/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/120529.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, May 29, 2012, Vol. 16, No. 148 Headlines 10-16 MANHATTAN AVENUE: Manhattan Building Owners Sent to Ch. 11 10-16 MANHATTAN: Case Summary & 6 Largest Unsecured Creditors 4KIDS ENTERTAINMENT: Reports $4 Million Net Income in Q1 ACCENTIA BIOPHARMA: Incurs $8.6 Million Net Loss in Q1 ACTIVECARE INC: Net Loss Widens to $1.8MM for March 31 Quarter ALEM AUTO: Files for Chapter 11 Bankruptcy Protection ALLSCRIPTS HEALTHCARE: Moody's Rates $100MM Sr. Term Loan 'Ba2' AMERICAN ENERGY: Delays Form 10-Q for First Quarter BALL GROUND RECYCLING: Cherokee County Recycler in Chapter 11 BALL GROUND RECYCLING: Case Summary & 6 Largest Unsec. Creditors BEAU VIEW OF BILOXI: Wants Control of Case Through July 24 BETSEY JOHNSON: Schedules Filing Deadline Extended to June 10 BIOZONE PHARMACEUTICALS: Incurs $3.6 Million Net Loss in Q1 BLAST ENERGY: Incurs $366,000 Net Loss in First Quarter BLITZ USA: Court Sets July 13 as Claims Bar Date BONDS.COM GROUP: Incurs $14.4 Million Net Loss in 2011 BONDS.COM GROUP: Incurs $1.1 Million Net Loss in First Quarter BONDS.COM GROUP: Thomas Thees Discloses 15.7% Equity Stake BOWLES SUB: Sec. 341 Creditors' Meeting for Parcel A on June 12 CANO PETROLEUM: Delays Form 10-Q for First Quarter CAPSALUS CORP: Suspending Filing of Reports with SEC CENTRAL FEDERAL: Jeffrey Aldrich Re-elected to Board CENTRAL FEDERAL: Regains Compliance with Nasdaq Bid Price Rule CHINA GREEN: Reports $49,000 Net Income in First Quarter CICERO INC: Reports $2.1 Million Net Income in First Quarter CIRCUS AND ELDORADO: Sec. 341 Creditors' Meeting Moved to July 2 CIRCUS AND ELDORADO: Hiring FTI Consulting as Financial Advisor CIRCUS AND ELDORADO: Taps Evercore Group as Investment Banker CIRTRAN CORP: Incurs $1.3 Million Net Loss in First Quarter CLEAR CHANNEL: Stockholders Approve Incentive Plans CITY NATIONAL: Preston Pinkett Discloses 10.3% Equity Stake COMMUNITY HOME FIN'L: Sec. 341 Creditors' Meeting Set for June 29 COMPETITIVE TECHNOLOGIES: Incurs $795,000 Net Loss in 1st Quarter COMPREHENSIVE CARE: Reports $80,000 Net Income in 1st Quarter CORD BLOOD: Incurs $1.3 Million Net Loss in First Quarter CREDITRON FINANCIAL: Judge Won't Appoint Trustee in Owners' Case CROATAN SURF: Royal Bank America Allowed $18MM Secured Claim CRYOPORT INC: Amends Form S-1 Registration Statement DECOR PRODUCTS: Reports $401,000 Net Income in 1st Quarter DELPHI AUTOMOTIVE: Moody's Says FCI Unit Acquisition Credit Pos. DEWEY & LEBOEUF: Files Bankruptcy, Winding Down Offices Worldwide DEWEY & LEBOEUF: Case Summary & 20 Largest Unsecured Creditors DISH NETWORK: Moody's Says AutoHop Feature Credit Negative ENERGY CONVERSION: Liquidating Plan to Pay Noteholders Up to 59% EXPRESS LLC: Share Repurchase No Impact on Moody's 'Ba2' CFR FENTURA FINANCIAL: Incurs $739,000 Net Loss in First Quarter FLEETPRIDE CORP: Moody's Affirms 'B2' CFR; Outlook Stable GAMETECH INT'L: Scott Shackelton Appointed Interim President GUNDLE/SLT: Moody's Says Thin Liquidity Limits 'B3' Corp. Rating HAMPTON ROADS: To Raise up to $95 Million in Capital HAMPTON ROADS: Appoints James Burr to Board of Directors HARRISBURG, PA: Receiver Quit to Avoid Being Fired HOPE MEDICAL: Can Pay Employees and Vendors Under Deal HORNE INTERNATIONAL: Sells 2 Million Common Shares for $200,000 IA GLOBAL: Unable to File Reports Due to Cash Woes IDO SECURITY: Reports $1.5 Million Net Income in 1st Quarter INC RESEARCH: Moody's Downgrades CFR to 'B3'; Outlook Stable INFOGROUP INC: Moody's Affirms 'B1' CFR; Outlook Negative INFUSION BRANDS: Incurs $1.7 Million Net Loss in First Quarter INFUSYSTEM HOLDINGS: Incurs $915,000 Net Loss in First Quarter INFUSYSTEM HOLDINGS: Fails to Comply with Nasdaq Requirement INFUSYSTEM HOLDINGS: S. McDevitt Ceases to Hold 5% Equity Stake INTEGRATED BIOPHARMA: Incurs $738,000 Net Loss in March 31 Qtr. INTELLICELL BIOSCIENCES: Incurs $9.4 Million Net Loss in Q1 INTELLICELL BIOSCIENCES: Holders Demand Payment of $1.3MM Notes IXI MOBILE: Messrs. Hadad and Kaufman Appointed to Board JENSEN FARMS: Files for Chapter 11 Bankruptcy Protection KIWIBOX.COM INC: Incurs $1.8 Million Net Loss in First Quarter KIWIBOX.COM INC: Completes Acquisition of KWICK! LA JOLLA: Reports $5.3 Million Net Income in First Quarter LANTERN PARTNERS: Fishers, Ind. Bldg Owner Files for Chapter 11 LANTERN PARTNERS: Case Summary & 3 Largest Unsecured Creditors LEVEL 3: STT Crossing Discloses 25.6% Equity Stake MARIANA RETIREMENT FUND: Creditors Panel Okay to Benefits Payment MARIANA RETIREMENT FUND: Files Suit to Recoup Contributions MCCLATCHY COMPANY: Names Elaine Lintecum as VP Finance and CFO MEDYTOX SOLUTIONS: Borrows $550,000 from TCA Global MF GLOBAL: Committee Proposes Rust Consulting as Admin. Agent MF GLOBAL: Ex-Workers at Singapore Sue Over Lack of Info MOUNTAIN PROVINCE: Incurs C$11.5 Million Net Loss in 2011 MPM TECHNOLOGIES: Unit Has Lease Agreement with Mineral Resource NATIONAL CENTURY FIN'L: Credit Suisse to Face Fraud Case NATIONAL CENTURY FIN'L: Poulsens Withdraw NCFE Claims NATIONAL CENTURY FIN'L: VI/XII Trust Files Report for 1st Quarter NATIONAL CENTURY FIN'L: UAT Files Report for 1st Quarter NEBRASKA BOOK: To Seek Nod of Reorganization Plan on May 30 NEW LEAF: Delays Form 10-Q for First Quarter NEW YORK RACING: Law Firm Seeks $2 Million for Unpaid Work NINALITA MANAGEMENT: Files for Chapter 11 Bankruptcy Protection NPS PHARMACEUTICALS: Eight Directors Elected at Annual Meeting OTTILIO PROPERTIES: Status Conference Set for June 12 OTTILIO PROPERTIES: Sec. 341(a) Creditors Meeting Set for June 13 PATRIOT NATIONAL: Files Form 10-Q, Posts $546,000 Income in Q1 PENN CAMERA: Has Until June 15 to Challenge Camera Makers' Claims PIONEER NATURAL: Moody's Issues Summary Credit Opinion PLAINS EXPLORATION: Moody's Issues Summary Credit Opinion PRODUCT DEVELOPMENT: 10th Cir. Resolves Ownership Dispute PROVIDENT COMMUNITY: R. Smart and P. Wilkins Elected to Board QUAMTEL INC: Incurs $2.6 Million Net Loss in First Quarter REAL ESTATE ASSOCIATES: Has No Remaining Investment in Birch REDDY ICE: Incurs $44.3 Million Net Loss in First Quarter REGENCY ENERGY: Moody's Issues Summary Credit Opinion RENEGADE HOLDINGS: State Attorneys Balk at Exit Plan RESIDENTIAL CAPITAL: Proposes to Pay Prepetition Taxes & Fees RESIDENTIAL CAPITAL: Schedules Deadline Extended to June 30 RIVER CANYON: Seeks Approval of $1.5-Million Lazarus DIP Loan RIVER CANYON: Wants Receiver to Turn Over Property RIVER CANYON: Hires Sender & Wasserman as Bankruptcy Counsel RIVER CANYON: Sec. 341(a) Creditors' Meeting Set for June 26 RIVER CANYON: Status Conference Set for June 26 SEQUENOM INC: Coventry Terminates Participation Agreement SMART & FINAL: Moody's Upgrades CFR to 'B2'; Outlook Positive SOLYNDRA LLC: U.S. Trustee Objects to Fees Without Plan SOUTH BAY LUBE: Has Interim Approval to Use Cash Collateral SOUTH BAY LUBE: Wants to Employ Stichter Riedel as Counsel SOUTH BAY LUBE: Status Conference Set for June 4 SOUTH BAY LUBE: Sec. 341 Creditors' Meeting Set for June 13 SPECTRE PERFORMANCE: Has Interim OK to Use Cash of 3 Banks SPECTRE PERFORMANCE: Engineering Firm Wants to Pursue Lawsuit SP NEWSPRINT: Wins Halt of 'Automatic Stay' Violation STRATEGIC AMERICAN: FINRA Approves "DUMA" as New Trading Symbol SUNSTATE EQUIPMENT: Moody's Upgrades CFR to B3'; Outlook Stable SWIFT ENERGY: Moody's Issues Summary Credit Opinion SWORDFISH FINANCIAL: Incurs $791,000 Net Loss in First Quarter TALBOTS INC: Bankruptcy Concerns Raised After Failed Buyout TEMPLE UNIVERSITY: Moody's Assigns 'Ba1' Rating to $318.2MM Bonds TESORO CORPORATION: Moody's Issues Summary Credit Opinion TRIBUNE CO: Citadel Equity Says Fourth Amended Plan Unconfirmable TRIBUNE CO: U.S. Govt. Wants Details on Priority Tax Payments TRIBUNE CO: Seeks Dismissal of Publishers Forest's Ch. 11 Cases TRIBUNE CO: Marc Kirschner Named Litigation Trustee VULCAN MATERIALS: Moody's Issues Summary Credit Opinion VUZIX CORP: Defaults Under Two Loan Agreements WALTER ENERGY: Moody's Changes Outlook on 'B1' CFR to Stable WILLBROS UNITED: Moody's Confirms 'B3' CFR; Outlook Negative WVSV HOLDINGS: Claims Bar Date Set for July 6 * Failing Banks Are Prohibited From Paying Retainers * Large Companies With Insolvent Balance Sheets ********* 10-16 MANHATTAN AVENUE: Manhattan Building Owners Sent to Ch. 11 ---------------------------------------------------------------- Manhattan residential apartment buildings owned by Praedium Fund VI, L.P. and Pinnacle Management Co. LLC have sought Chapter 11 protection. 10-26 Manhattan Avenue LLC and 32 other entities filed bankruptcy petitions in Manhattan on May 24, 2012. Each Debtor claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B) and owns a residential apartment building that largely consists of rent-controlled and rent-stabilized apartments. The sole and managing member for each Debtor is PMM Associates D-FXD LLC. The Properties primarily are located in the Manhattan Valley section of Manhattan in the low 100's on Riverside Drive and near Central Park West. The Debtors purchased the Properties in 2005. Each Debtor's chapter 11 petition and corresponding schedules and statement of financial affairs reflects an estimated fair market value of the properties of $119 million; however, the value of the Properties may be as high as $140 million, according to a court filing. Road to Bankruptcy In April 2007, the Debtors borrowed from Deutsche Bank Mortgage Capital LLC $204 million in principal in order to renovate and convert the properties into condominium projects. Deutsche Bank was granted a first priority mortgage lien on the properties. Joel Wiener and Praedium executed a non-recourse carve-out guaranty. The debt was subsequently assigned to Wells Fargo Bank, N.A., and then to DG UWS Sub LLC. As of April 20, 2012, DG asserts that the principal amount of $192.1 million and accrued but unpaid interest in the amount of $37.7 million. The Debtors, in accordance with their conversion plan, did not re-let certain apartments as they became vacant. The Debtors were unable to obtain the planned conversion financing because such financing was no longer commercially available. The Debtors, therefore, began discussions to restructure the Loan and workout discussions continued until early 2011. For a number of reasons, including the increased vacancy rate, the Debtors exhausted the interest reserve established pursuant to the Loan Documents in or about June 2010. On Sept. 1, 2010, the Debtors received a notice of default. On Nov. 2, 2011, the Debtors were notified that the Loan Documents and the Mortgage had been sold to DG. On Nov. 3, 2011, counsel for DG advised the Debtors that DG was accelerating the entire principal amount of the Loan. The Debtors have not paid what DG contends is due and owing under the On Nov. 9, 2011, an affiliate of DG commenced an action in the Supreme Court of the State of New York, County of New York, Index No. 850079/2011, to foreclose the Mortgage and moved to appoint a receiver. On Nov. 30, 2011, Bruce N. Lederman, Esq. was appointed Temporary Receiver. The Chapter 11 Plan Mason Sleeper, the authorized signatory, says in a court filing that DG and the Debtors engaged in extensive negotiations and have entered into a settlement agreement dated as of May __, 2012 that will resolve the contentious Foreclosure Action and be implemented through and effectuated by a pre-negotiated joint plan of reorganization in an expedited chapter 11 process. In accordance with the terms of the Settlement, the Debtors have appointed Jeffrey Pikus, principal of Bluestar Properties Inc., to serve as property manager of the Properties. The Debtors intend to have Mr. Pikus serve as Property Manager through confirmation of the Plan and Bluestar will continue to serve as managing agent of the Properties during Mr. Pikus' tenure. The Debtors will transfer, subject to the Mortgage and all of the Properties' residential leases, all of their title to and interest in each of the Properties to an entity designated by DG and release DG, Bluestar, and each of DG's designees from all claims that the Debtors have or could have asserted against them. In exchange for the Debtors' transfer of the Properties under the Plan, DG will provide the Debtors with sufficient funds with which to satisfy fully all allowed administrative, priority, and general unsecured claims. The Settlement Agreement, which is to be assumed by the Debtors under the Plan, also provides that if the Debtors' Properties are conveyed to DG's designees pursuant to the Plan, then in consideration of Pinnacle's, PMM's, and the Guarantors' waiver of all claims against the Debtors and the execution of the DG Release by Mr. Wiener, Pinnacle, PMM, and Praedium, DG, will pay an entity identified by Pinnacle, PMM, Mr. Wiener, and Praedium the sum of $4,200,000. If, however, the Properties are conveyed to DG's designees through an "alternative acquisition" pursuant to which DG acquires them through foreclosure because the Plan is not confirmed, then DG shall pay the Fee Recipient the sum of $3.4 million. Unless the Chapter 11 cases are dismissed, no "alternative acquisition" will occur without the approval of the Bankruptcy Court. In order to facilitate the process, DG has consented to the use of its cash collateral and will provide debtor in possession financing on below market terms to the extent necessary. The Debtors believe that if the Plan is not confirmed, the Chapter 11 Cases will be dismissed and DG will prosecute the Foreclosure Action and credit bid a portion of the Loan. Under the circumstances, the Debtors' other creditors will receive nothing on account of their claims. More importantly, however, the Debtors believe that the rights of their unregulated tenants will be jeopardized. The Debtors are seeking the entry of an order that (a) conditionally approves the Disclosure Statement, and (b) schedules a combined hearing on final approval of the Disclosure Statement and confirmation of the Plan. 10-16 MANHATTAN: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: 10-16 Manhattan Avenue LLC c/o The Praedium Group, LLC 825 Third Avenue New York, NY 10022 Bankruptcy Case No.: 12-12261 Affiliates that simultaneously sought Chapter 11 protection: Debtor Case No. ------ -------- 106 West 105th Street LLC 12-12264 109 West 105th Street LLC 12-12265 120 West 105th Street LLC 12-12266 123 West 106th Street LLC 12-12267 125 West 106th Street LLC 12-12268 127 West 106th Street LLC 12-12269 15 West 107th Street LLC 12-12270 165-171 Manhattan Avenue LLC 12-12271 203 W. 108th Street LLC 12-12272 21 W. 106th Street LLC 12-12273 216 W. 108th Street LLC 12-12274 25-29 St. Nicholas Terrace LLC 12-12275 287 Edgecombe Avenue LLC 12-12276 291 Edgecombe Avenue LLC 12-12277 3-5 West 108th Street LLC 12-12278 312 W. 114th Street LLC 12-12279 35 St. Nicholas Terrace LLC 12-12280 350 Manhattan Avenue NY LLC 12-12281 4-6 West 108th Street LLC 12-12282 400-408 West 128th Street LLC 12-12283 5 West 101st Street LLC 12-12284 520 West 139th Street LLC 12-12285 605 West 156th Street LLC 12-12286 61-63 West 104th Street LLC 12-12287 625 West 156th Street LLC 12-12288 627 W. 113th Street LLC 12-12289 634 West 135th Street LLC 12-12290 635 Riverside Drive NY LLC 12-12291 7-9 West 108th Street LLC 12-12292 302 W. 114 Street LLC 12-12293 8-10 West 108th Street LLC 12-12294 894 Riverside NY Associates LLC 12-12295 Chapter 11 Petition Date: May 24, 2012 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) About the Debtors: Each Debtor claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B) and owns a residential apartment building that largely consists of rent-controlled and rent- stabilized apartments. The sole and managing member for each Debtor is PMM Associates D-FXD LLC. The properties primarily are located in the Manhattan Valley section of Manhattan in the low 100's on Riverside Drive and near Central Park West. The Debtors purchased the Properties in 2005. Debtors' Counsel: Nancy Lynne Kourland, Esq. ROSEN & ASSOCIATES, P.C. 747 Third Avenue New York, NY 10017 Tel: (212) 223-1100 Fax: (212) 223-1102 E-mail: nkourland@rosenpc.com Assets: Properties worth $119 million to $140 million Liabilities: DG UWS Sub LLC owed $192.1 million in principal plus unpaid interest in the amount of $37.7 million. The petitions were signed by Mason Sleeper, authorized signatory officer. 10-16 Manhattan Avenue's List of Its Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ DG UWS LLC Mortgage Loan $229,804,388 c/o Dune Real Estate Partners 623 Fifth Avenue, 30th Floor New York, NY 10022 AON Risk Services Inc. of NY -- $7,777 P.O. Box 7247 Philadelphia, PA 19170-7376 G Bauer, Inc. -- $1,410 1624 Webster Avenue Bronx, NY 10457 G&R Electronics & Appliances -- $609 Advantage Wholesale Supply -- $309 NYC Department of Finance NYC Elevator Inspection/ $100 Violation Fee 4KIDS ENTERTAINMENT: Reports $4 Million Net Income in Q1 -------------------------------------------------------- 4Kids Entertainment, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $4.02 million on $2.08 million of total net revenues for the three months ended March 31, 2012, compared with a net loss of $3.60 million $3.85 million of total net revenues for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed $20.87 million in total assets, $22.94 million in total liabilities and a $2.07 million total shareholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/re1BRN About 4Kids Entertainment New York-based 4Kids Entertainment, Inc., dba 4Kids, is an entertainment and media company specializing in the youth oriented market, with operations in these business segments: (i) licensing, (ii) advertising and media broadcast, and (iii) television and film production/distribution. The parent entity, 4Kids Entertainment, was organized as a New York corporation in 1970. 4Kids filed for bankruptcy protection under Chapter 11 of the Bankruptcy Code to protect its most valuable asset -- its rights under an exclusive license relating to the popular Yu-Gi-Oh! series of animated television programs -- from efforts by the licensor, a consortium of Japanese companies, to terminate the license and force 4Kids out of business. 4Kids and affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 11-11607) on April 6, 2011. Kaye Scholer LLP is the Debtors' restructuring counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and notice agent. BDO Capital Advisors, LLC, is the financial advisor and investment banker. EisnerAmper LLP fka Eisner LLP serves as auditor and tax advisor. 4Kids Entertainment disclosed $78,397,971 in assets and $86,515,395 in liabilities as of the Chapter 11 filing. Hahn & Hessen LLP serves as counsel to the Official Committee of Unsecured Creditors. Epiq Bankruptcy Solutions LLC is the information agent for the Committee. The Consortium consists of TV Tokyo Corporation, which owns and operates a television station in Japan; ASATSU-DK Inc., a Japanese advertising company; and Nihon Ad Systems, ADK's wholly owned subsidiary. The Consortium is represented by Kyle C. Bisceglie, Esq., Michael S. Fox, Esq., Ellen V. Holloman, Esq., and Mason Barney, Esq., at Olshan Grundman Frome Rosenzweig & Wolosky LLP, in New York. In January 2012, the bankruptcy judge ruled in favor of 4Kids, deciding that the Yu-Gi-Oh! property license agreement between the Debtor and the licensor was not effectively terminated prior to the bankruptcy filing. Following the ruling, 4Kids entered into a settlement where it would receive $8 million to end the dispute over its valuable Yu-Gi-Oh! Property. ACCENTIA BIOPHARMA: Incurs $8.6 Million Net Loss in Q1 ------------------------------------------------------ Accentia Biopharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $8.62 million on $1.21 million of total net sales for the three months ended March 31, 2012, compared with a net loss of $1.02 million on $1.22 million of total net sales for the same period during the prior year. The Company reported a net loss of $7.96 million on $2.45 million of total net sales for the six months ended March 31, 2012, compared with a net loss of $8.48 million on $2.13 million of total net sales for the same period a year ago. The Company's balance sheet at March 31, 2012, showed $4.63 million in total assets, $88.97 million in total liabilities, and a $84.34 million total stockholders' deficit. Cash and cash equivalents at March 31, 2012, was $1.9 million. The Company intends to meet its cash requirements through the use of cash on hand, strategic transactions such as collaborations and licensing, short-term borrowings, and debt and equity financings. The Company's independent registered public accounting firm's report included a "going concern" qualification on the financial statements for the year ended Sept. 30, 2011, citing significant losses and working capital deficits at that date, which raised substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available for free at: http://is.gd/87sg76 About Accentia Biopharmaceuticals Headquartered in Tampa, Florida, Accentia Biopharmaceuticals, Inc. (PINK: "ABPI") -- http://www.Accentia.net/-- is a biotechnology company that is developing Revimmune as a system of care for the treatment of autoimmune diseases. Through subsidiary, Biovest International, Inc., it is developing BiovaxID as a therapeutic cancer vaccine for treatment of follicular non-Hodgkin?s lymphoma (FL) and mantle cell lymphoma (MCL). Through subsidiary, Analytica International, Inc., it conducts a health economics research and consulting business, which it market to the pharmaceutical and biotechnology industries, using its operating cash flow to support its corporate administration and product development activities. Accentia BioPharmaceuticals and nine affiliates filed for Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 08-17795) on Nov. 10, 2008. Accentia emerged from bankruptcy on Nov. 17, 2012, after receiving confirmation of a reorganization plan on Nov. 2, 2010. ACTIVECARE INC: Net Loss Widens to $1.8MM for March 31 Quarter -------------------------------------------------------------- ActiveCare, Inc., reported wider net loss for the period ended March 31, 2012. ActiveCare said net loss was $1.81 million for the three months ended March 31, 2012, compared to net loss of $1.67 million for the same period in 2011. Net loss was $5.97 million for the six months ended March 31, 2012, compared to $3.35 million for the same period in 2011. As of March 31, 2012, the Company had total assets of $2.02 million, including $340,000 in current assets, against total liabilities of $3.09 million. ActiveCare said it incurred a negative gross margin and has negative cash flows from operating activities for the years ended Sept. 30, 2011 and 2010, and for the period ended March 31, 2012. These factors raise substantial doubt about the Company's ability to continue as a going concern. ActiveCare said it must generate positive cash flows from operations and obtain the necessary funding to meet its projected capital investment requirements. Management's plans with respect to this uncertainty include raising additional capital from the sale of the Company's common stock and increasing the sales of the Company services and products. There can be no assurance that revenues will increase rapidly enough to offset operating losses and repay debts. If the Company is unable to increase revenues or obtain additional financing, it will be unable to continue the development of its products and may have to cease operations. A copy of the Company's quarterly report on Form 10-Q for the period ended March 31, 2012, is available at http://is.gd/8pQxCz About ActiveCare Inc. Based in South West Valley City, Utah, ActiveCare Inc. was spun off in February 20090 from former parent, SecureAlert, Inc., formerly known as RemoteMDx, Inc. In connection with the spin- off, ActiveCare acquired from SecureAlert the exclusive license rights to certain technology, including patent rights utilizing GPS and cellular communication and monitoring technologies for use in the healthcare and personal security markets. In May 2009, ActiveCare obtained worldwide and exclusive rights to additional patents and patent applications, including the Panic Button Phone, Emergency Phone with Single Button Activation, Emergency Phone for Automatically Summoning Multiple Emergency Response Services, and Emergency Phone with Alternate Number Calling Capability. In March 2012, ActiveCare acquired 4G Biometrics LLC. ALEM AUTO: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------- Vanessa Small at The Washington Post reports Alem Auto Sales Inc. located at 2650 Reed St., NW, Washington, D.C., filed for Chapter 11 protection in the nation's capital (Bankr. D. D.C. Case No. 12-00376) on May 18, 2012. Clarissa Thomas, Esq., represents the Debtor. The Company listed both assets and liabilities of between $100,000 and $500,000. The Company owes $20,000 to Suntrust Bank. ALLSCRIPTS HEALTHCARE: Moody's Rates $100MM Sr. Term Loan 'Ba2' --------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to Allscripts Healthcare Solutions, Inc.'s proposed $100 million senior secured term loan. The new term loan will be used to repay revolving credit facility borrowings. In addition, the Ba2 corporate family rating, Ba3 probability of default rating, Ba2 rating on the existing credit facility and SGL-1 speculative grade liquidity rating were affirmed. The outlook remains stable. The following rating was assigned: Incremental Term Loan A due 2016,:Ba2 (LGD3, 35%) The following ratings were affirmed: Corporate family rating, Ba2 Probability of default rating, Ba3 Senior Secured Term Loan due August 2015, Ba2 (LGD3, 35%) Senior Secured Term Loan A due July 2016, Ba2 (LGD3, 35%) Senior Secured Revolving Credit, Ba2 (LGD3, 35%) Speculative grade liquidity rating, SGL-1 RATINGS RATIONALE The Ba2 corporate family rating reflects moderate financial leverage, a recurring revenue stream from software and services provided to a large installed base of physicians, hospitals and post-acute facilities, and expected growth as penetration of electronic health records increases in the health care industry. The ratings are constrained by Moody's belief that operating risks are elevated due to new operational initiatives, slower than expected new software sales, weaker than expected profitability in 2011 and the first quarter of 2012 and significant turnover of the Board of Directors. Allscripts' new operational initiatives include plans to invest $190 million in research and development in 2012, including an acceleration of the integration of legacy products, and a completed reorganization of the sales force. However, the rating downside is limited by moderate financial leverage (about 2.3 times debt to EBITDA as of March 31, 2012 pro forma for the recent revolving credit facility borrowings) which should decline to less than 2 times in the next 12 to 18 months through moderate revenue growth and deleveraging from internally generated free cash flow. Moody's also expects Allscripts to use a portion of its free cash flow to acquire its own stock. The ratings are modestly restrained by uncertainties over evolving healthcare reimbursement policies. The stable outlook reflects the recurring nature of revenues, which even considering execution risks from the new operational initiatives and governance issues, should generate moderate revenue and profit growth in the near to medium term. The ratings could be downgraded if customer churn increases, new software sales remain weak, free cash flow materially declines or the company pursues a large debt financed acquisition or share purchase, and Moody's expects debt to EBITDA to remain above 2.75 times. The SGL-1 rating could be downgraded if Allscripts does not refinance revolver borrowings with the new term loan, as it has planned. The ratings could be upgraded if the company maintains debt to EBITDA below 2 times while demonstrating sustained organic revenue and EBITDA growth, effective integration of Eclipsys, steady management and corporate governance and a commitment to conservative financial policies. An upgrade is unlikely until the new operational initiatives are validated through performance. The principal methodology used in rating AllScripts was the Global Software Industry Methodology published in May 2009. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Allscripts Healthcare Solutions, Inc. provides clinical software, connectivity and information solutions to healthcare providers, including physicians and hospitals. Moody's expects revenues for 2012 should be approximately $1.5 billion. AMERICAN ENERGY: Delays Form 10-Q for First Quarter --------------------------------------------------- The American Energy Group, Ltd.'s Form 10-Q for the period ended March 31, 2012, could not be filed within the prescribed time period due to delays in obtaining operations and production updates from Hycarbex-American Energy, Inc., the operator of the Pakistan-based Yasin Block 2768-7 petroleum concession in which the Company holds an 18% production interest, the Company's major asset. Due to pending litigation with Hycarbex-American Energy, Inc., and the likelihood of the lack of continued cooperation, the information is being sought from a third party source. The operations and production information are critical to the completion of Management's Discussion and Analysis within the Form 10-Q. The delays could not be eliminated by the Company without unreasonable effort or expense. The Company expects to file the Form 10-Q on or before the extended deadline of May 21, 2012. About American Energy AEG has been in the red for the past five years: It reported a net loss of $991,784 for the year ended June 30, 2011; $942,792 in 2010; $893,196 in 2009; $932,853 in 2008; and $1,428,916 in 2007. The Company restated its 2010 financial reports after management discovered errors resulting in the understatement of previously reported accrued expenses as of June 30, 2010. Until its 2002 bankruptcy filing, AEG was an independent oil and natural gas company engaged in the exploration, development, acquisition and production of crude oil and natural gas properties in the Texas gulf coast region of the United States and in the Jacobabad area of the Republic of Pakistan. AEG emerged from bankruptcy in January 2004 with two assets, a non-producing 18% gross production royalty in the Yasin 2768-7 Block in Pakistan, and a non-producing working interest in an oil and gas lease in Galveston County, Texas. While the bankruptcy proceedings were pending, AEG's producing oil and gas leases in Fort Bend County, Texas were foreclosed by a secured lender. Its non-producing Galveston County, Texas oil and gas lease rights were not affected by the foreclosure. In November 2003, AEG sold the capital stock of its then existing subsidiary, Hycarbex-American Energy, Inc., which held the exploration license in Pakistan, to Hydro Tur (Energy) Ltd., a company organized under the laws of the Republic of Turkey. The Company sold Hycarbex, which was the owner and operator of the Yasin 2768-7 Petroleum Concession Block in the Republic of Pakistan, to a foreign corporation, but retained an 18% overriding royalty interest in future production. Involuntary Chapter 7 bankruptcy proceedings (Bankr. S.D. Tex. 02-37125) were initiated against AEG on June 28, 2002, before Judge Manuel D. Leal. Leonard H. Simon, Esq., at Hughes Watters & Askanase LLP, represented the petitioning creditors, who alleged $49,981 in claims. The case was converted to Chapter 11 proceedings in December 2002. Pursuant to the Company's Second Amended Plan of Reorganization which was approved by the Bankruptcy Court on Sept. 3, 2003, all outstanding shares of common and preferred stock were cancelled and the issuance of new shares of common stock to the bankruptcy creditors was authorized by the Court. AEG emerged from bankruptcy in January 2004 with its two assets intact and with its sole business being the maintenance and management of these assets. AEG had total assets of $1,927,318 and total liabilities of $987,187 as of June 30, 2010. BALL GROUND RECYCLING: Cherokee County Recycler in Chapter 11 ------------------------------------------------------------- Canton, Georgia-based Ball Ground Recycling, LLC, filed a bare- bones Chapter 11 petition (Bankr. N.D. Ga. Case No. 12-63101) in Atlanta on May 25. Ball Ground, a wood recycling company, estimated assets and debts of $10 million to $50 million. According to The Atlanta Journal-Constitution, Canton Tea Party Chairwoman Carol Cosby has called for a grand jury investigation of the seven-year partnership between Cherokee County and Ball Ground. Ms. Cosby claimed Jimmy Bobo, the owner of Ball Ground Recycling, may have made "illegal cash campaign contributions to influence commission votes" to get the deal done. The deal is costing taxpayers about $100,000 a month in bond payments that the company says it can't afford to make. According to the case docket, the schedules of assets and liabilities and the statement of financial affairs are due June 8, 2012. The Chapter 11 plan and disclosure statement are due Sept. 24. The Debtor is represented by Herbert C. Broadfoot, II, Esq., at Ragsdale, Beals, Seigler, et al., in Atlanta. BALL GROUND RECYCLING: Case Summary & 6 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Ball Ground Recycling, LLC P.O. Box 5809 Canton, GA 30114 Bankruptcy Case No.: 12-63101 Chapter 11 Petition Date: May 25, 2012 Court: U.S. Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Margaret Murphy Debtor's Counsel: Herbert C. Broadfoot, II, Esq. RAGSDALE, BEALS, SEIGLER, PATTERSON & GRAY, LLP 2400 International Tower 229 Peachtree Street, N.E. Atlanta, GA 30303 Tel: (404) 588-0500 Fax: (404) 523-6714 E-mail: broadfoot@rbspg.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Jimmy L. Bobo for J. Bobo, LLC, managing member. Debtor's List of Its Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ RRDA of Cherokee County Lease Agreement $1,724,642 1130 Bluffs Parkway Canton, GA 30114 Frazier & Deeter, LLC Audit Fees $20,000 600 Peachtree Street NE, Suite 1900 Atlanta, GA 30308 Downs & Colquitt, PC Accounting Services $5,590 351 Washington Avenue, Suite 100 Marietta, GA 30060 Georgia Power Utility Bill $4,581 BNY Mellon Trust Co., NA Trustee Fees $3,600 Flint Connolly & Walker, LLLP Legal Fees $540 BEAU VIEW OF BILOXI: Wants Control of Case Through July 24 ---------------------------------------------------------- Beau View of Biloxi, LLC, asks the Bankruptcy Court to extend the period within which it has the exclusive period to file a disclosure statement and plan of reorganization. The Debtor seeks an extension of 60 days up to and including July 24, 2012, in which to file its proposed Plan and Disclosure Statement and a concomitant extension of 60 days within which to obtain Plan confirmation. Subsequent to the bankruptcy filing, the Debtor has leased and sold condominium units, generating over $500,000 for debt service and future lease and option payments of over $32,000. The Debtor has been actively seeking investors and funding but has been unable to finalize commitments. The Debtor has been unable to finalize its proposed Plan within the initial time period provided by the Bankruptcy Code. The statutory exclusivity period was slated to expire May 25, 2012. About Beau View of Biloxi Beau View of Biloxi, LLC, filed a bare-bones Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-50141) on Jan. 26, 2012. The Mandeville, Louisiana-based debtor disclosed that it is a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B) with assets and debts of $10 million to $50 million. Judge Katharine M. Samson presides over the case. J. Walter Newman, IV, Esq., at Newman & Newman, serves as the Debtor's counsel. The petition was signed by Richard L. Landry, III, designated representative. BETSEY JOHNSON: Schedules Filing Deadline Extended to June 10 ------------------------------------------------------------- Betsey Johnson LLC won a 30-day extension of its deadline to file schedules of assets and liabilities and statement of financial affairs. The new deadline is June 10, 2012. The extension is without prejudice to the Debtor's right to seek further extensions upon a showing of cause. About Betsey Johnson New York-based women's fashion retailer Betsey Johnson LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 12-11732) on April 26, 2012, to effectuate a sale of its assets. Formed as B.J. Vines by its namesake, iconic fashion designer Betsey Johnson in 1978, the Debtor sells clothing, footwear, handbags and a signature fragrance through 63 Betsey Johnson retail stores and outlets in the U.S. The Company, which has 400 employees, also sells its products in department and specialty stores worldwide, including Macy's and Lord & Taylor, and online at http://www.betseyjohnson.com/ Non-debtor subsidiaries operate five stores in Canada and one store in England. In 2010, Steven Madden Ltd. a footwear designer and marketer, swapped US$27.4 million of secured debt for ownership of Betsey Johnson's trademarks and intellectual property. The deal satisfied all outstanding debt under a US$50 million term loan used to finance the business' acquisition by Castanea Partners. At the same time, Castanea, the company's majority owner, made a new capital investment of US$3 million as part of the deal with Madden. Betsey Johnson estimated assets and debts of US$10 million to US$50 million as of the Chapter 11 filing. Judge James Peck oversees the case. The Debtor has tapped the law firm of Goulston & Storrs, as counsel; Togut, Segal & Segal, LLP, as co-counsel; Richter Consulting, Inc., as financial advisor, and Donlin Recano & Company as claims and notice agent. The petition was signed by Jonathan Friedman, chief financial officer. Hilco Merchant Resources, LLC, is represented by Chris L. Dickerson, Esq., at DLA Piper LLP (US). Counsel for Steven Madden, Ltd., is Neil Herman, Esq., at Morgan, Lewis & Bockius LLP. Counsel for First Niagara Commercial Finance, Inc., the DIP Lender, is James C. Fox, Esq., at Ruberto, Israel & Weiner. BIOZONE PHARMACEUTICALS: Incurs $3.6 Million Net Loss in Q1 ----------------------------------------------------------- Biozone Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $3.64 million on $3.51 million of sales for the three months ended March 31, 2012, compared with a net loss of $13,295 on $2.79 million of sales for the same period a year ago. Biozone reported a net loss of $5.45 million in 2011, compared with a net loss of $319,813 in 2010. The Company's balance sheet at March 31, 2012, showed $8 million in total assets, $13.76 million in total liabilities and a $5.76 million total shareholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/dNdnpe About Biozone Pharmaceuticals Biozone Pharmaceuticals, Inc., formerly, International Surf Resorts, Inc., was incorporated under the laws of the State of Nevada on Dec. 4, 2006, to operate as an internet-based provider of international surf resorts, camps and guided surf tours. The Company proposed to engage in the business of vacation real estate and rentals related to its surf business and it owns the website isurfresorts.com. During late February 2011, the Company began to explore alternatives to its original business plan. On Feb. 22, 2011, the prior officers and directors resigned from their positions and the Company appointed a new President, Director, principal accounting officer and treasurer and began to pursue opportunities in medical and pharmaceutical technologies and products. On March 1, 2011, the Company changed its name to Biozone Pharmaceuticals, Inc. Since March 2011, the Company has been engaged primarily in seeking opportunities related to its intention to engage in medical and pharmaceutical businesses. On May 16, 2011, the Company acquired substantially all of the assets and assumed all of the liabilities of Aero Pharmaceuticals, Inc., pursuant to an Asset Purchase Agreement dated as of that date. Aero manufactures markets and distributes a line of dermatological products under the trade name of Baker Cummins Dermatologicals. On June 30, 2011, the Company acquired the Biozone Labs Group which operates as a developer, manufacturer, and marketer of over- the-counter drugs and preparations, cosmetics, and nutritional supplements on behalf of health care product marketing companies and national retailers. For 2011, Paritz and Company. P.A., in Hackensack, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company does not have sufficient cash balances to meet working capital and capital expenditure needs for the next twelve months. In addition, as of Dec. 31, 2011, the Company has a shareholder deficiency and negative working capital of $4.37 million. The continuation of the Company as a going concern is dependent on, among other things, the Company's ability to obtain necessary financing to repay debt that is in default and to meet future operating and capital requirements. BLAST ENERGY: Incurs $366,000 Net Loss in First Quarter ------------------------------------------------------- Blast Energy Services, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $365,635 on $118,214 of revenue for the three months ended March 31, 2012, compared with a net loss of $548,240 on $106,527 of revenue for the same period during the prior year. The Company reported a net loss of $4.14 million on $446,526 of revenues for 2011, compared with a net loss of $1.51 million on $109,443 of revenues for 2010. The Company's balance sheet at March 31, 2012, showed $1.86 million in total assets, $3.98 million in total liabilities and a $2.11 million total stockholders' deficit. Blast Energy has experienced delays in completing its financial statements for the quarter ended March 31 31, 2012, as its auditor has not had sufficient time to review the financial statements for the quarter ended March 31, 2012. As a result, the Company was delayed in filing its quarterly report on Form 10-Q for the quarter ended March 31, 2012. A copy of the Form 10-Q is available for free at: http://is.gd/cPk2l5 About Blast Energy Houston, Texas-based Blast Energy Services, Inc., is seeking to become an independent oil and gas producer with additional revenue potential from its applied fluid jetting technology. The Company plans to grow operations initially through the acquisition of oil producing properties and then eventually, to acquire oil and gas properties where its applied fluid jetting process could be used to increase the field production volumes and value of the properties in which it owns an interest. GBH CPAs, PC, in Houston, Texas, expressed substantial doubt about Blast Energy Services' ability to continue as a going concern. The independent auditors noted that Blast incurred a loss from continuing operations for the year ended Dec. 31, 2011, and has an accumulated deficit at Dec. 31, 2011. BLITZ USA: Court Sets July 13 as Claims Bar Date ------------------------------------------------ The Bankruptcy Court set July 13, 2012, as the deadline for creditors to file proofs of claim in the Chapter 11 case of Blitz USA Inc. Blitz U.S.A. Inc., is a Miami, Oklahoma-based manufacturer of plastic gasoline cans. The company, controlled by Kinderhook Capital Fund II LP, filed for bankruptcy protection to stanch a hemorrhage resulting from 36 product-liability lawsuits. Parent Blitz Acquisition Holdings, Inc., and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Case Nos. 11-13602 thru 11-13607) on Nov. 9, 2011. The Hon. Peter J. Walsh presides over the case. Blitz USA disclosed $36,194,434 in assets and $41,428,577 in liabilities in its schedules. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, represents the Debtors in their restructuring efforts. The Debtors tapped Zolfo Cooper, LLC, as restructuring advisor; and Kurtzman Carson Consultants LLC serves as notice and claims agent. Lowenstein Sandler PC from Roseland, New Jersey, represents the Official Committee of Unsecured Creditors. The Chapter 11 case is financed with a $5 million secured loan from Bank of Oklahoma. Bank of Oklahoma, as DIP agent, is represented by Samuel S. Ory, Esq., at Frederic Dorwart Lawyers in Tulsa. In April 2012, Hopkins Manufacturing Corp. acquired the assets of Blitz USA's unit, F3 Brands LLC, a major manufacturer of oil drains, drain pans, lifting aids and automotive ramps. Blitz USA said in court documents the sale netted the Debtors $14.6 million, which was applied against secured debt. BONDS.COM GROUP: Incurs $14.4 Million Net Loss in 2011 ------------------------------------------------------ Bonds.com Group, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $14.45 million on $4.32 million of revenue in 2011, compared with a net loss of $12.51 million on $2.71 million of revenue in 2010. The Company's balance sheet at Dec. 31, 2011, showed $9.62 million in total assets, $14.85 million in total liabilities and a $5.23 million total stockholders' deficit. Daszkal Bolton LLP, in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses and negative cash flows from operations that raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-K is available for free at: http://is.gd/JRfpP9 About Bonds.com Group Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG) -- http://www.bonds.com/-- through its subsidiary Bonds.com, Inc., serves institutional fixed income investors by providing a comprehensive zero subscription fee online trading platform. The Company designed the BondStation and BondStationPro platforms to provide liquidity and competitive pricing to the fragmented Over- The-Counter Fixed Income marketplace. The Company differentiates itself by offering through Bonds.com, Inc. an inventory of more than 35,000 fixed income securities from more than 175 competing sources. Asset classes currently offered on BondStation and BondStationPro, the Company's fixed income trading platforms, include municipal bonds, corporate bonds, agency bonds, certificates of deposit, emerging market debt, structured products and U.S. Treasuries. BONDS.COM GROUP: Incurs $1.1 Million Net Loss in First Quarter -------------------------------------------------------------- Bonds.com Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.08 million on $2.06 million of revenue for the three months ended March 31, 2012, compared with a net loss of $3.12 million on $820,746 of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed $8.31 million in total assets, $14.78 million in total liabilities and a $6.47 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/LymIln About Bonds.com Group Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG) -- http://www.bonds.com/-- through its subsidiary Bonds.com, Inc., serves institutional fixed income investors by providing a comprehensive zero subscription fee online trading platform. The Company designed the BondStation and BondStationPro platforms to provide liquidity and competitive pricing to the fragmented Over- The-Counter Fixed Income marketplace. The Company differentiates itself by offering through Bonds.com, Inc. an inventory of more than 35,000 fixed income securities from more than 175 competing sources. Asset classes currently offered on BondStation and BondStationPro, the Company's fixed income trading platforms, include municipal bonds, corporate bonds, agency bonds, certificates of deposit, emerging market debt, structured products and U.S. Treasuries. The Company reported a net loss of $14.45 million in 2011, compared with a net loss of $12.51 million in 2010. Daszkal Bolton LLP, in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses and negative cash flows from operations that raise substantial doubt about the Company's ability to continue as a going concern. BONDS.COM GROUP: Thomas Thees Discloses 15.7% Equity Stake ---------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Thomas M. Thees disclosed that, as of May 10, 2012, he beneficially owns 19,500,000 shares of common stock of Bonds.com Group, Inc., representing 15.74% of the shares outstanding. On May 10, 2012, the Company granted to Mr. Thees a non-qualified stock option for the purchase of 78,000,000 shares of common stock at an exercise price of $0.09 per share, of which 19,500,000 Shares become exercisable by the Reporting Person within 60 days from the date of this Statement. Mr. Thees has been appointed as the Chief Executive Officer of the Issuer effective June 1, 2012, and is a member of the Company's Board of Directors. A copy of the filing is available for free at: http://is.gd/fNp5a5 About Bonds.com Group Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG) -- http://www.bonds.com/-- through its subsidiary Bonds.com, Inc., serves institutional fixed income investors by providing a comprehensive zero subscription fee online trading platform. The Company designed the BondStation and BondStationPro platforms to provide liquidity and competitive pricing to the fragmented Over- The-Counter Fixed Income marketplace. The Company differentiates itself by offering through Bonds.com, Inc. an inventory of more than 35,000 fixed income securities from more than 175 competing sources. Asset classes currently offered on BondStation and BondStationPro, the Company's fixed income trading platforms, include municipal bonds, corporate bonds, agency bonds, certificates of deposit, emerging market debt, structured products and U.S. Treasuries. The Company reported a net loss of $14.45 million in 2011, compared with a net loss of $12.51 million in 2010. Daszkal Bolton LLP, in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses and negative cash flows from operations that raise substantial doubt about the Company's ability to continue as a going concern. BOWLES SUB: Sec. 341 Creditors' Meeting for Parcel A on June 12 --------------------------------------------------------------- The U.S. Trustee for the District of Minnesota will convene a Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Bowles Sub Parcel A, LLC, on June 12, 2012, at 9:30 a.m. at Mtg Minneapolis - US Courthouse, 300 S 4th St, Rm 1017 (10th Floor). The last day to object to discharge is Aug. 13, 2012. Proofs of claim are due by Sept. 10, 2012. About StoneArch II/WCSE Entities StoneArch II/WCSE Minneapolis Industrial LLC in 2007 acquired various limited liability companies, which in turn owned 27 industrial multi-tenant properties located in Minneapolis/St. Paul in Minnesota. The properties were divided into four separate pools: A, B, C, and D. Fenton Sub Parcel D LLC and Bowles Sub Parcel D LLC, which jointly own the properties in pool D, sought Chapter 11 protection (Bankr. D. Minn. Case Nos. 11-44430 and 11-44434) on June 29, 2011. A Chapter 11 plan has been filed for the pool D debtors. The plan, if approved, would allow the existing owners to maintain operation of the properties. Bowles Sub Parcel A, LLC, and five other entities, which jointly own parcels A, B and C, filed for Chapter 11 protection (Bankr. D. Minn. Case Nos. 12-42765, 12-42768, 12-42769, 12-42770, 12-42772, and 12-42774) on May 8, 2012. Each of the May 8 Debtors estimated $10 million to $50 million in assets. The other May 8 debtors are Fenton Sub Parcel A, LLC, Bowles Sub Parcel B, LLC, Fenton Sub Parcel B, LLC, Bowles Sub Parcel C, LLC, and Fenton Sub Parcel C, LLC. Judge Nancy C. Dreher oversees the May 8 Debtors' cases, taking over from Judge Gregory F. Kishel. The May 8 Debtors tapped Lapp Libra Thomson Stoebner & Pusch as counsel. Steven B. Hoyt, as chief manager, signed the Chapter 11 petitions. CANO PETROLEUM: Delays Form 10-Q for First Quarter -------------------------------------------------- Cano Petroleum, Inc., informed the U.S. Securities and Exchange Commission that it could not file its quarterly report on Form 10-Q for the quarter ended March 31, 2012, within the prescribed time period, because of the Company's inability to timely process the financial information for the quarter prior to the filing deadline. On Feb. 3, 2012, the Company filed its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2011. However, as previously disclosed, the unaudited and unreviewed interim financial statements and notes thereto filed with the quarterly report were not reviewed by an independent public accountant using professional standards and procedures for conducting those reviews, as established by generally accepted auditing standards, as required by Rule 10-01(d) of Regulation S-X promulgated under the Securities Act of 1934, as amended. As a result, the Company may not be considered current in its filings under the Exchange Act until it files an amendment to the quarterly report that contains financial statements that have been reviewed in compliance with the requirements of Rule 10-01(d). Furthermore, the Company has not filed its quarterly report on Form 10-Q for the quarter ended Dec. 31, 2011. About Cano Petroleum Cano Petroleum, Inc. (NYSE Amex: CFW), an independent Texas- based energy producer with properties in the mid-continent region of the United States, filed for Chapter 11 bankruptcy (Bank. N.D. Tex. Lead Case No. 12-31549) on March 7, 2012. Other affiliates also sought bankruptcy protection: Cano Petro of New Mexico, Ladder Companies, Inc., Square One Energy, Inc., Tri-Flow, Inc., W.O. Energy of Nevada, Inc., W.O. Operating Company, Ltd., W.O. Production Company, Ltd., and WO Energy, Inc. The cases are jointly administered. The Debtors filed for bankruptcy to pursue a sale under a joint plan of reorganization filed on the petition date. Cano Petroleum have entered into a Stalking Horse Stock Purchase Agreement with NBI Services Inc., pursuant to which NBI would purchase all of the shares of common stock that would be issued by Reorganized Cano under the Plan for $47.5 million. The deal is subject to higher and better offers and a possible auction. The petitions were filed by James R. Latimer, III, chief executive officer. Judge Barbara J. Houser oversees the case. The Debtors are represented by lawyers at Thompson & Knight LLP, in Dallas Texas. Cano Petroleum's consolidated balance sheet at Sept. 30, 2011, showed $63.37 million in total assets, $116.25 million in total liabilities, and a $52.88 million total stockholders' deficit. In schedules filed with the Court, Cano Petroleum disclosed $1.16 million in assets and $82.5 million in liabilities. Union Bank of California, the administrative agent and issuing lender under the Debtors' prepetition senior credit facility; and UnionBanCal Equities, Inc., the administrative agent and issuing lender, under the junior credit facility, are represented by: William A. "Trey" Wood III, Esq., at Bracewell & Giuliani LLP. CAPSALUS CORP: Suspending Filing of Reports with SEC ---------------------------------------------------- Capsalus Corp filed a Form 15 notifying of its suspension of its duty under Section 15(d) to file reports required by Section 13(a) of the Securities Exchange Act of 1934 with respect to its common stock, par value $0.001 per share. The Company is suspending reporting because there are currently less than 500 holders of record of the common shares. There were only 366 holders of the common shares as of May 18, 2012. About Capsalus Corp. Atlanta, Ga.-based Capsalus Corp. offers a broad range of solutions to global health problems. WhiteHat Holdings, LLC, was acquired on April 14, 2010. In combining with WhiteHat, the Company is creating a new, consumer-driven business unit, the Nutritional Products Division, focused on healthy food and beverages. The Company reported a net loss of $16.02 million in 2010 and a net loss of $10.89 million in 2009. The Company also reported a net loss of $2.09 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $4.60 million in total assets, $6.77 million in total liabilities, and a $2.16 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC, in Edina, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered losses from operations since its inception. CENTRAL FEDERAL: Jeffrey Aldrich Re-elected to Board ---------------------------------------------------- Central Federal Corporation held its annual meeting on May 17, 2012. Jeffrey W. Aldrich was re-elected as director by the stockholders for a three-year term expiring at the annual meeting in 2015. The stockholders approved a non-binding advisory vote on the compensation of executives and ratified the appointment of Crowe Horwath LLP as the Company's independent registered public accounting firm for the year ending Dec. 31, 2012. About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. The Company's balance sheet at March 31, 2012, showed $241.44 million in total assets, $232.21 million in total liabilities and $9.22 million in total stockholders' equity. Central Federal reported a net loss of $5.42 million in 2011, a net loss of $6.87 million in 2010, and a net loss of $9.89 million in 2009. Following the 2011 results, Crowe Horwath LLP, in Cleveland, Ohio, expressed substantial doubt about the Company's ability to continue as a going concern. The Company's auditors noted that the Holding Company and its wholly owned subsidiary (CFBank) are operating under regulatory orders that require among other items, higher levels of regulatory capital at CFBank. The Company has suffered significant recurring net losses, primarily from higher provisions for loan losses and expenses associated with the administration and disposition of nonperforming assets at CFBank. These losses have adversely impacted capital at CFBank and liquidity at the Holding Company. At Dec. 31, 2011, regulatory capital at CFBank was below the amount specified in the regulatory order. Failure to raise capital to the amount specified in the regulatory order and otherwise comply with the regulatory orders may result in additional enforcement actions or receivership of CFBank. Regulatory Matters On May 25, 2011, Central Federal Corporation and CFBank each consented to the issuance of an Order to Cease and Desist (the Holding Company Order and the CFBank Order, respectively, and collectively, the Orders) by the Office of Thrift Supervision (OTS), the primary regulator of the Holding Company and CFBank at the time the Orders were issued. The Holding Company Order required it, among other things, to: (i) submit by June 30, 2011, a capital plan to regulators that establishes a minimum tangible capital ratio commensurate with the Holding Company's consolidated risk profile, reduces the risk from current debt levels and addresses the Holding Company's cash flow needs; (ii) not pay cash dividends, redeem stock or make any other capital distributions without prior regulatory approval; (iii) not pay interest or principal on any debt or increase any Holding Company debt or guarantee the debt of any entity without prior regulatory approval; (iv) obtain prior regulatory approval for changes in directors and senior executive officers; and (v) not enter into any new contractual arrangement related to compensation or benefits with any director or senior executive officer without prior notification to regulators. The CFBank Order required CFBank to have by Sept. 30, 2011, and maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total assets and 12% Total Capital to risk weighted assets. CFBank will not be considered well-capitalized as long as it is subject to individual minimum capital requirements. CFBank did not comply with the higher capital ratio requirements by the Sept. 30, 2011 required date. CENTRAL FEDERAL: Regains Compliance with Nasdaq Bid Price Rule -------------------------------------------------------------- Central Federal Corporation received notice from The Nasdaq Stock Market on May 18, 2012, that it has regained compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market. Because the closing bid price for the Company's common stock exceeded $1.00 per share for ten consecutive business days, the Company is in compliance with Rule 5550(a)(2) of Nasdaq's Listing Rules, and no action is needed regarding requirements for continued listing. Central Federal Corporation's common stock continues to trade on Nasdaq under the symbol CFBK. About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. The Company's balance sheet at March 31, 2012, showed $241.44 million in total assets, $232.21 million in total liabilities and $9.22 million in total stockholders' equity. Central Federal reported a net loss of $5.42 million in 2011, a net loss of $6.87 million in 2010, and a net loss of $9.89 million in 2009. Following the 2011 results, Crowe Horwath LLP, in Cleveland, Ohio, expressed substantial doubt about the Company's ability to continue as a going concern. The Company's auditors noted that the Holding Company and its wholly owned subsidiary (CFBank) are operating under regulatory orders that require among other items, higher levels of regulatory capital at CFBank. The Company has suffered significant recurring net losses, primarily from higher provisions for loan losses and expenses associated with the administration and disposition of nonperforming assets at CFBank. These losses have adversely impacted capital at CFBank and liquidity at the Holding Company. At Dec. 31, 2011, regulatory capital at CFBank was below the amount specified in the regulatory order. Failure to raise capital to the amount specified in the regulatory order and otherwise comply with the regulatory orders may result in additional enforcement actions or receivership of CFBank. Regulatory Matters On May 25, 2011, Central Federal Corporation and CFBank each consented to the issuance of an Order to Cease and Desist (the Holding Company Order and the CFBank Order, respectively, and collectively, the Orders) by the Office of Thrift Supervision (OTS), the primary regulator of the Holding Company and CFBank at the time the Orders were issued. The Holding Company Order required it, among other things, to: (i) submit by June 30, 2011, a capital plan to regulators that establishes a minimum tangible capital ratio commensurate with the Holding Company's consolidated risk profile, reduces the risk from current debt levels and addresses the Holding Company's cash flow needs; (ii) not pay cash dividends, redeem stock or make any other capital distributions without prior regulatory approval; (iii) not pay interest or principal on any debt or increase any Holding Company debt or guarantee the debt of any entity without prior regulatory approval; (iv) obtain prior regulatory approval for changes in directors and senior executive officers; and (v) not enter into any new contractual arrangement related to compensation or benefits with any director or senior executive officer without prior notification to regulators. The CFBank Order required CFBank to have by Sept. 30, 2011, and maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total assets and 12% Total Capital to risk weighted assets. CFBank will not be considered well-capitalized as long as it is subject to individual minimum capital requirements. CFBank did not comply with the higher capital ratio requirements by the Sept. 30, 2011 required date. CHINA GREEN: Reports $49,000 Net Income in First Quarter -------------------------------------------------------- China Green Creative, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $49,397 million on $682,358 of revenue for the three months ended March 31, 2012, compared with net income of $112,397 on $719,183 of revenue for the same period during the prior year. The Company reported a net loss of $344,901 on $1.93 million of revenues for 2011, compared with a net loss of $3.35 million on $2.78 million of revenues for 2010. The Company's balance sheet at March 31, 2012, showed $5.52 million in total assets, $8.04 million in total liabilities and a $2.52 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/fduXMB About China Green China Green Creative, Inc., located in Shenzhen, Guangdong Province, People's Republic of China, is principally engaged in the distribution of consumer goods and electronic products in the PRC. After auditing the 2011 results, Madsen & Associates CPA's, Inc., in Salt Lake City, Utah, expressed substantial doubt about China Green Creative's ability to continue as a going concern. The independent auditor noted that the Company does not have the necessary working capital to service its debt and for its planned activity. CICERO INC: Reports $2.1 Million Net Income in First Quarter ------------------------------------------------------------ Cicero Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $2.15 million on $3.66 million of total operating revenue for the three months ended March 31, 2012, compared with a net loss of $435,000 on $729,000 of total operating revenue for the same period during the prior year. The Company reported a net loss of $2.97 million in 2011, compared with a net loss of $459,000 in 2010. The Company's balance sheet at March 31, 2012, showed $6.82 million in total assets, $10.45 million in total liabilities and a $3.63 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/H6VmY1 About Cicero Inc. Cary, N.C.-based Cicero, Inc., provides business integration software solutions and also provides technical support, training and consulting services as part of its commitment to providing customers with industry-leading solutions. The Company focuses on the customer experience management market with emphasis on desktop integration and business process automation with its Cicero XM(TM) products. Cicero XM enables the flow of data between different applications, regardless of the type and source of the application, eliminating redundant entry and costly mistakes. The Company has extended the maturity dates of several debt obligations that were due in 2011 to 2012, to assist with liquidity and may attempt to extend these maturities again if necessary. Despite the recent additions of several new clients, the Company continues to struggle to gain additional sources of liquidity on terms that are acceptable to the Company. CIRCUS AND ELDORADO: Sec. 341 Creditors' Meeting Moved to July 2 ---------------------------------------------------------------- The U.S. Trustee in Reno, Nevada, will hold a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 cases of Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. The 341 Meeting, originally scheduled for June 25, 2012, at 2:00 p.m., has been continued to July 2, 2012, at 11:00 a.m., at C. Clifton Young Federal Building, 300 Booth Street, Room 2110, in Reno. Proofs of claim are due in the case by Sept. 24, 2012. About Circus and Eldorado Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case Nos. 12-51156 and 12-51157) on May 17, 2012. Circus and Eldorado Joint Venture owns and operates the Silver Legacy Resort Casino, a premier 19th century silver mining themed hotel, casino and entertainment complex located in downtown Reno, Nevada. The casino and entertainment areas at Silver Legacy are connected by skyway corridors to the neighboring Eldorado Hotel & Casino and the Circus Circus Hotel and Casino, each of which are owned by affiliates of the Debtors. Together, the three properties comprise the heart of the Reno market's prime gaming area and room base. Silver Legacy Capital Corp. is a wholly owned subsidiary of the Joint Venture and was created and exists for the sole purpose of serving as a co-issuer of the mortgage notes due 2012. SLCC has no operations, assets or revenues. Eldorado Hotel & Casino and Circus Circus Hotel and Casino are not debtors in the Chapter 11 cases. The Company did not make the required principal payment of its 10.125% mortgage notes on the maturity date of March 1, 2012. The company also elected not to make the scheduled interest payment. As a result, an aggregate of $142,800,000 principal amount of Notes were outstanding and accrued interest of $7,229,250 on the Notes, as of March 1, 2012, is due and payable. The Debtors have entered into a Restructuring Support Agreement ith Capital Research and Management Company, a holder of a ubstantial portion of the mortgage notes. A copy of the RSA dated March 15, 2012, is available for free at http://is.gd/diDPh3 The RSA contemplates a proposed plan will be filed no later than June 1, 2012. The plan will contain creditor treatments that have already been negotiated with and agreed to by creditor constituents. The Debtors will seek approval of the explanatory disclosure statement within 45 days after the Petition Date and obtain confirmation of the Plan 60 days later. Judge Bruce T. Beesley presides over the case. Paul S. Aronzon, Esq., and Thomas P. Kreller, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and Sallie B. Armstrong, Esq., at Downey Brand LLP, serve as the Debtors' counsel. The Debtors' financial advisor is FTI Consulting Inc. The claims agent is Kurtzman Carson Consultants LLC. The Bank of New York Mellon Trust Company, N.A., the trustee for the Debtors' 10-1/8% Mortgage Notes due 2012, is represented by Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. Circus and Eldorado Joint Venture had assets of $264 million and liabilities of $174 million as of March 31, 2012. The petitions were signed by Stephanie D. Lepori, chief financial officer. CIRCUS AND ELDORADO: Hiring FTI Consulting as Financial Advisor --------------------------------------------------------------- Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. seek Bankruptcy Court permission to employ FTI Consulting Inc. as their financial advisor. The Debtors said FTI is already heavily involved in many of the Debtors' critical financial activities, including, but not limited to, preparation of the Debtors' statements of financial affairs, schedules of assets and liabilities, and valuation analysis. On Feb. 1, 2012, the Debtors provided FTI with advance payment of $100,000 to establish a retainer to pay for FTI's services rendered or to be rendered in connection with the Debtors' restructuring efforts. On May 15, the Debtors provided an additional payment of $150,000. FTI held $155,285 of the initial cash on account as of the petition date. According to the firm's books and records, prior to the petition date, FTI received payments from the Debtors of $682,000. The Debtors proposed to pay FTI at these standard hourly rates: Senior managing directors $780 - $895 Directors/Managing directors $560 - $745 Consultants/Senior consultants $280 - $530 Administrative/Paraprofessionals $115 - $230 The firm will also be reimbursed for necessary expenses. The Debtors will also provide indemnification. FTI managing director Walton L. Brown attests the firm (a) is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, (b) does not hold or represent an interest adverse to the Debtors' estates, and (c) has no connection to the Debtors, their creditors, or their related parties. About Circus and Eldorado Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case Nos. 12-51156 and 12-51157) on May 17, 2012. Circus and Eldorado Joint Venture owns and operates the Silver Legacy Resort Casino, a premier 19th century silver mining themed hotel, casino and entertainment complex located in downtown Reno, Nevada. The casino and entertainment areas at Silver Legacy are connected by skyway corridors to the neighboring Eldorado Hotel & Casino and the Circus Circus Hotel and Casino, each of which are owned by affiliates of the Debtors. Together, the three properties comprise the heart of the Reno market's prime gaming area and room base. Silver Legacy Capital Corp. is a wholly owned subsidiary of the Joint Venture and was created and exists for the sole purpose of serving as a co-issuer of the mortgage notes due 2012. SLCC has no operations, assets or revenues. Eldorado Hotel & Casino and Circus Circus Hotel and Casino are not debtors in the Chapter 11 cases. The Company did not make the required principal payment of its 10.125% mortgage notes on the maturity date of March 1, 2012. The company also elected not to make the scheduled interest payment. As a result, an aggregate of $142,800,000 principal amount of Notes were outstanding and accrued interest of $7,229,250 on the Notes, as of March 1, 2012, is due and payable. The Debtors have entered into a Restructuring Support Agreement with Capital Research and Management Company, a holder of a substantial portion of the mortgage notes. A copy of the RSA dated March 15, 2012, is available for free at http://is.gd/diDPh3 The RSA contemplates a proposed plan will be filed no later than June 1, 2012. The plan will contain creditor treatments that have already been negotiated with and agreed to by creditor constituents. The Debtors will seek approval of the explanatory disclosure statement within 45 days after the Petition Date and obtain confirmation of the Plan 60 days later. Judge Bruce T. Beesley presides over the case. Paul S. Aronzon, Esq., and Thomas P. Kreller, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and Sallie B. Armstrong, Esq., at Downey Brand LLP, serve as the Debtors' counsel. The Debtors' financial advisor is FTI Consulting Inc. The claims agent is Kurtzman Carson Consultants LLC. The Bank of New York Mellon Trust Company, N.A., the trustee for the Debtors' 10-1/8% Mortgage Notes due 2012, is represented by Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. Circus and Eldorado Joint Venture had assets of $264 million and liabilities of $174 million as of March 31, 2012. The petitions were signed by Stephanie D. Lepori, chief financial officer. CIRCUS AND ELDORADO: Taps Evercore Group as Investment Banker ------------------------------------------------------------- Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. ask the Bankruptcy Court to approve their employment of Evercore Group LLC as investment banker. Since August last year, Evercore has worked closely with the Debtors' management, creditors and other professionals and advisors in exploring various strategic, financial and restructuring alternatives and otherwise assisting the Debtors in preparing for the bankruptcy filing. The Debtors will look to Evercore for assistance in developing a restructuring plan and in negotiating with various stakeholders regarding the Plan. Evercore has received $782,000 from the Debtors since August. As of the petition date, the firm held $8,600 on account of an expense retainer. The Debtors propose to pay the firm: -- a $75,000 monthly fee; -- a $1 million fee upon consummation of any restructuring; -- a fee payable upon consummation of financing from non- affiliate third parties as a percentage of new financing gross proceeds: Percentage From New Financing Financing Gross Proceeds --------- ------------------------ Any indebtedness 1.0% Equity or equity-linked Securities/obligations 5.0% Stephen Hannan, senior managing director of Evercore, attests the firm (a) is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, (b) does not hold or represent an interest adverse to the Debtors' estates, and (c) has no connection to the Debtors, their creditors, or their related parties. About Circus and Eldorado Circus and Eldorado Joint Venture and Silver Legacy Capital Corp. filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case Nos. 12-51156 and 12-51157) on May 17, 2012. Circus and Eldorado Joint Venture owns and operates the Silver Legacy Resort Casino, a premier 19th century silver mining themed hotel, casino and entertainment complex located in downtown Reno, Nevada. The casino and entertainment areas at Silver Legacy are connected by skyway corridors to the neighboring Eldorado Hotel & Casino and the Circus Circus Hotel and Casino, each of which are owned by affiliates of the Debtors. Together, the three properties comprise the heart of the Reno market's prime gaming area and room base. Silver Legacy Capital Corp. is a wholly owned subsidiary of the Joint Venture and was created and exists for the sole purpose of serving as a co-issuer of the mortgage notes due 2012. SLCC has no operations, assets or revenues. Eldorado Hotel & Casino and Circus Circus Hotel and Casino are not debtors in the Chapter 11 cases. The Company did not make the required principal payment of its 10.125% mortgage notes on the maturity date of March 1, 2012. The company also elected not to make the scheduled interest payment. As a result, an aggregate of $142,800,000 principal amount of Notes were outstanding and accrued interest of $7,229,250 on the Notes, as of March 1, 2012, is due and payable. The Debtors have entered into a Restructuring Support Agreement with Capital Research and Management Company, a holder of a substantial portion of the mortgage notes. A copy of the RSA dated March 15, 2012, is available for free at http://is.gd/diDPh3 The RSA contemplates a proposed plan will be filed no later than June 1, 2012. The plan will contain creditor treatments that have already been negotiated with and agreed to by creditor constituents. The Debtors will seek approval of the explanatory disclosure statement within 45 days after the Petition Date and obtain confirmation of the Plan 60 days later. Judge Bruce T. Beesley presides over the case. Paul S. Aronzon, Esq., and Thomas P. Kreller, Esq., at Milbank, Tweed, Hadley & McCloy LLP; and Sallie B. Armstrong, Esq., at Downey Brand LLP, serve as the Debtors' counsel. The Debtors' financial advisor is FTI Consulting Inc. The claims agent is Kurtzman Carson Consultants LLC. The Bank of New York Mellon Trust Company, N.A., the trustee for the Debtors' 10-1/8% Mortgage Notes due 2012, is represented by Craig A. Barbarosh, Esq., and Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP. Circus and Eldorado Joint Venture had assets of $264 million and liabilities of $174 million as of March 31, 2012. The petitions were signed by Stephanie D. Lepori, chief financial officer. CIRTRAN CORP: Incurs $1.3 Million Net Loss in First Quarter ----------------------------------------------------------- Cirtran Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.28 million on $618,700 of net sales for the three months ended March 31, 2012, compared with a net loss of $8.61 million on $1.39 million of net sales for the same period during the prior year. Cirtran Corp. reported a net loss of $7.04 million in 2011, compared with a net loss of $4.95 million in 2010. The Company's balance sheet at March 31, 2012, showed $906,013 in total assets, $27.24 million in total liabilities and a $26.33 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/T0KNy9 About CirTran Corporation West Valley City, Utah-based CirTran Corporation (OTC BB: CIRC) -- http://www.CirTran.com/-- markets and manufactures energy drinks under the Playboy brand pursuant to a license agreement with Playboy Enterprises, Inc. The Company also provides turnkey manufacturing services and products using various high-tech applications for electronics manufacturers in various industries. In its report accompanying the 2011 financial statements, Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, noted that Company has an accumulated deficit, has suffered losses from operations, has negative working capital and one of the consolidated subsidiaries has filed for Chapter 11 bankruptcy which raises substantial doubt about its ability to continue as a going concern. CLEAR CHANNEL: Stockholders Approve Incentive Plans --------------------------------------------------- At the annual meeting of stockholders of Clear Channel Outdoor Holdings, Inc., an indirect subsidiary of Clear Channel Communications, Inc., CCOH's stockholders approved CCOH's 2012 Stock Incentive Plan and CCOH's Amended and Restated 2006 Annual Incentive Plan. 2012 Stock Incentive Plan CCOH's 2012 Stock Incentive Plan is a broad-based incentive plan that provides for granting stock options, stock appreciation rights, restricted stock, deferred stock awards, and performance- based cash and stock awards to any of CCOH's or its subsidiaries' present or future directors, officers, employees, consultants, or advisers. Subject to adjustments as required or permitted by the 2012 Stock Incentive Plan's terms, under the 2012 Stock Incentive Plan, CCOH may issue a total of (1) 29,142,027 shares of CCOH's Class A common stock, $.01 par value per share, plus (2) the number of shares of common stock granted under CCOH's 2005 Stock Incentive Plan, as amended and restated, that would be considered "Lapsed Awards" under Section 3.2 of the 2012 Stock Incentive Plan had they been granted under the 2012 Stock Incentive Plan. The following shares are not taken into account in applying these limitations: (1) shares covered by awards that expire or are canceled, forfeited, settled in cash, or otherwise terminated; (2) shares delivered to CCOH or withheld by CCOH for the payment or satisfaction of purchase price or tax withholding obligations associated with the exercise or settlement of an award; and (3) shares covered by stock-based awards assumed by CCOH in connection with the acquisition of another company or business. Unless sooner terminated, the 2012 Stock Incentive Plan will terminate on the tenth anniversary of the date of its adoption by CCOH's Board of Directors, or Feb. 16, 2022. CCOH's 2005 Stock Incentive Plan, as amended and restated, automatically terminated upon stockholder approval of the 2012 Stock Incentive Plan at CCOH's annual meeting of Stockholders on May 18, 2012, and, as a result of that termination, there are no shares available for new grants under CCOH's 2005 Stock Incentive Plan. Amended and Restated 2006 Annual Incentive Plan CCOH's Amended and Restated 2006 Annual Incentive Plan provides for the award of performance-based compensation to executive officers and other selected key employees of CCOH and its subsidiaries that will not be subject to the executive compensation deduction limitations of Section 162(m) of the Internal Revenue Code of 1986, as amended. All awards under CCOH's Amended and Restated 2006 Annual Incentive Plan will be settled in cash. About Clear Channel San Antonio, Texas-based CC Media Holdings, Inc. (OTC BB: CCMO) -- http://www.ccmediaholdings.com/-- is the parent company of Clear Channel Communications, Inc. CC Media Holdings is a global media and entertainment company specializing in mobile and on-demand entertainment and information services for local communities and premier opportunities for advertisers. The Company's businesses include radio and outdoor displays. The Company's balance sheet at March 31, 2012, showed $16.48 billion in total assets, $24.29 billion in total liabilities, and a $7.80 billion total members' deficit. Clear Channel reported a net loss of $302.09 million on $6.16 billion of revenue in 2011, compared with a net loss of $479.08 million on $5.86 billion of revenue in 2010. The Company had a net loss of $4.03 billion on $5.55 billion of revenue in 2009. Bankruptcy Warning At March 31, 2012, the Company had $20.7 billion of total indebtedness outstanding. The Company said in its quarterly report for the period ended March 31, 2012, that its ability to restructure or refinance the debt will depend on the condition of the capital markets and the Company's financial condition at that time. Any refinancing of the Company's debt could be at higher interest rates and increase debt service obligations and may require the Company and its subsidiaries to comply with more onerous covenants, which could further restrict the Company's business operations. The terms of existing or future debt instruments may restrict the Company from adopting some of these alternatives. These alternative measures may not be successful and may not permit the Company or its subsidiaries to meet scheduled debt service obligations. If the Company and its subsidiaries cannot make scheduled payments on indebtedness, the Company or its subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result the Company could be forced into bankruptcy or liquidation. * * * The Troubled Company Reporter said on Feb. 10, 2012, Fitch Ratings has affirmed the 'CCC' Issuer Default Rating of Clear Channel Communications, Inc., and the 'B' IDR of Clear Channel Worldwide Holdings, Inc., an indirect wholly owned subsidiary of Clear Channel Outdoor Holdings, Inc., Clear Channel's 89% owned outdoor advertising subsidiary. The Rating Outlook is Stable. Fitch's ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable and growing interest burden that pressures free cash flow; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. CITY NATIONAL: Preston Pinkett Discloses 10.3% Equity Stake ----------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Preston D. Pinkett, III, disclosed that, as of May 19, 2012, he beneficially owns 14,998 shares of common stock of City National Bancshares Corporation representing 10.3% of the shares outstanding. Mr. Pinkett previously reported beneficial ownership of 13,409 common shares or a 9.3% equity stake as of Dec. 22, 2011. A copy of the amended filing is available for free at: http://is.gd/m38SaW About City National Bancshares Newark, New Jersey-based City National Bancshares Corporation is a New Jersey corporation incorporated on Jan. 10, 1983. City National Bank, a wholly-owned subsidiary of CNBC, is a national banking association chartered in 1973 under the laws of the United States of America and has one subsidiary, City National Investments, Inc., an investment company which holds, maintains and manages investment assets for CNB. CNB provides a wide range of retail and commercial banking services through its retail branch network, although the primary focus is on establishing commercial and municipal relationships. For the nine months ended Sept. 30, 2011, the Company has reported a net loss of $4.0 million on $8.0 of net interest income, compared with a net loss of $3.2 million on $9.9 million of net interest income for the same period last year. The Company's balance sheet at Sept. 30, 2011, showed $349.2 million in total assets, $328.2 million in total liabilities, and stockholders' equity of $20.9 million. As reported in the Troubled Company Reporter on June 1, 2011, KPMG LLP, in Short Hills, New Jersey, expressed substantial doubt about City National Bancshares' 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 suffered recurring losses from operations and has entered into a consent order with the Office of the Comptroller of the Currency. COMMUNITY HOME FIN'L: Sec. 341 Creditors' Meeting Set for June 29 ----------------------------------------------------------------- The U.S. Trustee in Jackson, Mississippi, will convene a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Community Home Financial Services, Inc., on June 29, 2012, at 9:30 a.m. at 341 Mtg - Jackson U.S. Courthouse Suite 1.452. The last day to oppose discharge or dischargeability is Aug. 28, 2012. Proofs of claim are due in the case by Sept. 20, 2012. Government proof of claim are due by Nov. 19, 2012. About Community Home Financial Services Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor estimated assets and debts of $10 million to $50 million. Judge Edward Ellington presides over the case. The Debtor is represented by Jonathan Bissette, Esq., at Wells Marble & Hurst, PLLC, in Ridgeland, Mississippi. COMPETITIVE TECHNOLOGIES: Incurs $795,000 Net Loss in 1st Quarter ----------------------------------------------------------------- Competitive Technologies, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $795,206 on $329,746 of product sales for the three months ended March 31, 2012, compared with net income of $29,434 on $1.82 million of product sales for the same period a year ago. The Company reported a net loss of $3.59 million in 2011. The Company reported a net loss of $2.40 million on $163,993 of product sales for the five months ended Dec. 31, 2010. The Company's balance sheet at March 31, 2012, showed $4.66 million in total assets, $6.82 million in total liabilities, all current, and a $2.15 million total shareholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/H7Rr06 About Competitive Technologies Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX: CTTC) -- http://www.competitivetech.net/-- was established in 1968. The Company provides distribution, patent and technology transfer, sales and licensing services focused on the needs of its customers and matching those requirements with commercially viable product or technology solutions. Sales of the Company's Calmare(R) pain therapy medical device continue to be the major source of revenue for the Company. After auditing the 2011 results, Mayer Hoffman McCann CPAs, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred operating losses since fiscal year 2006. COMPREHENSIVE CARE: Reports $80,000 Net Income in 1st Quarter ------------------------------------------------------------- Comprehensive Care Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $80,000 on $17.89 million of managed care revenues for the three months ended March 31, 2012, compared with net income of $41,000 on $18.28 million of managed care revenues for the same period during the prior year. Comprehensive Care reported a net loss of $14.08 million in 2011, compared with a net loss of $10.47 million in 2010. The Company's balance sheet at March 31, 2012, showed $15.02 million in total assets, $31.27 million in total liabilities and a $16.25 million total stockholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/xGZyhk About Comprehensive Care Tampa, Fla.-based Comprehensive Care Corporation provides managed care services in the behavioral health, substance abuse, and psychotropic pharmacy management fields. Following the 2011 results, Mayer Hoffman McCann P.C., in Clearwater, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has not generated sufficient cash flows from operations to fund its working capital requirements. CORD BLOOD: Incurs $1.3 Million Net Loss in First Quarter --------------------------------------------------------- Cord Blood America, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $1.26 million on $1.55 million of revenue for the three months ended March 31, 2012, compared with a net loss attributable to the Company of $1.83 million on $1.45 million of revenue for the same period a year ago. Cord Blood reported a net loss attributable to the Company of $5.97 million in 2011, compared with a net loss attributable to the Company of $8.09 million in 2010. The Company's balance sheet at March 31, 2012, showed $7.41 million in total assets, $7.31 million in total liabilities and $101,042 in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/T9cbaW About Cord Blood America Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily a holding company whose subsidiaries include Cord Partners, Inc., CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc. D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel Inc, D/B/A Rainmakers International. Cord specializes in providing private cord blood stem cell preservation services to families. BodyCells is a developmental stage company and intends to be in the business of collecting, processing and preserving peripheral blood and adipose tissue stem cells allowing individuals to privately preserve their stem cells for potential future use in stem cell therapy. Properties was formed to hold the corporate trademarks and other intellectual property of CBAI. Rain specializes in creating direct response television and radio advertising campaigns, including media placement and commercial production. After auditing the 2011 results, Rose, Snyder & Jacobs, LLP, in Encino, California, expressed substantial doubt substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has sustained recurring operating losses, continues to consume cash in operating activities, and has insufficient working capital and an accumulated deficit at Dec. 31, 2011. CREDITRON FINANCIAL: Judge Won't Appoint Trustee in Owners' Case ---------------------------------------------------------------- Ed Palatella at Erie Times-News reports that Chief U.S. Bankruptcy Judge Thomas P. Agresti has declined to appoint a trustee to oversee the bankruptcy estate of Joyce M. Covatto and Alfred D. Covatto, whose Telatron Marketing Group Inc. was sold in U.S. Bankruptcy Court in Erie in January. According to the report, Judge Agresti has ruled that the evidence was lacking for him to appoint a trustee to displace the Covattos, who are married and who filed for Chapter 11 bankruptcy in May 2011. They will continue to work toward submitting a reorganization plan to Judge Agresti by July 1. When they filed for bankruptcy, the Covattos listed assets of at least $1 million and debts of $918,442, including $825,605 owed the Internal Revenue Service. The report says Judge Agresti agreed with the Covattos' lawyer, Guy Fustine, that the couple had not mismanaged their financial affairs. The circumstances in the Covattos' case "don't even come close" to warranting the appointment of a trustee, Judge Agresti said. The report recounts the trustee for the Telatron bankruptcy estate, lawyer John Melaragno, requested the trustee for the Covatto case. He argued the Covattos were mismanaging their financial affairs by failing to negotiate a long-term lease with Agility Marketing Group, which bought Telatron's assets in Bankruptcy Court. The report adds the Telatron's trustee filed financial claims against the Covattos for money he said they owe Telatron. Mr. Melaragno would use that money to help pay Telatron's creditors, including the IRS, which the Telatron bankruptcy estate owes more than $1 million. If they do not negotiate a lease with Agility, the report quotes Mr. Melaragno as saying, the Covattos would lack the income to pay the claims to Telatron. Judge Agresti has faulted Agility for getting behind in its rent to the Covattos. He said the evidence showed the Covattos and Agility can still reach a deal on a lease. Based in Erie, Pennsylvania, Creditron Financial Corporation dba Telatron Marketing Group Inc. filed for Chapter 11 bankruptcy protection (Bankr. W.D. Penn. Case No. 08-11289) on July 3, 2008. Stephen H. Hutzelman, Esq., at Plate Shapira Hutzelman Berlin May, et al., represents the Debtor. The Debtor disclosed $3 million in total assets and $4.8 million in total liabilities in its bankruptcy petition. A private business from New York City, Y & Y Holdings LLC, bought Telatron's assets for $600,000 and renamed it Agility Marketing Inc. CROATAN SURF: Royal Bank America Allowed $18MM Secured Claim ------------------------------------------------------------ Bankruptcy Judge Stephani W. Humrickhouse ruled that Royal Bank America will have an allowed secured claim for $18,008,562 in the Chapter 11 case of Croatan Surf Club LLC, which represents principal, interest, late fees, and actual attorneys' fees incurred up to the petition date. RBA's request for postpetition interest and postpetition attorneys' fees is allowed in part, in that RBA is allowed postpetition interest of $1,140,092, and denied in part, as to any additional post-petition interest sought, as well as post-petition attorneys' fees, given that the collateral is insufficient to support further interest or fees. RBA's request for a superpriority administrative expense claim is denied. The Debtor and Edwards Family Partnership LP objected to Claim No. 2 filed by RBA. The Debtor does not dispute the amount of principal owed as stated in RBA's claim, which is $16,306,399. The remaining components of the claim, however, consisting of interest, attorney's fees, and late fees, are contested. The Debtor owed RBA under a 2007 construction loan for $17,000,000, which was guaranteed by various individuals and secured by a first priority deed of trust. In the bankruptcy proceedings, RBA has argued that the Debtor cannot adequately protect it for the use of its rental cash collateral by giving it a replacement lien in that collateral. A copy of the Court's May 25, 2012 Order is available at http://is.gd/Lan4Dlfrom Leagle.com. About Croatan Surf Club Croatan Surf Club, LLC owns a 36-unit condominium complex in Kill Devil Hills, North Carolina. It filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 11-00194) on Jan. 10, 2011. Walter L. Hinson, Esq., at Hinson & Rhyne, P.A., in Wilson, N.C., serve as counsel to the Debtor. Kevin J. Silverang, Esq., and Philip S. Rosenzweig, Esq., at Silverang & Donohoe, LLC, in St. Davids, Pa., serve as co-counsel to the Debtor. No creditors committee has been formed in the case. In its schedules, the Debtor disclosed $26,151,718 in assets and $19,350,000 in liabilities. CRYOPORT INC: Amends Form S-1 Registration Statement ---------------------------------------------------- Cryoport, Inc., filed with the U.S. Securities and Exchange Commission amendment no.2 to form S-1 relating to the offering by certain existing holders of the Company's common stock of 55,705,100 shares of common stock, par value $0.001 per share, including 31,418,823 shares of the Company's common stock issuable upon exercise of the warrants held by those selling security holders. This prospectus also relates to the issuance of 1,666,667 shares of common stock upon exercise of certain publicly traded warrants, that were issued as part of a public offering of units and the resale of those shares of common stock. The Company's common stock and Traded Warrants are currently traded on the OTCQB, operated by the OTC Markets Group, Inc., under the symbols "CYRX" and "CYPTW." As of April 16, 2012, the closing sale price of the Company's common stock and Traded Warrants were $0.52 per share and $0.15 per Traded Warrant, respectively. A copy of the amended prospectus is available for free at: http://is.gd/yeQnbH About CryoPort Inc. Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB: CYRXD) -- http://www.cryoport.com/-- provides innovative cold chain frozen shipping system dedicated to providing superior, affordable cryogenic shipping solutions that ensure the safety, status and temperature of high value, temperature sensitive materials. The Company has developed a line of cost-effective reusable cryogenic transport containers capable of transporting biological, environmental and other temperature sensitive materials at temperatures below 0-degree Celsius. KMJ Corbin & Company LLP expressed substantial doubt about CryoPort's ability to continue as a going concern, following the Company's fiscal 2009 results. The firm noted that the Company has incurred recurring losses and negative cash flows from operations since inception. The Company reported a net loss of $6.16 million on $378,700 of net revenues for the nine months ended Dec. 31, 2011, compared with a net loss of $4.29 million on $375,400 of net revenues for the same period during the prior year. The Company's balance sheet at Dec. 31, 2011, showed $4.22 million in total assets, $3.60 million in total liabilities, and $620,900 in total stockholders' equity. DECOR PRODUCTS: Reports $401,000 Net Income in 1st Quarter ---------------------------------------------------------- Decor Products International, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of US$401,355 on US$3.81 million of net revenues for the three months ended March 31, 2012, compared with net income of US$650,483 on US$5.03 million of net revenues for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed US$44.93 million in total assets, US$10.81 million in total liabilities and US$34.11 million in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/mjmWGV About Decor Products Decor Products International, Inc., through its subsidiaries, mainly engages in the manufacture and sale of furniture decorative paper and related products in the People's Republic of China. The Company is headquartered in Chang'an Town, Dongguan, Guangdong Province, between Shenzhen and Guangzhou in southern China. After auditing the financial statements for the year ended Dec. 31, 2011, HKCMCPA Company Limited, in Hong Kong, China, noted that the Company has made default in repayment of convertible notes and promissory notes that raise substantial doubt about its ability to continue as a going concern. DELPHI AUTOMOTIVE: Moody's Says FCI Unit Acquisition Credit Pos. ---------------------------------------------------------------- Moody's Investors Service said that the announcement by Delphi Automotive Plc (the parent company of Delphi Corporation, Ba1 Stable) that it has made a binding offer to acquire FCI Group's Motorized Vehicles Division is viewed as a positive credit development for Delphi. The acquisition is expected to enhance Delphi's competitive position in the automotive parts supplier industry. Pro Forma for the transaction, Delphi's leverage is expected to increase only slightly. In addition, Moody's expects free cash generation in 2012 to be sufficient to partially fund the transaction and support the assigned SGL-2 Speculative Grade Liquidity rating over the near-term. The transaction is expected to close by year-end 2012. Delphi Automotive, PLC is a supplier of vehicle electronics, transportation components, integrated systems and modules, and other electronic technology. Delphi operates globally and has a diverse customer base, including every major vehicle manufacturer. Revenues in 2011 were approximately $16 billion. Delphi Corporation is the U.S. based subsidiary of Delphi Automotive PLC. DEWEY & LEBOEUF: Files Bankruptcy, Winding Down Offices Worldwide ----------------------------------------------------------------- Dewey & LeBoeuf LLP collapsed into Chapter 11 bankruptcy (Bankr. S.D.N.Y. 12-12321) in Manhattan after failing to save the law firm amid struggles with high debt and partner defections. Dewey, based in New York, disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late Monday. Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine LLP and LeBoeuf, Lamb, Greene & MacRae LLP. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. Only 150 employees are left to complete the wind-down of the business, according to a court filing. Dewey & LeBoeuf said in a statement unlike most other Chapter 11 cases, this filing does not anticipate a return to business but rather a managed wind-down of affairs, followed by liquidation. Dewey & LeBoeuf expects the most significant portion of the process to be completed in the next few months. In the interim, the firm will be operating on a budget and according to a timetable to be determined by the Court. "We are proud of the dedication and professionalism that has characterized Dewey & LeBoeuf over many years, and we intend to bring the same focus to the unfortunate task of closing out our affairs," said Stephen J. Horvath, Executive Partner. The firm has asked the Court for permission to continue to pay salaries, benefits and Paid Time Off (PTO) in the ordinary course of business, for current employees, consistent with bankruptcy laws. The firm expects permission to be granted within 48 hours following the filing. The firm will ask approximately 90 employees to remain on staff to assist in the wind-down. Road to Bankruptcy Following the merger in 2007, the firm sought to further expand by acquiring partners and practice groups -- the "rainmakers" -- with significant books of business. The firm entered into compensation agreements with 100 partners for certain guaranteed and incentive payments. But Dewey & LeBoeuf "was formed at the onset of one of the worst economic downturns in U.S. history," Jonathan A. Mitchell, the chief restructuring officer, said. "These negative economic conditions, combined with the firm's rapid growth and partnership compensation arrangements, created a situation where the cash flow was insufficient to cover capital expenses and full compensation expectations." To deal with the cash flow problems, the partners cancelled or deferred income of over $100 million. In December 2011 profit fell $30 million short for the calendar year. In January 2012, the firm was advised not to use the $25 million of its $100 million revolving credit facility because the facility was up for renewal in April 2012. The resulting contraction of working capital by $55 million resulted in a liquidity crisis for the firm, which contributed to its ultimate demise. During the first quarter of 2012, the firm was confronted with liquidity constraints that led to the precipitous resignation of over 160 of the firm's 300 partners by May 11. By April the firm had drawn about $75 million of a $100 million credit line from banks including JPMorgan Chase & Co. and Citigroup Inc., and was trying to collect money owed by clients to pay bankers, Bloomberg News said, citing two people familiar with Dewey's finances. On April 27, the firm learned the Manhattan District Attorney's office was investigating allegations of wrongdoing by Steven Davis, the firm's sole chairman. Two days later, Mr. Davis was removed from all his leadership roles. According to Mr. Mitchell, following unsuccessful negotiations with other law firms and as a result of the continuing defaults under its credit facilities, and the inability to renew or secure alternative financing, the Debtor decided that it would be in the best interests of its clients, creditors, employees and other parties for the Debtor to wind-down its business. Wind Down Faced with the potential acceleration of $225 million in principal amount of prepetition secured debt, the firm promptly issued notices under the applicable Worker Adjustment and Retraining Notification statutes on May 4, 2012, to notify its employees that the vast majority of them would likely be terminated. The firm on May 11 appointed a committee comprised of (a) Janis M. Meyer, a partner and general counsel; and (b) Stephen J. Horvath III, Esq., the executive partner, to oversee the wind-down. An agreed upon budget for the wind-down contemplates funding (i) for the remaining 150 employees in the U.S. from May 15 through May 31, and (ii) a reduced wind-down staff of 90 employees in the U.S. from June 1, 2012 onward. The firm's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Accounts Receivable As of the Petition Date, the Debtor's assets consist principally of $13 million in cash, accounts receivable and work-in-progress with a face amount of approximately $255 million generated by the firm's U.S. offices, various pieces of artwork, approximately $11 million invested in an insurance consortium, as well as potential estate claims and causes of action against partners and other third parties. Liabilities include $225 million in obligations to secured lenders, $50 million in obligations to secured personal property lessors, $40 million in accounts payable, pension and deferred compensation claims, and claims by employees for accrued paid time As of the Petition Date, it is estimated that there was approximately $255 million in face amount of uncollected accounts receivable and work-in-process generated by the firm's U.S. offices. The firm intends to use cash collateral to facilitate the collection of its accounts receivable and continue the orderly wind-down. DEWEY & LEBOEUF: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Dewey & LeBoeuf LLP 1301 Avenue of the Americas New York, NY 10019 Bankruptcy Case No.: 12-12321 Type of Business: Dewey & LeBoeuf was formed by the 2007 merger of Dewey Ballantine LLP and LeBoeuf, Lamb, Greene & MacRae LLP. At its peak, Dewey employed about 2,000 people -- roughly 1,000 lawyers in 25 offices across the globe and the other half support staff including legal secretaries, mailroom clerks and paralegals. Chapter 11 Petition Date: May 28, 2012 Court: U.S. Bankruptcy Court Southern District of New York Debtor's Counsel: Albert Togut, Esq. TOGUT, SEGAL & SEGAL LLP One Penn Plaza Suite 3335 New York, NY 10119 Tel: (212) 594-5000 Fax : (212) 967-4258 E-mail: alcourt@teamtogut.com Debtor's Claims and Noticing Agent: EPIQ BANKRUPTCY SOLUTIONS LLC Estimated Assets: $100 million to $500 million Estimated Debts: $100 million to $500 million The petition was signed by Jonathan A. Mitchell, chief restructuring officer. Dewey & LeBoeuf LLP's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Pension Benefit Guaranty Pension Claim $80,000,000 Corporation 1200 K Street, N.W. Washington, DC 20005 Tel: (202) 326-4020 E-mail: Wagner.Scott@pbgc.gov 1301 Properties Owner LP Property Taxes/ $3,778,350 1633 Broadway, Suite 1801 May Rent New York, NY 10019 Tel: (212) 237-3105 E-mail: VMessina@paramount-group.com Thompson Reuters Library Services- $2,362,869 610 Opperman Drive Legal Research Eagan, MN 55123 Tel: (651) 848-7836 E-mail: Chris.Cartrett@thomsonreuters.com Bank of America Credit Card $2,142,000 CA5-7055-08-01555 555 California Street, 8th Fl. San Francisco, CA 94104 Tel: (415) 622-9688 E-mail: Daniel.Weiss@bankofamerica.com HireCounsel Outsourced $1,557,371 575 Madison Ave. Staffing New York, NY 10022 Tel: (646) 356-0510 E-mail: LMestel@mestel.com Lexis-Nexis Library Services- $1,412,966 125 Park Ave. Legal Research Suite 2200 New York, NY 10017 Tel: (212) 309-8100 E-mail: Carolyn.Ullerick@lexisnexis.com Corrao Miller Outsourced $1,325,000 Wiesenthal Legal Search Staffing Consultants, Inc. 845 Third Ave. New York, NY 10022 Tel: (212) 328-6182 E-mail: rmiller@cmwsearch.com 1101 New York Holding LLC May Rent $830,789 c/o Louis Dreyfus Properties LLC 1101 New York Ave NW, Suite 909 Washington, DC 20005 Tel: (201) 470-4700 E-mail: DHapp@pgp.us.com Diamond Personnel, LLC Outsourced $740,519 352 Seventh Avenue, 3rd Fl. Staffing New York, NY 10001 Tel: (212) 631-7520 E-mail: RSamlin@diamondjob.com Flik International Corp. Dining Services $673,310 Compass Group Usa 3 International Drive, #200 Rye Brook, NY 10573 Tel: (914) 935-5361 E-mail: Scott.Davis@compass-usa.com HBR Consulting LLC Consulting $656,683 311 South Wacker Drive, 22nd Services Fl. Chicago, IL 60606 Tel: (312) 201-8400 E-mail: CPetrini-Poli@hbrconsulting.com CCH Incorporated/Wolters Library Services- $653,059 Kluwer Law & Business Legal Research 2700 Lake Cook Rd. Riverwoods, IL 60015 E-mail: mike.sabbatis@wolterskluwer.com McMorrow & Saverese Recruiting $635,000 7299 Happy Canyon Road Services Santa Ynez, CA 93460 Tel: (805) 693-0043 E-mail: ralphs@mcmsav.com Williams Lea Outsourced $550,393 1 Dag Hammarskj�ld Plaza, Staffing/ 8th Fl. Equipment New York, NY 10017 Tel: (212) 351-9000 E-mail: Ken.Amman@williamslea.com Commerzbank AG May Rent $512,063 2 World Financial Center, 31st Fl. New York, NY 10281 Tel: (212) 266-7200 E-mail: robert.vassallo@commerzbank.com Shook, Hardy & Bacon LLP Services $473,696 Kansas City, MO 64108 Tel: (816) 474-6550 E-mail: JMurphy@shb.com Adams Grayson Corporation Outsourced $422,696 1625 Eye Street, NW., Suite 600 Staffing Washington, DC 20006 Tel: (202) 828-1112 E-mail: PGronvall@adamsgrayson.com Emily L. Saffitz Severence $416,667 82 Washington Place, 2B Arrangement New York, NY 10011 Tel: (212) 751-3171 E-mail: Emily.Saffitz@tklaw.com Swiss Post Solutions Outsourced $392,601 10 E. 40th Street, 9th Floor Staffing/ New York, NY 10016 Equipment Tel: (212) 204-0990 E-mail: art.tatge@swisspost.com GE Asset Management Refund for Legal $362,171 1600 Summer Street, #3 Services Stamford, CT 06905 Tel: (203) 326-2300 E-mail: Matthew.Simpson@ge.com DISH NETWORK: Moody's Says AutoHop Feature Credit Negative ---------------------------------------------------------- Moody's Investors Service said that Dish Network's new commercial- skipping feature, AutoHop, if deployed and widely used by consumers as DVRs have been, will have broad negative credit implications across the television industry. Advertising is a major component of how television networks, particularly broadcast networks and stations generate revenue for their programming. This results in a significant subsidy of the cost of quality programming for the consumer, and has allowed networks to continue investing billions of dollars to develop new content. "We believe that any threat to the existing mass audience advertising model could destabilize the entire television eco- system," stated Neil Begley, a Moody's analyst. AutoHop is planning to offer its ad skipping option to consumers to skip only broadcast network (CBS, NBC, ABC and FOX) and their broadcast stations' and affiliates' primetime programming thus far, but the potential for broader use of such automated ad skipping would most certainly negatively impact cable network economics as well. Moody's believes that given the choice, most consumers would prefer to automatically skip ads. If this technology were to become broadly adopted by consumers and successfully penetrate the rest of the pay-TV industry, it would result in serious disruptions and negative credit implications for all stakeholders. Firstly, advertisers would lose a reliable source of branding and marketing for their products which is difficult to dependably replicate to mass audiences by other advertising means including the internet. The revenue model for broadcast networks would be jeopardized if they get paid materially less by advertisers, particularly and despite high viewer ratings of primetime programming, unless networks can successfully saturate that programming with product placements (which can undermine the entertainment value), or make the advertisements more entertaining such that viewers opt not to skip them. Since networks would then receive less ad subsidization, they would face the need to demand higher direct compensation for their content, and this would result in higher retransmission fees (carriage fees for cable networks) from pay-TV distributors -- both cable and satellite, and lead to major impasses unless those significant fee increases can be passed along to consumers. "Ultimately, we believe that much of the higher cost would be passed on to consumers in the form of higher pay-TV subscription fees," stated Begley. If the cost of pay-TV became too high for consumers, many may choose to opt out of pay-TV altogether or choose less expensive tiers and kick start a cord shaving trend. "Because of the symbiotic relationship between the high quality content aggregated by broadcast networks and pay-tv distributors which distribute it, the health of broadcast TV networks and stations is extremely important, so we believe that the interests of both sides need to be largely aligned," added Mr. Begley. The major networks have filed a lawsuit against Dish claiming copyright infringement, with the hope of halting the service. Dish has countersued to object to the infringement claim and seek a declaratory judgment on the matter. By introducing AutoHop, Dish will increase its value proposition for consumers, relative to other operators who do not have a similar product. In addition, Moody's believes this could impact the company's negotiations with the networks on retransmission fees. The company, which faces rapidly rising retransmission and carriage fees, could potentially negotiate to remove the AutoHop feature in exchange for smaller annual increases or even lower fees. While Dish's AutoHop feature is currently limited to the four major broadcast networks, if it gains popularity and is applied to cable networks and independent stations, it could be more broadly negative and potentially devastating to independent TV stations which aren't affiliated with major networks and are completely reliant on local advertising since they don't get paid retransmission fees. In addition, while the feature is only applicable for viewing after 1am on the day after the shows are aired, this may be a small enough window that consumers may choose to wait a day, and at the very least contributes to an increasingly negative trend for the advertising model. DISH has a Ba2 Corporate Family Rating from Moody's. DISH Network Corporation is the third largest pay television provider in the United States with 14.07 million satellite TV subscribers as of 3/31/2012. ENERGY CONVERSION: Liquidating Plan to Pay Noteholders Up to 59% ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Energy Conversion Devices Inc. and operating subsidiary United Solar Ovonic LLC filed a liquidating Chapter 11 plan along with a disclosure statement telling unsecured creditors with as much as $337 million claims that they can expect to recover from 50.1% to 59.3%. According to the report, the large recovery by unsecured creditors is possible because ECD entered Chapter 11 with $145 million in unrestricted cash and short-term investments. The plan will create a trust to sell the assets to be distributed in the order of priority laid out in bankruptcy law. The report relates that a liquidation analysis attached to the disclosure statement shows cash of $139.5 million. When other assets are liquidated, the company projects total proceeds will be $182 million to $196 million. When expenses and claims of higher priority are paid, the disclosure statements show $168.7 million to $182.2 million remaining for unsecured creditors. About Energy Conversion Energy Conversion Devices -- http://energyconversiondevices.com/ -- has a renowned 51 year history since its formation in Detroit, Michigan and has been a pioneer in materials science and renewable energy technology development. The company has been awarded over 500 U.S. patents and international counterparts for its achievements. ECD's United Solar wholly owned subsidiary has been a global leader in building-integrated and rooftop photovoltaics for over 25 years. The company manufactures, sells and installs thin-film solar laminates that convert sunlight to clean, renewable energy using proprietary technology. ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No. 12-43166) on Feb. 14, 2012. Judge Thomas J. Tucker presides over the case. Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in Detroit, Michigan, represent the Debtor as counsel. The Debtor estimated assets and debts of between $100 million and $500 million as of the petition date. The petition was signed by William Christopher Andrews, chief financial officer and executive vice president. Affiliate United Solar Ovonic LLC filed a separate Chapter 11 petition on the same day (Bankr. E.D. Mich. Case No. 12-43167). Affiliate Solar Integrated Technologies, Inc., filed a petition for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 12-43169). An official committee of unsecured creditors has been appointed in the case. A group of shareholders had asked a bankruptcy judge to allow it to form an official committee with lawyers and expenses paid for by the company. The company had estimated in court papers that it was worth $986 million, based on nearly $800 million of investment in the manufacturing unit. The Debtors disclosed that they had canceled the auction of the going concern sale of USO and discontinued the court-approved sale process because of the failure to receive an acceptable qualified bid by the bid deadline. Quarton Partners, the companies' investment banker, is continuing to work with prospective buyers on alternative transactions. In addition, the companies have retained auction services provider Hilco Industrial to prepare for an orderly sale of the companies' assets. EXPRESS LLC: Share Repurchase No Impact on Moody's 'Ba2' CFR ------------------------------------------------------------ Moody's Investors Service said that Express LLC's announcement of a $100 million share repurchase authorization expiring November 2013 and its reduced expectations for 2012 earnings are slight credit negatives but have no impact on the company's Ba2 corporate family rating, SGL-1 speculative-grade liquidity rating or stable outlook. The principal methodology used in rating Express 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. Express LLC, headquartered in Columbus, Ohio, is a specialty apparel retailer targeting 20 to 30 year old men and women. The company operates approximately 600 stores in the United States and six stores in Canada. It also franchises stores in the Middle East. Revenues for the twelve months ended April 28, 2012 were about $2.1 billion. FENTURA FINANCIAL: Incurs $739,000 Net Loss in First Quarter ------------------------------------------------------------ Fentura Financial, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $739,000 on $3.11 million of total interest income for the three months ended March 31, 2012, compared with net income of $310,000 on $3.41 million of total interest income for the same period during the prior year. The Company reported a net loss of $1.51 million in 2011, compared with a net loss of $5.38 million in 2010. The Company's balance sheet at March 31, 2012, showed $306.46 million in total assets, $292.29 million in total liabilities and $14.17 million in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/7Q5Bw9 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. FLEETPRIDE CORP: Moody's Affirms 'B2' CFR; Outlook Stable --------------------------------------------------------- Moody's Investors Service affirmed FleetPride Corporation's B2 corporate family rating and the B1 rating on the senior secured credit facilities. The ratings outlook remains stable. This action was prompted by the company's plan to raise a $60 million incremental term loan with proceeds being used to finance acquisitions. The ratings affirmation reflects Moody's view that the transaction does not materially change the company's credit profile, and that operating trends will remain favorable despite the uncertain macroenvironment. Ratings affirmed: Corporate family rating at B2 Probability of default rating at B3 $45 million senior secured revolving credit facility due 2016 at B1 (LGD3, 31%). Point estimate revised from (LGD3, 33%). $430 million (upsized from $370 million) senior secured term loan B due 2017 at B1 (LGD3, 31%). Point estimate revised from (LGD3, 33%). RATINGS RATIONALE Proceeds from the incremental term loan will be used to fund acquisitions, including the recently completed acquisition of Westpac Heavy Duty, Inc., which has two locations. Leverage, as measured by debt to EBITDA, was 4.9 times as of the twelve months ended March 31, 2012. Pro forma for the transaction, including the incremental debt and contribution from the acquisitions, Moody's estimates that debt to EBITDA slightly increases to 5.0 times. In addition, operating trends remain favorable with same branch revenues increasing 8.3% in 2011 and 9.1% in the March 2012 quarter. The stable outlook reflects Moody's expectation that FleetPride will maintain recent improvements in revenues and earnings such that debt to EBITDA decreases to 4.5 times and EBITA to interest increases to about 2.5 times near-term. A ratings upgrade could result from continued improvements in operating performance such that debt to EBITDA is sustained below 4.0 times and EBITA to interest coverage exceeds 2.5 times. FleetPride's ratings could be downgraded if a cyclical downturn causes operating performance to weaken such that debt to EBITDA increases above 6.0 times and EBITA to interest falls below 1.5 times. Acquisition spending that exceeds expectations could also result in ratings pressure. Additional information can be found in the FleetPride Credit Opinion published on Moodys.com. The principal methodology used in rating FleetPride Corporation was the Global Distribution & Supply Chain Services Industry 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. FleetPride Corporation, based in The Woodlands, Texas, is an independent U.S distributor of aftermarket heavy-duty truck and trailer parts. Investcorp acquired the company in 2006. GAMETECH INT'L: Scott Shackelton Appointed Interim President ------------------------------------------------------------ Scott H. Shackelton, a current member of GameTech International, Inc.'s Board of Directors, was appointed to the office of Interim President. Upon recommendation of the Compensation Committee of the Board of Directors of the Company, Mr. Shackelton will receive an annual base salary of $150,000 as Interim President of the Company and will no longer receive compensation as a non-employee member of the Company's Board of Directors or as a member of its committees. Kevin Y. Painter resigned as the Company's the President and Chief Executive Officer, as a member of the Board of Directors of the Company, and from any other positions held by Mr. Painter relating to the Company, effective as of April 27, 2012. Mr. Shackelton's appointment as an officer of the Company remains subject to applicable regulatory approval and the consent of the Company's senior secured lenders. On May 11, 2012, Edward F. Graves was elected to serve as a member of the Company's Board of Directors by unanimous vote of the Company's Board of Directors. Concurrent with Mr. Graves's election as a director, Mr. Graves was appointed to the Company's Audit and Nominating and Compensation Committees. Mr. Graves has also been appointed to serve as chairman of the Company's Audit Committee. Mr. Graves will receive compensation in accordance with the Company's standard compensation arrangements for non-executive directors, which, as of May 11, 2012, provide that all non- employee directors are to receive compensation for their services as members of the Board in the amount of $6,000 per quarter, $500 per Board meeting attended, $500 per Audit Committee Meeting attended, reimbursement for reasonable travel and other out-of- pocket expenses incurred in connection with performing responsibilities on behalf of the Company, and an allowance for gasoline expenses. There are no arrangements or understandings between Mr. Graves and any other persons pursuant to which he was selected as a director. There are no transactions between Mr. Graves and the Company that would require disclosure under Item 404(a) of Regulation S-K. The Company's Board of Directors has also determined that Mr. Graves is independent pursuant to the applicable SEC rules governing the independence of audit committee members, and that Mr. Graves is an audit committee financial expert. Mr. Graves's appointment to the Board is at all times subject to all qualification requirements of any gaming commissions, boards or similar regulatory enforcement authorities which the Company is subject to. 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 $20.4 million for the 52 weeks ended Oct. 31, 2010, compared with a net loss of $10.5 million for the 52 weeks ended Nov. 1, 2009. The Company's balance sheet at Jan. 29, 2012, showed $27.22 million in total assets, $22.88 million in total liabilities, all current, and $4.34 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. GUNDLE/SLT: Moody's Says Thin Liquidity Limits 'B3' Corp. Rating ---------------------------------------------------------------- Moody's Investors Service has said that the February 2012 IPO of Gundle/SLT Environmental Inc.'s parent, GSE Holding, Inc., and the $52 million debt reduction that followed was a positive development that could justify better credit and propel the B3 corporate family rating upward. But the company's limited liquidity and inventory growth continues driving cash flow deficits, which gives us pause. RATINGS RATIONALE The principal methodology used in rating Gundle/SLT Environmental, Inc was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Gundle/SLT Environmental, Inc., based in Houston, TX, is a manufacturer of geosynthetic lining products used in environmental protection and for the confinement of solids, liquids and gases in the waste management, liquid containment and mining industries. Gundle markets its products and installation services through internal and third-party distribution channels. Revenues for the last twelve months ended March 31, 2012 were $471 million. HAMPTON ROADS: To Raise up to $95 Million in Capital ---------------------------------------------------- Hampton Roads Bankshares, Inc., the holding company for The Bank of Hampton Roads and Shore Bank, will undertake a capital raise of at least $80 million, but no more than $95 million through the sale of its common stock in a private placement and a public rights offering. The purpose of the capital raise is to satisfy all regulatory capital requirements and provide significant additional capital. The Company has entered into a definitive agreement with its three largest shareholders - Carlyle Financial Services Harbor, L.P., ACMO-HR, L.L.C., and CapGen Capital Group VI LP - to purchase an aggregate of $50 million of its common stock at $0.70 per share in a private placement expected to close in June 2012, subject to satisfaction of the conditions of the agreement, including shareholder and regulatory approvals. Following the closing of the first $50 million in the private placement, the Company plans to conduct a $45 million public rights offering that will allow its shareholders other than the Investors to purchase up to, but no more than, their full pro-rata portion of the total $95 million capital raise at $0.70 per common share. The record date for the rights offering is May 31, 2012. The Investors have agreed not to participate in the rights offering, but in lieu of that participation, will serve as standby purchasers of all or a portion of the shares offered but not purchased in the capital raise. The number of shares the Investors purchase as standby purchasers and the ultimate size of the rights offering will depend on the level of shareholder participation in the rights offering. Upon closing of the $50 million private placement, the Investors have agreed to terminate warrants they hold to purchase 1,836,302 shares of the Company's common stock at $10.00 per share. The Investors are expected to purchase, in the aggregate, 71,428,571 shares in the initial private placement, plus purchase up to an aggregate of 53,518,176 of the shares not subscribed for in the rights offering. Following the capital raise, Carlyle and Anchorage will each hold no more than 24.9% and CapGen will hold no more than 41.2% of the voting common stock of the Company. The capital raise and related transactions are subject to regulatory and shareholder approval and other conditions contained in the agreement with the Investors. The Investors will only invest if all invest. If one of the Investors is unable or unwilling to fund its purchase of common stock, the capital raise will not close. In that event the Company's sole remedy against the Investor that determines not to fund its purchase of common stock is liquidated damages of $2.5 million and a waiver by the Investor of its preemptive rights for a period of nine months. The Company will call a meeting of its shareholders as soon as practicable for the purpose of approving the transactions described in this press release. As soon as practicable after the closing of the first $50 million in the private placement, the Company will file a registration statement with respect to the shares to be sold in, and will commence, the rights offering. 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 reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at March 31, 2012, showed $2.13 billion in total assets, $2.02 billion in total liabilities and $105.29 million in total shareholders' equity. HAMPTON ROADS: Appoints James Burr to Board of Directors -------------------------------------------------------- Hampton Roads Bankshares, Inc., the holding company for The Bank of Hampton Roads and Shore Bank, announced that James F. Burr has been appointed to its Board of Directors effective when the Company receives the necessary approvals from banking authorities. Mr. Burr will replace Randal K. Quarles, who has resigned from the Board effective today because of his expanding duties at the Carlyle Group. Mr. Burr has been a Managing Director in the Carlyle Group's Global Financial Services Group since 2008. Previously, he served in several senior positions, including Corporate Treasurer, with Wachovia Bank from 1992 to 2008. Mr. Burr began his career at Ernst and Young, where he was a C.P.A. focused on banking and computer audit issues. Henry P. Custis, Jr., the Company's Chairman of the Board, said, "We welcome Jim to the Board and look forward to gaining the benefits of his extensive banking experience from both an operational and financial perspective. We thank Randal for his service as a Director and for the valuable guidance he has provided as the Company has developed and executed its plan to focus on its community banking franchise in its core markets and return to profitability." The Carlyle Group and its affiliates held beneficial ownership of 22.8% of the Company's outstanding shares as of May 1, 2012. On May 21, 2012, Randal K. Quarles announced his retirement from the Board of Directors of Hampton Roads Bankshares, Inc., and its banking subsidiary, The Bank of Hampton Roads, effective immediately because of his expanding duties at the Carlyle Group. 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 reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at March 31, 2012, showed $2.13 billion in total assets, $2.02 billion in total liabilities and $105.29 million in total shareholders' equity. HARRISBURG, PA: Receiver Quit to Avoid Being Fired -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that David Unkovic, the former receiver for Harrisburg, Pennsylvania, testified in court last week that he quit, convinced he would be fired otherwise. Mr. Unkovic held a press conference to report his conclusion there should be state and federal investigations of bond financings. After a meeting with state officials days later, he decided to quit rather than be fired. At a hearing in state court last week, the judge appointed a new receiver, William B. Lynch, a retired U.S. Air Force major general. About Harrisburg, Pennsylvania The city of Harrisburg, in Pennsylvania, is coping with debt related to a failed revamp of an incinerator. The city is $65 million in default on $242 million owing on bonds sold to finance an incinerator that converts trash to energy. The Harrisburg city council voted 4-3 on Oct. 11, 2011, to authorize the filing of a Chapter 9 municipal bankruptcy (Bankr. M.D. Pa. Case No. 11-06938). The city claims to be insolvent, unable to pay its debt and in imminent danger of having tax revenue seized by holders of defaulted bonds. Judge Mary D. France presided over the Chapter 9 case. Mark D. Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's counsel. The petition estimated $100 million to $500 million in assets and debts. Susan Wilson, the city's chairperson on Budget and Finance, signed the petition. Harrisburg said in court papers it is in imminent jeopardy through six pending legal actions by creditors with respect to a number of outstanding bond issues relating to the Harrisburg Materials, Energy, Recycling and Recovery Facilities, which processes waste into steam and electrical energy. The owner and operator of the incinerator is The Harrisburg Authority, which is unable to pay the bond issues. The city is the primary guarantor under each bond issue. The lawsuits were filed by Dauphin County, where Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and Covanta Harrisburg Inc. The Commonwealth of Pennsylvania, the County of Dauphin, and Harrisburg city mayor Linda D. Thompson and other creditors and interested parties objected to the Chapter 9 petition. The state later adopted a new law allowing the governor to appoint a receiver. Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg, P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor. In November 2011, the Bankruptcy Judge dismissed the Chapter 9 case because (1) the City Council did not have the authority under the Optional Third Class City Charter Law and the Third Class City Code to commence a bankruptcy case on behalf of Harrisburg and (2) the City was not specifically authorized under state law to be a debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2). Dismissal of the Chapter 9 petition was upheld in a U.S. District Court. That same month, the state governor appointed David Unkovic as receiver for Harrisburg. Mr. Unkovic is represented by the Municipal Recovery & Restructuring group of McKenna Long & Aldridge LLP, led by Keith Mason, Esq., co-chair of the group. Mr. Unkovic resigned as receiver March 30, 2012. HOPE MEDICAL: Can Pay Employees and Vendors Under Deal ------------------------------------------------------ The Associated Press reports a deal to help Medical Park Hospital enables Wadley Regional Medical Center in Texarkana to make the facility a loan and eventually buy the property. According to the report, the hospital has $4.5 million in loans and other obligations. Medical Park defaulted in March but a move approved last week will allow Medical Park to pay its employees and vendors. Bankruptcy trustee Jack Spencer made the deal that will allow the hospital to keep running while it works to put its bankruptcy in the past. The report adds the approximate 300 employees at Medical Park hadn't been paid since mid-April. The hospital payroll is $340,000 every two weeks. Mr. Wadley is loaning the hospital nearly $1.3 million to keep it open until its finances are reorganized. Based in Hope Arkansas Hope Medical Park Hospital LLC fka Signature Medical Park Hospital LLC and its affiliates filed for Chapter 11 protection on May 17, 2012 (Bankr. W.D. Ark. Case No. 12-71952). James Akins, Esq., at Smith Akins P.A., represents the Debtors. The Debtors listed assets of less than $50,000, and debts of between $1 million and $10 million. HORNE INTERNATIONAL: Sells 2 Million Common Shares for $200,000 --------------------------------------------------------------- Horne International, Inc., entered into a restricted stock purchase agreement pursuant to which, on May 16, 2012, the Company sold 2,000,000 shares of common stock for an aggregate purchase price of $200,000. In connection with the foregoing, the Company relied on the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended, for transactions not involving a public offering. About Horne International Fairfax, Va.-based Horne International, Inc., is an engineering services company focused on provision of integrated, systems approach based solutions to the energy and environmental sectors. The Company reported a net and total comprehensive loss of $121,000 on $5.68 million of revenue for the 12 months ended Dec. 25, 2011, compared with a net and total comprehensive loss of $1.04 million on $3.43 million of revenue for the 12 months ended Dec. 26, 2010. The Company's balance sheet at Dec. 25, 2011, showed $1.33 million in total assets, $2.18 million in total liabilities and a $853,000 total stockholders' deficit. In its audit report accompanying the 2011 financial statements, Stegman & Company, in Baltimore, Maryland, expressed substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has experienced continuing net losses for each of the last four years and as of Dec. 25, 2011, current liabilities exceeded current assets by $900,000. IA GLOBAL: Unable to File Reports Due to Cash Woes -------------------------------------------------- IA Global, Inc., was not able to timely file its annual report on Form 10-K for the fiscal year ended March 31, 2011, which was originally due to be filed with the SEC on June 29, 2011. The current delay is the result of the Company's lack of adequate cash, necessary to re-engage its independent registered public accounting firm, and other related resources, necessary to complete the audit of consolidated financial statements for the year ended March 31, 2011, which are required to be included in its 2011 Form 10-K. In addition, as a result of lack of funds, the Company has not been able to file its quarterly reports, and, no assurance can be made that the Company will be able to file its annual report on Form 10-K for the year ended March 31, 2012, as well. The Company believes, however, that it has substantially overcome the original delays due to administrative complications and the logistical challenges inherent in performing a full audit in Japan and the US. No assurance can be made however, that an audit will be completed or that the Company will be able to fund its complete audit. The Company said its inability to file reports is likely to cause further illiquidity, and difficulty in raising capital, as well as added costs in becoming current with its reports. Moreover, difficulty in raising capital and illiquidity of the Company's shares will adversely affect the Company in that, among other ways, the company will not be able to fend off claims against it or settle them with liquid capital. Entry of Judgment by Fusion Systems Japan KK As previously disclosed by the Company, on July 15, 2011, and as a result of a previous claim brought against it by Fusion Systems Japan K.K., the Company entered into a settlement agreement and Stipulation for Entry of Judgment with Fusion Systems Japan K.K., a Japanese corporation which called for IA Global to complete its installment payments totaling an aggregate of $205,000. The Stipulation provided, among other things, that Fusion Japan may enter a judgment as against the Company if the settlement amount was not paid. As IA Global did not have sufficient funds to satisfy the settlement requirements, and, as the Company's financial condition in Asia continued to deteriorate in the wake of the tsunami in 2011, Fusion Japan entered a judgment as against the Company in the Superior Court of the State of California, County of San Francisco, in the amount of $205,000 dollars, plus interest, on Aug. 25, 2011. Employee Claim for $167,598 In September of 2011, Mark Scott, the Company's former CFO, initiated a claim as against the Company in the Superior Court of the State of California, County of Santa Clara (Mark Scott vs. I.A. Global, Case No. 111CV208827) for employment related wages. The complaint alleged a breach of his employment contract and non- payment/untimely payment of employee wages due of $157,961. On Oct. 31, 2011, a request for entry of default was entered against the Company relating to said complaint in the sum of $167,598, which included attorneys fees and interest. The Company is in continued discussions with Mr. Scott, however, while the Company believes that Mr. Scott's suit is without merit, the Company has little ability to defend against it. The Company is attempting to negotiate settlement with Mr. Scott, however, no assurance can be made that a settlement will be reached. Notice of Possible Claim As previously disclosed, on Dec. 17, 2010, the Company entered into a Share Exchange Agreement with Innovative Software Direct PLC, a UK Company, as seller, of PowerDial Services Limited, a UK company, in exchange for, among other consideration, 2,400,000 shares of common stock of the Company, as reflected by stock certificate IA 3101. The Company, as consideration forthe closing of the ISD Exchange, deposited the Consideration Shares in trust with ISD, in addition to making certain loans to ISD, in the amount of $150,000 to ISD. ISD subsequently went into insolvency and liquidation proceedings in the UK after the closing of the transaction. Subsequently, in September of 2011, the Company was notified of the proposed insolvency proceedings by the UK administrator, Bigbies Traynor of the assets of ISD, which included Powerdial. The UK Administrator advised that it chose not to recognize the sale, and the Company was offered an opportunity to credit bid any receivables owed to it towards the acquisition of Powerdial. The Company, through its UK and US counsel, advised the UK Administrator that any attempt to unwind the Company's acquisition of Powerdial will require the return of all IA Global shares received by ISD as part of the original acquisition and that IA Global reserves any and all of its rights, without prejudice. Nevertheless, the auction for Powerdial took place in October of 2011. The Company remains a creditor of Powerdial and its parent, to the extent of approximately $150,000. Stop Transfer Order The UK Administrator originally advised the Company that, if the Company would be outbid in the auction of Powerdial, it would return the Consideration Shares. Nonetheless, the UK Administrator has refused to return the Consideration Shares. Accordingly, the Company has effectuated and implemented a stop transfer order on the Consideration Shares (Stock Cert. No. IA 3101 issued in the name of Innovated Software Direct PLC). The Company has provided notice to the UK Administrator to the effect that: the Consideration Shares are not fully paid for or duly issued, as the Company, apparently, never received consideration for ISD Exchange; any attempt to transfer or to even deposit or encumber the same would be unlawful both civilly and criminally; and, that a stop transfer order has been effectuated with the Company's transfer agent. While the UK Administrator has failed to return the Consideration Shares, which are still in the name of ISD, it has also advised that it has not yet attempted to liquidate the shares as of this time. In addition to the stop transfer order already in place, the Company intends on pursuing Chancery Court proceeding in Delaware to void and cancel the Consideration Shares and to seek damages, if appropriate. The Company has reserved all rights as against the UK Administrator, ISD and its management. The Company remains an unsecured creditor of Powerdial, to the extent of $150,000 loaned to it. No assurance can be made that this amount will be repaid. Claim Initiated by Glen Espino On Dec. 9, 2011, an employee arbitration claim was initiated on behalf of a former employee in the Philippines, Mr. Glen Espino as against IA Global, Inc. et. al., with the American Arbitration Association, County of San Francisco Office (Glen Espino vs. IA Global, Inc. and Does 1-20, Case No. 50 166T 0074411). The complaint alleges, a claim for damages as a result of an alleged breach of an employment contract between the Company and Mr. Espino, resulting from his early termination and non payment of salary. Total damages alleged are approximately $120,000. While the Company believes that this claim is without merit, the Company has limited funds and resources to defend this action. Moreover, the Company is cautious in that statutory and case law in California tend to run in particular favor of the employee. While the Company is cognizant of the fact that the foregoing will constitute a material impairment to its assets, it is currently unable to provide a good faith estimate of the dollar amount of the impairment, except that the same exceeds $300,000. The Company is exploring a variety of strategic alternatives, including the potential liquidation of certain of the Company's subsidiaries, assets or acquisition of other entities. New York State Tax Levy The Company has also received notice of a New York State Tax Levy in the amount of $34,738, inclusive of penalties, from 2003. The Company does not believe that this liability is owed and believes that it has a meritorious defense to the same. Resignation of Other Director On Sept. 16, 2011, Mr. Jack Henry resigned as a member of the Board of Directors, effective as of Sept. 16, 2011. Mr. Henry's resignation from the Board was not due to any disagreement with the Company relating to the Company's operations, policies or practices. Termination of Contract Mr. Brian Hoekstra's employment agreement terminated on Sept. 4, 2011. Mr. Hoekstra remains a Secretary and director of the company and has resigned from all other positions and responsibilities as of such date. About IA Global San Francisco, Calif.-based IA Global, Inc. (OTCQB: IAGI.OB) -- http://www.iaglobalinc.com/-- is a global services and outsourcing company focused on growing existing businesses and expansion through global mergers and acquisitions. The Company is utilizing its current partnerships to acquire growth businesses in target sectors and markets at discounted prices. The Company is actively engaging in discussions with businesses that would benefit from our business acumen and marketing expertise, knowledge of Asian Markets, and technology infrastructure. The Company's balance sheet at Dec. 31, 2010 showed $21.51 million in total assets, $19.14 million in total liabilities and $2.37 million in total stockholders' equity. As reported in the Troubled Company Reporter on July 20, 2010, Sherb & Co., LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has incurred significant operating losses, and has a working capital deficit as of March 31, 2010. IDO SECURITY: Reports $1.5 Million Net Income in 1st Quarter ------------------------------------------------------------ IDO Security Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.53 million on $204,564 of revenue for the three months ended March 31, 2012, compared with a net loss of $2.17 million on $19,161 of revenue for the same period a year ago. The Company reported a net loss of $7.36 million in 2011, compared with a net loss of $7.77 million in 2010. The Company's balance sheet at March 31, 2012, showed $1.62 million in total assets, $18.75 million in total liabilities and a $17.13 million total stockholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/wTcxNk About IDO Security IDO Security Inc. is engaged in the design, development and marketing of devices for the homeland security and loss prevention markets that are intended for use in security screening procedures to detect metallic objects concealed on or in footwear, ankles and feet through the use of electro-magnetic fields. The Company's common stock trades on the OTC Bulletin Board under the symbol IDOI. The Company is headquartered in New York City. Bankruptcy Warning The Company said in its 2011 annual reported that under the terms of the agreements with the holders of the Company's secured promissory notes that the Company issued in December 2007 through December 2011, the note holders have a first priority lien on substantially all of the Company's assets, including the Company's cash balances. If the Company defaults under the notes, the note holders would be entitled to, among other things, foreclose on the Company's assets (whether inside or outside a bankruptcy proceeding) in order to satisfy the Company's obligations under the credit facility. INC RESEARCH: Moody's Downgrades CFR to 'B3'; Outlook Stable ------------------------------------------------------------ Moody's Investors Service downgraded the ratings of INC Research, LLC, including the Corporate Family and Probability of Default Ratings to B3. The ratings on the senior secured credit facility and unsecured notes were also downgraded by one notch to B1 and Caa2, respectively. This concludes the rating review for possible downgrade that was initiated on April 16, 2012. The outlook is stable. The downgrade of the ratings reflects high recent contract cancellations, legacy Kendle backlog reductions and weak new business wins in 2011 (net of cancellations). As a result, Moody's expects modest organic revenue and pro forma EBITDA growth in 2012, resulting in continued high leverage and weak free cash flow over the next 12-18 months. While Moody's expects the benefits of multiple restructuring efforts to improve profitability over the next year, Moody's believes this will be partially offset by increased pricing pressure on new business wins. The following ratings were downgraded: INC Research, LLC Corporate Family Rating, to B3 from B2; Probability of Default Rating, to B3 from B2; $75 million senior secured revolving credit facility expiring 2016, to B1 (LGD 2, 24%) from Ba3 (LGD2, 27%) $300 million senior secured term loan due 2018, to B1 (LGD 2, 24%) from Ba3 (LGD2, 27%) $300 million senior unsecured notes 2019, to Caa2 (LGD5, 79%) from Caa1 (LGD5, 82%) RATINGS RATIONALE The ratings are supported by Moody's expectation for adequate liquidity as well as Moody's view that there will be longer-term growth in the CRO industry as pharmaceutical companies increasingly outsource R&D efforts to CROs. The greater scale gained from the Kendle acquisition should allow INC Research to better compete for larger, more global clinical trial awards. If the company is able to sustainably improve its net new business wins and maintain profitability margins such that revenue and EBITDA improve and positive free cash flow is sustained, Moody's could upgrade the ratings. Specifically, if Moody's expects leverage to be sustained below 5.5 times, interest coverage above 1.5 times and free cash flow to debt to remain above 2%, Moody's could upgrade the ratings. The ratings could be downgraded if leverage is expected to remain above 7.0 times or free cash flow is expected to remain negative. Further, expectation for any material deterioration in liquidity or very weak net new business awards or elevated cancellations could also lead to a negative outlook or ratings downgrade. The principal methodology used in rating INC Research, LLC was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. INC Research, LLC, is a leading global contract research organization, providing outsourced contract research for pharmaceutical and biotechnology companies. INC's main area of focus is late-stage clinical trials. The company is privately held by Avista Capital Partners and Ontario Teachers' Pension Plan. INC Research acquired Kendle International in July 2011 for approximately $377 million. Pro forma revenues for the twelve months ended March 31, 2012 approximated $600 million. INFOGROUP INC: Moody's Affirms 'B1' CFR; Outlook Negative --------------------------------------------------------- Moody's Investors Service affirmed Infogroup Inc.'s B1 corporate family rating and B2 probability of default rating. Moody's also affirmed the B1 ratings on the company's senior secured credit facilities. The ratings outlook was revised to negative from stable. The outlook revision reflects Infogroup's weaker than expected operating performance (relative to Moody's expectations) since the debt-financed dividend that was paid in 2011 and the concern that weak revenue trends could continue. Moody's believes that recent declines in revenues reflect reductions in marketing expenditures by select customers in the wake of uncertain economic conditions as well as the challenging competitive environment. Ratings affirmed: Corporate family rating at B1 Probability of default rating at B2 $50 million senior secured revolving credit facility due 2016 at B1 (LGD3, 33%) $366 million senior secured term loan due 2018 at B1 (LGD3, 33%) RATINGS RATIONALE At the time of the levered dividend, Moody's expected that Infogroup's debt to EBITDA would have declined to 4.0 times by 2011 year-end (all metrics based on Moody's standard adjustments). Moody's also expected that EBITDA less capex coverage of interest expense would be approximately 3.5 times. Actual leverage was a half-turn higher at about 4.5 times and coverage was 2.7 times for the period. Moody's is also concerned that Infogroup's revenue trends remain weak. The topline (adjusted net sales) was down 8% for both the March 2012 quarter and for 2011. EBITDA, albeit down, has held up relatively well, owing to cost reduction efforts. The ratings affirmation reflects Moody's view that despite Infogroup's weaker than expected operating performance, credit metrics generally remain acceptable for the B1 ratings category. The affirmation also reflects Moody's view that the company will maintain an adequate liquidity profile near-term, supported by its cash balance, expectations for positive free cash flow generation, and available capacity under the revolving credit facility. Offsetting these factors is Moody's concern that if operating performance continues to deteriorate, the company will have difficulty complying with the leverage ratio covenant, particularly when it steps-down in the second quarter of 2013. The ratings could be downgraded if Infogroup's revenues and EBITDA do not improve on a year-over-year basis. The ratings could also be downgraded if the company's liquidity profile weakens, including reduced cushion under financial covenants. A dividend and/or debt-financed acquisition could also pressure the ratings. Moody's could revise Infogroup's ratings outlook to stable if it develops a track-record of improved revenue and EBITDA while expanding cushion under financial covenants. Moody's could upgrade Infogroup's ratings if it can demonstrate meaningful organic revenue and earnings growth such that debt to EBITDA sustainably approaches 3.0 times and free cash flow to debt is above 8%, while maintaining a conservative posture with respect to acquisitions and dividends. The principal methodology used in rating Infogroup was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Omaha, Nebraska, Infogroup Inc. is a leading provider of business and consumer information, data processing and database marketing services. INFUSION BRANDS: Incurs $1.7 Million Net Loss in First Quarter -------------------------------------------------------------- Infusion Brands International, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.72 million on $2.17 million of product sales for the three months ended March 31, 2012, compared with a net loss of $1.31 million on $4.15 million of product sales for the same period during the prior year. The Company reported a net loss of $6.94 million on $17.94 million of product sales in 2011, compared with a net loss of $16.07 million on $7.17 million of product sales in 2010. The Company's balance sheet at March 31, 2012, showed $7.25 million in total assets, $7.33 million in total liabilities, $25.13 million in redeemable preferred stock, and a $25.20 million total deficit. A copy of the Form 10-Q is available for free at: http://is.gd/sCy5mv About Infusion Brands Infusion Brands International, Inc. is a global consumer products company. Its wholly owned operating subsidiary, Infusion Brands, Inc. specializes in building and marketing profitable brands through international direct-to-consumer channels of distribution. On Dec. 16, 2010, as part of its quasi-reorganization in order to change its business model from that of an acquisition strategy to a singular operating model as a consumer products company which builds and markets brands internationally through direct-to- consumers channels of distribution, OmniReliant Holdings, Inc. entered into an agreement and plan of merger with Infusion Brands International, Inc., a Nevada corporation and the Company's wholly-owned subsidiary. Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, the Company merged with and into Infusion Brands International, Inc., solely to effect a name change of the Company. Meeks International LLC, in Tampa, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant recurring losses from operations and is dependent on outside sources of financing for continuation of its operations and management is restructuring and redirecting its operating initiatives that require the use of its available capital resources. INFUSYSTEM HOLDINGS: Incurs $915,000 Net Loss in First Quarter -------------------------------------------------------------- Infusystem Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $915,000 on $14.34 million of net revenues for the three months ended March 31, 2012, compared with a net loss of $171,000 on $12.95 million of net revenues for the same period during the prior year. The Company reported a net loss of $45.44 million in 2011, compared with a net loss of $1.85 million in 2010. The Company's balance sheet at March 31, 2012, showed $75.63 million in total assets, $36.09 million in total liabilities and $39.53 million in total stockholders' equity. Ryan Morris, the newly appointed Executive Chairman, said the first quarter results provide a solid foundation for the new management team that took office in late April, and whose strategy for achieving growth and increasing shareholder value should begin to be reflected in subsequent quarterly results. Since mid-March, the Company has welcomed the arrival of Interim Chief Executive Officer Dilip Singh, Chief Financial Officer Jonathan P. Foster, as well as five new Board members. "It's been a very eventful quarter for the Company and I am proud that our employees and operational management continued the top line revenue growth while these Board and management changes took place," Morris said. A copy of the Form 10-Q is available for free at: http://is.gd/aTYAB4 About InfuSystem Holdings InfuSystem Holdings, Inc., operates through operating subsidiaries, including InfuSystem, Inc., and First Biomedical, Inc. InfuSystem provides infusion pumps and related services. InfuSystem provides services to hospitals, oncology practices and facilities and other alternate site healthcare providers. Headquartered in Madison Heights, Michigan, InfuSystem delivers local, field-based customer support, and also operates pump service and repair Centers of Excellence in Michigan, Kansas, California, and Ontario, Canada. After auditing the Company's 2011 financial statements, Deloitte & Touche LLP, in Detroit, Michigan, said that the possibility of a change in the majority representation of the Board and consequent event of default under the Credit Facility, which would allow the lenders to cause the debt of $24.0 million to become immediately due and payable, raises substantial doubt about the Company's ability to continue as a going concern. INFUSYSTEM HOLDINGS: Fails to Comply with Nasdaq Requirement ------------------------------------------------------------ InfuSystem Holdings, Inc., received a letter from NYSE Regulation regarding a late notification to NYSE MKT of the "record date" for the 2012 Annual Stockholders' Meeting. The Company previously set April 30, 2012, as the record date for the Company's 2012 Annual Meeting, meaning that only stockholders as of the close of business on April 30, 2012, are entitled to vote their respective shares at the Company's 2012 Annual Meeting, which is scheduled for May 25, 2012. A company listed on the NYSE MKT is required to provide the Exchange with notice of the record date for its Annual Stockholders' meeting at least 10 days prior to the record date. InfuSystem provided late notice of the record date to the NYSE MKT. As a result, InfuSystem received a letter from NYSE Regulation on May 18, 2012, advising the Company that it did not comply with Section 703 of the NYSE MKT Company Guide, which required that the Company provide the NYSE MKT with 10 days prior notice of the April 30, 2012, record date. About InfuSystem Holdings InfuSystem Holdings, Inc., operates through operating subsidiaries, including InfuSystem, Inc., and First Biomedical, Inc. InfuSystem provides infusion pumps and related services. InfuSystem provides services to hospitals, oncology practices and facilities and other alternate site healthcare providers. Headquartered in Madison Heights, Michigan, InfuSystem delivers local, field-based customer support, and also operates pump service and repair Centers of Excellence in Michigan, Kansas, California, and Ontario, Canada. After auditing the Company's 2011 financial statements, Deloitte & Touche LLP, in Detroit, Michigan, said that the possibility of a change in the majority representation of the Board and consequent event of default under the Credit Facility, which would allow the lenders to cause the debt of $24.0 million to become immediately due and payable, raises substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $45.44 million in 2011, compared with a net loss of $1.85 million in 2010. The Company's balance sheet at March 31, 2012, showed $75.63 million in total assets, $36.09 million in total liabilities and $39.53 million in total stockholders' equity. INFUSYSTEM HOLDINGS: S. McDevitt Ceases to Hold 5% Equity Stake --------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Sean McDevitt disclosed that, as of May 9, 2012, he beneficially owns 323,882 shares of common stock of Infusystem Holdings, Inc., representing 1.5% of the shares outstanding. Mr. McDevitt previously reported beneficial ownership of 1,732,361 common shares or an 8.1% equity stake as of April 24, 2012. A copy of the amended filing is available for free at: http://is.gd/y8jdDN About InfuSystem Holdings InfuSystem Holdings, Inc., operates through operating subsidiaries, including InfuSystem, Inc., and First Biomedical, Inc. InfuSystem provides infusion pumps and related services. InfuSystem provides services to hospitals, oncology practices and facilities and other alternate site healthcare providers. Headquartered in Madison Heights, Michigan, InfuSystem delivers local, field-based customer support, and also operates pump service and repair Centers of Excellence in Michigan, Kansas, California, and Ontario, Canada. After auditing the Company's 2011 financial statements, Deloitte & Touche LLP, in Detroit, Michigan, said that the possibility of a change in the majority representation of the Board and consequent event of default under the Credit Facility, which would allow the lenders to cause the debt of $24.0 million to become immediately due and payable, raises substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $45.44 million in 2011, compared with a net loss of $1.85 million in 2010. The Company's balance sheet at March 31, 2012, showed $75.63 million in total assets, $36.09 million in total liabilities and $39.53 million in total stockholders' equity. INTEGRATED BIOPHARMA: Incurs $738,000 Net Loss in March 31 Qtr. --------------------------------------------------------------- Integrated Biopharma, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $738,000 on $7.86 million of net sales for the three months ended March 31, 2012, compared with a net loss of $876,000 on $9.35 million of net sales for the same period during the prior year. The Company reported a a net loss of $1.15 million on $28.97 million of net sales for the nine months ended March 31, 2012, compared with a net loss of $1.30 million on $30.77 million of net sales for the same period a year ago. The Company reported a net loss of $2.28 million in 2011 and a net loss of $5.53 million during the prior fiscal year. The Company's balance sheet at March 31, 2012, showed $10.75 million in total assets, $19.58 million in total liabilities, all current, and a $8.83 million total stockholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/2EDX44 About Integrated BioPharma Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) -- -- http://www.healthproductscorp.us/ -- is engaged primarily in manufacturing, distributing, marketing and sales of vitamins, nutritional supplements and herbal products. The Company's customers are located primarily in the United States. The Company was previously known as Integrated Health Technologies, Inc., and, prior to that, as Chem International, Inc. The Company was reincorporated in its current form in Delaware in 1995. The Company continues to do business as Chem International, Inc., with certain of its customers and certain vendors. Friedman, LLP, in East Hanover, NJ, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a working capital deficiency, recurring net losses and has defaulted on its debt obligations. INTELLICELL BIOSCIENCES: Incurs $9.4 Million Net Loss in Q1 ----------------------------------------------------------- Intellicell Biosciences, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $9.46 million on $12,100 of revenue for the three months ended March 31, 2012, compared with a net loss of $1.18 million on $0 of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed $3.51 million in total assets, $21.97 million in total liabilities, and a $18.46 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/KM3v3P About Intellicell Biosciences Intellicell BioSciences, Inc., headquartered in New York, N.Y., was formed on Aug. 13, 2010, under the name "Regen Biosciences, Inc." as a pioneering regenerative medicine company to develop and commercialize regenerative medical technologies in large markets with unmet clinical needs. On Feb. 17, 2011, the company changed its name from "Regen Biosciences, Inc." to "IntelliCell BioSciences Inc". To date, IntelliCell has developed proprietary technologies that allow for the efficient and reproducible separation of stromal vascular fraction (branded "IntelliCell(TM)") containing adipose stem cells that can be performed in tissue processing centers and in doctors' offices. "The Company has incurred losses since inception resulting in an accumulated deficit of $20.1 million and a working capital deficit of $21.0 million as of Sept. 30, 2011, respectively, however, if the non-cash expense related to the Company's derivative liability is excluded the accumulated deficit amounted to $3.1 million and working capital deficit amounted to $3.7 million, respectively,? the Company said in the filing. "Further losses are anticipated in the continued development of its business, raising substantial doubt about the Company's ability to continue as a going concern." INTELLICELL BIOSCIENCES: Holders Demand Payment of $1.3MM Notes --------------------------------------------------------------- Intellicell Biosciences, Inc., and Intellicell Biosciences, Inc., entered into an Agreement and Plan of Merger which was amended on June 3, 2011, pursuant to which a subsidiary of the Company merged with and into Intellicell-NY and Intellicell-NY continued as the surviving corporate entity. The closing of the transaction contemplated by the Merger Agreement took place on June 3, 2011. In accordance with the Merger Agreement, all outstanding convertible notes issued by IntelliCell-NY were assumed by the Company. The Intellicell Notes, which are in the aggregate principal amount of $1,360,000, became due and payable on March 31, 2012. The Company previously disclosed in its annual report on Form 10-K for the fiscal year ended Dec. 31, 2011, as amended, that it had not made any repayment of principal or accrued by unpaid interest that had become due and payable under the Intellicell Notes. As of May 18, 2012, the Company has not repaid any principal or accrued but unpaid interest that has become due and payable under the IntelliCell Notes. On May 17, 2012, the holder of an aggregate of $500,000 principal amount of IntelliCell Notes informed the Company that it is in default and demanded repayment under the IntelliCell Notes. Pursuant to the terms of the IntelliCell Notes, upon the occurrence, after the expiration of a cure period of 15 days with respect to monetary defaults, following the receipt by the Company of written notice from a holder of a default in the payment of any installment of principal or interest, or any part thereof, when due, a holder, at its election may accelerate the unpaid balance of the principal and all accrued interest due under this Note and declare the same payable at once without further notice or demand. Upon an event of default under the IntelliCell Notes, the holders of the IntelliCell Notes will be entitled to, among other things (i) the principal amount of the IntelliCell Notes along with any interest accrued but unpaid thereon and (ii) costs and expenses in connection with the collection and enforcement under the IntelliCell Notes, including reasonable attorneys' fees. As a result of the notice of default, as of May 18, 2012, the IntelliCell Notes in the aggregate principal amount of $1,360,000 are immediately due and payable. The Company is currently working with its investors on making arrangements to honor its obligations under the IntelliCell Notes, however, there can be no assurance that any those arrangements will ever materialize or be permissible or sufficient to cover any or all of the obligations under the IntelliCell Notes. About Intellicell Biosciences Intellicell BioSciences, Inc., headquartered in New York, N.Y., was formed on Aug. 13, 2010, under the name "Regen Biosciences, Inc." as a pioneering regenerative medicine company to develop and commercialize regenerative medical technologies in large markets with unmet clinical needs. On Feb. 17, 2011, the company changed its name from "Regen Biosciences, Inc." to "IntelliCell BioSciences Inc". To date, IntelliCell has developed proprietary technologies that allow for the efficient and reproducible separation of stromal vascular fraction (branded "IntelliCell(TM)") containing adipose stem cells that can be performed in tissue processing centers and in doctors' offices. The Company's balance sheet at Sept. 30, 2011, showed $1.0 million in total assets, $21.2 million in total current liabilities, and a stockholders' deficit of $20.2 million. "The Company has incurred losses since inception resulting in an accumulated deficit of $20.1 million and a working capital deficit of $21.0 million as of Sept. 30, 2011, respectively, however, if the non-cash expense related to the Company's derivative liability is excluded the accumulated deficit amounted to $3.1 million and working capital deficit amounted to $3.7 million, respectively,? the Company said in the filing. "Further losses are anticipated in the continued development of its business, raising substantial doubt about the Company's ability to continue as a going concern." IXI MOBILE: Messrs. Hadad and Kaufman Appointed to Board -------------------------------------------------------- IXI,Mobile, Inc., has announced the appointment of Mr. Zion Hadad and Mr. Ilan Kaufman as members of the board of directors of the Company as of May 17, 2012. In 1997 Dr. Hadad founded Runcom Technologies Ltd. in Israel. Dr. Hadad possesses an extensive experience in the development of military and commercial communication systems with specialized expertise in the fields of Spread Spectrum (SS), Frequency Hopping (FH), Direct Sequence (DS), CDMA, OFDMA, ECC and Adaptive Array Technologies. Prior to the inception of Runcom, Dr. Hadad served as VP and GM for Broadband Wireless Access [BWA] and Chief Scientist of InnoWave, a wireless local loop company, purchased by Alvarion in 2001. Prior to his engagement with InnoWave, Dr. Hadad served as the Chief Scientist of the Tactical Comm. Division of Tadiran Communications. In addition, for a period of 5 years Dr. Hadad was involved in the development of military radio for the US Army soldier SINCGARS with General Dynamics USA, and with the development of the commercial Broadband CDMA in InterDigital USA [IDCC], which variant was later developed into the 3GPP third generation cellular technology [3G]. During 1997 Dr. Hadad invent and initiated development of the OFDMA technology for Runcom, and he currently holds a few registered patents in connection with such technology. As the CEO and Chairman of the Board of Directors of Runcom, Dr. Hadad incorporated the OFDMA technology as base line for broadcast return channel and the 4G cellular technologies: ETSI DVB RCT, IEEE 802.16d,e and after that a variant of this adapted by 3GPP LTE for the fourth generation cellular [4G]. Dr. Hadad holds a PhD in Electrical Engineering (EE) from CUNY (USA). Dr. Hadad has previously served as a director on IXI Mobile's Board of Directors for the period between January 2009 and March 2011. From May 2001 until November 2008, Mr. Kaufmann worked in several positions at Elbit Systems Ltd., a global defense electronics company. His most recent position was the Director of Finance at Silver Arrow, a subsidiary of Elbit Systems Ltd. Mr. Kaufman was appointed as the Company's Chief Financial Officer on November 2009 and served in such position until March 2011. Later, Mr. Kaufman temporarily replaced the Chief Financial Officer of Magma V.C., a venture capital firm specializing in early-stage investments in communication, semiconductors, internet and media. As a director Mr. Kaufman will be entitled to a director's fee of approximately US$13,000 per year. About IXI Mobile Headquartered in Belmont, California, IXI Mobile Inc. (OTC BB: IXMO.0B) -- http://www.ixi.com/-- provides devices and hosted services to mobile operators, mobile virtual network operators, and Internet service providers in a number of international markets. Research and development activities are conducted primarily in its facilities in Israel and Romania. IXI Mobile Inc.'s consolidated balance sheet at June 30, 2008, showed $29,504,000 in total assets, $40,856,000 in total liabilities, and $11,352,000 in stockholders' deficit. IXI Mobile has yet to file its financial reports for 2009 and 2010. JENSEN FARMS: Files for Chapter 11 Bankruptcy Protection -------------------------------------------------------- The Associated Press reports Jensen Farms, which was traced to a listeria outbreak in cantaloupe last year, has filed for Chapter 11 bankruptcy protection. According to the report, the Company's attorney Jim Markus told The Denver Post the filing should free up millions of dollars in insurance and other funds that could be distributed to victims. The report says the outbreak was blamed for 32 deaths. It infected 146 people in 28 states. Federal investigators have said old, hard-to-clean equipment at Jensen Farms and pools of dirty water on the floor probably were to blame. The report, citing court documents, says the farm had $4.8 million in revenue in the past 12 months. It lists $2.1 million in assets, $2.5 million in liabilities, and $1.6 million in payments outstanding from food distributor Frontera Produce. Jensen Farms -- http://jensenfarms.com/-- is located at 28948 CR 30.5 Holly, Colorado. KIWIBOX.COM INC: Incurs $1.8 Million Net Loss in First Quarter -------------------------------------------------------------- Kiwibox.com, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.87 million on $462,637 of total net sales for the three months ended March 31, 2012, compared with a net loss of $685,198 on $423 of total net sales for the same period during the prior year. The Company reported a net loss of $5.90 million in 2011, compared with a net loss of $3.97 million in 2010. The Company's balance sheet at March 31, 2012, showed $8.27 million in total assets, $16.92 million in total liabilities, all current, and a $8.64 million total stockholders' impairment. A copy of the Form 10-Q is available for free at: http://is.gd/tsYYbz About Kiwibox.com New York-based Kiwibox.com, Inc., acquired in the beginning of 2011 Pixunity.de, a photoblog community and launched a U.S. version of this community in the summer of 2011. Effective July 1, 2011, Kiwibox.com, Inc., became the owner of Kwick! --a top social network community based in Germany. Kiwibox.com shares are freely traded on the bulletin board under the symbol KIWB.OB. Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about Kiwibox.Com's ability to continue as a going concern, after reviewing the Company's financial statements as of and for the three and nine-month periods ended Sept. 30, 2011, and 2010. The independent auditors noted that the Company has suffered losses from operations and has a working capital deficiency as of Sept. 30, 2011. In its report on the 2011 financial statements, Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered losses from operations and has a working capital deficiency as of Dec. 31, 2011. KIWIBOX.COM INC: Completes Acquisition of KWICK! ------------------------------------------------ KIWIBOX.COM, Inc., made the last payment of EUR1,600,000 Euros to the principals from whom it purchased KWICK!, the popular German social network community, paying a total purchase price of EUR6,400,000 Euros (approximately, US$8,300,000). This payment completes all of the conditions of the purchase and provides Kiwibox with absolute title to these valuable European assets, including the KWICK! Sensphere ASP platform and a trove of intellectual property assets. Considering the KWICK! community's current 10,000,000 plus registered members and 1,000,000 active users, cited Andre Scholz, CEO of Kiwibox, "we anticipate a surge in memberships and unique visitors, especially on the tide of the Facebook public offering. KWICK!'s social network community," stated Mr. Scholz, "self- perpetuates its popularity among its membership with their constant sharing of ideas, events and friendships via cell phone, image pads and laptops. We see no barriers to expansion of the KWICK! social network throughout Germany's regional communities." "We now have complete ownership of our European footprint and we expect to continue to acquire select and complimentary social communities to integrate into our Kiwibox platform," concluded Andre Scholz. About Kiwibox.com New York-based Kiwibox.com, Inc., acquired in the beginning of 2011 Pixunity.de, a photoblog community and launched a U.S. version of this community in the summer of 2011. Effective July 1, 2011, Kiwibox.com, Inc., became the owner of Kwick! --a top social network community based in Germany. Kiwibox.com shares are freely traded on the bulletin board under the symbol KIWB.OB. Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about Kiwibox.Com's ability to continue as a going concern, after reviewing the Company's financial statements as of and for the three and nine-month periods ended Sept. 30, 2011, and 2010. The independent auditors noted that the Company has suffered losses from operations and has a working capital deficiency as of Sept. 30, 2011. The Company reported a net loss of $5.90 million in 2011, compared with a net loss of $3.97 million in 2010. The Company's balance sheet at Dec. 31, 2012, showed $8.35 million in total assets, $16.32 million in total liabilities, all current, and a $7.97 million total stockholders' impairment. In its report on the 2011 financial statements, Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered losses from operations and has a working capital deficiency as of Dec. 31, 2011. LA JOLLA: Reports $5.3 Million Net Income in First Quarter ---------------------------------------------------------- La Jolla Pharmaceutical Company filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $5.28 million for the three months ended March 31, 2012, compared with a net loss of $6.50 million for the same period during the prior year. La Jolla reported a net loss of $11.54 million in 2011, compared with a net loss of $3.76 million in 2010. The Company's balance sheet at March 31, 2012, showed $4.43 million in total assets, $9.67 million in total liabilities, all current, $5.33 million in redeemable convertible preferred stock, and a $10.57 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/Pu9gcH About La Jolla Pharmaceutical San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB: LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company that has historically focused on the development and testing of Riquent as a treatment for Lupus nephritis. After auditing the 2011 results, BDO USA, LLP, in San Diego, California, expressed raise substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations, has an accumulated deficit of $439.6 million and a stockholders' deficit of $15.6 million as of Dec. 31, 2011, and has no current source of revenues. LANTERN PARTNERS: Fishers, Ind. Bldg Owner Files for Chapter 11 --------------------------------------------------------------- Lantern Partners LLC filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 12-06288) on May 25, 2012, in Indianapolis, Indiana. The Debtor, a single asset real estate as defined in 11 U.S.C., Sec. 101 (51B), estimated assets and debts of $10 million to $50 million. The Debtor said it owes GE Commercial Finance Business Property Corporation $11.37 million, with the debt secured by collateral valued at $18.6 million. The Debtor's principal asset is located at 10500 Kincaid Drive, Fishers, Indiana. This is the address of a Kindaic Freedom Mortgage Building, a 125,000 square-foot office building, indianpolis.citysearch.com. Jeffrey A. Hokanson, Esq., at Frost Brown Todd LLC, in Indianapolis, represents the Debtor. LANTERN PARTNERS: Case Summary & 3 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Lantern Partners LLC 9701 North by Northeast Boulevard Fishers, IN 46037 Tel: (317) 841-9092 E-mail: dankincaid@hotmail.com Bankruptcy Case No.: 12-06288 Chapter 11 Petition Date: May 25, 2012 Court: U.S. Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Anthony J. Metz, III Debtor's Counsel: Jeffrey A. Hokanson, Esq. FROST BROWN TODD LLC 201 N. Illinois Street, Suite 1900 P.O. Box 44961 Indianapolis, IN 46244-0961 Tel: (317) 237-3962 Fax: (317) 237-3900 E-mail: jhokanson@fbtlaw.com - and ? Jeremy M. Dunn, Esq. FROST BROWN TODD LLC 201 North Illinois Street, Suite 1900 P.O. Box 44961 Indianapolis, IN 46244-0961 Tel: (317) 237-3270 Fax: (317) 237-3900 E-mail: jdunn@fbtlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Dan Kincaid, vice president of Kincaid Developers Inc., sole member. Debtor's List of Its Three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hamilton Co. Treasurer Property Taxes $286,617 33 North 9th Street and Penalties Noblesville, IN 46060 Delaware Park Owners Association Loan $15,000 9701 North by NE Boulevard Fishers, IN 46037 Globe Industrial Supply, Inc. Management and $10,625 9701 North by NE Boulevard Maintenance Fees Fishers, IN 46037 LEVEL 3: STT Crossing Discloses 25.6% Equity Stake -------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, STT Crossing Ltd and its affiliates disclosed that, as of May 16, 2012, they beneficially own 55,498,593 shares of common stock of Level 3 Communications, Inc., representing 25.6% of the shares outstanding. STT Crossing reported beneficial ownership of 50,498,593 common shares or a 24.3% equity stake as of Nov. 28, 2011. A copy of the amended filing is available for free at: http://is.gd/aqaJbO About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. The Company reported a net loss of $756 million in 2011, a net loss of $622 million in 2010, and a net loss of $618 million in 2009. The Company's balance sheet at March 31, 2012, showed $13.07 billion in total assets, $11.76 billion in total liabilities, and $1.31 billion in total stockholders' equity. * * * Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. As reported by the TCR on April 2, 2012, Fitch Ratings upgraded Level-3 Communications' Issuer Default Rating to 'B' from 'B-' on Oct. 4, 2011, and assigned a Positive Outlook. The rating action followed LVLT's announcement that the company closed on its previously announced agreement to acquire Global Crossing Limited (GLBC) in a tax-free, stock-for-stock transaction. MARIANA RETIREMENT FUND: Creditors Panel Okay to Benefits Payment ----------------------------------------------------------------- Ferdie de la Torre at Saipan Tribune reports the Official Committee of Unsecured Creditors has agreed with the Northern Mariana Islands Retirement Fund's request to be allowed to keep providing benefits to its beneficiaries while its Chapter 11 bankruptcy case remains pending. According to the report, the committee, through counsel Don Jeffrey Gelber, said payments to beneficiaries should start on the June 30, 2012, payment and continue for eight semi-monthly pay periods (a period of four months). Mr. Gelber said a beneficiary currently receiving $250 or less per semi-monthly period ($6,000 or less on an annual basis) will continue to receive the same payment. The report says a beneficiary currently receiving more than $250 per semi-pay period (more than $6,000 on an annual basis) will receive, for each semi-monthly period, the greater of (1) 75% of the payment that would have been made had the Chapter 11 case not been commenced, or (2) $250, Mr. Gelber said. He said the Fund should continue to pay life and health insurance premiums at the current unreduced rate, the report notes. The report says the Fund's request to be allowed to continue paying out benefits to beneficiaries had proposed a rate of payments that is between 42% and 100% of current benefits. Assistant U.S. Trustee Curtis Ching said they will not object to the Fund's motion provided that there will be limitations. Curtis Ching said the authorization should be limited to two months without prejudice to the Fund seeking approval for continued payments. Mr. Ching said the authorization should be at a rate that would allow the Fund to sustain itself. About NMI Retirement Fund The Northern Mariana Islands Retirement Fund -- http://www.nmiretirement.com/-- is a public corporation of the Commonwealth of the Northern Mariana Islands that receives and invests retirement contributions and pays certain benefits to or on account of certain retirees of the Commonwealth government, their survivors, and certain disabled persons. The Fund, through its administrator Richard Villagomez, filed a Chapter 11 bankruptcy petition in the U.S. District Court for the Northern District of Mariana Islands in Saipan (Case No. 12-00003) on April 17, 2012. The Fund is represented by Brown Rudnick LLP and the Law Office of Braddock J. Huesman, LLC. The Fund said in court papers that the Chapter 11 filing was precipitated by the discrepancy between the Debtor's current ability to pay benefits to beneficiaries and the Debtor's current obligations to those same beneficiaries. The Fund said it would exhaust its cash by July 2014. It has been unable to collect a $325 million judgment against the islands' government, and the commonwealth decided to reduce contributions toward workers' pensions. As a result of continuous underfunding, which necessitated withdrawing from its portfolio to cover funding shortfalls, the value of the Fund's assets has fallen from $353,475,412 in 2009 to its current level of $268,448,997, the Debtor's counsel has said. The counsel also said the Fund is subject to liabilities (both current and actuarial) totaling about $911 million. An official committee of unsecured creditors, consisting of Fund members, has been appointed in the case. As reported by the Troubled Company Reporter, several parties in interest have called for the dismissal of the case. These include two unnamed clients of lawyer Bruce Jorgensen, the office of the United States Trustee, the CNMI government and the Commonwealth Ports Authority, the creditors committee, and two retirees and members of the NMI Retirement Fund. A hearing has been set for June 1 on the Motions to Dismiss. MARIANA RETIREMENT FUND: Files Suit to Recoup Contributions ----------------------------------------------------------- Andrew O. De Guzman at Marianas Variety reports that the Northern Mariana Islands Retirement Fund's bankruptcy counsel Braddock J. Huesman filed complaints over the weekend against the Public School System, the Commonwealth Healthcare Corp. and Northern Marianas College. The complaints are separately seeking an award of damages, and to order the defendants to remit employer contributions as well as corresponding penalties. According to the report, Mr. Huesman said the U.S. Bankruptcy Court has jurisdiction over the adversary proceedings pursuant to 28 U.S.C. Sections 157 and 1334, and the Federal Rules of Bankruptcy Procedures 7001. The report relates Mr. Huesman said non-payment of employer contributions by the agencies were "contributing factors in the [Fund's] need to file for Chapter 11 protection." In light of the failure to make required employer contributions, the Fund seeks full payment of all sums owed by these agencies, the report quotes Mr. Huesman as saying. Causes of action against the named agencies were breach of contract (constitutional and statutory), and declaratory judgment for violation of 1 CMC section 8362, Mr. Huesman said. The report relates, for the Public School System, Mr. Huesman told the bankruptcy court the past due payments, including applicable penalties, total approximately $30 million. Mr. Huesman said PSS has failed to make employer contributions based on the actuarially determined rate since 2006, and during multiple pay periods "has failed to make any contributions at all." The report adds, as of the filing date May 25, 2012, PSS's delinquency totals more than $23 million, and the statutory penalty accrued on the total delinquent payments exceeds $6.9 million. According to the report, named as defendants were Rita Sablan in her official capacity as commissioner of education; Galvin Deleon Guerrero in his official capacity as secretary and treasurer of the Board of Education; Marylou Ada, D. Tanya King, Lucia Blanco- Maratita, and Herman Guerrero in their official capacities as members of the Board of Education. The report relates Mr. Huesman said that since the Commonwealth Health Corp. was established as an autonomous corporation, CHC has never made employer contributions based on the actuarially determined rate. The report says, as of April 30, 2012, CHC's delinquent employer contributions amount to more than $6 million, while the statutory penalty totals approximately $1.4 million. The report relates Mr. Huesman said it has failed to make employer contributions for NMC based on the actuarially determined rate since 2006. In addition, Mr. Huesman said "NMC has failed to remit any employee or employer contributions since April 2012." The report says, as of May 2012, NMC's delinquency amounts to more than $6.29 million, and statutory penalty exceeds $1.62 million. The report adds other named defendants were: Sharon Hart, in her official capacity as president; Frank Rabauliman in his official capacity as treasurer; and Juan Lizama, Elaine Hocog Orilla, Andrew Orsini, Maria Peter, and William S. Torres in their official capacities as members of the NMC Board of Regents. About NMI Retirement Fund The Northern Mariana Islands Retirement Fund -- http://www.nmiretirement.com/-- is a public corporation of the Commonwealth of the Northern Mariana Islands that receives and invests retirement contributions and pays certain benefits to or on account of certain retirees of the Commonwealth government, their survivors, and certain disabled persons. The Fund, through its administrator Richard Villagomez, filed a Chapter 11 bankruptcy petition in the U.S. District Court for the Northern District of Mariana Islands in Saipan (Case No. 12-00003) on April 17, 2012. The Fund is represented by Brown Rudnick LLP and the Law Office of Braddock J. Huesman, LLC. The Fund said in court papers that the Chapter 11 filing was precipitated by the discrepancy between the Debtor's current ability to pay benefits to beneficiaries and the Debtor's current obligations to those same beneficiaries. The Fund said it would exhaust its cash by July 2014. It has been unable to collect a $325 million judgment against the islands' government, and the commonwealth decided to reduce contributions toward workers' pensions. As a result of continuous underfunding, which necessitated withdrawing from its portfolio to cover funding shortfalls, the value of the Fund's assets has fallen from $353,475,412 in 2009 to its current level of $268,448,997, the Debtor's counsel has said. The counsel also said the Fund is subject to liabilities (both current and actuarial) totaling about $911 million. An official committee of unsecured creditors, consisting of Fund members, has been appointed in the case. As reported by the Troubled Company Reporter, several parties in interest have called for the dismissal of the case. These include two unnamed clients of lawyer Bruce Jorgensen, the office of the United States Trustee, the CNMI government and the Commonwealth Ports Authority, the creditors committee, and two retirees and members of the NMI Retirement Fund. A hearing has been set for June 1 on the Motions to Dismiss. MCCLATCHY COMPANY: Names Elaine Lintecum as VP Finance and CFO -------------------------------------------------------------- The McClatchy Company named Elaine Lintecum as vice president, finance and chief financial officer, effective immediately. Ms. Lintecum, 56, has served as McClatchy's treasurer since 2002 and spent the last 24 years in McClatchy's corporate finance department holding a variety of key positions, including financial analyst, investor relations manager and assistant treasurer. She was McClatchy's financial reporting specialist for U.S. Securities and Exchange Commission filings. Ms. Lintecum will retain the duties of treasurer in her new position. Lintecum replaces Patrick J. Talamantes, who becomes McClatchy's president and chief executive. "Elaine is an extremely talented and savvy financial executive who has played an integral role in McClatchy's financial progress over the years," Talamantes said. "I'm thrilled to welcome her to McClatchy's executive ranks where she will be an important contributor to our senior management team." Ms. Lintecum first joined McClatchy as a financial analyst in 1988 after seven years as a certified public accountant in the audit department of Deloitte Haskins & Sells, a predecessor of Deloitte & Touche. Ms. Lintecum was promoted to investor relations manager in 1993, named assistant treasurer in 2000 and promoted to treasurer in 2002. She has played an instrumental role in every major financial development at McClatchy - from mergers and acquisitions to debt repayment and restructuring - for more than two decades. "I am delighted to lead the first-class finance department at McClatchy," Lintecum said. "Pat has been a wonderful mentor, and I am inheriting a strong financial team that is dedicated to supporting our newspapers in their commitment to high-quality journalism, community service and their transition to a hybrid print and digital business model." Ms. Lintecum was born in Hillsville, Va., and raised in Virginia and Michigan. She earned a bachelor's degree in business administration from California State University, Chico in 1980 after serving two years in the U.S. Army. She is married to Anthony Herrera. As part of other senior management changes, Mark Zieman, vice president, operations, will assume oversight of McClatchy?s Florida operations, which include The Miami Herald, El Nuevo Herald and the Bradenton Herald newspapers. Those responsibilities were previously held by Talamantes. Zieman, the former president and publisher of The Kansas City Star until his corporate appointment in May 2011, will continue to oversee McClatchy's operations in the Midwest, South and Southeast. Karole Morgan-Prager, McClatchy vice president, general counsel and corporate secretary, will assume additional responsibility for corporate development activities. Her new title will be vice president, corporate development, general counsel and secretary. Morgan-Prager, a senior officer since 1995, has worked closely with McClatchy's digital investments in recent years in addition to overseeing all of the Company's legal matters. CEO Appointment As previously disclosed, the Board of Directors of the Company has appointed Patrick J. Talamantes as the Company's President and Chief Executive Officer, effective upon the conclusion of the Company's 2012 annual meeting of shareholders held on May 16, 2012. Mr. Talamantes succeeds Gary B. Pruitt, who resigned as Chairman, President and Chief Executive Officer and retired from the Company, effective upon the conclusion of the 2012 annual meeting. Mr. Talamantes, 47, has been Vice President, Finance and Chief Financial Officer of the Company since April 2001, and has overseen the Company's operations in Florida since May 2011. Prior to joining the Company, he was with Sinclair Broadcast Group, Inc., a television broadcasting company, from 1996 to 2001, and served the last two years as chief financial officer. Mr. Talamantes was treasurer of River City Broadcasting LP, a broadcasting company located in St. Louis, from 1995 to 1996, and spent nine years in various banking positions with Chemical Bank of New York. Also on May 16, 2012, the Company's shareholders elected Mr. Talamantes to the Company's Board as a director at the 2012 Annual Meeting. Mr. Talamantes has been named to the Pension and Savings Plans Committee of the Board. On May 16, 2012, the Company and Mr. Talamantes entered into an employment agreement. The term of the Employment Agreement is two years unless terminated earlier by the Company or Mr. Talamantes under the Employment Agreement. Mr. Talamantes' annual base salary is set at $750,000, which may be increased by the Compensation Committee of the Board during the term of the Employment Agreement. A copy of the Form 8-K is available for free at: http://is.gd/KotMBx About The McClatchy Company Sacramento, Calif.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is the third largest newspaper company in the United States, publishing 30 daily newspapers, 43 non-dailies, and direct marketing and direct mail operations. McClatchy also operates leading local websites in each of its markets which extend its audience reach. The websites offer users comprehensive news and information, advertising, e-commerce and other services. Together with its newspapers and direct marketing products, these interactive operations make McClatchy the leading local media company in each of its premium high growth markets. McClatchy-owned newspapers include The Miami Herald, The Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City Star, The Charlotte Observer, and The News & Observer (Raleigh). The Company's balance sheet at March 25, 2012, showed $2.91 billion in total assets, $2.74 billion in total liabilities and $173.68 million in stockholders' equity. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. MEDYTOX SOLUTIONS: Borrows $550,000 from TCA Global --------------------------------------------------- Medytox Solutions, Inc., borrowed $550,000 from TCA Global Credit Master Fund, LP, pursuant to the terms of the Senior Secured Revolving Credit Facility Agreement, dated as of April 30, 2012, among Medytox, Medytox Medical Marketing & Sales, Inc., Medytox Diagnostics, Inc., PB Laboratories, LLC, and the Lender. The funds will be used for general corporate purposes. Under the Credit Agreement, Medytox may borrow up to an amount equal to the lesser of 80% of its Eligible Accounts and the revolving loan commitment, which initially is $550,000. Medytox may request that the revolving loan commitment be raised by various specified amounts at specified times, up to a maximum of $4,000,000. In each case, the decision to grant any such increase in the revolving loan commitment is in the Lender's sole discretion. The loan matures on the earlier of Nov. 30, 2012, subject to a six-month extension at the request of Medytox, or upon 60 days written notice by the Lender. The maturity date may also be extended, in the Lender's sole discretion, in connection with an increase in the revolving loan commitment. The loan bears interest at the rate of 12% per annum. In addition, Medytox will pay certain fees, as set forth in the Credit Agreement. Medytox also issued to the Lender 40,000 shares of its restricted common stock as a fee for corporate advisory and investment banking services provided by the Lender. The loan is guaranteed by Medytox Medical, Diagnostic and PB Labs, subsidiaries of Medytox. It is also secured by a pledge of substantially all of the assets of Medytox, Medytox Medical, Diagnostic and PB Labs. About Medytox Solutions West Palm Beach, Florida-based Medytox Solutions, Inc., formerly Casino Players, Inc., is a provider of laboratory services specializing in providing blood and urine drug toxicology to physicians, clinics and rehabilitation facilities in the United States. Peter Messineo, CPA, in Palm Harbor, Florida, expressed substantial doubt about Medytox Solutions' ability to continue as a going concern following the 2011 financial results. The independent auditor noted that the Company has an accumulated deficit and negative cash flows from operations, and additionally, there is certain litigation involving a consolidated entity which is unresolved. The Company reported net income of $92,701 of $3.99 million of revenues for 2011, compared with a net loss of $327,041 on $77,591 of revenues for 2010. The Company's balance sheet at Dec. 31, 2011, showed $3.93 million in total assets, $5.13 million in total liabilities, and a stockholders' deficit of $1.19 million. MF GLOBAL: Committee Proposes Rust Consulting as Admin. Agent ------------------------------------------------------------- The Official Committee of Unsecured Creditors in the bankruptcy cases of MF Global Holdings Inc. seeks permission from the Court to retain Rust Consulting, Inc., as its administrative agent. The Creditors' Committee believes the retention of Rust/Omni Bankruptcy division to assist it in complying with its obligations under Section 1102(b)(3) of the Bankruptcy Code will add to the effective administration of the Debtors' bankruptcy cases and reduce the overall expense of administering the Chapter 11 cases. Specifically, Rust will establish and maintain the Web site at http://www.mfglobalcreditorscommittee.com/and provide any other services as may sought by the Creditors' Committee. Rust Consulting will bill the Debtors according to its professionals' customary hourly rates: $195 for senior consultants, $125 to $175 for consultants, $67 to $125 for project specialists, $117 to $157 for programming and $25 to $67 for clerical support/quality assurance professionals. The firm will also be reimbursed for expenses to be incurred. Paul H. Deutch, executive managing director in the Rust Consulting/Omni Bankruptcy division of Rust Consulting, Inc., maintains that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/ -- was one of the world's leading brokers of commodities and listed derivatives. MF Global provided access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had US$41,046,594,000 in total assets and US$39,683,915,000 in total liabilities. It was the largest bankruptcy filing in 2011. MFGH's subsidiaries MF Global Capital LLC, MF Global FX Clear LLC and MF Global Market Services, LLC filed for bankruptcy protection on Dec. 19, 2011. MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon & Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on March 2, 2012. Holdings USA provided administrative services to MF Ltd. and its domestic subsidiaries. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. Louis J. Freeh was named the Chapter 11 Trustee for the bankruptcy cases of MF Global Holdings Ltd. and its affiliates. The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors retained Dewey & LeBoeuf LLP, as counsel; and Capstone Advisory Group LLC as financial advisor. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. Seven directors of MF Global Holdings resigned from their posts on Nov. 28, 2011. U.S. regulators are investigating about US$633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. The New York Stock Exchange has removed MFGI securities from listing. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MF GLOBAL: Ex-Workers at Singapore Sue Over Lack of Info -------------------------------------------------------- A group of seven former employees at MF Global Holdings Ltd.'s Singapore unit, including the head of sales for Asia, filed a lawsuit complaining that they're not being informed about how they'll be paid money they are owed, Andrea Tan of Bloomberg News reported. "The response from the provisional liquidators was very frustrating," Michael Joseph Drennan, former head of sales for Asia, said in his complaint filed with the Singapore High Court, the report related. "I had to take a proactive approach to ensure that my interests as a creditor were being protected," said Mr. Drennan, now head of North America Futures and Options at London-based interbroker ICAP Plc. (IAP) A closed hearing is scheduled for May 11, the report added. The former employees claim in court papers they are owed at least $2.8 million by MF Global Singapore. Bloomberg pointed out the employees of MF Global's U.K. unit are also seeking GBP39 million of unpaid bonuses, severance pay and pension contributions from its administrator KPMG LLP. The complaint was "misguided" and should be dismissed, according to a court filing by Bob Yap, head of transactions and restructuring at KPMG in Singapore, Bloomberg quoted. The former employees appear to be fishing for information other than for the legitimate purposes of the liquidation, he said in court papers. Mr. Yap declined to comment on ongoing litigation. The seven former employees include John Hugh Bulford, general manager of Asia Pacific and Chief Risk Officer for Asia Matthew Levins, are owed at least S$3.5 million ($2.8 million) by MF Global Singapore, according to the lawsuit, Bloomberg related. Mr. Drennan is claiming S$1.67 million, including S$1.3 million in guaranteed bonus. The case is Michael Joseph Drennan v. MF Global Singapore Pte. OS305/2012. Singapore High Court. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/ -- was one of the world's leading brokers of commodities and listed derivatives. MF Global provided access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had US$41,046,594,000 in total assets and US$39,683,915,000 in total liabilities. It was the largest bankruptcy filing in 2011. MFGH's subsidiaries MF Global Capital LLC, MF Global FX Clear LLC and MF Global Market Services, LLC filed for bankruptcy protection on Dec. 19, 2011. MF Global Holdings USA Inc., doing business as Farr Whitlock Dixon & Co. Inc., and Man Group USA Inc., filed a Chapter 11 petition on March 2, 2012. Holdings USA provided administrative services to MF Ltd. and its domestic subsidiaries. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. Louis J. Freeh was named the Chapter 11 Trustee for the bankruptcy cases of MF Global Holdings Ltd. and its affiliates. The Chapter 11 Trustee tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors retained Dewey & LeBoeuf LLP, as counsel; and Capstone Advisory Group LLC as financial advisor. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. Seven directors of MF Global Holdings resigned from their posts on Nov. 28, 2011. U.S. regulators are investigating about US$633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. The New York Stock Exchange has removed MFGI securities from listing. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MOUNTAIN PROVINCE: Incurs C$11.5 Million Net Loss in 2011 --------------------------------------------------------- Mountain Province Diamonds Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 6-K disclosing a net loss of C$11.53 million for the year ended Dec. 31, 2011, compared with a net loss of C$14.53 million during the prior year. The Company's balance sheet at Dec. 31, 2011, showed C$66.55 million in total assets, C$9.42 million in total liabilities, all current, and C$57.13 in total shareholders' equity. A copy of the Form 6-K is available for free at: http://is.gd/J2KiMR About Mountain Province Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49% interest in the Gahcho Kue Project. The Company's balance sheet at March 31, 2012, showed C$66.84 million in total assets, C$13.13 million in total liabilities, and C$53.70 million in total shareholders' equity. For the year ended Dec. 31, 2011, KPMG LLP, in Toronto, Canada, noted that the Company has incurred a net loss in 2011 and expects to require additional capital resources to meet planned expenditures in 2012 that raise substantial doubt about the Company's ability to continue as a going concern. MPM TECHNOLOGIES: Unit Has Lease Agreement with Mineral Resource ---------------------------------------------------------------- MPM Mining Inc., a wholly owned subsidiary of MPM Technologies, Inc., had entered into the Emery Dumps Lease and Agreement with Mineral Resource Recovery, a wholly owned subsidiary of Carbon Cycle Investments LLC. The Company has agreed to lease to MRR the undivided interest in all dump piles located on the Company's owned and leased properties in the Zosell Mining District, Powell County, Montana. Twenty-five percent of the Net Smelter Return or Net Direct Sale of Ore Payments on all material removed from the site will be directed to the Company. Fifty percent will be utilized as payment to a creditor and Twenty-five percent will be distributed to MRR. On Feb. 18, 2011, MPM Technologies, Inc., entered into a Sales Agreement with Carbon Cycle Investment LLC. Under the terms of the Sales Agreement, the Company proposes to sell to Carbon Cycle Investment LLC 67% of the Company's authorized but unissued common stock for $2,000,000. On May 18, 2012, MPM Technologies Inc. announced it had amended the Purchase Agreement dated March 31, 2011, by and among MPM Acquisition Company LLC, Michael J. Luciano, an individual and CEO of MPM Technologies, Inc, MPM Mining, Inc., and MPM Technologies, Inc. Under the terms of the amendment Mineral Resource Recovery will release the Emery Dump Lease and Agreement to Michael J. Luciano upon completion of a $300,000 payment to a Company creditor. Under the terms of the Purchase Agreement, the Company agreed to sell to Mr. Luciano 100% of the issued and outstanding shares of MPM Mining Inc in exchange for (i) cancellation of approximately $15 million of the Company's outstanding indebtedness, (ii) retirement of all shares of Company common stock currently held by Mr. Luciano and the JFLI Trust of which Mr. Luciano is Trustee; and (iii) cancellation of all options to purchase Company common stock currently held by Mr. Luciano. About MPM Technologies Headquartered in Parsippany, N.J., MPM Technologies Inc. (OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPM Mining Inc. During the year ended Dec. 31, 2007, AirPol was the only revenue generating entity. AirPol operates in the air pollution control industry. It sells air pollution control systems to companies in the United States and worldwide. The company through its wholly owned subsidiary NuPower is engaged in the development and commercialization of a waste-to-energy process known as Skygas. These efforts are through NuPower's participation in NuPower Partnership, in which MPM has a 58.21% partnership interest. NuPower Partnership owns 85% of the Skygas Venture. In addition to its partnership interest through NuPower Inc., MPM also owns 15% of the Venture. The Company's balance sheet at Sept. 30, 2010, showed $1.17 million in total assets, $15.32 million in total liabilities, all current, and a stockholders' deficit of $14.15 million. The Company recorded a net loss of $1.56 million for 2009 from a net loss of $1.72 million for 2008. NATIONAL CENTURY FIN'L: Credit Suisse to Face Fraud Case -------------------------------------------------------- A federal judge issued an order denying in part Credit Suisse Group Inc.'s request to dismiss claims raised by a group of bondholders, which accused the bank of missing National Century Financial Enterprises Inc.'s $2.8 billion fraud. In his order, Judge James Graham of the U.S. District Court for the Southern District of Ohio denied Credit Suisse's request to dismiss several groups of bondholder claims, including some fraud claims asserted by Lloyds TSB Bank plc, Metropolitan Life Insurance Co. and government agencies in Arizona. The bondholders "have submitted sufficient evidence in support of their fraud-based claims to create genuine issues of material fact," Judge Graham said. In the same order, the federal judge granted Credit Suisse's request to dismiss other groups of claims including those asserted by the bondholders based on negligent misrepresentation. A full-text copy of the order is available without charge at http://bankrupt.com/misc/NatC_OrderCreditSuisseClaims.pdf The bondholders who purchased nearly $2 billion worth of notes issued by NCFE had earlier accused Credit Suisse of deceiving them about the health care finance company. They alleged that the Swiss bank knew about the fraud and did not disclose in its offering documents how NCFE exactly ran its operations. Credit Suisse denied any knowledge of the fraud, saying NCFE deliberately hid the fraud from the bank and those involved in the company's operations. The Swiss bank also denied that it deceived the investors, arguing that it did not make the statements in the offering documents. Kathy Patrick, a lawyer who represents some of the bondholders, said that Judge Graham's ruling is important because it holds that an investment bank may be held liable for statements made in an issuer's offering documents. She said considerably more than half of the bondholder claims remain in the lawsuit, according to a report by Reuters. Credit Suisse said it will continue its defense, and "remains confident that a jury will find based on all the evidence that it should not be held responsible for assisting or committing any wrongdoing," Reuters reported. Fives Cases Remanded to Federal Courts In connection with Judge Graham's ruling, the Judicial Panel on Multidistrict Litigation issued an order remanding three cases to the U.S. District Court for the District of Arizona, and two other cases to the U.S. District Court for the District of New Jersey where they were originally filed. The three Arizona cases are: * City of Chandler, et al. v. Bank One, N.A., et al., Case No. 2:03-cv-1220; * Crown Cork & Seal Co., Inc. Master Retirement Trust, et al. v. Credit Suisse First Boston Corp., et al., Case No. 2:03-cv-2084; and * State of Arizona, et al. v. Credit Suisse First Boston Corp., et al., Case No. 2:03-cv-1618. The two New Jersey cases are styled as Metropolitan Life Insurance Co., et al. v. Bank One, N.A., et al., Case No. 2:03- cv-1882; and Lloyds TSB Bank PLC v. Bank One, N.A., et al., Case No. 2:03-cv-2784. The Judicial Panel on Multidistrict Litigation issued the order after Judge Graham filed a suggestion of remand following request from the plaintiffs to transfer the cases back to the federal courts on grounds that coordinated pretrial proceedings in those cases have already been completed. The request was opposed by Credit Suisse, arguing that it is premature since the Swiss Bank's procedural rights have yet to expire. As part of the transfer, the Ohio district court issued a pretrial order which chronicles the proceedings, summarizes the rulings, and outlines the remaining issues in the cases. A copy of the pretrial order is available without charge at http://bankrupt.com/misc/NatC_PretrialOrder.pdf Meanwhile, the plaintiffs and Credit Suisse entered into stipulations in connection with the transfer of the five cases. Under the stipulations, the parties agreed that the record on remand in the Arizona and New Jersey cases should only include the docket entries from the multi-district litigation identified in the exhibits accompanying the stipulations. Full-text copies of the stipulations and the exhibits are available without charge at: http://bankrupt.com/misc/NatC_StipArizona&Credit.pdf http://bankrupt.com/misc/NatC_StipArizona&CreditExhibit.pdf http://bankrupt.com/misc/NatC_StipLloyds&Credit.pdf http://bankrupt.com/misc/NatC_StipLloyds&CreditExhibit.pdf Pharos Asks Court to Deny Credit Suisse's Bid for Summary Judgment In a related development, Pharos Capital Partners L.P. asked the Ohio District Court to deny Credit Suisse's motion for summary judgment on its claims against the Swiss Bank. Credit Suisse filed court papers in support of its motion where it cited a decision recently issued by a New York appellate court in the case filed by HSH Nordbank AG against UBS AG. The appellate court's order dismissed the fraud claim asserted by HSH Nordbank for its failure to establish justifiable reliance as required under New York law based on certain disclaimers in transaction documents. It also affirmed the dismissal of the bank's misrepresentation claim for lack of any special relationship between the bank and UBS. Citing the decision in the HSH Nordbank case, Credit Suisse argued that summary judgment should be granted on Pharos' claims since Pharos cannot establish justifiable reliance as required under New York law, and cannot establish that it had a special relationship with the Swiss Bank as a matter of law. In court papers, Pharos said the HSH Nordbank decision is not supplemental authority in support of Credit Suisse's motion for summary judgment because the disclaimers on which the Swiss bank relies are ineffective under the circumstances. Pharos pointed out that it is Ohio law, not New York law, which applies to its fraud and misrepresentation claims against the Swiss bank. "Even under New York law, Pharos and Credit Suisse had a relationship approaching that of privity, pursuant to which a negligent misrepresentation claim may lie," Pharos said in court papers. Judge Orders Dismissal of Poulsen Case Meanwhile, Judge Graham ordered the dismissal of a lawsuit filed by Lance Poulsen, NCFE's former chief executive officer, against Bank One N.A. In a May 9, 2012 order, Judge Graham said that between Mr. Poulsen and the bank, the former is "substantially" responsible for NCFE's collapse. "Whatever Bank One's alleged failings might have been, they pale in comparison to Poulsen's criminal conduct," the federal judge said. Mr. Poulsen sued Bank One for allegedly causing the collapse of NCFE by merging with JPMorgan Chase and by conspiring with JPMorgan Chase in disclosing the fraud scheme, which allegedly induced the Federal Bureau of Investigation to shut down the company. He also accused Bank One of orchestrating a plot to implicate him in the fraud scheme. According to Judge Graham, the allegations do not overcome the core concern of the in pari delicto doctrine, which is to "prevent one wrongdoer from recovering from another because each should bear the consequences of their wrongdoing without legal recourse against the other." "Even if Poulsen is in some sense correct that Bank One abandoned the best interests of [NCFE] as it pursued a partnership with JPMorgan, Poulsen cannot explain away the fact that [NCFE] under his direction did indeed commit a massive fraud," the federal judge said. "In the criminal proceedings, Poulsen was found beyond a reasonable doubt to have masterminded a fraudulent scheme that diverted billions of dollars from [NCFE]," Judge Graham said. About National Century Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NATIONAL CENTURY FIN'L: Poulsens Withdraw NCFE Claims ----------------------------------------------------- Former National Century Financial Enterprises Inc. Chief Executive Officer Lance Poulsen and Barbara Lance Poulsen sought and obtained a court order granting them leave to withdraw their proofs of claim against the company. The withdrawn claims include Claim Nos. 352, 694, 697, 887, and 895, which the Poulsens filed in the Chapter 11 cases of NCFE and its affiliated debtors. The court order bars the Poulsens from "submitting or resubmitting other, further or renewed proofs of claim or other claims of any kind" in connection with NCFE's bankruptcy. About National Century Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NATIONAL CENTURY FIN'L: VI/XII Trust Files Report for 1st Quarter ----------------------------------------------------------------- Current Paid to Balance Quarter Date Due ------- ------- ------- A. FEES AND EXPENSES: 1. Trustee Compensation - - - 2. Fees for Attorney for Trustee - - - 3. Fee for Attorney for Debtor $434,295 $10,946,954 - 4. Other professionals 146,847 5,703,438 - 5. All expenses, including trustee 17,237 12,506,061 - B. DISTRIBUTIONS: 6. Secured Creditors - 494,353,519 - 7. Priority Creditors - - - 8. Unsecured Creditors - - - 9. Equity Security Holders - - - 10.Other Payments or Transfers 4,190,585 58,472,600 - ---------- ------------ ---------- Total Plan Payments $4,788,964 $581,982,572 - ========== ============ ========== Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NATIONAL CENTURY FIN'L: UAT Files Report for 1st Quarter -------------------------------------------------------- Current Paid to Balance Quarter Date Due ------- ------- ------- A. FEES AND EXPENSES: 1. Trustee Compensation - - - 2. Fees for Attorney for Trustee - - - 3. Fee for Attorney for Debtor $47,114 $16,380,128 - 4. Other professionals 37,943 11,955,171 - 5. All expenses, including trustee 113,188 24,186,065 - B. DISTRIBUTIONS: 6. Secured Creditors - - - 7. Priority Creditors - - - 8. Unsecured Creditors - 208,136,188 - 9. Equity Security Holders - - - 10.Other Payments or Transfers - - - ---------- ----------- ---------- Total Plan Payments $198,245 $260,657,552 - ========== =========== ========== Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NEBRASKA BOOK: To Seek Nod of Reorganization Plan on May 30 ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Nebraska Book Co. will seek confirmation May 30 of a reorganization plan financed in part with a new $80 million term loan. The plan will give the new stock plus a new $100 million second- lien note to holders of the existing $200 million in second-lien debt, for a projected 81% recovery. The plan gained support from holders of subordinated debt after second-lien noteholders improved the junior creditors' treatment. Holders of subordinated debt and general unsecured creditors are to receive an improved package of warrants or cash of equivalent value. Existing shareholders and holders of $77 million in notes issued by the holding company are to receive nothing. Mr. Rochelle notes that Nebraska Book almost had a second reorganization plan scuttled as a result of lenders' reluctance to fund an emergence from Chapter 11. The commitment for the loan was based on projections that earnings before interest, taxes, depreciation and amortization for the year ended March 31 would be in the range of $40 million to $43 million. Ebitda ended up being $39 million. On hearing the news, the primary lender on the new loan said that missing the target was a material adverse change allowing a termination of the commitment. Although Nebraska Book didn't agree that the MAC clause was violated, the company agreed to pay a fee of 4% of the commitment for waiver of the covenant violation. The company quickly arranged a hearing for May 25 in U.S. Bankruptcy Court in Delaware for approval of an amendment to the commitment and payment of the fee. There being no objection, the bankruptcy judge extended Nebraska Book's exclusive right to propose a plan until July 23, according to the Bloomberg report. About Nebraska Book Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the leading providers of new and used textbooks for college students in the United States. Nebraska Book and seven affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002 to 11-12009) on June 27, 2011. Hon. Peter J. Walsh presides over the case. Lawyers at Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel. The Debtors; restructuring advisors are AlixPartners LLC; the investment bankers are Rothschild, Inc.; the auditors are Deloitte & Touche LLP; and the claims agent is Kurtzman Carson Consultants LLC. As of the Petition Date, the Debtors had consolidated assets of $657,215,757 and debts of $563,973,688. JPMorgan Chase Bank N.A., as administrative agent for the DIP lenders, is represented by lawyers at Richards, Layton & Finger, P.A., and Simpson Thacher & Bartlett LLP. J.P. Morgan Investment Management Inc., the DIP arranger, is represented by lawyers at Bayard, P.A., and Willkie Farr & Gallagher LLP. An ad hoc committee of holders of more than 50% of the Debtors' Second Lien Notes is represented by lawyers at Brown Rudnick. An ad hoc committee of holders of the Debtors' 8.625% unsecured notes are represented by Milbank, Tweed, Hadley & McCloy LLP. The Official Committee of Unsecured Creditors selected Lowenstein Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow Financial Inc. as financial advisers. Nebraska Book has been unable to confirm a pre-packaged Chapter 11 plan that would have swapped some of the existing debt for new debt, cash and the new stock, due to an inability to secure $250 million in exit financing. The company has a confirmation hearing scheduled on May 30 for approval of a revised reorganization plan. The plan gives the new stock plus a new $100 million second-lien note to holders of the existing $200 million in second-lien debt, for a projected 81 percent recovery. NEW LEAF: Delays Form 10-Q for First Quarter -------------------------------------------- New Leaf Brands, Inc., informed the U.S. Securities and Exchange Commission that it requires additional time to complete the review of the Company's financial statements in order to complete the 10-Q for the period ended March 31, 2012, prior to filing. About New Leaf Brands Old Tappan, New Jersey-based New Leaf Brands, Inc., develops, markets and distributes healthy and functional ready-to-drink ("RTD") beverages. The Company distributes its products through independent distributors both internationally and domestically. For the nine months ended Sept. 30, 2011, the Company reported a net loss of $4.82 million on $1.47 million of net sales, compared with a net loss of $7.18 million on $3.67 million of net sales for the same period during the prior year. The Company's balance sheet at Sept. 30, 2011, showed $3.03 million in total assets, $5.83 million in total liabilities and a $2.80 million total stockholders' deficit. As reported by the TCR on June 2, 2011, Eisner Amper LLP, in New York, N.Y., expressed substantial doubt about the Company's 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 suffered recurring losses from operations, has a working capital deficiency, was not in compliance with certain financial covenants related to debt agreements, and has a significant amount of debt maturing in 2011. NEW YORK RACING: Law Firm Seeks $2 Million for Unpaid Work ---------------------------------------------------------- James M. Odato at timesunion.com reports the former integrity counsel for the New York Racing Association, the Manhattan firm Getnick & Getnick, is seeking $2 million for at least 16 months of work. The firm said it was illegally fired while compiling an investigative report on the association. According to the report, Getnick said in bankruptcy court filings it did not bill NYRA because it wanted to preserve independence even though the association had breached its contract by not cooperating with Getnick lawyers. The firm worked without pay to try to shore up NYRA practices, such as securing horses before races and making sure it avoided questionable betting companies. The report relates the firm, which was under a five-year contract paying $125,000 monthly, said it has wanted to deliver its 36-page report with 65 exhibits to state investigators. NYRA has refused to waive its client-attorney privilege, blocking Getnick from sharing its findings. According to the report, the revelations by Mr. Getnick's firm surface as NYRA is forced to forfeit private control of its board for the next three years under pressure from Gov. Andrew Cuomo. The public control plan follows an interim report from state investigators that claimed NYRA's top executives knew about millions of dollars in excessive commissions unlawfully charged bettors for 15 months. It was stopped by state regulators at the end of last year. About NYRA Based in Jamaica, New York, The New York Racing Association Inc. aka NYRA -- http://www.nyra.com/-- operates racing tracks in Aqueduct, Belmont Park and Saratoga. The Company filed for chapter 11 protection on Nov. 2, 2006 (Bankr. S.D.N.Y. Case No. 06-12618). Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, Henry C. Collins, Esq., at Cooper, Erving & Savage LLP, and Irena M. Goldstein, Esq. -- igoldstein@dl.com -- at Dewey Ballantine LLP, nka Dewey & Leboeuf LLP, represented the Debtor in its restructuring efforts. The Garden City Group Inc. served as the Debtor's claims and noticing agent. The U.S. Trustee for Region 2 appointed an Official Committee of Unsecured Creditors. Edward M. Fox, Esq., Eric T. Moser, Esq., and Jeffrey N. Rich, Esq., at Kirkpatrick & Lockhart Preston Gates Ellis LLP, nka K&L Gates LLP, represented the Committee. When the Debtor sought protection from its creditors, it listed assets of $153 million and debts of $310 million. NYRA's Modified Third Amended Plan was confirmed on April 28, 2008. NINALITA MANAGEMENT: Files for Chapter 11 Bankruptcy Protection --------------------------------------------------------------- Chris Bagley, staff writer at Triangle Business Journal, reports that Ninalita Management LLC and Ninalita Trucking LLC have filed for Chapter 11 bankruptcy reorganization. According to the report, one filing showed PNC Bank as the management company's largest creditor, with a $350,000 unsecured claim. That company listed $300,000 in other unsecured claims. The report relates the trucking company listed its liabilities in the $1 million to $10 million range. The Debtors are required to file more detailed financial information within a few weeks of their initial filings. Ninalita Management LLC and Ninalita Trucking LLC operates management company overseeing OTR Trucking Company. NPS PHARMACEUTICALS: Eight Directors Elected at Annual Meeting -------------------------------------------------------------- NPS Pharmaceuticals, Inc., held its 2012 annual meeting of stockholders on May 16, 2012. The shareholders elected eight directors, namely: (1) Michael W. Bonney, B.A.; (2) Colin Broom, M.D.; (3) Georges Gemayel, Ph.D.; (4) Pedro Granadillo, B.S.; (5) James G. Groninger, M.B.A.; (6) Francois Nader, M.D., M.B.A.; (7) Rachel R. Selisker, CPA; and (8) Peter G. Tombros, M.S., M.B.A.. The advisory vote to approve the compensation of the Company's named executive officers was approved and the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2012, was ratified. 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 reported a net loss of $36.26 million in 2011, a net loss of $31.44 million in 2010 and a net loss of $17.86 million in 2009. The Company's balance sheet at March 31, 2012, showed $183.32 million in total assets, $237.70 million in total liabilities and a $54.38 million total stockholders' deficit. OTTILIO PROPERTIES: Status Conference Set for June 12 ----------------------------------------------------- The Bankruptcy Court will hold a Status Conference in the Chapter 11 case of Ottilio Properties, LLC, on June 12, 2012 at 10:00 AM at MS - Courtroom 3A, Newark. Totowa, New Jersey-based Ottilio Properties LLC filed a bare-bones Chapter 11 petition (Bankr. D. N.J. Case No. 12-22318) in Newark on May 11, 2012. The Debtor estimated assets of up to $50 million and debt of up to $10 million in its Chapter 11 petition. According to NorthJersey.com, Otillo Properties owns the Ottilio Building at 555 Preakness Avenue. The building, built in the 1960s, is a well-known architectural oddity in Totowa. The building was erected by demolition contractor Carmen Ottilio, who adorned the lobby with stone fixtures from the old Paramount Theater in Manhattan and installed at the entrance a 20-foot-high wrought-iron gate, salvaged from the Vatican pavilion at the 1964 New York World's Fair. Ottilio Properties first filed a Chapter 11 petition (Bankr. D.N.J. Case No. 11-34641) on Aug. 18, 2011. But in December 2011, Valley National Bank successfully won dismissal of the case arguing that the filing was made in bad faith, as it was a desperate effort to delay a foreclosure sale. The Hon. Morris Stern dismissed the 2011 case. Judge Stern has been assigned to the new case. Kenneth J. Rosellini, Esq., serves as the Debtor's counsel. The petition was signed by Anthony V. Ottilio, managing member. OTTILIO PROPERTIES: Sec. 341(a) Creditors Meeting Set for June 13 ----------------------------------------------------------------- The U.S. Trustee for Region 3 will convene a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of Ottilio Properties LLC on June 13, 2012, at 10:00 a.m. at Suite 1401, One Newark Center. Proofs of claim are due by Sept. 11, 2012. Totowa, New Jersey-based Ottilio Properties LLC filed a bare-bones Chapter 11 petition (Bankr. D. N.J. Case No. 12-22318) in Newark on May 11, 2012. The Debtor estimated assets of up to $50 million and debt of up to $10 million in its Chapter 11 petition. According to NorthJersey.com, Otillo Properties owns the Ottilio Building at 555 Preakness Avenue. The building, built in the 1960s, is a well-known architectural oddity in Totowa. The building was erected by demolition contractor Carmen Ottilio, who adorned the lobby with stone fixtures from the old Paramount Theater in Manhattan and installed at the entrance a 20-foot-high wrought-iron gate, salvaged from the Vatican pavilion at the 1964 New York World's Fair. Ottilio Properties first filed a Chapter 11 petition (Bankr. D.N.J. Case No. 11-34641) on Aug. 18, 2011. But in December 2011, Valley National Bank successfully won dismissal of the case arguing that the filing was made in bad faith, as it was a desperate effort to delay a foreclosure sale. The Hon. Morris Stern dismissed the 2011 case. Judge Stern has been assigned to the new case. Kenneth J. Rosellini, Esq., serves as the Debtor's counsel. The petition was signed by Anthony V. Ottilio, managing member. PATRIOT NATIONAL: Files Form 10-Q, Posts $546,000 Income in Q1 -------------------------------------------------------------- Patriot National Bancorp, Inc., reported net income of $546,000 on $7.18 million of total interest and dividend income for the three months ended March 31, 2012, compared with a net loss of $8.98 million on $7.36 million of total interest and dividend income for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed $671.12 million in total assets, $619.89 million in total liabilities and $51.23 million in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/51Wrkd About Patriot National Bancorp Stamford, Conn.-based Patriot National Bancorp, Inc. (NASDAQ: PNBK) is the parent company of Patriot National Bank, a national banking association headquartered in Stamford, Fairfield County, in Connecticut. Patriot National Bank has 19 full service branches, 16 in Connecticut and three in New York. PENN CAMERA: Has Until June 15 to Challenge Camera Makers' Claims ----------------------------------------------------------------- Bankruptcy Judge Paul Mannes signed off on a stipulation extending to June 15, 2012, Penn Camera Exchange Inc.'s deadline to file objections to reclamation claims under 11 U.S.C. Section 503(b)(9) filed by its two largest vendors, Canon U.S.A., Inc., and Nikon Inc. Canon submitted a Section 503(b)(9) claim for $551,587. Nikon submitted a Section 503(b)(9) claim for $445,795. The objection deadline has been extended several times, the latest from May 7 to May 30. A copy of the May 23, 2012 Stipulation and Consent Order is available at http://is.gd/Al0Tzcfrom Leagle.com. Paul Rubin, Esq. -- prubin@herrick.com -- at HERRICK, FEINSTEIN LLP, in New York, represents Canon U.S.A., Inc. Daniel Lubell, Esq. -- lubell2@HughesHubbard.com -- at HUGHES HUBBARD & REED LLP, in New York, argues for Nikon Inc. About Penn Camera Exchange Founded in 1953, Penn Camera Exchange, Inc. -- http://www.penncameras.com/-- was known for its wide selection of photography equipment, classes and technicians. Based in Beltsville, Maryland, Penn Camera filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 12-10113) on Jan. 4, 2012. Judge Paul Mannes presides over the case. Nelson C. Cohen, Esq., at Zuckerman Spaeder LLP, serves as the Debtor's counsel. Penn Camera scheduled assets of $4,050,487 and liabilities of $4,402,910. The petition was signed by Jeffrey Zweig, president. On Jan. 9, 2012, the United States Trustee appointed an official committee of unsecured creditors. Michael J. Lichtenstein, Esq., at Shulman, Rodgers, Gandal, Pordy & Ecker, P.A., represents the Committee. Penn Camera closed five of its stores around Washington before the Chapter 11 filing. It sold the inventory in the remaining three stores in bankruptcy court-sanctioned going-out-of-business sales ran by Great American Group. The agreement called for Great American to receive a fee of 5% of gross inventory sales and 25% of fixtures. Calumet Photographic Inc. assumed the assets and leases for the three locations for $600,000. Calumet would continue to operate under the Penn Camera banner. The purchase price includes $250,000 in cash at closing and a $350,000 promissory note due in six months. The buyer has also assumed up to $100,000 of gift card liability. PIONEER NATURAL: Moody's Issues Summary Credit Opinion ------------------------------------------------------ Moody's Investors Service issued a summary credit opinion on Pioneer Natural Resources Company and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for Pioneer Natural Resources Company. Moody's current ratings on Pioneer Natural Resources Company are: LT Corporate Family Ratings (domestic currency) Rating of Ba1 Probability of Default Rating of Ba1 Senior Unsecured (domestic currency) Rating of Ba1 Senior Unsecured Shelf (domestic currency) Rating of (P)Ba1 Subordinate Shelf (domestic currency) Rating of (P)Ba2 Preferred Shelf (domestic currency) Rating of (P)Ba3 LGD Senior Unsecured (domestic currency) Assessment of 53 - LGD4 BACKED Senior Unsecured Shelf (domestic currency) Rating of (P)Ba1 BACKED Senior Subordinate Shelf (domestic currency) Rating of (P)Ba2 BACKED Subordinate Shelf (domestic currency) Rating of (P)Ba2 BACKED Preferred Shelf (domestic currency) Rating of (P)Ba2 LGD BACKED Pref. Shelf (domestic currency) Assessment of 97 - LGD6 RATINGS RATIONALE Pioneer's Ba1 Corporate Family Rating (CFR) is supported by its long-lived asset base and growing production, adequate liquidity, and by an expectation that the company will maintain a competitive cost structure and more conservative financial policies, leading to reduced leverage. Pioneer has executed a major portfolio transition to a lower risk asset base. The company's $1.1 billion joint venture with Reliance Industries Limited should also help it exploit its reserve growth potential in the Eagle Ford shale and reduce costs. However, the ratings are limited by Pioneer's need to demonstrate sustainable production growth trends, improvements in its cost structure, and reduced financial leverage. While leverage is on an improving trend, Pioneer's aggressive production targets for upcoming years could cause the company to outspend cashflow to fund its required growth capital. The principal methodology used in rating Pioneer Natural Resources Company was the Global Independent Exploration and Production 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. PLAINS EXPLORATION: Moody's Issues Summary Credit Opinion --------------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Plains Exploration & Production Company and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for Plains Exploration & Production Company. Moody's current ratings on Plains Exploration & Production Company are: LT Corporate Family Ratings (domestic currency) Rating of Ba3 Probability of Default Rating of Ba3 Speculative Grade Liquidity Rating of SGL-2 Senior Unsecured (domestic currency) Rating of B1 LGD Senior Unsecured (domestic currency) Assessment of 65 - LGD4 BACKED Senior Unsecured Shelf (domestic currency) Rating of (P)B1 BACKED Subordinate Shelf (domestic currency) Rating of (P)B3 RATINGS RATIONALE PXP's Ba3 Corporate Family Rating (CFR) reflects the weight of high leverage, although the November 2011 revision of PXP's outlook to stable from negative reflects the series of measures the company is currently undertaking to reduce debt, lower interest costs and provide funding for near term capital expense. Additional factors reflected in its rating are the company's focused asset portfolio which has become increasingly weighted to oil, high but declining finding and development costs (F&D), and its scale and attractive organic growth prospects. November 2011's asset sale agreement, which will generate $785 million cash proceeds upon their expected December closing, and the company's $1.0 billion debt issue will provide the funding for cash tender offers for up to $1,665 million of the company's outstanding debt (with any residual amounts available to reduce revolver borrowings) while achieving the aforementioned objective of reducing interest costs and extending debt maturities. Moreover, by selling the gas rich Texas properties and directing a greater proportion of its capital spending to its oil weighted assets, PXP will also further its objective of accelerating the redirection of its oil and gas output to higher margin liquids production. High debt levels have been a function of PXP's outspending its cash flow as it pursues a growth strategy and the redirection of its production towards oil. However, the company could approach cash flow break-even in 2013, assisted in part by the $450 million of capital raised through the sale of a 20% interest in newly established (October 2011 announcement) subsidiary Plains Offshore Operations, Inc (POI), which will hold the company's deepwater Gulf of Mexico assets. Also of note, by forming POI and monetizing 20% of the subsidiary, PXP has established a $2.25 billion notional value for its deepwater Gulf assets. The principal methodology used in rating Plains was the Global Independent Exploration and Production 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. PRODUCT DEVELOPMENT: 10th Cir. Resolves Ownership Dispute --------------------------------------------------------- The U.S. Court of Appeals for the Tenth Circuit ruled on a dispute over majority ownership of Product Development Group, Inc., a Kansas corporation. In the appeal, NANCY JONES, Executrix of the Estate of Gomer Jones, deceased, Plaintiff-Appellant, v. THE ESTATE OF LYNN COLE, Defendant-Appellee, No. 11-3137 (10th Cir.), the parties agree there was a purchase agreement and a bill of sale for Lynn Cole to buy 52% of PDG stock from Gomer Jones, but they dispute whether the stock was transferred to Mr. Cole. The Tenth Circuit agrees with the district court that equitable estoppel prevents Mr. Jones's estate from contesting Mr. Cole's ownership. The Appeals Court also affirmed the district court's denial of a new trial motion. On June 25, 1984, Mr. Jones, then the president and owner of PDG, signed an agreement to sell 52% of the stock in PDG to Mr. Cole as part of PDG's Chapter 11 bankruptcy proceedings. On April 20, 1993, a bankruptcy judge signed an Order for Final Decree in the PDG bankruptcy case after the bankrupt estate had been fully administered. Mr. Jones died in 1993. Nancy Jones -- his daughter, the executrix of his estate, and a former PDG employee -- brought the lawsuit in 2008 against Mr. Cole. Ms. Jones, acting as executrix of her father's estate, brought a declaratory judgment action against Mr. Cole in 2008. She alleged that Mr. Jones's estate was the true owner of the stock that Mr. Cole had claimed for approximately 24 years. She claimed that the stock had never been properly transferred to Mr. Cole and that the statute of limitations now precluded Mr. Cole from enforcing his contract rights. Mr. Cole answered that all elements of the stock purchase agreement had been performed, the stock had been actually or constructively transferred, and the doctrines of equitable estoppel and laches precluded Ms. Jones from attacking his ownership of the stock. Mr. Cole died in 2009. His estate was substituted as a party. The district court held that (1) constructive transfer of the stock occurred; (2) the Jones estate is equitably estopped from contesting Mr. Cole's ownership of PDG; (3) laches prevents the Jones estate from contesting ownership; and (4) a new trial was not warranted by newly discovered evidence or lack of evidentiary support for the judgment. "We reject Ms. Jones's argument that the district court should not have relied on equitable estoppel because Mr. Cole should have exercised greater diligence in ensuring the stock actually transferred. Given the terms of the purchase agreement, his unfettered control of the company, and the absence of any evidence that Mr. Cole's ownership was challenged until this lawsuit, Mr. Cole reasonably believed that he owned the stock," said Circuit Judge Scott M. Matheson, Jr., who wrote the opinion. A copy of the Tenth Circuit's May 25, 2012 Order and Judgment is available at http://is.gd/kCyJLkfrom Leagle.com. PROVIDENT COMMUNITY: R. Smart and P. Wilkins Elected to Board ------------------------------------------------------------- The annual meeting of the stockholders of Provident Community Bancshares, Inc., was held on May 16, 2012. Russell H. Smart and Philip C. Wilkins were elected as directors, each for a three-year term. The non-binding resolution to approve the compensation of the named executive officers was approved by the stockholders. The appointment of Elliott Davis, LLC, as independent registered public accounting firm for the fiscal year ending Dec. 31, 2012, was also ratified by the stockholders. About Provident Community Rock Hill, South Carolina-based Provident Community Bancshares, Inc., is the bank holding company for Provident Community Bank, N.A. (the "Bank"). Provident Community Bancshares has no material assets or liabilities other than its investment in the Bank. Provident Community Bancshares' business activity primarily consists of directing the activities of the Bank. The Bank's operations are conducted through its main office in Rock Hill, South Carolina and seven full-service banking centers, all of which are located in the upstate area of South Carolina. The Bank is regulated by the Office of the Comptroller of the Currency (the "OCC"), is a member of the Federal Home Loan Bank of Atlanta (the "FHLB") and its deposits are insured up to applicable limits by the Federal Deposit Insurance Corporation (the "FDIC"). Provident Community Bancshares is subject to regulation by the Federal Reserve Board (the "FRB"). The Company reported a net loss of $190,000 on net interest income of $8.5 million for 2011, compared with a net loss of $13.8 million on net interest income of $8.4 million for 2010. Total non-interest income was $3.3 million for 2011, as compared to $3.5 million for 2010. The Company's balance sheet at March 31, 2012, showed $375.39 million in total assets, $363.61 million in total liabilities and $11.78 million in total shareholders' equity. Consent Order On Dec. 21, 2010, Provident Community Bank, N.A. entered into a stipulation and consent to the issuance of a consent order with the Office of the Comptroller of the Currency. At Dec. 31, 2011, the Bank met each of the capital requirements required by regulations, but was not in compliance with the capital requirements imposed by the OCC in its Consent order. The Bank is required by the consent order to maintain Tier 1 capital at least equal to 8% of adjusted total assets and total capital of at least 12% of risk-weighted assets. However, so long as the Bank is subject to the enforcement action executed with the OCC on Dec. 21, 2010, it will not be deemed to be well-capitalized even if it maintains the minimum capital ratios to be well- capitalized. At Dec. 31, 2011, the Bank did not meet the higher capital requirements required by the consent order and is evaluating alternatives to increase capital. QUAMTEL INC: Incurs $2.6 Million Net Loss in First Quarter ---------------------------------------------------------- Quamtel, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.63 million on $653,380 of revenue for the three months ended March 31, 2012, compared with a net loss of $679,090 on $428,010 of revenue for the same period during the prior year. The Company reported a net loss of $4.49 million on $1.93 million of revenues for 2011, compared with a net loss of $10.05 million on $2.18 million of revenues for 2010. The Company's balance sheet at March 31, 2012, showed $1.63 million in total assets, $3.41 million in total liabilities and a $1.78 million total shareholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/zK7zHf About Quamtel Inc. Dallas, Texas-based Quamtel, Inc., is a communications company offering, through its subsidiaries, a comprehensive range of mobile broadband and communications products and services that are designed to meet the needs of individual consumers, businesses, government subscribers and resellers. The Company's common stock trades on the OTC Bulletin Board (OTC BB) under the symbol "QUMI." In its report on the 2011 financial statements, RBSM LLP, in New York, New York, expressed substantial doubt about Quamtel's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses in the current year and also in the past. REAL ESTATE ASSOCIATES: Has No Remaining Investment in Birch ------------------------------------------------------------ Real Estate Associates Limited VII holds a 99.56% limited partnership interest in Birch Manor Apartments Phase II Ltd., an Ohio limited partnership. On May 16, 2012, Birch Manor II sold its investment property to The Orlean Company, an Ohio Corporation, in exchange for (i) full satisfaction of the non- recourse note payable due to an affiliate of the Purchaser, (ii) the assumption of the outstanding mortgage loan encumbering the property, and (iii) the sum of one dollar. Real Estate Associates did not receive any proceeds from the sale. Real Estate Associates had no investment balance remaining in Birch Manor II at March 31, 2012. About Real Estate Associates Real Estate Associates Limited VII is a limited partnership which was formed under the laws of the State of California on May 24, 1983. On February 1, 1984, the Partnership offered 2,600 units consisting of 5,200 limited partnership interests and warrants to purchase a maximum of 10,400 additional limited partnership interests through a public offering managed by E.F. Hutton Inc. The Partnership received $39,000,000 in subscriptions for units of limited partnership interests (at $5,000 per unit) during the period from March 7, 1984 to June 11, 1985. The Partnership will be dissolved only upon the expiration of 50 complete calendar years -- December 31, 2033 -- from the date of the formation of the Partnership or the occurrence of various other events as specified in the Partnership agreement. The principal business of the Partnership is to invest, directly or indirectly, in other limited partnerships which own or lease and operate Federal, state and local government-assisted housing projects. The general partners of the Partnership are National Partnership Investments Corp., a California Corporation, and National Partnership Investments Associates II. The business of the Partnership is conducted primarily by NAPICO, a subsidiary of Apartment Investment and Management Company, a publicly traded real estate investment trust. The Partnership holds limited partnership interests in 11 local limited partnerships as of both March 31, 2010, and December 31, 2009. The Partnership also holds a general partner interest in Real Estate Associates IV, which, in turn, holds limited partnership interests in nine additional Local Limited Partnerships; therefore, the Partnership holds interests, either directly or indirectly through REA IV, in twenty (20) Local Limited Partnerships. The general partner of REA IV is NAPICO. The Local Limited Partnerships own residential low income rental projects consisting of 1,387 apartment units at both March 31, 2010, and December 31, 2009. The mortgage loans of these projects are payable to or insured by various governmental agencies. The Partnership reported a net loss of $861,000 on $0 of revenue in 2011, compared with net income of $171,000 on $0 of revenue in 2010. The Partnership's balance sheet at March 31, 2012, showed $1.16 million in total assets, $21.51 million in total liabilities and a $20.35 million total partners' deficit. "The Partnership continues to generate recurring operating losses. In addition, the Partnership is in default on notes payable and related accrued interest payable that matured between December 1999 and January 2012. As a result, there is substantial doubt about the Partnership's ability to continue as a going concern." After auditing the 2011 resullts, Ernst & Young LLP, in Greenville, South Carolina, expressed substantial doubt about the Partnership's ability to continue as a going concern. The independent auditors noted that the Partnership continues to generate recurring operating losses. In addition, notes payable and related accrued interest totalling $16.2 million are in default due to non-payment. REDDY ICE: Incurs $44.3 Million Net Loss in First Quarter --------------------------------------------------------- Reddy Ice Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $44.34 million on $44.28 million of revenue for the three months ended March 31, 2012, compared with a net loss of $39.10 million on $40.75 million of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2012, showed $414.68 million in total assets, $555.44 million in total liabilities and a $140.76 million total stockholders' deficit. As a result of the ongoing restructuring transactions, the Company recognized $0.6 million of restructuring costs and $3.8 million of reorganization costs in the first quarter of 2012. Furthermore, during the first quarter of 2012 the Company recorded $2.5 million of expense for costs incurred in connection with refinancing activities related to debt agreements intended to preserve the Company's liquidity position that will no longer be consummated. No such costs were incurred in the first quarter of 2011. A copy of the Form 10-Q is available for free at: http://is.gd/CWSpkO About Reddy Ice Reddy Ice Holdings Inc. and wholly owned subsidiary Reddy Ice Corp. manufacture and distribute packaged ice in the United States. As of Dec. 31, 2011, the Company had assets totaling $434 million and total liabilities of $531 million. The bulk of the liabilities were total debt outstanding of $471.5 million. Reddy Holdings and Reddy Corp. on April 12, 2012, filed voluntary Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Case Nos. 12- 32349 and 12-32350) together with a plan of reorganization and accompanying disclosure statement to complete a previously announced plan to strengthen its balance sheet and ensure strong financial footing for the future. As part of the restructuring, Reddy Ice seeks to pursue a strategic acquisition of all or substantially all of the businesses and assets of Arctic Glacier Income Fund and its subsidiaries, including Arctic Glacier Inc., a major producer, marketer and distributor of packaged ice in North America. Arctic Glacier on Feb. 22, 2012, filed for protection under the Companies' Creditors Arrangement Act in Canada and Chapter 15 of the Bankruptcy Code in the United States. Arctic is seeking sale or investment proposals from qualified bidders. Reddy Ice's Plan provides for the restructuring of the Company's obligations with respect to $300 million of First Lien Notes; $139.4 million of Second Lien Notes; and $11.7 million of Discount Notes. If the Plan is approved, all Second Lien Notes will be exchanged and will be retired and cancelled and all Discount Notes will be cancelled. Reddy Ice said the Plan has the support of a majority of its lenders and major creditors, led by Centerbridge Capital Partners II, L.P. A hearing to approve the Disclosure Statement and confirm the Plan has been set for May 18, 2012. Judge Stacey G. Jernigan presides over the case. Reddy Ice's financial advisors are Jefferies & Company, Inc. and FTI Consulting, Inc. Kurtzman Carson Consultants serves as claims and notice agent. Centerbridge Partners is represented by Jonathan S. Zinman, Esq., Joshua A. Sussberg, Esq., James H.M. Sprayregen, Esq., and Anup Sathy, Esq., at Kirkland & Ellis. Macquarie Bank Limited is represented by Sarah Hiltz Seewer, Esq., and David R. Seligman, Esq., also at Kirkland & Ellis. The ad hoc group of First Lien and Second Lien Noteholders is represented by Joshua Andrew Feltman, Esq., at Wachtell Lipton Rosen & Katz. Wells Fargo Bank, National Association, serves as First Lien and Second Lien Agent. The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division confirmed the first amended joint plan of reorganization of the Company and its direct subsidiary, Reddy Ice Corporation. The Company currently expects to emerge from Chapter 11 in late May 2012 after the conditions to effectiveness of the Plan are satisfied. REGENCY ENERGY: Moody's Issues Summary Credit Opinion ----------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Regency Energy Partners LP and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for Regency Energy Partners LP. Moody's current ratings on Regency Energy Partners LP are: Long Term Corporate Family Ratings (domestic currency) Rating of Ba3 Probability of Default Rating of Ba3 Speculative Grade Liquidity Rating of SGL-3 Senior Unsecured (domestic currency) Rating of B1 Senior Unsec. Shelf (domestic currency) Rating of (P)B1 LGD Senior Unsecured (domestic currency) Assessment of 73 - LGD5 BACKED Senior Unsecured (domestic currency) Rating of B1 LGD BACKED Senior Unsecured (domestic currency) Assessment of 73 - LGD5 Regency Energy Finance Corp. Senior Unsecured Shelf (domestic currency) Rating of (P)B1 RATINGS RATIONALE Regency's Ba3 Corporate Family Rating reflects its size and scale, with both business and geographic diversification and increasing fee-based income from recent expansions and acquisitions. The Ba3 rating also considers Regency's rapid growth and evolving business mix profile, the financial risks associated with its growth projects, and increased structural complexity. Given the risks associated with the MLP business model, the Ba3 rating is supported by Regency's track record to date in issuing equity and management's commitment to accessing equity to fund acquisition- led growth. Regency's Ba3 rating also factors in its ownership by Energy Transfer Equity - a significant midstream player, but also one with elevated consolidated leverage that looks to Regency to help fund its own distributions and debt obligations The principal methodology used in rating Regency Energy Partners LP was the Global Midstream Energy Industry Methodology published in December 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. RENEGADE HOLDINGS: State Attorneys Balk at Exit Plan ---------------------------------------------------- Richard Craver at Winston-Salem Journal reports a group of state attorneys general have detailed their objections to the proposed bankruptcy exit plan filed Jan. 30 by Peter Tourtellot, the bankruptcy trustee for Renegade Holdings Inc., Renegade Tobacco Co. and Alternative Brands Inc. The report notes an escrow dispute involving the National Association of Attorneys General, representing North Carolina and 15 other states, has been a big legal hurdle for Renegade's plan. according to the report, the group's objection will be heard at 9:30 a.m. June 5 at the U.S. Bankruptcy Court in Greensboro. The exit plan also could be heard at that time. According to the report, the plan calls for the companies' financial obligations to be paid within four years of their exit. There would be new equity created for the companies that Mr. Tourtellot would control until the equity is sold to investors or distributed to key company managers. Under the plan, Calvin Phelps would be removed as owner and barred from any investor and operational role. Mr. Phelps is expected to plead guilty June 14 to three unidentified criminal charges in the U.S. District Court for the Northern District of Mississippi. According to the report, the group said the plan "omits essential information about how the reorganized debtors would be owned, managed and controlled, how the creditor fund will be funded, how much and when payments would be made from the creditor fund, and how assets currently in the estate will be used post-confirmation for the benefit of creditors." The report adds the group said several classes of unsecured creditors are unlikely to be paid in full, or possibly not paid at all. The attorneys general contend Renegade Holdings owes them a delinquent escrow amount of $16.7 million. Mr. Tourtellot said in the plan that the amount is $7.93 million. The states are listed as the first priority of the creditors' fund once federal and state excise taxes of about $870,000 are paid. The report also relates the group said the auctions of the Chinqua Penn Plantation artifacts and furnishings, as well as some assets of Mr. Phelps, could significantly affect the finances of the exit plan. About $3.6 million was raised from the auctions. The net proceeds will go toward creditors and administrative charges owed by the manufacturers. About Renegade Holdings Renegade Holdings and two subsidiaries -- Alternative Brands, Inc. and Renegade Tobacco Company -- filed for Chapter 11 protection (Bankr. M.D.N.C. Lead Case No. 09-50140) on Jan. 28, 2009, and exited bankruptcy on June 1, 2010. They were put back into bankruptcy July 19, 2010, when Judge William L. Stocks vacated the reorganization plan, in part because of a criminal investigation of owner Calvin Phelps and the companies regarding what authorities called "unlawful trafficking of cigarettes." Alternative Brands is a federally licensed manufacturer of tobacco products consisting primarily of cigarettes and cigars. Renegade Tobacco distributes the tobacco products produced by ABI through wholesalers and retailers in 19 states and for export. ABI also is a contract fabricator for private label brands of cigarettes and cigars which are produced for other licensed tobacco manufacturers. The stock of RHI is owned indirectly by Calvin A. Phelps through his ownership of the stock of Compliant Tobacco, LLC which, in turn, owns all of the stock of RHI which in turn owns all of the stock of RTC and ABI. Mr. Phelps was the chief executive officer of all three companies. All three of the Debtors' have their offices and production facilities in Mocksville, North Carolina. In August 2010, the Bankruptcy Court approved the appointment of Peter Tourtellot, managing director of turnaround-management company Anderson Bauman Tourtellot Vos & Co., as Chapter 11 trustee. RESIDENTIAL CAPITAL: Proposes to Pay Prepetition Taxes & Fees ------------------------------------------------------------- Before the Petition Date, Residential Capital LLC and its affiliates incurred taxes and related obligations to certain federal, state, and local governmental entities. Although as of the Petition Date the Debtors were substantially current in the payment of assessed and undisputed taxes and fees, certain taxes and regulatory fees attributable to the prepetition period were not yet due. In fact, certain Taxes and Regulatory Fees for the 2011 to 2012 tax years will not be due and payable until the applicable monthly, quarterly, or annual payment due dates. Larren M. Nashelsky, Esq., at Morrison & Foerster LLP, in New York, asserts that the Taxes and Regulatory Fees at issue are appropriate for payment to the extent that they are priority or secured claims that are payable in full or, under the trust fund theory or on the basis of administrative convenience. Moreover, payment of the Taxes and Regulatory Fees is necessary because the Debtors are continuing as debtors-in-possession and continuing the operation of their loan origination and servicing businesses, he avers. Against this backdrop, the Debtors seek the Court's permission to pay prepetition Taxes and Regulatory Fees in the aggregate amount of $1,250,000. A breakdown of Taxes and Regulatory Fees is available for free at http://bankrupt.com/misc/ResCap_PrepTaxesandFees.pdf Under the interim order, the Debtors seek to pay only those prepetition amounts that are due and payable from the Petition Date through the date of the final hearing on the Debtors' Motion. Of this prepetition amount, (i) approximately $1,005,000 relates to Taxes, and (ii) approximately $245,000 relates to Regulatory Fees. If the Debtors do not renew their licenses, then they may not be liable for all or part of the Regulatory Fees. Thus, the amount eventually paid by the Debtors may be less than the estimated $1,250,000. Moreover, the Debtors seek the Court's permission to reimburse Ally Financial Inc. for taxes and regulatory fees that AFI pays on their behalf before the Petition Date as well as those paid by AFI postpetition because: (i) the Debtors intend for AFI to continue paying certain Taxes and Regulatory Fees under AFI's Corporate Credit Card program and the Tax Sharing Agreement among AFI, the Debtors and non-debtor affiliates during the course of these Chapter 11 cases; (ii) certain of these payments are postpetition obligations that would be administrative expense claims, payable in full; and (iii) pursuant to the Debtors' DIP Financing Facility, the Debtors are permitted to make the payments to AFI only if those payments are approved by the Court in "first day" or "second day". Specifically, the Debtors seek to make payments to AFI of approximately $3,000,000 related to prepetition amounts, plus postpetition amounts that accrue in the ordinary course of business. About ResCap Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. ResCap is selling its mortgage origination and servicing businesses to Nationstar Mortgage LLC, and its legacy portfolio, consisting mainly of mortgage loans and other residual financial assets, to Ally Financial. Together, the asset sales are expected to generate approximately $4 billion in proceeds. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). RESIDENTIAL CAPITAL: Schedules Deadline Extended to June 30 ----------------------------------------------------------- The Bankruptcy Court extended the deadline by which Residential Capital LLC and its affiliates must file their schedules of assets and liabilities, and statements of financial affairs, through and including June 30, 2012. The extension will be without prejudice to the Debtors' right to seek additional extensions, or to seek a waiver of the requirement to file Schedules and Statements. About ResCap Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. ResCap is selling its mortgage origination and servicing businesses to Nationstar Mortgage LLC, and its legacy portfolio, consisting mainly of mortgage loans and other residual financial assets, to Ally Financial. Together, the asset sales are expected to generate approximately $4 billion in proceeds. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). RIVER CANYON: Seeks Approval of $1.5-Million Lazarus DIP Loan ------------------------------------------------------------- River Canyon Real Estate Investments, LLC, seeks Court approval of a $1.5 million postpetition credit facility from Lazarus Investments, LLC, to fund operations during the Chapter 11 case. River Canyon seeks authority to borrow up to $343,000 on an interim basis. According to papers filed by the Debtor in Court, the members of Lazarus are affiliated with River Canyon, and their decision to provide the DIP facility evidences their continued commitment to the Ravenna project, its creditors, homeowners, lot owners, and Club Members. Absent an Event of Default, outstanding obligations under the Lending Agreement will accrue interest at 14%. Following an Event of Default, the interest rate for the outstanding obligations will be increased to 16%. The loan will mature on the earliest of (a) the date a confirmation order is entered confirming a Plan of Reorganization in the Debtor's Chapter 11 case; (b) the date the loan is accelerated after an Event of Default; (c) the date the Debtor's Chapter 11 case is converted to a Chapter 7 case or dismissed; or (d) one year after the date of the Loan. Pursuant to the credit agreement, Lazarus will receive (a) superpriority status over any and all other administrative expenses; and (b) a valid, perfected, enforceable and nonavoidable first priority lien in all of the Debtor's right, title and interest in and to an Advance and Reimbursement Agreement for Capital Advances By and Between Ravenna Metropolitan District and River Canyon Real Estate Investments, LLC, and the promissory note issued pursuant thereto and designated as the "Ravenna Metropolitan District General Obligation Subordinate Promissory Note, Series 2009A" in the aggregate principal amount of $7,000,000. The DIP liens will be subject to a carve-out for all fees required to be paid to the Clerk of the Bankruptcy Court and to the Office of the United States Trustee under 28 U.S.C. Sec. 1930(a) plus interest at the statutory rate. About River Canyon Real Estate Investments River Canyon Real Estate Investments, LLC, is the developer of the Ravenna residential real estate project in Douglas County, Colorado and the owner of The Golf Club at Ravenna, among other assets. River Canyon filed a Chapter 11 petition (Bankr. D. Colo. Case No. 12-20763) on May 23, 2012, in Denver as part of its settlement negotiations with lender Beal Bank Nevada, and to preserve the value of its assets. At the behest of Beal Bank, Cordes & Company was named, effective Oct. 15, 2010, as receiver for the 643-acre real estate development with golf course in Douglas County, Colorado. The Debtor disclosed assets of $19.7 million and liabilities of $45.3 million in its schedules. The property and golf course are estimated to be worth $11 million, and secures a $45 million debt. Judge Elizabeth E. Brown presides over the case. The Debtor is represented by David Wadsworth, Esq., at Harvey Sender, Esq., in Sender Wasserman, in Denver. Alan Klein, Glenn Jacks, Dan Hudick, and Bill Hudick own most of the Debtor. Mr. Jacks, which has a 12.8% membership interest, signed the Chapter 11 petition. RIVER CANYON: Wants Receiver to Turn Over Property -------------------------------------------------- River Canyon Real Estate Investments, LLC, asks the Bankruptcy Court to compel Cordes & Company, the receiver of the Debtor's assets, to immediately turn over the Debtor's property and file an accounting report. The Receiver has been custodian of River Canyon's assets since Oct. 15, 2010, pursuant to the order entered by the Douglas County District Court. During the chapter 11 case, River Canyon intends to resume management of the Ravenna project and golf facilities, as well as operations of the golf club. River Canyon requires the immediate return of all of its assets to effectuate this management objective. About River Canyon Real Estate Investments River Canyon Real Estate Investments, LLC, is the developer of the Ravenna residential real estate project in Douglas County, Colorado and the owner of The Golf Club at Ravenna, among other assets. River Canyon filed a Chapter 11 petition (Bankr. D. Colo. Case No. 12-20763) on May 23, 2012, in Denver as part of its settlement negotiations with lender Beal Bank Nevada, and to preserve the value of its assets. At the behest of Beal Bank, Cordes & Company was named, effective Oct. 15, 2010, as receiver for the 643-acre real estate development with golf course in Douglas County, Colorado. The Debtor disclosed assets of $19.7 million and liabilities of $45.3 million in its schedules. The property and golf course are estimated to be worth $11 million, and secures a $45 million debt. Judge Elizabeth E. Brown presides over the case. The Debtor is represented by David Wadsworth, Esq., at Harvey Sender, Esq., in Sender Wasserman, in Denver. Alan Klein, Glenn Jacks, Dan Hudick, and Bill Hudick own most of the Debtor. Mr. Jacks, which has a 12.8% membership interest, signed the Chapter 11 petition. RIVER CANYON: Hires Sender & Wasserman as Bankruptcy Counsel ------------------------------------------------------------ River Canyon Real Estate Investments, LLC, seeks Bankruptcy Court permission to employ Sender & Wasserman, P.C., as its Chapter 11 counsel. David V. Wadsworth, Esq., at Sender & Wasserman, P.C., attests the firm does not hold or represent any interest adverse to the Debtor and the bankruptcy estate, and is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14) of the Bankruptcy Code. From February 2008 through the Petition Date, Sender & Wasserman billed the Debtor $47,309 in attorneys' fees and $1,046 in costs. The firm was paid in full for such fees and costs from the pre- petition retainer provided the firm. As of the Petition Date, Sender & Wasserman was holding $116,519 as balance of the retainer. Sender & Wasserman asserts a security interest in the retainer from the Debtor. In the event the case is converted to a chapter 7 proceeding, the security interest in the retainer may enable Sender & Wasserman to receive payment of its fees and expenses to the extent of the retainer while other administrative expenses remain unpaid. Any sums remaining at the close of the representation will be refunded to the Debtor. There are no liens or interests in the retained funds other than the security interest claimed by Sender & Wasserman. The professionals' hourly rates for the services are: Harvey Sender $450 per hour John B. Wasserman $450 per hour David V. Wadsworth $325 per hour David J. Warner $240 per hour Katherine Swan $240 per hour Gina Ries $210 per hour Aaron Conrardy $210 per hour Paralegals $115 per hour About River Canyon Real Estate Investments River Canyon Real Estate Investments, LLC, is the developer of the Ravenna residential real estate project in Douglas County, Colorado and the owner of The Golf Club at Ravenna, among other assets. River Canyon filed a Chapter 11 petition (Bankr. D. Colo. Case No. 12-20763) on May 23, 2012, in Denver as part of its settlement negotiations with lender Beal Bank Nevada, and to preserve the value of its assets. At the behest of Beal Bank, Cordes & Company was named, effective Oct. 15, 2010, as receiver for the 643-acre real estate development with golf course in Douglas County, Colorado. The Debtor disclosed assets of $19.7 million and liabilities of $45.3 million in its schedules. The property and golf course are estimated to be worth $11 million, and secures a $45 million debt. Judge Elizabeth E. Brown presides over the case. The Debtor is represented by David Wadsworth, Esq., at Harvey Sender, Esq., in Sender Wasserman, in Denver. Alan Klein, Glenn Jacks, Dan Hudick, and Bill Hudick own most of the Debtor. Mr. Jacks, which has a 12.8% membership interest, signed the Chapter 11 petition. RIVER CANYON: Sec. 341(a) Creditors' Meeting Set for June 26 ------------------------------------------------------------ The U.S. Trustee in Denver, Colorado, will convene a Meeting of Creditors under 11 U.S.C. Sec. 341(a) in the Chapter 11 case of River Canyon Real Estate Investments, LLC, on June 26, 2012, at 2:00 p.m. at UST Conference Room (New). River Canyon Real Estate Investments, LLC, is the developer of the Ravenna residential real estate project in Douglas County, Colorado and the owner of The Golf Club at Ravenna, among other assets. River Canyon filed a Chapter 11 petition (Bankr. D. Colo. Case No. 12-20763) on May 23, 2012, in Denver as part of its settlement negotiations with lender Beal Bank Nevada, and to preserve the value of its assets. At the behest of Beal Bank, Cordes & Company was named, effective Oct. 15, 2010, as receiver for the 643-acre real estate development with golf course in Douglas County, Colorado. The Debtor disclosed assets of $19.7 million and liabilities of $45.3 million in its schedules. The property and golf course are estimated to be worth $11 million, and secures a $45 million debt. Judge Elizabeth E. Brown presides over the case. The Debtor is represented by David Wadsworth, Esq., at Harvey Sender, Esq., in Sender Wasserman, in Denver. Alan Klein, Glenn Jacks, Dan Hudick, and Bill Hudick own most of the Debtor. Mr. Jacks, which has a 12.8% membership interest, signed the Chapter 11 petition. RIVER CANYON: Status Conference Set for June 26 ----------------------------------------------- The Bankruptcy Court will hold a Chapter 11 Scheduling Conference in the Chapter 11 case of River Canyon Real Estate Investments, LLC, on June 26, 2012 at 3:30 p.m. BRCH Courtroom C501. River Canyon Real Estate Investments, LLC, is the developer of the Ravenna residential real estate project in Douglas County, Colorado and the owner of The Golf Club at Ravenna, among other assets. River Canyon filed a Chapter 11 petition (Bankr. D. Colo. Case No. 12-20763) on May 23, 2012, in Denver as part of its settlement negotiations with lender Beal Bank Nevada, and to preserve the value of its assets. At the behest of Beal Bank, Cordes & Company was named, effective Oct. 15, 2010, as receiver for the 643-acre real estate development with golf course in Douglas County, Colorado. The Debtor disclosed assets of $19.7 million and liabilities of $45.3 million in its schedules. The property and golf course are estimated to be worth $11 million, and secures a $45 million debt. Judge Elizabeth E. Brown presides over the case. The Debtor is represented by David Wadsworth, Esq., at Harvey Sender, Esq., in Sender Wasserman, in Denver. Alan Klein, Glenn Jacks, Dan Hudick, and Bill Hudick own most of the Debtor. Mr. Jacks, which has a 12.8% membership interest, signed the Chapter 11 petition. SEQUENOM INC: Coventry Terminates Participation Agreement --------------------------------------------------------- Sequenom Inc., through its wholly owned subsidiary Sequenom Center for Molecular Medicine, LLC, entered into the recently announced provider network participation agreement with Coventry Health Care National Network, Inc., on May 4, 2012. The agreement includes an effective date of July 1, 2012, for Sequenom CMM's participation in provider networks offered and sold by Coventry. On May 14, 2012, Sequenom CMM received a written notice from Coventry Health Care, Inc., on behalf of itself and its affiliates, including Coventry Health Care National Network, Inc., terminating the agreement without cause as provided for in the agreement, effective Aug. 31, 2012. Coventry advised Sequenom CMM that this decision was not a judgment on Sequenom, Inc., Sequenom CMM or its products. The agreement was intended to provide members in the network with coverage for Sequenom CMM's MaterniT21 PLUS laboratory-developed test (LDT) and other LDTs. These LDTs are available solely through Sequenom CMM as a testing service to physicians. To learn more, please visit Sequenomcmm.com About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. The Company reported a net loss of $74.15 million in 2011, a net loss of $120.84 million in 2010, and a net loss of $71.01 million in 2009. The Company's balance sheet at March 31, 2012, showed $171.88 million in total assets, $43.31 million in total liabilities, and $128.56 million in total stockholders' equity. SMART & FINAL: Moody's Upgrades CFR to 'B2'; Outlook Positive ------------------------------------------------------------- Moody's Investors Service upgraded the corporate family rating and probability of default rating of Smart & Final Holdings Corporation to B2 from B3. Additionally Moody's upgraded the rating of the first lien term loans to B2 from B3, the rating of the ABL revolving credit facility to Ba1 from Ba2 and the rating of the second lien term loans to B3 from Caa1. The outlook is positive. "Smart & Final has reduced its debt burden significantly resulting in improved credit metrics and liquidity," Moody's Senior Analyst Mickey Chadha stated. "The company's operating performance continues to demonstrate its ability to compete effectively and maintain margins in a tough economic and competitive business environment," Chadha further stated. Ratings Rationale The B2 Corporate Family Rating reflects Smart & Final's high leverage, regional concentration, and challenging geographic and demographic markets. The ratings also recognize the company's good liquidity, consistent positive same store sales growth, the potential benefits of the company's diversification efforts and new management initiatives. The following ratings are upgraded and point estimates updated: Smart & Final Holdings Corporation Corporate Family Rating to B2 from B3; Probability of Default Rating to B2 from B3. Smart & Final Stores LLC $47 million First Lien Term Loan maturing May 2014 to B2 (LGD 3, 47%) from B3 (LGD 3, 46%); $119 million First Lien Term Loan maturing May 2016 to B2 (LGD 3, 47% from B3 (LGD 3, 46%); $125 million Asset-Based Revolving Credit Facility maturing June 2016 to Ba1 (LGD 2, 15% from Ba2 (LGD 2, 17%); $138 million Second Lien Term Loan maturing November 2016 to B3 (LGD 5, 74% from Caa1 (LGD 5, 73%); $2 million Second Lien Term Loan maturing November 2014 to B3 (LGD 5, 74% from Caa1 (LGD 5, 73%). The positive outlook incorporates Moody's expectation that Smart & Final's funded debt levels will not increase, financial policies will remain benign and the improving economy along with new management initiatives in price optimization, cost savings and product offerings will improve operating performance over the next 12 to 18 months. Ratings could be upgraded should the company maintain good liquidity and demonstrate improvements in profitability and operating margins. Quantitatively, an upgrade could be achieved if debt to EBITDA is sustained below 5.0 times and EBITA to interest sustained in excess of 2.0 times. Ratings could be downgraded if the company's liquidity deteriorates or if operating performance deteriorates as evidenced by decline in same store sales growth and profitability. Ratings could also be downgraded if the company's EBITA to interest falls below 1.5 times, or if debt to EBITDA rises above 5.5 times. The principal methodology used in rating Smart & Final 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. Smart & Final Holdings Corp, (S&F) headquartered in Commerce, California, operates 247 non-membership warehouse club stores serving retail and commercial customers in six western states and northern Mexico under the Smart & Final and Cash & Carry banners. The company is privately held by an affiliate of Apollo Management and was acquired by Apollo in 2007. SOLYNDRA LLC: U.S. Trustee Objects to Fees Without Plan ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Trustee said Solyndra LLC shouldn't be making payments to professionals "absent demonstrable progress with respect to a Chapter 11 plan." According to the report, the Justice Department's bankruptcy watchdog said in her papers that "progress toward a Chapter 11 plan appears to have stalled." She objects in particular to paying $1.24 million to professionals who ran up more in time charges than was allowed in previous budgets. The objection was lodged to Solyndra's request to be heard by the bankruptcy judge on May 30 for permission to borrow an additional $3 million, bringing total borrowing so far to $7 million. The U.S. Trustee, the report relates, sees no reason not to move ahead quickly with a plan given that most of the assets have been sold, other than real estate. Auction sales of Solyndra's assets were a disappointment compared with the amount of investment. Two auctions late last year brought in a total of $8 million. A three- day auction in February generated another $3.8 million. The auctions were arranged when there was no buyer to restart operations. About Solyndra LLC Founded in 2005, Solyndra LLC was 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. 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. In October 2011, the Debtors hired Berkeley Research Group, LLC, and designated R. Todd Neilson as Chief Restructuring Officer. 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. When they filed for Chapter 11, the Debtors pursued 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 were unable to identify any potential buyers, an orderly liquidation of the assets for the benefit of their creditors. Solyndra did not receive acceptable offers to buy the business as a going concern. Two auctions late last year brought in a total of $8 million. A three-day auction in February generated another $3.8 million. SOUTH BAY LUBE: Has Interim Approval to Use Cash Collateral ----------------------------------------------------------- South Bay Lube Inc. secured an interim order authorizing it to use cash that secures $9.3 million in debt to Colonial Pacific Leasing Corporation. The cash collateral includes rents, profits and other revenues related to the Debtor's assets. The lender has agreed to the limited use of its cash collateral through June 25. The Court will hold a hearing that day to consider final approval of the Debtor's cash collateral use. About South Bay Lube Sarasota, Florida-based South Bay Lube, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 12-07356) on May 11, 2012, in Tampa. South Bay Lube operates 26 Jiffy Lube stores in Florida. Judge Caryl E. Delano oversees the case. Edward J. Peterson, III, Esq., and Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, P.A., serves as the Debtor's counsel. The Debtor estimated assets and debts in excess of $10 million as of the Chapter 11 filing. The petition was signed by Jason C. Thomas, vice president. SOUTH BAY LUBE: Wants to Employ Stichter Riedel as Counsel ---------------------------------------------------------- South Bay Lube, Inc., seeks Bankruptcy Court permission to employ Stichter, Riedel, Blain & Prosser, P.A., as Chapter 11 counsel. Stichter Riedel was contacted to advise the Debtor with respect to various legal and financial issues. Stichter Riedel received the aggregate sum of $55,000 from the Debtor as a retainer, plus the Chapter 11 filing fee of $1,046. Stichter's Stephen R. Leslie, Esq., and Edward J. Peterson lead the engagement. Mr. Leslie attests Stichter Riedel represents no interest adverse to the Debtor or to the estate in the matters upon which it is to be employed for the Debtor. About South Bay Lube Sarasota, Florida-based South Bay Lube, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 12-07356) on May 11, 2012, in Tampa. South Bay Lube operates 26 Jiffy Lube stores in Florida. Judge Caryl E. Delano oversees the case. Edward J. Peterson, III, Esq., and Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, P.A., serves as the Debtor's counsel. The Debtor estimated assets and debts in excess of $10 million as of the Chapter 11 filing. The petition was signed by Jason C. Thomas, vice president. SOUTH BAY LUBE: Status Conference Set for June 4 ------------------------------------------------ The Bankruptcy Court will hold a status conference in the Chapter 11 case of South Bay Lube, Inc., on June 4, 2012, at 2:00 p.m. at Tampa, FL - Courtroom 9A, Sam M. Gibbons United States Courthouse, 801 N Florida Avenue. Sarasota, Florida-based South Bay Lube, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 12-07356) on May 11, 2012, in Tampa. South Bay Lube operates 26 Jiffy Lube stores in Florida. Judge Caryl E. Delano oversees the case. Edward J. Peterson, III, Esq., and Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, P.A., serves as the Debtor's counsel. The Debtor estimated assets and debts in excess of $10 million as of the Chapter 11 filing. The petition was signed by Jason C. Thomas, vice president. SOUTH BAY LUBE: Sec. 341 Creditors' Meeting Set for June 13 ----------------------------------------------------------- The U.S. Trustee will convene a Meeting of Creditors pursuant to 11 U.S.C. Sec. 341(a) in the Chapter 11 case of South Bay Lube, Inc., on June 13, 2012, at 3:30 p.m. at Tampa, FL (861) - Room 100-B, Timberlake Annex, 501 E. Polk Street. The last day to oppose discharge or dischargeability is Aug. 13, 2012. Proofs of claim are due by July 25, 2012. Sarasota, Florida-based South Bay Lube, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 12-07356) on May 11, 2012, in Tampa. South Bay Lube operates 26 Jiffy Lube stores in Florida. Judge Caryl E. Delano oversees the case. Edward J. Peterson, III, Esq., and Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, P.A., serves as the Debtor's counsel. The Debtor estimated assets and debts in excess of $10 million as of the Chapter 11 filing. The petition was signed by Jason C. Thomas, vice president. SPECTRE PERFORMANCE: Has Interim OK to Use Cash of 3 Banks ---------------------------------------------------------- Spectre Performance sought and obtained interim authority to use cash securing its obligations to three banks. The Debtor said its assets are encumbered by liens in favor of Comerica Bank related to three loan obligations. In addition, a portion of the Debtor's accounts receivable are encumbered by liens in favor of Bank of America and Wachovia Bank related to certain supply chain financing agreements. Bank of America and Wachovia Bank, now a part of Wells Fargo Bank, are the Debtor's "Supply Chain Banks." The Debtor owes Comerica Bank $3,438,835 under a Loan and Security Agreement (Accounts and Inventory) dated Nov. 30, 1999, as amended and modified; $66,666 under an Installment Note (Term Loan A) dated Jan. 20, 2009 (Trailer loan); and $91,985 under an Installment Note (Term Loan B) dated July 21, 2010 (converted from a line of credit). The Debtor assumes that Comerica Bank and the Supply Chain Banks will assert that money which originates from the Debtor's business is part of their respective cash collateral. Suntrust Bank and JP Morgan Chase Bank NA also have liens on certain of the Debtor's accounts receivable related to certain supply chain financing agreements. However, the supply chain financing arrangements with Suntrust Bank and JPMorgan are not currently being used and therefore the Debtor does not believe that use of a cash collateral issues apply to the two banks. Pursuant to the Interim Cash Collateral Order, the Debtor is authorized, through and including June 19, 2012, to borrow against the Comerica Bank line of credit not to exceed $3,774,442, pursuant to the terms and conditions of the Comerica Loan Agreement. The Order also provides that the Debtor's postpetition use of Comerica Bank's cash collateral in the approximate amount of $176,589 on May 17, 2012, which has been consented to by Comerica Bank, will be afforded all the protections of the Order, including the granting of a replacement lien to Comerica Bank in the same amount. About Spectre Performance Spectre Performance, formerly known as Spectre Industries, filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 12-21890) in Riverside, California, on May 14, 2012. The Company incurred significant legal costs in defending against lawsuits alleging false advertising in connection with the marketing and sale of the Company's performance automotive air filters and air intake systems. Ontario, California-based Spectre Performance disclosed $10.2 million in assets and $17.7 million in liabilities. Secured claims total $3.7 million. Amir Rosenbaum founded the company in 1983 by selling hose covering NylaBraid. Now the company is a manufacturer of performance racing autoparts. Spectre Performance -- http://www.spectreperformance.com/-- makes air and fuel accessories, including cold air intake systems to pack cool air to the engine, fuel lines and hoses for plumbing the engine, and chrome hardware and valve covers for dressing the bay. Judge Mark D. Houle presides over the case. Leonard M. Shulman, Esq., at Shulman Hodges & Bastian LLP, serves as the Debtor's counsel. The petition was signed by Amir Rosenbaum, president. According to court filings, the Debtor expects that funds will be available for distribution to unsecured creditors. Prepetition lender Comerica Bank is represented in the case by Reed Waddell, Esq. -- rwaddell@frandzel.com -- at Frandzel, Robins, Bloom & Csato LLC. SPECTRE PERFORMANCE: Engineering Firm Wants to Pursue Lawsuit ------------------------------------------------------------- K&N Engineering Inc. wants to proceed on its lawsuit against Spectre Performance pending in the U.S. District Court for the Central District of California, Eastern Division Riverside. K&N Engineering, which is listed as the Debtor's largest unsecured creditor, has asked the Bankruptcy Court overseeing Spectre's case to lift the automatic stay so it may proceed to final judgment against the Debtor through and including exhaustion of post-trial motions, some of which are now pending, as well as the appeals process. K&N Engineering said it will not seek to enforce any judgment except through the Bankruptcy Court. K&N Engineering commenced the lawsuit in October 2009. K&N Engineering sought damages and injunctive relief against the Debtor for false advertising and unfair competition. K&N Engineering was awarded damages of $7.33 million in December 2011. The Debtor has taken an appeal from the judgment to the U.S. Court of Appeals for the Ninth Circuit. In the lawsuit, K&N Engineering also sought an award for attorneys' fees, enhancement of damages, and for tax costs. On April 25, the District Court awarded K&N Engineering $37,000 in tax costs. On May 1, the District Court awarded K&N Engineering $1,352,730 in attorneys' fees and $750,159 in enhanced damages. The Debtor also filed an appeal to the fee ruling. K&N Engineering on May 2 sought additional tax costs of $80,586. It is considering whether to file a cross-appeal. Jeffrey D. Wexler, Esq., a partner at McKenna Long & Aldridge LLP, is one of K&N Engineering's lawyers in the lawsuit. It is also represented by: Franklin C. Adams, Esq. BEST BEST & KRIEGER LLP 3390 University Avenue, 5th Floor PO Box 1028 Riverside, CA 92502 Tel: 951-686-1450 Fax: 951-686-3083 E-mail: franklin.adams@bbklaw.com About Spectre Performance Spectre Performance, formerly known as Spectre Industries, filed a Chapter 11 petition (Bankr. C.D. Calif. Case No. 12-21890) in Riverside, California, on May 14, 2012. The Company incurred significant legal costs in defending against lawsuits alleging false advertising in connection with the marketing and sale of the Company's performance automotive air filters and air intake systems. Ontario, California-based Spectre Performance disclosed $10.2 million in assets and $17.7 million in liabilities. Secured claims total $3.7 million. Amir Rosenbaum founded the company in 1983 by selling hose covering NylaBraid. Now the company is a manufacturer of performance racing autoparts. Spectre Performance -- http://www.spectreperformance.com/-- makes air and fuel accessories, including cold air intake systems to pack cool air to the engine, fuel lines and hoses for plumbing the engine, and chrome hardware and valve covers for dressing the bay. Judge Mark D. Houle presides over the case. Leonard M. Shulman, Esq., at Shulman Hodges & Bastian LLP, serves as the Debtor's counsel. The petition was signed by Amir Rosenbaum, president. According to court filings, the Debtor expects that funds will be available for distribution to unsecured creditors. Prepetition lender Comerica Bank is represented in the case by Reed Waddell, Esq., at Frandzel, Robins, Bloom & Csato LLC. SP NEWSPRINT: Wins Halt of 'Automatic Stay' Violation ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that SP Newsprint Holdings LLC won a temporary injunction halting a former supplier named Pulper Mining LLC from continuing a lawsuit in state court, even though SP itself wasn't a party. U.S. Bankruptcy Judge Christopher S. Sontchi signed an order saying that the lawsuit was a "collateral attack" on a prior bankruptcy court order terminating the agreement between SP and Pulper. According to the report, SP sought the injunction on an emergency basis because Pulper had scheduled a hearing in Georgia state court today where it would have been looking for its own injunction. Judge Sontchi directed Pulper to give the state judge a copy of the order directing the company to halt the suit. Pulper had been a contractor helping SP remove contaminants from recycled pulp used in making new newsprint. The report relates that SP is contending that Pulper is violating the automatic stay, a prohibition against suing a bankrupt company except in bankruptcy court. Pulper's suit in a state court seeks $5 million in damages from three SP officers and the replacement contractor. About SP Newsprint Greenwich, Conn.-based SP Newsprint Holdings LLC -- aka Bulldog Acquisition I LLC, Bulldog Acquisition II LLC, Publishers Papers, Southeastern Paper Recycling and SP Newsprint Merger LLC -- and three affiliates, SP Newsprint Co. LLC, SP Recycling Corporation and SEP Technologies L.L.C, filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13649) on Nov. 15, 2011. SP Newsprint Holdings LLC is a newsprint company controlled by polo-playing mogul Peter Brant. It is one of the largest producers of newsprint in North America. SP Recycling Corporation, a Georgia corporation and the Debtors' other operating company, was established in 1980 as a means for SP to secure a ready supply of recycled fiber, a key raw material for its newsprint. SP Newsprint is the second Brant-owned newsprint company to tumble into bankruptcy proceedings in recent years. Current and former affiliated entities are Bear Island Paper Company, L.L.C., Brant Industries, Inc., F.F. Soucy, Inc., Soucy Partners Newsprint, Inc., White Birch Paper Company. Judge Christopher S. Sontchi presides over the case. Joel H. Levitin, Esq., Maya Peleg, Esq., and Richard A. Stieglitz Jr., Esq., at Cahill Gordon & Reindel LLP serve as the Debtors' lead counsel. Lee E. Kaufman, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' Delaware counsel. AlixPartners LLP serves as the Debtors' financial advisors and The Garden City Group Inc. serves as the Debtors' claims and noticing agent. SP Newsprint Co., LLC, disclosed $318 million in assets and $323 million in liabilities as of the Chapter 11 filing. The petitions were signed by Edward D. Sherrick, executive vice president and chief financial officer. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler PC. Ashby & Geddes, P.A., serves as its Delaware counsel, and BDO Consulting serves as its financial advisor. STRATEGIC AMERICAN: FINRA Approves "DUMA" as New Trading Symbol --------------------------------------------------------------- Duma Energy Corp., formerly known as Strategic American Oil Corporation, announced that FINRA (Financial Industry Regulatory Authority, Inc.) has approved the Company's request for a new ticker symbol and effective May 17, 2012, the Company will trade on the OTCBB under the new symbol "DUMA." "The new ticker symbol is part of our overall plan to refocus the Company for growth and market it to a broader and more diverse audience," said Jeremy G. Driver, Chairman and CEO of Duma Energy Corp. He further stated, "With the new name of Duma Energy, new website www.duma.com and now our new trading symbol 'DUMA,' we have accomplished the first few steps in our new marketing strategy. Coupled with our operational successes, including the drilling of the ST9-12A #4 and the Redfish Reef Field being brought back online, we have exceeded our goals so far this year." Change of Fiscal Year Effective May 16, 2012, Duma Energy Corp., increased the number of its authorized shares of common stock from 20,000,000 shares, par value $0.001 per share, to 500,000,000 shares, par value $0.001 per share. on April 6, 2012, the Company's Board of Directors approved by way of unanimous written consent resolutions the increase in the Company's authorized shares of common stock and at the same time approved the submission of the increase in authorized shares of common stock to the holders of the majority of the Company's outstanding shares of common stock, who also approved such increase in authorized shares of common stock on April 6, 2012. In addition, the Board of Directors set April 10, 2012, as the record date for the determination of stockholders who are entitled to receive the Schedule 14C Information Statement. On April 25, 2012, the definitive Schedule 14C was filed with the Securities and Exchange Commission and mailed to all stockholders of record as of the record date, which informed such stockholders of record that the Certificate of Amendment would be filed with the Nevada Secretary of State and will become effective, on or about May 16, 2012. Due to the Company's name change and reverse stock split which became effective with the OTC Bulletin Board at the opening for trading on April 4, 2012, the Company began trading under the stock symbol "SGCAD", and the "D" in the Company's symbol (which signifies a stock split) was removed on May 3, 2012. FINRA has now provided the Company with its new stock symbol of "DUMA" which became effective with the OTC Bulletin Board at the opening of trading on May 17, 2012, and which now more closely reflects the Company's new name. About Strategic American Corpus Christi, Tex.-based Strategic American Oil Corporation (OTC BB: SGCA) -- http://www.strategicamericanoil.com/-- is a growth stage oil and natural gas exploration and production company with operations in Texas, Louisiana, and Illinois. The Company's team of geologists, engineers, and executives leverage 3D seismic data and other proven exploration and production technologies to locate and produce oil and natural gas in new and underexplored areas. Strategic American a net loss of $10.28 million on $3.41 million of revenue for the year ended July 31, 2011, compared with a net loss of $3.49 million on $531,736 of revenue for the same period during the prior year. The Company's balance sheet at Jan. 31, 2012, showed $24.35 million in total assets, $11.59 million in total liabilities, and $12.75 million in total stockholders' equity. The Company reported a net loss of $4.49 million on $3.40 million of revenue for the six months ended Jan. 31, 2012. The Company had a net loss of $10.28 million on $3.41 million of revenue for the year ended July 31, 2011, compared with a net loss of $3.49 million on $531,736 of revenue for the same period during the prior year. SUNSTATE EQUIPMENT: Moody's Upgrades CFR to B3'; Outlook Stable --------------------------------------------------------------- Moody's Investors Service upgraded Sunstate Equipment Co., LLC's ratings including its corporate family and probability of default ratings to B3 from Caa1 reflecting the positive trend in credit metrics since mid-2011 and expectation that metrics will be supportive of a B3 rating level over the intermediate term. The rating outlook is stable. The following ratings were upgraded: Corporate family rating, to B3 from Caa1 Probability of default rating, to B3 from Caa1 $170 million second priority senior secured notes due 2017, to Caa1 (LGD-5, 74%) from Caa2 (LGD-5, 74%) Ratings Rationale The ratings upgrade recognizes the improvement in the company's credit metrics including its leverage and interest coverage metrics due to underlying factors supporting the positive U.S. equipment rental industry demand trends. The company is expected to continue to benefit from volume growth and higher rates also being experienced by industry peers. The ratings include the expectation of operating performance in line with a B3 rating level including debt/EBITDA sustained at roughly 5.0 times and EBITDA/interest coverage of roughly 2.0 times. Although the company could likely draw additional amounts under the revolver in future periods to support business growth, commensurate EBITDA growth should keep metrics sustained at the B3 rating level over the intermediate term. The conversion of Sumitomo's preferred equity interest into a minority common membership interest of the company has a favorable impact on the company's credit profile as the $50 million face amount is no longer due. Moody's does note that interest continues to accrue through 2014 but solely on the earned return on the investment to date. The B3 corporate family rating reflects the company's relatively small scale relative to other rated peers, high leverage and exposure to the highly cyclical equipment rental industry. Moreover, the company is regionally focused with a large part of its business in the Southwestern portion of the United States, one of the areas hardest hit during the last cycle downturn. The company is expected to continue benefitting from demand growth for the company's rental equipment in areas such as Texas, California and Arizona. Metrics are expected to remain in line with the B3 rating level as an anticipated improvement in EBITDA is counterbalanced by increased debt-funded capital expenditures to support growth. Due to the expected negative free cash flow over the next twelve months stemming from the capital expenditure requirements, meaningful near-term debt reduction is unlikely. The stable outlook is supported by Sunstate's adequate liquidity profile and Moody's view that positive U.S. equipment rental industry fundamentals could continue to be supportive of its B3 credit profile over the intermediate term. Developments that could establish negative pressure on the ratings include significant declines in revenues and margins, a deterioration in the company's liquidity profile, or an elevation of its debt/EBITDA above 6.0 times on a sustained basis and EBITDA/interest falling below the 2.0 times level. Factors that could lead to a positive outlook or stronger ratings include demonstrating an ability to continue growing sales while maintaining current margins, greater cash flow generation, lowering its debt/EBITDA to 4.5 times and demonstrating EBITDA/interest coverage at or above 2.5 times on a sustained basis. The principal methodology used in rating Sunstate Equipment Co., LLC was the Global Equipment and Automobile Rental Industry Methodology, published December 2010. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Sunstate Equipment Co. LLC, headquartered in Phoenix, AZ, is a regional equipment supplier with 54 branches predominately in the Southwestern U.S. The company is majority owned by Watts Holding, Inc. and the remaining minority common membership interest is held by SMS International Corporation, a subsidiary of Sumitomo Corporation. SWIFT ENERGY: Moody's Issues Summary Credit Opinion --------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Swift Energy Company and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for Swift Energy Company. Moody's current ratings on Swift Energy Company are: LT Corporate Family Ratings (domestic currency) Rating of B2 on watch for possible upgrade Probability of Default Rating of B2 on watch for possible upgrade Senior Unsecured (domestic currency) Rating of B3 on watch for possible upgrade LGD Senior Unsecured (domestic currency) Assessment of 63 - LGD4 RATINGS RATIONALE Moody's B2 Corporate Family Rating (CFR) reflects Swift's scale in terms of production and proved reserves, high but declining finding and development (F&D) costs and relatively stable debt leverage. Notwithstanding its approximate $2.0 billion investment in capital spending and acquisitions during the period 2007 through 2010, Swift's year-end 2010 proved reserves were virtually unchanged from that reported four years earlier while production on a boe basis was down 22%. However, 2011's production has rebounded as evidenced by the 27.5% increase achieved over the first nine-months of the year compared to 2010's nine-month period, as a result of more focused capital spending and a more efficient resource exploitation program. Moreover, the company is forecasting similar gains for 2012, which based on reported results for the first nine-months of 2011, appears repeatable. The inefficient investment of capital during these prior several years has been the primary driver behind Swift's weak leveraged full- cycle ratio of 0.7x at September 30, 2011, which falls well below the 1.9x average of its B2 rated peers, thus restraining its rating. The principal methodology used in rating Swift Energy Company was the Global Independent Exploration and Production 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. SWORDFISH FINANCIAL: Incurs $791,000 Net Loss in First Quarter -------------------------------------------------------------- Swordfish Financial, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $791,032 for the three months ended March 31, 2012, compared with a net loss of $487,204 for the same period during the prior year. The Company reported a net loss of $1.36 million on $0 of sales in 2011, compared with a net loss of $2.69 million on $0 of sales in 2010. The Company's balance sheet at March 31, 2012, showed $3.97 million in total assets, $5.89 million in total liabilities and a $1.91 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/o3Oh6q About Swordfish Financial Rockwall, Tex.-based Swordfish Financial, Inc., formerly Nature Vision, Inc., designed, manufactured and marketed outdoor recreation products primarily for the sport fishing and hunting markets. Based on the limited assets, product lines and resources remaining after the M&I Business Credit LLC liquidation, Swordfish Financial, Inc. has decided that there is not enough remaining of the Nature Vision operations to continue as an outdoor recreations products company and will concentrate on the business on being an asset recovery company and using the financial resources recovered to retire the Company's debts and invest in other businesses domestically and internationally. After auditing the 2011 financial statements, Patrick Rodgers, CPA, PA, in Altamonte Springs, FL, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the company has suffered recurring losses from operations and negative cash flows from operations the past three years. TALBOTS INC: Bankruptcy Concerns Raised After Failed Buyout ----------------------------------------------------------- Donna Goodison at Boston Heralds reports that Talbots Inc.'s failure to reach a $215 million buyout deal with Sycamore Partners sent its stock plummeting more than 40% on May 25, 2012, and prompted at least one analyst to speculate bankruptcy was in its future. According to the report, Talbots stock closed at $1.51 on May 25, 2012, down 41%, after Talbots, which twice extended an exclusivity agreement with Sycamore, reported that its second largest investor was not "prepared to execute a transaction at this time." The development leaves Talbots free to explore all other strategic alternatives. The report relates Tiburan Research Group analyst Rob Wilson expects Talbots to file for Chapter 11 bankruptcy protection. The chain, which has 516 stores, has been closing locations, cost- cutting and searching for a new CEO after five years of declining sales and an attempted repositioning to woo younger shoppers that alienated its core customers. "The tenure of outgoing CEO Trudi Sullivan marks one of the most disappointing tenures in recent memory in the retail space," the report quotes Mr. Wilson as saying. "Her $8 million severance obligation that was recognized in (the fourth quarter of) 2011 was an embarrassment to the company's board." But, he added, there's always an opportunity to reinvent the brand under "savvy leadership" willing to take bolder steps, including closing a large number of stores. The report relates spokeswoman Julie Lorigan said Talbots will continue turnaround efforts and is "confident we have the financial strength and resources to do so." Talbots had $22.3 million in cash at the end of the first quarter and $197.9 million in debt. According to the report, Talbots on May 25 said it remains prepared to sign the $3.05-per-share deal with Sycamore, provided there's an appropriate level of closing certainty and it's supported by firm debt and equity financing commitments. "We worked diligently and in good faith on a potential deal," the report quotes Mr. Lorigan as stating. The report adds Talbots also reported an 8.4% drop in first- quarter sales to $275.9 million and net income of $1.09 million, up from $739,000 in the prior-year period. The company expects to close at least another 20 stores this year. Hingham, Mass.-based The Talbots, Inc. (NYSE: TLB) http://www.talbots.com/-- is a specialty retailer and direct marketer of women's apparel, accessories and shoes. At the end of fourth quarter 2009, Talbots operated 580 Talbots brand stores in 46 states, the District of Columbia, and Canada. TEMPLE UNIVERSITY: Moody's Assigns 'Ba1' Rating to $318.2MM Bonds ----------------------------------------------------------------- Moody's Investors Service has assigned Ba1 ratings to Temple University Health System's (TUHS) $220.95 million of Series 2012A fixed rate bonds and $97.23 million of Series 2012B fixed rate bonds to be issued by The Hospitals and Higher Education Facilities Authority of Philadelphia. Simultaneously, the ratings on TUHS' outstanding bonds have been downgraded to Ba1 from Baa3. The rating outlook is stable at the lower rating level. The rating action affects $533 million of TUHS's debt. Moody's Rating Issue: Fixed Rate, Series 2012A; Rating: Ba1; Sale Amount: $220,950,000; Expected Sale Date: 6/01/2012; Rating Description: Revenue: Other Issue: Fixed Rate, Series 2012B; Rating: Ba1; Sale Amount: $97,230,000; Expected Sale Date: 6/01/2012; Rating Description: Revenue: Other RATING RATIONALE: The downgrade to Ba1 rating from Baa3 reflects an operating profile that has compared unfavorably to investment grade metrics for several years, acuity and volume declines, TUHS's disproportionate reliance on supplemental funding and inability to translate growing supplemental funding into at least a break-even level of operating performance for the healthcare enterprise as well as pro-forma leverage which signifies a downward inflection point as unrestricted liquidity had historically provided a healthy cushion for what was a modest debt position. Further rating pressure is constrained at this time by Temple's important role as a safety net provider for the City of Philadelphia as substantiated by material and increasing funding from the Commonwealth, early success in physician recruitment and, the System's prominent position as the academic medical center for Aa3-rated Temple University (TU). TUHS's sizable legacy operating base and expected affiliation with Fox Chase Cancer Center, a National Cancer Institute Comprehensive Cancer Center, provides a platform for future clinical expansion into quaternary level oncology which may equate to the restoration of higher clinical acuity and healthier reimbursement for TUHS. The revision in the outlook to stable from negative at the lower rating level is attributable to tangible willingness on the part of the Commonwealth to leverage available resources in support of TUHS and current clinical initiatives including physician recruitment, as discussed above, supported by the University for the benefit of its health sciences education mission that have begun to reverse a multi-year trend of volume declines at the health system. CHALLENGES *Multiple year trend of significant operating losses, in spite of significant and growing supplemental funding; TUHS reported an operating loss of $14.9 million in FY 2011 and a loss of $15.3 million through nine months of FY 2012. *Continued decline in cash is particularly concerning as cash balances had been a key factor in the historic maintenance of an investment grade rating. Total System cash of $332.9 million as of FYE 2011 and an expected decline to $305 million by FYE 2012 largely reflects the insufficient level of core cash-flow. By FYE 2012 cash and investments will provide a weak and materially diminished 57.5% cash to pro-forma debt (including expected issuance) *Weak leverage measures driven by extremely thin operations (-1.6% operating margin and 4.6% operating cash-flow margin expected in FY 2012) on a combined basis with Fox Chase Cancer Center and a planned increase in leverage which is material as evidenced by a very high 9.0 times pro-forma debt-to-cashflow and a modest 2.2 times pro-forma peak debt service coverage *Extremely high mix of Medicaid (41.6% of gross inpatient and outpatient revenue at FYE 2011) and indigent-related revenue streams. The more challenging populations that TUH serves impedes its ability to meet industry standards on certain financial metrics as evidenced by a high level of under-reimbursed care costs from the indigent population. TUHS is also increasingly dependent on State funding and appropriations to support operations due to the disproportionate mix of indigent-related revenues. *A weaker economy in Pennsylvania and Philadelphia area has affected volumes. The Commonwealth is confronted with a long trend of below-average economic and population growth *Competition within the Philadelphia market, particularly for tertiary and quaternary clinical services, continues to intensify challenging TUHS's ability to restore lost clinical footing STRENGTHS *Essential role as safety net provider to Southeastern Pennsylvania, with an indispensability quotient in the City of Philadelphia; a long history of stable or growing supplemental payments from the Commonwealth *Medical assistance modernization reimbursements in PA, which began in Fiscal Year 2011, have provided for substantial additional reimbursement for TUHS *Prominent position as the academic medical center for Aa3-rated Temple University. Though the University has given no indication of explicit financial support for bond payments, Moody's believes that the Health System's importance to the University's mission and strategies with the School of Medicine and research emphasis underscores the connections between the University and the Health System and its interest in the continuing financial viability and operation of TUHS. *Turn-around initiatives are well articulated and have included or will include continued physician recruitment, a large scale restructuring of most support services as well as clinical processes, workforce reductions, revenue cycle initiatives (collections, coding, documentation), operations improvements (efficiencies, supplies), physician led clinical process redesign, and market development including strategic clinical recruitments. *Affiliation with the Fox Chase Cancer Center, a clinically renowned institution; though Fox Chase does not bring liquid assets to the relationship diluting Temple's balance sheet upon combination *Very conservative investment portfolio allocations (approximately 80% cash and fixed income), all fixed rate debt, and a modest pension liability (approximately $14.1 million at FYE 2011) Outlook The revision in the outlook to stable from negative at the lower rating level is attributable to tangible commitment on the part of the Commonwealth to leverage available resources in support of TUHS, and current clinical initiatives, as discussed above, supported by the University for the benefit of its health sciences education mission that have begun to reverse a multi-year trend of volume declines at the health system. What could change the rating--UP Ability to restore and sustain operating profitability; growth in revenue that has resulted from clinical activities; reduction of dependency on expense reductions and extraordinary funding to build cash flow; restoration of balance sheet cushion; growth in demand, market share and acuity of services What could change the rating--DOWN Deeper operating losses, inability to grow revenues and increase cash flow from core operations; increase in debt or further deterioration of liquidity; disintegration of current relationship with TU or the Commonwealth; reduction in support from the Commonwealth; further erosion of market share Methodology The principal methodology used in this rating was Not-For-Profit Healthcare Rating Methodology published in March 2012. TESORO CORPORATION: Moody's Issues Summary Credit Opinion --------------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Tesoro Corporation (TSO) and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for TSO. Moody's current ratings for Tesoro Corporation are: LT Corporate Family Ratings (domestic currency) Rating of Ba1 Probability of Default Rating of Ba1 Senior Secured Bank Credit Facility (domestic currency) Rating of Baa2 LGD Senior Secured Bank Credit Facility (domestic currency) Rating of 18 - LGD2 Senior Unsecured (domestic currency) Rating of Ba1 LGD Senior Unsecured (domestic currency) Rating of 63 - LGD4 RATINGS RATIONALE TSO's Ba1 Corporate Family Rating and stable outlook reflect its reasonably large and diversified refining portfolio concentrated in the Western US, and an adequate capital structure and liquidity profile relative to both its ratings and the inherent cyclicality and volatility in the refining sector, with weaker refining margins expected over the next 12-18 months. The ratings continue to be constrained both by an oversupplied and weak US gasoline market, an outlook for reduced near-term free cash flow as a result of lower EBITDA generation and higher capital spending, and significant crude distillation concentration in California, where TSO faces an increasingly prohibitive regulatory environment. The stable outlook reflects Moody's expectation that TSO will face only modest increases in leverage during a period of higher capital spending and weaker margins in 2012. Over the near-term, given uncertainties regarding the ultimate impact of regulations in California, Moody's does not expect a ratings upgrade. However, over the medium-term, the ratings could benefit from efforts to reduce debt, improve product yields and lower refining unit costs to help better withstand regulatory challenges in California. Ratings pressure could result from materially increased leverage arising from any combination of significant unscheduled downtime, weaker than expected liquidity, or events such as acquisitions or share repurchases, the latter of which is not currently contemplated. The principal methodology used in rating Tesoro Corporation was the Global Refining and Marketing 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. TRIBUNE CO: Citadel Equity Says Fourth Amended Plan Unconfirmable ----------------------------------------------------------------- Citadel Equity Fund Ltd. and Camden Asset Management LP insist that the Fourth Amended DCL Plan cannot be confirmed because of its classification and treatment of their PHONES claims totaling $222 million. Mark E. Felger, Esq., at Cozen O'Connor, in Wilmington, Delaware, states that under the Plan, the Tendering Noteholders' claims are classified in the same class, and treated indentically, as Original PHONES Claims. Based on the Court's Allocation Disputes Decision, however, it is clear that, the Tendering Noteholders' claims are substantially different (as a matter of fact and law) from the Original PHONES Claims, he avers. In its decision, the Court held that the Tendering Noteholders irrevocably exercised their right to exchange the PHONES that were tendered for exchange were no longer outstanding. If the tendered PHONES are no longer outstanding, then the Tendering Noteholders cannot, by definition, be holders of such PHONES, Mr. Felger asserts. Accordingly, by the clear terms of the PHONES Indenture, the payments to be made with respect to the claims of the Tendering Noteholders are not subject to the subordination provisions of the PHONES Indenture, he points out. Because the Tendering Noteholders' claims are not "substantially similar" to the Original PHONES Claims, such claims cannot be classified together and treated identically under the Plan, he maintains. June 7 Confirmation Hearing Judge Kevin Carey scheduled the hearing to consider confirmation of the Fourth Amended DCL Plan to commence on June 7, 2012. Objections to confirmation of the Plan were due no later than May 21, 2012. The Debtors' deadline to file a brief in support of the confirmation of the Plan is due on June 1. At a hearing held on April 16, 2012, the bankruptcy judge said he will approve the supplemental disclosure document after minor changes regarding rules for the advisory board of a litigation trust are made. The litigation trust will pursue lawsuits arising from the 2007 leveraged buyout of Tribune by Sam Zell. There will be no more than three members of the Litigation Trust Advisory Board and the initial members will be the members of the Creditors' Committee that are or represent beneficiaries of Litigation Trust Interests, including, without limitation, Deutsche Bank Trust Company Americas, Wilmington Trust Company and such other person to be disclosed with the Plan Supplement, but excluding the Senior Loan Agent. Judge Kevin Carey entered a formal order decreeing that the disputes relating to how recoveries under Tribune's proposed reorganization plan should be allocated are resolved for reasons set forth in a memorandum opinion dated April 9, 2012. Tribune Chairman Samuel Zell came out the biggest loser in the wake of the Court's decision. Judge Carey determined that the Zell-controlled EGI-TRB LLC Notes are at the bottom of Tribune's capital structure. Mr. Zell's claims ranked last in the Chapter 11 payments priority scheme, lagging behind holders of PHONES notes, which are allowed in the aggregate amount of $759 million. Mr. Zell, who called the buyout "deal from hell," put only $315 million of his own money at risk in the deal, the report noted. In recent litigation, his investment venture attempted to get equal footing with other low-ranking creditors when it comes to sharing recovery, on the basis of a claim for $225 million, the report noted. The attempt failed, the report said. Clean and blacklined copies of the Plan dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15Plan.pdf http://bankrupt.com/misc/Tribune_Apr15Plan_blacklined.pdf Clean and blacklined copies of the Supplemental Disclosure Document dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15SDD.pdf http://bankrupt.com/misc/Tribune_Apr15SDD_blacklined.pdf About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Tribune CRO Don Liebentritt said it is possible the media company could emerge late in the third quarter of 2012. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: U.S. Govt. Wants Details on Priority Tax Payments ------------------------------------------------------------- The United States Government opposes confirmation of Tribune's Fourth Amended DCL Plan and specifically objects to Section 2.3 of the Plan because it does not specify the frequency of installments to be made for payment of priority tax claims or the amount of each installment payment. The U.S. Government also objects to paragraphs 11.1.1 and 11.1.2. of the Plan to the extent they purport to restrain the Internal Revenue Service from assessing or collecting a tax resulting from an act, omission, or transaction that occurred prior to the petition date, even if the tax liability is an administrative expense under Section 503(b) of the Bankruptcy. The Plan cannot be confirmed if it prevents the IRS from asserting an administrative claim against the Debtors, W. Bradley Russell, Esq. -- William.B.Russell@usdoj.gov -- tax division of the U.S. Department of Justice, in Washington, D.C., argues. Mr. Russell further contends the Court does not have jurisdiction to release a non-debtor from a federal tax liability. Likewise, the Court does not have jurisdiction to decide the federal tax consequences of the proposed plan or the federal tax liability of non-debtors, he insists. State Taxing Authorities The State of Michigan Department of Treasury and the State of Missouri Department of Revenue ask the Court to deny confirmation of the Fourth Amended DCL Plan. The Michigan Treasury complains that the Debtors fail to file postpetition tax returns. The State Treasury has filed an administrative expense clam in the amount of $30,502, representing liability for Michigan Business Taxes for the 2008 tax period. Bill Schuette, Esq., attorney general for revenue division, in Detroit, Michigan, argues that the Debtors' failure to pay administrative tax liabilities are grounds for conversion or dismissal under Section 1112(b)(4)(I) of the Bankruptcy Code. To the extent that the proposed plan is an attempt to limit or enjoin the collection of tax debts due to the State from non- debtors, the plan violates the Tax Injunction Act, he avers. The Missouri Department objects to the confirmation of the Plan because: 1) One of Debtors' options for payment of the Allowed Priority Tax Claims provides for regular installments in Cash equal to the Allowed amount of the Claim over a period ending not later than the fifth anniversary of the Petition Date with interest as provided under Section 511 of the Bankruptcy Code. 2) The Plan lacks specificity regarding payment of the Priority Tax Claims and, as such, would be extremely difficult to enforce in the event of a default in plan payments. 3) The Plan states that installment payments will commence after the Priority Tax Claim becomes an Allowed Claim. 4) It appears that based upon the definition of an Allowed Claim it will not be possible to determine whether the Missouri Department's Priority Tax Claim is an Allowed Claim and thus trigger installment payments until the deadline to object to claims expires. 5) The effective date of the Plan can not be determined with certainty because it is contingent upon various conditions being satisfied or waived. 6) It is possible that there will be a considerable delay in the commencement of payment, it will be extremely difficult to determine when payments should commence, and the Plan does not state what the frequency of payments will be, thus making it difficult to enforce the provisions of the Plan. The Taxing Authorities also complain that the Plan fails to provide for default language. They insist that default language is warranted under Section 1123(a)(5)(G) of the Bankruptcy Code and should be added to the Plan. June 7 Confirmation Hearing Judge Kevin Carey scheduled the hearing to consider confirmation of the Fourth Amended DCL Plan to commence on June 7, 2012. Objections to confirmation of the Plan were due no later than May 21, 2012. The Debtors' deadline to file a brief in support of the confirmation of the Plan is due on June 1. At a hearing held on April 16, 2012, the bankruptcy judge said he will approve the supplemental disclosure document after minor changes regarding rules for the advisory board of a litigation trust are made. The litigation trust will pursue lawsuits arising from the 2007 leveraged buyout of Tribune by Sam Zell. There will be no more than three members of the Litigation Trust Advisory Board and the initial members will be the members of the Creditors' Committee that are or represent beneficiaries of Litigation Trust Interests, including, without limitation, Deutsche Bank Trust Company Americas, Wilmington Trust Company and such other person to be disclosed with the Plan Supplement, but excluding the Senior Loan Agent. Judge Kevin Carey entered a formal order decreeing that the disputes relating to how recoveries under Tribune's proposed reorganization plan should be allocated are resolved for reasons set forth in a memorandum opinion dated April 9, 2012. Tribune Chairman Samuel Zell came out the biggest loser in the wake of the Court's decision. Judge Carey determined that the Zell-controlled EGI-TRB LLC Notes are at the bottom of Tribune's capital structure. Mr. Zell's claims ranked last in the Chapter 11 payments priority scheme, lagging behind holders of PHONES notes, which are allowed in the aggregate amount of $759 million. Mr. Zell, who called the buyout "deal from hell," put only $315 million of his own money at risk in the deal, the report noted. In recent litigation, his investment venture attempted to get equal footing with other low-ranking creditors when it comes to sharing recovery, on the basis of a claim for $225 million, the report noted. The attempt failed, the report said. Clean and blacklined copies of the Plan dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15Plan.pdf http://bankrupt.com/misc/Tribune_Apr15Plan_blacklined.pdf Clean and blacklined copies of the Supplemental Disclosure Document dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15SDD.pdf http://bankrupt.com/misc/Tribune_Apr15SDD_blacklined.pdf About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Tribune CRO Don Liebentritt said it is possible the media company could emerge late in the third quarter of 2012. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Seeks Dismissal of Publishers Forest's Ch. 11 Cases --------------------------------------------------------------- Tribune Company and its debtor affiliates ask Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to dismiss the Chapter 11 case of Publishers Forest Products Co. of Washington, Case No. 08-13201. Publishers Forest is not a guarantor of Tribune's obligations under the Senior Loan Agreement or the Bridge Loan Agreement. There are only two unsecured claims against Publishers shown on its schedules of assets and liabilities, each of which is owed to another Tribune entity. Moreover, three proofs of claim were filed by third-party creditors in Publishers' Chapter 11 case. Two of the claims, filed by The Travelers Indemnity Claim and Valuation Research Corporation, do not appear to be predicated on any independent business relationship with or liability incurred by Publishers. The third claim, filed by GBH Investments, LLC, asserted an unliquidated claim in the amount of "$1 0 million - $13 million" in connection with the environmental remediation of a piece of land in Anacortes, Washington. Publishers Forest disputes the GBH Claim because, among other things, the GBH Claim was filed well after the claims bar date. GBH has neither sought nor obtained an order from the Court to deem the GBH Claim as timely- filed, and GBH's counsel has withdrawn its appearance in the Debtors' Chapter 11 cases. Section 1112(b) of the Bankruptcy Code allows the Court to dismiss a bankruptcy case "for cause" and states in pertinent part that the court will convert a case under this chapter to a case under chapter 7 or dismiss a case under this chapter, whichever is in the best interest of creditors and the estate, for cause. James F. Conlan, Esq., at Sidley Austin LLP, in New York, argues that "cause" to dismiss Publishers' Chapter 11 case exists because (i) it has no material assets, (ii) it has no active business to reorganize, (iii) the Debtors have determined that Publishers has no value to their business operations going forward, (iv) Publishers is not a party to the Plan, and (v) any claims against Publishers will receive little or no recovery whether or not Publishers remains in Chapter 11. Specifically, the Debtors have no records that indicate that Publishers has had any operations since it divested the Land in 1984, Mr. Conlan discloses. Its sole asset consists of mineral and similar rights relating to certain real property in Washington state (unrelated to the Land), which have no material value and will not be utilized in the Debtors' ongoing business, he says. Following the Debtors' determination that Publishers has no value to the business enterprise going forward, the Debtors removed Publishers from the list of Debtors that would be parties to the Plan in February 2012, he states. More importantly, as a stand-alone entity not party to the Plan, Publishers has no realistic prospect of reorganizing in Chapter 11, Mr. Conlan maintains. Publishers will neither have an active business going forward nor be a useful part of the Debtors' business enterprise, and claims against it would receive little or no recovery, he asserts. On the contrary, the presence of the GBH Claim against Publishers may present a substantial hurdle to proposing and consummating a Chapter 11 plan for Publishers, he stresses. He however assures the Court that dismissal does not prejudice any of the creditors of Publishers' estate, because those parties will retain the ability to pursue their claims in an appropriate non-bankruptcy forum, including in connection with any dissolution of Publishers under Washington state law. The Debtors further ask the Court to direct the use of an amended caption that has been revised to reflect the exclusion of Publishers in the footnoted list of the Debtors, following the dismissal of Publishers' Chapter 11 case. The Court will consider the Debtors' request on May 29, 2012. Objections are due no later than May 22. June 7 Confirmation Hearing Judge Kevin Carey scheduled the hearing to consider confirmation of the Fourth Amended DCL Plan to commence on June 7, 2012. Objections to confirmation of the Plan were due no later than May 21, 2012. The Debtors' deadline to file a brief in support of the confirmation of the Plan is due on June 1. At a hearing held on April 16, 2012, the bankruptcy judge said he will approve the supplemental disclosure document after minor changes regarding rules for the advisory board of a litigation trust are made. The litigation trust will pursue lawsuits arising from the 2007 leveraged buyout of Tribune by Sam Zell. There will be no more than three members of the Litigation Trust Advisory Board and the initial members will be the members of the Creditors' Committee that are or represent beneficiaries of Litigation Trust Interests, including, without limitation, Deutsche Bank Trust Company Americas, Wilmington Trust Company and such other person to be disclosed with the Plan Supplement, but excluding the Senior Loan Agent. Judge Kevin Carey entered a formal order decreeing that the disputes relating to how recoveries under Tribune's proposed reorganization plan should be allocated are resolved for reasons set forth in a memorandum opinion dated April 9, 2012. Tribune Chairman Samuel Zell came out the biggest loser in the wake of the Court's decision. Judge Carey determined that the Zell-controlled EGI-TRB LLC Notes are at the bottom of Tribune's capital structure. Mr. Zell's claims ranked last in the Chapter 11 payments priority scheme, lagging behind holders of PHONES notes, which are allowed in the aggregate amount of $759 million. Mr. Zell, who called the buyout "deal from hell," put only $315 million of his own money at risk in the deal, the report noted. In recent litigation, his investment venture attempted to get equal footing with other low-ranking creditors when it comes to sharing recovery, on the basis of a claim for $225 million, the report noted. The attempt failed, the report said. Clean and blacklined copies of the Plan dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15Plan.pdf http://bankrupt.com/misc/Tribune_Apr15Plan_blacklined.pdf Clean and blacklined copies of the Supplemental Disclosure Document dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15SDD.pdf http://bankrupt.com/misc/Tribune_Apr15SDD_blacklined.pdf About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Tribune CRO Don Liebentritt said it is possible the media company could emerge late in the third quarter of 2012. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Marc Kirschner Named Litigation Trustee --------------------------------------------------- Wilmington Trust Company and Deutsche Bank Trust Company America, as members of the Tribune Litigation Trust Advisory Board, informed the Court on May 16, 2012, that they are designating Marc Kirschner as litigation trustee of the Tribune Litigation Trust. Mr. Kirschner has agreed to accept that position. In accordance with the direction of Judge Carey, on May 8, the three initial members of the Tribune Litigation Trust Advisory Board, to be created under the DCL Plan, agreed to hold an initial telephonic meeting of the Tribune Litigation Trust Advisory Board on May 11. On May 10, William Niese, one of the designated initial members of the Tribune Litigation Trust Advisory Board, through his counsel, advised the other members of the Tribune Litigation Trust Advisory Board that he would not be participating in the May 11 call and that he has decided not to serve as a litigation trust committee member at this time. On May 11, WTC and Deutsche Bank went forward with the initial meeting and voted for Mr. Kirschner. WTC subsequently withdrew the notice of designation, explaining that the notice disclosed information pertaining to the designation of the Litigation Trustee prematurely. June 7 Confirmation Hearing Judge Kevin Carey scheduled the hearing to consider confirmation of the Fourth Amended DCL Plan to commence on June 7, 2012. Objections to confirmation of the Plan were due no later than May 21, 2012. The Debtors' deadline to file a brief in support of the confirmation of the Plan is due on June 1. At a hearing held on April 16, 2012, the bankruptcy judge said he will approve the supplemental disclosure document after minor changes regarding rules for the advisory board of a litigation trust are made. The litigation trust will pursue lawsuits arising from the 2007 leveraged buyout of Tribune by Sam Zell. There will be no more than three members of the Litigation Trust Advisory Board and the initial members will be the members of the Creditors' Committee that are or represent beneficiaries of Litigation Trust Interests, including, without limitation, Deutsche Bank Trust Company Americas, Wilmington Trust Company and such other person to be disclosed with the Plan Supplement, but excluding the Senior Loan Agent. Judge Kevin Carey entered a formal order decreeing that the disputes relating to how recoveries under Tribune's proposed reorganization plan should be allocated are resolved for reasons set forth in a memorandum opinion dated April 9, 2012. Tribune Chairman Samuel Zell came out the biggest loser in the wake of the Court's decision. Judge Carey determined that the Zell-controlled EGI-TRB LLC Notes are at the bottom of Tribune's capital structure. Mr. Zell's claims ranked last in the Chapter 11 payments priority scheme, lagging behind holders of PHONES notes, which are allowed in the aggregate amount of $759 million. Mr. Zell, who called the buyout "deal from hell," put only $315 million of his own money at risk in the deal, the report noted. In recent litigation, his investment venture attempted to get equal footing with other low-ranking creditors when it comes to sharing recovery, on the basis of a claim for $225 million, the report noted. The attempt failed, the report said. Clean and blacklined copies of the Plan dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15Plan.pdf http://bankrupt.com/misc/Tribune_Apr15Plan_blacklined.pdf Clean and blacklined copies of the Supplemental Disclosure Document dated April 15, 2012, are available for free at: http://bankrupt.com/misc/Tribune_Apr15SDD.pdf http://bankrupt.com/misc/Tribune_Apr15SDD_blacklined.pdf About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Tribune CRO Don Liebentritt said it is possible the media company could emerge late in the third quarter of 2012. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) VULCAN MATERIALS: Moody's Issues Summary Credit Opinion ------------------------------------------------------- Moody's Investors Service issued a summary credit opinion on Vulcan Materials Company and includes certain regulatory disclosures regarding its ratings. The release does not constitute any change in Moody's ratings or rating rationale for Vulcan Materials Company and its affiliates. Moody's current ratings on Vulcan Materials Company and its affiliates are: Long Term Corporate Family Ratings domestic currency rating of Ba2, On Watch Uncertain Probability of Default rating of Ba2, On Watch Uncertain Senior Unsecured domestic currency ratings of Ba2, 52 - LGD4, On Watch Uncertain Senior Secured Bank Credit Facility domestic currency ratings of Ba1, 27 - LGD2, On Watch Uncertain Senior Unsecured Shelf domestic currency ratings of (P)Ba2, On Watch Uncertain Subordinate Shelf domestic currency ratings of (P)B1, On Watch Uncertain Preferred Shelf domestic currency ratings of (P)B2, On Watch Uncertain Commercial Paper domestic currency ratings of NP, On Watch Uncertain Speculative Grade Liquidity Rating ratings of SGL-3 Legacy Vulcan Corp. Senior Unsecured domestic currency ratings of Ba2, 52 - LGD4, On Watch Uncertain Backed Senior Unsecured domestic currency ratings of Ba2, On Watch Uncertain Backed Senior Unsecured MTN Program domestic currency ratings of (P)Ba2, On Watch Uncertain Ratings Rationale On December 12, 2011, Vulcan's ratings were placed under review for possible downgrade following Martin Marietta Materials' unsolicited offer to acquire Vulcan. The review will focus on the financial profile of the pro-forma combined company, its business prospects, ability to achieve synergies, and its ability to de-lever. The reviews will also evaluate the company's liquidity profile, debt capital structure, including relative priority of claim, and financial policies. While the proposed transaction appears to present a modest credit positive for Vulcan's bondholders, the review direction uncertain considers Vulcan weak positioning in its rating category and the possibility of alternative outcomes. Likewise, the Martin Marietta's review for possible downgrade considers the prospective magnitude of assumed debt, and a clear indication of Martin Marietta's management's willingness to take on greater financial and strategic risk than heretofore presumed. The principal methodology used in rating Vulcan Materials Company was the Global Building Materials Industry Methodology published in July 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. VUZIX CORP: Defaults Under Two Loan Agreements ---------------------------------------------- Vuzix Corporation has determined that it has in default under two loan agreements with LC Capital Master Fund Ltd and Bridge Bank National Association. The Company was not in compliance with its EBITDA covenant as of the end of its fiscal quarters ended Sept. 30, 2011, Dec. 31, 2011, and March 31, 2012. On Dec. 23, 2010, the Company entered into a Convertible, Senior Secured Term loan in the principal amount of $4,000,000 with LC Capital. Under this agreement, the lender has a first priority security interest on the Company's intellectual property and a second priority security interest on all of the Company's other assets. As of March 31, 2012, the outstanding loan balance plus accrued interest was $4,761,041. On March 21, 2011, the Company entered into a Loan and Security Agreement with Bridge Bank. Pursuant to that Agreement, that bank provided Company with a revolving loan credit facility of up to $2 million, with the amount available to Company being based upon an accounts receivable formula. The Bank has been granted a first position security interest in all of Company's current assets, with the exception of Intellectual Property in which its position is second to the lien of the holder of the Senior Loan. All other secured debt is subordinate to the Bank facility. As of March 31, 2012, the outstanding loan balance was $422,000. The lenders have currently indicated that they will not issue waivers or enter into a forbearance agreement, under which each would agree to forbear from enforcing its remedies against the Company. As such the lenders are currently able to exercise their remedies under their loan agreements, including acceleration of the amounts due and foreclosure and sale of the collateral held by it. The Company said that even if it receives a waiver or enters into a forbearance agreement, it is uncertain whether the Company will be able to meet the conditions contained in any such waiver or forbearance agreement. About Vuzix Corp. Rochester, New York-based Vuzix Corporation (TSX-V: VZX) OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the defense, consumer and media & entertainment markets. The Company reported a net loss of $3.87 million in 2011, a net loss of $4.55 million in 2010, and a net loss of $3.25 million in 2009. The Company's balance sheet at Dec. 31, 2011, showed $5.81 million in total assets, $12.64 million in total liabilities, and a $6.82 million total stockholders' deficit. After auditing the 2011 results, EFP Rotenberg, LLP, in Rochester, New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses from operations in recent years. In addition, the Company is dependent on its various debt and compensation agreements to fund its working capital needs. And while there are no financial covenants with which the Company must comply with, these debts are past due in some cases. Bankruptcy Warning The Company said in its 2011 annual report that its future viability is dependent on its ability to execute these plans successfully. If the Company fails to do so for any reason, the Company would not have adequate liquidity to fund its operations, would not be able to continue as a going concern and could be forced to seek relief through a filing under U.S. Bankruptcy Code. WALTER ENERGY: Moody's Changes Outlook on 'B1' CFR to Stable ------------------------------------------------------------ Moody's Investors Service changed the rating outlook for Walter Energy, Inc. to stable from positive. Concurrently Moody's affirmed the ratings of Walter (including B1 Corporate Family Rating, CFR), and assigned a speculative grade liquidity rating of SGL-2 indicating good liquidity. The move to a stable outlook reflects the expectation that the softness in the metallurgical coal market could pressure Walter's profitability and production, and increase the likelihood that over the next 12-18 months the company would not be able to meaningfully reduce debt incurred to finance the 2011 acquisition of Western Coal Corporation, as previously anticipated. Ratings affirmed: Issuer: Walter Energy, Inc. Corporate Family Rating, B1 Probability of Default Rating, B2 $375 million revolver due 2016 -- B1, LGD3, 32% $895 million term loan A due 2016 -- B1, LGD3, 32% $1.3 billion term loan B due 2018 -- B1, LGD3, 32% Rating assigned: Speculative grade liquidity rating, SGL-2. Outlook changed to Stable from Positive RATINGS RATIONALE The B1 CFR reflects Walter's diversified metallurgical coal operation, free cash flow generation ability, and strong credit metrics for the rating category. It also reflects Moody's view that the acquisition of Western improved Walter's business profile by increasing scale, operating diversity, geographic diversity, and providing access to new export markets for metallurgical coal. The CFR is constrained presently by high absolute debt levels, execution risk associated with expansion projects in Western Canada and Southern Appalachia, and Moody's view that there is likelihood of margin compression over the intermediate term. The stable outlook reflects Moody's view that Walter would maintain good liquidity above $350 million (including cash balances and revolver availability), continue making progress in resolving production issues in Canada and at UK operations, lower its mining costs enough to mostly offset tougher pricing and demand environment for metallurgical coal, and largely meet its production and EBITDA targets for 2012. An upgrade could result if Walter repays a meaningful amount of debt, substantially exceeds its production and EBITDA targets, and maintains strong profitability and liquidity, and if the outlook for met coal continues to be favorable. However, the outlook could be changed to negative and/or the company's ratings could be lowered if Walter does not maintain enough covenant cushion, especially as it pertains to maintenance of total leverage ratio pursuant to its credit agreement; if debt/EBITDA (including Moody's standard adjustment) rises above 3.5x sustainably; if the company generates negative free cash flow for more than two quarters; if liquidity falls below $200 million; if global steel production declines materially or unexpectedly due to any shock to the global economy; or if the company makes sizeable debt-financed acquisitions. The principal methodology used in rating Walter Energy was the Global Mining Industry Methodology published in May 2009. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Walter Energy, Inc., headquartered in Birmingham, Alabama, is primarily a metallurgical coal producer which also produces metallurgical coke, steam and industrial coal, and natural gas. In April 2011, the company acquired British Columbia based Western. Walter's revenues were $2.8 billion for LTM period ended March 31, 2012. WILLBROS UNITED: Moody's Confirms 'B3' CFR; Outlook Negative ------------------------------------------------------------ Moody's Investors Service confirmed Willbros United States Holdings Inc.'s B3 corporate family rating ("CFR"), Caa1 probability of default rating, and B3 senior secured bank ratings, but changed the ratings outlook to negative. At the same time, Moody's affirmed the company's SGL-4 speculative liquidity rating (indicating weak liquidity). This concludes the review for downgrade initiated on March 30, 2012, driven by uncertainties as to when Willbros' parent, Willbros Group Inc. ("WGI"), would file its 2011 financial statements. Rating Rationale The ratings confirmation reflects the elimination of an impending default event as WGI filed its financial statements by the April 9th, 2012 deadline required by the terms of its bank agreement. As well, Willbros has reduced future uncertainties by settling its sizeable lawsuit for $55 million, has made progress with its debt reduction initiative and Moody's expects Willbros' operating results will improve through the next 12 to 18 months. Willbros' liquidity however remains weak as its bank revolver must be refinanced in the near term (matures July 2013), it has minimal surplus cash balances and Moody's expects payments associated with the lawsuit settlement will consume most of Willbros' free cash flow over the next year. For these reasons, Willbros' liquidity rating has been affirmed at SGL-4 and its ratings outlook is negative. Willbros' B3 CFR primarily reflects its weak liquidity position, significant exposure to fixed-price construction contracts in highly competitive and cyclical end markets, and internal control weaknesses over financial reporting. These factors are offset by Moody's expectation that Willbros' backlog level will continue to rise through 2012 driven by robust energy markets, and Willbros' demonstrated commitment to reducing its debt levels. Willbros' adjusted Debt/EBITDA leverage has declined to 5.6x at Q1/12 (including the litigation settlement amount as debt) from 7.7x one year prior as management has implemented tighter cost controls and has applied roughly $135 million of surplus cash, generated free cash flow and asset sale proceeds to debt reduction. Moody's expects Willbros will achieve modest growth in revenue and profitability through the next 12 to 18 months and that its leverage will decline towards 4.5x in this timeframe. Downward rating action would occur if Willbros is unable to refinance its bank facility in a timely manner or if Moody's believed the company would not maintain compliance with its bank covenants. Downward rating pressure could also develop if the company sustained its adjusted leverage above 5.5x. If Willbros can successfully refinance and gain access to most of its bank facility (availability is currently restricted to $25 million based on bank-defined leverage calculations), near term risks will be reduced and the outlook would likely be stabilized. The rating could be moved up should the company maintain an adequate liquidity profile and sustain adjusted leverage below 4.5x. The principal methodology used in rating Willbros was the Global Construction Industry Methodology published in November 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Houston, Texas, Willbros United States Holdings, Inc. is a wholly-owned subsidiary of publicly traded Willbros Group, Inc. The companies provide engineering and construction (E&C) services to the oil, gas and power industries, and also provide end-to-end infrastructure construction services, primarily for the electric and natural gas utility end-markets. Revenue for the last twelve months ended March 31, 2011 was about $1.7 billion. WVSV HOLDINGS: Claims Bar Date Set for July 6 --------------------------------------------- WVSV Holdings, LLC, won authority from the Bankruptcy Court to employ the Law Offices of Michael W. Carmel, Ltd., as its Chapter 11 counsel. The Court, in its order, noted the Firm represents no adverse interest to the Debtor is a disinterested party, pursuant to 11 U.S.C. Sections 101(14), 327, and 329. In a separate ruling, the Court established July 6, 2012, as the last day for creditors to file proofs of claim against the estate. Creditors who fail to file by the deadline will be forever barred from receiving a dividend in the Chapter 11 case. The Court will hold a hearing on the Debtor's Chapter 11 petition on June 12 at 9:00 a.m. The U.S. Trustee for the District of Arizona will convene a Meeting of Creditors under 11 U.S.C. Sec. 341(a) on June 19, 2012, at 9:00 a.m. at US Trustee Meeting Room, 230 N. First Avenue, Suite 102, in Phoenix. About WVSV Holdings W.V.S.V. Holdings LLC, the owner of about 13,000 acres of vacant land in Buckeye, Arizona, filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 12-10598) on May 14, 2012, in Phoenix. The Debtor claims that the three tracts of land planned for "future development" are worth $120 million and secure $57.3 million in debt. The Debtor scheduled $120.04 million in assets and $57.35 million in liabilities. West Valley Ventures, LLC, owns 75% of the Debtor, and Breycliffe, LLC, owns the remaining 25%. Judge Redfield T. Baum, Sr., presides over the case. Michael W. Carmel, Esq., serves as the Debtor's counsel. The petition was signed by Lee Allen Johnson, manager of West Valley Ventures, manager. * Failing Banks Are Prohibited From Paying Retainers ---------------------------------------------------- U.S. District Judge Milton D. Shadur in Chicago ruled on May 22 that a bank at risk of failure can't pay retainers to lawyers for use in the future in representing bank officers and directors. The case involved George Washington Savings Bank, which paid $250,000 in retainers to two law firms for the future defense of bank officers. The retainer agreements explicitly said there was risk the bank would be seized or taken over by the Federal Deposit Insurance Corp. The bank indeed failed. According to the report, after the FDIC sued the two firms, Judge Shadur refused to dismiss the complaint, saying the retainers are explicitly prohibited by 12 U.S.C. Section 1828(k)(3) dealing with the powers of the FDIC. "It really does not matter" whether the law firms knew about the statute or knew the retainers violated the law, he said. Although Judge Shadur only denied a motion to dismiss, he ended the opinion by saying, "it appears quite likely that no factual disputes stand in the way of a judgment in the FDIC's favor." Mr. Rochelle notes that the inability of failing banks to pay retainers places more importance on the purchase of directors' and officers' liability insurance. The case is Federal Deposit Insurance Corp. v. Coleman Law Firm, 11-8823, U.S. District Court, Northern District of Illinois (Chicago). * Large Companies With Insolvent Balance Sheets ----------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 127.2 (3.2) 14.0 ACCO BRANDS CORP ACCO US 1,044.9 (68.3) 311.8 AMC NETWORKS-A AMCX US 2,125.8 (1,004.9) 506.4 AMER AXLE & MFG AXL US 2,502.3 (376.4) 264.6 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERISTAR CASINO ASCA US 2,026.3 (45.8) (13.5) ARRAY BIOPHARMA ARRY US 120.0 (78.8) 28.4 ATLATSA RESOURCE ATL SJ 920.8 (233.7) 20.0 AUTOZONE INC AZO US 6,148.9 (1,416.8) (623.1) BAZAARVOICE INC BV US 46.8 (15.4) (18.2) BOSTON PIZZA R-U BPF-U CN 166.1 (91.7) (1.5) CABLEVISION SY-A CVC US 7,088.5 (5,609.6) (218.0) CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CARMIKE CINEMAS CKEC US 420.8 (1.9) (26.1) CC MEDIA-A CCMO US 16,489.3 (7,802.6) 1,550.1 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CHENIERE ENERGY CQP US 1,762.3 (574.9) 31.7 CHOICE HOTELS CHH US 443.2 (26.2) 2.1 CIENA CORP CIEN US 1,918.3 (21.1) 918.6 CINCINNATI BELL CBB US 2,657.9 (701.3) (42.6) CLOROX CO CLX US 4,386.0 (106.0) (689.0) CROWN HOLDINGS I CCK US 7,178.0 (82.0) 731.0 DEAN FOODS CO DF US 5,758.6 (52.7) 296.0 DELTA AIR LI DAL US 44,189.0 (1,011.0) (5,347.0) DENNY'S CORP DENN US 336.2 (2.6) (16.3) DIRECTV-A DTV US 21,912.0 (3,377.0) 1,210.0 DISH NETWORK-A DISH US 12,409.5 (55.6) 778.4 DISH NETWORK-A EOT GR 12,409.5 (55.6) 778.4 DOMINO'S PIZZA DPZ US 601.3 (1,365.7) 58.8 DUN & BRADSTREET DNB US 1,903.8 (628.3) (261.0) EDGEN GROUP INC EDG US 555.6 (154.7) 267.4 FIESTA RESTAURAN FRGI US 364.8 (3.2) (9.0) FIFTH & PACIFIC FNP US 796.8 (161.9) 9.7 FREESCALE SEMICO FSL US 3,371.0 (4,472.0) 1,444.0 GENCORP INC GY US 931.2 (189.7) 108.9 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GOLD RESERVE INC GRZ CN 78.3 (25.8) 56.9 GOLD RESERVE INC GRZ US 78.3 (25.8) 56.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 HCA HOLDINGS INC HCA US 27,139.0 (7,324.0) 1,667.0 HUGHES TELEMATIC HUTC US 94.0 (111.8) (39.0) HUGHES TELEMATIC HUTCU US 94.0 (111.8) (39.0) INCYTE CORP INCY US 293.6 (248.9) 133.9 IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU JE CN 1,644.4 (394.5) (338.4) JUST ENERGY GROU JE US 1,644.4 (394.5) (338.4) LIVEWIRE ERGOGEN LVVV US 0.1 (0.7) (0.7) LORILLARD INC LO US 3,351.0 (1,666.0) 919.0 MARRIOTT INTL-A MAR US 6,171.0 (848.0) (1,442.0) MEAD JOHNSON MJN US 2,866.7 (28.5) 635.2 MERITOR INC MTOR US 2,565.0 (945.0) 193.0 MERRIMACK PHARMA MACK US 64.4 (43.6) 21.0 MONEYGRAM INTERN MGI US 5,136.2 (92.5) (16.2) NATIONAL CINEMED NCMI US 788.5 (347.4) 102.6 NAVISTAR INTL NAV US 11,503.0 (190.0) 2,238.0 NEXSTAR BROADC-A NXST US 578.2 (179.9) 34.5 NOVADAQ TECHNOLO NDQ CN 23.5 (3.9) 7.5 NPS PHARM INC NPSP US 183.3 (54.4) 130.0 NYMOX PHARMACEUT NYMX US 6.4 (5.2) 2.9 ODYSSEY MARINE OMEX US 21.9 (14.2) (13.9) OMEROS CORP OMER US 21.1 (12.7) 1.0 ORGANOVO HOLDING ONVO US 0.0 (0.1) (0.1) PALM INC PALM US 1,007.2 (6.2) 141.7 PDL BIOPHARMA IN PDLI US 235.0 (243.8) 56.6 PEER REVIEW MEDI PRVW US 1.4 (3.4) (3.8) PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PRIMEDIA INC PRM US 208.0 (91.7) 3.6 PROOFPOINT INC PFPT US 64.7 (29.1) (33.7) PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QLTY US 330.8 (67.6) 54.5 REGAL ENTERTAI-A RGC US 2,307.0 (552.6) 46.5 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) REVLON INC-A REV US 1,156.7 (679.6) 184.9 REXNORD CORP RXN US 3,290.9 (80.8) 551.0 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SALLY BEAUTY HOL SBH US 1,789.9 (69.2) 478.8 SINCLAIR BROAD-A SBGI US 1,771.2 (87.2) 3.9 SPLUNK INC SPLK US 82.2 (0.7) 1.1 TAUBMAN CENTERS TCO US 3,096.4 (275.8) - THRESHOLD PHARMA THLD US 89.7 (77.4) 72.8 UNISYS CORP UIS US 2,455.6 (1,240.4) 430.5 VECTOR GROUP LTD VGR US 886.1 (132.7) 145.6 VERISIGN INC VRSN US 1,882.8 (71.3) 831.1 VERISK ANALYTI-A VRSK US 1,892.0 (10.3) (147.7) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WTW US 1,176.1 (1,856.8) (1,057.9) ********* 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, Ivy B. Magdadaro, 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 ***