/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/120829.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 29, 2012, Vol. 16, No. 240 Headlines 1701 COMMERCE: To Attend Mediation; Posts $1MM to Keep Stay 3210 RIVERDALE: Reorganization Plan Hearing Adjourned to Oct. 2 ALLEN FAMILY: Liquidating Plan Coming Soon ASCENA RETAIL: S&P Gives 'BB+' Rating on $300MM Secured Term Loan ATP OIL: Files Applications to Hire Counsel, Advisors ATP OIL: Says UK Unit Not Part of Chapter 11 BAKERS FOOTWEAR: Negotiating Forbearance With Lender BICENT HOLDINGS: Court OKs Scotia Capital as Financial Advisor BICENT HOLDINGS: Plan of Reorganization Declared Effective BRAFFITS CREEK: Case Summary & Largest Unsecured Creditor CAESARS LINQ: S&P Affirms 'B-' Corp. Credit Rating; Outlook Neg CAPITOL BANCORP: Wilmington Trust Calls Plan 'Highly Suspect' CATALYST PAPER: Prepares for Exit From Creditor Protection CFG HOLDINGS: S&P Affrims 'B-' Issuer Credit Rating; Outlook Pos CHESTER DOWNS: S&P Affirms 'B-' Corp. Credit Rating; Outlook Neg CHRISTIAN BROTHERS: Bronx Catholic High Being Sued by Committee CITIZENS CORP: Case Trustee Has $500,000 Loan From Legends Bank COGECO CABLE: DBRS Assigns 'BB(high)' Issuer Rating COLDWATER PORTFOLIO: Wants Exclusive Plan Period Moved to Oct. 31 COLDWATER PORTFOLIO: Has Access to U.S. Bank Cash Collateral COLDWATER PORTFOLIO: Seeks to Employ Variant as Investment Banker COLDWATER PORTFOLIO: Can Retain Meltzer Purtill as Counsel COMMUNITY TOWERS: Wants to Hire ACM Capital as Financial Advisors COMMUNITY TOWERS: Murray to Lead in Third Party Talks COMPUTER WORLD: Assignee Can Pay Lawyers Without Court Approval COSTA BONITA: DF Servicing Loses Bid to Dismiss Case, Oust Counsel COUNTRYWIDE FIN'L: Wants to Keep MBS Class Suit in Federal Court CRC HEALTH: S&P Raises Corp. Credit Rating to 'B'; Outlook Stable CROSS ISLAND: Cushman & Wakefield OK'd as Real Estate Broker CROSS ISLAND: Files Schedules of Assets and Liabilities CROSS ISLAND: Leonard Harris Approved as Accountants CROSS ISLAND: Sahn Ward OK'd for Zoning and Land Use Concerns CROSS ISLAND: SilvermanAcampora LLP Approved as Bankruptcy Counsel DAYTOP VILLAGE: Wants to Employ Garfunkel Wild as Special Counsel DAYTOP VILLAGE: Wants to Employ MKR as Real Estate Broker DAYTOP VILLAGE: Ombudsman Hires Baker & Hostetler as Counsel DELTA PETROLEUM: Wants to Modify Conway MacKenzie Employment DEX ONE: S&P Revises Outlook on 'CCC' CCR to Developing DOLLAR THRIFTY: S&P Places 'B+' Corp Credit Rating on CreditWatch DYNEGY INC: Holders of $3.5-Bil. in Claims Vote in Favor of Plan DYNEGY INC: Litespeed Bid for Equity Committee Denied DYNEGY INC: Creditors Avidly Support Reorganization Plan EASTMAN KODAK: FlashPoint to Appeal Ruling on Rights to 5 Patents EASTMAN KODAK: To Shift Focus on Commercial Printing Business EASTMAN KODAK: Wrongly Redacted Notebook, ITC Judge Finds EXCELITAS TECHNOLOGIES: S&P Keeps 'BB-' Rating on $238MM Credit FULLER BRUSH: Committee Can Retain CBIZ MHM as Financial Advisor GETTY PETROLEUM: Ch. 11 Liquidation Plan Confirmed GLOBAL AVIATION: Seeks Court Approval on CBA Amendments GOLDEN TEMPLE: Can Employ Ford Elsaesser as Associate Mediator HARVEST OPERATIONS: Moody's Confirms 'Ba2' Corp. Family Rating HAWKER BEECHRAFT: Union Workers Vote on Pension Proposal HEALTHCARE OF FLORENCE: Wants FCH to Operate Hospital Pending Sale HERTZ GLOBAL: S&P Puts B+ CCR on Watch on $2.6BB DTAG Acquisition IMPEVA LABS: Court Trims Patent Lawsuit Against Rival INT'L ENVIRONMENTAL: Meeting of Creditors Continued Until Sept. 5 K-V PHARMACEUTICAL: EPIQ OK'd as Claims and Noticing Agent K-V PHARMACEUTICAL: Has Until Sept. 17 to File Schedules K-V PHARMACEUTICAL: U.S. Trustee Forms Creditors Committee K-V PHARMACEUTICAL: Taps Willkie Farr as Counsel LEGENDS GAMING: LRGP Files Schedules of Assets and Liabilities LEGENDS GAMING: Sea Group Approved as Financial Advisor LEHR CONSTRUCTION: Trustee Taps Counsel Named by Insurance Carrier LICHTIN/WADE LLC: Solicitation Exclusivity Extended to Sept. 30 LSP ENERGY: Wants Add'l Plan Exclusivity Pending Sale Process MAIDEN HOLDINGS: S&P Gives 'BB' Rating on $150MM Preferred Stock MEDIA GENERAL: S&P Keeps 'CCC+' Issuer Credit Rating MORRIS BROWN COLLEGE: Files for Chapter 11 in Atlanta MTS GOLF: Gordon Silver Approved as Bankruptcy Counsel NANA DEVELOPMENT: S&P Puts 'B+' Corp. Credit Rating on Watch Neg NBC ACQUISITION: S&P Withdraws 'D' Corporate Credit Rating NORTHAMPTON GENERATING: Hearing on Extension Set for Sept. 11 NORTHSTAR AEROSPACE: Obtained DIP Financing Maturity Extension NOVA CHEMICALS: S&P Raises Corporate Credit Rating to 'BB+' NUSTAR LOGISTICS: Fitch Lowers Rating on Sr. Unsec. Debt to 'BB+' OCEANSIDE YACHT: No Unsecured Creditors' Committee Formed OUTSOURCE HOLDINGS: Forshey Boasts of Precedent 363 Sale of Bank OXLEY DEVELOPMENT: Meeting of Creditors Set for Sept. 19 PARK LANE: Case Summary & Unsecured Creditor PATRIOT COAL: Creditors Committee Taps Kramer Levin as Counsel PATRIOT COAL: Kenneth Hiltz Named as Chief Restructuring Officer PATRIOT COAL: Shareholders Seek Official Equity Committee PEMCO WORLD: Ex-Worker Files Class Suit Over Abrupt Layoffs PENN CAMERA: Assets Sold, Chapter 11 Being Dismissed PETROBAKKEN ENERGY: S&P Affirms 'B' Corporate Credit Rating PRATT TOWN: In the Brink of Receivership on Poor Management PROSPECT STUDIOS: Counsel Can Draw Down on Prepetition Retainer QCA HEALTH: A.M. Best Affirms 'B' Finc'l. Strength Rating QUICKSILVER RESOURCES: S&P Affirms 'B-' Corporate Credit Rating RESIDENTIAL CAPITAL: Homeowners Want Official Committee RESORTS DEVELOPMENT: May Abandon Chapter 11 Amid Dwindling Revenue RG STEEL: Wins Judge OK for $7 Mil. Asset Sale RG STEEL: Judge Drops SNA Carbon From Air Pollution Suit RIC NEWMAN: Files for Chapter 11 Bankruptcy in Florida RIVIERA HOLDINGS: S&P Affirms 'CCC+' Corporate Credit Rating SAN ANTONIO INDEMNITY: A.M. Best Cuts Finc'l Strength Rating to D SCOTTSDALE CANAL: Crystal Lake Wants Case Sent to Another Judge SELECT ONION: Balks at Trustee's Plan to Auction Its Assets SEMCRUDE LP: Barclays Wants $143MM Bank Transfer Fee Suit Tossed SENESCO TECHNOLOGIES: Gets Notice of Non-Compliance From NYSE MKT SHERIDAN GROUP: S&P Reinstates 'CCC+' Rating on $150MM Sr. Notes SOLYNDRA LLC: Losses Could Mean Profits for Private Equity Firms SOVRAN LLC: Court OKs Bullivant Houser to Withdraw as Counsel SP NEWSPRINT: Gets Approval to Amend DIP Agreement STOCKTON, CA: Mammoth Mediator to Mediate Talks With Creditors SUPERMEDIA INC: S&P Retains 'CCC+' Issuer Credit Rating SYMS CORP: US Trustee Objects Ch. 11 Plan Over CEO Protections TERRESTAR NETWORKS: Judge Approves Elektrobit Deal, DS TEXAS STATE AFFORDABLE: S&P Cuts Ratings on 2011A Bonds to 'BB' TPC GROUP: S&P Puts 'B+' CCR on Watch Neg on $850MM Acquisition TRIBUNE CO: Aurelius Argues for Quick Appeal on Plan TRIDENT MICROSYSTEMS: Seeks OK on Sale Contracts Assumption UNIVERSAL HEALTH: Fitch Upgrades Issuer Default Rating to 'BB' VENTURE INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors WHITTON CORP: Allan Rosenthal OK'd to Perform Accounting Services ZEEK REWARDS: Investors Can Get Money Back, Receiver Says * Moody's Says US Coal Producers Face Tough 2013 * S&P Says CCC Speculative-Grade Spread Widens by 1bp to 1,065bps * Refiling Defective Plan Justifies $13,000 Sanctions * Condo Liens Are Statutory Liens in Pennsylvania * Upcoming Meetings, Conferences and Seminars ********* 1701 COMMERCE: To Attend Mediation; Posts $1MM to Keep Stay ----------------------------------------------------------- 1701 Commerce LLC, which owns and operates the Sheraton Fort Worth Hotel and Spa, avoided foreclosure after posting a $1 million bond with the Bankruptcy Court in Dallas, Texas. John P. Lewis, Jr., Esq., the Debtor's lawyer, confirmed to the Troubled Company Reporter in an e-mail Tuesday that the $1 million has been deposited into Court Registry. Mr. Lewis also said the Debtor did not go forward with approval of its disclosure statement on Aug 24. He said the Debtor, Dougherty Funding LLC, and Vestin Originations Inc., an affiliate of the Debtor, will attend mediation. As reported by the Troubled Company Reporter on Aug. 28, 2012, Bankruptcy Judge Dennis Michael Lynn on Thursday denied a request by Dougherty to dismiss the Chapter 11 case. Judge Lynn also ruled on Dougherty's request for relief from the automatic stay. Judge Lynn said the stay would terminate at 10:00 a.m. local time on Aug. 24, 2012, unless, prior to such time, the Debtor deposits in the court's registry $1 million, in the form of cash (or a cash equivalent satisfactory to the court), in which event the stay will continue. In his Aug. 23 ruling, Judge Lynn said if the Debtor posts the deposit, the Debtor will have until Nov. 24, 2012 to obtain a Court order confirming a plan of reorganization, provided, however, the Debtor must pay to Dougherty by Sept. 5, Oct. 5, and Nov. 5 the additional sum of $241,000. If the Debtor has not obtained a confirmation order by Nov. 24, the automatic stay and the exclusive right of the Debtor to propose and solicit acceptances of a plan will terminate. Thursday's ruling further provides that, if the Debtor (or one of its affiliates) posts the cash bond and timely confirms a plan, the Deposit will be disposed of as provided in the plan. If the Debtor (or one of its affiliates) posts the cash bond but does not timely obtain a confirmation order, the cash bond will be disposed of as follows: first in payment to Dougherty of any deficiency in its collateral to satisfy its claims, such deficiency to be determined by the Court; second in payment of all administrative expenses allowable under 11 U.S.C. Sections 507(a)(2) and 503(b); and third to Vestin Originations, Inc. The Court conducted a hearing with respect to Dougherty's Motions over a period of four days, and heard testimony from Craig Burr, senior vice president of 1701 Commerce; and John Lewis Greisen, senior vice president of Dougherty. The Court also received into evidence exhibits. In 2007, Dougherty agreed to make a $39.6 million senior loan to non-party Presidio Hotel Forth Worth, L.P. to purchase and rehabilitate the Sheraton Fort Worth Hotel and Spa. The Senior Loan was secured by a first mortgage on the Property. The balance now due on the Senior Loan is roughly $44.5 million. After entering into the Senior Loan, Presidio needed further funds to complete refurbishing of the Property and so entered into an additional loan with Vestin, the Debtor's affiliate, for roughly $10 million in subordinated financing. Vestin took a second lien on the Property to secure the Junior Loan and assigned the Junior Loan and related security documents to three of its affiliates, in early May 2008. The Property has also received financial support and a commitment to Presidio for future financial support in the form of a 20-year tax agreement with the City of Fort Worth. Since 2011, the Property has been operated by Richfield Hospitality, Inc., a professional hotel management company. Richfield operates the Property pursuant to a contract between it and Borrower. When Presidio obtained the Junior Loan in May 2008, Dougherty and Vestin entered into a Subordination and Intercreditor Agreement, which established the rights of the respective secured creditors in the Property, including the circumstances under which each might foreclose. During 2011, Presidio reported to Dougherty and the Vestin Affiliates that it would have difficulty meeting its debt obligations. The Debtor, a wholly owned subsidiary of Vestin, was created as a special purpose vehicle to take the place of the Vestin Affiliates respecting the Property, thus limiting the potential exposure of other assets of the Vestin Affiliates in the future. On Nov. 30, 2011, the Vestin Affiliates purported to assign their interests pertaining to the Junior Loan to the Debtor, pursuant to an assignment of deed of trust. Dougherty asserts that this assignment violates the Intercreditor Agreement. In December 2011, Presidio defaulted on both the Senior Loan and Junior Loan. On Dec. 19, 2011, Dougherty sent Presidio a letter notifying it of defaults. On Jan. 4, 2012, the Debtor, as successor in interest to the Vestin Affiliates, also sent Presidio a letter notifying it of defaults. On Jan. 17, 2012, the Debtor posted the Property for a Feb. 7, 2012 foreclosure sale. The foreclosure sale never occurred. On Feb. 3, 2012, Dougherty and Presidio filed suit in the 141st Judicial District Court of Tarrant County, Texas, in which they unsuccessfully sought to restrain the Debtor from foreclosing on the Property. On Feb. 7, 2012, the day scheduled for the foreclosure, Presidio transferred title to the Property to the Debtor via a deed-in-lieu of foreclosure. In exchange for executing the Deed-In-Lieu Agreement, Presidio, and, in their capacity as guarantors of the Junior Loan, Presidio's principals, received a complete release from the Debtor of all claims and obligations arising from the Junior Loan, conditioned only on the Deed-In-Lieu Agreement not being subsequently overturned by judicial decision. Dougherty then posted the Property for a March foreclosure. Dougherty allegedly did so before Feb. 10, 2012, the day it learned about Presidio's transfer of the Property to the Debtor. The parties raised a dispute over the terms of Intercreditor Agreement in state court when the Debtor obtained a temporary restraining order prohibiting Dougherty from foreclosing on the Property. Vestin and the Debtor assert that the Intercreditor Agreement prohibited Dougherty from interfering with the Debtor's acquisition of the Property by the Deed-in-Lieu Agreement. Dougherty asserts that the Intercreditor Agreement prohibited Debtor from acquiring the Property through the Deed-in-Lieu Agreement. On March 26, 2012, the evening immediately prior to the evidentiary hearing respecting dissolution or continuation of the restraints provided by the TRO, the Debtor filed for chapter 11 bankruptcy, frustrating Dougherty's plan to proceed in state court and Dougherty's planned foreclosure of the Property. Following the Debtor's chapter 11 filing, the Debtor filed a plan of reorganization and accompanying disclosure statement. The Debtor was not a party to the agreements between Presidio and, inter alia, the City, Presidio's franchisor (Sheraton), and Richfield, but the Debtor has taken steps to assume Presidio's position vis-a-vis those entities. Terms of the plan were reported in the July 23 edition of the Troubled Company Reporter. About 1701 Commerce 1701 Commerce LLC, owner and operator of a full service "Sheraton Hotel" located at 1701 Commerce, Fort Worth, Texas, filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 12-41748) on March 26, 2012. The Debtor also operates a Shula's steakhouse at the Hotel. 1701 Commerce LLC was previously named Presidio Ft. Worth Hotel LLC, but changed its name to 1701 Commerce LLC, prior to the bankruptcy filing date to reduce and minimize any potential confusion relating to an entity named Presidio Fort Worth Hotel LP, an unrelated and unaffiliated partnership that was the former owner of the hotel property owned by the Debtor. 1701 Commerce is a Nevada limited liability company whose members are Vestin Realty Mortgage I, Inc., Vestin Mortgage Realty II, Inc., and Vestin Fund III, LLC. 1701 Commerce LLC's operations are managed by Richfield Hospitality Group, an independent management company that is not affiliated with the Debtor or any of its members. Judge D. Michael Lynn presides over the bankruptcy case. The Law Office of John P. Lewis, Jr., represents the Debtor. The Debtor disclosed $71,842,322 in assets and $44,936,697 in liabilities. 3210 RIVERDALE: Reorganization Plan Hearing Adjourned to Oct. 2 --------------------------------------------------------------- Judge James M. Peck of the U.S. Bankruptcy Court for the Southern District of New York adjourned until Oct. 2, at 10 a.m., the combined hearing on the joint Plan of Reorganization and Disclosure Statement of 3210 Riverdale Associates LLC. The hearing was previously scheduled for Aug. 7. The hearing on senior lender 3210 Riverdale Avenue Partners LLC's pending motion to dismiss the chapter 11 case of the Debtor, or in alternative, vacate the automatic stay, was also deferred. As reported on the Troubled Company Reporter on July 30, 2012, the Plan, which is co-proposed by the Debtor and senior lender 3210 Riverdale Avenue Partners, provides that the senior lender, owed $22.7 million would have a 78% recovery. In satisfaction of the claim, the Debtor has agreed to convey its property to the lender or its buyer designee. The lender would waive its right to distribution on account of its unsecured deficiency claim but retained the right to vote on account of the claim. Holders of unsecured claims totaling $230,000 to $1,000,000 would have a recovery of 5% to 21.74%. Each would receive its pro rata share of cash from a "plan funding account." Equity holders would receive no distribution under the Plan. In April, the senior lender filed a motion to dismiss the case or for relief from the automatic stay to proceed with foreclosure. The parties later reached a settlement. They agreed that the Debtor would transfer its real estate property to the lender, that the senior lender would provide "distributions to holders of unsecured creditors." Although equity holders won't receive anything, Michael F. Waldman, who is the indirect holder of the equity interests, will be employed by the buyer designee under a consulting agreement. According to the Disclosure Statement, there is a cap of $75,000 on the overall contribution required by the senior lender, which cap may be waived in the lender's sole discretion. The Debtor belies that the distributions required to be made under the Plan do not exceed that limit. The Liquidation Analysis says that other than the secured claim of the senior lender, no other creditors would likely receive a distribution if the Debtor's assets were liquidated in a hypothetical chapter 7 case. A copy of the Disclosure Statement, dated July 2, 2012, is available for free at: http://bankrupt.com/misc/3210_Riverdale_DS_070212.pdf About 3210 Riverdale Bronx, New York-based 3210 Riverdale Development LLC filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-11109) on March 20, 2012. Judge James M. Peck is assigned to the Debtor's bankruptcy case. 3210 Riverdale owns certain real property and improvements located at 3210 Riverdale Ave., 3217 Irwin Ave., and 3219 Irwin Ave., in Bronx. The Chapter 11 filing stays an auction scheduled by the secured lender. At the behest of HSBC Capital (USA) Inc., administrative lender, New York auctioneer Sheldon Good & Company was set to conduct a public auction March 21 of 100% of the limited liability company interests in 3210 Riverdale, pledged by the Debtor to the lenders. Riemer & Braunstein LLP, in New York, represented HSBC Capital in the proposed sale. Mark J. Friedman P.C., withdrew as counsel to the Debtor due to breakdown in communication. The Debtor is currently represented by Jonathan S. Pasternak, Esq., at Rattet Pasternak, LLP. The parties behind 3210 Riverdale Avenue Partners LLC are Michael Davis, at Plymouth Group, and Laurence Rappaport at KABR Group. The senior lenders are represented by Andrew C. Gold, Esq., at Herrick, Feinstein LLP. ALLEN FAMILY: Liquidating Plan Coming Soon ------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Allen Family Foods Inc., which sold its chicken production business almost a year ago, is on the cusp of filing a liquidating Chapter 11 plan. According to the report, in papers filed last week with the U.S. Bankruptcy Court in Delaware, Allen is requesting a fourth extension of the exclusive right to propose a plan. If approved by the bankruptcy judge at a Sept. 26 hearing, the new plan-filing deadline will be Nov. 29. Last year Korean poultry producer Harim Co. Ltd. bought the business in a sale that produced $45.2 million. Recently, the company settled a major claim of the Pension Benefit Guaranty Corp. The report relates that Allen said the liquidating plan will be a joint project of the company and the official creditors' committee. The plan should be filed within 30 days, the company said in a court filing. The plan will be based in part on a settlement where the secured lender gave up $5 million. Secured debt when the Chapter 11 case began included $83.2 million on a term loan and revolving line of credit with MidAtlantic Farm Credit ACA, as agent. From the sale proceeds, $30 million was held aside to await the result of the lawsuit by the creditors against MidAtlantic. The settlement carved out $5 million for unsecure creditors, with the remainder going to the bank. The Bloomberg report disclosed that the bank also agreed to waive claims, so it won't share in any distribution to unsecured creditors as a result of a deficiency claim. About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods and two affiliates, Allen's Hatchery Inc. and JCR Enterprises Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. Allen estimated assets and liabilities between $50 million and $100 million in its petition. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. FTI Consulting is the financial advisor. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven creditors to serve on an Official Committee of Unsecured Creditors in the Debtors' cases. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the committee. J.H. Cohn LLP serves as the Committee's financial advisor. ASCENA RETAIL: S&P Gives 'BB+' Rating on $300MM Secured Term Loan ----------------------------------------------------------------- Standard & Poor's Ratings Services said that after receiving final documents, it assigned a 'BB+' rating, with a recovery rating of '1', to Suffern, N.Y.-based apparel retailer Ascena Retail Group Inc.'s $300 million senior secured term loan due 2018. "Our '1' recovery rating indicates our expectation of very high (70%-90%) recovery in the event of a payment default. The rating action follows the company's completion of its proposed term loan offering to fund its acquisition of Charming Shoppe Inc.," S&P said. The 'BB-' corporate credit rating on the company remains unchanged. RATINGS LIST Ascena Retail Group Inc. Corporate Credit Rating BB-/Stable/-- New Ratings Ascena Retail Group Inc. Senior Secured $300 mil term loan due 2018 BB+ Recovery Rating 1 ATP OIL: Files Applications to Hire Counsel, Advisors ----------------------------------------------------- BankruptcyData.com reports that ATP Oil & Gas filed with the U.S. Bankruptcy Court filed applications to employ: -- Kurtzman Carson Consultants (Contact: Albert Kass) as notice, claims, and balloting agent; -- Mayer Brown (Contact: Charles S. Kelley) as general bankruptcy counsel for these hourly rates: partner at $575 to $975, of counsel at $575 to $875, associate at $360 to $695 and paralegal at $170 to $335; -- Munsch Hardt Kopf & Harr (Contact: Randall A. Rios) as conflicts counsel for these hourly rates: shareholder at $290 to $650, counsel at $275, and associate at $225 to $390 and legal assistant/law clerk at $60 to $245; and -- Opportune (Contact: John Echols) as financial advisor for these hourly rates: partners at 490, managing director at $420, director at $385, manager at $340, and staff at $150 to $240. About ATP Oil Houston, Tex.-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. The company disclosed $3,638,399,000 in assets and $3,485,838,000 in liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan, $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent, $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. The Bloomberg report disclosed that ATP reported a net loss of $145.1 million in the first quarter on revenue of $146.6 million. Income from operations in the quarter was $11.8 million. For 2011, the net loss was $210.5 million on revenue of $687.2 million. ATP OIL: Says UK Unit Not Part of Chapter 11 -------------------------------------------- BankruptcyData.com reports that ATP Oil & Gas issued a news release stating that ATP Oil & Gas (UK) Limited is not a part of the Chapter 11 reorganization and refinancing filing, and the UK Company will continue to operate and manage its UK operations. About ATP Oil Houston, Tex.-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. The company disclosed $3,638,399,000 in assets and $3,485,838,000 in liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan, $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent, $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. The Bloomberg report disclosed that ATP reported a net loss of $145.1 million in the first quarter on revenue of $146.6 million. Income from operations in the quarter was $11.8 million. For 2011, the net loss was $210.5 million on revenue of $687.2 million. BAKERS FOOTWEAR: Negotiating Forbearance With Lender ---------------------------------------------------- On June 13, 2012, Bakers Footwear Group, Inc., as borrower, and Crystal Financial LLC, as lender, administrative agent and collateral agent, entered into a Credit Agreement relating to a $30 million secured revolving credit facility. As of Aug. 25, 2012, the balance on the facility was approximately $13.1 million. As a result of lower than planned sales and lower than planned inventory receipts, beginning in July 2012, the Company has not complied with the maximum borrowing limits, or its obligation to repay excess amounts, as provided in the Credit Agreement. Moreover, the Company has failed to comply with a covenant in the Credit Agreement relating to late payments and other obligations in respect of certain leases. These events constitute events of default under the Credit Agreement. However, Lender has previously continued to make advances in excess of the contractual limit, which currently amount to approximately $900,000. In addition, Crystal has not accelerated the debt under the revolving credit facility, although it has a contractual right to take that action at any time. The Company is currently in negotiations with Crystal on a forbearance arrangement that will give the Company time to implement its restructuring plans, subject to compliance with a revised borrowing base, tighter financial covenants, satisfactory monitoring of projections and other conditions. The Company expects any such forbearance agreement will also result in increased interest costs and additional fees and expenses. If the Company further fails to meet the Lender's conditions, or otherwise satisfy the Lender, the Company believes that the Lender may accelerate the debt and take collection action against the Company. If that acceleration occurred, the Company currently has insufficient cash to pay the amounts owed and would be forced to seek emergency alternative financing in order to continue to operate. Even if the Company continues to receive funding from its Lender, it will continue to face a heightened risk of action in respect of prior defaults under the facility, or future defaults, until the Company is able to successfully negotiate an amendment and waiver agreement with the Lender. The Company said it can give no assurance as to its ability to successfully enter into, or comply with, a forbearance agreement with its Lender or any further waiver or amendment in respect of the Credit Agreement. About Bakers Footwear St. Louis, Mo.-based Bakers Footwear Group, Inc. (OTC BB: BKRS.OB) is a national, mall-based, specialty retailer of distinctive footwear and accessories for young women. The Company's merchandise includes private label and national brand dress, casual and sport shoes, boots, sandals and accessories. The Company currently operates 231 stores nationwide. Bakers' stores focus on women between the ages of 16 and 35. Wild Pair stores offer fashion-forward footwear to both women and men between the ages of 17 and 29. The Company reported a net loss of $10.95 million for the year ended Jan. 28, 2012, a net loss of $9.29 million for the year ended Jan. 29, 2011, and a net loss of $9.08 million for the year ended Jan. 30, 2010. After auditing the Company's financial results for fiscal 2012, Ernst & Young LLP, in St. Louis, Missouri, 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 and has a significant working capital deficiency. The Company reported a net loss of $10.95 million on $185.09 million of net sales for the 52 weeks ended Jan. 28, 2012, compared with a net loss of $9.29 million on $185.62 million of net sales for the 52 weeks ended Jan. 29, 2011. The Company's balance sheet at April 28, 2012, showed $41.90 million in total assets, $59.49 million in total liabilities and a $17.59 million total shareholders' deficit. Bankruptcy Warning The Company said in the Form 10-K for the year ended Jan. 28, 2012, that if it does not achieve its updated business plan and its margin improvement and cost reduction plan, or if the Company were to incur significant unplanned cash outlays, it would become necessary for the Company to quickly seek additional sources of liquidity, or to find additional cost cutting measures. Any future financing would be subject to the Company's financial results, market conditions and the consent of the Company's lenders. The Company may not be able to obtain additional financing or it may only be able to obtain such financing on terms that are substantially dilutive to the Company's current shareholders and that may further restrict the Company's business activities. If the Company cannot obtain needed financing, its operations may be materially negatively impacted and the Company may be forced into bankruptcy or to cease operations. BICENT HOLDINGS: Court OKs Scotia Capital as Financial Advisor -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Bicent Holdings, LLC, et al., to employ Scotia Capital (USA) Inc., as financial advisor. Scotia Capital will, among other things: -- review information related to the Debtors' business operations, financial performance and prospects of the subject assets; -- assist in the Development of a marketing strategy to effect the transaction, as requested; and -- advise the Debtors in negotiating and structuring the sale with potential bidders, leading to the execution of definitive agreements and closing. Scotia Capital's fee structure provides for, among other things: 1. success fee -- in the event the transaction is consummated outside the bundle sale, Scotia will receive a success fee which is a percentage fee based on the value derived from the underlying transaction; and 2. the Debtor will not be obligates to pay Scotia Capital any success fee relating to any sale of the CalPeak Assets pursuant to the CalPeak Engagement Letter. As of the Petition Date, the Debtors do not owe Scotia Capital any fees for services performed or expenses incurred under the Scotia Capital Engagement Letter. To the best of the Debtors' knowledge, Scotia Capital is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Bicent Power Bicent Holdings LLC and 12 of its affiliates sought bankruptcy protection under Chapter 11 (Bankr. D. Del. Lead Case No. 12-11304) on April 23, 2012. Bicent, based in Lafayette, Colorado, owns and operates two generating facilities: Hardin, a 120-megawatt coal-fired plant about 40 miles southeast of Billings, Montana, and San Joaquin, a 48-megawatt natural gas- fired facility about 70 miles east of San Francisco in Lathrop, California. Bicent Holdings is owned by non-debtor Bicent Prime Holdings, which is 87.1%-owned by Natural Gas Partners VIII LP, Natural Gas Partners IX LP and NGP IX Offshore Holdings LP and 12.9%-owned by Beowulf (Bicent) LLC. Bicent Power LLC disclosed $7.022 million in assets and $308 million in liabilities in its schedules. The schedule was filed before the June 22 deadline. Judge Kevin Gross oversees the case. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Moelis & Company LLC, as financial advisor, and Paul, Weiss, Rikfind, Wharton & Garrison LLP as corporate counsel. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. BICENT HOLDINGS: Plan of Reorganization Declared Effective ---------------------------------------------------------- Bicent Holdings, LLC, et al., notified the U.S. Bankruptcy Court for the District of Delaware of an Aug. 21, 2012, effective date of their Second Amended Joint Plan of Reorganization dated July 30, 2012, as modified. The bankruptcy judge signed a confirmation order on July 31 approving the plan that transfers ownership of the two power plants in California to secured lenders. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that the Plan was supported by holders of more than two- thirds of the first- and second-lien debt. According to the disclosure statement approved by the bankruptcy court, first-lien lenders owed $178.9 million are to receive 95% of the new stock, for a recovery estimated between 38.3% and 60.4%. Barclays Bank Plc is agent for the lenders. Second-lien lenders, with U.S. Bank NA as agent for $128.5 million in debt, are to have warrants for 12.5% of the new stock plus $1.5 million cash, for an estimated recovery of 4.4%. Holders of mezzanine debt owed $65.2 million are to receive nothing. Likewise, general unsecured creditors with $25.4 million in claims are to have no recovery. About Bicent Power Bicent Holdings LLC and 12 of its affiliates sought bankruptcy protection under Chapter 11 (Bankr. D. Del. Lead Case No. 12-11304) on April 23, 2012. Bicent, based in Lafayette, Colorado, owns and operates two generating facilities: Hardin, a 120-megawatt coal-fired plant about 40 miles southeast of Billings, Montana, and San Joaquin, a 48-megawatt natural gas- fired facility about 70 miles east of San Francisco in Lathrop, California. Bicent Holdings is owned by non-debtor Bicent Prime Holdings, which is 87.1%-owned by Natural Gas Partners VIII LP, Natural Gas Partners IX LP and NGP IX Offshore Holdings LP and 12.9%-owned by Beowulf (Bicent) LLC. Bicent Power LLC disclosed $7.022 million in assets and $308 million in liabilities in its schedules. The schedule was filed before the June 22 deadline. Judge Kevin Gross oversees the case. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Moelis & Company LLC, as financial advisor, and Paul, Weiss, Rikfind, Wharton & Garrison LLP as corporate counsel. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. BRAFFITS CREEK: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: Braffits Creek Estates, LLC c/o David J. Winterton, Esq. DAVID J. WINTERTON & ASSOC., LTD. 1140 N. Town Center Drive, Suite 120 Las Vegas, NV 89144 Bankruptcy Case No.: 12-19780 Chapter 11 Petition Date: August 23, 2012 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Bruce A. Markell About the Debtor: Braffits, a single asset real estate, owns raw land located 3200 Subdivision, in Iron County, Utah. Debtor's Counsel: David J. Winterton, Esq. DAVID J. WINTERTON & ASSOC., LTD. 1140 Town Center Drive, Suite 120 Las Vegas, NV 89144 Tel: (702) 363-0317 Fax: 702-363-1630 E-mail: david@davidwinterton.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by James Fales, manager. The Company's list of its largest unsecured creditors filed with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Iron County Treasurer -- $1,500,000 P.O. Box 369 Parowan, UT 84761 CAESARS LINQ: S&P Affirms 'B-' Corp. Credit Rating; Outlook Neg --------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Las Vegas-based Caesars Linq LLC and Caesars Octavius LLC to negative from stable. "We affirmed all other ratings on the entities, including our 'B-' corporate credit rating," S&P said. "The outlook revision follows the recent revision of our rating outlook on Caesars Entertainment Corp. (CEC) and its wholly owned subsidiary, Caesars Entertainment Operating Co. Inc. (CEOC), to negative from stable," said Standard & Poor's credit analyst Melissa Long. "Our corporate credit rating on Las Vegas-based Caesars Linq LLC and Caesars Octavius LLC (the subsidiary borrowers) reflects our assessment of the company's financial risk profile as 'highly leveraged' and our assessment of the company's business risk profile as 'vulnerable,' according to our rating criteria," S&P said. "Our assessment of the subsidiary borrowers' financial risk profile as highly leveraged reflects the aggressive financial policy and weak credit profile of the parent, Caesars Entertainment Corp. (CEC). Although the subsidiary borrowers are structured as unrestricted subsidiaries of CEC, we believe their credit quality is linked to that of CEC. We are concerned that a bankruptcy at CEC could cause a bankruptcy at the subsidiary borrowers, if management decides it is in its best interest to include the subsidiary borrowers in a broader bankruptcy proceeding," S&P said. "Beyond the structural linkage related to CEC's controlling position, the subsidiary borrowers also rely on approximately $50 million of fixed lease payments from the direct parent Caesars Entertainment Operating Co. Inc. (CEOC). These lease payments began to ramp up following the opening of the Octavius Tower earlier this year and will be the majority of cash flows available to service debt each year under our performance expectations. While these lease payments offer steady cash flow streams sufficient to meet debt service needs, given CEC's weak credit profile (including operating lease-adjusted debt to EBITDA of around 12x and EBITDA coverage of interest of just 0.9x as of June 30, 2012), we believe this level of fixed-lease payment could challenge CEOC's ability to meet its own debt obligations in the event performance trends deteriorate," S&P said. "Our recent revision of CEC's outlook to negative reflected weaker-than-expected performance in the second quarter, particularly in Las Vegas, and a revision of our 2012 expectations. We now expect relatively flat EBITDA in 2012 (pro forma for the divestiture of Harrah's St. Louis, expected to close later this year). Our 2012 performance assumptions incorporate flat to modestly down property EBITDA for Caesars' Las Vegas region and 10% to 15% declines at its Atlantic City properties. That said, we expect a return to at least modest growth in Las Vegas in 2013 and expect weakness in the Atlantic City region to moderate somewhat. Our expectations for at least modest growth in CEC's consolidated EBITDA in 2013, combined with $985 million of cash on the balance sheet and no outstanding borrowings under a $1.1 billion revolving credit facility at June 30, 2012 (although availability is subject to compliance with a senior secured leverage ratio covenant and offset by outstanding letters of credit), should provide sufficient liquidity to meet debt service obligations and capital spending needs, while facilitating covenant compliance through the end of 2013," S&P said. CAPITOL BANCORP: Wilmington Trust Calls Plan 'Highly Suspect' ------------------------------------------------------------- Rachel Feintzeig at Dow Jones' DBR Small Cap reports that Wilmington Trust Co. is taking aim at Capitol Bancorp Ltd.'s bankruptcy case, calling for the appointment of a creditor group to delve deeper into the bank-holding company's proposed route to reorganization. Prepack Plan As reported in the Aug. 10, 2012 edition of the TCR, Capitol Bancorp before filing for bankruptcy solicited votes from all debt and equity holders for a prepackaged Chapter 11 plan of reorganization. Votes on the prepack was solicited simultaneously with an out-of-court exchange offer, which failed to obtain the requisite support. The Prepack Plan contemplates the conversion of all current trust preferred security holders, unsecured senior note holders, current preferred equity shareholders and current common equity shareholders into new classes of common stock which will retain 53% of the voting control and value of the restructured company. Capitol said it has been actively seeking to identify external capital sources sufficient to restore all affiliate institutions to "well-capitalized" status in exchange for 47% of the restructured company. The Plan contemplates an equity infusion of at least $70 million and up to $115 million, pursuant to a separate equity commitment agreement to be entered into with third-party investors. Capitol said holders of senior notes, trust preferred securities, Series A preferred and common stock overwhelmingly voted to accept the Prepack Plan. According to the Disclosure Statement, under the Plan, general unsecured creditors are unimpaired under the Plan. They are deemed to have accepted the Plan. With respect to other claimants and interest-holders, the estimated recoveries under the Prepackaged Plan are: Creditor/ Equity Interest Holder Instrument Value Recovery --------------- ---------- ----- -------- Senior Notes Class A Common $7MM $100% ($7 million) Class B Common Trust Pref. Securities HoldCaps $50MM 33% ($151.3 million) Redeemable Series A Pref. Stock Class A Common $1MM 20% ($5 million) Class B Common Common Stock Class A Common $15MM N/A Class B Common * Holders of the approximately $7 million outstanding in Senior Notes would receive $7 million in Standby Plan value consisting of 1/3 in the form of New Capitol Bancorp Class B Common and 2/3 in the form of New Capitol Bancorp Class A Common, representing an estimated recovery of 100%. * Holders of the $151.3 million outstanding in Trust Preferred Securities would receive $50 million in Standby Plan value consisting of New Capitol Bancorp Class C Redeemable Common Stock, representing an estimated recovery of approximately 33% (based on principal balance and on average, accrued interest may vary for each holder). * Holders of the $5 million outstanding with respect to the Company's Series A Preferred Stock would receive $1,000,000 in Standby Plan value consisting of 2/3 in the form of New Capitol Bancorp Class A Common and 1/3 in the form of New Capitol Bancorp Class B Common, representing an estimated recovery of 20%. * Holders of the Company's Common Stock would receive $15 million in Standby Plan value consisting of shares, 1/3 in the form of New Capitol Bancorp Class B Common and 2/3 in the form of New Capitol Bancorp Class A Common A copy of the disclosure statement explaining the terms of the Plan are: http://bankrupt.com/misc/Capitol_DS_Amendment1.pdf http://bankrupt.com/misc/Capitol_Plan_Disclosure.pdf About Capitol Bancorp Capitol Bancorp Ltd. and Financial Commerce Corporation filed voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Mich. Case Nos. 12-58409 and 12-58406) on Aug. 9, 2012. Capitol Bancorp -- http://www.capitolbancorp.com/-- is a community banking company with a network of individual banks and bank operations in 10 states and total consolidated assets of roughly $2.0 billion as of June 30, 2012. Financial Commerce, formerly known as Michigan Commerce Bancorp Limited, is a Michigan corporation. CBC owns roughly 97% of FCC, with a number of CBC affiliates owning the remainder. FCC, in turn, is the holding company for five of the banks in CBC's network. CBC is registered as a bank holding company under the Bank Holding Company Act of 1956, as amended, 12 U.S.C. Sec. 1841, et seq., and trades on the OTCQB under the symbol "CBCR." CBC's banks are community banks, relatively small in market size, emphasizing personalized banking relationships. The banks are located in Arizona, Georgia, Indiana, Michigan, Missouri, Nevada, New Mexico, North Carolina, Ohio and Oregon. CBC's consolidated financial position was significantly adversely affected by large operating losses in 2011, 2010 and 2009. Those operating losses resulted in an equity deficit and a regulatory-capital classification as "undercapitalized" or "significantly undercapitalized" as of Dec. 31, 2011. Bankruptcy Judge Walter Shapero presides over the case. Lawyers at Honigman Miller Schwartz and Cohn LLP represent the Debtors as counsel. In its petition, Capitol Bancorp scheduled $112,634,112 in total assets and $195,644,527 in total liabilities. The petitions were signed by Cristin K. Reid, corporate president. CATALYST PAPER: Prepares for Exit From Creditor Protection ---------------------------------------------------------- Catalyst Paper identified the individuals selected by senior secured and unsecured noteholders in accordance with the terms of the Court-sanctioned second amended Plan of Arrangement to form the new Board of Directors on the company's emergence from creditor protection: * John Brecker -- Mr. Brecker brings director and management experience in a family of hedge funds as well as operations expertise in the chemical, retail and auto industries. He holds a law degree from St. John's University and a political science degree from American University. * Giorgio Caputo -- Mr. Caputo is a Portfolio Manager and Senior Analyst with First Eagle's Global Value Team. He has worked in the financial services and investment management industries since 1996, most recently with Credit Suisse and JANA Partners. He is a graduate of Princeton University and Columbia Business School. * John Charles -- Mr. Charles is a CA with more than 30 years of leadership experience in telecommunications, investment banking, mining and real estate. A Queen's University graduate, he is currently on the board of directors of Aeroman and AVEOS Holdings, Prism Medical Ltd., LeBlanc & Royle Enterprises and Jones Brown and a former director of AVEOS Fleet Performance Inc. * Kevin J. Clarke -- Mr. Clarke is currently President and CEO and a director of Catalyst Paper and will continue on the new Board. * Todd Dillabough -- Mr. Dillabough is President, CEO and COO of Trident Resources Corp, an independent natural gas E&P company that was restructured in 2010. He holds a BSc in Geology from the University of Calgary, is a former governor of CAPP and a former director of AVEOS Fleet Performance Inc. * Walter Jones -- Mr. Jones brings 25 years of hands-on experience as a turnaround consultant with companies in a range of industries. He holds a bachelor of science in industrial engineering from Pennsylvania State University and has served in a variety of operating, restructuring and executive roles. * Leslie Lederer -- Mr. Lederer is a former industry executive with Smurfit-Stone Container Corporation and a specialist in corporate restructuring, financing, mergers and acquisitions. He served in key roles with SSAB Svenskt Stal AB and IPSCO Inc. and is a member of the Illinois Bar. In preparing to turn governance of Catalyst to the new Board of Directors, current Chairman Jeffrey Marshall noted that many parties played a vital role in ensuring the second amended Plan of Arrangement was approved by creditors and sanctioned by Order of the Supreme Court of British Columbia on June 28, 2012. "Typically, CCAA proceedings with companies as large as Catalyst take years, not months, to be completed and this one reached the sanction stage in six months with the company now set to emerge in the very near term," Mr. Marshall said. "To achieve this result in such a timely fashion would not have been possible without the dedication and unwavering support of employees, unions, management team, customers, suppliers, retirees and pensioners, as well as the communities where Catalyst operations are located," he added. About Catalyst Paper Catalyst Paper Corp. -- http://www.catalystpaper.com/-- manufactures diverse specialty mechanical printing papers, newsprint and pulp. Its customers include retailers, publishers and commercial printers in North America, Latin America, the Pacific Rim and Europe. With four mills, located in British Columbia and Arizona, Catalyst has a combined annual production capacity of 1.9 million tons. The Company is headquartered in Richmond, British Columbia, Canada and its common shares trade on the Toronto Stock Exchange under the symbol CTL. Catalyst on Dec. 15, 2011, deferred a US$21 million interest payment on its outstanding 11.00% Senior Secured Notes due 2016 and Class B 11.00% Senior Secured Notes due 2016 due on Dec. 15, 2011. Catalyst said it was reviewing alternatives to address its capital structures and it is currently in discussions with noteholders. Perella Weinberg Partners served as the financial advisor. In early January 2012, Catalyst entered into a restructuring agreement, which will see its bondholders taking control of the company and includes an exchange of debt for equity. The agreement said it would slash the company's debt by C$315.4 million ($311 million) and reduce its cash interest expenses. Catalyst also said it will continue to "operate and satisfy" its obligations to customers, trade creditors, employees and retirees in the ordinary course of business during the restructuring process. On Jan. 17, 2012, Catalyst applied for and received an initial court order under the Canada Business Corporations Act (CBCA) to commence a consensual restructuring process with its noteholders. Affiliate Catalyst Paper Holdings Inc., filed for creditor protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 12-10219) on the same day and sought recognition of the Canadian proceedings. Catalyst joins a line of paper producers that have succumbed to higher costs, increased competition from Asia and Europe, and falling demand as more advertisers and readers move online. In 2011, Cerberus Capital-backed NewPage Corp. filed for bankruptcy protection, followed by SP Newsprint Co., owned by newsprint magnate and fine art collector Peter Brant. In December, Wausau Paper said it will close its Brokaw mill in Wisconsin, cut 450 jobs and exit its print and color business. The Supreme Court of British Columbia granted Catalyst creditor protection under the CCAA until April 30, 2012. As of Dec. 31, 2011, the Company had C$737.6 million in total assets and C$1.35 million in total liabilities. As reported by the TCR on July 2, 2012, Catalyst received approval for its reorganization plan from the Supreme Court of British Columbia. The Company's second amended plan under the Companies' Creditors Arrangement Act received 99% support from creditors. CFG HOLDINGS: S&P Affrims 'B-' Issuer Credit Rating; Outlook Pos ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on CFG Holdings Ltd. and Subsidiaries (CFGLTD) to positive from stable. "At the same time, we affirmed our 'B-' long-term issuer credit rating on the company," S&P said. Rationale "The outlook revision reflects CFGLTD's improved profitability, cash flow generation, and asset quality indicators in 2011 and the first half of 2012, and our expectation that the company would maintain this trend in the coming months," S&P said. "CFGLTD's highly concentrated funding structure, unfavorable maturity profile, and its moderate profitability despite its focus on consumer lending limit the rating. CFGLTD's satisfactory market position, adequate asset quality for its profile, and solid capitalization metrics are positive credit factors," S&P said. "CFGLTD is a holding company that offers unsecured personal loans to low- and middle-income customers through its subsidiaries located in the Caribbean (Aruba, Curacao, Saint Maarten, and Trinidad and Tobago) and Panama. Though the company faces competition from consumer-oriented banks and nonbank finance companies, in our opinion, it's well positioned thanks to its long-track record of operations in the region and wide branch network under the 'Island Finance' and 'El Sol' brands. We consider the company has a satisfactory market position measured in terms of its loan portfolio, which represent about 2% of total consumer loans in Trinidad and Tobago and Panama, more than 11% in the former Netherland Antilles, and nearly 17% in Aruba," S&P said. "We consider CFGLTD's funding structure as its major rating weakness, since it is highly concentrated and weakens its financial flexibility. CFGLTD relies on a single funding source, a revolving credit facility from a commercial bank. The short-term nature of this facility causes a significant maturity gap in its balance sheet, since it matures in March 2013, while the company's loan portfolio has a 45-month average maturity. CFGLTD plans to substitute most of its current funding with a long-term bond issuance. In our view, this would result in a higher exposure to refinancing risk, particularly during times of market volatility," S&P said. "As we had previously expected, a higher net interest margin, lower loan loss provisions, and the absence of nonrecurring charges have improved CFGLTD's profitability. The improved performance has resulted in a return on average assets of 4.6% and a return on revenues of 18.2% as of March 2012, compared with 3.7% and 15.0% as of March 2011. Nonetheless, we view these rofitability metrics as moderate for consumer finance, and compare unfavorably with its rated peers. As long as the company maintains its current asset quality, we would expect its profitability to gradually improve. Under current market conditions, we do not expect further impairments of goodwill or the divestiture of any subsidiaries that could weaken CFGLTD's bottom-line results," S&P said. "CFGLTD's adjusted capitalization and internal capital generation improved. In our opinion, the company's capitalization levels are solid and sufficient to cover unexpected losses and support its growth. As of March 31, 2012, adjusted capitalization (measured as adjusted total equity to adjusted assets) was nearly 31.1%, up from 27.7% for the same quarter in 2011, and total debt to equity was 1.4x. Due to our expectation of a moderate growth of its loan portfolio, a positive trend in its internal capital generation, with no dividend payments, we expect the company's capitalization ratios to continue improving gradually," S&P said. "We consider CFGLTD's loan performance to be satisfactory. In our opinion, the company has good credit risk management practices and tools for portfolio monitoring and reporting. Though nonperforming loan ratio has remained relatively stable, net charge-offs decreased as a result of the divestiture of the Mexican operation and the centralization of the recovery functions. Contractual delinquencies (loans more than 60 days past-due) represented 11.6% of the portfolio at the end of the first quarter of 2012, while loans more than 90 days past-due 4.6%, with a 104.4% reserve coverage. Net charge-offs accounted for 3.9% of the portfolio at the end of 2011 (down from 7.1% in 2010), and 4.1% as of March 2012," S&P said. Outlook "The positive outlook reflects the improvement in CFGLTD's financial performance, cash flow generation, and asset quality since 2011, and our expectation that the company would maintain this trend in 2013. We anticipate a moderate growth of the company's loan portfolio in the next two years, no deterioration of its asset quality, and a gradual strengthening of adjusted capitalization. We could upgrade the company if it maintains the current trend in its profitability and asset quality metrics and cash flow generation in next 12 months. A diversification of its funding sources could also be positive for the ratings. On the other hand, an increase in nonperforming loans or a sustained decrease in profitability or capitalization levels could result in a downgrade," S&P said. Ratings List Ratings Affirmed; CreditWatch/Outlook Action To From CFG Holdings, Ltd. and Subsidiaries Issuer Credit Rating B-/Positive/-- B-/Stable/-- CHESTER DOWNS: S&P Affirms 'B-' Corp. Credit Rating; Outlook Neg ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Chester, Pa.-based Chester Downs and Marina LLC to negative from stable. "We affirmed all other ratings on the company, including our 'B-' corporate credit rating," S&P said. "The outlook revision follows the recent revision of our rating outlook on Caesars Entertainment Corp. (CEC) and its wholly owned subsidiary, Caesars Entertainment Operating Co. Inc. (CEOC), to negative from stable," said Standard & Poor's credit analyst Melissa Long. "Given CEC's 99.5% ownership stake through CEOC, we view the credit quality of Chester Downs and Marina as linked to that of CEC." "Our 'B-' corporate credit rating reflects the 'highly leveraged' financial risk profile (based on our criteria) and very aggressive financial policy of Chester Downs' indirect majority owner and property manager, CEC. Through its subsidiary--CEOC--CEC currently owns a 99.5% stake in Chester. Given CEC's substantial majority controlling position, we view Chester's credit quality as linked to CEC's. We believe a bankruptcy at CEC could result in a bankruptcy at Chester, despite its relatively moderate financial burden, because we believe CEC could decide to include Chester in a broader bankruptcy proceeding. Management could accomplish this by buying out the minority investors for a relatively insignificant sum," S&P said. "As a standalone entity, our assessment of Chester's financial risk profile as 'aggressive' and our assessment of Chester's business risk profile as 'weak' (according to our criteria) might support a higher rating. However, it is unlikely our rating on Chester would be higher than our rating on CEC given its controlling ownership stake," S&P said. CHRISTIAN BROTHERS: Bronx Catholic High Being Sued by Committee --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that creditors of the Christian Brothers' Institute were given permission last week by the U.S. Bankruptcy Court in White Plains, New York, to sue a Catholic high school in the Bronx, New York, on theories of fraudulent transfer. Also last week, the Christian Brothers began the process of selling five homes in New Rochelle, New York, to Iona College for $5 million. The report recounts that the Christian Brothers filed for bankruptcy protection in April last year to deal with claims arising from sexual abuse that allegedly occurred 30 to 50 years ago. In early May, the official creditors' committee filed papers in bankruptcy court describing how the All Hallows High School on East 164th Street in the Bronx was transferred to a separate corporation 22 years ago. The report relates the creditors contend that the Christian Brothers put the high school into a separate corporation to insulate the school's assets from claims for sexual abuse committed by members of the order. The committee says the transfer can be unwound decades later because it was made with actual intent to hinder and delay creditors. Last week, the bankruptcy judge gave the committee authority to file, prosecute, and settle a suit. Proceeds from the suit would be used to pay expenses of the Chapter 11 case and claims of sexual abuse victims. The report notes that last week, the Christian Brothers set up a Sept. 6 hearing for approval of auction and sale procedures for the five homes adjacent to the Iona campus. If the bankruptcy judge agrees, competing bids would be due Oct. 15, followed by an Oct. 26 auction and a hearing to approve the sale on Nov. 1. Iona was founded by the Christian Brothers. The Institute and the college today are independent of one another, according to court papers. According to the report, all Hallows has about 660 students, with a population that's 73% Hispanic and 25% black. The school, where 78% receive financial assistance, is located in the poorest congressional district in the U.S., Principal Paul Krebbs previously told Bloomberg News in an interview. About Christian Brothers' Institute The Christian Brothers' Institute in New Rochelle, New York, is a domestic not-for-profit 501(c)(3) corporation organized under Sec. 102(a)(5) of the New York Not-for-Profit Corporation Law. CBI was formed to establish, conduct and support Catholic elementary and secondary schools principally throughout New York State. The Christian Brothers of Ireland, Inc., in Chicago, Illinois, is a domestic not-for-profit 501(c)(3) corporation organized under the Not-for-Profit Corporation Law of the State of Illinois. CBOI was formed to establish, conduct and support Catholic elementary and secondary schools principally throughout the State of Illinois, as well as other spiritual and temporal affairs of the former Brother Rice Province of the Congregation of Christian Brothers. CBI and CBOI depend upon grants and donations to fund a portion of their operating expenses. The Christian Brothers' Institute and The Christian Brothers of Ireland filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case Nos. 11-22820 and 11-22821) on April 28, 2011. The Christian Brothers' Institute disclosed assets of $63.4 million and $8.48 million in liabilities. CBOI estimated its assets at $500,000 to $1 million and debts at $1 million to $10 million. The Debtors tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP as bankruptcy counsel and Omni Management Group as claims agent. The official committee of unsecured creditors retained Pachulski Stang Ziehl & Jones LLP as counsel and Wall Enterprises as consultant. CITIZENS CORP: Case Trustee Has $500,000 Loan From Legends Bank --------------------------------------------------------------- Brian Reisinger, senior staff reporter at Nashville Business Journal, reports that Gary Murphey, the trustee overseeing the Chapter 11 reorganization of Citizens Corp. and sale of FiData, secured a $500,000 line of credit from Legends Bank of Clarksville. According to the report, Legends is among the banks to which Citizens owes money. Mr. Murphey, of Resurgence Financial Services of Atlanta, Ga., said he doubts he'll have to use the $500,000 debtor in possession financing, but that having it available was an important safety net. The report notes Mr. Murphey is working to sell FiData, a processing company for banks, to FiServ, which provides its software. The software provider had leverage in the negotiations since it could revoke FiData's licenses, but creditors have been largely supportive despite word that a counteroffer may emerge. According to the report, objections have been filed by some creditors concerned about some of FiData's assets, but the complaints were on peripheral issues largely unrelated to the central issue of selling FiData. About Citizens Corp. Franklin, Tennessee-based Citizens Corp. operates a mortgage brokerage business. Citizens Corp. filed for Chapter 11 bankruptcy (Bankr. M.D. Tenn. Case No. 11-11792) on Nov. 28, 2011. Judge George C. Paine, II, presides over the case. The Debtor employed Robert J. Mendes, Esq., at MGLAW, PLLC, as its counsel. Citizens listed assets and liabilities showing property worth $40.1 million and debt of $17.8 million. Lenders Tennessee Commerce Bank is represented by David W. Houston, IV, Esq., at Burr & Forman LLP. Citizens filed a reorganization plan offering to pay all creditors in full over time, including Tennessee Commerce Bank and other secured lenders owed $17.3 million. Unsecured creditors, owed a combined $81,000, would be paid off in equal installments over five years. On Feb. 27, 2012, the Court granted the request of lender Legends Bank for appointment of a Chapter 11 trustee. The Court held that an independent person must review many of the transactions involving CEO Ed Lowery, and its wholly owned subsidiary, Financial Data Technology Corporation. Marion Ed Lowery, a former owner of Peoples State Bank of Commerce of Nolensville and various other entities, is the subject of federal investigation and his ventures have ties throughout the Middle Tennessee banking community. He signed the Chapter 11 petition. COGECO CABLE: DBRS Assigns 'BB(high)' Issuer Rating --------------------------------------------------- DBRS has assigned an Issuer Rating of BB (high) with a Stable trend to Cogeco Cable Inc. and has confirmed the rating of BBB (low) on Cogeco's Senior Secured Notes & Debentures with a recovery rating of RR1. This action follows DBRS' assessment of the Company's proposed acquisition of Atlantic Broadband Group, LLC (Atlantic Broadband) and removes the Senior Secured Notes & Debentures rating from Under Review with Negative Implications. On July 18, 2012, DBRS placed the rating of Cogeco Under Review with Negative Implications following the Company's announcement that it had entered into a definitive agreement to acquire Atlantic Broadband for USD 1.36 billion ($150 million cash on hand, $550 million from its existing credit facility and the assumption of $660 million of borrowings under committed non- recourse debt financing at Atlantic Broadband). Atlantic Broadband is a privately owned, independent cable system operator serving approximately 252,000 basic video customers in Pennsylvania, Florida, Maryland, Delaware and South Carolina. It was formed in 2003 and is the 14th largest cable television system operator in the United States, providing analog and digital video, as well as high-speed internet and telephony services. Atlantic Broadband generated revenue of USD 329 million and EBITDA of approximately USD 149 million in 2011. Cogeco believes the acquisition provides an attractive entry into the U.S. market and provides the Company with a platform for further growth and penetration by leveraging its core competencies. Despite the potential upside from the acquisition, DBRS believes Cogeco is best positioned in the BB (high) rating category with a Stable trend, based on the execution risk and increased financial leverage associated with the acquisition, combined with the competitive pressures the Company is facing in Canada. In its review, DBRS focused on (1) Cogeco's potential to execute and compete effectively in both its new and existing markets and (2) the Company's financial management intentions going forward, including the willingness and ability to restore financial leverage to an appropriate level within a reasonable time frame. Cogeco believes its acquisition of Atlantic Broadband increases the Company's growth potential and provides it with an entry point into the U.S. market. Management has emphasized that Atlantic Broadband's digital video, high-speed internet and phone penetration stand significantly lower than its peer group, which comprises Comcast Corporation, Cablevision Systems Corporation, Charter Communications, Suddenlink Communications and Time Warner Cable Inc. Management also notes that Cogeco may be able to increase Atlantic Broadband's average revenue per user (APRU) and improve revenue growth through bundling, as only 21% of Atlantic Broadband's customers subscriber to all services offered compared to 36% for Cogeco. In addition, DBRS notes that Atlantic Broadband also experiences lower levels of Internet protocol television (IPTV) competition in its core regions and maintains significant exposure to growth in the commercial sector. On the other hand, DBRS believes that Atlantic Broadband's competition may intensify over time, and increasing market share may prove difficult given Atlantic Broadband's smaller-scale operations. In terms of synergies, DBRS notes that opportunities for cost reduction are limited as Atlantic Broadband and Cogeco operate in different regions. Although Cogeco believes it can leverage technology and increase its bargaining power, DBRS does not perceive these cost reductions to be substantial. In terms of business risk profile in Canada, Cogeco has been minimally affected by fiber network operators. To date, Telus Corporation and Bell Canada have established roughly 80,000 and 125,000 homes passed, respectively, in Cogeco's markets. This represents roughly one tenth of Cogeco's homes passed, significantly less than overlaps of approximately 50% faced by the Company's cable competitors. DBRS believes that modest near-term competition will offer Cogeco more time to solidify its subscriber base and invest in competitive product offerings. However, as pressure from IPTV competition increases, DBRS expects that growth in cable may slow and margins could come under pressure. In terms of financial profile, the acquisition of Atlantic Broadband will result in a meaningful increase in Cogeco's leverage, which DBRS believes is not consistent with the previous rating. DBRS estimates that Cogeco's pro forma F2012 debt-to- EBITDA would increase to approximately 3.1 times (x) (based on a debt balance of $2.3 billion), from 1.6x for the 12 month period ending May 31, 2012. Although Cogeco should remain free cash flow positive, the magnitude of such is expected to be relatively modest. DBRS forecasts that Cogeco's free cash flow (after dividends) will be close to $100 million per year for the first and second year after the acquisition. That said, DBRS believes Cogeco's ability to deleverage by a meaningful degree in a 12 to 24 month time frame is limited. DBRS also notes that Cogeco management stated that Atlantic Broadband provides an entry point into the U.S., suggesting the Company may consider further acquisitions in the future. As such, DBRS believes Cogeco is best positioned in the BB (high) rating category with a Stable trend, particularly in the context of an intensifying competitive environment in Canada and increasing shareholder expectations. Since Cogeco's Issuer Rating now stands at BB (high) and is no longer considered investment grade, DBRS Criteria: Rating Leveraged Finance is applicable. Specifically, the assessment of recovery prospects on specific debt securities for the purpose of establishing credit ratings on those respective debt securities. With regards to Cogeco, DBRS has concluded that it is likely that holders of the Senior Secured Notes & Debentures would recover 100%, reflected by a recovery rating of RR1. Although securities with an RR1 recovery rating are typically assigned a rating three notches above the issuer rating, the notching is limited to cap security ratings at BBB (low). As such, DBRS has assigned a rating of BBB (low) to Cogeco's Senior Secured Notes & Debentures. COLDWATER PORTFOLIO: Wants Exclusive Plan Period Moved to Oct. 31 ----------------------------------------------------------------- Coldwater Portfolio Partners LLC asks the Bankruptcy Court for entry of an order extending the exclusive periods in which only the Debtor may file a plan of reorganization from Aug. 2, 2012, through and including Oct. 31, 2012. The Debtor also requests that the exclusive period to gain acceptance of any plan be extended from Oct. 1, 2012, through and including Dec. 31, 2012. The Debtor submits that cause exists to extend each of the exclusive periods for 90 days. The requested extensions, the Debtor said, are modest and justified under the circumstances. Forrest B. Lammiman, Esq., at Meltzer Purtill & Stelle LLC, notes the bankruptcy case is only four months old and was filed without any opportunity to seek Chapter 11 plan financing prior to filing. During those four months since the Petition Date, the Debtor has expended significant time working with its lender on the agreed use of cash collateral and complying with a Final Cash Collateral Order. The Debtor has also been working steadily to maintain its business, and has done so with success. The Debtor's current occupancy rates are modestly higher than existed prior to the Petition Date. The Debtor has accomplished this in the face of great difficulties in that thus far the Debtor has been unable to utilize funds for tenant improvements. According to Mr. Lamminan, the Debtor has, and will continue throughout the following months, to make significant strides toward resolving this Chapter 11 case with the help of Variant and otherwise. The Debtor believes that, under the circumstances, additional time to formulate a plan of reorganization is warranted. Prior to the requested extension deadline of Oct. 31, 2012, the Debtor expects that it will have filed with the Court a confirmable plan of reorganization. About Coldwater Portfolio Partners Coldwater Portfolio Partners LLC filed a voluntary Chapter 11 petition (Bankr. N.D. Ind. Case No. 12-31182) on April 4, 2012. CPP, a limited liability company organized under the laws of the state of Delaware, was formed in January 2006 with the purpose of owning and operating 38 commercial real estate properties. The majority of the properties are shadow retail centers located adjacent to Wal-Mart Supercenters throughout the Midwest and Southern States. The Debtor has developed relationships with nationwide retailers who operate local stores at the Shadow Retail Centers, including Dollar Tree, Game Stop, Sally Beauty, and Fashion Bug. The Shadow Retail Centers are particularly attractive commercial retail properties with business arising from the Wal-Mart customer traffic. Bankruptcy Judge Harry C. Dees, Jr., oversees the case. Forrest B. Lammiman, Esq., and David L. Kane, Esq., at Meltzer, Purtill & Stelle LLC, serve as the Debtor's counsel. CPP estimated assets of $10 million to $50 million and debts of $50 million to $100 million. CPP is a subsidiary of CPP Holdings LLC. Kenneth S. Klein, manager of CPP, signed the Chapter 11 petition. A related entity, Coldwater Portfolio Partners II, LLC, owns and operates nine shadow retail centers in the Midwest and Southern United States. Klein Retail Centers, Inc., is the parent of Coldwater II. COLDWATER PORTFOLIO: Has Access to U.S. Bank Cash Collateral ------------------------------------------------------------ Judge Harry C. Dees of the U.S. Bankruptcy Court for the Northern District of Indiana authorized Coldwater Portfolio Partners LLC to access the cash collateral of U.S. Bank National Association on a final basis. The Debtor may use Cash Collateral to pay the actual, ordinary, necessary and reasonable Property operating expenses in accordance with the operating budget in the amounts necessary or appropriate for the ordinary operation of the Property. The Debtor will adequately protect the bank's interest by paying all overhead and operating expenses of the business using the Lender's Rent consistent with the operating budget. As additional adequate protection, the Lender will receive replacement liens in the Debtor's new accounts receivable and new cash; provided, however, that the replacement liens will apply only to any category of post-petition collateral in which the Lender had a valid, perfectly security interest as of the Petition Date. The Lender will be allowed a superpriority claim under Section 507(b) of the Bankruptcy Code against the bankruptcy estate to the extent that the Cash Collateral Order fails to adequately protect the Lenders' interests in the Cash Collateral and to the extent that the value of its collateral is diminished as a result of the operations of the Debtor or the use of Cash Collateral. About Coldwater Portfolio Partners Coldwater Portfolio Partners LLC filed a voluntary Chapter 11 petition (Bankr. N.D. Ind. Case No. 12-31182) on April 4, 2012. CPP, a limited liability company organized under the laws of the state of Delaware, was formed in January 2006 with the purpose of owning and operating 38 commercial real estate properties. The majority of the properties are shadow retail centers located adjacent to Wal-Mart Supercenters throughout the Midwest and Southern States. The Debtor has developed relationships with nationwide retailers who operate local stores at the Shadow Retail Centers, including Dollar Tree, Game Stop, Sally Beauty, and Fashion Bug. The Shadow Retail Centers are particularly attractive commercial retail properties with business arising from the Wal-Mart customer traffic. Bankruptcy Judge Harry C. Dees, Jr., oversees the case. Forrest B. Lammiman, Esq., and David L. Kane, Esq., at Meltzer, Purtill & Stelle LLC, serve as the Debtor's counsel. CPP estimated assets of $10 million to $50 million and debts of $50 million to $100 million. CPP is a subsidiary of CPP Holdings LLC. Kenneth S. Klein, manager of CPP, signed the Chapter 11 petition. A related entity, Coldwater Portfolio Partners II, LLC, owns and operates nine shadow retail centers in the Midwest and Southern United States. Klein Retail Centers, Inc., is the parent of Coldwater II. COLDWATER PORTFOLIO: Seeks to Employ Variant as Investment Banker ----------------------------------------------------------------- Coldwater Portfolio Partners LLC asks the Bankruptcy Court to approve the employment of Variant Capital Advisors LLC to provide investment banking services for the Debtor as of July 20, 2012. As investment banker, Variant will be requested to render, among others, these services to the Debtor: A. Analyze and evaluate the business, operations and financial position of the Debtor, including the consideration of various strategic alternatives and the relative implications of pursuing such alternatives; B. Analyze and evaluate the financing requirements of the Debtor and work with the Debtor to structure the financing request in a manner consistent with the Debtor?s capital needs and business plan and assist the Debtor in obtaining such financing; C. Assist the Debtor in the preparation of an information memorandum describing the Debtor, its industry, historical and projected financial performance and the proposed Financing for presentation and distribution to potential investors; D. Prepare and implement a marketing plan with respect to the proposed Financing, including a list of prospective investors to be contacted by Variant; E. Screen interested prospective investors, together with the Debtor; F. Coordinate, together with the Debtor, materials and information to be made available to prospective investors and assist in due diligence investigations; G. Assist the Debtor in evaluating proposals that are received from potential investors; H. Advise the Debtor with respect to the form and structure of any Financing; I. Assist the Debtor in negotiating with potential investors and participate in negotiations and documentation relating to the proposed Financing; and J. Testify in depositions and hearings regarding any proposed Financings and other matters related to this engagement. In consideration for Variant's services, the Debtor has agreed to pay Variant: A. An initial, non-refundable fee equal to $15,000, payable upon entry by the Court of an Order approving Variant's retention; B. A monthly, non-refundable fee equal to $15,000, payable on the same business day of each month; C. In the event of a Financing, a fee equal to the sum of (i) 1.5% of the committed amount of any senior, first lien debt financing, (ii) 1.5% of the committed amount of "one- stop" financing, (iii) 3.5% of the committed amount of any junior lien or other unsecured indebtedness provided by an investor different from the investor providing the senior, first lien debt or "one-stop" financing and (iv) 5.0% of any equity capital raised, provided, however, Variant will not be entitled to any Financing Transaction Fee with respect to any equity financing sourced exclusively through an intermediary other than Eight Pines or Variant Capital. The Financing Transaction Fee, if earned, will be payable upon the closing of the Financing; and D. The Debtor will reimburse Variant for its reasonable out- of-pocket expenses incurred during its engagement. To the best of the Debtor's knowledge, Variant Capital is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Coldwater Portfolio Partners Coldwater Portfolio Partners LLC filed a voluntary Chapter 11 petition (Bankr. N.D. Ind. Case No. 12-31182) on April 4, 2012. CPP, a limited liability company organized under the laws of the state of Delaware, was formed in January 2006 with the purpose of owning and operating 38 commercial real estate properties. The majority of the properties are shadow retail centers located adjacent to Wal-Mart Supercenters throughout the Midwest and Southern States. The Debtor has developed relationships with nationwide retailers who operate local stores at the Shadow Retail Centers, including Dollar Tree, Game Stop, Sally Beauty, and Fashion Bug. The Shadow Retail Centers are particularly attractive commercial retail properties with business arising from the Wal-Mart customer traffic. Bankruptcy Judge Harry C. Dees, Jr., oversees the case. Forrest B. Lammiman, Esq., and David L. Kane, Esq., at Meltzer, Purtill & Stelle LLC, serve as the Debtor's counsel. CPP estimated assets of $10 million to $50 million and debts of $50 million to $100 million. CPP is a subsidiary of CPP Holdings LLC. Kenneth S. Klein, manager of CPP, signed the Chapter 11 petition. A related entity, Coldwater Portfolio Partners II, LLC, owns and operates nine shadow retail centers in the Midwest and Southern United States. Klein Retail Centers, Inc., is the parent of Coldwater II. COLDWATER PORTFOLIO: Can Retain Meltzer Purtill as Counsel ---------------------------------------------------------- The Bankruptcy Court authorized Coldwater Portfolio Partners LLC to employ Meltzer, Purtill & Stelle LLC as Chapter 11 counsel. Meltzer began performing legal services for the Debtor pursuant to an engagement agreement executed March 8, 2012, with respect to the potential workout of the Debtor's secured indebtedness and in anticipation of the filing of a possible Chapter 11 case. The Debtor provided to Meltzer an initial retainer in the aggregate amount of $100,000 comprised of two installments, namely $50,000 received via wire transfer on March 7, 2012 and $50,000 received via wire transfer on April 2, 2012, against which Meltzer could draw to pay its outstanding fees and expenses at any time. Pursuant to the retainer program, the Debtor provided to Meltzer a subsequent retainer in the amount of $90,000 on April 4, 2012, against which Meltzer could draw to pay its outstanding fees and expenses at any time. Pursuant to the Engagement Agreement, Meltzer applied $45,361 from the Retainers prepetition to pay any unpaid fees, charges, and disbursements incurred prepetition through April 4, 2012. The balance of the Retainers was $144,639. Meltzer's agreed hourly rates range from $350 to $575 for partners, $225 to $275 for associates, and $200 to $300 for paralegals. Forrest B. Lammiman, Esq., who will lead Meltzer's legal team in the Debtor's case, has a benchmark hourly rate for 2012 of $635. He, however, has agreed to discount his hourly rate to $575 for the case. Mr. Lammiman attests that the partners, counsel, and associates of the firm of Meltzer (a) do not have any connection with the Debtor, its affiliates, its creditors, the U.S. Trustee, any person employed in the office of the U.S. Trustee, or any other party in interest, or their respective attorneys or accountants, (b) are "disinterested persons" as that term is defined in section 101(14) of the Bankruptcy Code; and (c) do not hold or represent any interest adverse to the estate. About Coldwater Portfolio Partners Coldwater Portfolio Partners LLC filed a voluntary Chapter 11 petition (Bankr. N.D. Ind. Case No. 12-31182) on April 4, 2012. CPP, a limited liability company organized under the laws of the state of Delaware, was formed in January 2006 with the purpose of owning and operating 38 commercial real estate properties. The majority of the properties are shadow retail centers located adjacent to Wal-Mart Supercenters throughout the Midwest and Southern States. The Debtor has developed relationships with nationwide retailers who operate local stores at the Shadow Retail Centers, including Dollar Tree, Game Stop, Sally Beauty, and Fashion Bug. The Shadow Retail Centers are particularly attractive commercial retail properties with business arising from the Wal-Mart customer traffic. Bankruptcy Judge Harry C. Dees, Jr., oversees the case. Forrest B. Lammiman, Esq., and David L. Kane, Esq., at Meltzer, Purtill & Stelle LLC, serve as the Debtor's counsel. CPP estimated assets of $10 million to $50 million and debts of $50 million to $100 million. CPP is a subsidiary of CPP Holdings LLC. Kenneth S. Klein, manager of CPP, signed the Chapter 11 petition. A related entity, Coldwater Portfolio Partners II, LLC, owns and operates nine shadow retail centers in the Midwest and Southern United States. Klein Retail Centers, Inc., is the parent of Coldwater II. COMMUNITY TOWERS: Wants to Hire ACM Capital as Financial Advisors ----------------------------------------------------------------- Community Towers I, LLC, et al., ask the U.S. Bankruptcy Court for the Northern District of California for permission to employ ACM Capital Partners, LLC as financial advisors. As financial advisor, ACM Capital will assist the Debtors in (a) analysis and negotiations regarding their secured debt with their prepetition lender CIBC, Inc.; (b) development of a restructuring plan with respect to the secured debt and negotiations with CIBC related thereto; (c) obtaining new debt financing; and (d) other matters. The current blended hourly rate for ACM professionals is $265. The Debtors will pay ACM a finder's fee equal to the lesser of 3.75% of the aggregate principal amount of any new or restructured financing, or $600,000 if: a) the Debtors or any affiliate thereof consummates a debt financing transaction with any person or entity first introduced by ACM, and a settlement of the existing debt with CIBC under terms and conditions substantially similar to proposals negotiated with CIBC; and b) the consummation of the transaction occurs within 12 months from the execution date of the Engagement Agreement. John Feece, the Debtor's responsible individual, paid ACM a $15,000 postpetition retainer on June 21, 2012. To the best of the Debtors' knowledge, ACM is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. A hearing on Aug. 29, 2012, at 2 p.m. has been set. About Community Towers I Community Towers I LLC is a real estate investment company. Community Towers I LLC and various affiliates -- Community Towers II, LLC, Community Towers III, LLC, Community Towers IV, LLC -- filed a Chapter 11 petition (Bankr. N.D. Calif. Lead Case No. 11-58944) on Sept. 26, 2011, in San Jose, California. John Walshe Murray, Esq., at the Law Offices of Murray and Murray, in Cupertino, California, serves as counsel to the Debtor. Community Towers I disclosed $51,939,720 in assets and $39,479,784 in liabilities as of the Chapter 11 filing. Judge Stephen L. Johnson has approved the disclosure statement in support of the joint plan of reorganization filed by the Debtors. The key features of the Debtors' proposed Plan include: (i) profitable operation of their property; (ii) satisfaction or disallowance of claims; and (iii) assumption of executory contracts and unexpired leases. Oct. 15, and Oct. 16, set as the hearing dates for Plan confirmation. COMMUNITY TOWERS: Murray to Lead in Third Party Talks ----------------------------------------------------- Community Towers I, LLC, et al., ask the U.S. Bankruptcy Court for the Northern District of California to amend order authorizing employment of bankruptcy counsel Murray & Murray, A Professional Corporation to broaden the authorized scope of employment as counsel. The Debtors want Murray & Murray to represent them in negotiations and proceedings involving bankruptcy cases of third parties, including counseling the Debtors and pursuing affirmative relief in the cases to protect and enforce the Debtors' rights. The Debtor in October 2011 obtained approval to hire Murray as bankruptcy counsel. About Community Towers I Community Towers I LLC is a real estate investment company. Community Towers I LLC and various affiliates -- Community Towers II, LLC, Community Towers III, LLC, Community Towers IV, LLC -- filed a Chapter 11 petition (Bankr. N.D. Calif. Lead Case No. 11-58944) on Sept. 26, 2011, in San Jose, California. Community Towers I disclosed $51,939,720 in assets and $39,479,784 in liabilities as of the Chapter 11 filing. Judge Stephen L. Johnson has approved the disclosure statement in support of the joint plan of reorganization filed by the Debtors. The key features of the Debtors' proposed Plan include: (i) profitable operation of their property; (ii) satisfaction or disallowance of claims; and (iii) assumption of executory contracts and unexpired leases. Oct. 15, and Oct. 16, set as the hearing dates for Plan confirmation. COMPUTER WORLD: Assignee Can Pay Lawyers Without Court Approval --------------------------------------------------------------- A bankruptcy judge in Chicago declined to require a pre-bankruptcy assignee of a debtor or the assignee's attorney to petition the bankruptcy court for approval of the law firm's requests for compensation. The Bankruptcy Court said Illinois law recognizes assignments for the benefit of creditors as out-of-court procedures and the Bankruptcy Code does not provide for bankruptcy court supervision of assignees or their attorneys after an assignee has been excused from delivering a debtor's property to the bankruptcy estate's representative. Computer World Solutions, Inc., had been an importer and distributor of computer monitors, televisions and other electronic products on Oct. 29, 2007, when it executed an assignment for the benefit of creditors to Patrick O'Malley, as assignee. Mr. O'Malley later discovered that the Debtor was involved in fraudulent business practices. The Debtor's principals were convicted of various crimes and incarcerated for that fraudulent activity. Wells Fargo, Fifth Third Bank, and Yellow Freight, Inc., filed an involuntary Chapter 11 petition (Bankr. N.D. Ill. Case No. 07- 21123) against Computer World Solution on Nov. 9, 2007. On Nov. 16, 2007, the Debtor consented to the entry of an order for relief. On Nov. 16, 2007, the Court granted Fifth Third Bank's request excusing Mr. O'Malley from complying with 11 U.S.C. Sections 543(a), (b) and (c). Section 543 of the Bankruptcy Code requires custodians with knowledge of the commencement of a bankruptcy case to deliver to the trustee any property of the debtor held or transferred by such custodian. By excusing Mr. O'Malley from delivering the Debtor's assets to its bankruptcy trustee, the Court allowed him to continue to exercise powers and duties granted him by Illinois law. On Jan. 15, 2008, the Court entered an order authorizing the Debtor to retain Daniel A. Zazove, Esq., Jason D. Horwitz, Esq., and Regina L. Ori, Esq., and the law firm of Perkins Coie LLP as its legal advisors. During the course of this case Perkins Coie prosecuted adversary proceeding 08-00180 which sought to avoid and recover several transfers alleged to be preferential under 11 U.S.C. Sec. 547. That matter went to trial. On March 18, 2010, the law firm obtained a $1,503,204 judgment in favor of the Plaintiff. The bankruptcy case was converted to Chapter 7 on April 21, 2011. Steven R. Radtke was appointed Chapter 7 Trustee. On Feb. 21, 2012, Mr. Zazove presented a Motion for Allowance and Payment of Administrative Expenses. Both Chapter 7 Trustee Radtke and an Adversary Defendant, Robert Stein, objected. The main objection is that after the firm's employment was approved, Mr. Zazove and Perkins Coie received $263,498 (as noted in Mr. Radtke's objection) or $300,000 (as noted in Mr. Stein's objection) in compensation from the Assignee or Fifth Third Bank without leave of court as required by 11 U.S.C. Sec. 330(a)(1). Mr. Zazove and Perkins Coie argue that because the funds received were not property of the bankruptcy estate, the Assignee and the Bank could make payments for legal services rendered in operation of the assignment for the benefit of creditors without obtaining court approval. In her ruling, Bankruptcy Judge Jacqueline P. Cox lifted paragraphs from "ABC v. Chapter II: The Use of Assignments for the Benefit of Creditors as an Alternative to Chapter II Cases, Common Law Assignments for the Benefit of Creditors as Practiced in Illinois, American Bankruptcy Institute 45, 35th Annual Judge Alexander L. Paskay Seminar on Bankruptcy Law and Practice, March 10-12, 2011," which provided that, "An assignment for the benefit of creditors is an out-of-court remedy. The assignment is commenced by the conveyance of a debtor's assets to an assignee, a fiduciary, in trust, for payment of the assignor's debts. The assignee is the fiduciary representative of the creditors. "Unlike a bankruptcy trustee, the assignee is not obliged to seek creditor or court approval for the assignee's administration." Mr. Zazove is one of the authors of the article about assignments for the benefit of creditors under Illinois law. A copy of the Court's Aug. 24, 2012 Memorandum Opinion is available at http://is.gd/cU0KRyfrom Leagle.com. COSTA BONITA: DF Servicing Loses Bid to Dismiss Case, Oust Counsel ------------------------------------------------------------------ Bankruptcy Judge Enrique S. Lamoutte denied three motions filed by DF Servicing LLC in the Chapter 11 case of Costa Bonita Beach Resort Inc.: (1) A motion filed on April 19, 2012, to disqualify the Debtor's counsel, Charles A. Cuprill, P.S.C., Law Offices pursuant to 11 U.S.C. Sections 327 and 101(14)(C) and Fed. R. Bankr. P. 2014(a); (2) A motion to dismiss the Chapter 11 case for "cause" pursuant to 11 U.S.C. Sec. 1112(b) alleging (i) that Costa Bonita filed the case in bad faith; (ii) there is "substantial or continuing loss or diminution and absence of a reasonable likelihood of rehabilitation pursuant to 11 U.S.C. Sec. 1112(b)(4) since ". . . Debtor has no cash flow, is likely balance sheet insolvent, and has no ?going concern' to preserve in bankruptcy, the Debtor's estate faces a serious threat of loss or diminution resulting from the accrual of Chapter 11 administrative expenses;" and (iii) there is no reasonable likelihood of confirmation because a Chapter 11 plan cannot be confirmed within a reasonable time. DF Servicing also argues in the alternative that the Court should abstain from hearing the case and dismiss it pursuant to 11 U.S.C. Sec. 305(a)(1); and (3) a motion filed on April 19, 2012, seeking appointment of a Chapter 11 trustee or examiner under 11 U.S.C. Sec. 1104(a), or to convert case to Chapter 7 under 11 U.S.C. Sec. 1112(b). A copy of the Court's Aug. 27, 2012 Opinion and Order is available at http://is.gd/HjUPe3from Leagle.com. About Costa Bonita Beach Resort Costa Bonita Beach Resort, Inc., owns 50 apartments at the Costa Bonita Beach Resort in Culebra, Puerto Rico. It filed a bankruptcy petition under Chapter 11 of the Bankruptcy Code for the first time (Bankr. D.P.R. Case No. 09-00699) on Feb. 3, 2009. During this case, the Court entered an Opinion and Order finding that the Debtor satisfied all three (3) prongs of the Single Asset Real Estate, and, as such is a SARE case subject to 11 U.S.C. Sec. 362(d)(3). The Court also entered an Order modifying the automatic stay to allow creditor DEV, S.E., to continue in state court proceedings for the removal of the illegal easement and the restoration of DEV, S.E.'s land to its original condition by the Debtor. The first bankruptcy petition was dismissed on May 10, 2011 on the grounds that the Debtor failed to comply with an April 21, 2011 Order and the Debtor's failure to maintain adequate insurance. The case was subsequently closed on Oct. 11, 2011. Costa Bonita Beach Resort filed a second bankruptcy petition (Bankr. D. P.R. Case No. 12-00778) on Feb. 2, 2012, in Old San Juan, Puerto Rico. In the 2012 petition, the Debtor said assets are worth $15.1 million with debt totaling $14.2 million, including secured debt of $7.8 million. The apartments are valued at $9.6 million while a restaurant and some commercial spaces at the resort are valued at $3.67 million. The apartments serve as collateral for the $7.8 million while the commercial property is unencumbered. Bankruptcy Judge Enrique S. Lamoutte presides over the 2012 case. Charles Alfred Cuprill, Esq., serves as counsel in the 2012 case. The petition was signed by Carlos Escribano Miro, president. COUNTRYWIDE FIN'L: Wants to Keep MBS Class Suit in Federal Court ---------------------------------------------------------------- Jonathan Randles at Bankruptcy Law360 reports that Countrywide Financial Corp. on Friday urged a California judge to keep in federal court a proposed class action alleging the company misled buyers of ill-fated mortgage-backed securities, arguing the complaint is tied to the recent bankruptcies of loan originators Residential Funding Company LLC and GMAC Mortgage LLC. Based in Calabasas, California, Countrywide Financial Corporation (NYSE: CFC) -- http://www.countrywide.com/-- originated, purchased, securitized, sold, and serviced residential and commercial loans. In mid-2008, Bank of America completed its purchase of Countrywide for $2.5 billion. The mortgage lender was originally priced at $4 billion, but the purchase price eventually was whittled down to $2.5 billion based on BofA's stock prices that fell over 40% since the time it agreed to buy the ailing lender. CRC HEALTH: S&P Raises Corp. Credit Rating to 'B'; Outlook Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on CRC Health to 'B' from 'B-'. The outlook is stable. "We raised our issue-level rating on CRC's credit facility to 'B+' (one notch higher than our corporate credit rating). Our recovery rating on the credit facility is '2', indicating our current expectation for substantial (70%-90%) recovery of principal in the event of payment default. In addition, we also raised our issue- level rating on the subordinated debt to 'CCC+' from 'CCC' (two notches below the corporate credit rating). Our recovery rating on the notes remains a '6', indicating our expectation for negligible (0-10%) recovery of principal in the event of payment default," S&P said. "The rating upgrade is predicated on our increased confidence that CRC can maintain existing margins, and the recent re-opening of its Tennessee facility," said Standard & Poor's credit analyst Tahira Wright. "We expect CRC to continue to generate positive free operating cash flows over the near term," S&P said. CROSS ISLAND: Cushman & Wakefield OK'd as Real Estate Broker ------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of New York authorized Cross Island Plaza, Inc., et al., to employ Cushman & Wakefield of Long Island, Inc., as real estate broker to market and sell the Debtors' office building and parking lot. CIP owns and operates an office building, including related parking lots, known as "One Cross Island Plaza" located at 133-33 Brookville Boulevard, Rosedale, New York Block. An affiliate of CIP, owns a parking lot in close proximity to the property, which is located at 244-09, 244-19, and 244-16 Merrick Boulevard, Rosedale, New York. The Debtors and C&W have agreed, subject to Bankruptcy Court approval, that C&W will be compensated as: -- 2% on the total sales price for the property and/or the lot; or -- $200,000 flat fee in the event that the lender is the successful purchaser of the property and the lot by virtue of a credit bid. In addition, C&W will be reimbursed its reasonable expenses which are estimated to be between $25,000 and $50,000. Robert F. Sheehy, an executive vice president of C&W, assures the Court that C&W is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Cross Island Plaza Rosedale, New York-based Cross Island Plaza, Inc., and affiliate Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012. Cross Island claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). The Debtor disclosed $30,637,984 in assets and $74,014,238 in liabilities as of the Chapter 11 filing. CIP owns and operates an office building and parking lot known as "One Cross Island Plaza" in Rosedale. The property consists of three floors and a lower level which is occupied by roughly 100 tenants. Block owns an additional parking lot in close proximity to the One Cross Island Plaza, and has entered into a ground lease with CIP to provide additional parking space for two tenants of Cross Island. Judge Nancy Hershey Lord presides over the cases. Adam L. Rosen, Esq., at Silverman Acampora LLP, serves as the Debtors' counsel. The petition was signed by Chloe Henning, authorized representative. To date, no committee, trustee, or examiner has been appointed the cases. CROSS ISLAND: Files Schedules of Assets and Liabilities ------------------------------------------------------- Cross Island Plaza, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $30,000,000 B. Personal Property $637,984 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $25,513,016 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $48,501,222 ----------- ----------- TOTAL $30,637,984 $74,014,238 A copy of the schedules is available for free at http://bankrupt.com/misc/CROSS_ISLAND_sal.pdf About Cross Island Plaza Rosedale, New York-based Cross Island Plaza, Inc., and affiliate Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012. Cross Island claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). CIP owns and operates an office building and parking lot known as "One Cross Island Plaza" in Rosedale. The property consists of three floors and a lower level which is occupied by roughly 100 tenants. Block owns an additional parking lot in close proximity to the One Cross Island Plaza, and has entered into a ground lease with CIP to provide additional parking space for two tenants of Cross Island. Judge Nancy Hershey Lord presides over the cases. Adam L. Rosen, Esq., at Silverman Acampora LLP, serves as the Debtors' counsel. The petition was signed by Chloe Henning, authorized representative. To date, no committee, trustee, or examiner has been appointed the cases. CROSS ISLAND: Leonard Harris Approved as Accountants ---------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Cross Island Plaza, Inc., et al., to employ Leonard Harris, CPA as accountants. Harris is expected to assist the Debtor in the preparation of monthly operating reports, preparation of state, federal and local tax returns, and the review of the Debtors' accounting systems and procedures. The hourly rates of Harris' personnel are: Leonard Harris $325 Senior Accountants $215 Semi-Senior Accountants $175 Junior Accountants $125 Paraprofessionals $80 To the best of the Debtors' knowledge, Mr. Harris is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Cross Island Plaza Rosedale, New York-based Cross Island Plaza, Inc., and affiliate Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012. Cross Island claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). The Debtor disclosed $30,637,984 in assets and $74,014,238 in liabilities as of the Chapter 11 filing. CIP owns and operates an office building and parking lot known as "One Cross Island Plaza" in Rosedale. The property consists of three floors and a lower level which is occupied by roughly 100 tenants. Block owns an additional parking lot in close proximity to the One Cross Island Plaza, and has entered into a ground lease with CIP to provide additional parking space for two tenants of Cross Island. Judge Nancy Hershey Lord presides over the cases. Adam L. Rosen, Esq., at Silverman Acampora LLP, serves as the Debtors' counsel. The petition was signed by Chloe Henning, authorized representative. To date, no committee, trustee, or examiner has been appointed the cases. CROSS ISLAND: Sahn Ward OK'd for Zoning and Land Use Concerns ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized Cross Island Plaza, Inc., et al., to employ Sahn Ward Coschignano & Baker, PLLC as special counsel. SWCB, as special counsel, will provide legal services relating to zoning and land use issues regarding the real property owned by the Debtors. Specifically, SWCB will, among other things, provide:: a. due diligence investigation and report as to the current zoning of the properties and the compliance of the properties with all applicable zoning laws and regulations; b. general land use and zoning advice; and c. analysis and strategy advice concerning all land use approvals required for properties. SWCB has agreed to initially limit its fees for legal services to $75,000, and expenses to $15,000, subject to increasing those amounts upon the consent of the Debtors and the lender. Subject to these limitations, SWCB will be paid usual and customary fees for services rendered and reimbursed for all reasonable and necessary out-of-pocket expenditures. To the best of the Debtors' knowledge, SWCB has no connection which is adverse to the Debtors, creditors or any other parties in interest or their respective attorneys. About Cross Island Plaza Rosedale, New York-based Cross Island Plaza, Inc., and affiliate Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012. Cross Island claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). The Debtor disclosed $30,637,984 in assets and $74,014,238 in liabilities as of the Chapter 11 filing. CIP owns and operates an office building and parking lot known as "One Cross Island Plaza" in Rosedale. The property consists of three floors and a lower level which is occupied by roughly 100 tenants. Block owns an additional parking lot in close proximity to the One Cross Island Plaza, and has entered into a ground lease with CIP to provide additional parking space for two tenants of Cross Island. Judge Nancy Hershey Lord presides over the cases. Adam L. Rosen, Esq., at Silverman Acampora LLP, serves as the Debtors' counsel. The petition was signed by Chloe Henning, authorized representative. To date, no committee, trustee, or examiner has been appointed the cases. CROSS ISLAND: SilvermanAcampora LLP Approved as Bankruptcy Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of New York authorized Cross Island Plaza, Inc., et al., to employ SilvermanAcampora LLP as general bankruptcy counsel. Prior to the Petition Date, SilvermanAcampora received a retainer from the Debtors in the amount of $215,000 and $87,054 for services rendered and expenses incurred. As of the Petition Date, SilvermanAcampora was holding a retainer in the amount of $127,946, which will be applied against fees and expenses incurred after the Petition Date. To the best of the Debtors' knowledge, SilvermanAcampora is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Cross Island Plaza Rosedale, New York-based Cross Island Plaza, Inc., and affiliate Block 1892 Realty Corp. filed Chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 12-42491 and 12-42493) on April 4, 2012. Cross Island claims to be a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101 (51B). The Debtor disclosed $30,637,984 in assets and $74,014,238 in liabilities as of the Chapter 11 filing. CIP owns and operates an office building and parking lot known as "One Cross Island Plaza" in Rosedale. The property consists of three floors and a lower level which is occupied by roughly 100 tenants. Block owns an additional parking lot in close proximity to the One Cross Island Plaza, and has entered into a ground lease with CIP to provide additional parking space for two tenants of Cross Island. Judge Nancy Hershey Lord presides over the cases. Adam L. Rosen, Esq., at Silverman Acampora LLP, serves as the Debtors' counsel. The petition was signed by Chloe Henning, authorized representative. To date, no committee, trustee, or examiner has been appointed the cases. DAYTOP VILLAGE: Wants to Employ Garfunkel Wild as Special Counsel ----------------------------------------------------------------- Daytop Village Foundation Incorporated and Daytop Village, Inc., ask the Bankruptcy Court for authority to employ Garfunkel Wild, P.C., as special healthcare counsel to the Debtors, effective as of July 17, 2012. The Debtors have determined that the retention of Garfunkel Wild is essential to the operation of their business and the effective and efficient administration of these Chapter 11 Cases, particularly in light of the numerous healthcare and regulatory issues with which the Debtors are currently faced. As their special healthcare counsel, the Debtors seek Garfunkel Wild to, inter alia: A. provide regulatory advice to the Debtors and consult with the Debtors on healthcare and other non-bankruptcy related matters; B. provide continuing legal advice in connection with health care, regulatory, and other non-bankruptcy related issues; C. provide advice to the Debtors on matters relating to the Patient Care Ombudsman; D. assist in providing non-bankruptcy, real estate, corporate and commercial assistance as may relate to the sale, lease or other disposition of assets of the estates, as such disposition relates to healthcare or regulatory issues; E. perform such other non-bankruptcy related legal services and assistance desirable and necessary to the efficient and economic administration of these estates. The Debtors and Garfunkel Wild have agreed that the firm will be paid its customary hourly rates for services rendered, and that it will be reimbursed according to Garfunkel Wild's customary reimbursement policies. Garfunkel Wild's hourly rates for partners currently range from $400 to $510. The hourly billing rates of Garfunkel Wild?s senior attorneys, associates and paralegals currently range from approximately $170 to $400. To the best of the Debtors' knowledge, Garfunkel Wild is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Daytop Village Daytop Village Foundation Incorporated, along with affiliate Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11436) on April 5, 2012, in Manhattan. In 1963, Father William O'Brien and Dr. Alexander Bassin founded the Daytop Lodge, a substance abuse treatment facility, in Staten Island. Today, Daytop is the third largest substance abuse agency operating in the State of New York and the only substance abuse agency operating world-wide under a contract with the Unites States State Department. It provides family-oriented substance abuse treatment for adults and adolescents. Through six residential facilities and eight outreach clinics in New York, Daytop offers individual treatment plans by providing professional counseling, medical, social and spiritual attention. Judge Shelley C. Chapman presides over the Chapter 11 cases. Lowenstein Sandler PC is the Debtors' counsel. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Debtors' Restructuring and Management Officer is Marotta Gund Budd Dezera LLC. The petition was signed by Michael Dailey, chief executive officer. Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in assets and $45.03 million of liabilities. DVF has $42.20 million in assets and $32.00 million in liabilities as of Jan. 31, 2012. Island Funding II, the DIP lender, is represented by Paul R. DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP. Counsel to the prepetition lender Signature Bank is Stephen D. Brodie, Esq., at Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn & Hessen LLP. Counsel to the prepetition lender Hudson Valley Bank is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C. The Official Committee of Unsecured Creditors was formed April 17, 2012. Bendinger & Schlesinger, Inc., is the chair of the Committee. Alvarez & Marsal Healthcare Industry Group LLC is the Committee's financial advisor. Robinson Brog Leinwand Greene Genovese & Gluck P.C. is the Committee's counsel. Eric M. Huebscher was appointed Patient Care Ombudsman in the case. DAYTOP VILLAGE: Wants to Employ MKR as Real Estate Broker --------------------------------------------------------- Daytop Village Foundation Incorporated and Daytop Village, Inc., ask the Bankruptcy Court to approve their employment of Massey Knakal Realty of Manhattan LLC as real estate broker effective as of July 30, 2012. Given the size and value of the Properties, Daytop Village Foundation (DVF) has determined in its business judgment that it requires the assistance of an experienced real estate broker to assist with their marketing and disposition. MKR has extensive experience selling real estate in the New York area, and the knowledge of the market and depth of experience that MKR possesses will be invaluable to DVF's efforts to obtain the greatest possible value for the Properties. Pursuant to the Agreement, MKR will (i) prepare and widely circulate marketing/sales materials to other brokers and prospective buyers or investors of the Properties; (ii) promptly and widely list the subject properties for sale within the real estate brokerage community; and (iii) promptly disclose any information regarding prospective interest in the Properties to DVF. MKR will be compensated by commission in connection with a sale of each Property at a commission ranging from 1.5% to 5%. To the extent MKR is successful in procuring the sale of three or more of the Properties, the Commission payable to MKR will range from 1% to 4.5%. The Commission will be earned and payable only upon and at the transfer of title for any of the Properties, and will be payable solely from the proceeds of the sale. No Commission or other compensation will be deemed earned or payable to MKR unless and until a sale contract satisfactory to DVF is executed, approved by this Court, the sale closes, and the purchaser pays the full purchase price for any of the Properties. The Debtors submit that, given MKR's well-known experience and knowledge in providing real estate broker services, the proposed terms of MKR?s retention are reasonable and are in the best interest of the estate. MKR is a diversified real estate company, representing owners in the sale, retail lease and/or financing of their properties. With over 100 employees, four offices and thorough coverage of the five boroughs of New York City, Westchester County, Long Island and New Jersey, MKR dominates the New York metropolitan area's property transaction marketplace. For over two decades, MKR has focused exclusively on the New York metropolitan area, building strong relationships within the neighborhoods it represents and developing an extensive database of customers that includes all of the major investors, institutions, agencies and individuals that are active in real estate in the area. Since 1998, MKR's real estate agents have closed over 4,200 transactions having an aggregate market value in excess of $15 billion. About Daytop Village Daytop Village Foundation Incorporated, along with affiliate Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11436) on April 5, 2012, in Manhattan. In 1963, Father William O'Brien and Dr. Alexander Bassin founded the Daytop Lodge, a substance abuse treatment facility, in Staten Island. Today, Daytop is the third largest substance abuse agency operating in the State of New York and the only substance abuse agency operating world-wide under a contract with the Unites States State Department. It provides family-oriented substance abuse treatment for adults and adolescents. Through six residential facilities and eight outreach clinics in New York, Daytop offers individual treatment plans by providing professional counseling, medical, social and spiritual attention. Judge Shelley C. Chapman presides over the Chapter 11 cases. Lowenstein Sandler PC is the Debtors' counsel. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Debtors' Restructuring and Management Officer is Marotta Gund Budd Dezera LLC. The petition was signed by Michael Dailey, chief executive officer. Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in assets and $45.03 million of liabilities. DVF has $42.20 million in assets and $32.00 million in liabilities as of Jan. 31, 2012. Island Funding II, the DIP lender, is represented by Paul R. DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP. Counsel to the prepetition lender Signature Bank is Stephen D. Brodie, Esq., at Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn & Hessen LLP. Counsel to the prepetition lender Hudson Valley Bank is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C. The Official Committee of Unsecured Creditors was formed April 17, 2012. Bendinger & Schlesinger, Inc., is the chair of the Committee. Alvarez & Marsal Healthcare Industry Group LLC is the Committee's financial advisor. Robinson Brog Leinwand Greene Genovese & Gluck P.C. is the Committee's counsel. Eric M. Huebscher was appointed Patient Care Ombudsman in the case. DAYTOP VILLAGE: Ombudsman Hires Baker & Hostetler as Counsel ------------------------------------------------------------ The Bankruptcy Court has authorized Eric M. Huebscher, the patient care ombudsman appointed in the Chapter 11 cases filed by Daytop Village Foundation Inc., et al., to retain the law firm of Baker & Hostetler LLP, as counsel for the Ombudsman, nunc pro tunc to June 1, 2012. The Bankruptcy Court ruled that the total fees and expenses chargeable to the Debtors' estates for services rendered in the aggregate by the Ombudsman and Baker Hostetler for the period from June 1, 2012, through Dec. 31, 2012, will be capped at $253,500. About Daytop Village Daytop Village Foundation Incorporated, along with affiliate Daytop Village Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11436) on April 5, 2012, in Manhattan. In 1963, Father William O'Brien and Dr. Alexander Bassin founded the Daytop Lodge, a substance abuse treatment facility, in Staten Island. Today, Daytop is the third largest substance abuse agency operating in the State of New York and the only substance abuse agency operating world-wide under a contract with the Unites States State Department. It provides family-oriented substance abuse treatment for adults and adolescents. Through six residential facilities and eight outreach clinics in New York, Daytop offers individual treatment plans by providing professional counseling, medical, social and spiritual attention. Judge Shelley C. Chapman presides over the Chapter 11 cases. Lowenstein Sandler PC is the Debtors' counsel. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Debtors' Restructuring and Management Officer is Marotta Gund Budd Dezera LLC. The petition was signed by Michael Dailey, chief executive officer. Daytop Village Inc., as of Jan. 31, 2012 has $8.68 million in assets and $45.03 million of liabilities. DVF has $42.20 million in assets and $32.00 million in liabilities as of Jan. 31, 2012. Island Funding II, the DIP lender, is represented by Paul R. DeFilippo, Esq., at Wollmuth Maher & Deutsch LLP. Counsel to the prepetition lender Signature Bank is Stephen D. Brodie, Esq., at Herrick Feinstein LLP; and Joshua I. Divack, Esq., at Hahn & Hessen LLP. Counsel to the prepetition lender Hudson Valley Bank is James P. Blose, Esq., at Griffin Coogan Blose & Sulzer P.C. The Official Committee of Unsecured Creditors was formed April 17, 2012. Bendinger & Schlesinger, Inc., is the chair of the Committee. Alvarez & Marsal Healthcare Industry Group LLC is the Committee's financial advisor. Robinson Brog Leinwand Greene Genovese & Gluck P.C. is the Committee's counsel. Eric M. Huebscher was appointed Patient Care Ombudsman in the case. DELTA PETROLEUM: Wants to Modify Conway MacKenzie Employment ------------------------------------------------------------ BankruptcyData.com reports that Delta Petroleum filed with the U.S. Bankruptcy Court a motion to modify the employment and retention of Conway MacKenzie Management Services (Contact: John T. Young, Jr.) to permit CMS personnel to assume executive officer positions. Specifically, the Debtors are requesting approval of the appointment of (a) John T. Young, Jr. as chief financial officer of the Debtors and (b) R. Seth Bullock as treasurer of the Debtors. The Court scheduled a Sept. 23, 2012 hearing to consider the motion. About Delta Petroleum Delta Petroleum Corporation (NASDAQ: DPTR) is an independent oil and gas company engaged primarily in the exploration for, and the acquisition, development, production, and sale of, natural gas and crude oil. Natural gas comprises over 90% of Delta's production services. The core area of its operations is the Rocky Mountain Region of the United States, where the majority of the proved reserves, production and long-term growth prospects are located. Delta and seven of its subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 11-14006 to 11-14013, inclusive) on Dec. 16, 2011, roughly six weeks before the Jan. 31, 2012 scheduled maturity of its $38.5 million secured credit facility with Macquarie Bank Limited and after several months of unsuccessful attempts to sell the business. Delta disclosed $375,498,248 in assets and $310,679,157 in liabilities, which also include $152,187,500 in outstanding obligations on account of the 7% senior unsecured notes issued in March 2005 with US Bank National Association indenture trustee; and $115,527,083 in outstanding obligations on account of 3-3/4% Senior Convertible Notes due 2037 issued in April 2007. In its amended schedules, the Delta Petroleum disclosed $373,836,358 in assets and $312,864,788 in liabilities. W. Peter Beardsley, Esq., Christopher Gartman, Esq., Kathryn A. Coleman, Esq., and Ashley J. Laurie, Esq., at Hughes Hubbard & Reed LLP, in New York, N.Y., represent the Debtors as counsel. Derek C. Abbott, Esq., Ann C. Cordo, Esq., and Chad A. Fights, Esq., at Morris, Nichols, Arsht & Tunnel LLP, in Wilmington, Del., represent the Debtors as co-counsel. Conway Mackenzie is the Debtors' restructuring advisor. Evercore Group L.L.C. is the financial advisor and investment banker. The Debtors selected Epiq Bankruptcy Solutions, LLC as claims and noticing agent. The petition was signed by Carl E. Lakey, chief executive officer and president. Laramie Energy II LLC has been approved by the Court to serve as the sponsor for Delta's reorganization plan. Delta Petroleum has won approval for its disclosure statement explaining the Chapter 11 reorganization plan. DEX ONE: S&P Revises Outlook on 'CCC' CCR to Developing ------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Dex One Corp. to developing from negative. Existing ratings on the company, including the 'CCC' corporate rating, were affirmed. "The outlook revision to developing reflects our expectation that if the merger is successful, Dex Media will benefit from cost synergies and tax attributes that could increase cash flow generation and its ability to repay debt," said Standard & Poor's credit analyst Chris Valentine. "Additionally, the proposed maturity extension will delay the previous refinancing risk surrounding the $1.9 billion facility due 2014 at Dex One and $1.5 billion due 2015 at SuperMedia Inc." "Still given the need for 100% lender approval for the deal and extension to go through, we see a risk that terms could change," cautioned Mr. Valentine. "Refinancing risk and structural decline of this business are both crucial factors in our current ratings." "The 'CCC' corporate credit rating reflects our view that Dex One's business will remain under severe pressure given the unfavorable outlook for print directory advertising. We view the company's rising debt leverage, low debt trading levels, weak operating outlook, and steadily declining discretionary cash flow as indications of financial distress. As such, we continue to assess the company's financial risk profile as 'highly leveraged,' based on our criteria. We regard the company's business risk profile as 'vulnerable,' based on significant risks of continued structural and cyclical decline in the print directory sector. Structural risks include increased competition from online and other distribution channels, as small business advertising expands across a greater number of marketing channels," S&P said. "While we expect the merger to bring cost synergies, we do not expect it to materially change the near-term business outlook for the sector. We expect the shift from print to digital media will continue and that directories will still find it difficult to retain their niche in this competitive marketplace. Our business risk assessment of the combined company will likely remain 'vulnerable,'" S&P said. "The developing rating outlook reflects our expectation that benefits from the merger will improve the combined new entity's cash flow generation and ability repay debt. We could raise the rating one notch to 'CCC+', consistent with a consolidated analysis with SuperMedia, if Dex One completes the proposed merger and achieves the proposed extension of its credit facilities. Further rating upside potential would entail an improvement in business conditions. We could revise the outlook back to negative if the company is unsuccessful in completing the transaction, and if EBITDA declines accelerate," S&P said. DOLLAR THRIFTY: S&P Places 'B+' Corp Credit Rating on CreditWatch ----------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B+' corporate credit rating on Tulsa, Okla.-based auto renter Dollar Thrifty Automotive Group Inc. (DTAG) on CreditWatch with negative implications. "We based this action on Hertz Global Holdings Inc.'s (B+/Watch Neg/--) announcement earlier in the day that it had entered into a definitive merger agreement to acquire competitor DTAG for $2.6 billion of cash and the assumption of $1.6 billion of DTAG's debt. (DTAG has no rated debt)," S&P said. "The $2.6 billion acquisition would be funded through a combination of Hertz's cash, DTAG's cash, and debt, for which Hertz has committed financing. Hertz would also assume $1.6 billion of DTAG's fleet debt. Hertz has indicated it expects at least $160 million of annual cost synergies, in addition to revenue opportunities from combining the two companies," S&P said. "Hertz's acquisition of DTAG would increase the combined entity's market share in the U.S. The acquisition, which requires regulatory approval and the divestiture of certain assets (including Hertz's modest leisure Advantage brand and some DTAG airport locations), would increase penetration for the combined entity in the leisure segment," S&P said. "We will evaluate the combined entity's business risk and financial risk profiles, pro forma for the DTAG acquisition, to resolve the CreditWatch," said Standard & Poor's credit analyst Betsy Snyder. "A downgrade, if any, would likely be limited to one notch. Alternatively, we could affirm the ratings if we believe the combined entity's increased earnings and cash flow more than offsets the incremental debt." DYNEGY INC: Holders of $3.5-Bil. in Claims Vote in Favor of Plan ---------------------------------------------------------------- Dynegy Inc. and Dynegy Holdings, LLC disclosed that their creditors voted in support of their Joint Plan of Reorganization, with creditors holding approximately $3.5 billion of claims, or over 99% of the value of claims that voted, approving the Plan (this reflects approval by approximately 87% of the number of creditors who voted). A hearing to consider confirmation of the plan of reorganization is scheduled for Sep. 5, 2012. Dynegy and Dynegy Holdings, LLC expect to emerge from bankruptcy shortly after confirmation of the plan. Upon emergence, the Company proposes to have a seven member Board of Directors. The proposed new directors have been named by a selection committee appointed by the Company's creditors. The Board appointments will be effective upon the Company's emergence from chapter 11. Dynegy President and Chief Executive Officer Robert C. Flexon is proposed to remain on the Board. The remaining slate of proposed directors consists of Pat Wood III (Chairman), Hilary E. Ackermann, Paul Barbas, Richard Kuersteiner, Jeffrey S. Stein, and John R. Sult. Pat Wood, III has served as a principal of Wood3 Resources, an energy infrastructure developer, since July 2005. Known for his leadership in the development of competitive energy markets, Mr. Wood served as chairman of the Federal Energy Regulatory Commission from 2001 to 2005. From 1995 until 2001, he chaired the Public Utility Commission of Texas. Prior to 1995, Mr. Wood was an attorney with Baker & Botts and an engineer with ARCO Indonesia. Hilary E. Ackermann served as Chief Risk Officer with Goldman Sachs Bank USA from 2008 to 2011. Her responsibilities included managing credit, market and operational risk for Goldman Sach's commercial bank; developing the bank's risk management infrastructure including policies and procedures and processes; and maintaining relationships with bank regulators. Ms. Ackermann began her career at Goldman, Sachs & Co. in 1985 and served in roles of increasing responsibility. Paul M. Barbas was President and Chief Executive Officer of DPL Inc. and its principal subsidiary, The Dayton Power and Light Company (DP&L) until 2011. He also served on the Board of Directors of DPL Inc. and DP&L. Mr. Barbas joined DPL in October 2006 as President and CEO. Prior to joining DPL he held various executive roles at Dover, Delaware-based Chesapeake Utilities Corporation. Mr. Barbas began his career in 1981 at General Electric, where he served in a variety of operations and financial positions until 1998. Robert C. Flexon serves as President and Chief Executive Officer. Prior to joining Dynegy in July 2011, he served as the Chief Financial Officer of UGI Corporation from February to June 2011. He was the Chief Executive Officer of Foster Wheeler AG from June 2010 until October 2010 and the President and Chief Executive Officer of Foster Wheeler USA from November 2009 until May 2010. Prior to joining Foster Wheeler, Mr. Flexon was an Executive Vice President at NRG Energy, Inc. from 2004 to 2009 serving as Chief Financial Officer and Chief Operating Officer. Prior to joining NRG Energy, Mr. Flexon held various key executive positions with Hercules, Inc. and Atlantic Richfield Company. He has served as a Dynegy Director since June 2011. Richard Kuersteiner served as a member of the Franklin Templeton Investments legal department from 1990 until May 2012 in various roles including Managing Corporate Counsel, Director of Restructuring, and Associate General Counsel. He also was an officer of virtually all of the Franklin, Templeton, and Mutual Series Funds and a member of the Stanford Institutional Investors' Forum. Mr. Kuersteiner has helped restructure over 100 major corporations and has served on or chaired numerous official creditors' committees. Prior to joining Franklin Templeton Investments, Mr. Kuersteiner clerked for a United States District Court Judge, was in the Navy Judge Advocate General's Corp, served as an Assistant Florida Attorney General, a managing attorney in the Navy Office of the General Counsel, a NASA attorney, and a Special Assistant United States Attorney for the Northern and Southern Districts of California. Jeffrey S. Stein is a Co-Founder and Managing Partner of Power Capital Partners LLC. Mr. Stein is an investment professional with over 19 years of experience in the high yield, distressed debt and special situations asset class who has substantial experience investing in the merchant power and regulated electric utility industries. From January 2003 through December 2009, Mr. Stein served as the Co-Director of Research at Durham Asset Management LLC. From July 1997 to December 2002, Mr. Stein was a Director at The Delaware Bay Company, Inc. From September 1991 to August 1995, Mr. Stein was an Associate at Shearson Lehman Brothers in the Capital Preservation & Restructuring Group. John R. Sult served as Chief Financial Officer of El Paso Corporation from November 2009 until May 2012. Prior to his role as Chief Financial Officer, Mr. Sult served as El Paso's Chief Accounting Officer and Controller since November 2005. During his tenure at El Paso, Mr. Sult also held the position of Chief Financial Officer for El Paso's publicly traded master limited partnership, El Paso Pipeline Partners, L. P., from August 2007 until May 2012, in addition to serving on the board of directors of the general partner. Prior to joining El Paso, he served as Vice President and Controller for Halliburton Energy Services. Before joining Halliburton, he spent over 20 years with Arthur Andersen ultimately serving as an Audit and Business Advisory Partner. About Dynegy Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) Nov. 7, 2011, to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion. Dynegy Inc. on July 6, 2012, filed a voluntary petition to reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to effectuate a merger with Dynegy Holdings, pursuant to Holdings' Chapter 11 plan. A settlement, which has already been approved by the bankruptcy court, provides for Dynegy Inc. and Holdings to merge and for the administrative claim granted to Dynegy Inc. in the Holdings Chapter 11 case to be transferred out of Dynegy Inc. for the benefit of its shareholders. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. The financial advisor is FTI Consulting. The Official Committee of Unsecured Creditors in Holdings' cases has tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Dynegy Inc. is represented by White & Case LLP and advised by Lazard Freres & Co. LLC. DYNEGY INC: Litespeed Bid for Equity Committee Denied ----------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that Chief U.S. Bankruptcy Judge Cecelia G. Morris on Friday denied Dynegy Inc. shareholder Litespeed Management LLC's bid for the appointment of an official committee of noninsider equity holders, which it had argued was necessary to ensure fairness to shareholders in the case. About Dynegy Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) Nov. 7, 2011, to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion. Dynegy Inc. on July 6, 2012, filed a voluntary petition to reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to effectuate a merger with Dynegy Holdings, pursuant to Holdings' Chapter 11 plan. A settlement, which has already been approved by the bankruptcy court, provides for Dynegy Inc. and Holdings to merge and for the administrative claim granted to Dynegy Inc. in the Holdings Chapter 11 case to be transferred out of Dynegy Inc. for the benefit of its shareholders. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. The financial advisor is FTI Consulting. The Official Committee of Unsecured Creditors in Holdings' cases has tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Dynegy Inc. is represented by White & Case LLP and advised by Lazard Freres & Co. LLC. DYNEGY INC: Creditors Avidly Support Reorganization Plan -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Dynegy Holdings LLC and parent Dynegy Inc. reported to the bankruptcy court on Aug. 27 that creditors were nearly unanimous in support of the companies' Chapter 11 reorganization plan. The confirmation hearing for approval of the plan is set for Sept. 5. More than 99.8% in amount of $3.5 billion in claims against Dynegy Holdings were in favor of the plan. For the parent Dynegy Inc., all $21.3 million in claims voted "yes." Only unsecured creditors were entitled to vote on the plan. According to the report, Dynegy Holdings already received approval from the bankruptcy court to merge with parent Dynegy Inc. when the two companies implement their reorganization plan. Through the merger and reorganization plan, creditors of Dynegy Holdings will own 99% of the combined companies' stock. The Dynegy parent will be the surviving entity in the merger. The report relates that unsecured creditors of Dynegy Holdings with claims totaling about $4.2 billion were told in disclosure materials they could expect a recovery between 59% and 89%. As part of a previously approved settlement, the Dynegy parent is to receive 1% of the merged companies' stock and warrants for another 13.5%. The stock and warrants will go into a trust, which Dynegy intends for benefit of the parent company's existing stockholders. About Dynegy Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) Nov. 7, 2011, to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion. Dynegy Inc. on July 6, 2012, filed a voluntary petition to reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to effectuate a merger with Dynegy Holdings, pursuant to Holdings' Chapter 11 plan. A settlement, which has already been approved by the bankruptcy court, provides for Dynegy Inc. and Holdings to merge and for the administrative claim granted to Dynegy Inc. in the Holdings Chapter 11 case to be transferred out of Dynegy Inc. for the benefit of its shareholders. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. The financial advisor is FTI Consulting. The Official Committee of Unsecured Creditors in Holdings' cases has tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Dynegy Inc. is represented by White & Case LLP and advised by Lazard Freres & Co. LLC. EASTMAN KODAK: FlashPoint to Appeal Ruling on Rights to 5 Patents ----------------------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that FlashPoint Technology Inc., the Apple Inc. spinoff that, along with its ex- parent, is claiming a number of Eastman Kodak Co. patents, said Thursday it will appeal a New York bankruptcy judge's ruling that its claims to five of the disputed patents were time-barred. According to Law360, FlashPoint filed a notice of appeal saying it will take the matter up with the Southern District of New York and will file a motion for leave to appeal if necessary. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Kodak disclosed $5.10 billion in assets and $6.75 billion in liabilities as of Sept. 30, 2011. The net book value of all assets located outside the United States as of Dec. 31, 2011 is $13.5 million. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. EASTMAN KODAK: To Shift Focus on Commercial Printing Business ------------------------------------------------------------- Carolina Bolado Bankruptcy Law360 reports that Eastman Kodak Co. said it plans to sell its personalized imaging and document imaging businesses and reorganize with a focus on commercial printing and enterprise services. Kodak hopes the sales of these assets, along with the ongoing auction of its digital imaging patent portfolio, will help the company emerge from Chapter 11 in 2013, according to a company statement obtained by Bankruptcy Law360. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Kodak disclosed $5.10 billion in assets and $6.75 billion in liabilities as of Sept. 30, 2011. The net book value of all assets located outside the United States as of Dec. 31, 2011 is $13.5 million. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. EASTMAN KODAK: Wrongly Redacted Notebook, ITC Judge Finds --------------------------------------------------------- Brian Mahoney at Bankruptcy Law360 reports that an administrative law judge has ruled that Eastman Kodak Co. inappropriately redacted an inventor's notebook before handing it over to HTC Corp. in a U.S. International Trade Commission investigation over HTC's and Apple Inc.'s alleged infringement of digital imaging patents. In an order compelling production of documents, Judge E. James Gildea said Kodak was not supposed to redact portions of an inventor?s notebook before releasing it to HTC for pretrial discovery purposes. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Kodak disclosed $5.10 billion in assets and $6.75 billion in liabilities as of Sept. 30, 2011. The net book value of all assets located outside the United States as of Dec. 31, 2011 is $13.5 million. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. EXCELITAS TECHNOLOGIES: S&P Keeps 'BB-' Rating on $238MM Credit --------------------------------------------------------------- Standard & Poor's Ratings Services said its 'BB-' issue rating and '2' recovery rating on Waltham, Mass.-based Excelitas Technologies Corp.'s credit facility (due 2016) remain unchanged after the company announced it will seek to add $23 million to its existing $215 million credit facility, bringing the total issue amount to $238 million. Excelitas provides custom-designed lighting and sensor components, subsystems, and integrated solutions to global original equipment manufacturers. The company will use the proceeds to fund an acquisition. The '2' recovery rating indicates our expectation of a substantial (70% to 90%) recovery for lenders in the event of a payment default. "The 'B+' corporate credit rating and stable outlook on Excelitas remain unchanged. Although credit measures are somewhat weaker than our expectations for the rating, we believe that over the next 12 months the company will maintain credit protection measures in line with our indicative ratios for an 'aggressive' financial risk profile, including the ratio of total debt to EBITDA of 4x-5x over the business cycle. Our 'weak' business risk profile assessment incorporates our view of the company's position in a small niche industry and its modest cash flow," S&P said. RATINGS LIST Excelitas Technologies Corp. Corporate Credit Rating B+/Stable/-- Ratings Remain Unchanged Excelitas Technologies Corp. $238 mil credit facility due 2016 BB- Recovery Rating 2 FULLER BRUSH: Committee Can Retain CBIZ MHM as Financial Advisor ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized the Official Committee of Unsecured Creditors of The Fuller Brush Company, Inc., et al., to retain CBIZ MHM, LLC as its financial advisors. CBIZ will, among other things: -- assist the Committee in any litigation regarding negotiations with the DIP agent, valuation issues, etc; -- assist the Debtors and the Committee to investigate and pursue avoidance actions, including preferences, transfers to the prepetition agent or prepetition lenders and other potentially valuable actions; and -- assist the Debtors and the Committee in reconciling claims filed against the estates. Esther Duval, CPA, a managing director of CBIZ, tells the Court that the hourly rates of the firm's professionals are: Directors and Managing Directors $385 - $685 Managers and Senior Managers $320 - $385 Senior Associates and Staff $130 - $320 To the best of the Committee's knowledge, CBIZ is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About The Fuller Brush Company The Fuller Brush Company -- http://www.fuller.com/-- sells branded and private label products for personal care, commercial and household cleaning and has a current catalog of 2,000 cleaning products. Some of Fuller's retail partners include Home Trends, Bi-Mart, Byerly's, Lunds, Home Depot, Do-It-Best, Primetime Solutions, Vermont Country Store and Starcrest. Founded in 1906 and based in Great Bend, Kansas, The Fuller Brush Company, Inc., and its parent, CPAC, Inc., filed for Chapter 11 protection (Bankr. S.D.N.Y. Case Nos. 12-10714 and 12-10715) in Manhattan on Feb. 21, 2012. Fuller Brush filed for bankruptcy five years after the company was taken over by private equity firm Buckingham Capital Partners. Fuller, which has 180 employees as of the Chapter 11 filing, disclosed $22.9 million in assets and $50.9 million in debt. Fuller said it will be business as usual while undergoing Chapter 11 restructuring. But it said that while in reorganization, it intends to trim about half of the current catalog of cleaning products. Herrick Feinstein LP serves as the Debtors' bankruptcy counsel. The official committee of unsecured creditors has tapped the law firm of Kelley Drye & Warren LLP as counsel. The reorganization is being financed with a $5 million loan from an affiliate of Victory Park Capital Advisors LLC, the secured lender owed $22.7 million that plans to buy the business in exchange for debt. GETTY PETROLEUM: Ch. 11 Liquidation Plan Confirmed -------------------------------------------------- Lisa Uhlman at Bankruptcy Law360 reports that U.S. Bankruptcy Judge Shelley C. Chapman on Friday confirmed Getty Petroleum Marketing Inc.'s Chapter 11 plan of liquidation, which was floated by its unsecured creditors committee, issuing findings of fact and conclusions of law overruling remaining objections to the plan. As reported in the TCR on Aug. 21, 2012, the Official Committee of Unsecured Creditors for Getty Petroleum Marketing, et al., filed this month a first modification to its First Amended Plan of Liquidation for the Debtor. Changes to the Plan include new subclasses for secured claims and a provision that says the Debtors are not discharged by Plan confirmation and the Plan won't affect obligations of any insurance companies, unless otherwise stated. According to the Amended Disclosure Statement, the First Amended Plan constitutes a straight-forward liquidating plan for all of the Debtors. The Amended Plan provides for all of the property of the Debtors to be liquidated over time, and for the proceeds to be allocated and distributed to the holders of certain Allowed Claims. An initial distribution is to occur on the Effective Date of the First Amended Plan or soon as practicable thereafter. Assets are to be held by a Liquidating Trust and administered by the Liquidating Trustees who will, among other things, liquidate assets, resolve disputed claims, pursue any reserved causes of action, wind up the affairs of the Debtors, and make interim and final distributions to holders of Allowed Claims in accordance with the First Amended Plan. A full-text copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/GETTY_PETROLEUM_ds_1amended.pdf About Getty Petroleum A remnant of J. Paul Getty's oil empire, Getty Petroleum Marketing markets gasolines, hydraulic fluids, and lubricating oils through a network of gas stations owned and operated by franchise holders. A former subsidiary of Russian oil giant LUKOIL, the company operates in the Mid-Atlantic and Northeastern US states. Getty Petroleum Marketing's primary asset is the more than 800 gas stations in the Mid-Atlantic states which are located on properties owned by Getty Realty. After scaling back the company's operations to cut debt, in 2011 LUKOIL sold Getty Petroleum Marketing to investment firm Cambridge Petroleum Holding for an undisclosed price. Getty Petroleum and three affiliates filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case Nos. 11-15606 to 11-15609) on Dec. 5, 2011. Judge Shelley C. Chapman presides over the case. Loring I. Fenton, Esq., John H. Bae, Esq., Kaitlin R. Walsh, Esq., and Michael J. Schrader, Esq., at Greenberg Traurig, LLP, in New York, N.Y., serve as the Debtors' counsel. Ross, Rosenthal & Company, LLP, serves as accountants for the Debtors. Getty Petroleum Marketing, Inc., disclosed $46.6 million in assets and $316.8 million in liabilities as of the Petition Date. The petition was signed by Bjorn Q. Aaserod, chief executive officer and chairman of the board. The Official Committee of Unsecured Creditors is represented by Wilmer Cutler Pickering Hale and Dorr LLP. Alvarez & Marsal North America, LLC, serves as the Committee's financial advisors. GLOBAL AVIATION: Seeks Court Approval on CBA Amendments ------------------------------------------------------- BankruptcyData.com reports that World Airways and North American Airlines filed with the U.S. Bankruptcy Court a motion to enter amendments to their collective bargaining agreements with the International Brotherhood of Teamsters, the Air Line Pilots Association, and the Transport Workers Union. World and North American agreed with each Union on five-year CBAs containing a package of modifications that will reduce the Debtors' going- forward expenses by more than $100 million. "The Agreements are ultimately contingent on confirmation of a plan of reorganization consistent with the parties' global deal; if confirmation is not achieved, the Agreements will be void and the parties will need to return to the negotiating table," the airlines, as cited by BankruptcyData.com, explained. The Court scheduled a Sept. 12, 2012 hearing on the matter. About Global Aviation Holdings Global Aviation Holdings Inc., based in Peachtree City, Ga., is the parent company of North American Airlines and World Airways. Global is the largest commercial provider of charter air transportation for the U.S. military, and a major provider of worldwide commercial global passenger and cargo air transportation services. North American Airlines, founded in 1989 and based in Jamaica, N.Y., operates passenger charter flights using B757-200ER and B767-300ER aircraft. World Airways, founded in 1948 and based in Peachtree City, Ga., operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. Global Aviation, along with affiliates, filed Chapter 11 petitions (Bankr. E.D.N.Y. Case No. 12-40783) on Feb. 5, 2012. Global's lead counsel in connection with the restructuring is Kirkland & Ellis LLP and its financial advisor is Rothschild. Kurtzman Carson Consultants LLC is the claims agent. The Debtors disclosed $589.8 million in assets and $493.2 million in liabilities as of Dec. 31, 2011. Liabilities include $146.5 million on 14% first-lien secured notes and $98.1 million on a second-lien term loan. Wells Fargo Bank NA is agent for both. Global said it will use Chapter 11 to shed 16 of 30 aircraft. In addition, Global said it will use Chapter 11 to negotiate new collective bargaining agreements with its unions and deal with liabilities on multi-employer pension plans. On Feb. 13, 2012, the U.S. Trustee for Region 2 appointed a seven member official committee of unsecured creditors in the case. The Committee tapped Lowenstein Sandler PC as its counsel, and Imperial Capital, LLC as its financial advisor. The Hon. Carla E. Craig has extended the Debtors' exclusive period to file a Chapter 11 plan for each Debtor until Oct. 2, 2012, and the exclusive period to solicit acceptances of a Chapter 11 plan of each Debtor until Dec. 3, 2012. GOLDEN TEMPLE: Can Employ Ford Elsaesser as Associate Mediator -------------------------------------------------------------- The Bankruptcy Court authorized EWTC Management, LLC, fka Golden Temple Management LLC, to employ Ford Elsaesser, Esq., of Elsaesser Jarzabek Anderson Elliott & Macdonald, Chtd., as associate mediator nunc pro tunc to March 7, 2012. The litigation and contention of various parties against EWTC, Khalsa, East West Tea, and non-bankrupt parties are pending in multiple courts. The Debtor has potential claims against professionals which are property of the estate. A number of non- debtor parties have also asserted claims against the same professionals, either by formal lawsuit or informal communication of claims. Because of these and other issues and based on the motion of the Debtor, an order was entered referring the case to mediation. The designated mediator, Hon. Michael R. Hogan, filed his initial report and recommendations. One of Judge Hogan's recommendations was to appoint Ford Elsaesser as associate mediator. Agreeing with that recommendation, on March 7, 2012, the Court ordered that: "Ford Elsaesser, Esq. will be appointed as associate mediator upon submission of an application to employ professionals accompanied by Local Form 1114. . . ." Ford Elsaesser, Esq., will be compensated at an hourly rate of $450 per hour for mediation service performed. No retainer has been received. To the best of Debtor's knowledge, neither Ford Elsaesser, nor the members and associates of Elsaesser Jarzabek Anderson Elliott & Macdonald, Chtd., have any connection with EWTC, Khalsa, East West Tea, their creditors, or other parties in interest. About Golden Temple Management EWTC Management LLC, fka Golden Temple Management LLC, the management company of Golden Temple of Oregon LLC, maker of Yogi Tea, filed for Chapter 11 protection (Bankr. D. Ore. Case No. 12-60536) on Feb. 18, 2012. Winston & Cashatt, Lawyers, P.S., serves as its lead Chapter 11 counsel. Albert & Tweet, LLP, serves as its local counsel. The Debtor's primary asset is its 90% ownership of Golden Temple of Oregon LLC, which has its principal assets in Springfield, Oregon. The Debtor and GTO are parties to a number of suits involving monetary and equitable relief sought against them as well as litigation related to the intellectual property of the companies, notably the Golden Temple and Yogi Tea brands. The Register-Guard reports that Golden Temple CEO Kartar Singh Khalsa and the company's management group filed for Chapter 11 in anticipation of large claims being filed against them after they lost a lawsuit in December 2011. Multnomah County Circuit Judge Leslie Roberts ruled that Mr. Khalsa breached his fiduciary duties to the Sikh religious community founded by the late Yogi Bhajan and that he and other Golden Temple Management members were unjustly enriched, when they gained ownership of 90% of the company in 2007. GTO itself is not a party to the bankruptcy. HARVEST OPERATIONS: Moody's Confirms 'Ba2' Corp. Family Rating -------------------------------------------------------------- Moody's Investors Service confirmed Harvest Operations Corp.'s Ba2 Corporate Family Rating (CFR) and downgraded the senior unsecured notes to Ba2 from Ba1. The Speculative Grade Liquidity rating was changed to SGL-3 from SGL-2. The outlook was changed to stable from rating under review for upgrade. This concludes the review of Harvest, which was initiated on April 2, 2012. "The confirmation reflects higher-than-expected cash consumption in Harvest's refining business, higher capital requirements in its BlackGold oil sands development and significantly increased leverage as the company funds negative free cash flow with debt," said Terry Marshall, Moody's Senior Vice President. "Harvest's liquidity has also weakened and the company has considerable financing requirements in 2013." Downgrades: Issuer: Harvest Operations Corp. Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-2 Senior Unsecured Regular Bond/Debenture, Downgraded to Ba2, LGD3, 49% from Ba1, LGD3, 34% Senior Unsecured Regular Bond/Debenture, Downgraded to Ba2, LGD3, 49% from Ba1, LGD3, 34% Outlook Actions: Issuer: Harvest Operations Corp. Outlook, Changed To Stable From Rating Under Review Confirmations: Issuer: Harvest Operations Corp. Probability of Default Rating, Confirmed at Ba2 Corporate Family Rating, Confirmed at Ba2 Rating Rationale Harvest's Ba2 CFR reflects its stand-alone credit profile of B1 and the strong support from its 100% parent, Korea National Oil Corporation (KNOC, A1 stable), for which Moody's attributes two notches of rating uplift. The B1 stand-alone credit profile is constrained by high leverage on proved developed reserves, production and retained cash flow, considerable capital requirements to grow its conventional production and develop its oil sands reserves, and the high capital expenditure requirements and poor profitability of its downstream refinery in Newfoundland. The rating favorably considers Harvest's 66% oil- and liquids- weighted production platform, and sizeable proved developed (PD) and total proved reserves base. The US$500 million senior unsecured notes are rated Ba2, reflecting the priority ranking of the company's secured C$800 million revolving credit facility and the subordinated debt of about C$800 million. The SGL-3 Speculative Grade Liquidity rating reflects adequate liquidity. Moody's expects Harvest to consume negative free cash flow of about C$200 million through the third quarter of 2013, which will completely use up the availability on its C$800 million revolver due April, 2016. The company will need to access unidentified external sources of funds to repay debt maturities of C$331 million due September 30, 2013 and C$60 million due February 28, 2014 as well as to fund full-year 2013 capital expenditures. Moody's expects Harvest to be in compliance with its four financial covenants through the third quarter of 2013. Harvest has the ability to sell assets to raise additional funds notwithstanding the secured nature of the revolver. KNOC has provided significant financial support to Harvest since acquiring it in December 2009 and Moody's anticipates that it will continue to do so as Harvest meets its funding requirements over the next 18 months. The stable outlook reflects Moody's expectation that upstream production and proved developed reserves will grow modestly and that KNOC will continue to be supportive. The ratings could be upgraded if Harvest decreases its E&P debt to production below $27,000 per boe and E&P debt to proved developed reserves below $9 per boe through either an increase in its production and reserve profile or a reduction in debt. An upgrade would also be contingent on the refinery no longer consuming capital and cash flow. The rating could be downgraded if upstream production declines or E&P debt to production rises above $40,000 per boe and E&P debt to proved developed reserves rises above $14 per boe, as could a change in Moody's view of the support provided by KNOC. The principal methodology used in rating Harvest Operations 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. Harvest, based in Calgary, Alberta, Canada, is a wholly-owned subsidiary of Korea National Oil Company. Harvest produces about 52,000 barrels of oil equivalent per day, all in Canada, and has a proved reserve base of 227,000 Mboe (all reserves and production volumes are net of royalties unless noted otherwise). Harvest also owns a 115,000 bbl/day refinery in Come-By-Chance, Newfoundland, Canada. HAWKER BEECHRAFT: Union Workers Vote on Pension Proposal -------------------------------------------------------- American Bankruptcy Institute reports that union workers at Hawker Beechcraft voted on Friday on a plan that will prevent termination of an existing defined benefit pension plan. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, manufactures business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. Hawker Beechcraft reported a net loss of $631.90 million on $2.43 billion of sales in 2011, compared with a net loss of $304.30 million on $2.80 billion of sales in 2010. Hawker Beechcraft Inc. and 17 affiliates filed for Chapter 11 reorganization (Bankr. S.D.N.Y. Lead Case No. 12-11873) on May 3, 2012, having already negotiated a plan that eliminates $2.5 billion in debt and $125 million of annual cash interest expense. The plan, to be filed by June 30, will give 81.9% of the new stock to holders of $1.83 billion of secured debt, while 18.9% of the new shares are for unsecured creditors. The proposal has support from 68% of secured creditors and holders of 72.5% of the senior unsecured notes. Hawker is 49%-owned by affiliates of Goldman Sachs Group Inc. and 49%-owned by Onex Corp. The Company's balance sheet at Dec. 31, 2011, showed $2.77 billion in total assets, $3.73 billion in total liabilities and a $956.90 million total deficit. Other claims include pensions underfunded by $493 million. Hawker's legal representative is Kirkland & Ellis LLP, its financial advisor is Perella Weinberg Partners LP and its restructuring advisor is Alvarez & Marsal. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Sidley Austin LLP serves as legal counsel and Houlihan Lokey Howard & Zukin Capital Inc. serves as financial advisor to the DIP Agent and the Prepetition Agent. Wachtell, Lipton, Rosen & Katz represents an ad hoc committee of senior secured prepetition lenders holding 70% of the loans. Milbank, Tweed, Hadley & McCloy LLP represents an ad hoc committee of holders of the 8.500% Senior Fixed Rate Notes due 2015 and 8.875%/9.625% Senior PIK Election Notes due 2015 issued by Hawker Beechcraft Acquisition Company LLC and Hawker Beechcraft Notes Company. The members of the Ad Hoc Committee -- GSO Capital Partners, L.P. and Tennenbaum Capital Partners, LLC -- hold claims or manage accounts that hold claims against the Debtors' estates arising from the purchase of the Senior Notes. Deutsche Bank National Trust Company, the indenture trustee for senior fixed rate notes and the senior PIK-election notes, is represented by Foley & Lardner LLP. An Official Committee of Unsecured Creditors appointed in the case has selected Daniel H. Golden, Esq., and the law firm of Akin Gump Strauss Hauer & Feld LLP as legal counsel. HEALTHCARE OF FLORENCE: Wants FCH to Operate Hospital Pending Sale ------------------------------------------------------------------ Healthcare of Florence, LLC, et al., ask the U.S. Bankruptcy Court for the District of Arizona for permission to employ Florence Community Hospital Group, LLC, to assume responsibility for the day-to-day operations of the Debtors' primary asset, the Florence Community Hospital. According to the Debtors, on June 14, 2012, the day-to-day operations of the Hospital were vastly reduced to a skeleton operation. The going concern value of the hospital as an operating entity is in jeopardy because all of the licenses it holds to operate a health care facility can and will expire or otherwise terminate if operations are discontinued for a period of 30 days. Florence Community Hospital Group, LLC is a group of physicians and investors that have prior experience with the operation of the hospital and desire to make additional investments to insure that a quality health care facility is available to the residents of Florence, Arizona and surrounding areas. As a result, FCH has been negotiating with the Debtors and its creditors regarding a potential sale of the hospital to FCH. FCH has represented to the Debtors that it is prepared to operate the hospital, on a temporary basis, and as an agent for the Debtor, to allow the going concern value to be preserved and to allow additional time to negotiate, document and close a sale of the hospital. FCH is also prepared to pay all of the operating expenses of the hospital incurred during its management of the premises, in exchange for its right to retain all revenues during the limited management retention. The lead physician for FCH is Dr. H. Takyar who was employed by the hospital before its recent reduction in operations. He is joined by a group of investors that are prepared to provide information to the Court regarding their ability to pay operational expenses of the hospital during the interim and temporary management retention. Dr. Takyar has also contacted other physicians and medical groups that are prepared to resume services to the hospital. As a condition of its temporary management of the hospital, FCH would require that the Court approve these terms: 1) FCH would have full authority to contact and rehire the employees of the Debtors as it chooses, in it sole discretion; 2) FCH would have full discretion to decide the scope and extent of the services it provides; 3) FCH would operate under its own professional liability insurance, but would pay and any all premiums for other insurance contracts of the Debtor for the term of the management retention that are necessary for the continued operation of the facility, other than premiums that were due before the approval of the retention by the Court; 4) in the event FCH is not the successful purchaser of the hospital because a higher or better bid is accepted, FCH would retain the right to submit a claim for an administrative expense, to the extent the revenues of the Hospital are insufficient to cover the reasonable operating costs during the term of the management retention. About Healthcare of Florence, LLC Healthcare of Florence, LLC, filed a bare-bones Chapter 11 petition (Bankr. D. Ariz. Case No. 12-08547) in Tucson, Arizona, on April 23, 2012. Healthcare of Florence, LLC -- http://www.florencecommunityhealthcare.com-- owns and operates a full-service community hospital in Florence, Arizona. Judge James M. Marlar presides over the case. James F. Kahn P.C. serves as the Debtor's counsel. The Debtor disclosed $42,244,804 in assets and $39,007,338 in liabilities as of the Chapter 11 filing. The petition was signed by Edward McEachern, CEO of Initiatives Healthcare, LLC, manager of debtor. The U.S. Trustee appointed a three-member creditors committee. HERTZ GLOBAL: S&P Puts B+ CCR on Watch on $2.6BB DTAG Acquisition ----------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on Park Ridge, N.J.-based auto and equipment renter Hertz Global Holdings Inc. and its major operating subsidiary, Hertz Corp., on CreditWatch with negative implications. "We based these actions on the company's announcement earlier that it had entered into a definitive agreement to acquire competitor Dollar Thrifty Automotive Group Inc. (DTAG) for $2.6 billion of cash and the assumption of $1.6 billion of DTAG's debt," S&P said. "The $2.6 billion acquisition would be funded through a combination of Hertz's cash, DTAG's cash, and debt, for which Hertz has committed financing. Hertz would also assume $1.6 billion of DTAG's fleet debt. Hertz has indicated it expects at least $160 million of annual cost synergies, in addition to revenue opportunities from combining the two companies," S&P said. "This is Hertz's third attempt to acquire DTAG since April 2010, with each bid becoming increasingly more costly," S&P said. "Hertz's operating and financial performance has been improving, with EBITDA interest coverage of 4.6x, a ratio of funds from operations (FFO) to debt of 22%, debt to capital of 87%, and debt to EBITDA of 4.3x for the 12 months ended June 30, 2012," S&P said. "Our current ratings on Hertz Global Holdings Inc. and Hertz Corp. reflect an aggressive financial profile and the price-competitive, cyclical nature of on-airport car rentals and equipment rentals. The ratings also incorporate the company's position as the largest global car rental company and the strong cash flow its businesses generate," S&P said. "We will evaluate Hertz's business risk and financial risk profiles, pro forma for the Dollar Thrifty acquisition, to resolve the CreditWatch," said Standard & Poor's credit analyst Betsy Snyder. "We believe a downgrade, if any, would be limited to one notch. Alternatively, we could affirm the ratings if we believe the post-merger increase in earnings and cash flow more than offsets the incremental debt." IMPEVA LABS: Court Trims Patent Lawsuit Against Rival ----------------------------------------------------- District Judge Edward J. Davila dismissed portions of the lawsuit IMPEVA LABS, INC., Plaintiff, v. SYSTEM PLANNING CORPORATION, SYSTEM PLANNING CORPORATION D/B/A GLOBALTRAK, AND RICHARD C. MEYERS, Defendants, Case No. 5:12-CV-00125-EJD (N.D. Calif.), at the defendants' behest. Impeva Labs and System Planning Corporation were competitors in the business of providing tracking systems for the containerized shipping market. GlobalTrak is a wholly owned division of SPC, and Richard C. Meyers is its Chief Executive Officer. In November 2009, Maersk Lines initiated a Request for Proposal program for a Remote Container Management System. Prior to the issuance of the RFP, Impeva and Maersk had been discussing the potential use of Impeva's technology in certain Maersk operations. In February 2010, Impeva prepared and submitted a response to Maersk's RFP. In partnership with SPC, IBM also responded to Maersk's RFP. GlobalTrak and Mr. Meyers were also allegedly associated with the IBM response. During the period of time when Maersk was considering the submissions of Impeva and IBM, "SPC, GlobalTrak and Meyers notified Maersk that SPC owned the '784 patent and that SPC believed that the products and services that Impeva had offered to supply to Maersk under both of its Responses to the RFP would infringe one or more claims of the '784 patent owned by SPC." Thereafter, in March 2010, Maersk rejected both IBM's and Impeva's responses to the RFP and awarded the contract to an unknown third party. On March 26, 2010, soon after learning it had not won the contract, Impeva filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case. No. 10-53056). On March 31, 2010, Impeva filed a motion in the Bankruptcy Case to establish bid procedures for the sale of substantially all of its assets. Pursuant to the bid procedures, ARINC, Inc. was designated as the "stalking horse" bidder and procedures were established for other interested buyers to become qualified bidders at an auction. In response to the Auction, SPC signed a non-disclosure agreement and purported to indicate its interest in acquiring Impeva's assets. SPC did not make a bid to acquire the Impeva assets in bankruptcy, but instead filed an Objection to the Sale Motion, alleging infringement of SPC's two patents, the '784 Patent and the '358 Patent, by Impeva. SPC also filed a Proof of Claim on April 28, 2010, for an unspecified amount of damages resulting from the alleged patent infringement by Impeva. Impeva alleges on information and belief that GlobalTrak and Mr. Meyers participated in the decision to file the proofs of claim and objections. At the Auction, ARINC's initial stalking horse bid of $2,000,000 was bettered by a bid of $2,200,000 by Cubic Corporation. ARINC, reluctant to purchase intellectual property tainted by SPC's patent infringement claim, did not submit an overbid and withdrew its bids to acquire Impeva's assets. ARINC indicated in open court during the Auction that but for the patent infringement claims made against Impeva by SPC, ARINC would have been willing to bid $1,000,000 higher over its initial stalking horse bid for Impeva's assets. Because ARINC did not participate in the Auction, the bid by Cubic of $2,200,000 in cash (plus the assumption of certain liabilities) was determined to be the successful bid. On Dec. 27, 2010, SPC amended its Proof of Claim to assert that SPC "waives any right to distribution from the Estate. However, if the Estate or any successor seeks a damage claim of any type against SPC, then SPC reserves the right to assert any defenses and counterclaims to the fullest extent possible. In the event that SPC prevails in its defenses and/or counterclaim against the Estate or any successor, then SPC will assert a claim against the Estate for distribution purposes." Impeva filed the lawsuit on Jan. 6, 2012. The Defendants moved to dismiss. Impeva filed a First Amended Complaint, alleging 10 causes of action. The first four causes of action seek declaratory relief that Impeva did not infringe the '784 and '358 patents and that SPC's '784 and '358 patents are invalid. The Fifth through Eighth Causes of Action are based primarily on the facts relating to the Maersk RFP. The Fifth Cause of Action pleads a violation of the Lanham Act 15 U.S.C. Sec. 1125(a). The Sixth and Seventh Causes of Action are for intentional and negligent interference with prospective economic relations, and the Eighth Cause of Action is for California common law unfair competition. The Ninth and Tenth causes of action are based primarily on the facts relating to the Defendants' involvement in the Bankruptcy Case. In an Aug. 23, 2012 order available at http://is.gd/SZQ2Tyfrom Leagle.com, the Court ruled that: (1) the Defendants' motion to dismiss the First through Fourth Causes of Action is granted without prejudice to the refiling of the claims at a later date; (2) the Defendants' motion to dismiss the Fifth Cause of Action is denied; (3) the Defendants' motion to dismiss the Sixth Cause of Action is granted to the extent the Sixth Cause of Action relies on actions taken by the Defendants in the Bankruptcy Case, and denied in all other respects; (4) Impeva's Seventh Cause of Action is dismissed with prejudice; (5) Impeva's Eighth, Ninth, and Tenth Causes of Action are dismissed with leave to amend; (6) all remaining claims against Richard Meyers are dismissed with leave to amend; and (7) any amended complaint shall be filed within 14 days of the date of the order. INT'L ENVIRONMENTAL: Meeting of Creditors Continued Until Sept. 5 ----------------------------------------------------------------- Peter C. Anderson, the U.S. Trustee for Region 16, continued until Sept. 5, 2012, at 1:30 p.m., the meeting of creditors in the Chapter 11 cases of International Environmental Solutions Corporation. The meeting will be held at the U.S. Trustee's Office, located at 3685 Main Street, Suite 200, Riverside, California. Karen Bertram, James Hinkle, Blaine Scott Molle & Dennis Molle, and Linda Babb filed an involuntary Chapter 11 petition against International Environmental Solutions Corporation, dba IES Corporation (Bankr. C.D. Calif. Case No. 12-16268) on March 13, 2012. Judge Wayne E. Johnson presides over the case. On April 16, 2012, the Debtor filed their consent for relief under Chapter 11. The Debtor hired Goe & Forsythe, LLP, as counsel. The Debtor disclosed $25,129,244 in assets and $10,387,254 in liabilities. At the behest of a shareholder, the U.S. Trustee appointed Howard Grobstein as Chapter 11 trustee for the Debtor's estate. Marshack Hays as his general counsel Crowe Horwath LLP as his accountants Dzida, Carey & Steinman as his special transactional counsel. Stetina Brunda Garred & Brucker as his special patent and trademark counsel. K-V PHARMACEUTICAL: EPIQ OK'd as Claims and Noticing Agent ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized K-V Pharmaceutical Co., to employ EPIQ Bankruptcy Solutions, LLC, as claims and noticing agent. About K-V Pharmaceutical KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4 filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V has retained the services of Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V has retained Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five persons to serve in the Official Committee of Unsecured Creditors. K-V PHARMACEUTICAL: Has Until Sept. 17 to File Schedules -------------------------------------------------------- The Hon. Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York extended until Sept. 17, 2012, K-V Pharmaceutical Co., et al.'s time to file file their schedules of assets and liabilities and statements of financial affairs. About K-V Pharmaceutical KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4 filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V has retained the services of Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V has retained Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five persons to serve in the Official Committee of Unsecured Creditors. K-V PHARMACEUTICAL: U.S. Trustee Forms Creditors Committee ---------------------------------------------------------- Tracy Hope Davis, the U.S. Trustee for Region 2 appointed five persons to serve in the Official Committee of Unsecured Creditors in the Chapter 11 cases of KV Pharmaceutical Company, et al. The Committee comprises of: 1. Deutsche Bank Trust Company Americas Attn: Stanley Burg, vice president 100 Plaza One, 6th Floor Mail Stop JCY03-0699 Jersey City, NJ 07311-3901 Tel: (201) 593-4749 Fax: (732) 380-2345 E-mail: stan.burn@db.com 2. Capital Ventures International Attn: Todd Silverberg, assistant vice president c/o Susquehanna Advisors Group, Inc. 401 City Avenue, Suite 220 Bala Cynwyd, PA 19004 Tel: (610) 747-1627 Fax: (610) 747-2081 E-mail: legalnotices@sig.com 3. S.A.C. Arbitrade Fund, LLC Attn: Stuart Davidoff c/o S.A.C. Capital Advisors, L.P. 72 Cummings Point Road Stamford CT 06902 Tel: (646) 569-1009 Fax: (212) 758-4627 E-mail: stuart.davidoff@sac.com 4. Applied Discovery, Inc. Attn: Jenelle Evanoff, vice president, finance 13427 NE 16th Street Bellevue WA 98005 Tel: (646) 571-1870 Fax: (646) 571-1879 E-mail: billing@applieddiscovery.com 5. Poretta & Orr, Inc. Attn: Richard Orr, finance director 450 East Street Doylestown, PA 18901 Tel: (215) 345-1515, extn. 148 Fax: (212) 412-5660 E-mail: orrr@porettaorr.com About K-V Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4 filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V has retained the services of Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V has retained Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. K-V PHARMACEUTICAL: Taps Willkie Farr as Counsel ------------------------------------------------ BankruptcyData.com reports that K-V Pharmaceutical filed with the U.S. Bankruptcy Court motions to retain Willkie Farr & Gallagher (Contact: Matthew A. Feldman) as counsel for these hourly ranges: attorney at $400 to $1,090 and paralegal at 120 and 310, and Jefferies & Company (Contact: Leon Szlezinger) as investment banker and financial advisor for a monthly advisory fee of $125,000 and a $2.5 million restructuring fee. About K-V Pharmaceutical Company KV Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4 filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V has retained the services of Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V has retained Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. K-V Pharmaceutical said it continues to operate during the reorganization. LEGENDS GAMING: LRGP Files Schedules of Assets and Liabilities -------------------------------------------------------------- Louisiana Riverboat Gaming Partnership filed with the U.S. Bankruptcy Court for the Western District of Louisiana its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $58,853,797 B. Personal Property $45,992,362 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $296,731,624 E. Creditors Holding Unsecured Priority Claims $589,683 F. Creditors Holding Unsecured Non-priority Claims $977,604 ----------- ----------- TOTAL $104,846,159 $298,298,911 A copy of the schedules is available for free at http://bankrupt.com/misc/LOUSIANA_RIVERBOAT_sal.pdf About Legends Gaming Legends Gaming LLC, own gaming facilities located in Bossier City, Louisiana, and Vicksburg, Mississippi, operating under the DiamondJack's trade name. Legends Gaming LLC, and five related entities, including Louisiana Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr. W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31, 2012, to sell the business for $125 million to Global Gaming Solutions LLC, absent higher and better offers. Legends Gaming acquired the business from Isle of Capri Casinos Inc., in 2006 for $240 million. After breaching covenant with lenders, the Debtors in March 2008 sought Chapter 11 protection, jointly administered under Louisiana Gaming Partnership (Case No. 08-10824). The Debtors emerged from bankruptcy in September 2009 and retained ownership and operation of two "DiamondJacks" hotels and casinos in Bossier City and Vicksburg. The Plan restructured $162.1 million owed to the first lien lenders and $75 million owed to secured lien lenders, which would be paid in full, with interest, over time. The Debtors' properties comprise 60,000 square feet of gaming space with 1,913 slot machines, 48 table games and 693 hotel rooms. Revenues in fiscal 2011 were $99.8 million in Louisiana and $39.7 million in Mississippi. As of July 31, 2012, first lien lenders are owed $181.2 million and second lien lenders are owed $114.7 million. Attorneys at Heller, Draper, Hayden Patrick & Horn serve as counsel to the Debtors. Sea Port Group Securities, LLC is the financial advisor. Kurtzman Carson Consultants LLC as is the claims and notice agent. The Debtors have tapped Jenner & Block LLP as special counsel. LEGENDS GAMING: Sea Group Approved as Financial Advisor ------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Louisiana authorized, on a final basis, Louisiana Riverboat Gaming Partnership and its affiliates to employ Sea Group Securities LLC as financial advisor. About Legends Gaming Legends Gaming LLC, own gaming facilities located in Bossier City, Louisiana, and Vicksburg, Mississippi, operating under the DiamondJack's trade name. Legends Gaming LLC, and five related entities, including Louisiana Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr. W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31, 2012, to sell the business for $125 million to Global Gaming Solutions LLC, absent higher and better offers. Legends Gaming acquired the business from Isle of Capri Casinos Inc., in 2006 for $240 million. After breaching covenant with lenders, the Debtors in March 2008 sought Chapter 11 protection, jointly administered under Louisiana Gaming Partnership (Case No. 08-10824). The Debtors emerged from bankruptcy in September 2009 and retained ownership and operation of two "DiamondJacks" hotels and casinos in Bossier City and Vicksburg. The Plan restructured $162.1 million owed to the first lien lenders and $75 million owed to secured lien lenders, which would be paid in full, with interest, over time. The Debtors' properties comprise 60,000 square feet of gaming space with 1,913 slot machines, 48 table games and 693 hotel rooms. Revenues in fiscal 2011 were $99.8 million in Louisiana and $39.7 million in Mississippi. As of July 31, 2012, first lien lenders are owed $181.2 million and second lien lenders are owed $114.7 million. Attorneys at Heller, Draper, Hayden Patrick & Horn serve as counsel to the Debtors. Sea Port Group Securities, LLC is the financial advisor. Kurtzman Carson Consultants LLC as is the claims and notice agent. The Debtors have tapped Jenner & Block LLP as special counsel. LEHR CONSTRUCTION: Trustee Taps Counsel Named by Insurance Carrier ------------------------------------------------------------------ Jonathan L. Flaxer, Chapter 11 trustee for Lehr Construction Corp., asks the U.S. Bankruptcy Court for the Southern District of New York for permission to employ counsel appointed by the Debtor's insurance carrier; and continue and compensate the appointed counsel in the ordinary course of business. Prepetition, the Debtor purchased general liability insurance policies issued by The Travelers Indemnity Company of America, The Travelers Property Casualty Company of America, and The Travelers indemnity Company. The policies provide 'first dollar" coverage for claims alleging bodily injury or property damage and for related defense costs up to the limit of the policy. Each claim covered by the policies is subject to a deductible payable by the Debtor to Travelers. The deductible plan amount is capped in the amount of $200,000 per claim pursuant to separate program agreements with Travelers. Pursuant to the policies, Travelers defends the Debtor, as the insured, on covered claims. Travelers is entitled to select defense counsel in its sole discretion. The appointed counsel defends the Debtor in the action, well as any related litigation by third parties seeking indemnification and defense from the Debtor. The policies also provide that Travelers is responsible for paying the fees of the appointed counsel, with the costs being applied to the deductible. Each of the appointed counsel has informed the trustee that it does not represent any interest adverse to the Debtors on matters for which it is retained. About Lehr Construction New York-based Lehr Construction Corp. was founded in 1979. It specializes in interior construction and serves clients mainly throughout the New York metropolitan area. It serves as construction manager and general contractor for its clients Lehr filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 11-10723) on Feb. 21, 2011. James A. Beldner, Esq., at Cooley LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Rust Consulting/Omni Claims Agent serves as claims and noticing agent. Jonathan Flaxer is the Chapter 11 Trustee for Lehr Construction. He is represented by Douglas L. Furth, Esq., at Goldenbock Eiseman Assor Bell & Peskoe LLP, in New York. Wolf Haldenstein Adler Freeman & Hertz serves as conflicts counsel to the trustee. Marotta Gund Budd & Dzera, LLC, serves as trustee's financial advisor. Tracy Hope Davis, the U.S. Trustee for Region 2, appointed five creditors to serve on the Official Committee of Unsecured Creditors in the Debtor's case. Fred Stevens at Klestadt & Winters, LLP represents the Committee. LICHTIN/WADE LLC: Solicitation Exclusivity Extended to Sept. 30 --------------------------------------------------------------- The Hon. Randy D. Doub of the U.S. Bankruptcy Court for the Eastern District of North Carolina extended Lichtin/Wade, LLC's exclusive period to solicit acceptances for the proposed Plan of Reorganization until Sept. 30, 2012. On July 19, 2012, the Debtor filed its First Amended Plan of Reorganization and its First Amended Disclosure Statement. The Court has conditionally approved the First Amended Disclosure Statement. As reported in the Troubled Company Reporter on June 15, 2012, the Bankruptcy Administrator has opposed confirmation of the Plan, noting that under the Plan: 1. The administrative claims will be paid within ten days of the effective date. If administrative claims are not paid within 10 days of the effective date, they will accrue interest at 6% until paid in full. 2. Class 2 consists of real property tax claims. The Debtor owes this class approximately $460,000. The debtor proposes to pay the class in quarterly installments over five years from the date relief. 3. The Debtor proposes to pay priority tax claims within 5 years of the date of relief. 4. Class 4 consists of the secured claims of ERGS II, LLC. The creditor holds four separate notes that total approximately $43.5 million. Notes 1, 3, and 4 are secured by the all of the land. 5. The Debtors propose to combine the notes into one note and provide it a value of $35,250,000. 6. The Debtor proposes to make interest only payments on the note for 18 months at the interest rate of 4.25%. After the 18 months, the Debtor proposes to amortize the balance over 30 years with the rate of interest. A balloon payment of the full amount will be due after the seventh year. The Debtor estimates that the monthly payment on the note will be $173,408. 7. The Debtor proposes treat Note 2 as the land note. The Debtor proposes to treat the note a secured in the amount of $3,140,000. The Debtor proposes pay the note monthly interest only payments at 4.25% on the balance owed. The Bankruptcy Administrator estimates that the monthly payment will be $11,120 per month. The Debtor does not propose any principal and interest payments. The Debtor does not propose a maturity date for said note. About Lichtin/Wade Lichtin/Wade LLC filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 12-00845) on Feb. 2, 2012. Lichtin/Wade, based in Wake County, North Carolina, owns and operates an office park known as the Offices at Wade, comprised of two Class A office buildings and vacant land approved for additional office buildings. The buildings are known as Wade I and Wade. Each building is over 90% leased, with only three vacant spaces remaining between the two buildings. Judge Randy D. Doub presides over the case. Trawick H. Stubbs, Jr., Esq., and Laurie B. Biggs, Esq., at Stubbs & Perdue, P.A., serve as the Debtor's counsel. The Debtor disclosed $47,053,923 in assets and $52,548,565 in liabilities as of the Petition Date. The petition was signed by Harold S. Lichtin, president of Lichtin Corporation, the Debtor's manager. LSP ENERGY: Wants Add'l Plan Exclusivity Pending Sale Process ------------------------------------------------------------- LSP Energy Limited Partnership, et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file and solicit acceptances for the proposed Plan of Reorganization until Oct. 22, 2012, and Dec. 21, 2012, respectively. The Debtors in the request for a second extension explain that the Court has entered an order approving bid procedures for the sale. Pursuant to the Court's order, an auction of substantially all assets of LSP was conducted. On Aug. 16, the Debtors sought the entry of an order authorizing and approving the sale to the high bidder and high back-up bidder. A hearing is scheduled for Sept. 20, 2012, at 10:30 a.m. to consider approval of the proposed sale. In the event the Court approves the proposed sale, the Debtors anticipate filing a plan within a few weeks after the approval. The Debtors exclusive periods will expire on Sept. 7, and Nov. 6, absent an extension. A hearing on Sept. 20 at 10:30 a.m. has been set. Objections, if any, are due Sept. 7, at 4 p.m. About LSP Energy LSP Energy Limited Partnership, LSP Energy, Inc., LSP Batesville Holding, LLC, and LSP Batesville Funding Corporation filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 12-10460) on Feb. 10, 2012. LSP owns and operates an electric generation facility located in Batesville, Mississippi. The Facility consists of three gas-fired combined cycle electric generators with a total generating capacity of roughly 837 megawatts and is electrically interconnected into the Entergy and Tennessee Valley Authority transmission systems. LSP's principal assets are the Facility and the 58-acre parcel of real property on which it is located, as well as its rights under a tolling agreements. LSP filed bankruptcy to complete an orderly sale of its assets or the ownership interests of LSP Holding in LSP, LSP Energy and LSP Funding for the benefit of all stakeholders. The remaining three Debtors filed bankruptcy due to their relationship as affiliates of LSP and their ultimate obligations on a significant portion of LSP's secured bond debt. The Debtors also suffered losses due to a mechanical failure of a combustion turbine at their facility and resultant business interruption. LSP Energy is the general partner of LSP. LSP Holding is the limited partner of LSP and the 100% equity holder of LSP Energy and LSP Funding. LSP Funding is a co-obligor on the Debtors' bond debt, and each of LSP Energy and LSP Holding has pledged their equity interests in LSP and LSP Funding as collateral for the bond debt. No statutorily authorized creditors' committee has yet been appointed in the Debtors' cases by the United States Trustee. Judge Mary F. Walrath oversees the case. Lawyers at Whiteford Taylor & Preston LLC serve as the Debtors' counsel. MAIDEN HOLDINGS: S&P Gives 'BB' Rating on $150MM Preferred Stock ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' preferred stock rating to Maiden Holdings Ltd.'s $150 million series A noncumulative perpetual preferred issue. "At the same time, we affirmed our 'BBB-' counterparty credit ratings on Maiden Holdings and Maiden Holdings North America, Ltd. (US) and our 'BBB+' counterparty credit and financial strength ratings on its core operating subsidiaries, Maiden Reinsurance Co., Maiden Specialty Insurance Co., and Maiden Insurance Co. Ltd. (Bermuda) (collectively, Maiden). The outlook is stable," S&P said. Rationale "We expect Maiden to use the proceeds from the series A noncumulative preferred stock offering for general corporate purposes and share repurchases. We believe that redemption of the outstanding junior subordinated debt is unlikely until January 2014, when redemption no longer requires payment of a 14% premium. We expect that Maiden would conduct such redemption in a manner that would not materially reduce the company's capital base," S&P said. "The rating affirmation is based on the group's good competitive position, the low volatility of its underwriting results, and its good capital position, based on our prospective view of capital adequacy built through future retained earnings and moderating premium growth. However, we believe that the potential conflicts of interest and customer concentrations created through related- party transactions among Maiden, its founding shareholders, AmTrust Financial Services Inc. (not rated), and American Capital Acquisition Corp. (ACAC; not rated) offset some of the rating strengths," S&P said. "We believe that the preferred stock will increase the group's financial leverage and decrease its fixed-charge coverage ratios, but we expect these metrics to remain consistent with our ratings," S&P said. "Maiden's net income for the first six months of 2012 was $35 million. The combined ratio was 98.7%, representing the results from Maiden's book of primarily working layer reinsurance with relatively small amounts of atastrophe exposure," S&P said. Outlook "The stable outlook reflects our expectation that Maiden will maintain its good competitive position during the next few years as it gradually expands its footprint. Because of the substantial portion of premiums earned from AmTrust and ACAC, Maiden's prospective operating performance is substantially influenced by AmTrust's and ACAC's underwriting performance," S&P said. "We expect Maiden's operating performance to remain less volatile than those of its Bermuda-based peers that provide higher excess limits and property catastrophe coverage. We expect the company to produce a combined ratio of 96% to 98% and a return on revenue of 6% to 8% during the next couple of years. Because we expect industry loss cost trends in Maiden's long-tail casualty business to remain high, future underwriting performance could be challenged. We expect the company will improve its capital adequacy in 2012 and 2013 through future retained earnings and moderating premium growth and that any redemption of the company's junior subordinated debt would not conducted in a way that materially reduces the company's capital base. We also expect financial leverage to remain less than 35% and interest coverage to be at least 2.0x to 3.0x over the next two years," S&P said. "We are unlikely to raise the ratings in the next 24 months, particularly because of client concentration, potential for conflicts of interest, headwinds affecting underwriting results, and our view of the extended timeframe required for the company to build its competitive position and capital base. On the other hand, we could lower the ratings as a result of deterioration in operating performance (including a full-year 2012 combined ratio materially exceeding 100%), increased volatility in underwriting results, adverse loss-reserve development, failure to improve capital adequacy commensurately with the ratings, any new unfavorable related-party transactions, or any significant adverse changes to Maiden's risk profile," S&P said. Ratings List Ratings Affirmed Maiden Holdings Ltd. Maiden Holdings North America, Ltd. (US) Counterparty Credit Rating Local Currency BBB-/Stable/-- Maiden Insurance Co. Ltd. (Bermuda) Maiden Specialty Insurance Co. Maiden Reinsurance Co. Counterparty Credit Rating Local Currency BBB+/Stable/-- Financial Strength Rating Local Currency BBB+/Stable/-- Maiden Holdings North America, Ltd. (US) Senior Unsecured BBB- New Rating Maiden Holdings Ltd. Preferred Stock BB MEDIA GENERAL: S&P Keeps 'CCC+' Issuer Credit Rating ---------------------------------------------------- Richmond, Va.-based media company Media General Inc.'s ratings remain on CreditWatch with positive implications, where Standard & Poor's Ratings Services placed them on May 18, 2012. "The CreditWatch placement reflects the announcement that the company sold the majority of its newspapers and refinanced its existing bank debt due in March 2013. The company is still attempting to sell the 'Tampa Tribune' and its associated print properties. We believe the sale of the remaining newspaper operations coupled with cost-cutting measures would improve the company's cash flow and liquidity," S&P said. "Although the company reduced headcount at the 'Tampa Tribune' toward the end of 2011, we still expect the paper to lose money in 2012 and believe that future cost cuts will likely be insufficient to offset revenue declines over the long term. Even though the sale of most of the company's newspapers improves Media General's business risk profile, leverage remains very high, at roughly 7x as of June 24, 2012, pro forma for debt Media General repaid following the end of the quarter. Leverage would be even higher if we included the discontinued newspaper operations, which we believe generate negative EBITDA," S&P said. "We expect TV broadcast revenue to rise by 30 to 40 percent in the second half of the year because of higher retransmission, Olympic advertising, and political advertising revenue. Despite the potential for continued revenue declines at the 'Tampa Tribune,' we expect losses to narrow, at least temporarily, because of reductions in headcount. In the second quarter of 2012, Media General's revenue and EBITDA, excluding the 'Tampa Tribune', increased 17% and 67%, respectively, on a 4% increase in core advertising revenue and robust growth in political and retransmission revenue," S&P said. "We expect cash interest, capital spending, and pension funding obligations to consume the majority of the company's EBITDA in 2012 and discretionary cash flow to turn negative in 2013 because of lower election advertising. We also expect EBITDA coverage of cash interest to be thin in 2013 and the company to need to draw down its revolver or cash balances to cover its fixed charges and pension contribution requirements. As of June 24, 2012 the company had $16.7 million of cash. Following the end of the quarter, the company sold the majority of its papers for $142 million in cash and repaid $99 million of debt," S&P said. CreditWatch "We could raise the ratings by one notch, to 'B-', if Media General completes the sale of the 'Tampa Tribune' while maintaining 'adequate' liquidity in both election and nonelection years. In concluding our CreditWatch review, we will also evaluate the company's revised business and financial strategies," S&P said. MORRIS BROWN COLLEGE: Files for Chapter 11 in Atlanta ----------------------------------------------------- Morris Brown College, a black college founded in 1881, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 12-71188) on Aug. 25 in Atlanta to stop foreclosure of a $13 million mortgage. Morris Brown College has survived two World Wars, the Great Depression, segregation and the conflicts in Korea and Vietnam. But despite its best efforts, Morris Brown was denied accreditation from the Commission on Colleges of the Southern Association of Colleges and Schools in December of 2002 -- largely due to its former management team's efforts to meet the College's financial obligations, which ultimately resulted in financial management, Dr. Stanley Pritchett, president of the College, said in a court filing. According to Mr. Pritchett, without its accreditation, Morris Brown College does not qualify for federal funding and, thus, its student body is ineligible for federal financial aid, resulting in a drastic reduction in the College's enrollment, cash flow and programmatic offerings. Over the past year, Morris Brown College has engaged in significant and extensive discussions with Transnational Association of Christian Colleges and Schools ("TRACS") in an effort to obtain accreditation and has met the vast majority of the requirements for that accreditation. Most importantly, prior to obtaining accreditation, Morris Brown must demonstrate its financial stability. Accordingly, through its discussions with TRACS and negotiations with various large creditors, Morris Brown College has been able to successfully resolve a significant amount of its outstanding debts. Morris Brown College anticipates that upon reorganization of its financial condition, it could achieve candidacy leading to full accreditation through TRACS within six to 12 months of its emergence from Chapter 11 (reaching candidacy entitles students to receive financial aid). $13 Million Debt The Debtor estimated assets and liabilities of $10 million to $50 million as of the Chapter 11 filing. A large portion of Morris Brown College's main campus and several of its facilities are located on real estate that was granted to Morris Brown College by Clark-Atlanta University. Morris Brown College is entitled to retain this real estate so long as Morris Brown College remains in operation. In addition, several of its campus lots are encumbered by long- term bond debt totaling approximately $13 million. Presently, the bond holder is proceeding with litigation against Morris Brown College and is attempting to foreclose its interest in these lots. The Debtor also owes employee salary and accrued benefits obligations. Prior to initiating the Chapter 11 case, Morris Brown College was unable to meet its ongoing payroll obligations with its staff and faculty. First Day Motions The Debtor on the petition date filed motions to, among other things, pay prepetition wages and benefits, continue administrating its student programs, pay prepetition and postpetition amounts owed under insurance policies. Morris Brown also filed applications to employ Dilworth Paxson LLP as lead counsel; The Moore Law Group, LLC, as local counsel; and BDO USA, LLP as auditors. The Debtor filed for Chapter 11 protection to achieve these outcomes: (1) relief from and resolution of outstanding bond and other significant creditor obligations, (2) financial stability sufficient to meet the requirements of TRACS and obtain accreditation, and (3) a court-approved plan with these elements that will attract donor support. MTS GOLF: Gordon Silver Approved as Bankruptcy Counsel ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Arizona authorized MTS Land, LLC, et al., to employ Gordon Silver as bankruptcy counsel. Prepetition, the Debtors paid GS $145,210 for prepetition services. GS is holding in retainer of $26,917 on behalf of MTS Land, LLC and a retainer of $14,397 on behalf of MTS Golf, LLC, for a total retainer amount of $41,314. The hourly rates of GS' personnel are: Paraprofessionals $135 - $185 Associates $190 - $360 Shareholders $485 - $725 To the best of the Debtors' knowledge, GS is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About MTS Land LLC and MTS Golf LLC MTS Land LLC and MTS Golf LLC own and operate the now dormant Mountain Shadows Golf Club. They filed separate Chapter 11 petitions (Bankr. D. Ariz. Case Nos. 12-16257 and 12-16257) in Phoenix on July 19, 2012. Mountain Shadows Golf Club -- http://www.mountainshadowsgolfclub.com/-- is an 18 hole, par 56 course located at Paradise Valley. Nestled in the foothills of Camelback Mountain, the 3,081-yard Executive course claims to be one of the most scenic golf courses in Arizona. MTS Land and MTS Golf are affiliates of Irvine, Calif.-based Crown Realty & Development Inc. MTS Land and MTS Golf each estimated assets and debts of $10 million to $50 million. Judge Charles G. Case II oversees the Debtors' cases. Lawyers at Gordon Silver serve as the Debtors' counsel. The petition was signed by Robert A. Flaxman, administrative agent. Lender U.S. Bank is represented in the case by Snell & Wilmer L.L.P. NANA DEVELOPMENT: S&P Puts 'B+' Corp. Credit Rating on Watch Neg ---------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'B+' corporate credit rating, on NANA Development Corp. on CreditWatch with negative implications. "This means we could lower or affirm the ratings following the completion of our review," S&P said. The CreditWatch placement primarily reflects S&P's view of greater prospects for diminished covenant headroom under its secured total leverage covenant and also S&P's decision to review potential challenges including: -- The near-term risk of potentially lower zinc prices on the committed royalty income from Red Dog Mine (a zinc and lead mine located in northwestern Alaska, which S&P understands has one of the world's largest proven zinc reserves; -- Diminishing gross margins as result of higher competition in its federal contracted services; and -- Lower-than-anticipated new construction in its oilfield and mining segment in Alaska. "We estimate that the covenant headroom could decline to less than 10% by the end of fiscal 2013 (ending Sept. 30) and beyond because of the meaningful tightening of this covenant to 2.75x on Sept. 30, 2013, from 3.5x on March 31, 2013, and 3.75x currently. We are therefore lowering our assessment of NANA's liquidity to 'less than adequate' from 'adequate,' as defined in our criteria," S&P said. "NANA is a wholly owned subsidiary and the operating company of NANA Regional Corp. (NRC) with more than $1.7 billion in annual revenues for 2011. The ratings reflect our view of the company's 'aggressive' financial risk profile and 'weak' business risk profile," S&P said. "Our weak business risk profile assessment incorporates NANA's reliance on government spending and royalties from third parties," said Standard & Poor's credit analyst Nishit Madlani. "NANA operates service-based businesses in four segments: contract services (62% of revenue, year-to-date June 30, 2012), professional and management services (15%), oilfield and mining support (22%), and hospitality and tourism services. Although its business lines maintain some diversity, we believe the company will continue to rely on government spending budgets, which may face funding cuts, for the majority of its revenues." "We view NANA's financial risk profile as aggressive. For the current rating we assume NANA's credit metrics will include leverage at 4x-5x and funds from operations (FFO) to total debt at 10%-15% over the next two years," S&P said. "We now view NANA's liquidity as less than adequate, as defined in our criteria. We estimate that the headroom under its secured total leverage covenant could decline to less than 10% by the end of fiscal 2013 and beyond because of the meaningful tightening of this covenant. We believe net sources would remain positive, even if EBITDA declines by 15%," S&P said. "We still consider that its sources of liquidity will cover uses by over 1.2x over the next 12 months. The less-than-adequate qualifier reflects the company's tight headroom under its financial covenants and a potential mismatch between near-term maturities including debt amortization (roughly $25 million) and free cash flow generation," S&P said. "We will seek to resolve or update the CreditWatch listing within 90 days. Our review will focus on NANA's ability to comply with or satisfactorily amend its existing financial covenants under its credit agreement, as well as evaluating its business risks," S&P said. "We could lower the rating if NANA fails to strengthen its liquidity over the next quarter, either through improved cash flow generation prospects or by renegotiating the covenant requirements. A lower rating could also result from further meaningful margin compression in its contracted services, a sharp fall in zinc prices leading to weaker cash flow prospects, and a potentially higher drawdown on its revolver to pay down debt amortization," S&P said. "We could affirm the ratings and assign a stable outlook if we believe the headroom on the secured total leverage covenant is likely to improve toward 15% over the next 12 months. This could occur through a covenant renegotiation and maintaining credit measures that are consistent with the current rating, assuming modest growth in its businesses and its estimated committed royalty income from Red Dog Mine," S&P said. "Although unlikely over the near term, we could consider a one- notch upgrade if the covenant headroom improves meaningfully, FFO to total debt improves to more than 15%, and leverage remains at 3.0x-3.5x on a sustained basis. This could occur if the benefits of its GIS acquisition and cost reductions significantly improve operating performance, and its EBITDA margin (including the royalty income) improves to 10% on a consistent basis. For an upgrade, we would also consider whether NANA's financial policies support the higher rating," S&P said. NBC ACQUISITION: S&P Withdraws 'D' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'D' corporate credit rating on NBC Acquisition Corp. because, as part of the company's restructuring and emergence from bankruptcy on June 29, 2012, this entity no longer holds any debt. "At the same time, we withdrew the 'D' corporate credit rating on wholly owned subsidiary, Nebraska Book Co. Inc., at company's request," S&P said. NORTHAMPTON GENERATING: Hearing on Extension Set for Sept. 11 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of North Carolina will convene a hearing on Sept. 11, 2012, at 9:30 a.m., to consider Northampton Generating Company, L.P.'s request for exclusivity extensions. The Debtor, in its fourth motion, asked that the Court further extend its exclusive periods to file the proposed chapter 11 plan from Sept. 14, until Oct. 15; and extend the solicitation period from Nov. 13, until Dec. 14. About Northampton Generating Northampton Generating Co. LP is the owner of a 112 megawatt electric generating plant in Northampton, Pennsylvania. The plant is fueled with waste products, including waste coal, fiber waste, and tires. The power is sold under a long-term agreement to an affiliate of FirstEnergy Corp. Northampton Generating filed for Chapter 11 bankruptcy (Bankr. W.D.N.C. Case No. 11-33095) on Dec. 5, 2011. Hillary B. Crabtree, Esq., and Luis Manuel Lluberas, Esq., at Moore & Van Allen PLLC, in Charlotte, N.C., serve as counsel to the Debtors. Houlihan Lokey Capital, Inc., is the financial advisor. Northampton is asking that the period of exclusivity be extended to Sept. 14 and the time to solicit support extended to Nov. 13. The Debtor disclosed $205,049,256 in assets and $121,515,045 in liabilities as of the Chapter 11 filing. No request for the appointment of a trustee or examiner has been made, and no statutory committee or trustee has been appointed in this case. NORTHSTAR AEROSPACE: Obtained DIP Financing Maturity Extension -------------------------------------------------------------- BankruptcyData.com reports that Northstar Aerospace said in a company news release that it has obtained an amendment to its DIP financing with its senior and junior DIP lenders to extend the maturity date of the financing to Aug. 24, 2012. As previously reported, on July 3, 2012 Northstar received final approval to obtain $22 million in debtor-in-possession financing from the Debtors' existing senior bank group and a $7 million junior loan from Boeing Capital Loan Corp. About Northstar Aerospace Chicago, Illinois-based Northstar Aerospace -- http://www.nsaero.com/-- is an independent manufacturer of flight critical gears and transmissions. With operating subsidiaries in the United States and Canada, Northstar produces helicopter gears and transmissions, accessory gearbox assemblies, rotorcraft drive systems and other machined and fabricated parts. It also provides maintenance, repair and overhaul of components and transmissions. Its plants are located in Chicago, Illinois; Phoenix, Arizona and Milton and Windsor, Ontario. Northstar employs over 700 people across its operations. Northstar Aerospace, along with affiliates, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-11817) in Wilmington, Delaware, on June 14, 2012, to sell its business to affiliates of Wynnchurch Capital, Ltd., absent higher and better offers. Attorneys at SNR Denton US LLP and Bayard, P.A. serve as counsel to the Debtors. The Debtors have obtained approval to hire Logan & Co. Inc. as the claims and notice agent. Certain Canadian affiliates are also seeking protection pursuant to the Companies' Creditors Arrangement Act, R.S.C.1985, c. C-36, as amended. As of March 31, 2012, Northstar disclosed total assets of $165.1 million and total liabilities of $147.1 million. Approximately 60% of the assets and business are with the U.S. debtors. NOVA CHEMICALS: S&P Raises Corporate Credit Rating to 'BB+' ----------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term corporate credit rating on NOVA Chemicals Corp. to 'BB+' from 'BB'. The outlook is stable. "At the same time, Standard & Poor's revised its issue-level rating on the company's senior unsecured debt to 'BB+' from 'BB'. We also revised the recovery rating on the debt to '3' from '4'. A '3' recovery rating indicates our expectation of meaningful (50%- 70%) recovery in the event of default," S&P said. "The upgrade on NOVA Chemicals reflects our view of the company's improving cost position, leverage metrics, and expected good cash flow generation in the near term," S&P said. Rationale "The ratings on NOVA Chemicals reflect what Standard & Poor's views as the company's weak business risk profile and intermediate financial risk profile. The company is a commodity chemicals producer with pricing volatility, and limited operational and product diversity. These weaknesses are counterbalanced, in our opinion, by NOVA Chemicals' cost-competitive olefins/polyolefins business, which generates good cash flow through the cycle, improving leverage, and parental support from International Petroleum Investment Co. (IPIC; AA/Stable/A-1+)," S&P said. "NOVA Chemicals produces commodity chemicals and plastics used in consumer, industrial, and packaging products. The company has an annual production capacity of 6,600 million pounds of ethylene and 3,720 million pounds of polyethylene. Currently, it produces a small amount of performance styrenics; however, the company has signed a letter of intent to sell the unit and we expect the deal to close shortly," S&P said. "The company operates in the commodity chemicals sector, which we consider to be highly cyclical, competitive, and prone to price volatility. There has been a structural shift in the cost competitiveness of the North American petrochemical industry given the increased amount of shale gas. Overall, we expect North American producers to remain cost competitive globally given that European ethylene production is oil-based and, as such, considered high cost. Furthermore, the company is in the process of revamping its Corunna, Ont., cracker to use up to 100% natural gas liquids. Once completed in 2014, Standard & Poor's expects there to be substantial improvement in the facility's operating margins. Historically, this facility has operated using oil as feed stock and has generated weak cash flows," S&P said. "NOVA Chemicals' Joffre, Alta., facility has benefited from low feedstock costs and has had a less pronounced cost advantage over its U.S. Gulf Coast competitors as shale gas plays have emerged. While the company has entered into several agreements to increase ethane supply at the Joffre facility, we view these additional volumes to be at somewhat higher costs than historical contracts. We continue to believe that NOVA Chemicals' core olefins/polyolefins business will have a competitive cost advantage in the long term. The business unit has a history of good cash flow generation and, on average, has generated close to US$650 million in EBITDA per year in the past five years," S&P said. "Our rating on NOVA Chemicals factors in a one-notch upgrade for IPIC ownership. The company is the only 100%-owned plastics and chemicals producer in the IPIC investment portfolio. The importance of the NOVA Chemicals acquisition is evident from IPIC's long-term strategy of developing investments in the petrochemical industry and potential for sharing technologies among other chemical companies in its investment portfolio. In 2009, IPIC demonstrated its support of NOVA Chemicals by providing financial support. Although we expect NOVA Chemicals to pay dividends to IPIC we expect these dividends to be paid with free cash flows and not through issuance of additional debt. There is the possibility of integrating the NOVA business with Borealis Infrastructure (which is majority-owned by IPIC) in the long run, and Borealis has an option to take a 24% equity interest in NOVA Chemicals. Additional notching is possible if we see concrete evidence of support including operational integration into IPIC's portfolio of chemical assets," S&P said. Standard & Poor's considers NOVA Chemicals' financial risk profile as intermediate. The company repaid US$400 million in unsecured notes in January 2012, bringing S&P's adjusted debt to US$1.98 billion. S&P's adjustments to debt include an additional US$613 million for operating leases, underfunded pension obligations, and asset retirement obligations. Lower adjusted debt, combined with strong EBITDA generation in the first half of 2012, has led to S&P's adjusted debt to EBITDA (leverage) ratio of about 1.5x. Looking forward, S&P based its model on these: -- Two billion pounds (lbs) of ethylene and 3.3 billion lbs of polyethylene shipped in 2012; we expect polyethylene shipments to increase into 2014 in line with economic growth. -- Low, single-digit revenue growth in 2012 and a 2% decline in 2013. -- EBITDA margins slightly below 25% in 2012 and 2013. -- Capital expenditures to reach US$330 million in 2012 and increase further in the two proceeding years. "Given the volatile nature of commodity chemicals, we tend to view leverage and EBITDA generation on a through-the-cycle basis and, based on this US$700 million-US$800 million range, we believe leverage will be in the 2.5x area. We do not expect the company to reduce debt further in the near term. Cash flow protection levels, as measured by funds from operations to debt, also have improved to about 50% as of June 30, 2012, and are likely to remain high," S&P said. Liquidity "Standard & Poor's considers NOVA Chemicals' liquidity as strong based on our criteria. We expect the sources-to-uses ratio to be well over 2x in the next three years and sources to maintain positive liquidity even if there were a 30% decline in EBITDA from our expected levels. The company has a current cash position of US$953 million and US$548 million available under its various credit facilities. It is compliant with covenants under its credit facilities and receivable securitization program and we expect it to remain so in the near future. Liquidity will likely improve further in 2012 as the company generates good free cash from operations. We expect capital expenditure to be higher in the next three years as the company upgrades its Corunna facility to use natural gas liquids as a feedstock and funds all capital expenditure through internally generated funds," S&P said. Outlook "The stable outlook reflects Standard & Poor's view that the company's leverage has improved and is likely to generate strong cash flows in 2012 on good market conditions and pricing for ethylene and polyethylene. The outlook also reflects our view that IPIC will invest the majority of NOVA Chemicals' cash generation back into the business rather than take dividends," S&P said. "While we do not expect the company to reduce debt further in the near term, we expect Standard & Poor's adjusted leverage to remain below 2.5x in 2012. An upgrade in the near term is unlikely given the company's weak business risk profile; however, it would require modest financial risk profile on a sustained basis," S&P said. "Alternatively, we could lower the ratings on the company if market conditions quickly deteriorate due to an economic slowdown; if the Joffre plant production reduces significantly due to lower ethane supply, leading to Standard & Poor's adjusted leverage of above 3x; or if we view that IPIC has changed its parental support or financial policy toward NOVA Chemicals," S&P said. Ratings List NOVA Chemicals Corp. Ratings Raised/Recovery Rating Revised To From Corporate credit rating BB+/Stable/-- BB/Positive/-- Senior unsecured debt BB+ BB Recovery rating 3 4 NUSTAR LOGISTICS: Fitch Lowers Rating on Sr. Unsec. Debt to 'BB+' ----------------------------------------------------------------- Fitch Ratings has downgraded the ratings of NuStar Logistics, L.P. (Logistics) and NuStar Pipe Line Operating Partnership, L.P. (NPOP), the operating partnerships of NuStar Energy L.P. (NuStar), which is a publicly traded master limited partnership (MLP). The rating Outlooks for Logistics and NPOP are revised to Stable from Negative. Fitch has taken the following rating actions: Logistics -- Long-term Issuer Default Rating (IDR) downgraded to 'BB+' from 'BBB-'; -- Senior unsecured debt downgraded to 'BB+' from 'BBB-'. NPOP -- Long-term IDR downgraded to 'BB+' from 'BBB-'; -- Senior unsecured debt downgraded to 'BB+' from 'BBB-'. Approximately $1.6 billion of senior unsecured debt at the combined partnerships is affected by today's rating actions. The downgrade to 'BB+' reflects expectations for leverage to be above Fitch's prior forecasts. For the LTM ending 2Q'12, leverage (defined as debt adjusted for construction funds held in escrow to adjusted EBITDA) was 6.2x and Fitch had previously forecasted 2012 year-end leverage to be approximately 4.3x. Fitch revised forecast is 4.6x which includes the benefits to NuStar's balance sheet with the pending asphalt joint venture. Fitch does not expect leverage to drop to approximately 4.3x until the end of 2013. Ratings concerns center on high leverage metrics, the potential for accelerated acquisitions or increases of capital expenditures to make up for the impaired growth prospects associated with the asphalt business, and to a lesser degree, customer concentration from Valero Energy Corp. (IDR 'BBB' with a Stable Outlook by Fitch). Fitch would be concerned if the sale of the 50% stake in the asphalt joint venture did not occur, since it would likely result in higher debt. Factors which support the rating are NuStar's strong base of primarily fee-based and regulated pipeline, terminalling and storage assets which accounted for 80% of segment EBITDA in 2011, expectations for growth in EBITDA in 2013 for all three segments, and sizeable and geographically diverse assets. The planned joint venture for its asphalt operations will reduce working capital requirements for NuStar and should improve liquidity. Logistics and NPOP are wholly owned subsidiaries of NuStar. NuStar guarantees the debt of Logistics and NPOP, and the debt instruments for the two operating partnerships have cross defaults and cross guarantees which closely link the ratings. Asphalt Operations NuStar's asphalt operations have been generating significant losses. The company plans to move the assets into a joint venture and sell a 50% stake. This is expected to reduce the MLP's volatility since the asphalt operations do not generate steady cash flows. This will also significantly reduce NuStar's working capital needs since the capital requirements for asphalt are significant. NuStar will provide the joint venture with an unsecured revolving credit facility for working capital and other general corporate purposes for up to $250 million. This will be subordinated to the asset backed loan that the joint venture will establish as its main line of liquidity. Funds from NuStar's loan to the joint venture will be used to fund approximately one-third of the joint venture's working capital requirements. NuStar will also provide guarantees or credit support for up to $150 million of operating contracts assumed by the joint venture. Liquidity As of June 30, 2012 NuStar had $34 million of cash on the balance sheet. In addition, it had $668 million of availability on its $1.5 billion revolver. Revolver availability was due to an amendment which increased the maximum leverage ratio from 5.5x to 6.5x as of 2Q'12. The company's $1.5 billion revolving credit facility expires in 2017. This facility was established in May 2012 and replaced a $1.2 billion revolver. Before the end of 2Q'12, NuStar had to obtain a waiver from lenders for a financial covenant which capped leverage (as defined in the bank agreement) at 5.5x. Leverage is to be no greater than 5.0x except for 2Q of each year when it is allowed to rise to 5.5x due to the seasonality of working capital requirements of the asphalt operations. Lenders consented to a maximum leverage of 6.5x at the end of 2Q'12 and the actual result for the bank's leverage calculation was 6.0x. For 3Q'12, the maximum leverage ratio was increased to 6.0x and in 4Q and beyond, it is 5.0x (except for 2Q of any year). If the asphalt operations are sold, leverage cannot exceed 5.0x at the end of each quarter. If NuStar makes acquisitions which exceed $50 million, the bank defined leverage ratio increases to 5.5x from 5.0x for two consecutive quarters. In July 2012, $100 million of notes matured. In December 2012, the 21 million UK 6.65% term loan is due. In 2013, $230 million of notes are due in March and $250 million are due in June. Capital Expenditures Capital expenditures have been increasing. In 2011, capex was $336 million. NuStar has stated that in 2012, strategic capex is to be in the range of $425 million to $475 million and reliability capex is to be $45 million to $50 million. Fitch expects capital expenditures to remain significant as the MLP seeks to grow its storage and terminal operations. What Could Trigger A Rating Action Positive: Future developments that may, individually or collectively, lead to positive rating action include: -- Significant leverage reduction. Should leverage fall below 4.0x for a sustained period of time, Fitch may take positive rating action. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Failure to close on the sale of the 50% stake in the asphalt joint venture; -- Further deterioration of EBITDA; -- Significant increases in capital spending or acquisitions which have negative consequences for the credit profile; -- Increased leverage beyond 5.0x for a sustained period of time. OCEANSIDE YACHT: No Unsecured Creditors' Committee Formed --------------------------------------------------------- The Bankruptcy Administrator for the Eastern District of North Carolina notifies that U.S. Bankruptcy Court that it was unable to organize and recommend to the Court the appointment of a committee of creditors holding unsecured claims against Oceanside Yacht Club Development, Inc. The Bankruptcy Administrator explains that there are insufficient indications of willingness to serve on a committee. About Oceanside Yacht Club Development Oceanside Yacht Club Development, Inc., fdba Shores Development Inc., owns 32 boat slips at a marina known as The Shores at Spooners Creek, located in Morehead City, Carteret County, North Carolina. The slips are available for sale or rental on a month- to-month basis. Oceanside Yacht Club filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 12-04824) on July 2, 2012. It scheduled $23,979,592 in assets and $30,227,643 in liabilities. Judge Stephani W. Humrickhouse oversees the Debtor's case. Laurie B. Biggs, Esq., and Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., serve as Chapter 11 counsel. OUTSOURCE HOLDINGS: Forshey Boasts of Precedent 363 Sale of Bank ---------------------------------------------------------------- Sometimes creditors don't see eye to eye, but when an over- leveraged Texas bank needed creditor consensus, Forshey Prostok saw a way to start the bank -- and its holding company -- on the road to recovery. In a case filed earlier this year, Outsource Holdings Inc., a bank holding company, took the extraordinary step of filing Chapter 11 for one of its subsidiaries, Jefferson Bank. Spearheaded by Forshey Prostok, a Fort Worth-based bankruptcy law boutique, the case marked the first time a bank holding company had sought Chapter 11 protection in Texas, and only the second time it had been done in the country. According to Jeff Prostok, a founding partner in Forshey Prostok, a bid to purchase Jefferson Bank had been on the table. Although the sale would keep the bank from going under, the purchase terms weren't satisfying the demands of the holding company's creditors. Without gaining the creditors' agreement quickly, however, there was no doubt the bank would soon be insolvent and turned over to the FDIC. "We chose to file a motion for a Section 363 sale, which under the Bankruptcy Code would allow a sale to occur," Prostok said. "Because of the banking industry's strict regulatory environment, it was a virtually unheard of decision for a bank holding company to make. Bankruptcy doesn't protect the bank against regulatory action, but in this case, Outsource Holdings had no alternative except to make a decisive move to protect its interests and maximize its value for creditors. "In this case, it was the right decision. When no other prospective buyers submitted bids after the bank had been turned over to a third-party trustee, the court ruled that the pre- existing bid was fair and, in fact, the best alternative for Jefferson Bank and its creditors, given the realities of the situation. "In the end, everybody came out ahead. The bank is still in business, the employees kept their jobs, and the FDIC never got involved," Prostok said. "What's more, the Outsource Holdings case has helped pave the way for other bank holding companies to use a 363 sale as a tool for restructuring, rather than liquidating, a subsidiary in crisis." About Outsource Holdings Lubbock, Texas-based Outsource Holdings, Inc.'s only significant asset was its ownership of all of the outstanding capital stock of Jefferson Bank, which is a state bank with five branch locations in the Dallas/Fort Worth metroplex. Outsource Holdings filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-41938) on April 3, 2011. Jeff P. Prostok, Esq., at Forshey & Prostok, L.L.P., in Fort Worth, Tex., serves as Outsource Holdings' bankruptcy counsel. The Debtor also tapped Commerce Street Capital, LLP, as investment banker and financial advisor, Fenimore, Kay, Harrison & Ford, LLP as special transaction and regulatory counsel. The Debtor disclosed $10,571,121 in assets and $13,887,431 in liabilities as of the Chapter 11 filing. Anthony J. Pacchia was appointed as Chapter 11 examiner in the Debtor's case. The examiner tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as counsel and Traxi, LLC, as financial advisors. No creditors' committee has been appointed in the case. OXLEY DEVELOPMENT: Meeting of Creditors Set for Sept. 19 -------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors in Oxley Development Company, LLC's Chapter 11 case on Sept. 19, 2012, at 10 a.m. The meeting will be held at Hearing Room 367, Atlanta. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Oxley Development Oxley Development Company, LLC, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 12-69799) in Atlanta Aug. 6, 2012. Oxley Development owns the Laurel Bluff and Lauren Island, in Camden County, Georgia. The Debtor, a single asset real estate under 11 U.S.C. Sec. 101(51B), estimated assets of at least $100 million and debts under $100 million. This is not the first time Oxley has sought bankruptcy protection. In October 2011, Oxley filed a Chapter 11 petition in Brunswick (Bankr. S.D. Ga. Case No. 11-21338). But the case was dismissed at the behest of the U.S. Trustee. The bankruptcy judge in May granted relief from stay to German American Capital Corporation, allowing the creditor to pursue its state law remedies in connection with the Debtor's real property. William S. Orange, III, Attorney at Law, represented the Debtor in the prior Chapter 11 case. In the new case, the Debtor is represented by Paul Reece Marr P.C. Creditor German American Capital Corp. is represented in the case by Paul Baisier, Esq., and Shuman Sohrn, Esq., at Seyfarth Shaw LLP. PARK LANE: Case Summary & Unsecured Creditor -------------------------------------------- Debtor: Park Lane I LLC 460 Park Avenue, 13th Floor New York, NY 10022 Bankruptcy Case No.: 12-13624 Chapter 11 Petition Date: August 23, 2012 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: James M. Peck About the Debtor: The Debtor owns real estate located at the Cliffs at Ricky Ridge (3325 Ridge Manor Drive and 3239 Westbrook Drive, Birmingham, Alabama) and Overlook at Homewood (915 Valley Ridge Drive, Birmingham). Park Lane I LLC, along with affiliates, previously sought Chapter 11 protection on April 28, 2009 (Bankr. S.D.N.Y. Lead Case No. 09- 12635). Debtor's Counsel: Edward E. Neiger, Esq. NEIGER LLP 151 West 46th Street, 4th Floor New York, NY 10036 Tel: (212) 267-7342 Fax: (212) 918 3427 E-mail: eneiger@neigerllp.com Estimated Assets: $0 to $50,000 Estimated Debts: $100,000,001 to $500,000,000 The petition was signed by Bruno deVinck, manager. The Company's list of its largest unsecured creditors filed with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Park Lane Lender, LLC Property $108,000,000 135 Crossways Park Drive, Suite 401 Woodbury, NY 11797 PATRIOT COAL: Creditors Committee Taps Kramer Levin as Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Patriot Coal Corporation, et al., asks the U.S. Bankruptcy Court for the Southern District of New York for permission to retain Kramer Levin Naftalis & Frankel LLP as counsel. The hourly billing rates of Kramer Levin's personnel are: Partners $675 - $1,025 Counsel $725 - $1,065 Special Counsel $700 - $780 Associates $375 - $765 Legal Assistants $180 - $310 To the best of the Committee's knowledge, Kramer Levin is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Thomas Moers Mayer Adam C. Rogoff Gregory G. Plotko KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 Avenue of the Americas New York, NY 10036 Tel: (212) 715-9100 Fax: (212) 715-8000 A Sept. 11, 2012, hearing at 1:30 p.m. has been set. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Kenneth Hiltz Named as Chief Restructuring Officer ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Patriot Coal Corporation, et al., to employ AP Services, LLC; and designate Kenneth A. Hiltz as chief restructuring officer as of July 17, 2012. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PATRIOT COAL: Shareholders Seek Official Equity Committee --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that three shareholders of Patriot Coal Corp. is asking the bankruptcy court to order the appointment of an official committee to represent equity holders. The shareholders, according to the report, argue that Patriot has significant off balance sheet assets that could result in a "meaningful recovery to equity." The shareholders include CompassPoint Partners LP. They say Patriot has $1.4 billion in tax-loss carry forwards that have value not on the balance sheet. Patriot had about $500 million in shareholders' equity on the balance sheet before bankruptcy, they said. The report relates that the shareholders contend that value could be generated by filing fraudulent-transfer lawsuits against former owners responsible for the spinoff that left Patriot with legacy liabilities. To generate value for equity, the shareholders contend that $1.4 billion in post-retirement obligations aren't debts owing by the parent Patriot. In their view, reorganization could be structured to avoid liability at the parent level, thus leaving value for shareholders. The Bloomberg report notes that a hearing date for the equity committee motion hasn't been set as of this morning. Whether the bankruptcy judge in Manhattan rules on the issue is yet to be seen. Several creditors have a motion on the Sept. 11 calendar seeking to transfer the case to West Virginia, where Patriot has eight of its 12 mines. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The case has been assigned to Judge Shelley C. Chapman. The U.S. Trustee appointed a seven-member creditors committee. PEMCO WORLD: Ex-Worker Files Class Suit Over Abrupt Layoffs ----------------------------------------------------------- Jamie Santo at Bankruptcy Law360 reports that a former employee of Pemco World Air Services Inc. asked a Delaware bankruptcy judge Thursday to vacate the sale order for the aircraft-maintenance company, claiming the notice that announced a change in buyers failed to give workers adequate notice of the planned layoff of nearly 500 workers. Bankruptcy Law360 says Ethan Willock filed a putative class action Aug. 3, the day he and some 490 other employees at Pemco's Florida headquarters were let go. About Pemco World Air Services Headquartered in Tampa, Florida Pemco World Air Services -- http://www.pemcoair.com/-- performs large jet MRO services, and has operations in Dothan, AL (military MRO and commercial modification), Cincinnati/Northern Kentucky (regional aircraft MRO), and partner operations in Asia. Pemco filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 12-10799) on March 5, 2012. Young Conaway Stargatt & Taylor, LLP has been tapped as general bankruptcy counsel; Kirkland & Ellis LLP as special counsel for tax and employee benefits issues; AlixPartners, LLP as financial advisor; Bayshore Partners, LLC as investment banker; and Epiq Bankruptcy Solutions LLC as notice and claims agent. On March 14, 2012, the U.S. Trustee appointed an official committee of unsecured creditors. On April 13, 2012, Sun Aviation Services LLC (Bankr. D. Del. Case No. 12-11242) filed its own Chapter 11 bankruptcy petition. Sun Aviation owns 85.08% of the stock of Pemco debtor-affiliate WAS Aviation Services Holding Corp., which in turn owns 100% of the stock of debtor WAS Aviation Services Inc., which itself owns 100% of the stock of Pemco World Air Services Inc. Pemco also owes Sun Aviation $5.6 million. As a result, Sun Aviation is seeking separate counsel. However, Sun Aviation obtained an order jointly administering its case with those of the Pemco debtors. On June 15 the bankruptcy court approved sale of Pemco's business for $41.9 million cash to an affiliate of VT Systems Inc. from Alexandria, Virginia. Boca Raton, Florida-based Sun Capital was under contract to make the first bid at auction for the provider of heavy maintenance and repair services for commercial jet aircraft. PENN CAMERA: Assets Sold, Chapter 11 Being Dismissed ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that assets having been sold early this year, the Chapter 11 reorganization for Penn Camera Exchange Inc. will be dismissed as the result of a ruling last week from the U.S. Bankruptcy Court in Greenbelt, Maryland. According to the report, the camera-equipment retailer was authorized in February to sell the assets to Calumet Photographic Inc. for $250,000 cash and a $250,000 note. In addition, the buyer assumed as much as $100,000 in liabilities. The purchased assets included leases for three stores. The report relates that the company and the official creditors' committee realized that there wouldn't be enough cash left after the secured creditor was paid in full to cover full payment on claims entitled to priority, including expenses of the Chapter 11 effort. Consequently, the bankruptcy judge signed an order last week authorizing the company to pay priority claims, in the order of priority, until cash runs out. Then, the Chapter 11 case will be dismissed. The company estimated that $713,000 would remain to cover $1.2 million in priority claims. 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. PETROBAKKEN ENERGY: S&P Affirms 'B' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised the outlook on Calgary, Alta.-based independent oil and gas exploration and production (E&P) company PetroBakken Energy Ltd. to positive from stable. At the same time, Standard & Poor's affirmed its 'B' long-term corporate credit rating on the company. The issue and recovery ratings on PetroBakken's unsecured notes remain unchanged at 'CCC+' and '6'. "The outlook revision reflects our expectation that PetroBakken's increasing production trajectory from its Cardium play and associated cash flow will strengthen the company's credit measures. This improvement, if sustained, positions the company for an upgrade in the very near term. We also believe that PetroBakken's strong liquidity, through a combination of improved cash flows, asset sales and lower cash dividends, will enable it to focus on its growth strategy through 2013. Before, we had forecast the company's production growth and associated cash flow to be weaker (about 10%) and liquidity to be less than adequate," S&P said. Rationale "The ratings on PetroBakken reflect what Standard & Poor's view of the company's 'weak' business risk profile and 'aggressive' financial risk profile. The ratings also reflect our view of PetroBakken's operations in a highly cyclical, capital-intensive, and competitive industry; its elevated all-in costs, due to its high finding, development, and acquisition (FD&A) costs; and management's aggressive financial policy. We believe the strengths associated with large exposure to light oil, which improves profitability, and Cardium growth prospect offsets these weaknesses somewhat," S&P said. "PetroBakken is a midsize E&P company that operates mostly in western Canada. About 80% of the company's reserves and production are from the Bakken and Cardium plays, the company's key operating areas. As of June 30, 2012, PetroBakken will have about C$1.74 billion in adjusted debt (adjustments include operating leases [C$51 million] and asset-retirement obligations [C$150 million])," S&P said. "The company's weak business risk profile reflects our view of the highly competitive and capital intensive E&P industry and PetroBakken's high all-in costs, which the elevated crude prices that are supporting the company's profitability and Cardium growth prospect offset somewhat. The company's cash flow is exposed to the highly volatile and capital intensive oil and gas E&P industry. In peak periods, hydrocarbon prices rise markedly and large profits are generated. The level of profitability also depends heavily on the cost of finding and extracting oil. Currently, E&P companies are benefiting from high oil prices; however, over the long term, the risk remains that oil prices could decline, hurting companies that have high cost bases and high maintenance capex requirements," S&P said. "We believe PetroBakken's all-in costs are high due to its high FD&A cost. The three-year average all-in FD&A costs of about C$37 per barrel of oil equivalent (boe) are among the least competitive of the peer group. However, we expect the company's cash cost structure to remain competitive, with cash operating costs (production expenses, transportation, and general and administrative) at about C$16.50 per boe. Therefore, PetroBakken's full-cycle costs (combination of cash operating costs, FD&A costs, and interest expenses) is an elevated C$52 per boe, which is high when compared with those of its Canadian and U.S. peers. The company, however, has realized some improvement in its unit FD&A costs through 2011, and based on our expectation of continued growth in Cardium, we expect its full-cycle cost profile to lower (C$3.00-C$7.00 per boe) during the next 24 months," S&P said. "Despite its high all-in cost structure, we believe PetroBakken will continue to generate strong profitability at Standard & Poor's commodity price assumptions. We expect the company to continue to maintain its exposure to liquids (about 85%) through a combination of crude and natural gas liquids production. Natural gas prices in North America, which has remained depressed, will have limited affect on PetroBakken's cash flow; we expect the company will limit its gas exposure to 15-20% of its production through 2013. Despite the negative pressure on Canadian crude compared to West Texas Intermediate (WTI) prices (due to infrastructure constraints in transporting crude) in second- quarter 2012 and which we expect to continue through 2013, we are comfortable with PetroBakken's ability to generate positive cash flow at our price assumptions," S&P said. "We expect the Cardium play to be a driving factor in PetroBakken's growth during our forecast period; we project the company to improve its 2013 cash flow as it achieves its production growth. Its operations focus mostly in two resource plays -- the Cardium and the Bakken, which together account for about 85% of the capex budget. The free cash flow from Bakken, a mature play, helps finance the Cardium operations. Because PetroBakken has executed its strategy to increase production from Cardium, and because we project for production to continue rising, we expect the company to increase cash flow and profitability going forward," S&P said. "We believe PetroBakken's aggressive financial risk profile reflects the company's high fixed charges and management's aggressive financial policy. We expect that management will continue to fund its cash flow shortfall through debt financing as it has done since 2010; we do not expect them to issue equity. At June 30, 2012, the company's credit measures are better than our guidelines for an aggressive financial risk profile (total adjusted debt-to-EBITDA of 2.2x and total adjusted funds from operations -to-debt of 40%), emphasizing the current high of the cycle price environment. However, taking into account the E&P industry's capital-intensive nature and the company's fixed charges, PetroBakken's 2012 (FFO minus maintenance capex and cash dividends)-to-debt drops to 0%-5%; maintenance capex is about C$500 million. If we exclude cash dividends, FFO minus maintenance capex-to-debt remains at 10%-15%, which we believe is weak. Supplementary ratios that we also focus on for the E&P industry are debt per boe of proved reserves--the company's debt numbers are at about C$14 per boe of proven reserves, which is high compared with that of its 'B' category peers," S&P said. Under its latest price scenario, and assuming the current correlations between WTI prices and realized prices hold, S&P's expects PetroBakken to generate EBITDAX of C$650 million to C$700 million in 2012 and C$750 million-C$800 million for 2013. S&P expects the company to end 2013 with its debt-to-EBITDA near 3x and (FFO-maintenance capex)-to-debt of 0%-5%. S&P's assumptions include these: -- Standard & Poor's WTI price assumptions are US$85 per boe for 2012, US$80 for 2013, and US$75 for 2014; Henry Hub gas price assumptions are $2.50 per million BTU for 2012, $3.00 for 2013, and $3.50 for 2014. -- Production in 2012 and 2013 will increase 8%-12% on average annually with gas remaining about 15%-20% of total production. -- Unit full-cycle costs for 2012 will be unchanged from 2011 levels, while 2013 will show some improvement. -- Fixed costs for 2012 include C$875 million in capex and about C$75 million in cash dividends. S&P forecasts 2013 capex at C$700 million-C$750 million at its price assumptions. -- S&P expects that the company will fund its cash flow shortfall with borrowings under the revolver. -- S&P assumes that the company will settle its US$300 million of 3.125% senior convertible bonds in cash in February 2013. Liquidity S&P belives PetroBakken has strong liquidity to cover its needs in the next 18 months. S&P's assessment of the company's liquidity profile incorporates these expectations and assumptions: -- S&P expects PetroBakken's sources of liquidity -- for instance, FFO and availability under its bank facility -- to exceed its uses 1.2x during the next 12-24 months. -- S&P expects the company to fund its uses even if EBITDA dropped 30%, due to a drop in hydrocarbon prices. -- With the dividend reinvestment program's introduction, cash dividend payments for 2012 will be about C$75 million, compared with C$180 million in 2011. -- The company has adequate flexibility in its capital program to reduce it to its maintenance capital expenditure of C$500 million, to preserve liquidity. "PetroBakken had about C$1.1 billion available under its C$1.4 billion revolving facility as of June 30, 2012. The credit facility, unlike that of other E&P companies, is not a borrowing base facility. So during periods of weak commodity prices PetroBakken will still have access to its full facility, unlike other E&P companies whose borrowing base might fall," S&P said. "The revolving facility has multiple financial covenants--3x secured debt-to-EBITDA, 4x total debt-to-EBITDA, and a secured debt limit of 50% of total liabilities plus total equity. The company has plenty of room (about 55% under its tightest covenants) under its covenants; we do not expect it to breach its covenants in the next 12-24 months," S&P said. Recovery Analysis "We rate PetroBakken's US$900 million senior unsecured notes due 2020 'CCC+' (two notches below the corporate credit rating on the company), with a recovery rating of '6', indicating our expectation of negligible (0%-10%) recovery in the event of a default," S&P said. Outlook "The positive outlook reflects Standard & Poor's expectation that PetroBakken's positive production trajectory and stronger cash flows positions it for an upgrade in the next 12 months. We also expect the company to improve its unit FD&A costs as it adds organic, drill-bit-related reserves during our forecast period. Our forecasts assume that the company will not generate any cash flow after funding its capital expenditures and dividends through 2013 and that the remaining convertible notes outstanding will be settled in cash in February 2013," S&P said. "We will likely upgrade the ratings if PetroBakken maintains its production growth, mainly in Cardium; and demonstrate improved FD&A costs, which would likely lower the company's cost profile. We assume PetroBakken will maintain its balance-sheet profile and strong liquidity through this period," S&P said. "We would consider a downgrade if PetroBakken cannot achieve its expected production growth, its full-cyle costs increase above current reported levels due to operating problems, or commodity prices drop (for instance, oil prices fall below US$65 a barrel) such that fully adjusted debt/EBITDA would rise and stay above 4.5x. Also, aggressive financing of growth initiatives, either acquisition or capital expenditures, that significantly increase leverage above 4.5x without prospects for rapid deleveraging would lead us to revisit our ratings," S&P said. Ratings List PetroBakken Energy Ltd. Outlook Revised To Positive To From Corporate credit rating B/Positive/-- B/Stable/-- Rating/Recovery Rating Unchanged Senior unsecured debt CCC+ Recovery rating 6 PRATT TOWN: In the Brink of Receivership on Poor Management ----------------------------------------------------------- Metro News reports that Kanawha County, West Virginia Commissioner Dave Hardy said it's very disappointing to even have to consider dissolving his hometown of Pratt. The county commission has instructed its attorney to look into dissolution or possible receivership for the 107-year-old town, according to Metro News. Metro News notes that Mr. Hardy said the county continues to discover examples of poor management or dishonesty within the town in eastern Kanawha County. The commission learned there is more than $140,000 in federal government tax liens against the town and its water system for not paying federal tax withholding for employees, Metro News relates. Metro News says that Commissioner Hardy said you combine that with other recent news of missed state retirement board payments for Pratt employees and it points toward an uncertain future. "We've got a huge problem there. . . . The town is insolvent, that's obvious and I don't think under any circumstances the town is going to come up with 140-thousand dollars in cash," the report quoted Mr. Hardy as saying. The report notes that Mr. Hardy added it wouldn't be fair to the county's other 12 municipalities for the county commission to bail Pratt out even if the county had the money in its budget. A top priority of the county commission is to save Pratt's water system, the report notes. Commissioner Hardy said it's time for city leaders to come clean and pass on any other bad financial news, the report adds. PROSPECT STUDIOS: Counsel Can Draw Down on Prepetition Retainer --------------------------------------------------------------- Bankruptcy Judge Arthur B. Federman approved the application filed by the law firm of McDowell Rice Smith & Buchanan, counsel to Prospect Studios, L.P.: -- for allowance of compensation for services rendered and for reimbursement of expenses incurred for the period of Feb. 13, 2012 through May 16, 2012; and -- to draw down on the prepetition retainer it received from the Debtor to pay its fees. The Court overruled the objection of creditor CSFB 2001-CP4 GLADSTONE COMPLEX LLC. CSFB objected to the use of the retainer as a source of payment because CSFB asserts a perfected security interest in the retainer. The Debtor had provided MRS&B with a $25,000 prepetition retainer. On May 23, 2012, MRS&B filed the Fee Application, seeking $24,671.50 in fees for professional legal services rendered, and $1,356.54 for actual and necessary expenses, for a total of $26,028.04. Counsel stated at the hearing on the Application that MRS&B will not likely seek additional fees in the case. CSFB asserts that the Debtor owes it approximately $8.5 million. CSFB is a secured creditor with a Deed of Trust dated July 31, 2001, and recorded Aug. 1, 2001, on the Debtor's premises. The Debtor is a single asset real estate debtor as defined in 11 U.S.C. Sec. 101(51B), and essentially all of its income comes from rents. A copy of the Court's Aug. 24, 2012 Order is available at http://is.gd/itPIeKfrom Leagle.com. Prospect Studios, L.P., owns the "Prospect Studios," a 200-unit apartment complex located at 2440 NE 68th Street in Gladstone, Missouri. Prospect Studios filed for Chapter 11 bankruptcy (Bankr. W.D. Mo. Case No. 12-40548) on Feb. 16, 2012. Judge Arthur B. Federman presides over the case. Jonathan A. Margolies, Esq., at McDowell Rice Smith & Buchanan, serves as the Debtor's counsel. In its petition, the Debtor estimated $1 million to $10 million in assets and debts. The petition was signed by Susan I. Rose, general partner. QCA HEALTH: A.M. Best Affirms 'B' Finc'l. Strength Rating --------------------------------------------------------- A.M. Best Co. has revised the outlook to negative from stable and affirmed the financial strength rating of B (Fair) and issuer credit rating of "bb+" of QCA Health Plan, Inc. (QCA) (Little Rock, AR). The revised outlook reflects QCA's lower than expected operating trends as well as a reduction of its absolute and risk-adjusted capital levels, which are currently considered below A.M. Best's expectations for its current ratings. The company experienced deterioration in operating results through the first half of 2012, despite management-implemented initiatives and forecasted margin improvements. Offsetting these factors is the implicit support QCA receives from two of its majority owners, QualChoice of Arkansas, Inc. and The TriZetto Group, Inc. However, they have not infused capital in recent years, and QCA's future access to capital remains a concern. A.M. Best will continue to monitor QCA's earnings trend, capitalization and future strategic initiatives that may impact its financial position. A.M. Best believes future negative rating actions could occur if QCA continues to generate unfavorable operating results causing further decline in its absolute and risk-adjusted capital levels. Key rating factors that could lead to positive rating actions include a sustainable positive operating performance combined with stronger capitalization through organic growth or via a capital contribution. QUICKSILVER RESOURCES: S&P Affirms 'B-' Corporate Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Quicksilver Resources Inc. to stable from negative. "We also affirmed our 'B-' corporate credit rating on the company," S&P said. "The outlook revision reflects our updated assessment of Quicksilver's liquidity, following the company's receipt of a covenant amendment from its banks, a near-term expected reduction in Canadian letters of credit obligations, a $50 million cut in capital expenditures for the remainder of 2012, and the assumption of a lower capital expenditure run rate for 2013," said credit analyst Carin Dehne-Kiley. "Our outlook revision also incorporates the company's reduced borrowing base." "We could lower the rating if liquidity drops below $200 million, which would most likely occur if the company ramps up capital spending or if its borrowing base is further reduced. We could raise the rating if the company maintains debt-to-EBITDA below 5.25x for a sustained period, which would most likely require a significant joint venture or MLP," S&P said. RESIDENTIAL CAPITAL: Homeowners Want Official Committee ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that homeowners are seeking appointment of an official committee to represent their interests in the bankruptcy reorganization of Residential Capital LLC, the mortgage-servicing subsidiary of non-bankrupt Ally Financial Inc. According to the report, a lawyer representing more than 30 homeowners filed papers last week requesting an official committee to complement the official creditors' committee. The homeowners contend that all members of the creditors' panel have interests adverse to homeowners, with one exception. The homeowners say they and their counterparts around the country have claims against ResCap for fraud, violation of state and federal consumer protection laws, civil claims for violation of the Racketeer Influenced and Corrupt Organizations Act, fraudulent foreclosure, and servicing misconduct. The report relates that the homeowners point out that there is only one individual on the creditors' committee representing homeowners, and she is unable to counter the weight of the large financial institutions that dominate the panel. The report notes that the committee would be representing the interests of homeowners with debt on 2.4 million mortgages that ResCap was servicing when the bankruptcy began. The outstanding principal balances on the loans totaled $374 billion at the outset of the bankruptcy case, according to the homeowners' lawyer. The request for a homeowners' committee is scheduled for hearing on Sept. 27 in U.S. Bankruptcy Court in Manhattan. About Residential Capital 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. 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. ResCap is selling its mortgage origination and servicing businesses and its legacy portfolio, consisting mainly of mortgage loans and other residual financial assets. At the onset of the bankruptcy case, ResCap struck a deal with Nationstar Mortgage LLC for the mortgage origination and servicing businesses, and with Ally Financial for the legacy portfolio. Together, the asset sales are expected to generate roughly $4 billion in proceeds. Following a hearing in June, the bankruptcy judge scheduled auctions for Oct. 23. A hearing to approve the sales was set for Nov. 5. Fortress Investment Group LLC will make the first bid for the mortgage-servicing business, while Berkshire Hathaway Inc. will serve as stalking-horse bidder for the remaining portfolio of mortgages. 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). RESORTS DEVELOPMENT: May Abandon Chapter 11 Amid Dwindling Revenue ------------------------------------------------------------------ Lance Griffin at Dothan Eagle reports that Resorts Development Group II LLC said it plans to abandon its attempt to reorganize under Chapter 11 bankruptcy protection and pay back creditors while remaining in operation. The report notes the Company's revenue is dwindling to almost nothing and the outlook of that ever changing becoming less likely. According to the report, the Company had been leasing the bingo pavilion at Center Stage Alabama to the Houston Economic Development Association -- which operates bingo at Center Stage -- for $100,000 per month. However, the Alabama Attorney General's raid of the pavilion on July 26 resulted in the confiscation of more than 600 electronic bingo machines and around $283,000 in cash. The report notes Center Stage and HEDA have continued to operate paper bingo at the pavilion, but it appears to be generating a fraction of the revenue that had been generated through electronic bingo. The report adds Fred Garfield, bankruptcy attorney for RDG, has told U.S. Bankruptcy Judge William Sawyer that HEDA's $100,000 lease payment for the month of July would probably be its last unless a new form of revenue could be found, or unless electronic bingo was restored. According to the report, Mr. Garfield said RDG is still allowing HEDA to use the building for paper bingo, but said paper bingo was generating a gross revenue of only about $20,000 per month. HEDA has indicated it intends to challenge the confiscation of the machines and cash in Houston County Circuit Court. So far, no court date has been scheduled for a hearing on the issue. The former Country Crossing venue was rebranded last year and opened again as Center Stage Alabama in the summer of 2011. The development was apparently generating enough revenue earlier this year to pay rent on the building, pay its employees and make a bond payment of $160,000 per month in an effort to begin paying back about $27 million in bond debt, according to the report. The report adds the holder of the bond debt, the Lord Abbett Municipal Income Fund, is one of scores of entities or individuals who have filed claims in the bankruptcy case. James White, attorney for Lord Abbett, told Judge Sawyer the chances of RDG generating revenue in the future were diminishing. The report also notes a hearing in U.S. Bankruptcy Court was originally set on a $61 million claim by professional boxer Floyd Mayweather Jr. That part of the hearing was continued. About Resorts Development Group II Resorts Development Group II LLC owns and operated Country Crossing d/b/a Center Stage located at 300 Country Crossing Pkwy., Cottonwood, Alabama. It filed for Chapter 11 bankruptcy (Bankr. M.D. Ala. Case No. 12-30054) on Jan. 9, 2012. Judge William R. Sawyer presides over the case. In its petition, the Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debts. Court papers say the value of the Debtor's real property is in excess of $5 million. The petition was signed by Trish Don Francesco, director/manager. The Debtor selects employ Frederick M. Garfield of the Garfield Law Firm LLC as its Chapter 11 counsel. RG STEEL: Wins Judge OK for $7 Mil. Asset Sale ---------------------------------------------- Jamie Santo at Bankruptcy Law360 reports that RG Steel LLC got the nod from U.S. Bankruptcy Judge Kevin J. Carey on Thursday to sell certain assets for $7 million, but the steelmaker will have to wait for approval of a $16 million mill sale still delayed by an objection from a former rival and next-door neighbor. Judge Carey signed off on the $7 million sale of assets ? industrial equipment and some intellectual property ? from RG Steel's Wheeling Corrugating Unit to Consolidated Environmental Management Inc. About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owns Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012, to pursue a sale of the business. The bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion as of the Chapter 11 filing. The Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. RG Steel LLC disclosed $1,293,320,461 in assets and $1,050,005,993 in liabilities as of the Chapter 11 filing. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent and provides administrative services. RG Steel LLC sold the Sparrows Point steel mill to liquidator Hilco Industrial on Aug. 7 for about $72 million, Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. An official committee of unsecured creditors has been appointed in the case. Kramer Levin Naftalis & Frankel LLP represents the Committee. Saul Ewing LLP serves as co-counsel. Huron Consulting Services LLC serves as its financial advisor. RG STEEL: Judge Drops SNA Carbon From Air Pollution Suit -------------------------------------------------------- Max Stendahl at Bankruptcy Law360 reports that SNA Carbon LLC, a partner in a joint venture with a unit of RG Steel LLC that owned a steelmaking facility in West Virginia, cannot be held liable by the U.S. government for alleged environmental damage at the site, a federal judge ruled Thursday. Bankruptcy Law360 relates that U.S. District Judge John Preston Bailey granted SNA Carbon's July 23 motion to be dismissed from the suit, which also names RG Steel Wheeling LLC and the joint venture -- called Mountain State Carbon LLC -- as defendants. About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owns Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012, to pursue a sale of the business. The bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion as of the Chapter 11 filing. The Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. RG Steel LLC disclosed $1,293,320,461 in assets and $1,050,005,993 in liabilities as of the Chapter 11 filing. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent and provides administrative services. RG Steel LLC sold the Sparrows Point steel mill to liquidator Hilco Industrial on Aug. 7 for about $72 million, Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. An official committee of unsecured creditors has been appointed in the case. Kramer Levin Naftalis & Frankel LLP represents the Committee. Saul Ewing LLP serves as co-counsel. Huron Consulting Services LLC serves as its financial advisor. RIC NEWMAN: Files for Chapter 11 Bankruptcy in Florida ------------------------------------------------------ Pam Boyd at Eagle Valley Enterprise reports that Ric Newman, developer of the Haymeadow project in Eagle, has filed Chapter 11 bankruptcy in Florida. "This is an issue for me personally and has no effect on the Haymeadow project," the report quotes Mr. Newman as stating. "As we move deeper into the approval process for the Haymeadow PUD, my partner, Alan Cohen, and I want to reiterate our commitment to providing a development that complements and enhances the beauty and character of Eagle," Mr. Newman said. "In addition, we want to clarify the nature and responsibilities of our partnership in order to dispel any misinformation that may have presented itself." The report relates Mr. Newman stressed that his bankruptcy case was a personal action restricted to his holdings in Florida. "In January 2012, after many years of decline in the Florida real estate market, I sought Chapter 11 bankruptcy protection in order to restructure debt that I carried on several projects in Florida, that I alone backed," Mr. Newman said in a statement, according to the report. The report relates Mr. Newman added, "The Haymeadow project is 100% financed by Alan Cohen, founder and CEO of Andrx Pharmaceuticals, a former member of the Nasdaq 100, who has been a partner of mine on many projects over the last 10 years. The Haymeadow property is debt free and Alan has the wherewithal and desire necessary to self-fund the complete construction of this project." The report notes Rosie Shearwood, one of the local residents who have voiced concerns with the Haymeadow plan, questioned Mr. Newman's decision to seek bankruptcy protection in the midst of town board review of the project. The report adds the Haymeadow review process will resume Sept. 11, 2012. RIVIERA HOLDINGS: S&P Affirms 'CCC+' Corporate Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services revised its rating outlook on Las Vegas-based casino operator Riviera Holdings Corp. to negative from stable. "At the same time, we affirmed all other ratings on the company, including our 'CCC+' corporate credit rating," S&P said. "Our outlook revision to negative reflects our expectation that EBITDA generation at Riviera's Las Vegas property will remain challenged," said Standard & Poor's credit analyst Michael Halchak. "Although we continue to believe that the Las Vegas Strip will realize some growth in gaming revenue in 2012, we expect this growth will be modest, in the low-single-digit percentage area. Given our market expectations and our belief that Riviera's property remains disadvantaged relative to its competitors on the Las Vegas Strip and in downtown Las Vegas, we expect 2012 to be another year of negative EBITDA at Riviera." "Without either substantial cost realignment or significant capital investment to rejuvenate the property to increase customer spend, Riviera will likely continue to generate negative EBITDA," added Mr. Halchak. "The 'CCC+' corporate credit rating on Riviera reflects our assessment of the company's business risk profile as 'vulnerable' and the company's financial risk profile as 'highly leveraged,' according to our criteria. Riviera operates one property on the highly competitive Las Vegas Strip, with a second-tier market position. The rating also factors in the company's excess cash, a portion of which we believe it will use to repay debt," S&P said. "In September 2011, Riviera entered into an agreement with Monarch Casino and Resorts Inc. to sell Riviera Black Hawk Casino for $76 million. Although the sale was completed on April 26, 2012, Riviera's uses of the cash proceeds from the transaction remain uncertain. While a substantial portion of the proceeds likely will be required to repay Riviera's credit facility, the amount of the repayment has not been finalized. Furthermore, despite the likelihood for substantial debt repayment, we believe the company will continue to generate negative EBITDA, which may inhibit its ability to service its future capital structure," S&P said. "Riviera will be reliant on excess cash on the balance sheet to fund near-term fixed charges, absent a meaningful improvement in operating performance," said Mr. Halchak. "The negative outlook reflects our expectation that Riviera will continue to generate negative EBITDA, which will result a gradual deterioration of its liquidity position. While the company will likely use a substantial portion of proceeds from the sale of the Riviera Black Hawk Casino to repay a portion of its credit facility, EBITDA generation at Riviera Las Vegas is challenged, and we believe the property remains disadvantaged relative to its competitors on the Las Vegas Strip and in downtown Las Vegas. Thus, despite the potential for substantial debt repayment and our expectation that excess cash on the balance sheet will be sufficient to fund near-term fixed charges, we believe the company will continue to generate negative EBITDA, which may inhibit its ability to service the capital structure over the longer term," S&P said. "We could lower the rating if operating performance continues to weaken or if we believe the company will be unable to improve operating performance over time, such that it will eventually generate sufficient cash flow to support its capital structure after the repayment of debt from sale proceeds," S&P said. SAN ANTONIO INDEMNITY: A.M. Best Cuts Finc'l Strength Rating to D ----------------------------------------------------------------- A.M. Best Co. has removed from under review with negative implications and downgraded the financial strength rating to D (Poor) from B (Fair) and issuer credit rating to "c" from "bb" of San Antonio Indemnity Company (San Antonio Indemnity) (San Antonio, TX). The outlook assigned to both ratings is negative. Concurrently, A.M. Best has withdrawn the ratings as the company has requested to no longer participate in A.M. Best's interactive rating process. The rating actions take into account San Antonio Indemnity's financial results through June 30, 2012 and consider its deteriorated and unfavorable risk-adjusted capitalization as a result of underwriting losses in recent years due to frequent and severe weather events, loss and loss adjustment expense reserve strengthening and significant premium growth. The rating actions also follow A.M. Best's downgrading and placing under review with negative implications the ratings of San Antonio Indemnity on April 27, 2012. At that time, the under review status was applied to the ratings pending the resolution of San Antonio Indemnity's capital-raising initiatives. As of June 30, 2012, the company has not executed these initiatives. SCOTTSDALE CANAL: Crystal Lake Wants Case Sent to Another Judge --------------------------------------------------------------- Crystal Lake LLC asks the U.S. Bankruptcy Court to transfer the Chapter 11 proceeding filed by Ivey Fund, LLC (Case No. 12-08179) to the Hon. Charles G. Case. The Ivey Fund case is currently pending before Judge George B. Nielsen. Crystal Lake said Ivey Fund was a second position lienholder on property in the Scottsdale Canal Development LLC's case and Ivey Fund's plan for reorganization is apparently simply a regurgitation and second attempt at the same development project as ruled by the Court in the evidentiary relief held on Feb. 16, 2012. On the day before filing for bankruptcy, Ivey Fund was a secured creditor, in second position, on the "Darryl Estate Lots", two residential lots generally located at the corner of Scottsdale and Camelback Roads in Scottsdale, Arizona. The Darryl Estate Lots were part of a large number of properties owned by Scottsdale Canal. Crystal Lake held the first position on the Darryl Estate Lots and was about to complete its trustee's sale of the lots, which would have eliminated Ivey Fund's lien position. Crystal Lake is represented by the Law Office of Barbara Maroney, P.C. About Scottsdale Canal Scottsdale Canal Development LLC is a real estate builder and developer. In 2006, the Company began purchasing land on the Northeast corner of Scottsdale and Camelback road, directly east of the Arizona canal to develop a multi-faced residential / commercial project. The Company filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-26862) on Sept. 21, 2011. Judge Charles G. Case II presides over the case. John J. Fries, Esq., and John Kahn, Esq., in Phoenix, Arizona, at Ryley Carlock & Applewhite, serves as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debts. Platinum Land Investments LLC serves as administrative member of the Debtor. Platinum's Mark Madkour serves as the Debtor's sole member. About Ivey Fund Ivey Fund LLC is owned primarily and managed by Mark Madkour, who is also the primary owner and manager of Scottsdale Canal. Ivey Fund for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 12-08179) on April 18, 2012. A copy of the petition is available at http://bankrupt.com/misc/azb12-08179.pdf SELECT ONION: Balks at Trustee's Plan to Auction Its Assets ----------------------------------------------------------- Marie Beaudette at Dow Jones' DBR Small Cap reports that Select Onion Co. is asking a bankruptcy judge to stop the Chapter 11 trustee in charge of its Chapter 11 case from selling the company's processing plant and farmland on Oregon's border with Idaho, saying there's an "excellent possibility" that the assets won't sell for "fair market value." About Larson Land Ontario, Oregon-based Larson Land Company LLC, fka Select Onion Co. LLC -- http://www.selectonion.com/-- a privately held agribusiness company that grows, stores, processes and ships bagged onions, fresh processed onions, whole peel onions, IQF onions, and delicious raw breaded hand packed onion rings, filed a Chapter 11 petition (Bankr. D. Idaho Case No. 12-00820) in Boise, Idaho, on April 12, 2012, estimating assets of up to $100 million and debts of up to $500 million. Judge Terry L. Myers presides over the case. Brent T. Robinson, Esq., at Robinson, Anthon & Tribe, serves as the Debtor's counsel. The petition was signed by Farrell Larson, president. Hawley Troxell Ennis & Hawley, LLP and Ball Janik LLP represent John L. Davidson, the Chapter 11 trustee for the Debtor. SEMCRUDE LP: Barclays Wants $143MM Bank Transfer Fee Suit Tossed ---------------------------------------------------------------- Brian Mahoney at Bankruptcy Law360 reports that a $143 million fraudulent conveyance suit against Barclays Bank PLC filed on behalf of creditors of SemGroup LP should be dismissed because the disputed transfers aren't relevant to any creditor claim, Barclays told a New York federal judge Wednesday. Bankruptcy Law360 relates that Barclays said in a motion to dismiss that the $143 million claim at the heart of the lawsuit is not assigned to SemGroup creditors but to SemGroup itself, and that those trustee avoidance claims are barred by the bankruptcy code. About SemGroup, L.P. SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008. John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represented the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. served as the Debtors' claims agent. The Blackstone Group L.P. and A.P. Services LLC acted as the Debtors' financial advisors. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represented the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. SemGroup LP won confirmation from the Bankruptcy Court of its Fourth Amended Plan of Reorganization on Oct. 28, 2008. The Plan, which distributed more than $2.5 billion in value to stakeholders, was declared effective on Nov. 30, 2008. As part of the Plan, the Reorganized Debtors entered into two new credit facilities aggregating $625 million in financing; entered into a $300 million Second Lien Term Facility; created a new corporate structure, including issuing shares of common stock and warrants; and distributed approximately $500 million of cash and approximately $1 billion in value of new common stock and warrants to thousands of creditors in accordance with the Plan. SENESCO TECHNOLOGIES: Gets Notice of Non-Compliance From NYSE MKT ----------------------------------------------------------------- Senesco Technologies, Inc., received a notice from NYSE Regulation, Inc., on behalf of NYSE MKT LLC providing notification that NYSE MKT has determined not to grant the Company an extension to the Company's time period to cure the Company's non-compliance with certain of the NYSE MKT's continued listing standards as set forth in Part 10 of the NYSE MKT Company Guide, and therefore, the NYSE MKT intends to file a delisting application with the Securities and Exchange Commission striking the Company's common stock from the NYSE MKT. Specifically, the Company is not in compliance with Section 1003(a) (iii) of the Company Guide with stockholder's equity of less than $6,000,000 at June 30, 2011 and losses from continuing operations and/or net losses in its five most recent fiscal years and with Section 1003(a) (ii) of the Company Guide with stockholder's equity of less than $4,000,000 at Sep. 30, 2011 and losses from continuing operations and/or net losses in three of its four most recent fiscal years. The Company reported stockholder's equity of $4,517,463 at June 30, 2011 and 3,933,130 at Sep. 30, 2011. The Company intends to appeal the NYSE MKT's determination and request a hearing a committee of NYSE MKT in accordance with the Company's rights as set forth in Sections 1203 and 1009(d) of the Company Guide. There can be no assurance that the Company's request for continued listing will be granted. If the Company's appeal is not successful, the NYSE MKT will likely initiate delisting proceedings. About Senesco Technologies Senesco Technologies, Inc. is a leader in eIF5A technology, is running a clinical study in multiple myeloma with its lead therapeutic candidate SNS01-T, which targets B-cell cancers by selectively inducing apoptosis by modulating eukaryotic, translation, initiation Factor 5A (eIF5A), which is believed to be an important regulator of cell growth and cell death. Accelerating apoptosis may have applications in treating cancer, while delaying apoptosis may have applications in treating certain inflammatory and ischemic diseases. Senesco has already partnered with leading-edge companies engaged in agricultural biotechnology and biofuels development, and is entitled to earn research and development milestones and royalties if its gene-regulating platform technology is incorporated into its partners' products. SHERIDAN GROUP: S&P Reinstates 'CCC+' Rating on $150MM Sr. Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services reinstated its ratings on Sheridan's $150 million senior secured notes due 2014. "The issue- level rating on the notes is 'CCC+' (the same as our corporate credit rating on the company)and the recovery rating is '3', indicating our expectation of meaningful (50% to 70%) recovery in the event of a payment default. The ratings on the notes were previously withdrawn due to an administrative error," S&P said. RATING LIST The Sheridan Group Inc. Corporate credit rating CCC+/Negative/-- Senior secured notes CCC+ Recovery rating 3 SOLYNDRA LLC: Losses Could Mean Profits for Private Equity Firms ---------------------------------------------------------------- Peg Brickley at Dow Jones' Daily Bankruptcy Review reports that the U.S. Department of Energy and the Internal Revenue Service are demanding information on potential tax breaks that could allegedly be worth "hundreds of millions of dollars" to the private equity firms behind failed solar power equipment maker Solyndra LLC. 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. The Official Committee of Unsecured Creditors of Solyndra LLC has tapped Blank Rome LLP as counsel and BDO Consulting as financial advisors. 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. An auction in June generated $1.79 million from the sale of 7,200 lots of equipment. Solyndra filed a liquidating plan at the end of July and scheduled a hearing on Sept. 7 for approval of the explanatory disclosure statement. The Plan is designed to pay 2.5% to 6% to unsecured creditors with claims totaling as much as $120 million. Unsecured creditors with $27 million in claims against the holding company are projected to have a 3% dividend. SOVRAN LLC: Court OKs Bullivant Houser to Withdraw as Counsel ------------------------------------------------------------- The Hon. Paul B. Snyder of the U.S. Bankruptcy Court for the Western District of Washington authorized Bullivant Houser Bailey PC's to withdraw from representing Sovran LLC. The Court approved employment of Bullivant on Sept. 22, 2011. Bullivant, in its motion, explained that it will have no further involvement in the matter because the attorneys representing Debtor are no longer employed by Bullivant. In this relation, Bullivant related that the attorneys representing Debtor, Lawrence Ream and Richard G. Birinyi, resigned from Bullivant on Oct. 21, 2011, and are now employed by Schwabe Williamson & Wyatt. The Court granted the ex parte application for supplemental approval of counsel on Jan. 26, 2012, authorizing the employment of Mr. Ream and Mr. Birinyi and Schwabe Williamson & Wyatt on the grounds that the Debtor will continue to employ Mr. Ream and Mr. Birinyi. About Sovran LLC Sovran LLC, is a development company that was formed to acquire and develop a large commercial piece of real property located between Military Road and Interstate 5, in Winlock, Washington. Sovran filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 11-45107) on June 23, 2011. Richard G. Birinyi, Esq., and Lawrence R. Ream, Esq., at Bullivant Houser Bailey PC, in Seattle, Washington, serve as counsel. In its schedules, the Debtor disclosed $18,968,289 in assets and $11,619,450 in liabilities. The Debtor's Plan provides for the marketing of the property and obtaining sales of all or any part of the property. The liens securing claims will be modified in accordance with the Bankruptcy Code's provisions to permit sales of partial parcels, with deed release provisions specifying the amount to be paid to the holders of secured claims based on a certain price per square foot. SP NEWSPRINT: Gets Approval to Amend DIP Agreement -------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized SP Newsprint Holdings LLC, et al., to enter into a fifth amendment to senior secured priming and superpriority debtor-in-possession credit agreement; and grant liens, superpriority administrative expense claims, and adequate protection to prepetition secured parties. The amendment, with the consent of the lenders, among other things provide that Section 2.2(d) of the agreement is amended by deleting each reference to "$5,000,000" in the third sentence of the Section 2.2(d) and substituting, in each case, these words "the Maximum Cash Amount." The Maximum Cash Amount means the lesser of (a) $8,000,000 and (b) without duplication, the sum of (x) the aggregate face amount of all checks issued by the Borrower and its Subsidiaries and the aggregate amount of all debits (including any automated clearing house payments) authorized by the borrower and its subsidiaries, in each case (i) originating from the cash collateral account, controlled deposit accounts and controlled securities accounts and (ii) that have not yet cleared, plus (y) $1,000,000. A copy of the fifth amendment is available for free at http://bankrupt.com/misc/SPNEWSPRINT_creditagreement_5amendment.pdf 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 Debtor won court approval to hold an Aug. 17 auction to sell virtually all its assets. The Debtor's lenders will act as the so-called stalking horse for the auction setting a floor for other bidders to beat. The lenders will make a credit bid, using forgiveness of its secured debt to buy the assets. General Electric Capital Corp., as both agent to lenders and a lender itself, is owed about $254 million. 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. STOCKTON, CA: Mammoth Mediator to Mediate Talks With Creditors -------------------------------------------------------------- Maria Chutchian at Bankruptcy Law360 reports that U.S. Bankruptcy Judge Christopher M. Klein on Thursday called on the Oregon judge who recently guided Mammoth Lakes, Calif., to a settlement of the suit that sent it into bankruptcy to mediate talks between the city of Stockton and its creditors, saying an eligibility trial could be months away. Bankruptcy Law360 says Judge Klein urged Stockton and its creditors to make serious efforts to resolve their issues through mediation with U.S. Bankruptcy Judge Elizabeth Perris. About Mammoth Lakes The town of Mammoth Lakes, a small California resort community near Yosemite National Park, filed a Chapter 9 bankruptcy petition (Bankr. E.D. Calif. Case No. 12-32463) on July 3, 2012, estimating $100 million to $500 million in assets and $50 million to $100 million in debts. Bankruptcy Judge Thomas C. Holman oversees the case. Lawyers at Fulbright & Jaworski LLP and Klee, Tuchin, Bogdanoff & Stern, LLP, serve as the Debtor's counsel. The petition was signed by Dave Wilbrecht, town manager. About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Calif. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Calif. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. SUPERMEDIA INC: S&P Retains 'CCC+' Issuer Credit Rating ------------------------------------------------------- Standard & Poor's Ratings Services said that Dallas-based print and digital marketing services provider SuperMedia Inc.'s (CCC+/Negative/--) merger announcement with Dex One Corp. (CCC/Developing/--) to form a new company named Dex Media has no effect on its ratings on SuperMedia. "Our issue-level rating on the company's term loan due 2015 remains at 'D' until we gain further clarity surrounding the company'sability to make ongoing subpar repurchases. As part of the merger agreement, the proposed maturity extension will delay the previous refinancing risk associated with the $2.1 billion facility due 2014 at Dex One and $1.5 billion due 2015 at SuperMedia. After the merger, the combined companies will benefit from cost synergies and tax attributes that could increase cash flow generation and the ability to repay debt. Still, we do not expect it to materially change the near-term business outlook for the sector. We expect the shift from print to digital media will continue and that directories will still find it difficult to retain their niche in this competitive marketplace. A possible upgrade would entail stabilization in top-line pressure at the new company, Dex Media, which we regard as a remote possibility," S&P said. SYMS CORP: US Trustee Objects Ch. 11 Plan Over CEO Protections -------------------------------------------------------------- Jamie Santo at Bankruptcy Law360 reports that the U.S. trustee objected Friday to Syms Corp.'s proposed Chapter 11 reorganization, arguing the Company's plan cannot be confirmed in Delaware bankruptcy court as it provides legal cover for nonfiduciary parties, namely CEO Marcy Syms and her professionals. Bankruptcy Law360 relates that the proposed plan would reorganize Syms and subsidiary Filene?s Basement LLC as a real estate holding company, but the trustee claims it "is not confirmable because it contains an exculpation provision that is contrary to applicable law in this district." Meanwhile, BankruptcyData.com reports that Filene's Basement filed with the U.S. Bankruptcy Court a second Plan Supplement for the Second Amended Joint Chapter 11 Plan Of Reorganization of Syms. The Supplement contains the following documents: Amended List of Assumed Agreements and Amended Identification of Directors and Officers of Reorganized Debtors. About Filene's Basement & Syms Corp. Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 (Bankr. D. Del. Case No. 09-11525) on May 4, 2009, represented by lawyers at Pachulski Stang Ziehl & Jones LLP. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors disclosed assets of $236 million, including real estate of $97.7 million, and liabilities of $94 million, including $31.1 million owing on a revolving credit with Bank of America NA as agent. In addition, there were $11.1 million in letters of credit outstanding on the revolver. The 2009 Debtor was formally renamed FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. Pursuant to the Liquidating Plan confirmed in January 2010, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. As reported by the Troubled Company Reporter on Dec. 20, 2010, Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. On Nov. 2, 2011, Syms Corp. placed itself, Filene's Basement and two other units in Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 11-13511 to 11-13514) after a failed bid to sell the business. The two units are Syms Clothing Inc. and Syms Advertising Inc. Judge Kevin J. Carey presides over the case. Lawyers at Skadden Arps Slate Meagher & Flom LLP serve as the Debtors' counsel. The Debtors tapped Rothschild Inc. as investment banker and Cushman and Wakefield Securities, Inc., as real estate financial advisors. Syms shuttered its namesake and Filene's Basement outlets upon the bankruptcy filing and tapped a joint venture of Gordon Brothers Retail Partners LLC and Hilco Merchant Resources LLC to run the going-out-of-business sales. The sale may continue until Jan. 31, 2012. Filene's Basement estimated $1 million to $10 million in assets and $50 million to $100 million in debts. The petitions were signed by Gary Binkoski, authorized representative of Filene's Basement. The official committee of unsecured creditors appointed in the 2011 case has retained Hahn & Hessen LLP as legal counsel. Holders of equity in Syms Corp. pushed for an official shareholders' committee and separation of the Syms and Filene's Basement bankruptcy estates. Gordon Brothers and Hilco are represented by Goulston & Storrs, P.C. and Ashby & Geddes, P.A. TERRESTAR NETWORKS: Judge Approves Elektrobit Deal, DS ------------------------------------------------------ Lisa Uhlman at Bankruptcy Law360 reports that a New York bankruptcy judge approved a key settlement Thursday between TerreStar Corp. and its largest unsecured creditor, Elektrobit Inc., without which Elektrobit had vowed to fight confirmation of the debtor's Chapter 11 plan, the disclosure statement for which the judge also approved Thursday. According to Bankruptcy Law360, the dispute involved Elektrobit's allowed claim in the bankruptcy. Elektrobit said its claim was worth about $27.8 million; under the settlement, it will get a $13.5 million cash payment outside of the plan and agree to support TSC's plan. About TerreStar Networks TerreStar Corporation and TerreStar Holdings, Inc., filed voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for the Southern District of New York on Feb. 16, 2011. TSC's Chapter 11 filing joins the bankruptcy proceedings of TerreStar Networks Inc. and 12 other affiliates, which filed on Oct. 19, 2010. The October Chapter 11 cases are procedurally consolidated under TSN's Case No. 10-15446 under Judge Sean H. Lane. TSC is the parent company of each of the October Debtors. TSC has four wholly owned direct subsidiaries: TerreStar Holdings, Inc., TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings Inc. TSC's case is jointly administered with the cases of seven of the October Debtors under the caption In re TerreStar Corporation, et al., Case No. 11-10612 (SHL). The seven Debtor entities who sought joint administration with TSC are TerreStar New York Inc., Motient Communications Inc., Motient Holdings Inc., Motient License Inc., Motient Services Inc., Motient Ventures Holdings Inc., and MVH Holdings Inc. TSC is a Delaware corporation whose main asset is the equity in non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by the Federal Communication Commission. TSC also has an indirect 89.3% ownership interest in TerreStar Network, Inc., which operates a separate and distinct mobile communications business. TerreStar Holdings is a Delaware corporation that directly holds 100% of the interests in 1.4 Holdings LLC. TerreStar Networks -- TSN -- the principal operating entity of TSC, developed an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using satellite-terrestrial smartphones. The system, however, required an enormous amount of capital expenditures and initially produced very little in the way of revenue. TSN's available cash and borrowing capacity were insufficient to cover its funding; thus, forcing TSN to seek bankruptcy protection in October 2010. TSC estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, in New York, serves as counsel for the TSC and TSN Debtors. Garden City Group is the claims and notice agent. Blackstone Advisory Partners LP is the financial advisor. The Garden City Group, Inc., is the claims and noticing agent in the Chapter 11 cases. Otterbourg Steindler Houston & Rosen P.C. is the counsel to the Official Committee of Unsecured Creditors formed in TSN's Chapter 11 cases. FTI Consulting, Inc., is the Committee's financial advisor. TerreStar Networks sold its business to Dish Network Corp. for $1.38 billion. It canceled a June 2011 auction because there were no competing bids submitted by the deadline. TerreStar Networks previously filed a reorganization plan that called for secured noteholders to swap more than $850 million in debt for nearly all the equity in reorganized TerreStar. Junior creditors, however, would see little recovery under that plan while existing equity holders would be wiped out. TerreStar Networks scrapped that plan in 2011 in favor of a sale. In November 2011, TerreStar Networks filed a liquidating Chapter 11 plan after striking a settlement with creditors. The creditors' committee initiated lawsuits in July to enhance the recovery by unsecured creditors. Judge Sean H. Lane approved on Feb. 14, 2012, TerreStar's Chapter 11 plan to divvy up the proceeds from the sale of its business to Dish Network Corp. TEXAS STATE AFFORDABLE: S&P Cuts Ratings on 2011A Bonds to 'BB' --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on the Texas State Affordable Housing Corp.'s (HDSA Texas Affordable Housing Pool Project) multifamily housing revenue bonds series 2011A and 2011B, issued for the American Opportunity Foundation/Bexar Affordable Housing Corp., to 'BB (sf)' and 'B (sf)' from 'A- (sf)' and 'BBB- (sf)'. The outlook is negative. "We lowered the project ratings because of lower-than-expected operating income and debt service coverage in 2011 and interim fiscal 2012 financial statements indicating debt service coverage of less than one times maximum annual debt service on the series 2011A and 2011B bonds," said Standard & Poor's credit analyst Raymond Kim. "The Texas State Affordable Housing Corp.'s (HDSA Affordable Housing Pool Project) series 2011A and 2011B multifamily housing revenue bonds were issued to provide for the acquisition and project improvements to the HDSA Texas Affordable Housing Pool," S&P said. TPC GROUP: S&P Puts 'B+' CCR on Watch Neg on $850MM Acquisition --------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on TPC Group LLC, including the 'B+' corporate credit rating, on CreditWatch with negative implications. "The CreditWatch placements follow the announcement that TPC has entered into an agreement to be acquired by First Reserve Corp. and SK Capital Partners in a transaction totaling approximately $850 million, including net debt," said credit analyst Daniel Krauss. "We will monitor developments relating to this potential transaction and will update or resolve the CreditWatch placements when further details are available, including the proposed capital structure, resulting financial policies, and operating prospects," S&P said. TRIBUNE CO: Aurelius Argues for Quick Appeal on Plan ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Aurelius Capital Management LP is arguing to a federal district judge that being required to post a $1.5 billion bond makes appealing the approval of Tribune Co.'s reorganization plan "prohibitively expensive." According to the report, the argument was made in papers filed on Aug. 24 in district court in response to a ruling two days earlier by the bankruptcy judge imposing the bonding requirement as a condition to prohibiting publisher Tribune from implementing the plan while the appeal is outstanding. Aurelius, a holder senior notes, wants a district judge to halt plan consummation without any bond. Aurelius and Law Debenture Trust Co. of New York, as indenture trustee for the senior notes, also want the district judge to hear the appeal quickly. Aurelius says it can file a brief within one week. It wants Tribune's brief filed 10 days later. Unlike some other creditors also appealing July approval of the Tribune plan, Aurelius and the indenture trustee are challenging the settlement underpinning of the plan. The report notes that they contend that Tribune's 2007 leveraged buyout included fraudulent transfers that can be reversed, allowing the pre-LBO senior notes to be paid in full instead of the 16% to 18% recovery flowing from the plan. The report relates that Aurelius is afraid Tribune will consummate the plan while the appeal is pending, leading the appellate court to dismiss the appeal on the theory that distributions under the plan can't be unwound. If a stay is denied, Aurelius is hoping a quick appeal will be completed before Tribune can obtain regulatory approval required to implement the plan. Aurelius is willing to delay plan distributions even though it would receive $200 million. Aurelius says it has the largest holding of senior notes. Aurelius contends there is no reason for all appeals from confirmation to be heard together. Aurelius argues that the issues it raises are different from those raised by others, such as disputes over the interpretation of subordination provisions. 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. Judge Kevin J. Carey issued an order dated July 13, 2012, overruling objections to the confirmation of Tribune Co. and its debtor affiliates' Plan of Reorganization. Before it formally emerges from bankruptcy, Tribune must still get approval from the Federal Communications Commission on new broadcast licenses and waivers for overlapping ownership of television stations and newspapers in certain markets. 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) TRIDENT MICROSYSTEMS: Seeks OK on Sale Contracts Assumption ----------------------------------------------------------- BankruptcyData.com reports that Trident Microsystems filed with the U.S. Bankruptcy Court a motion for an order authorizing the assumption and assignment of certain additional executory contracts related to the sale of set top box assets to Entropic Communications. In March 2012, the Debtors sold its set top box business to Entropic Communications for $65 million. The Court scheduled a Sept. 21, 2012 hearing on the matter. About Trident Microsystems Sunnyvale, California-based Trident Microsystems, Inc., currently designs, develops, and markets integrated circuits and related software for processing, displaying, and transmitting high quality audio, graphics, and images in home consumer electronics applications such as digital TVs, PC-TV, and analog TVs, and set- top boxes. The Company has research and development facilities in Beijing and Shanghai, China; Freiburg, Germany; Eindhoven and Nijmegen, The Netherlands; Belfast, United Kingdom; Bangalore and Hyderabad, India; Austin, Texas; and Sunnyvale, California. The Company has sales offices in Seoul, South Korea; Tokyo, Japan; Hong Kong and Shenzhen, China; Taipei, Taiwan; San Diego, California; Mumbai, India; and Suresnes, France. The Company also has operations facilities in Taipei and Kaoshiung, Taiwan; and Hong Kong, China. Trident Microsystems and its Cayman subsidiary, Trident Microsystems (Far East) Ltd. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 12-10069) on Jan. 4, 2011. Trident said it expects to shortly file for protection in the Cayman Islands. Judge Christopher S. Sontchi presides over the case. Lawyers at DLA Piper LLP (US) serve as the Debtors' counsel. FTI Consulting, Inc., is the financial advisor. Union Square Advisors LLC serves as the Debtors' investment banker. PricewaterhouseCoopers LLP serves as the Debtors' tax advisor and independent auditor. Kurtzman Carson Consultants is the claims and notice agent. Trident had $310 million in assets and $39.6 million in liabilities as of Oct. 31, 2011. The petition was signed by David L. Teichmann, executive VP, general counsel & corporate secretary. Pachulski Stang Ziehl & Jones LLP represents the Official Committee of Unsecured Creditors. The Committee tapped to retain Fenwick & West LLP as its special tax and claims counsel, Imperial Capital, LLC, as its investment banker and financial advisor. Dewey & Leboeuf as represents the statutory committee of equity security holders. The statutory committee tapped to retain Campbells as Cayman Islands counsel, and Quinn Emanuel Urquhart & Sullivan, LLP as its conflicts counsel. UNIVERSAL HEALTH: Fitch Upgrades Issuer Default Rating to 'BB' -------------------------------------------------------------- Fitch Ratings has upgraded the ratings of Universal Health Services, Inc. (UHS), including the issuer default rating to 'BB' from 'BB-'. The Rating Outlook is Stable. The ratings apply to approximately $3.5 billion of debt at June 30, 2012. Key Rating Issues: -- Credit metrics have improved significantly since the November 2010 Psychiatric Solutions, Inc. (PSI) acquisition. Fitch expects debt leverage (total debt/EBITDA) to be sustained below 3.4x over the ratings horizon. -- Cash flows remain strong and liquidity is adequate. Free cash flow (FCF; cash from operations less capital expenditures and dividends) in the range of $350 - $450 million is expected in fiscal 2012 and 2013. -- Acute care volumes and pricing are under extreme pressure due to persistently high unemployment, particularly in UHS' largest markets. Fitch expects UHS' acute care operations to remain particularly stressed through 2012 and into 2013. -- Higher profitability and a more stable revenue stream from UHS' behavioral health business have moderated the overall effects of the strained acute care business. Fitch forecasts stable organic growth and modestly improving profitability for the behavioral health business over the ratings horizon. -- Much uncertainty remains regarding healthcare reform legislation, as well as both federal and state budget debates. Governmental reimbursement is likely to continue to moderate no matter the outcome of these disputes. Guidelines for Future Ratings Actions Maintenance of a 'BB' IDR will require debt leverage generally maintained below 3.75x with strong and steady annual FCF in the range of $300 - $400 million. Fitch expects UHS' ratings to lag improvements in credit metrics in the intermediate-term due to the company's demonstrated willingness in 2010 to transform its credit profile for an acquisition. Furthermore, very weak acute care volume and pricing trends, which Fitch expects to persist through 2012 and into 2013, may weigh on positive ratings momentum. A positive rating action is not anticipated in the near term; although one may be contemplated if Fitch expects debt leverage to be maintained below 2.5x. Steady and robust cash flows accompanied by improved acute care volume and pricing metrics would also be expected to support an upgrade to 'BB+'. A negative rating action is anticipated only in the event of a sizeable leveraging M&A or capital deployment transaction resulting in debt leverage sustained at or above 3.75x. Despite the current pressures faced by the acute care business, Fitch does not expect volumes or pricing to deteriorate to such a degree that would precipitate a negative rating action in the near-to- intermediate term. Much Improved Credit Metrics Credit metrics have improved significantly since the time of the Psychiatric Solutions, Inc. (PSI) acquisition in November 2010. Fitch-calculated debt leverage (total debt/EBITDA) at June 30, 2012 was 2.85 times (x) compared to 3.6x on a pro forma basis following the acquisition. Fitch expects that debt leverage could increase to approximately 3.2x at Dec. 31, 2012 due to the pending acquisition of Ascend Health Corporation. Fitch expects UHS to operate with debt leverage between 2.8x and 3.4x over the ratings horizon. As a result, an ample cushion is expected to be maintained under its credit agreement's financial covenants. The debt leverage covenant steps down to 4.5x at Dec. 31, 2012 and 3.75x at Dec. 31, 2013. Strong Cash Flows, Adequate Liquidity Cash flows remain strong, despite very pressured acute care operations. Latest-12-month (LTM) FCF as of June 30, 2012 was approximately $310 million. Fitch anticipates that UHS will produce robust FCF in the range of $350 - $450 million over the ratings horizon. Forecasted cash flows are sufficient to cover capital spending requirements, which include costs incurred to implement electronic health records systems, and UHS' modest dividend. UHS' liquidity profile is solid. At June 30, 2012, UHS had $33 million of cash and equivalents and $623 million of unused capacity under its secured revolver due 2015. The company also maintains a $275 million accounts receivable securitization facility, of which $45 million was available at June 30, 2012. Debt maturities are modest over the next three years, and Fitch believes UHS has the market access necessary to address term loan maturities as they approach in 2015 and 2016. Fitch estimates UHS' debt maturities as follows: $301.5 million in 2013; $73 million in 2014; $1.0 billion in 2014; $1.8 billion in 2016; and $274.4 million thereafter. Historically Strong Acute Care Operations Under Severe Stress UHS' historically strong acute care operations are under severe pressure due to high unemployment and other macroeconomic forces. Same-hospital (SH) admissions have declined for eight consecutive quarters, mostly in-line with the broader industry. Unlike most urban markets, which have begun to show volume stabilization, UHS markets continue to produce SH admissions declines in excess of 2%. SH admissions decline in second-quarter 2012 was 4.3%. The average SH admissions decline for all Fitch-rated hospital operators was approximately 2.4% in the quarter. Pricing metrics have been exceptionally poor as well. Unfavorable payor mix shifts continue to plague UHS' largest markets and are now washing out the benefits of strong commercial pricing reported in the first half of 2011. SH net revenues declined 2.2% in second-quarter 2012. Hospital volumes and payor mix shifts typically lag broader macroeconomic developments by approximately three or four quarters. Consequently, Fitch anticipates weak acute care results for the rest of 2012 and possibly until the coverage expansion provisions of the ACA take effect in 2014. Behavioral Health Business Provides Diversification, Stability UHS' behavioral health business more than doubled in size subsequent to the acquisition of PSI in 2010. Although the acquisition resulted in a credit profile transforming debt increase, it affords UHS with increased business and revenue diversification, as well as improved financial stability and profitability. Good organic growth in the mid-single digits and moderately improving profit margins are expected over the ratings horizon for UHS' behavioral health business. The proposed acquisition of Ascend is in-line with Fitch's expectations for M&A and should contribute to incremental margin support in the near- and intermediate-term. Healthcare Reform is Net Positive, But Still Very Uncertain Despite the Supreme Court's ruling on the Patient Protection and Affordable Care Act (ACA) in May, there remains much uncertainty surrounding the ultimate outcome of healthcare reform. Fitch views the ACA as a net positive for UHS and its hospital operator peers. Beginning in 2014, Fitch expects the drop in uncompensated care to contribute to an increase in absolute profit dollars. However, the magnitude of such an increase is dependent upon many factors. Two of these factors are the proportion of the newly insured covered under Medicaid versus the new insurance exchanges, and the level of reimbursement hospitals will receive from insurance plans in the exchanges. Fitch anticipates that any increase in profit dollars in 2014 -2015 will nevertheless erode in the years that follow due to increasingly constrained reimbursement. Fitch has taken the following rating actions: -- IDR upgraded to 'BB' from 'BB-'; -- Senior secured bank facility upgraded to 'BB+' from 'BB'; -- Senior secured notes upgraded to 'BB+' from 'BB'; -- Senior unsecured notes upgraded to 'BB-' from 'B+'. VENTURE INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Venture Industries, Inc. 6123 Airways Blvd. Chattanooga, TN 37421 Bankruptcy Case No.: 12-14350 Chapter 11 Petition Date: August 25, 2012 Court: United States Bankruptcy Court Eastern District of Tennessee (Chattanooga) Debtor's Counsel: Richard T. Klingler, Esq. KENNEDY, KOONTZ & FARINASH 320 N. Holtzclaw Avenue Chattanooga, TN 37404-2305 Tel: (423) 622-4535 E-mail: rtklingler@kkflawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the list of 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/tneb12-14350.pdf The petition was signed by Christopher J. Wilson, CEO. WHITTON CORP: Allan Rosenthal OK'd to Perform Accounting Services ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada authorized Whitton Corporation to employ Allan Rosenthal & Associates, AC as accountant. Rosenthal is expected to review the accounting records of Debtor, prepare any adjusting journal entries that may be necessary, and prepare and timely file Debtor's federal tax return for the 2011 tax year. The hourly rates of Rosenthal's personnel are: Partner $250 Staff $75 In addition to payment for services, Rosenthal will seek reimbursement for necessary out-of pocket expenses incurred. Rosenthal anticipated that the fees to timely prepare and file Debtor's 2011 federal tax returns will not exceed $6,000, plus out-of-pocket expenses. To the best of the Debtor's knowledge, Rosenthal is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Whitton Corporation Henderson, Nevada-based Whitton Corporation filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 10-32680) on Dec. 5, 2010. Hal L. Baume, Esq., Brett A. Axelrod, Esq., and Anne M. Loraditch, Esq., at Fox Rothschild LLP, in Las Vegas, Nev., serve as the Debtor's bankruptcy counsel. The Debtor disclosed $19,967,668 in assets and $37,949,426 in liabilities as of the Chapter 11 filing. South Tech Simmons 3040C, LLC, filed a separate petition (Bank. D. Nev. Case No. 10-32857) on Dec. 8, 2010. No request has been made for the appointment of a trustee or examiner, and no statutory committee has been appointed in the case. ZEEK REWARDS: Investors Can Get Money Back, Receiver Says --------------------------------------------------------- myfox8.com reports that Kenneth Bell, a lawyer in charge of the Zeek receivership said that Zeek Rewards investors will get some of their money back, but it will likely be awhile. The Washington D.C. based lawyer said at this point he is focused on collecting as much money as he can, according to the report. The report relates that Mr. Bell said he and his colleagues have already gotten a substantial amount. "I think we can perhaps get quite a bit more. . . .Then the process begins of if we can find the things that weren?t readily available or obvious to the SEC or us," the report quoted Mr. Bell as saying. The report notes that Mr. Bell said the best thing Zeek investors can do now is to stop emailing and calling him. He said he is trying to work as quickly as possible to collect money, and responding to thousands of victims is taking too much time. The report discloses that Mr. Bell said he would soon put a refund claim form on the website http://www.zeekrewardsreceivership.com/ for victims to detail their losses. Victims can keep going to the website for updates. Mr. Bell called Zeekler a Ponzi scheme, but Zeek Rewards still has some supporters, the report says. Mr. Bell of McGuire Woods LLP as temporary receiver of ZeekRewards for the purposes of marshaling and preserving all assets of ZeekRewards and those assets (a) held or possessed by ZeekRewards; (b) held in constructive trust for ZeekRewards; and (c) fraudulently transferred by ZeekRewards, the report adds. * Moody's Says US Coal Producers Face Tough 2013 ------------------------------------------------ The outlook for the US coal industry remains negative as production volumes fall amid reduced demand, says Moody's Investors Service in a new industry outlook, "US Coal Producers Face Tough 2013 Amid Long-Term Shift in Energy Infrastructure." "Reduced demand from US electricity producers, which are the US coal industry's primary market means that coal production volume will fall through mid-to-late 2013," said Anna Zubets-Anderson, Moody's Vice President -- Senior Analyst. "We expect coal to regain a little market share as natural gas prices recover, but most coal-to-gas substitution will be permanent." Moody's says that over the next decade, coal's share of the electricity fuel mix in the US will likely fall to roughly a third, compared to its historical half, with the recent market share declines in Central Appalachia likely to be permanent. That's a distinct challenge for producers Arch Coal and Alpha Resources, among others, says the rating agency. The report says that operating margins for the industry will shrink as production costs increase, delivery volumes fall and average delivered prices drop. In addition, limited port capacity and increasing global competition will dampen export growth in the near term, although some producers will see promising long-term opportunities. The report also highlights the fact that well-diversified producers such as CONSOL Energy and Peabody Energy are best positioned for the long-term, while smaller Central Appalachian producers such as Patriot Coal and Xinergy will see their metrics deteriorate most dramatically. * S&P Says CCC Speculative-Grade Spread Widens by 1bp to 1,065bps ----------------------------------------------------------------- Standard & Poor's investment-grade composite spread tightened by 3 basis points (bps) to 206 bps, and the speculative-grade compositespread widened by 4 bps to 645 bps. By rating, the 'AA' spread tightened by 3bps to 136 bps, the 'A' spread tightened by 3 bps to 176 bps, and the 'BBB'spread tightened by 4 bps to 252 bps. The 'BB' spread widened by 3 bps to 442bps, the 'B' spread widened by 2 bps to 675 bps, and the 'CCC' spread widened by 1 bp to 1,065 bps," S&P said. "By industry, financial institutions, banks, and utilities contracted by 4 bps each to 289 bps, 299 bps, and 214 bps, respectively. Industrials and telecommunications contracted by 3 bps each to 294 bps and 316 bps," S&P said. "The investment-grade and speculative-grade spreads are both down from their highs reached in October. The investment-grade spread is lower than both its one-year moving average of 214 bps and its five-year moving average of 245 bps. The speculative-grade composite spread is lower than both its one-year moving average of 688 bps and five-year moving average of 748 bps. We expect continued volatility in the near term, especially in the speculative-grade segment, which could result from both positive and negative factors. On the positive side, we expect U.S. corporate defaults to remain below the long-term average in the short term. On the negative side, an increase in volatility in the financial markets, influenced by weakening economic conditions, could continue to weigh on risky assets," S&P said. * Refiling Defective Plan Justifies $13,000 Sanctions ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Court of Appeals in Philadelphia ruled on Aug. 23 that a lawyer was properly sanctioned almost $13,000 for filing an amended Chapter 13 plan with the same provision the bankruptcy judge previously found defective. According to the report, writing for the three-judge panel on the U.S. Court of Appeals in Philadelphia, Circuit Judge D. Brooks Smith said it was unnecessary to analyze whether the sale provision in the plan violated the so-called Rooker Feldman doctrine. Judge Smith said the lawyer's conduct was sanctionable and the revised plan "frivolous" because the bankruptcy judge previously had ruled that an identical provision was "patently unconfirmable." The Bloomberg report disclosed that Rooker-Feldman is a doctrine derived from two U.S. Supreme Court cases. It bars a federal court from modifying a prior state-court ruling involving the same parties. The doctrine applies in all federal cases, not just in bankruptcy. The case is In re Dahlgren, 11-2794, 3rd U.S. Circuit Court of Appeals (Philadelphia). The case in district court was Dahlgren v. Palone (In re Dahlgren), 10-1988, U.S. District Court, District of New Jersey (Trenton). * Condo Liens Are Statutory Liens in Pennsylvania ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a U.S. district judge from Pittsburg ruled in an opinion handed down on Aug. 27 a lien in favor of a condominium association is a statutory lien under Pennsylvania law. According to the report, the case involved the question of whether unpaid common area changes of a condominium association are judicial liens, security interests, or statutory liens. U.S. District Judge Arthur J. Schwab said the three types are mutually exclusive given the explicit language of Section 101(53) of the U.S. Bankruptcy Code. Judge Schwab, the report relates, said that the question of the category to which a condo association claims falls has produced different answers from bankruptcy judges in the Western District of Pennsylvania and elsewhere. The question is answered, Judge Schwab said, by noting "how the lien first arose." The Bloomberg report disclosed that if a lien first arises by statute, he ruled that subsequent action giving rise to a security interest or judicial lien doesn't alter the original nature of the interest. Because condo claims first arise in Pennsylvania as a result of statute, Judge Schwab concluded they are statutory liens. He therefore reversed the bankruptcy court. The case is Young v. 1200 Buena Vista Condominiums, 12-0786, U.S. District Court, Western District Pennsylvania (Pittsburgh). * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Sept. 13-14, 2012 AMERICAN BANKRUPTCY INSTITUTE 9th Annual Complex Financial Restructuring Program Four Seasons Hotel, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Sept. 13-15, 2012 AMERICAN BANKRUPTCY INSTITUTE 20th Annual Southwest Bankruptcy Conference Four Seasons Hotel, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Sept. 19-20, 2012 AMERICAN BANKRUPTCY INSTITUTE 38th Annual Lawrence P. King and Charles Seligson Workshop on Bankruptcy & Business Reorganizations New York University School of Law, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 4, 2012 AMERICAN BANKRUPTCY INSTITUTE Nuts & Bolts: Bankruptcy Fundamentals for Young and New Practitioners Charles Evans Whittaker Courthouse, Kansas City, Mo. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 5, 2012 AMERICAN BANKRUPTCY INSTITUTE 32nd Annual Midwestern Bankruptcy Institute & Consumer Forum Kansas City Marriott Downtown, Kansas City, Mo. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 5, 2012 AMERICAN BANKRUPTCY INSTITUTE Bankruptcy 2012: Views from the Bench Georgetown University Law Center, Washington, D.C. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 8, 2012 AMERICAN BANKRUPTCY INSTITUTE 5th Annual Chicago Consumer Bankruptcy Conference University of Chicago Gleacher Center, Chicago, Ill. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 18, 2012 AMERICAN BANKRUPTCY INSTITUTE International Insolvency & Restructuring Symposium Parco dei Principi Grand Hotel & Spa, Rome, Italy Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 26, 2012 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program San Diego Marriott Marquis and Marina, San Diego, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 1-2, 2012 AMERICAN BANKRUPTCY INSTITUTE Corporate Restructuring Competition Wharton University of Pennsylvania, Philadelphia, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 12, 2012 AMERICAN BANKRUPTCY INSTITUTE Detroit Consumer Bankruptcy Conference [Location Undetermined] Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 26, 2012 BEARD GROUP, INC. 19th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Nov. 29-30, 2012 MID-SOUTH COMMERCIAL LAW INSTITUTE 33rd Annual Bankruptcy & Commercial Law Seminar Nashville Marriott at Vanderbilt, Nashville, Tenn. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 29 - Dec. 1, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 4-8, 2012 AMERICAN BANKRUPTCY INSTITUTE ABI/SJUSL Mediation Training Symposium St. John's University, Queens, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 20-22, 2013 AMERICAN BANKRUPTCY INSTITUTE VALCON Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Apr. 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ Apr. 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ June 13-16, 2013 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ July 11-13, 2013 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 8-10, 2013 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 22-24, 2013 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ Nov. 1, 2013 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Atlanta Marriott Marquis, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2, 2013 BEARD GROUP, INC. 19th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Dec. 5-7, 2013 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Terranea Resort, Rancho Palos Verdes, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, 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 ***