts, Lawrence County Taxes $2,447 Sheriff Internal Revenue Service Payroll Taxes $1,106 Garrett Roberts, Lawrence County Taxes $272 Sheriff Kentucky Department of Revenue State Payroll Taxes $210 GLOBAL AVIATION: Committee Has Unions and Suppliers --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Global Aviation Holdings Inc. has an official creditors' committee with seven members. Two are the pilots' and Teamsters unions. A union pension fund is also on the committee, appointed Feb. 13 by the U.S. Trustee, along with suppliers Goodrich Corp. and World Fuel Services Inc. Global Aviation on Feb. 6 obtained from the bankruptcy judge an interim order allowing the use of cash representing collateral for secured lenders' claims. There will be another interim hearing on Feb. 22 and a final cash-use hearing March 7. About Global Aviation Global Aviation Holdings Inc., based in Peachtree City, Ga., is the parent company of North American Airlines and World Airways. Global is the largest commercial provider of charter air transportation for the U.S. military, and a major provider of worldwide commercial global passenger and cargo air transportation services. North American Airlines, founded in 1989 and based in Jamaica, N.Y., operates passenger charter flights using B757-200ER and B767-300ER aircraft. World Airways, founded in 1948 and based in Peachtree City, Ga., operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. Global Aviation, along with affiliates, filed Chapter 11 petitions (Bankr. E.D.N.Y. Case No. 12-40783) on Feb. 5, 2012. Global's lead counsel in connection with the restructuring is Kirkland & Ellis LLP and its financial advisor is Rothschild. Kurtzman Carson Consultants LLC is the claims agent. The Debtors disclosed $589.8 million in assets and $493.2 million in liabilities as of Dec. 31, 2011. Liabilities include $146.5 million on 14% first-lien secured notes and $98.1 million on a second-lien term loan. Wells Fargo Bank NA is agent for both. Global said it will use Chapter 11 to shed 16 of 30 aircraft. In addition, Global said it will use Chapter 11 to negotiate new collective bargaining agreements with its unions and deal with liabilities on multi-employer pension plans. GLOBALAXXESS.COM INC: Trustees Sue Arrowood Over $4MM D&O Payout ---------------------------------------------------------------- Juan Carlos Rodriguez at Bankruptcy Law360 reports that Arrowood Indemnity Co. owes the trustees of a bankrupt Florida company a $4 million payout after improperly denying coverage to two executives who were sued for fraud, according to a lawsuit removed to Florida federal court Friday. Law360 relates that the third-party complaint, originally filed in Florida state court in December, alleges Arrowood should have covered Stephen Musco and Benjamin Hern, two former executives at now-bankrupt American Employee Leasing Inc., later known as Axxess HR 1 and GlobalAxxess.com Inc. GRAY TELEVISION: BlackRock Discloses 5.8% Equity Stake ------------------------------------------------------ BlackRock, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 30, 2011, it beneficially owns 2,987,866 shares of common stock of Gray Television Inc. representing 5.81% of the shares outstanding. As previously reported by the TCR on Feb. 11, 2011, BlackRock disclosed beneficial ownership of 3,424,125 shares. A full-text copy of the amended filing is available at http://is.gd/hoWFYh 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. 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. * * * 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. GRUBB & ELLIS: Michael Kojaian Resigns from Board ------------------------------------------------- Michael Kojaian resigned from his position as a director of Grubb & Ellis Company on Feb. 10, 2012. Mr. Kojaian informed the Board of Directors of the Company that his resignation will permit him to attend to his fiduciary duties as a director of Kojaian Ventures, L.L.C., and its affiliated entities in commercial transactions with the Company without actual or apparent conflicts of interest. As of Feb. 10, 2012, Mr. Kojaian beneficially own 22,908,209 shares of common stock of Grubb & Ellis Company representing 32.7% of the shares outstanding. A full-text copy of the amended filing is available at http://is.gd/IvM6et About Grubb & Ellis Company Grubb & Ellis Company -- http://www.grubb-ellis.com/-- is one of the largest and most respected commercial real estate services and investment companies in the world. Our 5,200 professionals in more than 100 company-owned and affiliate offices draw from a unique platform of real estate services, practice groups and investment products to deliver comprehensive, integrated solutions to real estate owners, tenants and investors. The firm's transaction, management, consulting and investment services are supported by highly regarded proprietary market research and extensive local expertise. Through its investment management business, the company is a leading sponsor of real estate investment programs. The Company reported a net loss of $69.7 million on $575.5 million of revenues for 2010, compared with a net loss of $80.5 million on $527.9 million of revenues for 2009. The Company also reported a net loss of $28.61 million on $378.90 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $58.56 million on $372.38 million of total revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $149.77 million in total assets, $152.74 million in total liabilities, $98.89 million in preferred stock, and a $101.85 million total deficit. The Company said it may seek additional financing prior to the completion of its review of strategic alternatives. It is anticipated that any strategic alternative would include provisions to extend, retire or refinance the Colony credit facility at or prior to maturity. If the Company is unable to extend, retire or refinance the Colony credit facility prior to maturity, it could create substantial doubt about the Company's ability to continue as a going concern for the twelve month period following the date of these financial statements. The Company believes that upon completion of its strategic alternative process the Company will have sufficient liquidity to operate in the normal course over the next twelve month period. GTP CELLULAR: Fitch To Rate $27 Million Class C Notes at 'BB-sf' ---------------------------------------------------------------- Fitch Ratings has issued a presale report on GTP Cellular Sites, LLC Secured Cellular Sites Revenue Notes, Series 2012-1 and 2012- 2. Fitch expects to rate the transaction as follows: -- $107,000,000* Series 2012-1 Class A 'Asf/Outlook Stable'; -- $107,000,000* Series 2012-2 Class A 'Asf/Outlook Stable'; -- $41,000,000 Series 2012-2 Class B 'BBB-sf/Outlook Stable'. -- $27,000,000 Series 2012-2 Class C 'BB-sf/Outlook Stable'. * Estimated principal balance. The sum of the aggregate initial principal balance of the Series 2012-1 and Series 2012-2 Class A notes will be $214,000,000. However, the split between the 2012-1 and 2012-2 Class A notes has not yet been determined. The expected ratings are based on information provided by the issuer as of Feb. 13, 2012. The $282 million Global Tower Partners (GTP) 2012-1 and 2012-2 notes are backed by 1,177 cellular tower properties leased to 1,866 cellular tower tenants. Security for the notes includes mortgage liens on properties representing approximately 98% of the annualized run rate net cash flow (NCF) and a pledge and first- priority perfected security interest in 100% of the equity interest of the issuer and the asset entities and is guaranteed by the direct parent of GTP Cellular Sites, LLC (GTP, or the issuer). The ownership interest in the cellular sites consists of perpetual easements, long-term easements, prepaid leases, and fee interests in land, rooftops, or other structures on which site space is allocated for placement of tower and wireless communication equipment. HAMPTON ROADS: Douglas J. Glenn Appointed Chief Executive Officer ----------------------------------------------------------------- Hampton Roads Bankshares, Inc., the holding company for The Bank of Hampton Roads and Shore Bank, announced that the Company's Board of Directors has appointed Douglas J. Glenn President and Chief Executive Officer of the Company and BHR. Glenn held both positions in an interim capacity since August, 2011, while the Board of Directors conducted a search with the assistance of an executive search firm. Henry P. Custis, Chairman of the Board of Directors of the Company, said, "Doug played a key role in the Company's recapitalization in 2010 and since then has been working tirelessly to refocus the Company on our community banking franchise, which we firmly believe is the right path to return to profitability. The Board is confident that Doug is the best person to lead this Company into the future." Glenn joined the Company and BHR in 2007. Prior to serving as interim President and Chief Executive Officer of the Company and BHR, Glenn served as Executive Vice President, General Counsel and Chief Operating Officer of the Company and General Counsel of BHR. Prior to joining the Company, Glenn was a Partner with the law firm Pender & Coward, P.S., in Virginia Beach, Virginia. He has been a Director of the Company and BHR since 2006 and a Director of Shore Bank since 2008. About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and fifteen ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company said in its Form 10-Q for the Sept. 30, 2010 quarter that due to its financial results, the substantial uncertainty throughout the U.S. banking industry, and the Written Agreement the Company and BOHR have entered into, doubts existed regarding the Company's ability to continue as a going concern through the second quarter of 2010. However, management believes this concern has been mitigated by the initial closing of the Private Placement that occurred on Sept. 30, 2010. The 2010 results did not include a going concern qualification from Yount Hyde. The Company's balance sheet at Sept. 30, 2011, showed $2.43 billion in total assets, $2.30 billion in total liabilities, and $135.67 million in total shareholders' equity. The Company reported a net loss of $98 million on $100.79 million in interest income for the year ended Dec. 31, 2011, compared with a net loss of $210.35 million on $122.19 million in interest income during the prior year. HANMI FINANCIAL: BlackRock Discloses 6.7% Equity Stake ------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Dec. 30, 2011, it beneficially owns 2,129,020 shares of common stock of Hanmi Financial Corp. representing 6.76% of the shares outstanding. As previously reported by the TCR on Feb. 14, 2011, BlackRock disclosed beneficial ownership of 8,622,795 shares. A full-text copy of the amended filing is available for free at: http://is.gd/NJpeZW About Hanmi Financial Headquartered in Los Angeles, California, Hanmi Financial Corp. (Nasdaq: HAFC) -- http://www.hanmi.com/-- is the holding company for Hanmi Bank, a state chartered bank with headquarters located at 3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles. Hanmi Bank provides services to the multi-ethnic communities of California, with 27 full-service offices in Los Angeles, Orange, San Bernardino, San Francisco, Santa Clara and San Diego counties, and a loan production office in Washington State. The Company's balance sheet as of Dec. 31, 2011, showed $2.74 billion in total assets, $2.45 billion in total liabilities and $285.61 million in stockholders' equity. Going Concern The Company is required by federal regulatory authorities to maintain adequate levels of capital to support its operations. Hanmi Bank is also required to increase its capital and maintain certain regulatory capital ratios prior to certain dates specified in a Final Order issued by the California Department of Financial Institutions. By July 31, 2010, the Bank was required to increase its contributed equity capital by not less than an additional $100 million and maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.0%. In addition, the Bank was also required to maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.5 percent at Dec. 31, 2010 and until the Final Order is terminated. As a result of the successful completion of the registered rights and best efforts offering in July 2010, the capital contribution requirement set forth in the Final Order was satisfied. However, the tangible capital ratio requirement set for in the Final Order has not been satisfied at Dec. 31, 2010. Further, should the Company's asset quality continue to erode and require significant additional provision for credit losses, resulting in added future net operating losses at the Bank, or should the Company otherwise fail to be profitable, the Company's capital levels will additionally decline requiring the raising of more capital than the amount currently required to satisfy the Company' agreements with its regulators. The Company said an inability to raise additional capital when needed or comply with the terms of the Final Order or the Written Agreement with the Board of Governors of the Federal Reserve System, raises substantial doubt about its ability to continue as a going concern. The Company's independent registered public accounting firm in their audit report for fiscal year 2010 has expressed substantial doubt about the Company's ability to continue as a going concern. Continued operations may depend on the Company's ability to comply with the regulatory orders the Company is subject to. HARBOUR EAST: Lender Buys Cielo on the Bay Condo in Florida ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Cielo on the Bay condominium project in North Bay Village, Florida, ended up being purchased from the Chapter 7 trustee by the lender owed $15 million. The lender submitted the best bid at auction. Rather than pay cash, the lender swapped $10,000 of the secured debt for ownership. The lender agreed to carve out $10,000 cash from prior income to pay the Chapter 7 trustee's expenses. About Harbour East Development Harbour East Development, Ltd., was the developer and owner of the luxury residential condominium development known as CIELO on the Bay located at 7935 East Drive, North Bay Village. CIELO contains 35 residential condominium units. Harbour East filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 10-20733) on April 22, 2010. Michael L. Schuster, Esq., who has an office in Miami, Florida, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million, as of the Chapter 11 filing. On Dec. 29, 2011, the bankruptcy judge entered an order denying confirmation of the Debtor's Third Amended Plan of Reorganization, filed Nov. 4, 2011, and converting the Debtor's Chapter 11 case to a case under Chapter 7. HCA HOLDINGS: Enters Into $1.3BB Underwriting Pact with Goldman --------------------------------------------------------------- HCA Holdings, Inc., HCA Inc., a wholly-owned subsidiary of the HCA Holdings, Inc., and certain subsidiary guarantors of the Company entered into an Underwriting Agreement with Goldman, Sachs & Co., Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters, for the issuance and sale by the Issuer of $1,350,000,000 aggregate principal amount of 5.875% Senior Secured Notes due 2022, guaranteed by the Parent Guarantor and certain of its subsidiaries, pursuant to the Company's Registration Statement on Form S-3 (File No. 333-175791), filed on July 26, 2011, as supplemented by the prospectus supplement dated Feb. 7, 2012. A full-text copy of the Underwriting Agreement is available at: http://is.gd/wN2wr0 About HCA Inc. Headquartered in Nashville, Tennessee, HCA is the nation's largest acute care hospital company with 162 hospitals and 104 freestanding surgery centers (including eight hospitals and eight freestanding surgery centers that are accounted for using the equity method) as of Sept. 30, 2010. For the 12 months ended Sept. 30, 2010, the company recognized revenue in excess of $30 billion. * * * In May 2011, Moody's Investors Service upgraded the Corporate Family and Probability of Default Ratings of HCA Inc. (HCA) to B1 from B2. "The upgrade of HCA's rating reflects the considerable progress the company has made in improving financial metrics and managing the company's maturity profile since the November 2006 LBO," said Dean Diaz, a Moody's Senior Credit Officer. "While the funding of distributions to shareholders at the end of 2010 increased debt levels, the growth in EBITDA and debt repayment since the LBO have improved leverage metrics considerably from the high levels seen just after the company went private," continued Diaz. As reported by the Troubled Company Reporter on March 14, 2011, Moody's Investors Service commented that the completion of the IPO by HCA Holdings, Inc., has no immediate impact on the company's B2 Corporate Family Rating. The outlook for the ratings remains positive. While Moody's believes that the completion of the IPO is a credit positive since proceeds are expected to be used to repay outstanding debt, the estimated $2.6 billion of proceeds to the company won't meaningfully reduce HCA's $28.2 billion debt load. In the March 16, 2011, edition of the TCR, Fitch Ratings has upgraded its ratings for HCA Inc. and HCA Holdings Inc., including the companies' Issuer Default Ratings which were upgraded to 'B+' from 'B'. The Rating Outlook is revised to Stable from Positive. The ratings apply to approximately $28.2 billion in debt outstanding at Dec. 31, 2010. Fitch noted that HCA has made significant progress in reducing debt leverage since it was taken private in 2006 in a LBO which added $17 billion to the company's debt balance; at Dec. 31, 2006, immediately post the LBO, debt-to- EBITDA was 6.7x. Most of the reduction in debt leverage over the past four years was accomplished through growth in EBITDA, which Fitch calculates has expanded by $1.7 billion or 40% to $5.9 billion for 2010 versus $4.2 billion in 2006. Although the company did not undertake a significant organizational restructuring post the LBO, management has nevertheless been successful in growing EBITDA and significantly expanding discretionary free cash flow (FCF). Fitch believes this was accomplished through various operational initiatives, including expansion of profitable service lines and the divestiture of some under performing hospitals, as well as the generally resilient operating trend of the for-profit hospital industry during the recent economic recession despite the pressure of increased levels of uncompensated care and generally weak organic patient volume trends. HILL TOP: Plan of Reorganization Wins Court Approval ---------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Texas confirmed Hill Top Farm, Ltd.'s Plan of Reorganization. As reported in the Troubled Company Reported on Sept. 21, 2011, First National Bank, owed approximately $1,880,000, will, receive from Hill Top, monthly $14,000 payments of principal and interest, commencing on Sept. 15, 2012, and continuing monthly thereafter though and until Aug. 15, 2017. In addition, Hill Top will secure First National's release of its lien on any real property lot that is part of the Hill Top collateral by paying to First National Bank a release price of $12,000 per lot. Furthermore, Hill Top will secure First National's release of its lien on either Hill Top's two commercial tracts that are part of the Hill Top collateral by paying to First National Bank a release price of 85% of the net sales proceeds of the tract being sold. In addition, when a lot or commercial tract is sold and the lien thereon is released, First National Bank will re-calculate the monthly payment due and owing by amortizing the then principal balance over a period of 120 months and applying an interest rate of 7.5%. Interest holders will retain their interest in Hill Top. Current management -- Ray Salinas, Ismael Salinas and Roberto R. Salinas -- will continue to manage the Debtor's business. About Hill Top Farm, Ltd. San Antonio, Texas-based Hill Top Farm, Ltd., is in the real estate development business. The Company filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 10-52526) on July 2, 2010. William B. Kingman, Esq., who has an office in San Antonio, Texas, assists the Company in its restructuring effort. In its schedules, the Debtor disclosed $17,105,389 in assets and $4,215,716 in liabilities. Judy A. Robbins, the U.S. Trustee for Region 7, was unable to appoint a committee of creditors holding unsecured claims. HOSTESS BRANDS: Teamsters to Strike if Court Scraps Union Contract ------------------------------------------------------------------ Roxanne Palmer at Bankruptcy Law360 reports that the International Brotherhood of Teamsters said Monday that its members working at Hostess Brands Inc. had overwhelmingly voted to authorize a strike if a New York bankruptcy court approves the troubled confectioner's plan to jettison existing labor contracts as part of its Chapter 11 reorganization. In January, Hostess asked the court to allow it to scrap its collective bargaining agreements with 141 affiliates of the Teamsters and 35 affiliates of the Bakery, Confectionery, Tobacco Workers and Grain Millers International Union, Law360 relates. About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. Debtor-affiliates that filed separate Chapter 11 petition are IBC Sales Corporation, IBC Trucking LLC, IBC Services LLC, Interstate Brands Corporation, and MCF Legacy Inc. Hostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of Dec. 10, 2011. Debt includes $860 million on four loan agreements. Trade suppliers are owed as much as $60 million. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). Ripplewood Holding LLC, after providing $130 million to finance the plan, obtained control of IBC's business following the prior reorganization. Hostess Brands is privately held. The new owners pursued new Chapter 11 cases to escape from what they called "uncompetitive and unsustainable" union contracts, pension plans, and health benefit programs. In 2011, Hostess retained Houlihan Lokey to explore sales of its smaller assets and individual brands. Houlihan Lokey oversaw the sale of Mrs. Cubbison's to Sugar Foods Corporation for $12 million, but was unable to sell any of Hostess' core assets. Judge Robert D. Drain oversees the case. Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. An official committee of unsecured creditors has been appointed in the case. The bankruptcy judge on Feb. 3 gave Hostess Brands final authority for $75 million in secured financing. The day following the Jan. 11 Chapter 11 filing, Hostess had secured interim approval for a $35 million loan. ISTAR FINANCIAL: Ori Uziel Discloses 6.1% Equity Stake ------------------------------------------------------ Ori Uziel disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, he beneficially owns 5,000,000 shares of common stock of iStar Financial Inc. representing 6.1% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/yKJ4wi About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2011, showed $7.75 billion in total assets, $6.14 billion in total liabilities and $1.60 million in total equity. * * * As reported by the TCR on March 29, 2011, Fitch Ratings has upgraded the Issuer Default Rating to 'B-' from 'C'. The upgrade of iStar's IDR is based on the improved liquidity profile of the company, pro forma for the new senior secured credit agreement (the new financing) that extends certain of the company's debt maturities, relieving the overhang of significant secured debt maturities in June 2011. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. As reported by the Troubled Company Reporter on March 22, 2011, Standard & Poor's said that it raised its counterparty credit rating on iStar Financial Inc. to 'B+' from 'CCC' and removed it from CreditWatch where it was placed with positive implications on Feb. 23. The outlook is stable. "The upgrade reflects the company's closing of a $2.95 billion senior secured credit facility, which it will use to refinance the company's existing secured bank facilities and repay a portion of the company's unsecured debt," said Standard & Poor's credit analyst Jeffrey Zaun. If S&P's analysis of the new secured facility indicates 100% or more collateral coverage, S&P will rate the issue 'BB-'. If S&P's analysis of collateral indicates less than 100% coverage, S&P will rate the issue 'B+'. ISTAR FINANCIAL: BlackRock Discloses 6.1% Equity Stake ------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Dec. 30, 2011, it beneficially owns 4,984,092 shares of common stock of iStar Financial Inc. representing 6.08% of the shares outstanding. As previously reported by the TCR on Feb. 11, 2011, BlackRock disclosed beneficial ownership of 5,400,922 shares. A full-text copy of the amended filing is available for free at: http://is.gd/3kTBLc About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2011, showed $7.75 billion in total assets, $6.14 billion in total liabilities and $1.60 million in total equity. * * * As reported by the TCR on March 29, 2011, Fitch Ratings has upgraded the Issuer Default Rating to 'B-' from 'C'. The upgrade of iStar's IDR is based on the improved liquidity profile of the company, pro forma for the new senior secured credit agreement (the new financing) that extends certain of the company's debt maturities, relieving the overhang of significant secured debt maturities in June 2011. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. As reported by the Troubled Company Reporter on March 22, 2011, Standard & Poor's said that it raised its counterparty credit rating on iStar Financial Inc. to 'B+' from 'CCC' and removed it from CreditWatch where it was placed with positive implications on Feb. 23. The outlook is stable. "The upgrade reflects the company's closing of a $2.95 billion senior secured credit facility, which it will use to refinance the company's existing secured bank facilities and repay a portion of the company's unsecured debt," said Standard & Poor's credit analyst Jeffrey Zaun. If S&P's analysis of the new secured facility indicates 100% or more collateral coverage, S&P will rate the issue 'BB-'. If S&P's analysis of collateral indicates less than 100% coverage, S&P will rate the issue 'B+'. ISTAR FINANCIAL: Diamond Hill Holds 6.3% Equity Stake ----------------------------------------------------- Diamond Hill Capital Management, Inc., disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 30, 2011, it beneficially owns 5,141,989 shares of common stock of iStar Financial, Inc., representing 6.3% of the shares outstanding. A full-text copy of the filing is available at: http://is.gd/UahsEf About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2011, showed $7.75 billion in total assets, $6.14 billion in total liabilities and $1.60 million in total equity. * * * As reported by the TCR on March 29, 2011, Fitch Ratings has upgraded the Issuer Default Rating to 'B-' from 'C'. The upgrade of iStar's IDR is based on the improved liquidity profile of the company, pro forma for the new senior secured credit agreement (the new financing) that extends certain of the company's debt maturities, relieving the overhang of significant secured debt maturities in June 2011. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. As reported by the Troubled Company Reporter on March 22, 2011, Standard & Poor's said that it raised its counterparty credit rating on iStar Financial Inc. to 'B+' from 'CCC' and removed it from CreditWatch where it was placed with positive implications on Feb. 23. The outlook is stable. "The upgrade reflects the company's closing of a $2.95 billion senior secured credit facility, which it will use to refinance the company's existing secured bank facilities and repay a portion of the company's unsecured debt," said Standard & Poor's credit analyst Jeffrey Zaun. If S&P's analysis of the new secured facility indicates 100% or more collateral coverage, S&P will rate the issue 'BB-'. If S&P's analysis of collateral indicates less than 100% coverage, S&P will rate the issue 'B+'. J JILL ACQUISITION: Moody's Cuts Corp. Family Rating to 'Caa1' -------------------------------------------------------------- Moody's Investors Service lowered J Jill Acquisition LLC Corporate Family Rating and Probability of Default Ratings to Caa1 from B3. Moody's also lowered the company's secured term loan rating to Caa1 from B3. The rating outlook remains negative. RATINGS RATIONALE The downgrade of J.Jill's ratings reflects the company's continued weak performance in the second half of 2011. This has resulted from a combination of lower than expected sales and the negative impact on gross margins from a more promotional retail environment. These negative trends were only partly offset by continued positive trends in the company's direct business. As a result, J.Jill's leverage (incorporating Moody's standard analytical adjustments) will be in the high 6 times. The downgrade also reflects Moody's expectations that as a result of this weaker performance, the company is unlikely to comply with the current terms of the maximum leverage covenant in the company's secured term loan agreement for the period ending January 29, 2012. Accordingly, the company will need to obtain an amendment from its lenders or obtain an equity cure from the sponsor (which is at the sponsor's sole discretion). The negative outlook reflects concerns that the company's weak performance may persist given the still challenging retail environment. While the company deepened its design team after fashion misses in early 2011, the impact from updated fashions remains uncertain. The negative outlook also reflects uncertainties regarding the terms and conditions of any amendment, which could result in additional constraints on the company's overall liquidity or otherwise strain the company's already highly leveraged capital structure. In view of the negative outlook, ratings are unlikely to be upgraded in the near term. The rating outlook could be stabilized if the company arrests negative trends in operating performance, while obtaining covenant relief for the intermediate term, and maintains interest coverage in excess of 1 time. Over time, ratings could be upgraded if the company were to show improved sales and operating margins, indicating that the company has corrected fashion misses during 2011. Quantitatively, ratings could be upgraded if debt/EBITDA was sustained below six times and EBITA/interest approached 1.5 times while maintaining adequate overall liquidity. Ratings could be downgraded if the company's sales and operating margins continue to erode or its liquidity were to further erode. Ratings could also be downgraded if Moody's believed that the probability of a default, including by way of a transaction deemed a distressed exchange, otherwise were to increase. These ratings were lowered: Corporate Family Rating to Caa1 from B3 Probability of Default Rating to Caa1 from B3 JJ Lease Funding Corporation: $117 million Senior Secured Term Loan due April, 2017 to Caa1 (LGD 3,44%) from B3 (LGD 3, 44%) The principal methodology used in rating Jill Acquisition LLC 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. Headquartered in Quincy, Massachusetts, Jill Acquisition LLC ("J Jill") is a retailer of women's apparel, footwear and accessories though the internet, catalogs and 227 retail stores. JASPERS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Jaspers Enterprises, Inc. 13615 Riverport Drive Maryland Heights, MO 63043 Bankruptcy Case No.: 12-41073 Chapter 11 Petition Date: February 13, 2012 Court: U.S. Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Charles E. Rendlen, III Debtor's Counsel: Robert E. Eggmann, Esq. DESAI EGGMANN MASON LLC 7733 Forsyth Boulevard, Suite 2075 Clayton, MO 63105 Tel: (314) 881-0800 Fax: (314) 881-0820 E-mail: reggmann@demlawllc.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Keith Jaspers, president. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Days Inn Worldwide Trade Debt $391,760 301 Northwest 3rd Street Concordia, MO 64802 Wingate Inns International, Inc. Trade Debt $252,706 P.O. Box 4090 Aberdeen, SD 57401 Howard Johnson International Trade Debt $155,039 P.O. Box 4090 Aberdeen, SD 57401 Coakley & Williams Hotel Trade Debt $55,302 Management Co. Keith Jaspers Trade Debt $32,878 St. Louis County Department -- $25,409 Of Revenue State of Missouri, ex rel. Sales Tax $25,170 City of Branson Tourism Tax $20,855 Otis Elevator Trade Debt $18,442 The Brennan Group Trade Debt $14,389 Red Roof Franchising Trade Debt $13,917 A1 Contract Staffing Trade Debt $10,549 American Hotel Register Trade Debt $7,690 T&P Incentives Trade Debt $6,794 Empire District Trade Debt $6,718 Springfield Grocer Company Trade Debt $6,442 Farmers Brothers Co. Trade Debt $6,119 Hotel Connections Trade Debt $5,704 Accommodations Plus Trade Debt $5,403 American Travel Services, Inc. Trade Debt $4,000 JEANS WESTERNER: Closes Doors Amid Regional Competition ------------------------------------------------------- Montrose Daily Press reports that Jeans Westerner, a Montrose staple for nearly four decades, is closing its doors. According to the report, co-owner Steve Omernik said the business could not keep afloat in the current economic climate, and because of regional competition, despite efforts to stave off closure that included shuttering the business' Delta location. JEFFERSON COUNTY, AL: Hiring Investment Director ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Jefferson County, Alabama, lacking a chief financial officer, finance director or chief accountant, is paying $130,000 a year to hire a director of capital structure and investments. BNY Lawsuit Bank of New York Mellon Corp., as trustee for holders of sewer warrants issued by Jefferson County filed a lawsuit on Feb. 3 in bankruptcy court contending that the county is withholding revenue from the sewer system that should go to bondholders. The lawsuit sets the stage for bondholders to contend that Section 958(b) of the Bankruptcy Code would violate the Fifth Amendment to the U.S. Constitution if it's interpreted to mean that the county can withhold more to cover operating expenses than the bond indenture provides. The indenture trustee is also challenging the county's right to be in Chapter 9. About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. Jefferson County filed a bankruptcy petition under Chapter 9 (Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. Jefferson County's bankruptcy represents the largest municipal debt adjustment of all time. The county said that long-term debt is $4.23 billion, including about $3.1 billion in defaulted sewer bonds where the debt holders can look only to the sewer system for payment. The county said it would use the bankruptcy court to put a value on the sewer system, in the process fixing the amount bondholders should be paid through Chapter 9. Judge Thomas B. Bennett presides over the Chapter 9 case. Lawyers at Bradley Arant Boult Cummings LLP and Klee, Tuchin, Bogdanoff & Stern LLP, led by Kenneth Klee, represent the Debtor as counsel. Kurtzman Carson Consultants LLC serves as claims and noticing agent. Jefferson estimated more than $1 billion in assets. The petition was signed by David Carrington, president. The bankruptcy judge in January 2012 ruled that the state court- appointed receiver for the sewer system largely lost control as a result of the bankruptcy. Before deciding whether Jefferson County is eligible for Chapter 9, the bankruptcy judge will allow the Alabama Supreme Court to decide whether sewer warrants are the equivalent of "funding or refunding bonds" required under state law before a municipality can be in bankruptcy. A report by Bloomberg News in January said, citing Jefferson's attorney, that the default on sewer bonds has already cost Jefferson County, Alabama, $22 million in attorneys' fees. JENNE HILL: Can Employ Bryan C. Bacon as Attorney ------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Missouri has authorized Jenne Hill Townhomes, LLC, to employ Bryan C. Bacon, Esq., and the firm of Van Matre, Harrison, Hollis, and Taylor, P.C., as counsel for the Debtor. As attorney, Mr. Bacon will: (a) give the Debtor legal advice with respect to its powers and duties as Debtor in the management of its property; (b) take necessary action to prevent the foreclosure of liens against the Debtor's property and enable the Debtor to successfully file and carry out a Plan of Reorganization or Liquidation pursuant to Chapter 11 of the Bankruptcy Code; (c) prepare on behalf of the Debtor necessary applications, answers, orders, reports and other legal papers; and (d) perform all other legal services for the Debtor which may be necessary. The Debtor will pay Mr. Bacon at an hourly rate of $195. To the best of the Debtor's knowledge, Mr. Bacon and the firm of Van Matre, Harrison, Hollis, and Taylor, P.C., represent no interest adverse to the Debtor or the estate in matters upon which they are to be engaged. About Jenne Hill Townhomes Columbia, Missouri-based Jenne Hill Townhomes, L.L.C., is a Missouri limited liability company that owns and operates a complex of high end townhomes in Columbia, Missouri. The Debtor filed for Chapter 11 bankruptcy (Bank. W.D. Mo. Case No. 11-22129) on Dec. 22, 2011. In its schedules, the Debtor disclosed $14,131,453 in assets and $9,743,209 in liabilities. The petition was signed by Fredd Spencer, manager. Judge Dennis R. Dow presides over the case. Bryan C. Bacon, Esq., at Van Matre, Harrison, Hollis, and Taylor, P.C., in Columbia, Missouri, serves as the Debtor's counsel. JENNE HILL: Seeks Employment of Howe & Associates as Accountant --------------------------------------------------------------- Jenne Hill Townhomes, LLC, asks the U.S. Bankruptcy Court for the Western District of Missouri for permission to employ Howe & Associates PC CPA as accountant for the Debtor. Howe & Associates will prepare the Debtor's 2011 federal, state and local income tax returns and perform additional necessary and appropriate accounting, tax, business, and financial services. The employment may include, without limitation, providing general accounting services, providing the Debtor with advice regarding tax issues, and assisting the Debtor in formulating a plan of reorganization. Debtor will pay for Howe & Associates' services at an hourly rate of $100. To the best of the Debtor's knowledge, information and belief, Howe & Associates PC CPA is distinterested as that term in defined in Sec. 101(14) of the Bankruptcy Code. Columbia, Missouri-based Jenne Hill Townhomes, L.L.C., is a Missouri limited liability company that owns and operates a complex of high end townhomes in Columbia, Missouri. The Debtor filed for Chapter 11 bankruptcy (Bank. W.D. Mo. Case No.11-22129) on Dec. 22, 2011. In its schedules, the Debtor disclosed $14,131,453 in assets and $9,743,209 in liabilities. The petition was signed by Fredd Spencer, manager. Judge Dennis R. Dow presides over the case. Bryan C. Bacon, Esq., at Van Matre, Harrison, Hollis, and Taylor, P.C., in Columbia, Missouri, serves as the Debtor's counsel. JOHN FOSTER: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: John Foster Homes, Inc. P.O. Box 1208 Henderson, NC 27536 Bankruptcy Case No.: 12-01116 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Stephani W. Humrickhouse Debtor's Counsel: Danny Bradford, Esq. PAUL D. BRADFORD, PLLC dba Bradford Law Offices 455 Swistside Drive, Suite 106 Cary, NC 27518-7198 Tel: (919) 758-8879 Fax: (919) 803-0683 E-mail: dbradford@bradford-law.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb12-01116.pdf The petition was signed by John M. Foster, president. KIRCH GROUP: Deutsche Bank Nears Deal to Settle Bankruptcy Claims ----------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Deutsche Bank AG is closing in on an agreement to pay about EUR800 million ($1 billion) to settle decade-old claims that a former chief executive helped drive German media company Kirch Group into bankruptcy, according to people familiar with the negotiations. KV PHARMACEUTICAL: Updates Makena Performance Metrics ----------------------------------------------------- K-V Pharmaceutical Company reported updated performance metrics for Makena. Makena was launched during March of 2011. From its launch date through Jan. 31, 2012: * Approximately 7,900 vials have been shipped to Ther-Rx customers of which approximately 6,500 vials have been distributed to doctors and patients. This is an increase of approximately 600 vials shipped to customers and 1,600 vials shipped to doctors and patients since November 2011; * As part of Ther-Rx's commitment to patient access, the Company has also provided approximately 1,200 additional vials at little or no patient out-of-pocket cost through the Company's patient assistance program for use by patients who have demonstrated financial need; * Approximately 6,000 patient referrals from over 3,500 prescribers have been made to the Makena Care Connection, an increase of approximately 1,200 patients and 500 prescribers since November 2011; * Approximately 3,700 patients have either initiated treatment, are in the enrollment phase or are pending insurance approval and treatment initiation, an increase of more than 900 patients since November 2011; * Over 250 payers, both commercial and Medicaid, have reimbursed Makena and at least 19 states have reimbursed Makena; and * Current data indicates patient co-pays are averaging approximately $10 per injection, the same or less cost than those typically associated with compounded 17P formulations. "We continue to advance our commercialization strategy for Makena by actively engaging the medical and payer communities on the differences between FDA-approved Makena and unapproved compounded 17P formulations," said Greg Divis, President and CEO of K-V Pharmaceutical and President of Ther-Rx. "Our efforts are driving improved performance metrics and we are intensely focused on continuing to grow our market share." About KV Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. KV Pharmaceutical has not timely filed its Form 10-K for the year ended March 31, 2010 and its Form 10-Qs for the subsequent quarterly periods. The Company's independent accounting firm, KPMG, resigned on June 25, 2010, and the Company has tapped BDO USA, LLP, to audit the fiscal 2010 financial statements. The Form 10-Q for the quarter ended June 30, 2010, was only filed March 10, 2011. The Company was not able to complete its Form 10-Q for the three- and six-month periods ended Sept. 30, 2011, by the filing deadline of Nov. 9, 2011, without unreasonable effort and expense. The Company expects to file this Form 10-Q with the SEC as soon as practicable after filing the amended filings, and, in any case, within five days of those filings. KPMG LLP, in St. Louis, Missouri, expressed substantial doubt about K-V Pharmaceutical's ability to continue as a going concern. The independent auditors noted that the Company has suspended the shipment of all products manufactured by it and must comply with a consent decree with the FDA before approved products can be reintroduced to the market. Significant negative impacts on operating results and cash flows from these actions including the potential inability of the Company to raise capital; suspension of manufacturing; significant uncertainties related to litigation and governmental inquiries; and debt covenant violations. The Company's balance sheet at of March 31, 2011, showed $564.70 million in total assets, $942.50 million in total liabilities and a $377.80 million total shareholders' deficit. The Company reported a net loss of $271.70 million on $27.30 million of net revenues for the year ended March 31, 2011, compared with a net loss of $283.60 million on $9.10 million of net revenues during the prior year. LAKELAND DRAG: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Lakeland Drag Strip, Inc. 224 Chadwick Street Auburndale, FL 33823 Bankruptcy Case No.: 12-01936 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Thomas C. Little, Esq. THOMAS C. LITTLE, PA 2123 N.E. Coachman Road, Suite A Clearwater, FL 33765 Tel: (727) 443-5773 E-mail: janet@thomasclittle.com Scheduled Assets: $1,207,000 Scheduled Liabilities: $1,930,169 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb12-01936.pdf The petition was signed by Roy E. Spiker, president. LEO GENTRY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Leo Gentry Wholesale Nursery, Inc. dba Eagle Creek Nursery, LLC P.O. Box 645 Gresham, OR 97030 Bankruptcy Case No.: 12-30858 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court District of Oregon Judge: Randall L. Dunn Debtor's Counsel: Robert J. Vanden Bos, Esq. VANDEN BOS & CHAPMAN, LLP 319 SW Washington #520 Portland, OR 97204 Tel: (503) 241-4869 E-mail: vbcservice@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/orb12-30858.pdf The petition was signed by Leo E. Gentry, president. LIMITED EDITIONS FOR HER: Case Summary & Creditors List ------------------------------------------------------- Debtor: Limited Editions for Her of Nevada LLC dba Limited Editions for Her LEFH 423 West 55th Street, 3rd Floor New York, NY 10019 Bankruptcy Case No.: 12-10514 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Stuart M. Bernstein Debtor's Counsel: David L. Barrack, Esq. FULBRIGHT & JAWORSKI L.L.P. 666 Fifth Avenue New York, NY 10103 Tel: (212) 318-3302 Fax: (212) 318-3400 E-mail: dbarrack@fulbright.com Debtor's Financial Advisors: RICHTER CONSULTING Debtor's Investment Banking Advisors: CONSENSUS ADVISORY SERVICES Debtor's Claims and Noticing Agent: KURTZMAN CARSON CONSULTANTS LLC Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: 1,000,001 to $10,000,000 Debtor-affiliate that simultaneously filed for Chapter 11 protection: Debtor Case No. ------ -------- Limited Editions for Her of Branson LLC 12-10515 Assets: $100,001 to $500,000 Debts: $1,000,001 to $10,000,000 Limited Editions for Her of Nevada's list of its 30 largest unsecured creditors filed with the petition is available for free at http://bankrupt.com/misc/nysb12-10514.pdf Limited Editions for Her of Branson's list of its 30 largest unsecured creditors filed with the petition is available for free at http://bankrupt.com/misc/nysb12-10515.pdf The petitions were signed by William D. Rondina, chief executive officer. LODGENET INTERACTIVE: Penn Capital Discloses 6.6% Equity Stake -------------------------------------------------------------- Penn Capital Management disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 1,670,025 shares of common stock of Lodgenet Interactive Corp representing 6.61% of the shares outstanding. A full-text copy of the filing is available at: http://is.gd/bg0dFz 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. 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. * * * 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. LONESTAR INTERMEDIATE: S&P Gives 'B+' Counterparty Credit Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' long-term counterparty credit rating to Lonestar Intermediate Super Holdings LLC (a wholly owned subsidiary of NEWAsurion Corp.) "At the same time, we assigned a 'B-' senior unsecured debt rating to Lonestar Intermediate Super Holdings' $1 billion senior unsecured term loan facilities. The outlook is stable," S&P said. "We are also revising our senior secured debt rating on Asurion Corp. LLC's (Asurion) first-lien senior credit facility to 'BB-' from 'B+'. The recovery rating on the company's first-lien term loan and revolving credit facility is '2', indicating our expectation for substantial (70%-90%) recovery for lenders in the event of a payment default," S&P said. "The recovery rating on the Lonestar's second-lien term loan is '6', indicating our expectation for negligible (0%-10%) recovery for lenders in the event of a payment default. The recovery rating on the company's senior unsecured term loans facilities is '6', indicating our expectation of negligible (0% to 10%) recovery for lenders in the event of a payment default," S&P said. "The rating action on Asurion's first-lien senior credit facility is based on our reevaluation of the company's enterprise value at default," S&P said. "The 'B+' counterparty credit rating on Lonestar reflects NEWAsurion's significant leverage and fluctuating credit metrics-- resulting in a leveraged balance sheet that, in addition to the company's financial management strategy, is a weakness to the rating," said Standard & Poor's credit analyst Polina Chernyak. "NEWAsurion's dependence on new subscribers and contract renewals could challenge the sustainability of its leading competitive position. NEWAsurion's operating performance, which is a key strength to the rating, and its leading competitive position and cash-generating capabilities (as measured by revenue and EBITDA) despite difficult market conditions, which support the company's deleveraging capabilities, offset the rating weaknesses." "The stable outlook reflects our view that NEWAsurion will continue to generate solid cash flow and will be able to service its debt adequately. We believe that the company's cash-flow generating ability and EBITDA growth result largely from its successful international expansion, strong attachment rates, solid competitive position in the handset protection and extended service warranty market, and the value it offers to its clients and customers. We believe that these factors will enable the company to sustain favorable operating performance despite the weak economy," S&P said. "The stable outlook also reflects our expectation that despite the difficult economic conditions and the global pullback in consumer spending, extended service warranty and handset protection coverage will remain a growing business for NEWAsurion. We believe that NEWAsurion's solid client relationships will enable the company to generate cash flow that supports the current rating for the next 24 months. We believe the company will continue to expand its products and services successfully on a global basis and to gain additional market share through market penetration," S&P said. "We could take a negative rating action if the company cannot maintain its current operating performance, debt leverage, and EBITDA coverage that are appropriate for the rating level. In the longer term, if NEWAsurion can sustain its competitive position, favorable client relationships, and good operating performance results, we could consider raising the rating," S&P said. LOSEE/CRAIG PROPERTIES: Case Summary & Largest Unsecured Creditor ----------------------------------------------------------------- Debtor: Losee/Craig Properties, LLC 4129 West Cheyenne Avenue, #B North Las Vegas, NV 89032 Bankruptcy Case No.: 12-11495 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Linda B. Riegle Debtor's Counsel: Michael C. Van, Esq. SHUMWAY VAN & HANSEN, CHTD 8985 S. Eastern Avenue, #100 Las Vegas, NV 89123 Tel: (702) 478-7770 Fax: (702) 478-4779 E-mail: michael@shumwayvan.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Weston L. Adams, manager. The Company's list of its largest unsecured creditors filed with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of Nevada Land $4,464,596 2700 W. Sahara Las Vegas, NV 89102 LSP ENERGY: Bondholders Object to DIP Financing Motion ------------------------------------------------------ BankruptcyData.com reports that certain bondholders, including Vega Asset Partners and Luminus Energy Partners Master Fund, filed with the U.S. Bankruptcy Court a preliminary objection to LSP Energy Limited Partnership's motion for debtor-in-possession financing. Among other things, the objection asserts, "...the proposed DIP Loan is unnecessary and wasteful. The sole purpose of the DIP Loan is to pay pre- and post-petition interest on the Bonds....The Motion improperly suggests that the Debtors' operations would be put at risk if the DIP Loan is not approved." LSP Energy Limited Partnership, the owner of a natural-gas-fired power plant in Mississippi, and its Debtor-affiliates filed for bankruptcy protection (Bankr. D. Del. Lead Case No. 12-10460) in Delaware on Feb. 10, 2012. Judge Mary F. Walrath presides over the case. Thomas Joseph Francella, Jr., Esq., at Whiteford Taylor Preston LLC serves as the Debtors' counsel. In its petition, the Debtors estimated $100 million to $500 million in assets and debts. The petition was signed by Thomas G. Favinger, president of LSP Energy, Inc., general partner. Affiliates that simultaneously sought Chapter 11 protection are LSP Batesville Holding, LLC (Bankr. D. Del. Case No. 12-10461), LSP Energy, Inc. (Bankr. D. Del. Case No. 12-10463), and LSP Batesville Funding Corporation (Bankr. D. Del. Case No. 12-10464). MADISON 92ND: Adversary Case Transferred from District Court ------------------------------------------------------------ The Hon. Shira A. Scheindlin of the U.S. Bankruptcy Court for the Southern District of New York ordered the clerk of Court to: -- transfer the adversary case of Madison 92nd Street Associates, LLC against Courtyard Management Corporation from the U.S. District Court, S.D.N.Y. to the Bankruptcy Court pursuant to July 10, 1984 "standing order of referral of cases to Bankruptcy judges; -- close docket No. 3; and -- close the case. The Court had been notified that both parties request that the case be heard by the Bankruptcy Court for the S.D.N.Y. About Madison 92nd Madison 92nd Street Associates, LLC, owns real property improved by a hotel located at 410 East 92nd Street, New York, known as the Upper East Side Courtyard by Marriott. It filed for Chapter 11 bankruptcy protection as lender General Electric Capital Corp., owed $74 million, has scheduled a foreclosure sale for Aug. 24, 2011. The petition (Bankr. S.D.N.Y. Case No. 11-13917) was filed Aug. 16, 2011, before Judge Stuart M. Bernstein. J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, serves as the Debtor's counsel. It scheduled $84,471,069 in assets and $75,398,580 in debts. The petition was signed by Louis Taic, managing member of 92nd Hotel Associates, LLC and Jeffrey Kosow, managing member of JKNY, LLC, members of the Debtor. Courtyard Management Corporation, which manages and operates the hotel pursuant to a management agreement, is represented by Thomas R. Califano, Esq., and William M. Goldman, Esq., at DLA Piper LLP (US). The Bankruptcy Judge appointed an examiner to explore the best route to reorganization for the Debtor amid a rift between two investor groups. Thomas R. Slome, the examiner, tapped his firm, Meyer, Suozzi, English & Klein, P.C., as his counsel . MCCLANDLISH ELECTRIC: Case Summary & Creditors List --------------------------------------------------- Debtor: McClandlish Electric 3014 GS Center Road Wenatchee, WA 98801 Bankruptcy Case No.: 12-00542 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Eastern District of Washington Debtor's Counsel: Steve Zimmerman, Esq. ZIMMERMAN LAW OFFICES 124 N. Wenatchee Avenue, Suite A Tel: (509) 662-9602 Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 The Company?s list of its 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/waeb12-00542.pdf The petition was signed by Lorne McCandlish, president. MEDIA GENERAL: Moody's Reviews 'B3' CFR for Possible Downgrade -------------------------------------------------------------- Moody's Investors Service placed Media General, Inc.'s B3 Corporate Family Rating (CFR), B3 Probability of Default Rating (PDR) and B3 senior secured bond rating on review for possible downgrade in connection with the company's pending negotiations with its bank group on an amendment to its senior secured credit facility. On Review for Possible Downgrade: Issuer: Media General, Inc. -- Corporate Family Rating, Placed on Review for Possible Downgrade, currently B3 -- Probability of Default Rating, Placed on Review for Possible Downgrade, currently B3 -- Senior Secured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently B3 Outlook Actions: Issuer: Media General, Inc. -- Outlook, Changed To Rating Under Review From Negative RATINGS RATIONALE Moody's will focus the review on the proposed terms of the amendment, and Media General's liquidity position and projected free cash flow if an amendment is completed. Media General's credit facility matures in March 2013 and the company is at risk of violating the financial maintenance covenants in the facility. Moody's continues to believe Media General will be able to complete an amendment. However, the amount of incremental interest expense, proposed financial maintenance covenant levels, length of any maturity extension, and potential for a required paydown as part of the amendment could meaningfully affect the company's credit profile and will be the focus of the review. An amendment that provides Media General the ability to generate meaningful free cash flow and repay debt, as well as significantly reduce refinancing risk could lead to confirmation of the existing ratings. An amendment that results in interest expense consuming most of the company's unlevered cash flow and does not meaningfully address the March 2013 maturity could lead to a downgrade. Media General announced on February 10th that it amended its credit facility to obtain a temporary waiver (through March 23, 2012) to the requirement that it deliver to lenders within 45 days of the start of each quarter a projection demonstrating compliance with the financial maintenance covenants for the remaining term of the agreement. Moody's believes it would be difficult for Media General to meet this provision without factoring in actions that may not be in the best long-term interest of the company. The temporary waiver and new requirement to provide the bank lenders 13-week cash flow projections every other week beginning February 29, 2012 indicate the bank group is exercising tight oversight. Please see the ratings tab on Media General's issuer page on www.Moodys.com for the last credit rating action and the rating history. The principal methodology used in rating Media General was the Global Broadcast Industry Methodology published in June 2008. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Media General, headquartered in Richmond, VA, is a local news, information and entertainment provider. The company operates 18 television stations, 20 daily newspapers, more than 200 other publications, and online enterprises primarily in the Southeastern United States. Media General's revenue averaged approximately $650 million in the years ended December 2010 and 2011. MERITOR INC: S&P Affirms 'B' Corporate Credit Rating ---------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Troy, Mich.-based Meritor Inc. to positive from stable. The 'B' corporate credit rating on the company was affirmed. "At the same time, we revised our recovery rating on the company's senior secured debt to '1', indicating our expectation of very high (90% to 100%) recovery for debtholders in the event of a payment default, from '2' (70% to 90% recovery expectation). We raised our issue-level rating on the secured debt to 'BB-' (two notches higher than the 'B' corporate credit rating on the company) from 'B+' in accordance with our notching criteria for a '1' recovery rating," S&P said. "We also revised our recovery rating on Meritor's unsecured debt to '5', indicating our expectation of modest (10%-30%) recovery for debtholders in the event of a payment default, from '6' (0% to 10% recovery expectation). We raised the issue-level rating on the unsecured debt to 'B-' (one notch lower than the 'B' corporate credit rating) from 'CCC+' in accordance with our notching criteria for a '5' recovery rating," S&P said. "The outlook revision reflects our opinion that Meritor's credit profile could support a higher corporate credit rating," S&P said. "We expect positive sales growth in 2012, boosted by solid North American commercial-vehicle and aftermarket demand, despite expectations of falling production in Europe and Latin America," said Standard & Poor's credit analyst Lawrence Orlowski. "Moreover, the company has been and continues to take actions to expand margins and lower leverage by improving its commodity cost recovery mechanisms, rationalizing its European footprint, and reducing its level of debt." "We expect commercial-vehicle production in North America to rise over 10% in 2012, while production is likely to decline about 5% in Europe and 9% in South America. Additionally, we see the company's industrial business contributing to positive overall sales in the year as well, as volumes return to normal in South America after the impact of Euro 5 emissions change in the first half of 2012, as off-highway demand picks up in China in the second half of the year, and as FMTV production significantly increases in the second half of 2012," S&P said. "Still, the strength of recovery in commercial-vehicle demand remains subject to the sustainability of economic recovery in many markets and we believe sluggish economic news could slow the rebound in truck orders. Although the average age of the U.S. Class 8 truck fleet has reached record highs, we believe trucking companies could allow their fleets to age further in this economic cycle if the recovery in freight tonnage falters," S&P said. MGM RESORTS: CityCenter to Sell $240-Mil. of Sr. Secured Notes -------------------------------------------------------------- MGM Resorts International announced that CityCenter Holdings, LLC, a joint venture which is 50% owned by a wholly owned subsidiary of the Company and 50% owned by Infinity World Development Corp., and CityCenter Finance Corp., propose to offer $240 million in aggregate principal amount of senior secured first lien notes in a private placement an issue price of 104.75%. The notes are additional notes constituting a part of the same series as the $900 million aggregate principal amount of 7.625% senior secured first lien notes due 2016 issued on Jan. 21, 2011. CityCenter plans to use the net proceeds from the offering, together with cash from its balance sheet, to repay $300 million of the outstanding borrowings under its $375 million senior credit facility. The notes proposed to be offered will not be registered under the Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to any U.S. persons absent registration under the Securities Act, or pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The notes will be offered only to "qualified institutional buyers" under Rule 144A of the Securities Act or, outside the United States, to persons other than "U.S. persons" in compliance with Regulation S under the Securities Act. About MGM Resorts MGM Resorts International (NYSE: MGM) -- http://www.mgmresorts.com/-- has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50% investments in four other properties in Nevada, Illinois and Macau. The Company reported net income of $3.25 billion on $5.55 billion of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $1.29 billion on $4.58 billion of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $27.85 billion in total assets, $17.91 billion in total liabilities and $9.94 billion in total stockholders' equity. Bankruptcy Warning Any default under the senior credit facility or the indentures governing the Company's other debt could adversely affect its growth, its financial condition, its results of operations and its ability to make payments on its debt, and could force the Company to seek protection under the bankruptcy laws. * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. "The rating upgrade reflects MGM's solid performance thus far in 2011, and our expectation that MGM will continue benefitting from improving performance trends on the Las Vegas Strip, particularly on the lodging side of the business," said Standard & Poor's credit analyst Ben Bubeck. "MGM maintains weak credit measures, including operating lease-adjusted debt to wholly owned EBITDA of over 11x and EBITDA coverage of interest of just 1.0x. Still, we believe recent strong performance trends are reducing refinancing risk in the company's intermediate- term debt maturities, and expect credit measures to continue to gradually improve modestly in 2012." In the Nov. 21, 2011, edition of the TCR, Moody's Investors Service upgraded MGM Resorts International's Corporate Family and Probability of Default ratings to B2, its senior secured rating to Ba2, and its senior unsecured notes to B3. MGM has an SGL-3 Speculative Grade. The B2 rating reflects Moody's view that continued earnings improvement at MGM's 51% owned Macau joint venture increases the likelihood of a dividend distribution that would help improve the company's liquidity profile. The B2 Corporate Family Rating also reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 and will help improve MGM's leverage and coverage metrics modestly. MOHEGAN TRIBAL: Exchange Offer Expires Feb. 22 ---------------------------------------------- The Mohegan Tribal Gaming Authority, the owner and operator of Mohegan Sun in Uncasville, Connecticut, and Mohegan Sun at Pocono Downs in Wilkes-Barre, Pennsylvania, has extended the early tender period in its private exchange offers and consent solicitations until 5:00 p.m., New York City time, on Feb. 13, 2012. As previously announced, the Authority is offering to exchange any and all of its outstanding notes held by eligible holders for new notes in a private exchange offer which includes a solicitation of consents to certain amendments to the old notes and the indentures governing the old notes. The early tender date was previously scheduled for 5:00 p.m., New York City time, on Feb. 10, 2012. As of the previous early tender date, old notes had been tendered into the exchange offers in amounts sufficient to satisfy the minimum tender condition with respect to the old second lien notes and the old 2014 notes and old 2015 notes, in the aggregate, but not with respect to the old 2012 notes and old 2013 notes, in the aggregate. As of the previous early tender date, approximately 97.0% of the old second lien notes, approximately 81.3% of the old 2012 and old 2013 notes, in the aggregate, and approximately 90.3% of the old 2014 and old 2015 notes, in the aggregate, had been tendered into the exchange offers. The exchange offers are conditioned upon, among other things, the valid tender (without being withdrawn) of old notes representing at least (i) 50.1% of the outstanding principal amount of the old second lien notes, (ii) 90%, in the aggregate, of the outstanding principal amount of the old 2012 notes and the old 2013 notes, and (iii) 75%, in the aggregate, of the outstanding principal amount of the old 2014 notes and the old 2015 notes. The conditions to the exchange offers are set forth in the offering memorandum and consent solicitation statement, dated Jan. 24, 2012, and the related supplement dated Feb. 3, 2012, for the exchange offers and consent solicitations. The conditions to the exchange offers are for the Authority's benefit and may be asserted or waived by the Authority at any time and from time to time, in the Authority's sole discretion. The exchange offers will expire at 5:00 p.m., New York City time, on Feb. 22, 2012. Withdrawal rights for old notes and the related consents tendered into the exchange offers expired at 5:00 p.m., New York City time, on Feb. 6, 2012, as scheduled, and there will be no withdrawal rights for the remainder of the exchange offers. Holders of old notes accepted in the exchange offers will also receive a cash payment equal to the accrued and unpaid interest in respect of such old notes from the most recent interest payment date to, but not including, the settlement date of the exchange offers. About Mohegan Tribal Gaming Authority Mohegan Tribal Gaming Authority -- http://www.mtga.com/-- is an instrumentality of the Mohegan Tribe of Indians of Connecticut, or the Tribe, a federally-recognized Indian tribe with an approximately 507-acre reservation situated in Southeastern Connecticut, adjacent to Uncasville, Connecticut. The Authority has been granted the exclusive authority to conduct and regulate gaming activities on the existing reservation of the Tribe, including the operation of Mohegan Sun, a gaming and entertainment complex located on a 185-acre site on the Tribe's reservation. Through its subsidiary, Downs Racing, L.P., the Authority also owns and operates Mohegan Sun at Pocono Downs, a gaming and entertainment facility located on a 400-acre site in Plains Township, Pennsylvania, and several off-track wagering facilities located elsewhere in Pennsylvania. The Authority's balance sheet at Sept. 30, 2011, showed $2.2 billion in total assets, $2.0 billion in total liabilities and $198.7 million total capital. PricewaterhouseCoopers LLP, in Hartford, Connecticut, expressed substantial doubt about the Authority's ability to continue as a going concern. The independent auditors noted that of the Authority's total debt of $1.6 billion as of Sept. 30, 2011, $811.1 million matures within the next twelve months, including $535.0 million outstanding under the Authority's Bank Credit Facility which matures on March 9, 2012, and the Authority's $250.0 million 2002 8% Senior Subordinated Notes which mature on April 1, 2012. In addition, a substantial amount of the Authority's other outstanding indebtedness matures over the following three fiscal years. MOMENTIVE PERFORMANCE: Steven Delarge and Michael Modak Resign -------------------------------------------------------------- Momentive Performance Materials Inc. announced that Craig Morrison, its President and Chief Executive Officer, has assumed the additional position of President of the Company's Silicones and Quartz Division on an interim basis, and that Steven Delarge, its Executive Vice President and current President of the Silicones and Quartz Division, has stepped down from his position. In addition, the Company announced that Michael Modak, its Chief Commercial Officer, will be stepping down from his position. Mr. Modak's responsibilities will be assumed by other members of the executive team on an interim basis. The Company is currently negotiating separation agreements with Mr. Delarge and Mr. Modak. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. The Company reported a net loss of $62.96 million on $2.58 billion of net sales for the year ended Dec. 31, 2010, compared with a net loss of $41.67 million on $2.08 billion of net sales during the prior year. The Company also reported a net loss of $45 million on $2.04 billion of net sales for the fiscal nine-months period ended Sept. 30, 2011, compared with net income of $26 million on $1.91 billion of net sales for the fiscal nine-month ended Sept. 26, 2010. The Company's balance sheet at Sept. 30, 2011, showed $3.37 billion in total assets, $3.99 billion in total liabilities and a $625 million total deficit. * * * Momentive carries a 'B3' corporate family and probability of default ratings from Moody's Investors Service. It has 'B-' issuer credit ratings from Standard & Poor's Ratings Services. As reported by the Troubled Company Reporter on Oct. 27, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Momentive Performance Materials Inc. to 'B-' from 'CCC+'. In addition, S&P raised its second lien, senior unsecured, and subordinated debt ratings by one notch to 'CCC' (two notches below the corporate credit rating) from 'CCC-'. The recovery ratings on these classes of debt remain unchanged at '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. At the same time, based on the corporate credit rating upgrade and its updated recovery analysis, S&P raised its senior secured debt rating by two notches to 'B' (one notch above the corporate credit rating) from 'CCC+' and revised the recovery rating to '2' from '3'. These ratings indicate S&P's expectation for substantial (70%-90%) recovery in the event of a payment default. MORGANS HOTEL: BlackRock Ceases to Hold 5% Equity Stake ------------------------------------------------------- BlackRock, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Jan. 31, 2012, it beneficially owns 949,004 shares of common stock of Morgans Hotel Group Co. representing 3.09% of the shares outstanding. As previously reported by the TCR on Feb. 14, 2012, BlackRock disclosed beneficial ownership of 2,362,964 shares. A full-text copy of the amended filing is available for free at: http://is.gd/OxYaf6 About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. The Company's balance sheet at Sept. 30, 2010, showed $759.10 million in total assets, $801.22 million in total liabilities, and a stockholders' deficit of $42.12 million. MPG OFFICE: Goldman Sachs Preferred Shares Ownership Down to 1% --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, The Goldman Sachs Group, Inc., and Goldman, Sachs, & Co., disclosed that, as of Dec. 31, 2011, they beneficially own 110,369 shares of 7.625% Series A Cumulative Redeemable Preferred Stock, $0.01 par value, of MPG Office Trust, Inc., representing 1.1% of the shares outstanding. As previously reported by the TCR on Feb. 22, 2011, Goldman Sachs disclosed beneficial ownership of 903,600 preferred shares. A full-text copy of the amended filing is available at http://is.gd/QDBImi About MPG Office Trust MPG Office Trust, Inc., fka Maguire Properties Inc. -- http://www.mpgoffice.com/-- is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high- quality office properties in the Southern California market. MPG Office Trust is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. The Company has been focused on reducing debt, eliminating repayment and debt service guarantees, extending debt maturities and disposing of properties with negative cash flow. The first phase of the Company's restructuring efforts is substantially complete and resulted in the resolution of 18 assets, relieving the Company of approximately $2.0 billion of debt obligations and potential guaranties of approximately $150 million. The Company reported a net loss of $197.94 million on $406.89 million of total revenue for the year ended Dec. 31 2010, compared with a net loss of $869.72 million on $423.84 million of total revenue during the prior year. The Company also reported net income of $129.05 million on $249.64 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $45.79 million on $258.53 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.30 billion in total assets, $3.20 billion in total liabilities and a $903.10 million total deficit. MPG OFFICE: BlackRock Discloses 5.8% Equity Stake ------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Dec. 30, 2011, it beneficially owns 2,990,764 shares of common stock of MPG Office Trust Inc. representing 5.86% of the shares outstanding. As previously reported by the TCR on Feb. 15, 2011, BlackRock disclosed beneficial ownership of 3,154,839 shares. A full-text copy of the amended filing is available for free at: http://is.gd/SoAXzL About MPG Office Trust MPG Office Trust, Inc., fka Maguire Properties Inc. -- http://www.mpgoffice.com/-- is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high- quality office properties in the Southern California market. MPG Office Trust is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. The Company has been focused on reducing debt, eliminating repayment and debt service guarantees, extending debt maturities and disposing of properties with negative cash flow. The first phase of the Company's restructuring efforts is substantially complete and resulted in the resolution of 18 assets, relieving the Company of approximately $2.0 billion of debt obligations and potential guaranties of approximately $150 million. The Company reported a net loss of $197.94 million on $406.89 million of total revenue for the year ended Dec. 31 2010, compared with a net loss of $869.72 million on $423.84 million of total revenue during the prior year. The Company also reported net income of $129.05 million on $249.64 million of total revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $45.79 million on $258.53 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $2.30 billion in total assets, $3.20 billion in total liabilities and a $903.10 million total deficit. NATIONAL TOOL: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: National Tool Warehouse, LLC 14045 Ballantyne Corporate Place, Suite 100 Charlotte, NC 28277 Bankruptcy Case No.: 12-10480 Chapter 11 Petition Date: February 12, 2012 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Christopher A. Ward, Esq. POLSINELLI SHUGHART PC 222 Delaware Avenue, Suite 1101 Wilmington, DE 19801 Tel: (302) 252-0920 Fax: (302) 252-0921 E-mail: cward@polsinelli.com Estimated Assets: $0 to $50,000 Estimated Debts: $0 to $50,000 The Company's list of its largest unsecured creditors filed with the petition does not contain any entry. The petition was signed by Barry Kasoff, CEO and CRO. NEVADA CANCER: Will Seek Approval of Plan on April 23 ----------------------------------------------------- Nevada Cancer Institute has won approval of its pre-negotiated reorganization plan's disclosure statement. On Feb. 8, 2012, the U.S. Bankruptcy Court for the District of Nevada entered an order approving the Disclosure Statement describing the Amended Chapter 11 Plan of Reorganization for Nevada Cancer Institute, dated Jan. 31, 2012. The deadline by which ballots to accept or reject the Plan must be received by the Ballot Tabulator will be March 9, 2012, at 5:00 p.m. Debtor will file the Plan Ballot Summary within five business days of the Ballot Deadline. The hearing on confirmation of the Plan will commence on April 23, 2012, at 1:30 p.m., and may be continued from time to time by announcement in Court, without further notice. Any party objecting to confirmation of the Plan, including any objection to the assumption of an executory contract or unexpired lease thereunder (including with respect to any cure amount) must file and serve its objection and evidence in support thereof no later than April 9, 2012. Any reply memorandum in support of confirmation of the Plan or in response to an objection to confirmation of the Plan, and any evidence in support thereof, will be filed and served on the Notice Parties and any objecting parties no later than April 18, 2012. The Plan represents the culmination of the Debtor's restructuring effort. After commencing this case, the Debtor sold the Flagship Building to the Regents of the University of California on behalf of its UC San Diego Health System in a Court-approved sale pursuant to Bankruptcy Code section 363 that closed on Jan. 31, 2012. After emerging from Chapter 11, the Reorganized Debtor will use charitable donations to meet the Philanthropic Commitment to UCSD, and to meet the Reorganized Debtor's annual carrying costs, including maintenance of its real property, the required payments to the Lenders under the Research Building Note, and compensation of an employee to assist the Reorganized Debtor with fundraising and administrative needs. The Debtor expects to have obtained a fundraising commitment prior to the Effective Date that will provide at least one year of funding for the Reorganized Debtor. The Plan also provides for the creation of the Creditor Trust for the benefit of holders of Allowed General Unsecured Claims (other than the Lenders). The Creditor Trust will be vested on the Effective Date with the Preserved Avoidance Actions, the Preserved Actions, and other potential Claims or causes of action. The Creditor Trust also will receive the Unsecured Creditor Cash, if any. The holders of Allowed General Unsecured Claims will share pro- rata in the Net Trust Assets, i.e., any Unsecured Creditor Cash, any cash realized from the Claims, rights and causes of action vested in the Creditor Trust, less the costs of realizing those recoveries, objecting to General Unsecured Claims, and administering the Trust. Pursuant to the Plan terms, with respect to the Class 1 Lender Secured Claims, the remaining cash proceeds of the UCSD Sale, if any, will be remitted to the Agent under the Prepetition Credit Agreement on the Effective Date, to reduce the debt under the Prepetition Credit Agreement. On the Effective Date, the Reorganized Debtor will issue to the Agent, for the benefit of the Agent and Lenders, the Research Building Note in the amount of $13 million. The Research Building Note will provide for annual principal amortization payments and will be payable in full on the earlier of (x) the fifth anniversary of the Effective Date, (y) a default under the note, or (z) a sale of the Research Building or Vacant Land. The Research Building Note will be non-interest bearing and will be subject to prepayment at any time without penalty. Notwithstanding any of the foregoing, if the Research Building and the Vacant Land are sold for an aggregate amount in excess of $13 million, whether during the term of the Research Building Note or at any time within one year after repayment thereof, the Reorganized Debtor will pay 80% of the Excess Consideration to the Agent for the benefit of the Agent and Lenders. A copy of the Amended Chapter 11 Plan of Reorganization and the proposed Disclosure Statement describing the Amended Chapter 11 Plan is available for free at: http://bankrupt.com/misc/nevadacancer.doc319.pdf About Nevada Cancer Founded in 2002, Nevada Cancer Institute is a nonprofit cancer institute committed to advancing the frontiers of knowledge of cancer and reducing the burden of cancer on the people of Nevada. The Debtor previously operated and maintained a state-of-the-art outpatient cancer treatment and research facility in the Summerlin community of Las Vegas (the "Flagship Building") and provided comprehensive management services to physicians employed by the oncology medical group, Ruckdeschel Manno, Ltd. dba Nevada Cancer Institute Medical Group (the "Medical Group," and together with the Debtor, "NVCI"). This cancer treatment facility was designated by the State of Nevada as the State's official cancer institute. Nevada Cancer Institute filed for bankruptcy (Bankr. D. Nev. Case No. 11-28676) on Dec. 2, 2011, blaming mounting financial pressures arising from the protracted decline in the economy, decreases in medical reimbursement rates from managed care payor entities, increases in operational costs, decreases in the amount and availability of charitable donations, a reduction in research funding opportunities and increased competition. Lisa Madar signed the petition as secretary. Chief Bankruptcy Judge Mike K. Nakagawa oversees the case. Michael L. Tuchin, Esq., Martin R. Basrash, Esq., and Courtney E. Pozmantier, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Robert M. Charles, Jr., Esq., and Dawn M. Cica, Esq., at Lewis and Roca LLP, represent the Debtors as bankruptcy counsel. Kurtzman Carson Consultants LLC serves as the Debtor's claims and noticing agent. Alvarez & Marsal Healthcare Industry Group LLC serves as the Debtor's restructuring advisors. Robert J. Feinstein, Esq., Samuel R. Maizel, Esq., and Shirley s. Cho., at Pachulski Stang Ziehl & Jones LLP, represents the Official Committee of Unsecured Creditors as counsel. Lenard E. Schwartzer, Esq., and Jeanette e. McPherson, Esq., at Schwartzer & McPherson Law Firm, represents the Committee as local counsel. The Debtor underwent a significant prepetition operational restructuring, and, after commencing this case, sold the Flagship Building to the Regents of the University of California on behalf of its UC San Diego Health System in a Court-approved sale pursuant to Bankruptcy Code section 363 that closed on Jan. 31, 2012. Counsel for Bank of America, N.A., as agent for the prepetition lenders, are Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. The Regents of the University of California on behalf of its UC San Diego Health System, is represented by James W. Kapp, III, Esq., and Gary B. Gertler, Esq., at McDermott Will & Emery. NEW ENGLAND BUILDING: Files for Chapter 11 in Portland, Maine ------------------------------------------------------------- New England Building Materials, LLC, filed a bare-bones Chapter 11 petition (Bankr. D. Maine Case No. 12-20109) in Portland, Maine, on Feb. 14, 2012. New England has filed a motion to use cash collateral and pay prepetition claims of its employees. A hearing on the request is scheduled for Feb. 16. New England estimated $10 million to $50 million in assets. Lumbermens Merchandising Corp. is the largest unsecured creditor creditor with a $279,325 claim, which is subject to set-off. NEW STREAM: Hedge-Fund Manager Overhauls Chapter 11 Plan -------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that New Stream Secured Capital Inc. filed a revamped Chapter 11 plan months after grumbling creditors derailed the hedge-fund manager's original plan. Plan Exclusivity Sought As reported in the Troubled Company Reporter on Feb. 15, 2012, New Stream Secured Capital Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file and solicit acceptances for the proposed Chapter 11 Plan until March 7, 2012, and May 7, respectively. The Debtors set a Feb. 23, hearing at 11:30 a.m., on their requested exclusivity extensions. Objections, if any, are due Feb. 16, at 10:00 a.m. The Debtors say they need time to finalize the restructuring plan. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire Kurtzman Carson Consultants LLC as its communications agent; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. New Stream completed a sale of its assets on June 3. New Stream sold the portfolio of life-insurance policies to an affiliate of McKinsey & Co. for $127.5 million. There were no competing bids at auction. NEW TOWN: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------ Debtor: New Town Corp. 711 South Columbus Avenue Mt. Vernon, NY 10550 Bankruptcy Case No.: 12-22305 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Southern District of New York (White Plains) Judge: Robert D. Drain Debtor's Counsel: Marc A. Pergament, Esq. WEINBERG, GROSS & PERGAMENT, LLP 400 Garden City Plaza, Suite 403 Garden City, NY 11530 Tel: (516) 877-2424 Fax: (516) 877-2460 E-mail: mpergament@wgplaw.com Estimated Assets: Not Stated Estimated Debts: $1,000,001 to $10,000,000 The Company?s list of its eight largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nysb12-22305.pdf The petition was signed by Kenneth LaSala, Jr., president. NEWPAGE CORP: Seeks to Reduce Cash-Flow Requirement in Loan ----------------------------------------------------------- NewPage Corporation said it is seeking to amend its Amended and Restated Superpriority Debtor-In-Possession Credit and Guaranty Agreement dated as of Sept. 23, 2011. Among other things, NewPage is seeking to reduce the Minimum Consolidated Adjusted EBITDA covenant and in conjunction would increase the Notes Payment Reserve. In addition, NewPage intends to obtain the flexibility for cash collateralized letters of credit to mature beyond the term of the DIP Credit Facility. Obtaining these amendments requires consent of a certain portion of the Lenders and some of the amendments may require the approval of the United States Bankruptcy Court for the District of Delaware. There are no assurances that NewPage will be successful in its negotiations with the Lenders or in obtaining court approval. About NewPage Corp. Headquartered in Miamisburg, Ohio, NewPage Corporation was 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 Dec. 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 roughly 4.1 million tons of paper, including roughly 2.9 million tons of coated paper, roughly 1.0 million tons of uncoated paper and roughly 200,000 tons of specialty paper. NewPage, 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. At an organizational meeting of creditors held on Sept. 21, 2011, the Committee selected Paul Hastings LLP as its bankruptcy counsel and Young Conaway Stargatt & Taylor, LLP to act as its Delaware and conflicts counsel. NewPage 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. NEXSTAR BROADCASTING: Amalgamated Does Not Own Class A Shares ------------------------------------------------------------- Amalgamated Gadget, L.P., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it does not beneficially own any shares of Class A common stock of Nexstar Broadcasting Group, Inc. As previously reported by the TCR on March 15, 2010, Amalgamated disclosed beneficial ownership of 1,174,524 of Class A shares. A full-text copy of the amended filing is available at http://is.gd/eM1SPm About Nexstar Broadcasting Group Irving, Texas-based Nexstar Broadcasting Group Inc. currently owns, operates, programs or provides sales and other services to 62 television stations in 34 markets in the states of Illinois, Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania, Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and Florida. Nexstar's television station group includes affiliates of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches approximately 13 million viewers or approximately 11.5% of all U.S. television households. The Company reported a net loss of $1.81 million on $313.35 million of net revenue for the year ended Dec. 31, 2010, compared with a net loss of $12.61 million on $251.97 million of net revenue during the prior year. The Company reported a net loss of $15.15 million on $220.28 million of net revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $16.08 million on $216.29 million of net revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $582.67 million in total assets, $769.64 million in total liabilities and a $186.96 million total stockholders' deficit. * * * As reported by the Troubled Company Reporter on Aug. 30, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Nexstar Broadcasting Group to 'B' from 'B-'. The rating outlook is stable. "The 'B' corporate credit rating reflects S&P's expectation that Nexstar's core ad revenue will continue growing modestly in 2010 and 2011," said Standard & Poor's credit analyst Deborah Kinzer. The EBITDA growth resulting from the rebound in core advertising, combined with political ad revenue from the 2010 midterm elections, should, in S&P's view, enable Nexstar to reduce its leverage significantly by the end of the year. NPS PHARMACEUTICALS: BlackRock Discloses 5.8% Equity Stake ---------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Dec. 30, 2011, it beneficially owns 4,987,566 shares of common stock of NPS Pharmaceuticals Inc. representing 5.79% of the shares outstanding. As previously reported by the TCR on Feb. 15, 2011, BlackRock disclosed beneficial ownership of 4,993,136 common shares. A full-text copy of the amended filing is available for free at http://is.gd/gRiVxr About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS noted in its Form 10-K for the year ended Dec. 31, 2009, it has not been profitable since its inception in 1986. As of Dec. 31, 2009, it had an accumulated deficit of $922.7 million. "Currently, we are not a self-sustaining business and certain economic, operational and strategic factors may require us to secure additional funds." The Company though believes its existing capital resources at Dec. 31, 2009, along with the receipt of $38.4 million from the sale of its REGPARA royalty stream, should be sufficient to fund its current and planned operations through at least Jan. 1, 2011. The Company reported a net loss of $27.63 million on $75.38 million of total revenues for the nine months ended Sept. 30, 2011, compared with a net loss of $25.04 million on $65.37 million of total revenues for the same period a year ago. The Company reported a consolidated net loss of $31.44 million on $89.41 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.86 million on $84.15 million of total revenue during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $237.44 million in total assets, $276 million in total liabilities and a $38.56 million total stockholders' deficit. OHIO VALLEY: Moody's Affirms 'Ba2' Long-term Bond Rating -------------------------------------------------------- Moody's Investors Service has affirmed the Ba2 long-term bond rating assigned to Ohio Valley General Hospital's (PA) $26.0 million of outstanding bonds issued by the Allegheny County Hospital Development Authority, PA. The outlook is negative. RATING RATIONALE The Ba2 rating reflects Ohio Valley's continued operating losses and volume declines during FY 2011. The rating is also supported by the hospital's small size in a competitive market, dependence on a limited number of physicians for admissions, high debt load and risks related to the hospital's asset allocation. The hospital's strengths include a strong liquidity position, improved operating performance and conservative debt structure. The negative outlook reflects the challenges of continuing to reduce large operating losses, which is necessary to reach a performance level to cover debt service and reduce reliance on investment returns. STRENGTHS *Strong liquidity position with 248 days of cash on hand at December 31, 2011, providing a good cushion of 122% cash-to-debt *Improved operating performance, with operating cash flow margin at 3.0% in FY 2011, up from -2.0% in FY 2010; while operating margin was -7.8% (well below the Ba median of -0.9%), it was an improvement from -12.9% in the previous year; further operating improvement is evident in 6-month FY 2012 interims * Limited debt structure risks, with mostly fixed rate debt CHALLENGES *Admissions decline of 7.3% in FY 2011 as the hospital continued to manage the departure of several key physicians *Increasing dependency on a few key physicians for admissions with 54% of admissions coming from top ten physicians in FY 2011 *Small size hospital with less than $70 million operating revenue and less than 5,000 admissions *Relatively high debt load compared to the hospital's size and operating cash flow; low maximum annual debt service coverage at 1.45 times in FY 2011 *Competitive market and concentrated payer mix with Medicare and Highmark accounting for close to 80% of gross revenue *High investment allocation to equities (70.7%), which is a risk given high dependency on investment returns for cash flow Outlook The negative outlook reflects the challenges of continuing to reduce large operating losses, which is necessary to reach a performance level to cover debt service and reduce reliance on investment returns. WHAT COULD MAKE THE RATING GO UP With a negative outlook, a rating upgrade is not likely in the short-term period; over the longer-term, an upgrade would be considered as a result of significant and sustained operating improvement and at least volume stability WHAT COULD MAKE THE RATING GO DOWN Continuation of operating losses at current levels with no further improvement, volume declines; decline in cash levels; an increase in either direct debt or indirect debt The principal methodology used in this rating was Not-for-Profit Hospitals and Health Systems published in January 2008. Please see the Credit Policy page on www.moodys.com for a copy of this methodology. OSCAR SOTO COLON: Case Summary & 15 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: Oscar A. Soto Colon Milagros Bigay Silva Calle Tivoli C8 Paseos La Fuente San Juan, PR 00926 Bankruptcy Case No.: 12-00973 Chapter 11 Petition Date: February 10, 2012 Court: U.S. Bankruptcy Court District of Puerto Rico (Old San Juan) Debtors? Counsel: Wanda I. Luna Martinez, Esq. LUNA LAW OFFICES PMB 389 P.O. Box 194000 San Juan, PR 00919-4000 Tel: (787) 998-2356 Fax: (787) 200-8837 E-mail: quiebra@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 The Company?s list of its 15 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/prb12-00973.pdf Affiliates that filed separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Mayaguez Pueblo Taco Maker 11-10711 -- Plaza Caribe Taco Maker 11-10712 -- Mayaguez Taco Maker Corp 11-10710 -- Ponce Taco Maker Corp 11-10713 -- PAPER COMPANY: Moody's Says Ratings Unaffected by Planned Sale -------------------------------------------------------------- Moody's Investors Service commented that International Paper Company's (IP) requirement to sell three containerboard mills under an antitrust agreement with the US Department of Justice to allow the company to complete the purchase of Temple-Inland Inc (TIN) will not affect IP's Baa3 senior unsecured rating. Even with this decree, IP still expects to be able to realize the $300 million of targeted synergies within 2 years. Other factors supporting IP's current Baa3 rating include the strong cash flow that the combined operations are expected to generate from their low cost and highly integrated asset base, the modest amount of debt that IP plans to use to fund the acquisition and IP's track record in deleveraging quickly after making an acquisition. Moody's current ratings for International Paper and affliates are: International Paper Senior Unsecured (domestic currency) Rating of Baa3 Senior Unsecured MTN (domestic currency) Rating of (P)Baa3 Senior Unsec. Shelf (domestic currency) Rating of (P)Baa3 BACKED LT IRB/PC (domestic currency) Rating of Baa3 Champion International Corporation BACKED Senior Unsecured (domestic currency) Rating of Baa3 Federal Paper Board Co., Inc. Senior Unsecured (domestic currency) Rating of Baa3 Union Camp Corporation Senior Unsecured (domestic currency) Rating of Baa3 Senior Unsecured MTN (domestic currency) Rating of (P)Baa3 International Paper Capital Trust II BACKED Preferred Stock (domestic currency) Rating of Ba1 International Paper Capital Trust III BACKED Preferred Stock (domestic currency) Rating of Ba1 BACKED Preferred Shelf (domestic currency) Rating of (P)Ba1 International Paper Capital Trust IV BACKED Preferred Shelf (domestic currency) Rating of (P)Ba2 International Paper Capital Trust VI BACKED Preferred Shelf (domestic currency) Rating of (P)Ba2 RATINGS RATIONALE IP's Baa3 senior unsecured rating reflects the company's significant scale and leading market positions, growing geographic diversification, vertically integrated relatively low cost asset base, and very good liquidity profile. IP is one of the largest paper companies in the world with a leading position in paper packaging and uncoated paper. Its well integrated operations make it a low cost producer capable of withstanding pricing and cost volatility. The rating derives support from IP's commitment to debt reduction and a balanced debt maturity profile. IP's ratings are constrained by the cyclicality of the paper and packaging industry and the pressures from high fiber, energy, and chemical costs. IP is also impacted by the secular decline in paper use due to the continual migration towards electronic forms of communication as well as reduced packaging driven by environmental concerns. The stable outlook reflects Moody's expectation that IP will be able to restore its adjusted leverage and interest coverage metrics to a level consistent with the company's current rating over the next 18 months or so. Upward rating pressure may result should Moody's assessment of RCF/Debt approach 25% and (RCF- Capex)/Debt approach 16%, most likely resulting from improved industry demand and a continuation of the company's operating efficiency and fiscal discipline. A downgrade might be associated with deterioration in market demand. Should Moody's expectations of normalized RCF/Debt decline towards 15% and (RCF-Capex)/Debt towards 8%, it is likely that a downgrade would be considered. The principal methodology used in this rating was the Moody's Global Paper and Forest Products Industry Rating Methodology, published in September 2009. Headquartered in Memphis, Tennessee, IP is the largest global producer of packaging products and uncoated freesheet paper. Proforma for the February 2012 acquisition of Temple-Inland, IP has annual revenues of about $30 billion. PFF BANCORP: Files Liquidating Plan; Disclosures Hearing March 8 ---------------------------------------------------------------- PFF Bancorp Inc. filed a proposed Chapter 11 plan of liquidation on Feb. 8 and will seek approval of the explanatory disclosure statement on March 8. Bill Rochelle, the bankruptcy columnist for Bloomberg News, notes that the plan is based in part on a settlement with the Federal Deposit Insurance Corp. where PFF will retain $18.6 million in tax refunds. Pension Benefit Guaranty Corp. will recover 45 percent on its claims while general unsecured creditors might see 11 percent, according to the disclosure statement explaining the plan. Holders of trust-preferred securities are in for a payday worth less than 1 percent. About PFF Bancorp PFF Bancorp Inc. -- http://www.pffbank.com/-- was a non- diversified unitary savings and loan holding company within the meaning of the Home Owners' Loan Act with headquarters formerly located in Rancho Cucamonga, California. Bancorp is the direct parent of each of the remaining Debtors. Prior to filing for bankruptcy, Bancorp was also the direct parent of PFF Bank & Trust, a federally chartered savings institution, and said bank's subsidiaries. PFF Bank & Trust was taken over by regulators in November 2008, with the deposits transferred by the Federal Deposit Insurance Corp. to U.S. Bank NA. PFF Bancorp Inc. and its affiliates sought Chapter 11 protection on Dec. 5, 2008 (Bankr. D. Del. Case No. 08-13127 to 08-13131). Chun I. Jang, Esq., and Paul N. Heath, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC serves as the Debtors' claims agent. Jason W. Salib, Esq., at Blank Rome LLP, represents the official committee of unsecured creditors as counsel. PHOENIX-GREENVILLE'S: Case Summary & 20 Largest Unsec Creditors --------------------------------------------------------------- Debtor: Phoenix-Greenville's Inn, LP P.O. Box 5064 Greenville, SC 29606 Bankruptcy Case No.: 12-00875 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court District of South Carolina (Spartanburg) Judge: Helen E. Burris Debtor's Counsel: Robert A. Pohl, Esq. STODGHILL LAW FIRM CHARTERED 201 East McBee Avenue, Suite 300A Greenville, SC 29601 Tel: (864) 271-0966 Fax: (864) 770-6167 E-mail: rpohl@stodghill-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/scb12-00875.pdf The petition was signed by Stephen T. Moore, president of The Phoenix Inn, Inc., general partner. POTOMAC SUPPLY: Sec. 341(a) Creditors' Meeting Set for Feb. 23 -------------------------------------------------------------- W. Clarkson McDow, Jr., the United States Trustee for Region 4, will hold a first meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Potomac Supply Corporation, on Feb. 23, 2012, at 2:00 p.m., at the Office of the U.S. Trustee, 701 East Broad Street, Suite 4300, in Richmond, Virginia. This is the first meeting of creditors required under Section 341(a) of the U.S. Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Potomac Supply Corp. Kinsale, Virginia-based building-supply manufacturer Potomac Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and debts of $10 million to $50 million. Potomac in mid-January announced it was suspending manufacturing operations in Kinsale after its lender refused to provide financing without additional investment. Judge Douglas O. Tice, Jr. presides over the case. Patrick J. Potter, Esq. and Jerry Lane Hall, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in Washington, D.C., serve as the Debtor's bankruptcy counsel. The petition was signed by William T. Carden, Jr., chief executive officer. POTOMAC SUPPLY: U.S. Trustee Appoints 5-Member Creditors Panel -------------------------------------------------------------- W. Clarkson McDow, Jr., United States Trustee for Region 4, pursuant to 11 U.S.C. Section 1102, appointed five unsecured creditors to serve on the Committee of Unsecured Creditors of Potomac Supply Corporation: 1. Osmose, Inc. Attn: Paul A. Goydan 1016 Everee Inn Road Griffin, GA 30224 Tel: (678) 642-7106 Fax: 770-229-5225 E-mail: pgoydan@osmose.com 2. Marquette Transportation Finance, Inc. Attn: Paul Swanson 1600 West 82nd St., Suite 250 Bloomington, MN 55431 Tel: (952) 703-7498 Fax: (952) 703-7460 E-mail: paul.swanson@marquette.com 3. Flippo Lumber Corporation Attn: T. Nelson Flippo P.O. Box 38 Doswell, VA 23047 Tel: (804) 876-3311 Fax: 804-876-3834 E- mail: nelson@flippolumber.com 4. West Fraser, Inc. Attn: Roger Peterson 1250 Brownmiller Rd. Quesnel, B.C. Canada V2J6PS Tel: (250) 992-0851 Fax: (250) 991-5432 E-mail: Roger-Peterson@westfraser.com 5. Chester Wood Products Attn: Richard Stipanovic 1445 Lancaster Hwy P.O. Box 110 Chester, SC 29706 Tel: (803) 581-7165 ext. 208 Fax: (803) 377-4250 E-mail: rstipan@chwpllc.com About Potomac Supply Corp. Kinsale, Virginia-based building-supply manufacturer Potomac Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and debts of $10 million to $50 million. Potomac in mid-January announced it was suspending manufacturing operations in Kinsale after its lender refused to provide financing without additional investment. Judge Douglas O. Tice, Jr. presides over the case. Patrick J. Potter, Esq. and Jerry Lane Hall, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in Washington, D.C., serve as the Debtor's bankruptcy counsel. The petition was signed by William T. Carden, Jr., chief executive officer. POTOMAC SUPPLY: Taps Pillsbury Winthrop as Counsel -------------------------------------------------- Potomac Supply Corporation asks the U.S. Bankruptcy Court for the Eastern District of Virginia for permission to employ Pillsbury Winthrop Shaw Pittman LLP as Debtor's bankruptcy counsel, effective as of Jan. 18, 2012. As bankruptcy counsel, Pillsbury Winthrop will: a. advise Potomac of its rights, powers and duties as debtor and debtor-in-possession; b. assist Potomac in preparing the schedules and statements of financial affairs; c. assist Potomac formulate a business plan and resolve its Chapter 11 case with Potomac's various creditor constituencies; d. negotiate and obtain any financing Potomac may require during its Chapter 11 case or in connection with its Chapter 11 plan; e. assist Potomac preserve and sell assets; f. assist Potomac in obtaining the use of cash collateral; g. render any requested pension, tax, or labor advice that may be required to effectuate or maximize the efficiency of Potomac's Chapter 11 case; h. prepare, file, and prosecute a plan of reorganization and disclosure statement; i) prepare on behalf of Potomac all necessary and appropriate applications, motions, pleadings, proposed orders, notices, and other documents, and review all financial and other reports to be filed by Potomac in its Chapter 11 case; j) represent Potomac in proceedings and hearings in the Court; and k) perform all other legal services for and on behalf of Potomac that may be necessary or appropriate in the administration of Potomac's Chapter 11 case. Subject to court approval in accordance with Section 330(a) of the Bankruptcy Code, compensation will be payable to Pillsbury on an hourly basis, plus reimbursement of actual, necessary expenses incurred in connection with Potomac's chapter 11 case. The attorneys presently designated to have primary responsibility in representing Potomac, and their standard hourly rates, are: Patrick J. Potter Partner $675 Jerry Hall Senior Associate $530 Dania Slim Associate $440 To the best of Potomac's knowledge, neither Pillsbury nor any of its attorneys or employees: (i) is a creditor, an equity security holder or an insider of Potomac; (ii) is or was, within two years before the Petition Date, a director, officer, or employee of Potomac; or (iii) has an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship in connection with, or interest in, Potomac, or for any other reason. Accordingly, Pillsbury is a "disinterested person" within the meaning of Sections 101(14) and 327 of the Bankruptcy Code. About Potomac Supply Corp. Kinsale, Virginia-based building-supply manufacturer Potomac Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and debts of $10 million to $50 million. Potomac in mid-January announced it was suspending manufacturing operations in Kinsale after its lender refused to provide financing without additional investment. Judge Douglas O. Tice, Jr. presides over the case. Patrick J. Potter, Esq. -- patrick.potter@pillsburylaw.com and Jerry Lane Hall, Esq. -- jerry.hall@pillsburylaw.com at Pillsbury Winthrop Shaw Pittman LLP, in Washington, D.C., serve as the Debtor's bankruptcy counsel. The petition was signed by William T. Carden, Jr., chief executive officer. POTOMAC SUPPLY: Regions May File Confidential Statement Under Seal ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District Virginia has granted the request of Regions Bank to file a confidential statement with respect to collateral "under seal." Counsel for Debtor Potomac Supply Corporation did not object to the entry of the Order. The confidential statement will be held under seal until the earlier of (a) a further order of the Court directing the disposition or disclosure of the Confidential Statement, or (b) 30 days after the Court's disposition of the Debtor's emergency motion to use of cash collateral, at which time the Confidential Statement will be returned to Regions for destruction. The order will not prohibit the Debtor or Regions Bank from providing the Confidential Statement, or the information contained therein, to any official committee of unsecured creditors in the Debtor's case. As reported in the TCR on Feb. 13, 2012, Potomac Supply's owners were expected to appear before Judge Douglas Tice on Feb. 8, 2012, to discuss the use of cash collateral as the Kinsale-based company attempts to reorganize and emerge from Chapter 11 bankruptcy. Judge Douglas Tice will also consider a request from Regions Bank to file a confidential statement "under seal." On Jan. 27, 2012, Judge Tice allowed Potomac Supply the use of cash collateral on an interim basis. Potomac Supply planned to use this collateral to aid in its bankruptcy dealings. The interim order required a final hearing on the matter set for Feb. 8, 2012. Prior to the judge's interim order, lawyers for Regions Bank filed an objection to the request, maintaining that Potomac Supply does not have the assets to provide for a 20% "equity cushion" that most bankruptcy courts require a company to have to insure creditors will receive some compensation. Regions Bank maintains it warned Potomac in June 2011 that it would need to find a replacement lender, and gave the company six months to find a new lender or "develop a wind-down strategy." The bank maintains that a reorganization "is not mathematically possible" because Potomac doesn't have enough "non-core assets" to pay its creditors and then reorganize around its "core" assets. Following the bank's objection to Potomac's use of cash collateral, the bank's lawyers also filed a motion requesting to file a statement regarding Potomac Supply's collateral "under seal." About Potomac Supply Corp. Kinsale, Virginia-based building-supply manufacturer Potomac Supply Corporation filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and debts of $10 million to $50 million. Potomac in mid-January announced it was suspending manufacturing operations in Kinsale after its lender refused to provide financing without additional investment. Judge Douglas O. Tice, Jr. presides over the case. Patrick J. Potter, Esq. -- patrick.potter@pillsburylaw.com and Jerry Lane Hall, Esq. -- jerry.hall@pillsburylaw.com at Pillsbury Winthrop Shaw Pittman LLP, in Washington, D.C., serve as the Debtor's bankruptcy counsel. The petition was signed by William T. Carden, Jr., chief executive officer. QIMONDA AG: Administrator Seeking EUR1.71 Billion From Infineon --------------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that German semiconductor maker Infineon Technologies AG said Tuesday it will fight claims for at least EUR1.71 billion plus interest being sought by the insolvency administrator of Qimonda AG, its former memory chip unit. About Qimonda AG Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- was a global memory supplier with a diversified DRAM product portfolio. The Company generated net sales of EUR1.79 billion in financial year 2008 and had -- prior to its announcement of a repositioning of its business -- roughly 12,200 employees worldwide, of which 1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond, Va. Qimonda AG commenced insolvency proceedings in a local court in Munich, Germany, on Jan. 23, 2009. On June 15, 2009, QAG filed a petition (Bankr. E.D. Va. Case No. 09-14766) for relief under Chapter 15 of the U.S. Bankruptcy Code. Qimonda North America Corp., an indirect and wholly owned subsidiary of QAG, is the North American sales and marketing subsidiary of QAG. QNA is also the parent company of Qimonda Richmond LLC. QNA and QR sought Chapter 11 protection (Bankr. D. Del. Case No. 09-10589) on Feb. 20, 2009. Mark D. Collins, Esq., Michael J. Merchant, Esq., and Lee E. Kaufman, Esq., at Richards Layton & Finger PA, in Wilmington Delaware; and Mark Thompson, Esq., Morris J. Massel, Esq., and Terry Sanders, Esq., at Simpson Thacher & Bartlett LLP, in New York City, represented the Debtors as counsel. Roberta A. DeAngelis, the United States Trustee for Region 3, appointed seven creditors to serve on an official committee of unsecured creditors. Jones Day and Ashby & Geddes represented the Committee. In its bankruptcy petition, Qimonda Richmond, LLC, estimated more than US$1 billion in assets and debts. The information, the Chapter 11 Debtors said, was based on QR's financial records which are maintained on a consolidated basis with QNA. In September 2011, the Chapter 11 Debtors won confirmation of their Chapter 11 liquidation plan which projects that unsecured creditors with claims between $33 million and $35 million would have a recovery between 6.1% and 11.1%. No secured claims of significance remained. QUALITY CONCRETE: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Quality Concrete Corp. P.O. Box 8 Tiverton, RI 02878 Bankruptcy Case No.: 12-10421 Chapter 11 Petition Date: February 13, 2012 Court: United States Bankruptcy Court District of Rhode Island (Providence) Judge: Arthur N. Votolato Debtor's Counsel: Brian Mereness, Esq. P.O. Box 8 Tiverton, RI 02878 Tel: 368-6989 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Scott Douglas, president. REGAL ENTERTAINMENT: Reports $4-Mil. Net Income in Dec. 29 Qtr. --------------------------------------------------------------- Regal Entertainment Group reported net income of $4 million on $613.90 million of total revenues for the quarter ended Dec. 29, 2011, compared with net income of $13.60 million $661 million of total revenues for the quarter ended Dec. 30, 2010. The Company reported net income of $40.10 million on $2.68 billion of total revenues for the four quarters ended Dec. 29, 2011, compared with net income of $77.30 million on $2.80 billion of total revenues for the four quarters ended Dec. 30, 2010. "We are pleased with our 2011 accomplishments including the completion of our 3D projector deployment, the launch of Open Road Films, the strengthening of our balance sheet and most notably, the 40 basis point improvement in our Adjusted EBITDA margin driven by our ability to control variable costs in a challenging box office environment," stated Amy Miles, CEO of Regal Entertainment Group. "We are also encouraged by the early 2012 box office results and the line-up of films slated for the upcoming summer season," continued Miles. A full-text copy of the press release is available at: http://is.gd/NSvzze About Regal Entertainment Group Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE: RGC) -- http://www.REGmovies.com/-- is the largest motion picture exhibitor in the world. Regal's theatre circuit, comprising Regal Cinemas, United Artists Theatres and Edwards Theatres, operates 6,739 screens in 545 locations in 38 states and the District of Columbia. Regal operates theatres in 43 of the top 50 U.S. designated market areas. The Company's balance sheet at Sept. 29, 2011, showed $2.26 billion in total assets, $2.81 billion in total liabilities and a $555.70 million total deficit. * * * Regal Entertainment carries 'B1' corporate family and probability of default ratings from Moody's Investors Service, 'B+' issuer default rating from Fitch Ratings, and 'B+' corporate credit rating from Standard & Poor's Ratings Services. Moody's said in February 2011 that Regal's B1 CFR reflects the trade-offs between the relative stability and the small magnitude of the company's cash flow stream. With no change expected in either parameter, and with very good liquidity, the rating outlook is stable. S&P said in February that the rating reflects S&P's view that the company's aggressive financial policies will likely cause leverage to remain elevated over the intermediate term. Furthermore, Regal's revenue and EBITDA trends are highly dependent on the performance of the U.S. box office. Other rating factors include the company's participation in the mature and highly competitive U.S. movie exhibition industry, exposure to the fluctuating popularity of Hollywood films, and the long-term risk of increased competition from the proliferation of entertainment alternatives. RITE AID: Fitch Junks Rating on $481-Mil. Sr. Unsecured Notes ------------------------------------------------------------- Fitch Ratings has assigned a rating of 'CCC/RR5' to Rite Aid Corporation's (Rite Aid) $481 million of guaranteed senior unsecured notes due 2020. The proceeds will be used to redeem the $460 million 9 3/8% guaranteed senior unsecured notes due 2015. The Rating Outlook is Negative. Fitch expects that credit metrics will remain stable at current levels over the next three years. The Negative Outlook incorporates refinancing risk. In the next couple of years Rite Aid will have to address a series of significant debt maturities that will occur between 2014 and 2016, in an aggregate amount of $2.5 billion post this refinancing. To the extent that Rite Aid successfully addresses upcoming debt maturities and sustains stable to positive same store sales and EBITDA trends, Fitch would resolve the Negative Outlook. There have been some recent signs of stabilization in EBITDA with same store sales turning modestly positive and over the next 12-24 months, the generic wave could provide a nice windfall to the company's profitability. The current impasse between Walgreen and Express Scripts could also provide some boost to prescription volume. Whether this pushes EBITDA into the $1 billion plus range remains to be determined given offsetting factors such as continued share losses to larger and more capitalized competitors, ongoing pressure on pharmacy reimbursement rates and weak consumer sentiment. The company is also highly dependent on favorable credit market conditions to get this magnitude of refinancings completed given modest FCF generation. At Nov. 26, 2011, Rite Aid had cash of $148 million and excess borrowing capacity of approximately $850 million under its credit facility. The company has maintained liquidity in the $850 million to $1.2 billion range for the past eight quarters. For the latest 12-month period ended Nov. 26, 2011, total same store sales was positive at 1.5% with a front end same store sales increase of 0.9% and a pharmacy same store sales increase of 1.7%. Adjusted EBITDA (adjusted for non-cash and one time items) increasing modestly by $36 million to $884 million and adjusted debt/EBITDAR at 7.6 times (x) and EBITDAR/interest + rent at 1.2x were largely flat to fiscal year end levels given modest debt reduction. Credit metrics over the next three years are expected to remain relatively stable. Fitch expects modest same store sales growth of 1% and mid-to-high single digit growth in EBITDA in 2012 and 2013 driven largely by the introduction of higher margined generics and somewhat offset by continued pharmacy reimbursement pressures. Risks to estimates are a decline in same store sales trends due to macro weakness or share losses to its larger peers and higher than expected decline in reimbursement rates. Rite Aid's operating metrics significantly lag those of its largest and well capitalized competitors, CVS Caremark and Walgreen. Rite Aid has been unable to participate in the strong industry growth largely due to capital constraints and the company's inability to appropriately invest in its stores remains an ongoing concern. Beyond the benefit from the generic wave in 2012-14, Fitch does not expect meaningful top line and EBITDA expansion over the next few couple years given the lack of capital to execute successfully on its plans to address underperforming stores. As a result, EBITDA margins are likely to remain depressed, which at 3.5% (excluding non-cash and merger related expenses) for the LTM period is significantly below its two leading competitors' margins (with Walgreen's EBITDA margin at 7% and CVS retail EBITDA margin at 9.9%). The issue ratings on the new guaranteed senior unsecured notes are derived from the Issuer Default Rating (IDR) and the relevant Recovery Rating. Fitch's recovery analysis assumes a liquidation value under a distressed scenario of approximately $6 billion on inventory, receivables, owned real estate and prescription files. Given the amount of secured debt in the company's capital structure, the unsecured guaranteed notes are assumed to have below average recovery prospects (11%-30%) and are thus rated 'CCC/RR5'. Fitch currently rates Rite Aid as follows: -- IDR 'B-'; -- Secured revolving credit facility and term loans 'BB-/RR1'; -- First and second lien senior secured notes 'BB-/RR1'; -- Guaranteed senior unsecured notes 'CCC/RR5'; -- Non-guaranteed senior unsecured notes 'CC/RR6'. The Rating Outlook is Negative. RLD INC: Bank Consents to Use of Cash Collateral Until April 30 --------------------------------------------------------------- RLD, Inc., and Exchange Bank have entered into a stipulation regarding the Debtor's use of the Bank's cash collateral, to wit: (a) With respect to the Debtor's 50% ownership interest in a multi-tenant shopping center located at 4754 Old Redwood Highway, Santa Rosa, California, the Bank will continue to receive the rents from the real property and pay the ordinary and necessary operating expenses for those properties from the rents, as more particularly set forth in the Conditional Modification Agreement, dated Feb. 1, 2010, and Second Conditional Modification Agreement, dated as of Dec. 30, 2010. (b) The Bank will be provided with a replacement lien on all postpetition rents to the extent of any postpetition diminution in the value of the Bank's collateral provided that the lien is subordinated to the compensation and expense reimbursement allowed to any trustee thereafter appointed in the case. (c) The Bank's consent to use of cash collateral will end on the first of the following: (a) 5:00 p.m. Pacific Standard Time, April 30, 2012; or (b) with respect to an Event of Default, immediately upon the occurrence of that Event of Default. The occurrence of any of the following will constitute an Event of Default: (1) The Debtor fails to comply with the terms and conditions of the Conditional Modification Agreement and Second Conditional Modification agreement in any material respect; (2) The Debtor will use cash collateral for any purpose or any amount not permitted; (3) The bankruptcy case will be dismissed or converted to a case under Chapter 7 of the bankruptcy court, or a Chapter 11 Trustee will be appointed for the Debtor; or (4) The automatic stay is lifted with respect to Old Redwood Highway. Counsel for Exchange Bank may be reached at: Richard W. Abbey, Esq. Rachel K. Stevenson, Esq. ABBEY, WEITZENBERG, WARREN & EMERY, P.C. 100 Stony Point Road, Suite 200 P.O. Box 1566 Santa Rosa, CA 95402-1566 Tel: (707) 542-5050 Fax: (707) 542-2589 E-mail: rstevenson@abbeylaw.com About RLD Inc. RLD, Inc., based in Santa Rosa, California, filed for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 11-14071) on Nov. 7, 2011. Judge Alan Jaroslovsky presides over the case. The Law Offices of Steven M. Olson -- smo@smolsonlaw.com -- serves as the Debtor's counsel. The Debtor disclosed $10,824,405 in assets and $19,304,145 in liabilities as of the Petition Date. ROTHSTEIN ROSENFELDT: Founder Faces Another Deposition Over Scam ---------------------------------------------------------------- Max Stendahl at Bankruptcy Law360 reports that U.S. District Judge Judge James I. Cohn on Monday ordered a second deposition of jailed Ponzi schemer Scott Rothstein to flesh out more than two dozen suits brought by the trustee for his bankrupt law firm over Rothstein's $1.2 billion scheme involving the sale of shares in sham legal settlements. Judge Cohn ordered Mr. Rothstein to appear for a video conference deposition from June 4 to June 15. Questions at the deposition will relate to 29 adversary proceedings brought by Herbert Stettin, the court-appointed trustee, according to Law360. 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. SAGAMORE PARTNERS: Wants Exclusive Filing Period Extended to May 3 ------------------------------------------------------------------ Sagamore Partners, Ltd., asks the U.S. Bankruptcy Court for the Southern District of Florida to extend its exclusive periods to file a plan and to solicit acceptances of the plan up to and including May 3, 2012, and July 2, 2012, 2012, respectively. This is the first extension of the Debtor's exclusive periods. The claims bar date is Feb. 6, 2012. The Debtor tells the Court, among others, that it will require additional time to review and analyze the validity, amount, and priority of any claims that have been and will be asserted against the estate following the expiration of the bar date. Any Chapter 11 plan proposed by the Debtor prior to the claims bar date and prior to meaningful analysis of the claims ultimately filed could be premature and could actually lead to protracted litigation and a delay of confirmation of a plan. Further, litigation of the complex issues raised in the adversary proceeding initiated by the Debtor on Dec. 27, 2011 (regarding the validity, priority, and extent of liens), will likely require a substantial amount of time to complete, and resolution of these matters will greatly assist it in ascertaining the necessary reinstatement amount for its plan. Secured Lender JPMCC 2006-LDP7 Miami Beach Lodging, LLC, objects to the extension of the Debtor's exclusivity periods. JPMCC states: 1. The Debtors suggestion that its case is large and complex is misplaced. The Debtor's business consists of a small boutique hotel that is without "a flag." 2. The case is "no more that a two-party dispute between the Debtor and the Secured Lender." 3. The Debtor is not diligently pursuing its reorganization. According to Secured Lender, the Debtor has let the last four months go by without making any meaningful progress towards reorganization. 4. The Debtor has not made "substantial good faith progress" in its case contrary to its assertion in its motion. If the Court is nonetheless inclined to grant an extension of exclusivity, the Secured Lender urges that it limit the extension to a substantially shorter period than requested. About Sagamore Partners Bay Harbor, Florida-based Sagamore Partners, Ltd., owns and operates the prestigious oceanfront Sagamore Hotel, also known as The Art Hotel due to its captivating art collection from recognized artists and its contemporary design. The all-suite boutique hotel is situated within Miami's Art Deco Historic District on South Beach. Sagamore Partners is owned by Martin Taplin. Sagamore Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-37867) on Oct. 6, 2011. Judge A. Jay Cristol presides over the case. Joshua W. Dobin, Esq., and Peter D. Russin, Esq., at Meland Russin & Budwick, P.A., in Miami, Fla., serve as the Debtor's counsel. The Debtor disclosed $71,099,556 in assets and $52,132,849 in liabilities as of the Chapter 11 filing. The petition was signed by Martin W. Taplin, Pres of Miami Beach Vacation Resorts, Inc., manager of Sagamore GP, LLC, general partner. SEALY CORP: Goldman Sachs Discloses 5.1% Equity Stake ----------------------------------------------------- The Goldman Sachs Group, Inc., disclosed is a Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 5,399,063 shares of common stock of Sealy Corporation representing 5.1% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/eTlZkY About Sealy Corp. Trinity, North Carolina-based Sealy Corp. (NYSE: ZZ) -- http://www.sealy.com/-- is the largest bedding manufacturer in the world with sales of $1.5 billion in fiscal 2008. The Company manufactures and markets a broad range of mattresses and foundations under the Sealy(R), Sealy Posturepedic(R), including SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns & Foster(R), and Bassett(R) brands. Sealy operates 25 plants in North America, and has the largest market share and highest consumer awareness of any bedding brand on the continent. In the United States, Sealy sells its products to approximately 3,000 customers with more than 7,000 retail outlets. The Company reported a net loss of $9.88 million on $1.23 billion of sales for the 12 months ended Nov. 27, 2011, compared with a net loss of $13.74 million on $1.21 billion of net sales during the prior year. The Company reported a net loss of $15.20 million on $269.25 million of net sales for the three months ended Nov. 27, 2011, compared with a net loss of $4.48 million on $296.55 million of net sales for the same period a year ago. The Company's balance sheet as of Nov. 27, 2011, showed $919.19 million in total assets, $999.75 million in total liabilities, and a $80.56 million stockholders' deficit. * * * Sealy carries 'B' local and issuer credit ratings from Standard & Poor's. SHILO INN: Court OKs Marcus & Millichap as Real Estate Advisor -------------------------------------------------------------- The U.S. Bankruptcy Court authorized Shilo Inn Palm Springs, LLC, and its debtor-affiliates to employ Marcus & Millichap as real estate broker to market the Debtor's 125-room hotel for sale in a professional and maximize recovery for the estate. Two agents at Marcus & Millichap -- Gordon Allred and Sudhir Tewari -- and will provide services to the Debtor. Marcus & Millichap will be paid from the sale proceeds based on the parties' Exclusive Representation Agreement: a) in the event of a sale of the Hotel to a buyer procured by Marcus & Millichap, the firm will be paid a commission equal to 4% of the gross sale price. b) in the event that the Debtor procures a buyer, the commission to Marcus & Millichap will only be 2% of the gross sale price; c) the listing term is for 12 months commencing on Sept. 19, 2011, and ending on Sept. 18, 2012. Gordon Allred, Vice President of Investments and Senior Director of Marcus & Millichap, attests that the firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. About Shilo Inn Shilo Inn Palm Springs, LLC, owns and operates the Shilo Inn Palm Spring hotel located in Palm Springs, California. The hotel has 125 suites, two luxurious outdoor swimming pools, one children's family pool and spa and one adult large pool and spa, exercise fitness center, sauna, steam room and Gazebo area. Shilo Inn Palm Springs filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 11-22229) on April 13, 2011. Judge Meredith A. Jury presides over the case. David B. Golubchik, Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles, California, serves as counsel to the Debtors. Shilo Inn Palm Springs estimated assets and liabilities at $1 million to $10 million. Debtor-affiliate Shilo Inn Pomona Hilltop, LLC, filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 11-26270) on April 19, 2011. SHOREBANK CORP: Files Chapter 11 Plan of Liquidation ---------------------------------------------------- The Shorebank Corporation, et al., filed with the Bankruptcy Court their Chapter 11 Plan which calls for the liquidation of all their assets and the distribution of the proceeds to their creditors. The Plan is predicated on a settlement reached with the Federal Deposit Insurance Corporation. The Debtors relate that absent the settlement with the FDIC, there would likely be costly and uncertain litigation on a variety of issues, including (i) whether they made a commitment to maintain the capital of its former bank subsidiary, ShoreBank; and (ii) ownership of certain tax refunds. Under the Plan, FDIC will receive $8.5 million in cash, payable out of the Federal Income Tax Refund. In addition, the FDIC is still entitled to continue to collect payments stemming from the sale of ShoreBank Pacific pursuant to a stock purchase agreement that separately governs that transaction. General unsecured creditors, holding $3.7 million claims, will receive an estimated recovery of 19%. Moreover, the Plan contemplates substantive consolidation of the Debtors. A hearing to consider approval of the Disclosure Statement will be held on March 7, 2012, at 10:30 a.m. Objection deadline will be on March 2. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/THE_SHOREBANK_ds.pdf About ShoreBank Organized in 1973 and incorporated under the state of Illinois, The ShoreBank Corporation was America's first and leading community development and environmental bank holding company. SBK was a registered bank holding company for, among others, its subsidiary, ShoreBank in Chicago, a state chartered non-member bank. The Bank was subject to oversight and regulation by its primary regulator, the Illinois Department of Financial and Professional Regulation. On Aug. 20, 2010, the Bank was closed by the IDFPR, and the Federal Deposit Insurance Corp. was named receiver. The FDIC sold substantially all of the Bank's assets to Urban Partnership Bank. SBK's principal asset and source of income was its investment in the Bank. The Bank Closure has had a significant adverse affect on SBK's liquidity, capital resources, and financial condition. On Jan. 9, 2012, SBK and 11 affiliates commenced Chapter 11 cases (Bankr. N.D. Ill. Lead Case No. 12-00581) to liquidate their remaining assets and wind down their estates. The case was initially assigned to Judge Jacqueline P. Cox. On Jan. 10, she recused herself and the case was sent to Judge A. Benjamin Goldgar's chambers. George Panagakis, Esq., leads a team of lawyers at Skadden, Arps, Slate, Meagher & Flom LLP, who represent the Debtors. Garden City Group Inc. serves as the Debtors' claims agent. The petition was signed by George P. Surgeon, president and CEO. SHOREBANK CORP: Can Hire George Panagakis as Attorney ----------------------------------------------------- The Bankruptcy Court authorized The Shorebank Corporation, et al., to employ George Panagakis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, as their attorney. The current hourly rates of Skadden Arps are: Partners $840 - $1,000 Counsel $815 - $895 Associates $365 - $755 Assistants $195 - $310 The Debtors will reimburse the firm for its expenses including telephone charges, photocopying, travel and computerized research. About ShoreBank Organized in 1973 and incorporated under the state of Illinois, The ShoreBank Corporation was America's first and leading community development and environmental bank holding company. SBK was a registered bank holding company for, among others, its subsidiary, ShoreBank in Chicago, a state chartered non-member bank. The Bank was subject to oversight and regulation by its primary regulator, the Illinois Department of Financial and Professional Regulation. On Aug. 20, 2010, the Bank was closed by the IDFPR, and the Federal Deposit Insurance Corp. was named receiver. The FDIC sold substantially all of the Bank's assets to Urban Partnership Bank. SBK's principal asset and source of income was its investment in the Bank. The Bank Closure has had a significant adverse affect on SBK's liquidity, capital resources, and financial condition. On Jan. 9, 2012, SBK and 11 affiliates commenced Chapter 11 cases (Bankr. N.D. Ill. Lead Case No. 12-00581) to liquidate their remaining assets and wind down their estates. The case was initially assigned to Judge Jacqueline P. Cox. On Jan. 10, she recused herself and the case was sent to Judge A. Benjamin Goldgar's chambers. George Panagakis, Esq., leads a team of lawyers at Skadden, Arps, Slate, Meagher & Flom LLP, who represent the Debtors. Garden City Group Inc. serves as the Debtors' claims agent. The petition was signed by George P. Surgeon, president and CEO. The Debtors filed their Chapter 11 Plan of Liquidation on Jan. 31, 2012. SINCHAO METALS: In Default of Filing Requirements ------------------------------------------------- Sinchao Metals Corp., a subsidiary of Andean American Gold Corp., has appointed Scott Wilson of Scott E. Wilson Consulting, Inc., to undertake an independent review of Sinchao's previously announced mineral resources on the Sinchao Property and prepare a revised technical report on the Property. In their respective news releases dated April 20, 2011, Andean American and Sinchao disclosed a material change to Sinchao's mineral resource estimates for the Sinchao property. This material change was caused by title defects resulting in a loss of title to portions of the previous mineral resource. The loss of title may also negatively impact Sinchao's ability to access and potentially extract portions of the previously disclosed mineral resources on its remaining mineral tenure. Under National Instrument 43-101, Sinchao was required to file, within 45 days of that date, a new technical report supporting its disclosure of the revised mineral resource. Sinchao has not yet filed the required technical report and is in default of its filing requirements. The issue with the prior technical report was brought to Sinchao's attention by the Ontario Securities Commission as part of its review of Sinchao's disclosure record which review was being conducted in connection with its application to become a reporting issuer in Ontario. Andean American and its subsidiary, Sinchao, believe that the updated technical report will show a material reduction in the estimated inferred resources on the Sinchao Property, however it will not be possible to accurately quantify the magnitude of such reduction until Scott Wilson completes its work. Until this review is complete neither Andean American nor Sinchao can confirm what, if any, resource is contained on the Property and for this reason the mineral resource contained in the October 30, 2008 technical report should no longer be relied upon. Sinchao anticipates that it will be in a position to file a new National Instrument 43-101 compliant technical report by mid- April, 2012. About Sinchao Sinchao Metals Corp. is focused on the exploration and development of the Sinchao Gold-Silver-Copper property, located in Cajamarca province in Northern Peru, 30 kilometers from Yanacocha, the largest gold mine in South America. About Andean American Andean American is an international mining and exploration company focused on value growth through the development of gold and copper projects in Peru and currently has two key assets: the 31,600 hectare Invicta gold-silver-copper advanced exploration stage project and 64.95% of Sinchao Metals Corp., owner of the Sinchao gold-silver-copper exploration project. SMITH CREEK: Taps Fuqua & Associates as Counsel ----------------------------------------------- Smith Creek Partners, LP, sought and obtained permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Fuqua & Associates, P.C., as counsel. The Debtor will look to Fuqua & Associates to, among other things: a) provide the Debtor legal advice with respect to its powers and duties as a Debtor-in-possession in the continued operation of the Debtor's business, and management of its property; b) negotiate and submit a potential plan of arrangement satisfactory to the Debtor, its estate, and the creditors at large; and c) perform all other legal services for the Debtor as a Debtor-in-possession which may become necessary to the proceeding. The firm will charge the Debtor based on the hourly rates of its professionals: Richard L. Fuqua, Attorney-in-charge $500 Associates $150 to $225 Law clerks & legal assistants $75 to $125 The firm may be reached at: Richard L. Fuqua, Esq. FUQUA & ASSOCIATES, P.C. 5005 Riverway, Suite 250 Houston, Texas 77056 Fax: (713) 960-1064 Tel: (713) 960-0277 The Debtor assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Houston-Texas-based Smith Creek Partners LP filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-40495) on Dec. 7, 2011. Judge Jeff Bohm presides over the case. Richard L. Fuqua, II, Esq., at Fuqua & Associates, PC, serves as the Debtor's counsel. According to its schedules, Smith Creek disclosed $16,400,000 in total assets and $4,463,000 in total liabilities. The petition was signed by Stephen R. Fincher, president of Linchpin Investments, Inc., Smith Creek's general partner. SOLYNDRA LLC: VDL Enabling Resigns from Creditors Committee ----------------------------------------------------------- Roberta A. Deangelis, U.S. for Region 3, notified the U.S. Bankruptcy Court for the District of Delaware that it has amended the Official Committee of Unsecured Creditors in the Chapter 11 cases of Solyndra LLC, et al., to reflect the resignation of VDL Enabling Technologies Group as of Jan. 23, 2012. The Committee now consists of: 1. Schott North America, Inc. Attn: Michael Kitts 555 Taxter Road Elmsford, NY 10523, Tel: (914) 831-2224 Fax: (914) 831-2201 2. MGS Manufacturing Group, Inc. Attn: Jeff Kolbow W188 N11707 Maple Road Germantown, WI 53022 Tel: (262) 255-5790 Fax: (262) 250-3730 3. Certified Thermoplastics Co. Inc. Attn: Robert Duncan 26381 Ferry Court Santa Clarita, CA 91350 Tel: (661) 222-3006 Fax: (661) 222-3009 4. West Valley Staffing Group Attn: Teresa Kossayian 390 Potrero Avenue Sunnyvale, CA 94085 Tel: (408) 735-1420 Fax: (408) 735-1314 5. Plastikon Industries Inc. Attn: Mark Petri 688 Sansoval Way Hayward, CA 94544 Tel: (415) 308-6133 Fax: 510-400-1117 6. Peter M. Kohlstadt 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. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. 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. The Committee has tapped Blank Rome LLP as counsel. 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 did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. Solyndra auctioned non-core assets and obtained $6.2 million. Solyndra also took in $1.86 million from the sale of miscellaneous equipment. Solyndra LLC retained the exclusive right for filing a Chapter 11 plan until April 3. SOLYNDRA LLC: Hearing on Piecemeal Sale Objections Set for Feb. 22 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware will convene a hearing on Feb. 22, 2012, at 11:30 a.m. (ET) to consider joinders to motion of Kinetic Systems, Inc., for marshalling of the proceeds of Solyndra LLC, et al.'s piecemeal sale, and if necessary for segregation of the proceeds of the piecemeal sale pending resolution of marshalling and lien priority claims. Objections, if any are due Feb. 15, at 4:00 p.m. RK Electric, Inc., and Bayside Interiors, Inc., filed objections, asking that the Court: 1) require that the net proceeds of the piecemeal sale be applied first to reduce the scheduled secured debt (along with an accounting); 2) if there is an objection to application of the net proceeds of any piecemeal sale to the scheduled secured debt, require that the net proceeds held in a segregated account subject to all encumbrances, pending resolution of any objection to marshalling; and 3) require that the proceeds of sale of any fixtures be held in a segregated accounting pending resolution of lien priority claims. RK Electric related that it has not been paid for certain of that contracting work, and has filed, perfected and holds a mechanic's lien in the amount of $74,071 for labor, equipment, material and services provided by RK consisting electrical labor, materials, services and equipment including tool drops, wiring, and cabling. RK Electric claimed that its liens are superior (in whole or in part) under the California Mechanics' Lien Law to the scheduled secured debt. As of Sept. 6, 2011, Solyndra owed Bayside Interiors $77,604 for miscellaneous Clean Room drywall labor and work and material on a Project commonly known as 47488 Kato Road, Fremont, California. RK Electric and Bayside Interiors are represented by: Brian A. Sullivan, Esq. WERB & SULLIVAN 300 Delaware Avenue, Suite 1300 Wilmington, DE 19801 Tel: (302) 652-1100 Fax: (302) 652-1111 E-mail: bsullivan@werbsullivan.com A. Robert Rosin, Esq. LEONIDOU & ROSIN Professional Corp. 777 Cuesta Drive, Suite 200 Mountain View, CA 94040 Tel: (650) 691-2888 Fax: (650) 691-2889 E-mail: arrosin@alr-law.com 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. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. 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. The Committee has tapped Blank Rome LLP as counsel. 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 did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. Solyndra auctioned non-core assets and obtained $6.2 million. Solyndra also took in $1.86 million from the sale of miscellaneous equipment. Solyndra LLC retained the exclusive right for filing a Chapter 11 plan until April 3. SOLYNDRA LLC: Amends Schedules of Assets and Liabilities -------------------------------------------------------- Solyndra LLC filed with the U.S. Bankruptcy Court for the District of Delaware amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $298,756,187 B. Personal Property $555,293,853 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $785,325,624 E. Creditors Holding Unsecured Priority Claims $9,064,844 F. Creditors Holding Unsecured Non-priority Claims $69,182,550 ------------ ----------- TOTAL $854,050,040 $863,573,018 In its original schedules, Solyndra disclosed creditors holding secured claims of $783,755,765, creditors holding unsecured priority claims of $9,225,074, creditors holding unsecured non- priority claims $74,125,487, and total liabilities of $867,106,326. Affiliate 360 Degree Solar Holdings, Inc., in its amended schedules, disclosed $99,075 in assets and $785,543,031 in liabilities. The TCR also reported that 360 Degree, a debtor- affiliate, filed its schedules, disclosing $99,075 in assets and $785,543,031 in liabilities. Full-text copies of the amended schedules are available for free at: http://bankrupt.com/misc/SOLYNDRA_LLC_sal.pdf http://bankrupt.com/misc/SOLYNDRA_LLC_360sal.pdf 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. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. 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. The Committee has tapped Blank Rome LLP as counsel. 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 did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. Solyndra auctioned non-core assets and obtained $6.2 million. Solyndra also took in $1.86 million from the sale of miscellaneous equipment. Solyndra LLC retained the exclusive right for filing a Chapter 11 plan until April 3. SOLYNDRA LLC: Report Finds U.S. Could Lose Billions on Loans ------------------------------------------------------------ Dow Jones' Daily Bankruptcy Review reports that the U.S. government could lose $2.7 billion as a result of the loans and loan guarantees it offered to clean-energy companies, according to a White House-commissioned study carried out in the wake of Solyndra LLC's 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 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. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. 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. The Committee has tapped Blank Rome LLP as counsel. 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 did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. Solyndra auctioned non-core assets and obtained $6.2 million. Solyndra also took in $1.86 million from the sale of miscellaneous equipment. Solyndra LLC retained the exclusive right for filing a Chapter 11 plan until April 3. SOLYNDRA LLC: Court OKs Johnson Associates as Compensation Advisor ------------------------------------------------------------------ The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized Solyndra LLC, et al., to employ Johnson Associates, Inc., as compensation advisor in connection with the adjudication of a performance-based, key employee incentive plan for certain critical employees that are not officers and insiders, and other related services. As reported in the Troubled Company Reporter on Jan. 17, 2012, the primary professionals responsible in providing services for the Debtors and their current hourly rates are: Alan Johnson $660 Jeff Visithpanich $400 Analyst Support $250 The Debtors agreed to reimburse JAI for its actual, necessary expenses, including, among other things, telephone and telecopier, mail and express mail charges, computerized research and transcription costs. To the best of the Debtors' knowledge, JAI is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. 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. BDO Consulting, a division of BDO USA, LLP, as financial advisor and BDO Capital Advisors, LLC, serves as investment banker for the creditors' panel. 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. The Committee has tapped Blank Rome LLP as counsel. 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 did not receive acceptable offers to buy the business as a going concern. It is going ahead with plans for piecemeal auctions of the assets to begin Feb. 22. Solyndra auctioned non-core assets and obtained $6.2 million. Solyndra also took in $1.86 million from the sale of miscellaneous equipment. Solyndra LLC retained the exclusive right for filing a Chapter 11 plan until April 3. SONORA DESERT: Gets Interim OK to Employ Broker & Consultant ------------------------------------------------------------ Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. sought and obtained an interim order from the U.S. Bankruptcy Court to employ Charles H. Havranek and Southwest Land Associates, L.L.C. as a broker. If no objections are received by the Court within 21 days of the notice, which was filed on Jan. 21, this Order shall become final without further proceedings. As reported in the Troubled Company Reporter on Jan. 25, 2012, Sonora Desert Dairy L.L.C. and its affiliated debtors seek to employ Charles J. Havranek and Southwest Land Associates, L.L.C. as a broker to sell the 1,388.1 ± acres located on the South and East side of Old US 80 Highway 80 and on the Southwest and Southeast corners of Arlington School Road and Cactus Rose Road in Arlington Valley. The Debtors also need the Broker to consult with the Debtors on their dairy and farming operations and to provide testimony to the Court, if needed. The Broker proposes to list the Farm for $15 million. At present, however, the Broker is not hired to sell either cattle or the dairy real property. The Debtors propose to hire the Broker to sell the Farm on a 2.5% commission basis if the Broker is the sole broker affiliated with the sale of the Farm, or 4.0% commission for any co-brokerage arrangement, to be split equally between all brokerages involved in the ultimate sale of Farm. The Debtors propose to pay Mr. Havranek the rate of $200 per hour for his consulting, expertise and testimony work. Mr. Havranek attests he and Southwest Land are disinterested parties and hold no claims against the bankruptcy estate. About Sonora Desert Dairy Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. own, among other things, roughly 8,000 head of cattle and millions of dollars of feed and supplies used in the Dairies' operations. Lueck Cattle Company L.L.C. operates a "cattle replacement" program. Bob Lueck Farms L.L.C. owns an 1,373 acre farm near Arlington, Arizona, about one hour south and west of the Dairies. Lueck Farms also owns about 518 acres of real property in Rainbow Valley, on which are located three double-40 parallel milking parlors, numerous feed lots, numerous sheds, two sump ponds, 26 laborer homes, Mr. Lueck's home and hundreds of acres of farm land. Bob Lueck is the manager of the Debtors. Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., Sonora Desert Dairy III L.L.C., Lueck Cattle Company L.L.C., and Bob Lueck Farms L.L.C. filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 12-00262) on Jan. 6, 2012. Judge Charles G. Case II presides over the case. Daniel P. Collins, Esq., at Collins, May, Potenza, Baran & Gillespie. Genske Mulder & Co. serves as the Debtors' accountants. Sonora Desert estimated $10 million to $50 million in assets and debts. The petition was signed by Robert J. Lueck, manager. Wells Fargo Bank, which holds a first lien against the Debtors' cattle and feed inventory, is represented in the case by Bryan Cave LLP. First National Bank of Altus, which asserts a senior lien against the Debtors' real property, is represented by Snell & Wilmer L.L.P. SONORA DESERT: Court Approves Genske Mulder as Accountants ---------------------------------------------------------- Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., Sonora Desert Dairy III L.L.C., Lueck Cattle Company L.L.C., and Bob Lueck Farms L.L.C. sought and obtained permission to hire Wayne Cunningham and Genske Mulder & Co. as accountants for the Debtors. Services include preparing tax returns and providing further accounting services as needed. The Firm and Mr. Cunningham have long handled the Debtors' accounting work. Genske Mulder's hourly rates are: Partners $225 Staff accountants $175 Bookkeepers $130 Clerical $70 Mr. Cunningham attests that his Firm does not have any current or on-going connection with Debtors' creditors, or any other party- in-interest, or their attorneys; is "disinterested"; and doe not hold or represent an interest adverse to the estate. The Firm was not owed any money at the time Debtors filed their chapter 11 petitions. About Sonora Desert Dairy Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. own, among other things, roughly 8,000 head of cattle and millions of dollars of feed and supplies used in the Dairies' operations. Lueck Cattle Company L.L.C. operates a "cattle replacement" program. Bob Lueck Farms L.L.C. owns an 1,373 acre farm near Arlington, Arizona, about one hour south and west of the Dairies. Lueck Farms also owns about 518 acres of real property in Rainbow Valley, on which are located three double-40 parallel milking parlors, numerous feed lots, numerous sheds, two sump ponds, 26 laborer homes, Mr. Lueck's home and hundreds of acres of farm land. Bob Lueck is the manager of the Debtors. Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., Sonora Desert Dairy III L.L.C., Lueck Cattle Company L.L.C., and Bob Lueck Farms L.L.C. filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 12-00262) on Jan. 6, 2012. Judge Charles G. Case II presides over the case. Daniel P. Collins, Esq., at Collins, May, Potenza, Baran & Gillespie. Genske Mulder & Co. serves as the Debtors' accountants. Sonora Desert estimated $10 million to $50 million in assets and debts. The petition was signed by Robert J. Lueck, manager. Wells Fargo Bank, which holds a first lien against the Debtors' cattle and feed inventory, is represented in the case by Bryan Cave LLP. First National Bank of Altus, which asserts a senior lien against the Debtors' real property, is represented by Snell & Wilmer L.L.P. SONORA DESERT: Well Fargo Asks Court to Appoint Examiner -------------------------------------------------------- Well Fargo N.A. filed a request to the U.S. Bankruptcy Court for an order directing the Office of the U.S. Trustee to appoint an examiner in the bankruptcy case of Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. Wells Fargo proposes that the examiner perform these duties: a. oversee the Debtors' care, maintenance and operation of their dairy herd, a key component of the bank's collateral; b. in consultation with the Debtors and the bank, develop cash collateral and other operating budgets for each of the Debtors; c. oversee all aspects of cash receipts and disbursements by the Debtors, including approval of all cash disbursements; d. investigate and issue a report on the prepetition transfers between Mr. Robert Lueck and each of the Debtors; and e. assist the Debtors in preparing timely and accurate United States Trustee operating reports Wells Fargo has lost all confidence in the Debtors' ability to provide accurate financial information in the Chapter 11 cases. Wells Fargo also is justifiably concerned about the various prepetition transactions by Robert Lueck, the sole decision-maker for each of the Debtors and their respective estates, and the large amount of cash that has been taken out of the Debtors by Mr. Lueck. Cause exists to appoint a chapter 11 trustee in these cases. In the bank's experience, however, dairy operations require continuous care and a fair amount of skill. Wells Fargo presently believes that Mr. Lueck would be able to provide proper care and maintenance of the dairy herd if oversight is given by an independent professional. Thus, while Wells Fargo reserves the right to seek the appointment of a trustee if these chapter 11 cases do not stabilize in short order, the bank is seeking the remedy of an examiner to minimize the expense and disruption that would be created by the appointment of a trustee. Wells Fargo will consent to the use of cash collateral to fund the reasonable expenses required by an examiner who performs tailored duties designed to focus on the critical herd care and financial issues present in these chapter 11 proceedings. The examiner will need to operate pursuant to a budget, so that the Court and all parties in interest will know the expenses incurred due to the appointment of an examiner will be reasonable in light of the circumstances of these chapter 11 proceedings. About Sonora Desert Dairy Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. own, among other things, roughly 8,000 head of cattle and millions of dollars of feed and supplies used in the Dairies' operations. Lueck Cattle Company L.L.C. operates a "cattle replacement" program. Bob Lueck Farms L.L.C. owns an 1,373 acre farm near Arlington, Arizona, about one hour south and west of the Dairies. Lueck Farms also owns about 518 acres of real property in Rainbow Valley, on which are located three double-40 parallel milking parlors, numerous feed lots, numerous sheds, two sump ponds, 26 laborer homes, Mr. Lueck's home and hundreds of acres of farm land. Bob Lueck is the manager of the Debtors. Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., Sonora Desert Dairy III L.L.C., Lueck Cattle Company L.L.C., and Bob Lueck Farms L.L.C. filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 12-00262) on Jan. 6, 2012. Judge Charles G. Case II presides over the case. Daniel P. Collins, Esq., at Collins, May, Potenza, Baran & Gillespie. Genske Mulder & Co. serves as the Debtors' accountants. Sonora Desert estimated $10 million to $50 million in assets and debts. The petition was signed by Robert J. Lueck, manager. Wells Fargo Bank, which holds a first lien against the Debtors' cattle and feed inventory, is represented in the case by Bryan Cave LLP. First National Bank of Altus, which asserts a senior lien against the Debtors' real property, is represented by Snell & Wilmer L.L.P. SONORA DESERT: Court OKs Collins May Potenza as General Counsel --------------------------------------------------------------- Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. sought and obtained permission from the Bankruptcy Court to employ Collins, May, Potenza, Baran & Gillespie, P.C. as general counsel. As reported in the Troubled Company Reporter on Jan. 25, 2012, Collins will be paid according to its hourly rates: $190 to $395 for attorneys, $150 for law clerks and $75 to $195 for paralegals and other legal assistants. Collins attests it represents no interest adverse to the Debtors or the bankruptcy estates. Collins did note that the firm once represented Wells Fargo Bank, the Debtors' secured lender, and others in their opposition to GE Capital in the bankruptcy cases of Beaudry R.V. bankruptcies. Collins also has been working with the Debtors' principal, Bob Lueck, concerning legal issues involving Lueck Farms and a water company in Arlington, Arizona. Collins is not owed any amount in connection with that matter. About Sonora Desert Dairy Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., and Sonora Desert Dairy III L.L.C. own, among other things, roughly 8,000 head of cattle and millions of dollars of feed and supplies used in the Dairies' operations. Lueck Cattle Company L.L.C. operates a "cattle replacement" program. Bob Lueck Farms L.L.C. owns an 1,373 acre farm near Arlington, Arizona, about one hour south and west of the Dairies. Lueck Farms also owns about 518 acres of real property in Rainbow Valley, on which are located three double-40 parallel milking parlors, numerous feed lots, numerous sheds, two sump ponds, 26 laborer homes, Mr. Lueck's home and hundreds of acres of farm land. Bob Lueck is the manager of the Debtors. Sonora Desert Dairy L.L.C., Sonora Desert Dairy II L.L.C., Sonora Desert Dairy III L.L.C., Lueck Cattle Company L.L.C., and Bob Lueck Farms L.L.C. filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 12-00262) on Jan. 6, 2012. Judge Charles G. Case II presides over the case. Daniel P. Collins, Esq., at Collins, May, Potenza, Baran & Gillespie. Genske Mulder & Co. serves as the Debtors' accountants. Sonora Desert estimated $10 million to $50 million in assets and debts. The petition was signed by Robert J. Lueck, manager. Wells Fargo Bank, which holds a first lien against the Debtors' cattle and feed inventory, is represented in the case by Bryan Cave LLP. First National Bank of Altus, which asserts a senior lien against the Debtors' real property, is represented by Snell & Wilmer L.L.P. SOVRAN LLC: Plan Voting Ballots and Objections Due Feb. 20 ---------------------------------------------------------- The Hon. Paul B. Snyder of the U.S. Bankruptcy Court for the Western District of Washington will convene a hearing on March 5, 2012, commencing 9:00 a.m., to consider the confirmation of Sovran LLC's Plan of Reorganization dated as of Dec. 19, 2011. All ballots accepting or rejecting the plan, and any objections are due Feb. 20, 2012, at 4:00 p.m. Ballots must be received by: Richard G. Birinyi SCHWABE, WILLIAMSON &WYATT, P.C. U.S. Bank Centre 1420 5th Avenue, Suite 3400 Seattle, WA 98101-4010 Tel: (206) 622-1711 About Sovran LLC Sovran LLC, is a development company that was formed to acquire and develop a large commercial piece of real property located between Military Road and Interstate 5, in Winlock, Washington. Sovran filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 11-45107) on June 23, 2011. Richard G. Birinyi, Esq., and Lawrence R. Ream, Esq., at Bullivant Houser Bailey PC, in Seattle, Washington, serve as counsel. In its schedules, the Debtor disclosed $18,968,289 in assets and $11,619,450 in liabilities. The Debtor's Plan provides for the marketing of the property and obtaining sales of all or any part of the property. The liens securing claims will be modified in accordance with the Bankruptcy Code's provisions to permit sales of partial parcels, with deed release provisions specifying the amount to be paid to the holders of secured claims based on a certain price per square foot. SOVRAN LLC: Taps Schwabe Williamson as Bankruptcy Counsel --------------------------------------------------------- Sovran LLC asks the U.S. Bankruptcy Court for the Western District of Washington for permission to employ Schwabe, Williamson & Wyatt, P.C. as counsel. The Debtor relates that the Court approved the employment of Bullivant Houser Bailey PC as counsel for the Debtor. However, Richard G. Birinyi, Esq. and Lawrence Ream, Esq., the two primary attorneys at Bullivant who were handling the Chapter 11 case have switched firms and now practiced at Schwabe Williamson. The Debtor desires to continue to employ Messrs. Birinyi and Ream and their new firm. The firm agreed to represent the Debtor in its bankruptcy proceedings and perform related legal services. The firm is not a prepetition creditor of the Debtor. To the best of the Debtor's knowledge, the firm is a "disinterested person" as that term is defined in Section 101(14) of the bankruptcy Code. About Sovran LLC Sovran LLC, is a development company that was formed to acquire and develop a large commercial piece of real property located between Military Road and Interstate 5, in Winlock, Washington. Sovran filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 11-45107) on June 23, 2011. Richard G. Birinyi, Esq., and Lawrence R. Ream, Esq., at Bullivant Houser Bailey PC, in Seattle, Washington, serve as counsel. In its schedules, the Debtor disclosed $18,968,289 in assets and $11,619,450 in liabilities. The Debtor's Plan provides for the marketing of the property and obtaining sales of all or any part of the property. The liens securing claims will be modified in accordance with the Bankruptcy Code's provisions to permit sales of partial parcels, with deed release provisions specifying the amount to be paid to the holders of secured claims based on a certain price per square foot. SPANISH BROADCASTING: Proceeds of Offering Used to Pay Debts ------------------------------------------------------------ Spanish Broadcasting System, Inc., closed, on Feb. 7, 2012, its previously announced offering of $275 million in aggregate principal amount of 12.5% senior secured notes due 2017 at an issue price of 97% of the principal amount. The Notes were offered solely by means of a private placement either to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended, or to certain persons outside the United States pursuant to Regulation S under the Securities Act, as amended, and are governed by an Indenture dated as of the Closing Date, by and between the Company and Wilmington Trust, National Association, as trustee. The Company used the net proceeds from the offering, together with cash on hand, to repay and terminate the previously existing $350,000,000 first lien credit agreement, dated as of June 10, 2005, among the Company, the lenders from time to time party thereto, Merrill Lynch, Pierce Fenner & Smith, Inc., as syndication agent, Wachovia Bank, National Association, as documentation agent, and Lehman Commercial Paper Inc., as administrative agent that was due June 10, 2012, and to pay the transaction costs related to the offering. The Notes mature on April 15, 2017. The Notes accrue interest at a rate of 12.5% per year. Interest on the Notes is paid semi- annually on each of April 15 and October 15, commencing on April 15, 2012. A full-text copy of the Indenture is available for free at: http://is.gd/CnLDQ9 About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. The Company's balance sheet at Sept. 30, 2011, showed $495.67 million in total assets, $441.65 million in total liabilities, $92.34 million in cumulative exchangeable redeemable preferred stock, and a $38.33 million total stockholders' deficit. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. SPANISH BROADCASTING: Beach Point Holds 3.8% of Class A Shares -------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Beach Point Capital Management LP and Beach Point GP LLC disclosed that, as of Dec. 31, 2011, they beneficially own 160,350 shares of Class A common stock of Spanish Broadcasting System, Inc., representing 3.85% of the shares outstanding. As previously reported by the TCR on Jan. 25, 2011, Beach Point disclosed beneficial ownership of 2,632,418 Class A shares. A full-text copy of the amended filing is available for free at http://is.gd/iUuiPo About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. The Company's balance sheet at Sept. 30, 2011, showed $495.67 million in total assets, $441.65 million in total liabilities, $92.34 million in cumulative exchangeable redeemable preferred stock, and a $38.33 million total stockholders' deficit. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. SPANISH BROADCASTING: Columbia Wanger Owns <5% of Common Shares --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Columbia Wanger Asset Management, LLC, disclosed that, as of Dec. 31, 2011, it beneficially owns less than 5% of the outstanding common shares of Spanish Broadcasting System Inc. A full-text copy of the filing is available for free at http://is.gd/d5FMWk About Spanish Broadcasting Headquartered in Coconut Grove, Florida, Spanish Broadcasting System, Inc. -- http://www.spanishbroadcasting.com/-- owns and operates 21 radio stations targeting the Hispanic audience. The Company also owns and operates Mega TV, a television operation with over-the-air, cable and satellite distribution and affiliates throughout the U.S. and Puerto Rico. Its revenue for the twelve months ended Sept. 30, 2010, was approximately $140 million. The Company's balance sheet at Sept. 30, 2011, showed $495.67 million in total assets, $441.65 million in total liabilities, $92.34 million in cumulative exchangeable redeemable preferred stock, and a $38.33 million total stockholders' deficit. * * * In November 2010, Moody's Investors Service upgraded the corporate family and probability of default ratings for Spanish Broadcasting System, Inc., to 'Caa1' from 'Caa3' based on improved free cash flow prospects due to better than anticipated cost cutting and the expiration of an unprofitable interest rate swap agreement. Moody's said Spanish Broadcasting's 'Caa1' corporate family rating incorporates its weak capital structure, operational pressure in the still cyclically weak economic climate, generally narrow growth prospects (though Spanish language is the strongest growth prospect) given the maturity and competitive pressures in the radio industry, and the June 2012 maturity of its term loan magnify this challenge. In July 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Miami, Fla.-based Spanish Broadcasting System Inc. to 'B-' from 'CCC+', based on continued improvement in the company's liquidity position. The rating outlook is stable. "The rating action reflects S&P's expectation that, despite very high leverage, SBS will have adequate liquidity over the intermediate term to meet debt maturities, potential swap settlements, and operating needs until its term loan matures on June 11, 2012," said Standard & Poor's credit analyst Michael Altberg. SPIRIT FINANCE: S&P Affirms 'CCC+' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook to developing from stable on Spirit Finance Corp. (Spirit). "We affirmed our 'CCC+' corporate credit rating and our 'CCC+' issue- level rating on the company's term loan. Our recovery rating on these notes is unchanged at '4', indicating our expectations for an average (30%-50% range) recovery for term loan holders in the event of a payment default," S&P said. "Spirit plans an initial public offering (IPO) of $500 million of its common stock and related contingent deleveraging transactions by the end of 2012, as detailed in its S-11 filing," said credit analyst Elizabeth Campbell. "If successful, the IPO will address the company's term loan through a combination of repayment and conversion, leverage would be lower, and liquidity would be bolstered." "The outlook is developing. We would consider raising the rating one to two notches if the company materially deleverages its balance sheet this year through an IPO and related term loan repayment/conversion transaction. Despite our expectation for stability in portfolio occupancy, rents, and cash flows, we would likely revise the outlook (to stable or negative) or lower the rating if the company is unable to execute the IPO as contemplated. If management pursues a refinancing with a largely debt component, still-high future leverage would preclude upgrade potential," S&P said. ST. PAUL CROATIAN: Three More Accused of Fraud Named ---------------------------------------------------- Tracey Read at The News-Herald reports that three more people are accused of taking part in a fraud case that led to the failure of St. Paul Croatian Federal Credit Union in Eastlake. The report, citing federal indictments unsealed Feb. 8, discloses that: -- A. Eddy Zai, 43, of Pepper Pike, is charged with 35 counts. Mr. Zai owned and operated The Cleveland Group and related businesses created to provide a "safe haven" for credit union proceeds. From 2003 until March 2010, Mr. Zai and others made false statements in loan applications to the credit union. He and his entities received more than $16 million in fraudulent loan proceeds. Mr. Zai illegally rewarded the credit union's chief operating officer, Anthony Raguz of Mentor, with numerous cash payments -- usually in $100 bills concealed in envelopes. -- Ted Vanenelli, 66, of Willoughby, is charged with bank bribery, conspiracy, financial institution fraud and false statements to a financial institution. Mr. Vanenelli is Mr. Zai's father-in-law and former business partner. -- Zrino Jukic, a 41-year-old Cleveland resident, was also Indicted last week in the case, which officials are calling one of the largest credit union collapses in American history. Mr. Raguz previously pleaded guilty to six charges and will be sentenced Feb. 24, the report notes. On April 23, 2011, the report recalls, the credit union was placed into conservatorship by the National Credit Union Administration Share Insurance Fund. The NCUA liquidated St. Paul's and discontinued its operations after determining it was insolvent, according to The News-Herald. At the time of the liquidation, the credit union served 5,400 members and had assets of $238.8 million, according to the indictment obtained by The News-Herald. STAGE PRESENCE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Stage Presence Incorporated c/o Allen Newman 401 East 86th Street New York, NY 10028 Bankruptcy Case No.: 12-10525 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtor's Counsel: Joel M. Shafferman, Esq. SHAFFERMAN & FELDMAN, LLP 286 Madison Avenue, Suite 502 New York, NY 10017 Tel: (212) 509-1802 Fax: (212) 509-1831 E-mail: joel@shafeldlaw.com Scheduled Assets: $2,309,486 Scheduled Liabilities: $1,373,349 The Company?s list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nysb12-10525.pdf The petition was signed by Allen Newman, president. SUSTAINABLE ENVIRONMENTAL: Posts $123K Profit in Dec. 31 Quarter ---------------------------------------------------------------- Sustainable Environmental Technologies Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $122,846 on $936,159 of total revenues for the three months ended Dec. 31, 2011, compared with a net loss of $329,153 on $673,987 of total revenues for the same period during the prior year. The Company reported net income of $432,775 on $3.28 million of total revenues for the nine months ended Dec. 31, 2011, compared with a net loss of $661,926 on $1.76 million of total revenues for the same period a year ago. The Company's balance sheet as of Dec. 31, 2011, showed $3.65 million in total assets, $3.09 million in total liabilities and $568,108 in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/As4hvH About Sustainable Environmental Upland, Calif.-based Sustainable Environmental Technologies Corporation (formerly RG Global Lifestyles, Inc.) offers water and wastewater treatment engineering and construction services. During the quarter ended Dec. 31, 2010, the Company incurred an operating loss from continuing operations before income taxes of $265,464. As of Dec. 31, 2010, the Company had a working capital deficit of approximately $2.3 million. "These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company said in the filing. TBS INTERNATIONAL: Taps Gibson Dunn as General Bankruptcy Counsel ----------------------------------------------------------------- BankruptcyData.com reports that TBS International filed with the U.S. Bankruptcy Court motions to retain: -- Gibson, Dunn & Crutcher (Contact: Michael A. Rosenthal) as general bankruptcy and restructuring counsel at hourly rates ranging from $595 to $735 for associate, $785 for of counsel and $865 to $1,075 for partner; -- Cardillo & Corbett (Contact: Tulio R. Prieto) as special counsel at these hourly rates: paralegal at $150 and partner at 350; -- Lazard Freres & Co. (Contact: Daniel M. Aronson) as investment banker for these fees: a $150,000 monthly fee, a $2.6 million restructuring fee, a sale transaction or minority sale transaction fee and a financing fee; and -- AlixPartners (Contact: Lisa Donahue) as financial advisor at these hourly rates: paraprofessional at $205 to $225, analyst at $270 to $300, associate at $305 to $405, vice president at $455 to $555, director at $620 to $760 and managing director at $815 to $970. About TBS International TBS International plc, TBS Shipping Services Inc. and its various subsidiaries and affiliates -- http://www.tbsship.com/-- filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-22224) on Feb. 6, 2012. TBS provides ocean transportation services that offer worldwide shipping solutions to a diverse client base of industrial shippers in more than 20 countries to over 300 customers. Through a 41-vessel fleet of multipurpose tweendeckers and handysize and handymax dry bulk carriers, TBS, in conjunction with a network of affiliated service companies, offers (a) liner, parcel and bulk transportation services and (b) time charter services. TBS's global headquarters, located in Yonkers, New York, oversees all major corporate and operational decision-making, including in connection with drydocking of vessels and other capital expenditures, fleet positioning, and cargo arrangements with third parties, including major vendors and customers. As of the Petition Date, TBS has roughly 140 employees worldwide, the vast majority of whom work in the corporate headquarters. For the year ended Dec. 31, 2011, TBS's consolidated net revenue was roughly $369.7 million. Its consolidated debt is roughly $220 million. TBS filed together with the petition its Joint Prepackaged Plan of Reorganization dated Jan. 31, 2012. As of the Petition Date, the Debtors have received overwhelming acceptance of the Plan from all voting classes. If confirmed, the Plan will implement an agreed restructuring of the Debtors' obligations to their prepetition secured lenders, provide for the payment of all general unsecured claims in full, and effect the cancellation of existing equity interests at the parent holding company levels and the issuance of new equity interests to certain of the Debtors' lenders and key management. To implement this restructuring, the Debtors have obtained commitments to provide $42.8 million in debtor-in- possession financing and an equivalent amount of exit financing. The Debtors are requesting a hearing to confirm the Plan within 35 days of the Petition Date. Judge Robert D. Drain presides over the case. Michael A. Rosenthal, Esq., and Matthew K. Kelsey, Esq., at Gibson, Dunn & Crutcher LLP, serve as the Debtors' counsel. The Debtors' investment banker is Lazard Freres & Co. LLC, the financial advisor is AlixPartners LLP. The petition was signed by Ferdinand V. Lepere, executive vice president and chief financial officer. TBS disclosed US$143 million in assets and US$220 million in debt. TELX GROUP: S&P Lowers Rating on Amended $380-Mil. Credit to 'B' ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its issue-level rating on New York City-based The Telx Group Inc.'s amended $380 million senior secured credit facility to 'B' from 'B+'. "At the same time, we revised the recovery rating on the facility to '2' from '1'. The '2' recovery rating indicates expectations for substantial (70%-90%) recovery in the event of a payment default," S&P said. "The downgrade is due to the lower recovery prospects for the larger, amended facility. Pro forma for the transaction, the facility will consist of a $330 million first-lien term loan (increased from $255 million) and a $50 million revolving credit facility. The company intends to use the proceeds from the $75 million add-on to repay the outstanding balance on its revolving credit facility and for general corporate purposes. The 'B-' corporate credit rating remains unchanged," S&P said. "The ratings on Telx are constrained by its 'highly leveraged' financial risk profile, which is based on our assumption that, over the next few years, debt to EBITDA will remain above 8x including our adjustments and that free operating cash flow will remain negative due to expansion-related investments. In addition, the ratings reflect a highly competitive environment, the company's limited scale compared with other data center providers, and a degree of revenue concentration among its largest facilities. Partially tempering these business risk factors are the good growth prospects of the colocation and interconnection industry, including good revenue predictability from multiyear contracts and low revenue churn," S&P said. Ratings List The Telx Group, Inc. Corporate Credit Rating B-/Stable/-- Downgraded; Recovery Rating Revised The Telx Group, Inc. To From Senior Secured B B+ Recovery Rating 2 1 TELX GROUP: Moody's Assigns 'B1' Rating to Incremental Term Loan ---------------------------------------------------------------- Moody's Investors Service has assigned a B1 rating to Telx Group, Inc.'s $75 million incremental term loan due 2017. The incremental term loan will be used to repay borrowings on the company's revolver and for general corporate purposes, including capital expenditures. Moody's affirms Telx's B3 corporate family rating (CFR) and Probability of Default rating ( PDR) and maintains a stable outlook. In addition, Moody's affirms the B1 (LGD2-29%) ratings on existing $290 million senior secured term loan due 2017 and the $50 million senior secured revolver. The company also has $180 million of senior unsecured notes, which Moody's does not rate. RATINGS RATIONALE Moody's has taken these rating actions: Issuer: Telx Group, Inc. -- Corporate Family Rating, Affirmed B3 -- Probability of Default Rating, Affirmed B3 -- $50 million Senior Secured Revolver due 2016, Affirmed B1, LGD 2-29% -- $290 million Senior Secured Term Loan due 2017, Affirmed B1, LGD 2-29% -- $75 million incremental Senior Secured Term Loan due 2017, Assigned B1, LGD 2-29% -- Outlook, Stable (unchanged) Telx's B3 rating reflects its small scale, high capital intensity and negative free cash flow and high leverage. These limiting factors are offset by Telx's stable base of contracted recurring revenues, its strategic real estate holdings in key communications hubs, the strong industry growth within the data center market and the inherent operating leverage of the business model. The incremental $75 million in debt will result in higher cash interest expense which will reduce Telx's ability to reinvest into the business. However, the cash proceeds from the transaction will allow the company to restore the cash cushion it had prior the September 2011 LBO and will strengthen its liquidity profile. The company is expected to use some of the proceeds to repay borrowings on the revolver, but leverage will remain over 7x (Moody's Adjusted) through year-end 2012. Moody's rates the senior secured term loan and revolving credit facility B1, two notches above the CFR due to its priority claim on assets and the loss protection provided by the $180 million unrated senior unsecured notes. Telx is anticipated to have good liquidity over the next 12-18 months. Moody's expects that capital expenditures will fall sharply in the second half of 2012, a key factor in Moody's liquidity assessment and current ratings. At the close of the transaction, Telx is expected to have approximately $50 million of cash on hand and an undrawn $50 million revolver. The stable outlook reflects Moody's expectation that strong industry demand will continue to result in revenue growth, higher space utilization and higher EBITDA over the next 12-18 months. Moody's could raise Telx's ratings if the company transitioned to sustainable positive free cash flow, or if leverage were to trend below 6x on a sustainable basis amidst stable operations and adequate liquidity. The ratings could be lowered if liquidity were to become strained, if industry pricing were to deteriorate due to competitive pressure or if the company were to increase leverage. The principal methodology used in rating Telx Group was the Global Communications Infrastructure 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. Headquartered in New York, NY, Telx Group is a provider of network neutral interconnection and co-location services. TENET HEALTHCARE: BlackRock Equity Stake Drops to 6.4% ------------------------------------------------------ In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, BlackRock, Inc., disclosed that, as of Dec. 30, 2011, it beneficially owns 27,674,892 shares of common stock of Tenet Healthcare Corp representing 6.37% of the shares outstanding. As previously reported by the TCR on Sept. 13, 2011, BlackRock disclosed beneficial ownership of 52,349,296 shares. A full-text copy of the amended filing is available for free at: http://is.gd/k86UIs 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. THELEN LLP: Trustee, DOL Near Deal on Pension Administrator ----------------------------------------------------------- Martin Bricketto at Bankruptcy Law360 reports that the U.S. Department of Labor said Friday that it's close to settling a dispute with Thelen LLP's Chapter 7 trustee over the appointment of a new administrator for three Thelen pension plans ? a job that the trustee presently handles. Law360 relates that both parties felt an independent fiduciary for the plans was necessary, but the DOL said trustee Yann Geron breached fiduciary duties under the Employee Retirement Income Security Act by selecting his own firm, Fox Rothschild LLP, to provide services to the plans for a fee. About Thelen LLP Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner -- http://thelen.com/-- is a bicoastal American law firm in process of dissolution. It was formed as a product between two mergers between California and New York-based law firms, mostly recently in 2006. Its headcount peaked at roughly 600 attorneys in 2006, and had 500 early in 2008, with offices in eight cities in the United States, England and China. As reported by the Troubled Company Reporter on Sept. 22, 2009, Thelen LLP filed for Chapter 7 protection, after its partnership agreed to dissolve the Company. The filing was expected due to the timing of a writ of attachment filed by one of Thelen's landlords, entitling the landlord to $25 million of the Company's assets. The landlord won approval for that writ in June 2009, but Thelen could void the writ by filing for bankruptcy within 90 days of that court ruling. Thelen, according to AM Law Daily, has repaid most of its debt to its lending banks. THIRD STREET: Ch.11 Trustee Seeks to Close Down Two Facilities -------------------------------------------------------------- Howard B. Grobstein, Esq., the Chapter 11 trustee appointed in the reorganization case of Third Street Treatment Partners LLC, filed an emergency motion to close down the two sober living facilities run by the Debtor. The facilities are located in 1532 Decker Canyon Road Malibu, California and in 4067 Third Street, Los Angeles, California. The trustee seeks authority to close the business, permit the relocation of the clients who remain in the two facilities to comparable facilities, and to permit those clients to take with them the medication that has been prescribed to them. The emergency motion is made on the grounds that there is no money to fund the business operations and care for the clients, and it necessary for the clients to be able to relocate to other facilities and to take their prescribed medication with them. An involuntary petition was filed against Third Street Treatment Partners LLC (Bankr. C.D. Calif. Case No. 11-62083) on Dec. 23, 2011, by creditors Thomas Hedlund, Lee McCormack, Jerald Salisbury, Executive Treatment Corporation, Carolyn Rae Cole, and Clifford Brodsky. Bankruptcy Judge Sheri Bluebond presides over the case. The petitioners are represented by Dean G. Rallis Jr., Esq., at SulmeyerKupetz. Jerome S. Cohen, Esq., represents the Debtor. On Feb. 1, 2012, U.S. Bankruptcy Judge Hon. Sheri Bluebond entered an order approving the appointment of the Chapter 11 trustee. Peter C. Anderson, the U.S. Trustee for Region 16, appointed Howard B. Grobstein, Esq., as the Chapter 11 trustee in the reorganization case of Third Street Treatment Partners LLC. THORNBURG MORTGAGE: Trustee Inks $6.5MM Deal With Former Execs -------------------------------------------------------------- The bankruptcy trustee winding down Thornburg Mortgage Inc. has agreed to settle a lawsuit against the company's former executives and its outside legal firm. The lawsuit alleged the former executives engaged in a conspiracy to secretly use the failed mortgage company's employees and assets to launch a new company. Lance Duroni at Bankruptcy Law360 reports that the Chapter 11 trustee for TMST Inc. minted a $6.5 million settlement Monday resolving a lawsuit that alleged the bankrupt real estate investment trust's former brass and their counsel Orrick Herrington & Sutcliffe LLP conspired to loot the company on the eve of bankruptcy. In a motion to approve the settlement filed in Maryland bankruptcy court, trustee Joel Sher said the deal resolved all claims and counterclaims in the suit, including those against former TMST CEO Larry Goldstone and Chairman Garrett Thornburg, according to Law360. About Thornburg Mortgage Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA) -- http://www.thornburgmortgage.com/-- was a single-family residential mortgage lender focused principally on prime and super-prime borrowers seeking jumbo and super-jumbo adjustable rate mortgages. It originated, acquired, and retained investments in adjustable and variable rate mortgage assets. Its ARM assets comprised of purchased ARM assets and ARM loans, including traditional ARM assets and hybrid ARM assets. Thornburg Mortgage and its four affiliates filed for Chapter 11 bankruptcy (Bankr. D. Md. Lead Case No. 09-17787) on May 1, 2009. Thornburg changed its name to TMST, Inc. Judge Duncan W. Keir is handling the case. David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, served as counsel to Thornburg Mortgage. Orrick, Herrington & Sutcliffe LLP served as special counsel. Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin Capital, Inc., served as investment banker and financial advisor. Protiviti Inc. served as financial advisory services. KPMG LLP served as the tax consultant. Epiq Systems, Inc., serves claims and noticing agent. Thornburg disclosed total assets of $24.4 billion and total debts of $24.7 billion, as of Jan. 31, 2009. On Oct. 28, 2009, the Court approved the appointment of Joel I. Sher as the Chapter 11 Trustee for the Company, TMST Acquisition Subsidiary, Inc., TMST Home Loans, Inc., and TMST Hedging Strategies, Inc. He is represented by Shapiro Sher Guinot & Sandler. TIMMINCO LIMITED: Nears Deal With QSI on Stalking Horse Bid ----------------------------------------------------------- Timminco Limited and its wholly-owned subsidiary Becancour Silicon Inc. disclosed that it will continue discussions exclusively with QSI Partners Inc. until Feb. 13, 2012, regarding a definitive stalking horse bid for the acquisition of substantially all of the Company's business and assets, including its interests in Quebec Silicon Limited Partnership and Timminco Solar. QSI Partners was originally granted the exclusive right to conduct due diligence and negotiate a stalking horse bid with the Company, pursuant to the terms of the debtor-in-possession financing of US$4.25 million that QSI Partners committed to provide to the Company, in connection with the proceedings commenced by the Company under the Companies' Creditors Arrangement Act. The Company received an indicative bid from QSI Partners on Jan. 31, 2012 and has been actively pursuing negotiations with QSI Partners since then. The additional extension of the exclusivity period to Feb. 13, 2012 will permit the parties to further their negotiations and documentation of a definitive stalking horse bid. "We are pleased with the progress we have made in our discussions with QSI Partners regarding their interest in acquiring substantially all of our business and assets," said Mr. Douglas A. Fastuca, Chief Executive Officer of the Company. Neither the Company nor QSI Partners is under any obligation to execute any definitive stalking horse purchase agreement for all or any portion of the Company's business or assets. Other interested parties will have an opportunity to bid on the Company's business and assets after the end of the exclusivity period with QSI Partners. The Company intends to seek approval from the Ontario Superior Court of Justice (Commercial Division) (the "Court") approving a marketing process after the expiry of such exclusivity period. About Timminco Timminco produces silicon metal for the chemical (silicones), aluminum and electronics/solar industries, through its 51%-owned production partnership with Dow Corning, known as Quebec Silicon. Timminco is also a producer of solar grade silicon, using its proprietary technology for purifying silicon metal, for the solar photovoltaic energy industry, through Timminco Solar, a division of its wholly owned subsidiary Becancour Silicon. Timminco Limited and its wholly-owned subsidiary, Becancour Silicon Inc. on Jan. 2, 2012, commenced proceedings under the Companies' Creditors Arrangement Act. Pursuant to the initial order, FTI Consulting Canada Inc. has been appointed as monitor in the CCAA proceedings. TOURO INFIRMARY: S&P Retains 'BB+' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'AA-' issuer credit rating to Children's Hospital in New Orleans (Children's), La. Children's sole member is Louisiana Children's Medical Center (LCMC), whose two entities are Children's and Touro Infirmary (BB+). The rating on Children's also incorporates the financial profile of the consolidated system, LCMC. The outlook is stable. "The 'AA-' rating reflects our view of Children's very strong balance sheet with no debt, strong liquidity, historically good excess income, and solid market position as the only stand-alone children's hospital in Louisiana with a dominant market share in the New Orleans metro area," said Standard & Poor's credit analyst Suzie Desai. "The 'AA-' rating also incorporates Children's smaller revenue base as well as light operations," Ms. Desai added. "The stable outlook reflects our view of Children's and LCMC's strong balance sheet, Children's very good business position, and good excess income levels for both LCMC and Children's," S&P said. TOWN CENTER: U.S. Bank, et al., Seek Case Conversion or Dismissal ----------------------------------------------------------------- Landmark at Doral Community Development District; U.S. Bank National Association; and Florida Prime Holdings, LLC are seeking the conversion or dismissal of the Chapter 11 cases of Town Center at Doral, LLC, et al. The Movants assert that the bankruptcy proceedings lack good faith by virtue of Isaac Kodsi's self dealing with Terra World Investments LLC. The Movants pointed out that Mr. Kodsi, vice president to the Debtors, admitted in a deposition taken on Jan. 12, 2012, that Terra World, the plan sponsor, is paying him $100,000 plus a $150,000 "success fee" if the plan of reorganization sponsored by Terra is approved. "Said otherwise, Kodsi and Terra developed a scheme, pre-petition, to file a Chapter 11 proceeding so that the Debtors could transfer the underlying real estate assets and corollary development rights to Terra; block any potential bids for the Debtors' assets in derogation of the fiduciary duties that the Debtors owe to their creditors, and ensure that the District is stripped of its rights to credit bid," says Patricia A. Redmond, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami Florida. The U.S. Bankruptcy Court for the Southern District of Florida is set to convene a hearing on March 5, 2012, to consider the Movant's request. Counsel for the District is: Patricia A. Redmond, Esq. STEARNS WEAVER MILLER WEISSLER ARNSTEIN & LEHR LLP Museum Tower, Suite 2200 150 West Flagler Street Miami, Florida 33130 Tel No.: (305) 789-3553 Fax No.: (305) 789-3395 E-mail: predmond@stearnsweaver.com Counsel for U.S. Bank, as indenture trustee, are: John B. Hutton, III, Esq. John R. Dodd, Esq. GREENBERG TRAURIG, P.A. 333 Avenue of the Americas Miami, Florida 33131 Tel No.: (305) 579-0730 Fax No.: (305) 579-0717 E-mail: huttonj@gtlaw.com doddj@gtlaw.com Counsel for Florida Prime Holdings is: Phillip M. Hudson, Esq. ARNSTEIN & LEHR LLP 200 South Biscayne Boulevard, Suite 3600 Miami, Florida 33131 Tel No.: (305) 374-3330 Fax No.: (305) 374-4777 E-Mail: pmhudson@arnstein.com About Town Center Town Center at Doral, LLC, Landmark at Doral East, LLC, Landmark at Doral South, LLC, Landmark Club at Doral, LLC, and Landmark at Doral Developers, LLC, companies associated with the aborted Landmark at Doral development, filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case Nos. 11-35884 to 11-35888) on Sept. 19, 2011, almost three years after AmTrust Bank sought to foreclose on the project. Town Center at Doral, LLC, posted assets of $29,297,300 and liabilities of $166,133,171. Isaac Kodsi signed the petitions as vice president. The Property consists of 16 individual tracts of land that remain undeveloped with the exception of an unfinished 4-level parking garage. Prior to the Petition Date, the Debtors had sought and obtained approvals for the development of residential units (townhomes and condominiums), retail/office/mixed use, and flex office at the Property. Mindy A. Mora, Esq., and Tara V. Trevorrow, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, in Miami, serve as counsel to the Debtors. Glenn D. Moses, Esq., at Genovese, Joblove & Battista, P.A., IN Miami, represents the official committee of unsecured creditors. Cleveland, Ohio-based AmTrust filed for foreclosure in October 2008 based on the $124.4 million in mortgages that were granted the developer in 2005. Several projects started by EB Developers fell into foreclosure after owner and CEO Elie Berdugo died in February 2008. TOWN MASONRY: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Town Masonry Corp. 711 South Columbus Avenue Mt. Vernon, NY 10550 Bankruptcy Case No.: 12-22304 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Southern District of New York (White Plains) Judge: Robert D. Drain Debtor's Counsel: Marc A. Pergament, Esq. WEINBERG, GROSS & PERGAMENT, LLP 400 Garden City Plaza, Suite 403 Garden City, NY 11530 Tel: (516) 877-2424 Fax: (516) 877-2460 E-mail: mpergament@wgplaw.com Estimated Assets: Not Stated Estimated Debts: $1,000,001 to $10,000,000 The Company?s list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nysb12-22304.pdf The petition was signed by Mark LaSala, president. TRAILER BRIDGE: Files Final Version of Chapter 11 Plan ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Trailer Bridge Inc. filed a revised Chapter 11 plan last week along with an updated disclosure statement. The bankruptcy court in Jacksonville, Florida scheduled a March 16 confirmation hearing to approve both the disclosure statement and the plan. If creditors accept and the plan is technically proper, secured noteholders owed $86.3 million will receive a new secured note for $65 million plus some of the new stock, for a projected 75% recovery. Unsecured claims, not including noteholders' deficiency claims, total $4.5 million to $6.5 million. Unsecured creditors are to split up $3.5 million cash. If they don't take home a 85% recovery in cash, they also receive some of the new stock and warrants. The projected recovery for unsecured creditors is 65% to 95%. If unsecured creditors accept the plan and receive 85% cash, existing shareholders will receive 15 cents for each old share, or some of the new stock. The reorganized company will be financed with a $31 million credit, to be used partly to make payments under the plan. About Trailer Bridge Jacksonville, Fla.-based Trailer Bridge, Inc. -- http://www.trailerbridge.com/-- provides integrated trucking and marine freight service to and from all points in the lower 48 states and Puerto Rico and Dominican Republic. This total transportation system utilizes its own trucks, drivers, trailers, containers and U.S. flag vessels to link the mainland with Puerto Rico via marine facilities in Jacksonville, San Juan and Puerto Plata. Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its $82.5 million 9.25% Senior Secured Notes became due. Judge Jerry A. Funk presides over the case. Gardner F. Davis, Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the Debtor's counsel. Global Hunter Securities LLC serves as the Debtor's investment banker. RAS Management Advisors LLC serves as the Debtor's financial advisor. The Debtor disclosed $97,345,981 in assets, and $112,538,934 in liabilities. The petition was signed by Mark A. Tanner, co-chief executive officer. The Official Committee of Unsecured Creditors is represented by Richard R. Thames, Esq., at Stutsman Thames & Markey, P.A., in Jackson, Florida. TRAILER BRIDGE: Panel Taps GlassRatner Advisory Financial Advisor ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 case of Trailer Bridge, Inc., asks the U.S. Bankruptcy Court for the Middle District of Florida for permission to retain GlassRatner Advisory & Capital Group, LLC as its financial advisor. GlassRatner will, among other things: -- evaluate the assets and liabilities of the Debtor; -- analyze and review the financial and operating statements of the Debtor; and -- analyze business plans and forecasts prepared and filed on behalf of the Debtor. The primary principal designated by GlassRatner to assist with the project is James W. Fox. Subject to the Court's approval, GlassRatner will be entitled to these consideration for its services: -- Compensation. GlassRatner's standard hourly billing rates range from $95 to $495. Rates for the professionals that may be involved in the matter are: Ian Ratner, CPA $495 James Fox $460 Sean Allen, CFA, CPA $285 Managers $195 - 275 Associates and Other Staff $95 - $175 -- Indemnification. To the extent permitted by the Bankruptcy Court and Code, the Committee agrees to indemnify and hold harmless GlassRatner (including any employees or affiliated persons) from and against all claims, liabilities, losses and damages arising out of our services performed upon the Committee's behalf except to the extent caused by gross negligence or willful misconduct by us. To the best of the Committee's knowledge, GlassRatner has not represented and has no relationship with: (i) the Debtor; (ii) its respective creditors or equity security holders; (iii) any other parties-in-interest in the case; (iv) the respective attorneys and accountants of any of the foregoing; or (v) the United States Trustee or any other person employed in the Office of the United States Trustee. About Trailer Bridge Headquartered in Jacksonville, Florida, Trailer Bridge, Inc. -- http://www.trailerbridge.com/-- provides integrated trucking and marine freight service to and from all points in the lower 48 states and Puerto Rico and Dominican Republic. This total transportation system utilizes its own trucks, drivers, trailers, containers and U.S. flag vessels to link the mainland with Puerto Rico via marine facilities in Jacksonville, San Juan and Puerto Plata. Trailer Bridge filed a voluntary Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-08348) on Nov. 16, 2011, one day after its $82.5 million 9.25% Senior Secured Notes became due. Judge Jerry A. Funk presides over the case. Gardner F. Davis, Esq., at Foley & Lardner LLP, and DLA Piper LLP (US) serve as the Debtor's counsel. Global Hunter Securities LLC serves as the Debtor's investment banker. RAS Management Advisors LLC serves as the Debtor's financial advisor. Kurtzman Carson Consultants LLC serves as claims, noticing, and balloting agent. The Debtor disclosed $97,345,981 in assets, and $112,538,934 in liabilities. The petition was signed by Mark A. Tanner, co-chief executive officer. The Court will hold a combined hearing on the Plan and Disclosure Statement on March 16, 2012. The Plan, which was filed in January, proposes to give noteholders control of the company and provide some recovery for shareholders. On Dec. 6, 2011, the U.S. Trustee appointed the Official Committee of Unsecured Creditors in the Debtor's case. TRIAD GUARANTY: William Ratliff Discloses 20.4% Equity Stake ------------------------------------------------------------ William T. Ratliff, III, and his affiliates disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission on Feb. 13, 2012, that they beneficially own 3,133,444, shares of common stock of Triad Guaranty, Inc., representing 20.4% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/2IxeQm About Triad Guaranty Winston-Salem, N.C-based Triad Guaranty Inc. (OTC BB: TGIC) -- http://www.triadguaranty.com/-- is a holding company that historically provided private mortgage insurance coverage in the United States through its wholly-owned subsidiary, Triad Guaranty Insurance Corporation. TGIC is a nationwide mortgage insurer pursuing a run-off of its existing in-force book of business. The Company reported a net loss of $46.83 million on $150.20 million of revenue for the nine months ended Sept. 30, 2011, compared with net income of $105.32 million on $206.04 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2011, showed $918.74 million in total assets, $1.54 billion in total liabilities, and a $630.91 million deficit in assets. Ernst & Young LLP expressed substantial doubt about the Company's ability to continue as a going concern. The Company is operating the business in run-off under Corrective Orders with the Illinois Department of Insurance and has reported a stockholders' deficiency in assets at Dec. 31, 2010. Bankruptcy Warning A deficit in assets occurs when recorded liabilities exceed recorded assets in financial statements prepared under GAAP. A deficiency in policyholders' surplus occurs when recorded liabilities exceed recorded assets in financial statements prepared under SAP. A deficit in assets at any particular point in time under GAAP is not necessarily a measure of insolvency. However, the Company believes that if Triad were to report a deficiency in policyholders' surplus under SAP for an extended period of time, Illinois law may require the Department to seek receivership of Triad, which could compel TGI to institute a proceeding seeking relief from creditors under U.S. bankruptcy laws, or otherwise consider dissolution of the Company. The second Corrective Order was designed in part to help Triad maintain its policyholders' surplus. The Company has prepared its financial statements on a going concern basis under GAAP, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. However, there is substantial doubt as to the Company's ability to continue as a going concern. This uncertainty is based on, among other things, the possible failure of Triad to comply with the provisions of the Corrective Orders and the Company's ability to generate enough income over the term of the remaining run-off to overcome its $630.9 million deficit in assets at Sept. 30, 2011. TSC GLOBAL: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: TSC Global, LLC aka Monomoy Holdings III, LLC 14045 Ballantyne Corporate Place, Suite 100 Charlotte, NC 28277 Bankruptcy Case No.: 12-10505 Chapter 11 Petition Date: February 13, 2012 Affiliates that filed Chapter 11 petitions on February 12: Debtor Case No. ------ -------- National Tool Warehouse, LLC 12-10480 TSC Holdings, LLC 12-10481 TSC Solutions, Inc. 12-10482 TSC Service Group, LLC 12-10483 WAM Development, LLC 12-10484 Ascend Biotics, Inc. 12-10485 Wire Shelf Additions, Inc. 12-10486 Mackinaw, Inc. 12-10487 Fort Worth Associates, LLC 12-10488 TSC Sales & Marketing, LLC 12-10489 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Kevin Gross Debtors' Local Delaware Counsel: Christopher A. Ward, Esq. POLSINELLI SHUGHART PC 222 Delaware Avenue, Suite 1101 Wilmington, DE 19801 Tel: (302) 252-0920 Fax: (302) 252-0921 E-mail: cward@polsinelli.com Debtors' Restructuring Counsel: McDONALD HOPKINS LLC Debtors' Financial Advisor: REALIZATION SERVICES, INC. Debtors' Investment Banker: LIVINGSTONE PARTNERS LLC Lead Debtor's Estimated Assets: $10,000,001 to $50,000,000 Lead Debtor's Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Barry Kasoff, CEO and CRO. The Company says it doesn't have unsecured creditors who are non- insiders. U.S. STEEL: Moody's Issues Summary Credit Opinion ------------------------------------------------- This release represents Moody's Investors Service's summary credit opinion on United States Steel Corporation and includes certain regulatory disclosures regarding its ratings. This release does not constitute any change in Moody's ratings or rating rationale for United States Steel Corporation. Moody's current ratings on United States Steel Corporation and its affiliates are: United States Steel Corporation LT Corporate Family Ratings (domestic currency) Rating of Ba3 Probability of Default Rating of Ba3 Senior Unsecured (domestic currency) Rating of B1 LGD Senior Unsecured (domestic currency) Assessment of 67 - LGD4 Senior Unsec. Shelf (domestic currency) Rating of (P)B1 Speculative Grade Liquidity Rating of SGL-2 RATING RATIONALE The Ba3 corporate family rating reflects U.S. Steel's position as a major steel producer with a good diversity of products serving a number of end users. It also recognizes that performance will fluctuate quarterly given the composition of the company's fixed price contracts and spot sales leading to inter reporting period volatility. The company's good liquidity position provides further support to the rating. However, the rating also reflects the weak metrics exhibited by the company and Moody's view that the return to stronger metrics will be slow and erratic and will likely take at least 12 to 24 months. Moody's expects only gradual improvement in debt service protection metrics and cash flow generation over the next 12 to 24 months for the following principal reasons: 1) challenges will remain in the European operations given the weakness in the European markets, concerns over sovereign debt issues and banking issues and high raw material cost inputs given that these operations are not self sufficient; 2) flat rolled performance in the US will remain under pressure due largely to the increased capacity coming on line from ThyssenKrupp's new plant, Severstal Columbus's expansion, and the restart of RG Steels Sparrows Point (a subsidiary of The Renco Group); 3) performance in the tubular segment is likely to remain positive given increased drilling activity but will not offset the challenges in the other key segments and 4) key raw material input costs will remain high. The rating also incorporates Moody's view that recovery in the steel industry will continue to be choppy but that conditions will not fall to levels experienced in late 2008 and 2009. RATING OUTLOOK The stable outlook reflects Moody's expectation that the company's debt protection metrics will continue to improve gradually over the next 12-18 months, with greater advances in the first half of 2012 and a leveling off in the latter part of 2012 similar to the pattern seen in 2010 and 2011. US Steel's position in the automotive industry, mix of spot and contract sales, some of which have a lag impact on quarterly performance, and tubular position should continue to support performance. WHAT COULD CHANGE THE RATING UP Given where the company's metrics are relative to its rating, it is unlikely that there could be an upward rating movement in the next 12-18 months. The ratings could be upgraded should economic conditions in the US and Europe strengthen to the point that higher demand levels across the company's business units results in a sustainable debt/EBITDA ratio of 3 times and an EBIT/interest ratio of 2.5 times as well as maintenance of solid liquidity. WHAT COULD CHANGE THE RATING DOWN The rating could be downgraded if conditions in key areas such as tubular and automotive deteriorate and debt protection measures weaken from current levels such that debt/EBITDA remains greater than 6x and EBIT/interest less than 1x. In addition, a material contraction in the company's liquidity position could have a negative impact on the rating. The principal methodology used in rating United States Steel Corporation was the Global Steel Industry Methodology published in January 2009. USEC INC: Security Investors Discloses 7.3% Equity Stake -------------------------------------------------------- Security Investors, LLC, disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 8,904,284 shares of common stock of USEC, Inc., representing 7.34% of the shares outstanding. A full-text copy of the filing is available at http://is.gd/bFA41D About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. The Company 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. * * * 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. VITRO SAB: Bondholders Can Try to Collect $85MM, Judge Says ----------------------------------------------------------- Eric Hornbeck at Bankruptcy Law360 reports that a New York state judge refused Friday to curtail efforts by hedge fund affiliates to collect $84.5 million in unpaid bond interest from affiliates of Vitro SAB de CV, even though American automakers warned that the efforts could disrupt their supply chains. 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). The Vitro parent told the Mexico stock exchange that it received sufficient acceptances of its reorganization pending in a court in Monterrey. The approval vote was evidently obtained using claims of affiliates. The bondholders are opposing the Mexican reorganization plan because shareholders could retain ownership while bondholders aren't being paid in full. Bondholders previously cited an "independent analyst" who estimated the Mexican plan was worth 49% to 54% of creditors' claims. 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. U.S. subsidiaries of Vitro SAB are having their cases converted to liquidations in Chapter 7, court records in January 2012 show. In December, the U.S. Trustee in Dallas filed a motion to convert the subsidiaries' cases to liquidations in Chapter 7. The Justice Department's bankruptcy watchdog said $5.1 million in bills were run up in bankruptcy and hadn't been paid. Mexico Court Approves Plan Mexican glassmaker Vitro SAB de CV won approval of its reorganization plan by a judge in Monterrey, Mexico, the company said in a statement Feb. 7, 2012. The reorganization was being fought by holders of some of the $1.2 billion in defaulted bonds. Bondholders were in opposition based on an argument that the company created $1.9 billion in debt owing by the parent to subsidiaries and used the affiliates' debt to vote down opposition from bondholders. Bondholders also opposed the plan would retain ownership. Vitro characterized the ad hoc bondholder group as "vulture investors" who have "an established pattern of highly litigious behavior." WALLDESIGN INC: Wants Borrow $1 Million from CEO ------------------------------------------------ Walldesign, Incorporated, asks the Bankruptcy Court to approve a postpetition credit facility of up to $1,000,000, provided by its Chief Executive Officer and sole shareholder, Michael Bello. The Loan has an interest rate of 5% per annum and has a maturity date of June 30, 2012. As security for the repayment of the DIP Loan, the Debtor grants Mr. Bello a: (i) superpriority administrative expense claim pursuant to Section 364(c)(1) of the Bankruptcy Code; (ii) lien against all unencumbered assets pursuant to Section 364(c)(2); and (iii) a junior lien pursuant to Section 364(c)(3) against previously encumbered collateral. The Debtor tells the Court it is facing difficulty collecting certain receivables currently due and owing because many of its customers refuse to pay for projects where subcontractors have placed or threatened to place liens on the properties of the owner. Accordingly, the Debtor asserts that the proposed DIP Financing is necessary to ensure its ability to meet its operating expenses and sustain operations to complete projects and maximize value for the estate. The Debtor maintains that the proposed DIP Financing is not illegal, nor is there any improper purpose. According to the Debtor, the proposed DIP Financing was negotiated at arm's-length by the parties. About Walldesign Walldesign Inc., incorporated in 1983, has been in the business of installing drywall, insulation, plaster and providing related services to single and multi-family construction projects throughout California, Nevada and Arizona for over 20 years. Customers include some of the largest homebuilders in the United States, such as Pulte, DR Horton, K. Hovnanian, Toll Brothers and KB Homes. In fiscal 2011, Walldesign generated more than $43.5 million in annual revenues. Walldesign, based in Newport Beach, California, said the global credit crisis that occurred in the third quarter of 2008 had a severe negative impact on its business: capital for construction projects dried up, buyers vacated the market for new homes and profit margins on new jobs eroded. Although it has significantly downsized its operations in an effort to remain profitable in the recessionary conditions, cash flow problems arose during this process. These problems slowed payments to vendors, precipitating collection lawsuits forcing it to seek Chapter 11 protection (Bankr. C.D. Calif. Case No. 12-10105) on Jan. 4, 2012. Judge Robert N. Kwan presides over the case. Marc J. Winthrop, Esq., Sean A. O'Keefe, Esq., and Jeannie Kim, Esq., at Winthrop Couchot, serve as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Michael Bello, chief executive officer. On Jan. 26, 2012, the Assistant U.S. Trustee for the Central District of California formed an Official Committee of Unsecured Creditors composing of Foam Concepts, Inc., Foam Designs, LLC, Frazee Paint, The Chartis Companies and Painters & Allied Trades, District Council 15. WALLDESIGN INC: Wants to Hire Winthrop Couchot as General Counsel ----------------------------------------------------------------- Walldesign, Inc., seeks permission from the Bankruptcy Court to employ Winthrop Couchot Professional Corporation as its general insolvency counsel. The firm will, among other things: (a) advise and assist the Debtor with respect to compliance with the requirements of the Office of the United States Trustee; (b) advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and to the claims of its creditors; (c) conduct examinations of witnesses, claimants, or adverse parties and to prepare, and to assist the Debtor in the preparation of reports, accounts and pleadings related to the Debtor's case; (d) file motions, applications or other pleadings appropriate to effectuate the reorganization of the Debtor; and (e) assist the Debtor in the negotiation, formulation, confirmation, and implementation of a Chapter 11 plan including the sale, if any of its assets. The firm's hourly billing rates are: Attorneys Hourly Rates --------- ------------ Marc J. Winthrop $750 Robert E. Opera $750 Sean A O'Keefe, Of Counsel $750 Paul J. Couchot $750 Richard H. Golubow $595 Peter W. Lianides $595 Garrick A. Hollander $595 Kavita Gupta $515 Jill H. Golubow, Of Counsel $395 Jeannie Kim $325 P.J. Marksbury. legal assistant $270 Legal Assistant Associates $150 The firm has received a $130,000 retainer from the Debtor prior to the Petition Date. Garrick A. Hollander, a shareholder of Winthrop Couchot Professional Corporation, attests to the Court that his firm does not hold or represent any interest adverse to the Debtor or this Chapter 11 case that would impair the firm's ability to objectively perform professional services. About Walldesign Walldesign Inc., incorporated in 1983, has been in the business of installing drywall, insulation, plaster and providing related services to single and multi-family construction projects throughout California, Nevada and Arizona for over 20 years. Customers include some of the largest homebuilders in the United States, such as Pulte, DR Horton, K. Hovnanian, Toll Brothers and KB Homes. In fiscal 2011, Walldesign generated more than $43.5 million in annual revenues. Walldesign, based in Newport Beach, California, said the global credit crisis that occurred in the third quarter of 2008 had a severe negative impact on its business: capital for construction projects dried up, buyers vacated the market for new homes and profit margins on new jobs eroded. Although it has significantly downsized its operations in an effort to remain profitable in the recessionary conditions, cash flow problems arose during this process. These problems slowed payments to vendors, precipitating collection lawsuits forcing it to seek Chapter 11 protection (Bankr. C.D. Calif. Case No. 12-10105) on Jan. 4, 2012. Judge Robert N. Kwan presides over the case. Marc J. Winthrop, Esq., Sean A. O'Keefe, Esq., and Jeannie Kim, Esq., at Winthrop Couchot, serve as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Michael Bello, chief executive officer. On Jan. 26, 2012, the Assistant U.S. Trustee for the Central District of California formed an Official Committee of Unsecured Creditors composing of Foam Concepts, Inc., Foam Designs, LLC, Frazee Paint, The Chartis Companies and Painters & Allied Trades, District Council 15. WASHINGTON LOOP: Trustee OK'd to Employ Douglas Wilson as Broker ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida authorized Louis X. Amato, in his capacity as Chapter 11 Trustee for Washington Loop, LLC, et al., to employ Douglas Wilson Companies as broker for the purpose of facilitating the sale of the Debtors' assets, including the critical tasks of marketing the assets and managing the bids of interested buyers. As reported in the Troubled Company Reporter on Dec. 15, 2011, the Debtors' assets consist primarily of a 474 acre silica mine and related personal property located at Punta Gorda, Florida. Pursuant to the Marketing Proposal, Douglas Wilson would receive, as compensation for its services as broker, a commission in the amount of 1.5% of the total consideration from any sale in an amount of more than $30,000,000. Douglas Wilson would also require payment in the amount of $5,000 to cover the costs of an outside mine consultant. Any additional costs incurred by the outside consultant would be paid by Douglas Wilson from its commission. To the best of the Trustee's knowledge, Douglas Wilson is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Washington Loop Punta Gorda, Florida-based Washington Loop, LLC, operates an aggregate mine in Charlotte County, Florida. The Company owns two parcels of real property and improvements -- the Loop Property and the Mirror Lakes Property -- which, together, comprise roughly 474 adjoining acres in Punta Gorda, Charlotte County. The Company filed for Chapter 11 bankruptcy protection on March 31, 2011 (Bankr. M.D. Fla. Case No. 11-06053). Judge Jeffery P. Hopkins presides over the case. Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa, Fla., represent the Debtor as counsel. The Debtor disclosed $45,098,259 in assets and $19,703,694 in liabilities as of the Chapter 11 filing. The Debtor was dismissed from a prior Chapter 11 case (Case No. 10-27981) by order of the Court entered on March 17, 2011. In the prior Chapter 11 case, the Debtor's Schedule F, as filed under penalty of perjury, listed some 34 general unsecured creditors totaling claims of $1,953,354. All Schedule F debts were listed as non-contingent, liquidated, and undisputed. The Debtor now declares that all Schedule F debts are unliquidated. These schedules were filed no less than two weeks after the dismissal of the prior Chapter 11 case, and only six weeks after the Debtor filed its Schedule F in that case. Don Walton, the United States Trustee for Region 21, and Charles A. Robinson Living Trust, creditor and interest holder against Washington Loop, filed separate requests to convert the Debtor's 2011 Chapter 11 reorganization case to Chapter 7 liquidation. Washington Loop filed with the Court a Chapter 11 plan and an explanatory disclosure statement on Aug. 18, 2011. The Troubled Company Reporter published a summary of the Plan in its Sept. 6, 2011 edition. The Plan is a reorganization plan accomplished through the continuation of the Debtor's primary business: the mining of the 750-acre property in Punta Gorda, Florida. The Debtor seeks to accomplish payment under the Plan primarily from the proceeds of the sale of mining materials and or the refinance of the Washington Loop Property. The Plan proposes to pay secured creditors -- ROBBIE, Mirror Lakes V, Mike Treworgy and Wells Fargo Equip Finance -- the present value of their claim at a market interest rate over an 84-month period through net income generated from the mining operation and through a sale or refinance of the Washington Loop Property. The Effective Date of the proposed Plan is Dec. 15, 2011. The first payment due under the plan is Jan. 15, 2012. Allowed Class 8 General Unsecured Claims will receive 100% of their allowed claim on or before the 84th month following the Effective Date. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?76c8 On Sept. 19, 2011, the Court appointed of Louis X. Amato as Chapter 11 trustee, which is represented by Shumaker, Loop & Kendrick, LLP. The trustee tapped Rock Enterprises, Inc., as engineering consultant, Joseph R. Schortz, C.P.A, PLLC, as accountants, Douglas Wilson Companies as broker, and Lovina Lehr as consultant. No committee has been appointed in either of the Debtors' cases. WASHINGTON LOOP: Trustee Can Hire Lovina Lehr as Consultant ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida authorized Louis X. Amato, Chapter 11 Trustee for Washington Loop, LLC, et al., to employ Lovina Lehr as consultant nunc pro tunc to Oct. 1, 2011. As reported in the Troubled Company Reporter on Dec. 15, 2011, Ms. Lehr is a principal of the Debtor and was primarily responsible for overseeing and managing the Debtor's operations from before the Petition Date through Sept. 18, 2011. The Trustee believes that the value of Ms. Lehr's services to be rendered to the Debtor as a consultant is approximately $3,000 per month. About Washington Loop Punta Gorda, Florida-based Washington Loop, LLC, operates an aggregate mine in Charlotte County, Florida. The Company owns two parcels of real property and improvements -- the Loop Property and the Mirror Lakes Property -- which, together, comprise roughly 474 adjoining acres in Punta Gorda, Charlotte County. The Company filed for Chapter 11 bankruptcy protection on March 31, 2011 (Bankr. M.D. Fla. Case No. 11-06053). Judge Jeffery P. Hopkins presides over the case. Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa, Fla., represent the Debtor as counsel. The Debtor disclosed $45,098,259 in assets and $19,703,694 in liabilities as of the Chapter 11 filing. The Debtor was dismissed from a prior Chapter 11 case (Case No. 10-27981) by order of the Court entered on March 17, 2011. In the prior Chapter 11 case, the Debtor's Schedule F, as filed under penalty of perjury, listed some 34 general unsecured creditors totaling claims of $1,953,354. All Schedule F debts were listed as non-contingent, liquidated, and undisputed. The Debtor now declares that all Schedule F debts are unliquidated. These schedules were filed no less than two weeks after the dismissal of the prior Chapter 11 case, and only six weeks after the Debtor filed its Schedule F in that case. Don Walton, the United States Trustee for Region 21, and Charles A. Robinson Living Trust, creditor and interest holder against Washington Loop, filed separate requests to convert the Debtor's 2011 Chapter 11 reorganization case to Chapter 7 liquidation. Washington Loop filed with the Court a Chapter 11 plan and an explanatory disclosure statement on Aug. 18, 2011. The Troubled Company Reporter published a summary of the Plan in its Sept. 6, 2011 edition. The Plan is a reorganization plan accomplished through the continuation of the Debtor's primary business: the mining of the 750-acre property in Punta Gorda, Florida. The Debtor seeks to accomplish payment under the Plan primarily from the proceeds of the sale of mining materials and or the refinance of the Washington Loop Property. The Plan proposes to pay secured creditors -- ROBBIE, Mirror Lakes V, Mike Treworgy and Wells Fargo Equip Finance -- the present value of their claim at a market interest rate over an 84-month period through net income generated from the mining operation and through a sale or refinance of the Washington Loop Property. The Effective Date of the proposed Plan is Dec. 15, 2011. The first payment due under the plan is Jan. 15, 2012. Allowed Class 8 General Unsecured Claims will receive 100% of their allowed claim on or before the 84th month following the Effective Date. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?76c8 On Sept. 19, 2011, the Court appointed of Louis X. Amato as Chapter 11 trustee, which is represented by Shumaker, Loop & Kendrick, LLP. The trustee tapped Rock Enterprises, Inc., as engineering consultant, Joseph R. Schortz, C.P.A, PLLC, as accountants, Douglas Wilson Companies as broker, and Lovina Lehr as consultant. WASHINGTON LOOP: JRS CPA Approved as Ch. 11 Trustee's Accountants ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida authorized Louis X. Amato, in his capacity as Chapter 11 Trustee for Washington Loop, LLC, et al., to employ Joseph R. Schortz, CPA, PLLC as accountants. As reported in the Troubled Company Reporter on Dec. 15, 2011, JRS CPA will, among other things: (1) compile the annual and month-end balance sheets and the related statements of income, retained earnings, and cash flows, or any other court requested reports of the Debtor for the year 2011 and issue an accountant's report thereon in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants; (2) prepare the federal income tax return with supporting schedules; (3) prepare the state tangible personal property tax return; and (4) prepare any bookkeeping entries that are necessary in connection with preparation of the income tax returns. The firm's hourly rates are: Engagement Manager $230 Senior Associate $170 Associate $140 Bookkeeper $100 The trustee believes that although JRS CPA has performed accounting services for the Debtor in the past, JRS CPA does not hold any interest that are adverse to the Debtor or the Debtor's estate. About Washington Loop Punta Gorda, Florida-based Washington Loop, LLC, operates an aggregate mine in Charlotte County, Florida. The Company owns two parcels of real property and improvements -- the Loop Property and the Mirror Lakes Property -- which, together, comprise roughly 474 adjoining acres in Punta Gorda, Charlotte County. The Company filed for Chapter 11 bankruptcy protection on March 31, 2011 (Bankr. M.D. Fla. Case No. 11-06053). Judge Jeffery P. Hopkins presides over the case. Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at Shumaker, Loop & Kendrick, LLP, in Tampa, Fla., represent the Debtor as counsel. The Debtor disclosed $45,098,259 in assets and $19,703,694 in liabilities as of the Chapter 11 filing. The Debtor was dismissed from a prior Chapter 11 case (Case No. 10-27981) by order of the Court entered on March 17, 2011. In the prior Chapter 11 case, the Debtor's Schedule F, as filed under penalty of perjury, listed some 34 general unsecured creditors totaling claims of $1,953,354. All Schedule F debts were listed as non-contingent, liquidated, and undisputed. The Debtor now declares that all Schedule F debts are unliquidated. These schedules were filed no less than two weeks after the dismissal of the prior Chapter 11 case, and only six weeks after the Debtor filed its Schedule F in that case. Don Walton, the United States Trustee for Region 21, and Charles A. Robinson Living Trust, creditor and interest holder against Washington Loop, filed separate requests to convert the Debtor's 2011 Chapter 11 reorganization case to Chapter 7 liquidation. Washington Loop filed with the Court a Chapter 11 plan and an explanatory disclosure statement on Aug. 18, 2011. The Troubled Company Reporter published a summary of the Plan in its Sept. 6, 2011 edition. The Plan is a reorganization plan accomplished through the continuation of the Debtor's primary business: the mining of the 750-acre property in Punta Gorda, Florida. The Debtor seeks to accomplish payment under the Plan primarily from the proceeds of the sale of mining materials and or the refinance of the Washington Loop Property. The Plan proposes to pay secured creditors -- ROBBIE, Mirror Lakes V, Mike Treworgy and Wells Fargo Equip Finance -- the present value of their claim at a market interest rate over an 84-month period through net income generated from the mining operation and through a sale or refinance of the Washington Loop Property. The Effective Date of the proposed Plan is Dec. 15, 2011. The first payment due under the plan is Jan. 15, 2012. Allowed Class 8 General Unsecured Claims will receive 100% of their allowed claim on or before the 84th month following the Effective Date. A full-text copy of the Disclosure Statement is available for free at http://ResearchArchives.com/t/s?76c8 On Sept. 19, 2011, the Court appointed of Louis X. Amato as Chapter 11 trustee, which is represented by Shumaker, Loop & Kendrick, LLP. The trustee tapped Rock Enterprises, Inc., as engineering consultant, Joseph R. Schortz, C.P.A, PLLC, as accountants, Douglas Wilson Companies as broker, and Lovina Lehr as consultant. WASHINGTON MUTUAL: Plan Confirmation May Require Using Cramdown --------------------------------------------------------------- Washington Mutual Inc. appears at a hearing today, Feb. 15, to seek confirmation of its seventh amended reorganization plan. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the bankruptcy judge in Delaware will need to utilize the cramdown process if WaMu is to emerge from Chapter 11. Otherwise, WaMu, Mr. Rochelle notes, must convince the judge that some preferred shareholders who voted against the plan shouldn't have their votes counted. The report relates that in the class of preferred shareholders, 62.2% in amount voted for the plan. For the class to have voted yes, bankruptcy law requires two-thirds approval. Nonetheless, the plan still can be approved using cramdown, which requires the judge to conclude that preferred stockholders are receiving more than they would through a liquidation of WaMu in Chapter 7. Also, employing cramdown requires the court to preclude common shareholders from receiving what was offered to them in the plan. WaMu, according to the report, said in a court filing this week that it may ask the judge to disallow votes by some trust- preferred security holders. WaMu contends their "no" votes were in protest against the ruling by the bankruptcy judge in January 2010 that their securities were automatically converted into preferred stock of the holding company when the bank subsidiary was taken over by regulators. The trust-preferred holders are appealing. 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. 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 has filed a Seventh Amended Plan but is yet to obtain approval of that plan. Records filed Jan. 24, 2012, say that Washington Mutual Inc., former owner of the biggest U.S. bank to fail, has spent $232.8 million on bankruptcy professionals since filing its Chapter 11 case in September 2008. WESTMORELAND COAL: T. Rowe Price Discloses 5.6% Equity Stake ------------------------------------------------------------ T. Rowe Price Associates, Inc., disclosed in an amended Schedule 13G filing with the U.S. Securities and Exchange Commission that, as of Dec. 31, 2011, it beneficially owns 774,320 shares of common stock of Westmoreland Coal Co representing 5.6% of the shares outstanding. As previously reported by the TCR on April 16, 2010, T. Rowe Price disclosed beneficial ownership of 757,700 shares. A full-text copy of the amended filing is available for free at: http://is.gd/Xds8LV About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. The Company reported a net loss of $3.2 million on $506.1 million of revenues for 2010, compared with a net loss of $29.2 million on $443.4 million of revenues for 2009. Operating income was $20.5 million in 2010 compared to a loss of $31.8 million in 2009. The Company also reported a net loss of $25.07 million on $372.35 million of revenue for the nine months ended Sept. 30, 2011, compared with a net loss of $621,000 on $378.15 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $768.96 million in total assets, $286.46 million in total debt, and a $174.36 million total deficit. * * * As reported in the TCR on March 4, 2011, Standard & Poor's Ratings Services said that it assigned a 'CCC+' corporate credit rating to Colorado Springs, Colorado-based Westmoreland Coal Co. The rating outlook is stable. WHITE KNOLL: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------- Debtor: White Knoll Venture, Ltd. 2664 Lacy Street Los Angeles, CA 90031 Bankruptcy Case No.: 12-14737 Chapter 11 Petition Date: February 9, 2012 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Peter Carroll Debtor's Counsel: Alan W. Forsley, Esq. FREDMAN KNUPFER LIEBERMAN LLP 1875 Century Park East, Suite 2200 Los Angeles, CA 90067 Tel: (310) 284-7350 E-mail: awf@fredmanlieberman.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Manuel Meza, president of Creative Environments of Hollywood, Inc., general partner. Debtor's List of Its Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Creative Environments of -- $103,145 Hollywood, Inc. 2664 Lacy Street Los Angeles, CA 90031 Miller Kaplan Arase & Co -- $6,788 4123 Lankershim Boulevard North Hollywood, CA 91602 Law Offices of Pamela Mozer -- $5,675 2664 Lacy Street Los Angeles, CA 90031 1800 Brand Associates Ltd. -- $4,719 Albert Joseph Tumpson -- $3,762 Hilrock Corporation -- $3,674 Airplus Engineering Consultants Consulting $2,300 Miyamoto International, Inc. -- $1,000 National Construction Rentals -- $350 * Lehman Makes Up 90% of All January Claims Trading --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Lehman Brothers Holdings Inc. and its brokerage subsidiary together accounted for almost $2 billion in traded claims during January, or about 90% of the $2.2 billion in bankruptcy claims that changed hands during the month. The Lehman holding company by itself recorded 597 claims trades, according to data compiled from court records by SecondMarket Inc. In number of trades, liquidating discount retailer Syms Corp. came in second place with 71 trades, or 12% of Lehman's figure. In the past year, almost $32.2 billion in face amount of Lehman claims were traded. Mesa Air Group Inc., in second place with $1.3 billion in traded claims, amounted to only 4% of Lehman's total. Trades in January by face amount were the fewest since August, SecondMarket said. * Unclaimed Money Haunts Firms Winding Down in Bankruptcy --------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that the corpses of companies that were too broke to pay their bills are resting on piles of cash---and nobody agrees on what to do with it. * Senator Asks Justice Department to Review Bankruptcy Bonuses -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that the top Republican on the Senate Judiciary Committee asked Attorney General Eric Holder to examine the Justice Department's efforts to enforce a law limiting executive pay in certain bankruptcy cases. * Jeffer Adds Two Lateral Partners in San Francisco Office ---------------------------------------------------------- Jeffer Mangels Butler & Mitchell LLP announced the addition of two new partners in its San Francisco office: insolvency lawyer Bennett Young, previously of Dewey & LeBoeuf and environmental lawyer Jon Welner, formerly of Paul Hastings and Downey Brand. Mr. Young has more than 30 years of experience representing clients in insolvency matters. He is a former Chair of the California State Bar's Insolvency Law Committee, is a past president of the Northern California chapter of the Turnaround Management Association and has been a member of the Bench-Bar Liaison Committee for the United States Bankruptcy Court for the Northern District of California and of the Board of Directors of the Bay Area Bankruptcy Forum. He received his J.D. from Hastings College of the Law and his B.A. from the University of California, San Diego. "I have known the bankruptcy lawyers at Jeffer Mangels for many years and they are a first-rate group of skilled practitioners," said Mr. Young. "It is a great pleasure to become their partner." Jon Welner has more than 15 years of experience representing clients in all areas of environmental and natural resource law. He represents manufacturers, project developers, renewable energy companies, biotechnology companies, waste disposal and recycling facilities, financial institutions, and a wide range of other businesses on their most pressing environmental matters. He has special expertise in conducting legal audits and developing compliance systems, and in the early transfer and redevelopment of former military bases. Welner also represents clients on complex "prevailing wage" and public contracting matters. (Prevailing wage laws regulate the wages paid to workers on publicly funded construction projects.) Welner is on the Executive Committee of the Environmental Law Section of the Bar Association of San Francisco and numerous nonprofit boards including the Board of the Osher Marin Jewish Community Center. He is a Planning Commissioner of the Town of Tiburon. He received a J.D. from Stanford Law School, where he was Associate Editor of the Stanford Law Review, and a A.B., with Distinction, from Stanford University. "JMBM's regulatory and land use practice is among the best in the state," said Welner. "It offers a great platform from which to serve my clients and continue to grow my practice." "JMBM offers a strong and stable business platform that actively helps lawyers build their practices with confidence," said Richard A. Rogan, Co-Managing Partner of JMBM's San Francisco office. "We continue to add self-supporting attorneys with the experience and scope to serve the legal needs of the business and financial community." * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In re Fernando Rodriguez Bankr. Bankr. D. Ariz. Case No. 2-12-bk-02638 Chapter 11 Petition filed February 14, 2012 In re Preciosa Manez Bankr. C.D. Calif. Case No. 2-12-bk-15127 Chapter 11 Petition filed February 14, 2012 In re David Blain Bankr. C.D. Calif. Case No. 8-12-bk-11856 Chapter 11 Petition filed February 14, 2012 In re David Jones Bankr. S.D. Calif. Case No. 12-01921 Chapter 11 Petition filed February 14, 2012 In re Joseph Lappin Bankr. M.D. Fla. Case No. 3-12-bk-00828 Chapter 11 Petition filed February 14, 2012 In re R and D Partners, Inc. Bankr. N.D. Ga. Case No. 12-53976 Chapter 11 Petition filed February 14, 2012 See http://bankrupt.com/misc/ganb12-53976.pdf represented by Beth E. Rogers, Esq. Rogers Law Offices E-mail: brogers@berlawoffice.com In re Second Chance Development LLC Bankr. N.D. Ill. Case No. 12-05248 Chapter 11 Petition filed February 14, 2012 See http://bankrupt.com/misc/ilnb12-05248.pdf Filed pro se In re Morris Senior Living, LLC Bankr. N.D. Ill. Case No. 12-05364 Chapter 11 Petition filed February 14, 2012 See http://bankrupt.com/misc/ilnb12-05364.pdf http://bankrupt.com/misc/ilnb12-05364-list.pdf represented by Ethan Ostrow, Esq. Brown, Udell, Pomerantz & Delrahim, Ltd. E-mail: eostrow@bupdlaw.com In re Bret Wyss Bankr. E.D. Mich. Case No. 12-43180 Chapter 11 Petition filed February 14, 2012 In re AFRODITI LEDSTROM Bankr. D. Nev. Case No. 12-11672 Chapter 11 Petition filed February 14, 2012 In re Solon Industrial Grinding, Inc. Bankr. N.D. Ohio Case No. 12-50446 Chapter 11 Petition filed February 14, 2012 See http://bankrupt.com/misc/ohnb12-50446.pdf represented by Kenneth J Freeman, Esq. E-mail: kjfcolpa@aol.com In re Virginia Skala Bankr. N.D. Ohio Case No. 12-10959 Chapter 11 Petition filed February 14, 2012 In re Christian Bilingual Academy-MCI, INC Bankr. D. P.R. Case No. 12-01039 Chapter 11 Petition filed February 14, 2012 See http://bankrupt.com/misc/prb12-01039.pdf represented by Nydia Gonzalez Ortiz, Esq. SANTIAGO & GONZALEZ E-mail: sgecf@yahoo.com In re Alper Karaali Bankr. S.D. Tex. Case No. 12-31228 Chapter 11 Petition filed February 14, 2012 ********* 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 2012. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***