/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/121126.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, November 26, 2012, Vol. 16, No. 329 Headlines 1220 SOUTH: Taps James L. McCann as Real Estate Broker 1220 SOUTH: Taps Kaufman Rossin to Perform Accounting Services 1555 WABASH: Hearing to Dismiss Case Continued for Dec. 14 4.98 WESTGATE: Bank of Ozarks' $1.5MM Claim Fully Secured 501 GRANT: Union Trust Bldg in Bankruptcy; Jan. 9 Hearing Set AIR CANADA: DBRS Confirms 'B' Issuer Rating, Stable Trend AMF BOWLING: Creditors to Clash Dec. 6 Over Sale Procedures ANGEL FIRE: Bankr. Court Won't Hear Lot Owner's Lawsuit ARI-DFW: Court Dismisses Chapter 11 Case BANKATLANTIC BANCORP: Files Form 10-Q, Posts $277MM Income in Q3 AVANTAIR INC: Files Form 10-Q, Incurs $970K Net Loss in Q1 2013 BEALL CORPORATION: Court OKs Ball Janik as Panel's Counsel BEALL CORPORATION: Dan Scouler Approved as CRO BEALL CORPORATION: Court Approves Tonkon Torp as Attorneys BEALL CORPORATION: Files Schedules of Assets and Liabilities BERNARD L. MADOFF: Suits vs. Banks Heard Before Appeals Court BLUEGREEN CORP: Reports $14.4 Million Net Income in 3rd Quarter BROADWAY FINANCIAL: Files Form 10-Q, Incurs $613K Net Loss in Q3 CAPABILITY RANCH: Files Schedules of Assets and Liabilities CAPITOL BANCORP: Inks Stipulation Resolving Michigan's Objection CENTRAL EUROPEAN: Reports $35.7 Million Net Income in 3rd Quarter CHINA PRECISION: Incurs $4.2 Million Net Loss in Sept. 30 Quarter CHILE MINING: Delays Form 10-Q for Sept. 30 Quarter CHINA TEL GROUP: Securities Sale Exceeds Threshold CIMA L.L.C: Administrator Seeks Dismissal of Chapter 11 Case CLARE OAKS: Access to Cash Collateral Expires Nov. 30 CLARE OAKS: Wants CLA to Study Feasibility of Creditors' Plan CLARE OAKS: Wants to Amend Employment Contract of B.C. Ziegler COMPETITIVE TECHNOLOGIES: Incurs $596,800 Net Loss in 3rd Quarter CORNERSTONE BANCSHARES: Cash Dividend Payment Date on Nov. 28 DBSI INC: Wavetronix Barred From Interfering With Trust DEWEY & LEBOEUF: Files Liquidating Plan Based on Settlement DIGITAL DOMAIN: Brown Rudnick Approved as Committee Counsel DIGITAL DOMAIN: Committee Taps MDT Executive as Financial Advisor DIGITAL DOMAIN: Cassels Brock Approved as Canadian Counsel DIGITAL DOMAIN: Court Approves KCC as Information Agent DIGITAL DOMAIN: Files Schedules of Assets and Liabilities DIGITAL DOMAIN: Gets Final OK to Obtain DIP Loan from Hudson Bay DUTCH GOLD: Delays Form 10-Q for Third Quarter EAST END: Proofs of Claim Due for Dec. 28 EGPI FIRECREEK: Inks Linear Short Form Agreement with CUBO ELITE PHARMACEUTICALS: Announces 1st Shipment of Phendimetrazine ELPIDA MEMORY: Beats MIT and Univ. of Maryland on Patent Suits FOREVERGREEN WORLDWIDE: Incurs $107,500 Net Loss in 3rd Quarter FIRST MARINER: Files Form 10-Q, Reports $7.9MM Net Income in Q3 FORT DEFIANCE HOUSING: 9th Cir. Rejects Aubrey, Todd Appeals FRIENDFINDER NETWORKS: Absolute Income Discloses 5% Equity Stake FRIENDSHIP DAIRIES: Court OKs J. Bennett White as Counsel FUEL DOCTOR: Amends Agency Agreement with A to Z Innovations FUELSTREAM INC: Signs Employment Agreement with CEO GIBRALTAR KENTUCKY: Dec. 6 Hearing on Plea to Convert Case GLOBAL ARENA: Delays Form 10-Q for 3rd Quarter Due to Hurricane GRANITE DELLS: Hires Keegan Linscott as Financial Advisor GUIDED THERAPEUTICS: Incurs $986,000 Net Loss in Third Quarter H&M OIL & GAS: Being Taken Over by Chapter 11 Trustee HOSTESS BRANDS: Commences Year-Long Chapter 11 Liquidation HOSTESS BRANDS: Flowers May Not Rehire Union Workers, Analysts Say INSPIREMD INC: Postpones Public Offering of $40MM Common Shares INTERNAL FIXATION: Delays 3rd Quarter Form 10-Q for Analysis JOURNAL REGISTER: Taps Grant Thornton to Provide Tax Services LDK SOLAR: Closes Share Purchase Transaction with Heng Rui Xin LEE'S FORD: Exclusivity Periods Extended to Jan. 30 LEHMAN BROTHERS: Archstone to Raise $3.45-Bil. in IPO LEHMAN BROTHERS: LBI Trustee Has Settlement With Citigroup LEHMAN BROTHERS: Asks Court to Amend Prior ADR Order LEHMAN BROTHERS: Traxis Demands Lehman to Reissue Checks LLS AMERICA: Court Won't Dismiss Clawback Suits v. 13+ Defendants LSP ENERGY: Plant Still Down; Debtor Seeks Longer Exclusivity METRO FUEL: Court Rejects Bid for Mareva Injunction v. Teamsters MICHAELS STORES: Files Form 10-Q, Posts $36MM Net Income in Q3 MOHEGAN TRIBAL: Accepts Resignation of Former President and CEO MOMENTIVE PERFORMANCE: Satisfies Offering Escrow Conditions MONITOR CONSULTING: Business Goes Up for Auction Jan. 9 NESBITT PORTLAND: Proofs of Claim Due Jan 1 NESBITT PORTLAND: Court OKs Susi, Griffith as Bankruptcy Lawyers NEWBOLD CORPORATION: Court Trims Chapter 7 Trustee's Lawsuit OPTIONS MEDIA: Delays Form 10-Q for Third Quarter OVERSEAS SHIPHOLDING: Investor Sues Citigroup, Morgan Stanley PACIFIC GOLD: Two Additional Directors Elected at Annual Meeting PARAMOUNT RESOURCES: Moody's Affirms 'B3' CFR; Rates Notes 'Caa1' PARAMOUNT RESOURCES: S&P Rates New C$250MM Sr. Unsecured Notes 'B' PEMCO WORLD: Wants Plan Exclusivity Extended to Jan. 4 PONCE DE LEON: Court Won't Stay Cash Collateral, Plan Orders POSITIVEID CORP: Files Form 10-Q, Incurs $2.3-Mil. Net Loss in Q3 POSITRON CORP: Incurs $1.5 Million Net Loss in Third Quarter POWERWAVE TECHNOLOGIES: Files Updated Fiscal 2012 Form 10-K QUAMTEL INC: Delays Form 10-Q for Third Quarter RACKWISE INC: Incurs $2.9 Million Net Loss in Third Quarter REALOGY CORP: Redeems $64.5MM Sr. Notes, $40.8MM Toggle Notes REDONDO CONSTRUCTION: 1st Cir. Vacates Award of Interest RESIDENTIAL CAPITAL: Assets Sale Approved Over Objections RESIDENTIAL CAPITAL: DLJ Seeks Clarification on APA Termination RESIDENTIAL CAPITAL: Proposes $8.9-Mil. Admin. Claim for AFI RESIDENTIAL CAPITAL: ARE Sues GMAC Mortgage & Balboa ROBLEX AVIATION: Court Won't Reinstate Bankruptcy Case SEARS HOLDINGS: Files Form 10-Q, Incurs $498MM Net Loss in Q3 SEARCHMEDIA HOLDINGS: Has Offer for Warrant Price Reduction SILVER SPOON: Court Rejects Lawyers' Fee Applications SMART ONLINE: Sells Additional $475,000 Conv. Subordinated Note STRATUS MEDIA: Enters Into $1 Million Securities Purchase Pact SUPERIOR BOAT: Brent Enterprises' Claim Won't Have Admin. Status T BANCSHARES: Files Form 10-Q, Reports $439,000 Net Income in Q3 TALON THERAPEUTICS: Joseph Landy Discloses 92.4% Equity Stake THOMPSON CREEK: Prices $350 Million Sr. Secured Notes Offering TITAN ENERGY: Incurs $470,600 Net Loss in Third Quarter TONJI HEALTHCARE: Incurs $983,000 Net Loss in Third Quarter UNILAVA CORP: Shelley International Replaces DGC as Accountants VERTIS HOLDINGS: Committee Taps BDO as Financial Advisor VERTIS HOLDINGS: Committee Taps Cooley LLP as Lead Counsel VERTIS HOLDINGS: Proposes KCC as Administrative Agent VOICE ASSIST: Delays Form 10-Q for Third Quarter VUZIX CORP: In Default Under Senior Loan Agreement WAGSTAFF MINNESOTA: Plan Outline Hearing Slated for Dec. 12 WEST FRASER: DBRS Confirms 'BB' Issuer Rating, Positive Trend WESTINGHOUSE SOLAR: Common Shares Delisted from NASDAQ XTREME GREEN: Delays Form 10-Q for Third Quarter * BOND PRICING: For Week From Nov. 19 to 23, 2012 ********* 1220 SOUTH: Taps James L. McCann as Real Estate Broker ------------------------------------------------------ 1220 South Ocean Boulevard LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to employ James L. McCann of Corcoran Group Palm Beach as real estate broker for two lots in Palm Beach County. Mr. McCann will: a) analyze and determine the market value of the property; b) advertise and show the property to potential buyers; and c) sell and close on the Property. To the best of Debtor knowledge, neither Mr. McCann nor the firm represent any interest adverse to the bankruptcy estate, the creditors of the Debtor, any other party in interest, their respective attorneys and accountants, the U.S. Trustee, or any person employed in the office of the U.S. Trustee. The Debtor has also determined that a 4% commission is appropriate for like sales in the area. In addition, the Debtor believes that the special clauses that allow for the broker to be paid a fee of 2.5%, if broker is the sole agent, or a 0.5% fee plus documented marketing expenses (not to exceed an additional 0.5%) for a total not to exceed 1% if the Seller brings the buyer is reasonable and apt for this sort of transaction. About 1220 South Ocean 1220 South Ocean Boulevard, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 12-32609) in its home-town in West Palm Beach, Florida. The Debtor disclosed $74 million in total assets and $41.5 million in liabilities as of Sept. 7, 2012. According to http://1220southocean.com/,1220 South Ocean is a French-inspired waterfront estate homes and resort located in Palm Beach. Owned by real estate developer Dan Swanson, president of Addison Development, 1220 South Ocean sits on 2.5 private and secure acres of land, has 20,000 square feet of living plus an additional 7,000 square feet of loggias, garages & guest house. The resort is located four miles to Palm Beach International Airport. Mr. Swanson other developments include the Phipps Estates in Palm Beach and Addison Estates at the Boca Hotel. Judge Erik P. Kimball oversees the case. Kenneth S. Rappaport, Esq., at Rappaport Osbourne & Rappaport, in Boca Raton, Florida, serves as counsel to the Debtor. 1220 SOUTH: Taps Kaufman Rossin to Perform Accounting Services -------------------------------------------------------------- 1220 South Ocean Boulevard LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to employ Kaufman, Rossin & Co., P.A., as accountant to assist the Debtor with all tax returns for Debtor and providing consulting to Debtor. Blain L. Heckaman, an employee at Kaufman Rossin will perform accounting services as interim and year end accounting services, including general consulting services relate to bankruptcy accounting issues. The hourly rates of Kaufman Rossin are: Principals $310 - $450 Directors/Manager $230 - $300 Supervisors/ Senior $165 - $220 Staff II and I $100 - $160 Kaufman Rossin has agreed to waive its unsecured claim of $6,000. To the best of the Debtor's knowledge, Kaufamn Rossin is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About 1220 South Ocean 1220 South Ocean Boulevard, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 12-32609) in its home-town in West Palm Beach, Florida. The Debtor disclosed $74 million in total assets and $41.5 million in liabilities as of Sept. 7, 2012. According to http://1220southocean.com/,1220 South Ocean is a French-inspired waterfront estate homes and resort located in Palm Beach. Owned by real estate developer Dan Swanson, president of Addison Development, 1220 South Ocean sits on 2.5 private and secure acres of land, has 20,000 square feet of living plus an additional 7,000 square feet of loggias, garages & guest house. The resort is located four miles to Palm Beach International Airport. Mr. Swanson other developments include the Phipps Estates in Palm Beach and Addison Estates at the Boca Hotel. Judge Erik P. Kimball oversees the case. Kenneth S. Rappaport, Esq., at Rappaport Osbourne & Rappaport, in Boca Raton, Florida, serves as counsel to the Debtor. 1555 WABASH: Hearing to Dismiss Case Continued for Dec. 14 ---------------------------------------------------------- A hearing on the motion to dismiss the chapter 11 case of 1555 Wabash LLC has been continued to Dec. 14, 2012, 10:30 a.m. at Courtroom 680 219 South Dearborn, Chicago, Illinois. Lender AMT CADC Venture, LLC, has filed a motion asking the Bankruptcy Court to dismiss 1555 Wabash LLC's Chapter 11 case or, in the alternative, granting the Lender relief from the automatic stay to pursue the foreclosure proceeding against the Debtor. AMT says that from the moment the Lender notified the Debtor of its intent to foreclose on the $46 million loan it made to the Debtor for the development of a fourteen-story mixed use building located at 1555 S. Wabash, Chicago, Illinois, the Debtor has used every avenue possible to siphon cash from the Property to its owners and insiders. "The Property is hopelessly underwater, with a market value of roughly $30 million and secured debt to Lender of more than $43 million (in addition to a junior mortgage holder owed more than $9 million)," the Lender says. The Debtor is owned and controlled by New West Realty Development. The Lender is represented by Pircher, Nichols & Meeks, in Chicago. About 1555 Wabash 1555 Wabash LLC owns and operates a 14-story mixed use building located at 1555 South Wabash, in Chicago, Illinois. The property is comprised of 176 residential units plus 11,000 square feet of commercial space located on the first floor of the building. The property was originally developed as condominium units to be sold at designated sale prices to qualified buyers. Construction was generally completed as of the middle of 2009. Only 36 of the 100 sale contracts closed. As of the Petition Date, 1555 Wabash leased 115 of the remaining 140 residential apartment units -- roughly 82% -- to qualified tenants, while the commercial space is presently vacant. 1555 Wabash LLC filed for Chapter 11 protection (Bankr. N.D. Ill. Case No. 11-51502) on Dec. 27, 2011, to halt foreclosure of the property. Judge Jacqueline P. Cox oversees the case. David K. Welch, Esq., at Crane Heyman Simon Welch & Clar, serves as the Debtor's counsel. The Debtor scheduled $90,055 in personal property and said the current value if its condo building is unknown. The Debtor disclosed $51.6 million in liabilities. The petition was signed by Theodore Mazola, president of New West Realty Development Corp., sole member and manager of the Debtor. 4.98 WESTGATE: Bank of Ozarks' $1.5MM Claim Fully Secured --------------------------------------------------------- Bankruptcy Judge J. Rich Leonard overruled the objection by 4.98 Westgate Partners LLC to Bank of Ozarks' proof of claim. On July 10, 2007, the debtor purchased a 4.98-acre tract of real property located on West Gate Drive in Leland, North Carolina for $1,892,500. On Sept. 22, 2008, the debtor executed a promissory note in favor of Woodlands Bank for $1,440,000. Ozarks, a successor-in-interest to Woodlands Bank, is the current holder of the note. As security for the note, Ozarks has a deed of trust on the property. On Aug. 5, 2011, Ozarks filed a proof of claim for $1,488,324. On Aug. 26, 2011, the debtor filed a motion for valuation of the collateral of Ozarks, stating that the debtor anticipated a plan of reorganization in which the debtor would surrender real property to satisfy Ozarks' debt. Ozarks filed a motion for relief from stay on Oct. 20, 2011. On Dec. 7, 2011, the court entered an order finding the value of the property to be $1,649,077. This determination of the value of the collateral led the court to deny Ozarks' motion for relief from the automatic stay as the value of the collateral exceeded the value of Ozarks' claim. On April 4, 2012, Ozarks filed an amended proof of claim for $1,575,354.72. The amended claim included postpetition interest and fees. The debtor objected to the amended claim on the basis that the claim exceeds the value of the collateral. Counsel for the debtor argued that the present value of the collateral for plan confirmation purposes and all other purposes is $1,253,608. This number came from the chapter 11 plan treatment for Ozarks' claim wherein the debtor deducted various expenses and discounts from the court-determined value of $1,649,077. After making those deductions, the $1,253,608 represented the secured portion of Ozarks' claim. Counsel for Ozarks' noted to the court that under the plan, Ozarks was treated as fully secured to avoid its controlling of the unsecured class and voting against the plan. Counsel argued that if the fees were not allowed as secured they should at a minimum be allowed as an unsecured claim. The debtor objects to Ozarks' claim on the grounds that the claim, with postpetition interest and fees, exceeds the value of the collateral. Under the debtor's view of the value, since the postpetition interest and fees exceed the value of the collateral, such interest and fees should be denied under 11 U.S.C. Sec. 506(b). According to Judge Leonard, Subsection 506(a)(1) of the Bankruptcy Code directs the court to determine the fair market value of property in evaluating the secured status of a creditor. The determination under Sec. 506 requires the court to take into account the purpose of the valuation and the proposed disposition or use of the property. However, the purpose of the valuation hearing is to set the value of the collateral in the case. Once the court sets the value of the property at a valuation hearing, that is the law of the case. If the debtor chooses to keep the property, that value is what the debtor has to pay. If it chooses to surrender the property, that value is also the value at which it would start the write down process to give the creditor the indubitable equivalent under Sec. 1129(b)(2)(A)(iii). In the case of 4.98 Westgate Partners, Judge Leonard said that on the motion of the debtor, the court conducted a valuation hearing and determined the fair market value to be $1,649,077. The debtor relied on this valuation to rebuff a stay motion and prevent Ozarks from asserting an unsecured claim that would have made confirmation difficult. The Court noted that Ozarks' amended claim for $1,575,354 is less than the value of the collateral. Accordingly, the Court held that Ozarks' claim is fully secured and the debtor's objection to claim is overruled. A copy of the Court's Nov. 21, 2012 Order is available at http://is.gd/lQTyClfrom Leagle.com. About 4.98 Westgate 4.98 Westgate Partners, LLC, in Wilmington, North Carolina, filed for Chapter 11 bankruptcy (Bankr. E.D.N.C. Case No. 11-05768) on July 29, 2011. The debtor is a single asset entity engaged in the business of developing real property in Brunswick County, North Carolina. Judge J. Rich Leonard oversees the case. George M. Oliver, Esq., at Oliver Friesen Cheek, PLLC, represents the Debtor as counsel. In its petition, the Debtor estimated under $10 million in both assets and debts. A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb11-05768.pdf The petition was signed by Thomas L. Plaskett, managing member. Affiliate Phillip R. Kraus filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 09-02254) on March 20, 2009. An order confirming the Debtor's chapter 11 plan was entered on June 13, 2012. 501 GRANT: Union Trust Bldg in Bankruptcy; Jan. 9 Hearing Set ------------------------------------------------------------- An involuntary Chapter 11 bankruptcy petition was filed against 501 Grant Street Partners LLC, based in Woodland Hills, California (Bankr. C.D. Calif. Case No. 12-20066) on Nov. 14, 2012. The petitioning creditors are Allied Barton Security Services LLC, owed $960 for security services; Cost Company LP, $5,900 owed for masonry work; and MSA Systems Integration Inc., owed $2,401 for unpaid invoice. Malhar S. Pagay, Esq., at Pachulski Stang Ziehl & Jones LLP, represents the petitioning creditors. Bankruptcy Judge Alan M. Ahart has issued an order transferring the involuntary Chapter 11 case to another division. Judge Ahart also will hold a status hearing on Jan. 9, 2012, at 10:00 a.m. at Crtrm 303, 21041 Burbank Blvd, in Woodland Hills. 501 Grant Street Partners owns the Union Trust Building in downton Pittsburgh, Pennsylvania. It sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 12-23890) on Aug. 3, 2012, to avert a sheriff sale of the building set for Aug. 6. The August petition listed under $50,000 in both assets and debts. Roger M. Bould, Esq., at Keevican Weiss Bauerle & Hirsch, LLC, represented 501 Grant Street as counsel. Mark Belko of the Pittsburgh Post-Gazette, reported Nov. 20 that U.S. Bankruptcy Judge Judith K. Fitzgerald has dismissed 501 Grant Street Partners' Chapter 11 petition, paving for the sheriff sale of the Union Trust Building on Jan. 7. SA Challenger Inc., which acquired interest in the building's mortgage by U.S. Bank, is seeking to foreclose on the property. SA Challenger, the Pittsburgh Post-Gazette reported, initially filed for foreclosure after Allegheny County Common Pleas Judge Christine Ward ruled last spring that the owner had defaulted on loan payments. At the time, she calculated the amount owed at $41.1 million. In its latest filing, SA Challenger is seeking to collect $41.4 million. Earlier in November, at the lender's request, Judge Ward appointed the real estate firm CBRE to serve as receiver for the building, overseeing its operation and management until the sheriff sale takes place. AIR CANADA: DBRS Confirms 'B' Issuer Rating, Stable Trend --------------------------------------------------------- DBRS has confirmed Air Canada's (AC or the Company) Issuer Rating of B with a Stable trend. The rating reflects the Company's high business risk, operating in the highly competitive and volatile global airline industry; its high cost structure; its leveraged balance sheet; and its relatively weak debt coverage ratios. The confirmation also reflects DBRS's expectation that the pension contribution relief from the AC 2009 Pension Regulations (ACPR; adopted by the Government of Canada in July 2009) could be extended beyond its expiry in January 2014 to prevent a material increase in contributions thereafter. DBRS believes that a material increase in pension contribution could potentially affect the Company's liquidity and thereby pressure its rating, and will review the situation when greater clarity emerges. DBRS notes that the airline industry is characteristically one of the most challenging in the economy, and in accordance with its methodology, DBRS has concluded that the business risk rating of the airline industry is BB (low) (see DBRS methodology "Rating Companies in the Airline Industry" for further details). These challenges include weak profitability affected by (1) demand being seasonal and highly sensitive to economic conditions and consumer confidence, (2) high capital, energy and labour intensities, (3) a low barrier of entry and (4) the high costs of regulation. AC is the largest airline in Canada, with a dominant share (55% in 2011) in domestic Canada-U.S. transborder traffic (36% share) and other international routes connecting to Canada (41% share). DBRS believes AC's overall business risk profile is near the industry average. Its strong market position and customer loyalty (especially among business travelers) are supported by its participations in Star Alliance (the world's largest airline alliance) and Aeroplan (the most popular loyalty program in Canada), as well as its frequent scheduled flights between major North American cities among Canadian airlines. However, these advantages are partly offset by its relatively high cost structure and limited financial flexibility. Despite AC's dominant market position in Canada, the Company's growth is constrained by the modest size of the Canadian market and the resultant demand for air travel. Competition in AC's market is intensifying, as the aviation markets are deregulated and the entry barrier is low. Low-cost and regional carriers are active, especially in domestic short-haul routes and flights to holiday destinations, pressuring fares. Despite their brief existences, new entrants with aggressive business plans have been disruptive to the passenger market. The Company's revenue source is highly concentrated in passenger travel (more than 88% in 2011), with modest contributions from cargo and services. AC's competitive position in the North American market is strong, having been awarded "Best International Airline in North America" in each of the past three years by SkyTrax (a U.K.-based consultancy and research firm focusing on commercial airlines), and its fleet's average age of 12.4 years is the youngest among North American legacy airlines. This has given the Company a competitive advantage in the Canada-U.S. transborder market and in attracting U.S.-originated customers to use AC and Canadian major airports as hubs for their transcontinental travel (also known as "sixth freedom" traffic). However, AC faces intense competition in the faster-growing markets in Asia-Pacific and the Middle East from international airlines based there, which enjoy strong SkyTrax rankings for product quality and services and have younger, more fuel-efficient fleets, lower cost bases and stronger financial resources. As a legacy airline in North America, AC has a highly unionized workforce, and, historically, labour relations have been strained, especially during contract negotiations. Disruptive labour actions have forced a number of cancellations in March 2012, causing concerns from AC's customers, even though the financial impact was relatively modest. With contract negotiations with all unions recently settled, AC can expect greater labour certainty until these contracts expire in 2015 and 2016. Notwithstanding such resolution, DBRS expects the Company's relationship with the unions to remain tense, as the resolutions were made possible only after the federal government stepped in with back-to-work legislation. Future labour morale issues could potentially affect AC's product and service quality. Similar to other legacy airlines, the Company has a high fixed- cost structure; therefore, capacity utilization is critical to profitability. Additionally, fuel, which is highly volatile, accounts for about 30% of operating costs. As fuel and overseas operating costs are denominated in U.S. dollars, while the Company's revenue base is in Canadian dollars, the variability between the two compounds the Company's operating challenges. As a result, fuel price and currency exchange fluctuations have contributed to AC's track record of volatile earnings, although the volatility could be partially offset by the high correlation between fuel prices and the Canadian dollar. Air Canada has a weak financial profile and limited financial flexibility, which constrains its rating. The Company's balance sheet leverage is very aggressive for a highly cyclical company. The high leverage largely reflects the Company's extensive use of aircraft debt and lease financing and the accumulated losses over the years. The high debt and operating lease levels also result in material fixed charges (interest and aircraft rental expenses), which historically have eroded 50% to 55% of AC's EBITDAR, leaving limited cash resources for its capex requirement and debt reduction. Cash flow and profitability are also limited by the Company's high cost structure (largely due to unionized labour and high airport fees in Canada). Adjusted cash flow-to-debt has ranged between 9% and 12%, while adjusted debt-to-EBITDA ranged between 4.0 and 5.0 since 2010, when the Company began recovery from the high fuel prices of 2008 and weak passenger demand in 2009. These coverage metrics are weak and consistent with the rating. In addition, the Company's pension plans' underfunded position (based on its solvency deficit) was substantial at $4.5 billion as at January 1, 2012, largely resulting from low discount rates applied. AC estimates that the recent changes related to pension obligations in renewed labour collective agreements could reduce the solvency deficit by $1.1 billion, and the contribution in the first nine months of 2012 reduced it by a further $267 million. Despite these reductions, DBRS still considers the pension liabilities to be large. Although DBRS does not include pension deficit as debt in computing financial ratios, the large deficit, if it persists, could potentially result in higher future mandatory pension contributions. Currently, the relief from ACPR has reduced Company's pension contribution requirement to $175 million for 2012 and $225 million for 2013. In the event that the ACPR is not extended, AC's pension contributions could materially increase, which could further reduce the Company's cash resources and limit its financial flexibility. DBRS recognizes that AC's improvement in operating performance since 2010 has continued, with successful target achievement in its Cost Transformation Program, increased revenue from service and baggage fees and moderate debt reduction. The conclusion of labour contracts and maintenance contracts signed with various service providers after the collapse of Aveos Fleet Performance Inc. should moderately reduce operating costs. Notwithstanding anticipated improvements of cost structure, DBRS expects any further improvement in debt coverage metrics to be modest, as the Company is likely to incur additional debt when it takes delivery of new Boeing 777 and 787 jet airliners in 2013 and 2014. Liquidity is currently adequate. Through improvements in operating performance and low capex levels, AC has increased its cash and cash equivalent to $2.2 billion at September 30, 2011, or 18% of last twelve months' revenue (compared to $1.0 billion, or 9% of revenue, at December 31, 2008). However, the Company has limited financial flexibility, as it does not have any available credit facility to provide for unexpected cash needs; essentially, all its assets are encumbered to secure existing debt or lease financing. In summary, the Company's business risk profile is close to the airline industry average, but its overall rating is weighed down by its weak financial profile and burdened by its high debt load, weak operating performance and debt coverage ratios, limited financial flexibility and large underfunded position in its pension plans. Therefore, DBRS has concluded that an Issuer Rating of B is appropriate. There is limited upside in the rating, unless the Company materially reduces its debt level through equity injection, which is not expected at this point. Conversely, the rating could be pressured if AC's liquidity weakens (with cash and short-term investments falling below the Company's target of 15% of annual revenue), if pension contributions become materially higher after the ACPR expiry or if its operating cash flows materially decline for a sustained period of time, due either to operational disruptions or erosion in its market position. AMF BOWLING: Creditors to Clash Dec. 6 Over Sale Procedures ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that AMF Bowling Worldwide Inc. intends to hold a Feb. 28 auction to prove the bona fides of a reorganization plan a group of second-lien lenders already called defective. There will be a Dec. 6 hearing for the U.S. bankruptcy judge in Richmond, Virginia, to consider approval of auction procedures. According to the report, AMF came into bankruptcy having already reached agreement on a reorganization plan with the principal landlord and holders of a majority of the $216 million first-lien debt. If approved by creditors and the judge, the senior lenders will receive all the new stock together with $150 million cash supplied by a subgroup of the lenders in the form of a term loan. In exchange for $80 million in debt, the plan offers warrants to second-lien creditors for 10% of the new stock at an exercise price based on 115% of the first-lien debt and financing for the bankruptcy. Unsecured creditors are being offered $300,000 to divide among themselves. First-lien lenders providing the financing are Liberty Harbor Master Fund LP, Midtown Acquisitions LP, and funds affiliated with Credit Suisse Group AG and Goldman Sachs Group Inc. The purpose of the auction is to test if there's an offer to sponsor a more lucrative plan, according to the report. The report notes that second-lien lenders affiliated with Cerberus Capital Management LP and JPMorgan Chase & Co. fault the sale because it would require paying off first-lien debt in full. They believe there may be buyers who'd pay some cash plus other consideration if permitted. Cerberus and JPMorgan said they own 70% of the second-lien debt and 11.5% of the first-lien obligations. They also oppose quick approval of a revised lease with iStar Financial Inc., which owns 186 of the bowling centers. About AMF Bowling Worldwide AMF Bowling Worldwide Inc. is the largest operator of bowling centers in the world. With clusters of centers located in key metropolitan markets and unparalleled geographic diversity outside metropolitan areas, AMF currently operates 262 bowling centers across the United States and, through its non-Debtor facilities, 8 bowling centers in Mexico. AMF operates more than three times the number of bowling centers of its closest competitor, and it employs roughly 7,000 people. AMF and several affiliates sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 12-36493 to 12-36508) on Nov. 12 and 13, 2012, after reaching an agreement with a majority of its secured first lien lenders and the landlord of a majority of its bowling centers to restructure through a first lien lender-led debt-for-equity conversion, subject to higher and better offers through a marketing process. Debt for borrowed money totals $296 million, including $216 million on a first-lien term loan and revolving credit, and $80 million on a second-lien term loan. Mechanicsville, Virginia-based AMF first filed for bankruptcy reorganization in July 2001 and emerged with a confirmed Chapter 11 plan in February 2002 by giving unsecured creditors 7.5% of the new stock. The bank lenders, owed $625 million, received a combination of cash, 92.5% of the stock, and $150 million in new debt. At the time, AMF had over 500 bowling centers. Judge Hon. Kevin R. Huennekens oversees the 2012 case, taking over from Judge Douglas O. Tice, Jr. Patrick J. Nash, Jr., Esq., Jeffrey D. Pawlitz, Esq., and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP; and Dion W. Hayes, Esq., John H. Maddock III, Esq., and Sarah B. Boehm, Esq., at McGuirewoods LLP, serve as the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker and financial advisor. McKinsey Recovery & Transformation Services U.S., LLC, serves as the Debtors' restructuring advisor. Kurtzman Carson Consultants LLC serves as the Debtors' claims and noticing agent. Kristopher M. Hansen, Esq., Sayan Bhattacharyya, Esq., and Marianne S. Mortimer, Esq., at Stroock & Stroock & Lavan LLP; and Peter J. Barrett, Esq., and Michael A. Condyles, Esq., at Kutak Rock LLP, represent the first lien lenders. An ad hoc group of second lien lenders are represented by Lynn L. Tavenner, Esq., and Paula S. Beran, Esq., at Tavenner & Beran, PLC; and Ben H. Logan, Esq., Suzzanne S. Uhland, Esq., and Jennifer M. Taylor, Esq., at O'Melveny & Myers LLP. The petitions were signed by Stephen D. Satterwhite, chief financial officer/chief operating officer. ANGEL FIRE: Bankr. Court Won't Hear Lot Owner's Lawsuit ------------------------------------------------------- Bankruptcy Judge James S. Starzynski dismissed the complaint captioned, Truett L. Scarborough, Plaintiff, v. Angel Fire Resort Operations, LLC, a New Mexico Limited Liability Company, and Association of Angel Fire Property Owners, Inc., a New Mexico Nonprofit Corporation, Defendants, Adv. Proc. No. 11-1110-S (Bankr. D. N.M.), citing lack of jurisdiction. The lawsuit is against an entity that acquired the Angel Fire resort community in Colfax County, New Mexico, as part of the 1993 Chapter 11 bankruptcies of the resort's owners, The Angel Fire Corporation and Angel Fire Ski Corporation. The Plaintiff seeks a declaratory judgment clarifying the legal scope and effect of a confirmed Chapter 11 plan in the Angel Fire case. He owns three lots in Monte Verde "V", Unit 1. Resort, as successor in interest to the Debtor, has attempted to assess fees it contends run with the land pursuant to the confirmed Plan, which was also filed in the real estate records of Colfax County. The dispute concerns the ability to collect annual assessments under the Plan. In dismissing the lawsuit, Judge Starzynski held that the bankruptcy cases are fully administered and closed; the Plaintiff's complaint cannot impact the estate because there is no estate; and to the extent the Plaintiff's complaint claims jurisdiction based on a request to determine "property of the estate" under 28 U.S.C. Sec. 1334(b)(2), all property has left the estate and no jurisdiction remains. To the extent the Plaintiff's complaint claims jurisdiction based on a request to interpret the plan, the judge said the Plan is now a contract and its interpretation will be made based on New Mexico contract law. Interpretation of the plan will not be based on bankruptcy law. Any success by Plaintiff on his complaint will not impact the distributions to other creditors. The Plaintiff's claim is a dispute among non-debtor parties and the outcome does not impact the estate or case administration because the case is already closed. A copy of the Court's Nov. 20, 2012 Memorandum Opinion is available at http://is.gd/nSr32Ifrom Leagle.com. ARI-DFW: Court Dismisses Chapter 11 Case ---------------------------------------- The U.S. Bankruptcy Court has entered an order dismissing the Chapter 11 case of ARI-DFW East & West 9, L.P. The Court also ruled that the automatic stay is vacated and all pending motions and adversary proceedings are moot and dismissed. The case is dismissed with a 180-day bar. The case was dismissed because the Debtor failed to file all the documents required under F.R.B.P. Rules 1007 or 3015(b) within 14 days after the filing of the petition, and no motion for an order extending the time to file the required documents has been timely filed in accordance with F.R.B.P. 1007(a)(5) or 3015(b). About ARI-DFW East & West ARI-DFW East & West 9, L.P., filed for Chapter 11 bankruptcy Bankr. C.D. Calif. Case No. 12-42788) on Sept. 27, 2012. Bankruptcy Judge Sandra R. Klein presides over the case. Kenneth J. Catanzarite, Esq. -- kcatanzarite@catanzarite.com -- and Eric V. Anderton, Esq., at Catanzarite Law Corporation, serve as the Debtor's counsel. In its petition, the Debtor estimated $10 million to $50 million in total assets and debts. The petition was signed by E. Lorelei Mooney, as "trusted debtor's general partner". ARI-DFW East & West 9 is one of 23 "Special Purpose Entities" organized by Argus Realty Investors, L.P., an Orange County California real estate and securities promoter of tax-advantaged investments to defer capital gains taxes. ARI-DFW 9 and its co- debtors were formed in September 2005 for the purpose of entering into a structured transaction resulting in the assumption of an existing purchase money loan and tenant in common interests in two parcels of real property. The Co-Debtors are named DFW East & West 1, L.P. to DFW East & West 23, L.P. In the aggregate the SPE TICs invested $6.25 million in real estate securities concerning two office buildings in the Dallas-Fort Worth, Texas, freeway corridor known as DFW East Property and DFW West Property. The "upleg" real estate designated for the Debtors was comprised of two separate and distinct buildings 4.5 miles apart constructed in 1982, DFW East Property, a five-story, 85,212 rentable square foot Class B office building located on approximately 2.94 acres at 4425 West Airport Freeway, Irving, Texas and DFW West Property, a five-story, 85,900 rentable square foot Class B office building located on roughly 2.89 acres at 4001 West Airport Freeway, Bedford, Texas. BANKATLANTIC BANCORP: Files Form 10-Q, Posts $277MM Income in Q3 ---------------------------------------------------------------- BBX Capital Corporation, formerly known as BankAtlantic Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $277.06 million on $4.23 million of total interest income for the three months ended Sept. 30, 2012, compared with a net loss of $11.79 million on $9.15 million of total interest income for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported net income of $250.54 million on $19.85 million of total interest income, compared with a net loss of $11.28 million on $32.16 million of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $488.35 million in total assets, $233.62 million in total liabilities and $254.72 million in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/gohB0C About BankAtlantic Bancorp BankAtlantic Bancorp (NYSE: BBX) -- http://www.BankAtlanticBancorp.com/-- is a bank holding company and the parent company of BankAtlantic. BankAtlantic -- "Florida's Most Convenient Bank" with a Web presence at http://www.BankAtlantic.com/-- has nearly $6.0 billion in assets and more than 100 stores, and is one of the largest financial institutions headquartered junior in Florida. BankAtlantic has been serving communities throughout Florida since 1952 and currently operates more than 250 conveniently located ATMs. BankAtlantic reported a net loss of $28.74 million in 2011, a net loss of $143.25 million in 2010, and a net loss of $185.82 million in 2009. * * * As reported by the TCR on March 1, 2011, Fitch has affirmed its current Issuer Default Ratings for BankAtlantic Bancorp and its main subsidiary, BankAtlantic FSB at 'CC'/'C' following the announcement regarding the regulatory order with the Office of Thrift Supervision. BankAtlantic has announced that it has entered into a Cease and Desist Order with the OTS at both the bank and holding company level. The regulatory order includes increased regulatory capital requirements, limits to the size of the balance sheet, no new commercial real estate lending and improvements to its credit risk and administration areas. Further, the holding company must also submit a capital plan to maintain and enhance its capital position. AVANTAIR INC: Files Form 10-Q, Incurs $970K Net Loss in Q1 2013 --------------------------------------------------------------- Avantair, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $970,000 on $42.87 million of total revenue for the three months ended Sept. 30, 2012, compared with a net loss of $2.18 million on $42.97 million of total revenue for the same period during the prior year. The Company reported a net loss attributable to common stockholders of $8.04 million for the year ended June 30, 2012, compared with a net loss of attributable to common stockholders of $13.64 million for the year ended June 30, 2011. The Company's balance sheet at Sept. 30, 2012, showed $84.22 million in total assets, $122.83 million in total liabilities, $14.82 million in series A convertible preferred stock, and a $53.43 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/EnwekA About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. BEALL CORPORATION: Court OKs Ball Janik as Panel's Counsel ---------------------------------------------------------- The Official Creditors Committee of Beall Corporation sought and obtained approval from the U.S. Bankruptcy Court to retain Ball Janik LLP as bankruptcy counsel. The firm's rates are: Attorney Name Status Hourly Rate ------------- ------ ----------- Brad T. Summers Partner $450 Gabriel M. Weaver Law Clerk $295 Thorkild G. Tingey Associate $225 Carole E. Brock Paralegal $195 Brad T. Summers attests that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The Committee's counsel can be reached at: Brad T. Summers, Esq. BALL JANIK LLP 101 SW Main Street, Suite 1100 Portland, OR 97204 Tel: (503) 228-2525 Fax: (503) 295-1058 E-mail: tsummers@balljanik.com About Beall Corporation Portland, Oregon-based Beall Corporation, a manufacturer of lightweight, efficient, and durable tanker trucks, trailers and related products, filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 12-37291) on Sept. 24, 2012, estimating at least $10 million in assets and liabilities. Founded in 1905, Beall has four factories and nine sale branches across the U.S. The Debtor has 285 employees, with an average weekly payroll of $300,000. Judge Elizabeth L. Perris presides over the case. The Debtor has tapped Tonkon Torp LLP as counsel. Robert D. Miller Jr., the U.S. Trustee for Region 18, appointed six members to the official committee of unsecured creditors. BEALL CORPORATION: Dan Scouler Approved as CRO ---------------------------------------------- Beall Corporation sought and obtained approval from the U.S. Bankruptcy Court for the District of Oregon to: -- employ Scouler & Company to provide a chief restructuring officer and additional personnel on an as needed basis; and -- appoint the firm's Dan Scouler as the Debtor's chief Restructuring officer. Scouler will, among other things: a) perform financial reviews of the Debtor's business, including the preparation of monthly operating reports, schedules, statements of financial affairs, and other bankruptcy-related materials; b) implement possible restructuring plans or other strategic alternatives, including, without limitation, Chapter 11 plans; and c) analyze claims asserted against the Debtor and consult with counsel as to potential objections thereto. The Debtor has agreed to pay Scouler a blended hourly rate of $450 per hour on account of the services provided by the firm's professionals. The Debtor has agreed to pay Scouler a transaction fee in connection with the consummation of a restructuring transaction. The transaction fee will be 5% of any gross residual proceeds of a restructuring transaction available after payment of the secured debt of KeyBank National Association or its successors. To the best of Debtor's knowledge, Scouler is a "disinterested person" as that term is defined in 11 U.S.C. Section 101(14). About Beall Corporation Portland, Oregon-based Beall Corporation, a manufacturer of lightweight, efficient, and durable tanker trucks, trailers and related products, filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 12-37291) on Sept. 24, 2012, estimating at least $10 million in assets and liabilities. Founded in 1905, Beall has four factories and nine sale branches across the U.S. The Debtor has 285 employees, with an average weekly payroll of $300,000. Judge Elizabeth L. Perris presides over the case. The Debtor has tapped Tonkon Torp LLP as counsel. Robert D. Miller Jr., the U.S. Trustee for Region 18, appointed six members to the official committee of unsecured creditors. Ball Janik LLP represents the Committee. BEALL CORPORATION: Court Approves Tonkon Torp as Attorneys ---------------------------------------------------------- Beall Corporation sought and obtained approval from the U.S. Bankruptcy Court to employ Tonkon Torp LLP as attorneys. Portland, Oregon-based Beall Corporation, a manufacturer of lightweight, efficient, and durable tanker trucks, trailers and related products, filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 12-37291) on Sept. 24, 2012, estimating at least $10 million in assets and liabilities. Founded in 1905, Beall has four factories and nine sale branches across the U.S. The Debtor has 285 employees, with an average weekly payroll of $300,000. Robert D. Miller Jr., the U.S. Trustee for Region 18, appointed six members to the official committee of unsecured creditors. Ball Janik LLP represents the Committee. BEALL CORPORATION: Files Schedules of Assets and Liabilities ------------------------------------------------------------ Beall Corporation filed with the Bankruptcy Court for the Northern District of Oregon its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $14,015,232 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $20,670,710 E. Creditors Holding Unsecured Priority Claims 1,827,513 F. Creditors Holding Unsecured Non-priority Claims $6,293,459 ----------- ----------- TOTAL $14,015,232 $28,791,683 Portland, Oregon-based Beall Corporation, a manufacturer of lightweight, efficient, and durable tanker trucks, trailers and related products, filed a Chapter 11 bankruptcy petition (Bankr. D. Ore. Case No. 12-37291) on Sept. 24, 2012, estimating at least $10 million in assets and liabilities. Founded in 1905, Beall has four factories and nine sale branches across the U.S. The Debtor has 285 employees, with an average weekly payroll of $300,000. Judge Elizabeth L. Perris presides over the case. The Debtor has tapped Tonkon Torp LLP as counsel. Robert D. Miller Jr., the U.S. Trustee for Region 18, appointed six members to the official committee of unsecured creditors. Ball Janik LLP represents the Committee. BERNARD L. MADOFF: Suits vs. Banks Heard Before Appeals Court ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports the U.S. Circuit Court of Appeals in Manhattan on Nov. 21 considered arguments of whether the trustee for Bernard L. Madoff Investment Securities Inc. can sue financial institutions that aided the Ponzi scheme. The appeal, according to the report, turns on a legal principal called in pari delicto. The trustee is seeking to revive $30.6 billion in lawsuits against financial institutions including HSBC Holdings Plc, JPMorgan Chase & Co., UBS AG, and UniCredit SpA. The banks persuaded two different federal district judges in New York to rule that Madoff trustee Irving Picard steps into the shoes of Madoff and has no more right to sue than Madoff himself. After an appeal by Mr. Picard, the three-judge Second Circuit panel heard lawyers on both sides argue for 105 minutes, much longer than the 20 minutes to 30 minutes typically allotted for an appeal. The judges didn't say how they will rule or when, and their questions didn't indicate which way they are leaning. Mr. Picard's principal argument is that he's not an ordinary bankruptcy trustee. Instead, Mr. Picard contends he has additional rights and powers bestowed by the Securities Investor Protection Act, which governs a brokerage liquidation like Madoff's and provides funds to pay customers' claims as much as $500,000 each. The trustee argues he steps into the shoes of customers, not the Madoff firm. Mr. Picard contends he's suing collectively on behalf of customers, not on behalf of the firm. Because customers wouldn't be precluded from suing by the in pari delicto rule, neither should he, Mr. Picard reasons. According to the report, the banks answered pointing to language in SIPA which they read as saying that Mr. Picard has the same rights and powers as an ordinary bankruptcy trustee and thus is barred from suing. The Securities Investor Protection Corp. joined Mr. Picard on the appeal and argued that it has separate powers in SIPA allowing it to sue even if the trustee can't. The banks again referred to the statute and cases saying SIPC doesn't have the right. The appeals in the court of appeals with regard to HSBC, JPMorgan and UBS are, respectively, 11-05175, 11-05044, and 11-05051, 2nd U.S. Circuit Court of Appeals (Manhattan). The HSBC suit in U.S. District Court is Picard v. HSBC Bank Plc, 11-763, U.S. District Court, Southern District of New York (Manhattan). The UBS suit in district court is Picard v. UBS AG, 11-04213, in the same court. The JPMorgan lawsuit in district court is Picard v. JPMorgan Chase & Co., 11-00913, in the same court. The JPMorgan lawsuit in bankruptcy court was Picard v. JPMorgan Chase & Co., 10-04932, U.S. Bankruptcy Court, Southern District of New York (Manhattan). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) The SIPA Trustee has said that as of March 31, 2012, through prepetition litigation and other settlements, he has successfully recovered, or reached agreements to recover, more than $9 billion -- over 50% of the principal lost in the Ponzi scheme by those who filed claims -- for the benefit of all customers of BLMIS. The liquidation has so far has cost the Securities Investor Protection Corp. $1.3 billion, including $791 million to pay a portion of customers' claims. Mr. Picard has so far made only one distribution in October of $325 million for 1,232 customer accounts. Uncertainty created by the appeals has limited Mr. Picard's ability to distribute recovered funds. Outstanding appeals include the $5 billion Picower settlement and the $1.025 billion settlement. BLUEGREEN CORP: Reports $14.4 Million Net Income in 3rd Quarter --------------------------------------------------------------- Bluegreen Corporation reported net income of $14.39 million on $126.03 million of revenue for the three months ended Sept. 30, 2012, compared with net income of $9.57 million on $111.71 million of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported net income of $38.08 million on $340.71 million of revenue, compared with a net loss of $11.85 million on $305.43 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2012, showed $1.06 billion in total assets, $720.24 million in total liabilities and $340.77 million in total shareholders' equity. John M. Maloney Jr., president and chief executive officer of Bluegreen, commented, "We performed well in the third quarter of 2012, as evidenced by growth at both our traditional VOI and fee- based services businesses, as well as increases in sales tours and sale-to-tour conversion ratios. Our fee-based services business represented approximately 39% and 37% of total system-wide VOI sales for the three and nine months ended September 30, 2012, respectively, up from approximately 37% and 34% in the same respective periods last year. In September, we completed the sale of $100 million of investment-grade timeshare loan-backed notes in a term securitization transaction. This transaction allowed us to refinance at a 2.94% fixed interest rate receivables that were previously pledged under certain of our variable-rate credit facilities, and create approximately $60 million of additional availability under existing receivable-backed credit facilities. Through the first nine months of 2012, we generated free cash flow (defined as cash flow from operating and investing activities)of $138.7 million (including $27.8 million of proceeds from the sale of Bluegreen Communities, prior to the payment of $22.7 million of Bluegreen Communities' debt and related fees) and reduced outstanding debt by approximately $107.3 million." A copy of the press release is available for free at: http://is.gd/xyvQg8 About Bluegreen Corp. Bluegreen Corporation -- http://www.bluegreencorp.com/-- provides places to live and play through its resorts and residential community businesses. The Company reported a net loss of $17.25 million in 2011, compared with a net loss of $43.96 million in 2010. * * * In December 2010, Standard & Poor's Rating Services raised its corporate credit rating on Bluegreen Corp to 'B-' from 'CCC'. BROADWAY FINANCIAL: Files Form 10-Q, Incurs $613K Net Loss in Q3 ---------------------------------------------------------------- Broadway Financial Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $613,000 on $4.72 million of total interest income for the three months ended Sept. 30, 2012, compared with a net loss of $7.53 million on $6.24 million of total interest income for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported net earnings of $1.23 million on $15.40 million of total interest income, compared with a net loss of $9.38 million on $19.29 million of total interest income for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $384.28 million in total assets, $365.24 million in total liabilities and $19.04 million in total shareholders' equity. "Due to the regulatory cease and desist order that is in effect, the Bank is not allowed to make distributions to the Company without regulatory approval, and such approval is not likely to be given. Accordingly, the Company will not be able to meet its payment obligations within the foreseeable future unless the Company is able to secure new capital. These conditions raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/wuUeZx About Broadway Financial Los Angeles, Calif.-based Broadway Financial Corporation was incorporated under Delaware law in 1995 for the purpose of acquiring and holding all of the outstanding capital stock of Broadway Federal Savings and Loan Association as part of the Bank's conversion from a federally chartered mutual savings association to a federally chartered stock savings bank. In connection with the conversion, the Bank's name was changed to Broadway Federal Bank, f.s.b. The conversion was completed, and the Bank became a wholly owned subsidiary of the Company, in January 1996. The Company is currently regulated by the Board of Governors of the Federal Reserve System. The Bank is currently regulated by the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation. The Company has a tax sharing liability to the Bank which exceeds operating cash at the Company level. The Company used its cash available at the holding company level to pay a substantial portion of this liability pursuant to the terms of the Tax Allocation Agreement between the Bank and the Company on March 30, 2012, and does not have cash available to pay its operating expenses. Additionally, the Company is in default under the terms of a $5 million line of credit with another financial institution lender. Crowe Horwath LLP, in Costa Mesa, California, expressed substantial doubt about the Company's ability to continue as a going concern following the annual results for the year ended Dec. 31, 2011. Bankruptcy Warning "There can be no assurance our recapitalization plan will be achieved on the currently contemplated terms, or at all. If we are unable to raise capital, we plan to continue to shrink assets and implement other strategies to increase earnings. Failure to maintain capital sufficient to meet the higher capital requirements could result in further regulatory action, which could include the appointment of a conservator or receiver for the Bank. The Company or its creditors could also initiate bankruptcy proceedings," accoring to the Company's quarterly report for the quarter ended Sept. 30, 2012. CAPABILITY RANCH: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Capability Ranch, LLC, filed with the U.S. Bankruptcy Court for the District of Nevada its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $50,000,000 B. Personal Property $253,785 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $88,315,128 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $160,890 ----------- ----------- TOTAL $50,253,785 $88,476,018 A copy of the schedules is available for free at http://bankrupt.com/misc/CAPABILITY_RANCH_sal.pdf About Capability Ranch Las Vegas-based Capability Ranch, LLC, fdba Monroe Property Company, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 12-21121) on Sept. 21, 2012. Bankruptcy Judge Bruce A. Markell presides over the case. Thomas H. Fell, Esq., at Gordon Silver, serves as the Debtor's counsel. Capability Ranch estimated assets and debts of $50 million to $100 million. The Debtor said it owns property on 40060 Paws Up Road in Greenough, Montana. The property is a 37,000-acre luxury Montana ranch and Montana resort. According to http://www.pawsup.com/, The Resort at Paws Up has 28 luxury vacation homes and 24 luxury camping tents. The resort offers horseback riding, fly fishing, and spa treatments. No request has been made for the appointment of a trustee or examiner, and no official committees have been established. CAPITOL BANCORP: Inks Stipulation Resolving Michigan's Objection ---------------------------------------------------------------- Capitol Bancorp Ltd., Financial Commerce Corporation and the State of Michigan Department of Treasury entered into a stipulation resolving Michigan's objection to the confirmation of the amended and restated Prepackaged Joint Plan of Reorganization proposed by the Debtor Capitol and Financial Commerce. Michigan and the Debtors have agreed to resolve the objection by inclusion of the language in any order confirming the Amended and Restated Prepackaged Plan. The provisions to be included in order confirming plan, includes, among other things; a) Provision relating to interest rate on taxes: the Debtors have filed an appeal of their Michigan Business Tax assessment to the Michigan Tax Tribunal. In the event it is finally determined that Debtors owe administrative, secured and priority tax debt, Debtors will pay interest as determined under applicable non- bankruptcy law. The interest rate for the State of Michigan will be the rate in effect as of the date of confirmation, and will accrue commencing on the Effective Date of the Plan. The Debtors will pay the taxes within 30 days after the liability for the taxes are finally resolved, including all appeals and under Section 505 of the Bankruptcy Code. b) Provision for Curing or Waiving Defaults: Upon the failure of the Debtors to make any payments due on a priority or secured tax claim that is not cured within 30 days of a written notice of default by the tax creditor, the tax creditor may exercise all rights and remedies available under non-bankruptcy law for the collection of its entire claim, or seek appropriate relief in the Court. c) Provision Limiting the Scope of Exculpation: Notwithstanding any provision to the contrary in this Confirmation Order, the Disclosure Statement, the Plan or any Plan document, nothing will (1) affect the ability of the State of Michigan or the IRS to pursue, to the extent allowed by non-bankruptcy law, any non- debtors for any liabilities that may be related to any tax liabilities owed by the Debtors, or (2) affect the rights of the State of Michigan or the IRS to assert setoff and recoupment, and the rights are expressly preserved. Moreover, the Debtors agree that they will timely file or cause to be filed all required state tax returns and will otherwise comply with the provisions of the State of Michigan Tax Code and the Internal Revenue Code. As reported in the Troubled Company Reporter on Oct. 18, 2012, the Hon. Marci McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan approved a stipulation continuing until Dec. 4, 2012, at 10:30 a.m., the combined hearing on the adequacy of the disclosure statement and confirmation of Capitol Bancorp's plan. 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. 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." 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. CENTRAL EUROPEAN: Reports $35.7 Million Net Income in 3rd Quarter ----------------------------------------------------------------- Central European Distribution Corporation reported net income attributable to the Company of $35.76 million on $401.11 million of sales for the three months ended Sept. 30, 2012, compared with a net loss attributable to the Company of $848.73 million on $432.94 million of sales for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported net income attributable to the Company of $8.26 million on $1.12 billion of sales, compared with a net loss attributable to the Company of $854.10 million on $1.17 billion of sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $1.98 billion in total assets, $1.73 billion in total liabilities, $29.44 million in temporary equity, and $210.78 million in total stockholders' equity. "In spite of the challenges faced by the company during this period, the changes in operational management and controls are starting to produce improved operating results. The efforts we have put into better execution of our pricing policy and focus on more profitable product mix in all of our key markets resulted in improvement of our comparable gross margin and significant increase of our comparable operating profit," commented David Bailey, CEO of CEDC. A copy of the press release announcing the financial results is available for free at http://is.gd/4uJkRS Non-Compliance Notice On Nov. 14, 2012, CEDC received a letter from the Nasdaq Listing Qualifications Department stating that, since CEDC has not yet filed its Form 10-Q for the period ended Sept. 30, 2012, it no longer complies with Nasdaq Listing Rule 5250(c)(1). The letter states that CEDC has until Jan. 8, 2013, to submit a plan to regain compliance and that, if it accepts CEDC's plan, Nasdaq can grant an exception until May 8, 2013, for CEDC to regain compliance. CEDC intends to file its Form 10-Q for the period ended Sept. 30, 2012, with the Securities and Exchange Commission as soon as practicable and expects to regain compliance with Nasdaq Listing Rule 5250(c)(1) upon that filing. Open Letter to Shareholders On Nov. 16, 2012, CEDC filed an open letter to shareholders from the special committee of the board of directors of CEDC in response to the letter from Mr. Roustam Tariko to investors in CEDC filed by Mr. Tariko, a copy of which is available at: http://is.gd/Z24nnB On Nov. 10, 2012, Gerry W. Grace and Jeffrey W. Aldrich resigned as directors of Central Federal Corporation and CFBank. On Nov. 13, 2012, Jerry F. Whitmer resigned as a director of Central Federal Corporation and CFBank. On Nov. 14, 2012, William R. Downing resigned as a director of Central Federal Corporation and CFBank. About CEDC Mt. Laurel, New Jersey-based Central European Distribution Corporation is one of the world's largest vodka producers and Central and Eastern Europe's largest integrated spirit beverages business with its primary operations in Poland, Russia and Hungary. Ernst & Young Audit sp. z o.o., in Warsaw, Poland, expressed substantial doubt about Central European's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that certain of the Company's credit and factoring facilities are coming due in 2012 and will need to be renewed to manage its working capital needs. Liquidity Certain credit and factoring facilities are coming due in 2012, which the Company expects to renew. Furthermore, the Company's Convertible Senior Notes are due on March 15, 2013. The Company's current cash on hand, estimated cash from operations and available credit facilities will not be sufficient to make the repayment of principal on the Convertible Notes and, unless the transaction with Russian Standard Corporation is completed the Company may default on them. The Company's cash flow forecasts include the assumption that certain credit and factoring facilities that are coming due in 2012 will be renewed to manage working capital needs. Moreover, the Company had a net loss and significant impairment charges in 2011 and current liabilities exceed current assets at June 30, 2012. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The transaction with Russian Standard Corporation is subject to certain risks, including shareholder approval which may not be obtained. The Company's 2012 Annual Meeting of Stockholders, which was postponed due to the need to restate the Company's financial statements, is expected to be held as soon as practicable. The Company believes that if the transaction is completed as scheduled, the Convertible Notes will be repaid by their maturity date, which would substantially reduce doubts about the Company's ability to continue as a going concern. * * * As reported by the TCR on Aug. 10, 2012, Standard & Poor's Ratings Services kept on CreditWatch with negative implications its 'CCC+' long-term corporate credit rating on U.S.-based Central European Distribution Corp. (CEDC), the parent company of Poland-based vodka manufacturer CEDC International sp. z o.o. "The CreditWatch status reflects our view that uncertainties remain related to CEDC's ongoing accounting review and that CEDC's liquidity could further and substantially weaken if there was a breach of covenants which could lead to the acceleration of the payment of the 2016 notes, upon receipt of a written notice of 25% or more of the noteholders," S&P said. In the Oct. 9, 2012, edition of the TCR, Moody's Investors Service has downgraded the corporate family rating (CFR) and probability of default rating (PDR) of Central European Distribution Corporation (CEDC) to Caa2 from Caa1. "The downgrade reflects delays in CEDC securing adequate financing to repay its US$310 million of convertible notes due March 2013 which are increasing Moody's concerns that the definitive agreement for a strategic alliance between CEDC and Russian Standard Corporation (Russian Standard) might not conclude at the current terms," says Paolo Leschiutta, a Moody's Vice President - Senior Credit Officer and lead analyst for CEDC. CHINA PRECISION: Incurs $4.2 Million Net Loss in Sept. 30 Quarter ----------------------------------------------------------------- China Precision Steel, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.22 million on $5.95 million of sales revenues for the three months ended Sept. 30, 2012, compared with a net loss of $1.07 million on $42.16 million of sales revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $184.06 million in total assets, $68.13 million in total liabilities, all current, and $115.93 million in total stockholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/3axDqQ About China Precision China Precision Steel Inc. is a niche precision steel processing company principally engaged in the production and sale of high precision cold-rolled steel products and provides value added services such as heat treatment and cutting medium and high carbon hot-rolled steel strips. China Precision Steel's high precision, ultra-thin, high strength (7.5 mm to 0.05 mm) cold-rolled steel products are mainly used in the production of automotive components, food packaging materials, saw blades and textile needles. The Company primarily sells to manufacturers in the People's Republic of China as well as overseas markets such as Nigeria, Thailand, Indonesia and the Philippines. China Precision Steel was incorporated in 2002 and is headquartered in Sheung Wan, Hong Kong. China Precision reported a net loss of $16.94 million for the year ended June 30, 2012, compared with net income of $256,950 during the prior fiscal year. Moore Stephens, in Hong Kong, issued a "going concern" qualification on the consolidated financial statement for the year ended June 30, 2012. The independent auditors noted that the Company has suffered a very significant loss in the year ended June 30, 2012, and defaulted on interest and principal repayments of bank borrowings that raise substantial doubt about its ability to continue as a going concern. CHILE MINING: Delays Form 10-Q for Sept. 30 Quarter --------------------------------------------------- Chile Mining Technologies, Inc., was unable to file its Form 10-Q with the U.S. Securities and Exchange Commission within the prescribed time period without unreasonable effort or expense due to the fact that the audit of the Company's financial statements for the period ended Sept. 30, 2012, has not been completed. The Company anticipates that it will file its Form 10-Q within the five-day grace period provided by Exchange Act Rule 12b-25. About Chile Mining Chile Mining Technologies Inc. is a mineral extraction company based in the Republic of Chile, with copper as its principal "pay metal." Its founders, Messrs. Jorge Osvaldo Orellana Orellana and Jorge Fernando Pizarro Arriagada, have refined the electrowin process in a way that permits the electrowin process to be used at a relatively small mine and/or tailings sites. Electrowinning is a process in which positive and negative electrodes are placed in an acidic solution containing copper ions, and an electric current passed through the solution causes the copper to be deposited on the negative electrodes so that it can be collected. Schwartz Levitsky Feldman LLP, in Toronto, Ontario, Canada, expressed substantial doubt about Chile Mining's ability to continue as a going concern following the fiscal year ended March 31, 2012, annual report. The independent auditors noted that the continuance of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the production of copper. The Company reported a net loss of US$3.95 million on US$433,554 of sales in fiscal 2012, compared with a net loss of US$7.25 million on US$188,227 of sales in fiscal 2011. The Company's balance sheet at June 30, 2012, showed US$7.64 million in total assets, US$9.11 million in total liabilities and a US$1.47 million stockholders' deficiency. CHINA TEL GROUP: Securities Sale Exceeds Threshold -------------------------------------------------- Since its most recent report filed on any of Forms 8-K, 10-K or 10-Q, VelaTel Global Communications, Inc., formerly known as China Tel Group Inc., has made sales of unregistered securities, namely shares of the Company's Series A common stock and shares of the Company's Series B common stock and warrants granting the holder a right to acquire one Series A Share for each warrant. The Company disclosed that the aggregate number of Series A Shares sold exceeds 5% of the total number of those shares issued and outstanding as of the Company's latest filed Report in which the Sale of Series A Shares was reported, on Form 8-K filed on Nov. 6, 2012. On Nov. 7, 2012, the Company issued 3,036,437 Series A Shares and 3,036,437 Warrants to Isaac Organization, Inc., in partial payment of a promissory note in the amount of $500,000 in favor of Isaac. Each Warrant has an exercise price of $0.0247 and an exercise term of three years. This sale of Shares resulted in a principal reduction of $75,000 in notes payable of the Company, and payment of $0 of accrued interest. On Nov. 7, 2012, the Company issued 5,243,446 Series A Shares and 5,243,446 Warrants to America Orient, LLC, in partial payment of a promissory note in the amount of $500,000 in favor of Isaac and assigned to America Orient. Each Warrant has an exercise price of $0.0267 and an exercise term of three years. This sale of Shares resulted in a principal reduction of $140,000 in notes payable of the Company, and payment of $0 of accrued interest. On Nov. 7, 2012, the Company issued 3,475,843 Series A Shares and 3,475,843 Warrants to David S. McEwen in partial payment of a line of credit promissory note of up to $1,052,631 in favor of McEwen. Each Warrant has an exercise price of $0.02877 and an exercise term of three years. This sale of Shares resulted in a principal reduction of $100,000 in notes payable of the Company, and payment of $0 of accrued interest. On Nov. 7, 2012, the Company issued 3,302,051 Series A Shares and 3,302,051 Warrants to Ryan Alvarez in partial payment of a line of credit promissory note of up to $1,052,631 in favor of Weal Group, Inc., and partially assigned to Ryan Alvarez. Each Warrant has an exercise price of $0.02877 and an exercise term of three years. This sale of Shares resulted in a principal reduction of $95,000in notes payable of the Company, and payment of $0 of accrued interest. On Nov. 14, 2012, the Company issued 941,915 Series A Shares and 941,915 Warrants to McEwen in partial payment of a line of credit promissory note of up to $1,052,631 in favor McEwen. Each Warrant has an exercise price of $0.03185, and an exercise term of three years. This sale of Shares resulted in a principal reduction of $30,000 in notes payable of the Company, and payment of $0 of accrued interest. On Nov. 7, 2012, the Company issued 10,000,000 Series B Shares to Colin Tay, the Company's President. On Nov. 14, 2012, the Company issued 2,800,000 Shares to Ironridge Global IV, Ltd. The Fourth Issuance was pursuant to an Order for Approval of Stipulation for Settlement of Claims between the Company and Ironridge, in settlement of $1,367,693 of accounts payable of the Company which Ironridge had purchased from certain creditors of the Company, in an amount equal to the Assigned Accounts, plus fees and costs. As of Nov. 15, 2012, and immediately following the issuances described above, the Company has 77,046,807 shares of its Series A common stock outstanding, with a par value of $0.001, and 20,000,000 shares of its Series B common stock outstanding, with a par value of $0.001. A copy of the Form 8-K is available for free at: http://is.gd/fSFYhy About China Tel Based in San Diego, California, and Shenzhen, China, China Tel Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/-- provides high speed wireless broadband and telecommunications infrastructure engineering and construction services. Through its controlled subsidiaries, the Company provides fixed telephony, conventional long distance, high-speed wireless broadband and telecommunications infrastructure engineering and construction services. ChinaTel is presently building, operating and deploying networks in Asia and South America: a 3.5GHz wireless broadband system in 29 cities across the People's Republic of China with and for CECT-Chinacomm Communications Co., Ltd., a PRC company that holds a license to build the high speed wireless broadband system; and a 2.5GHz wireless broadband system in cities across Peru with and for Perusat, S.A., a Peruvian company that holds a license to build high speed wireless broadband systems. After auditing the 2011 results, Kabani & Company, Inc., in Los Angeles, California, expressed substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a net loss for the year ended Dec. 31, 2011, cumulative losses of $254 million since inception, a negative working capital of $16.4 million and a stockholders' deficiency of $9.93 million. The Company reported a net loss of $21.79 million in 2011, compared with a net loss of $66.62 million in 2010. The Company's balance sheet at June 30, 2012, showed $15.91 million in total assets, $20.01 million in total liabilities and a $4.09 million total stockholders' deficiency. CIMA L.L.C: Administrator Seeks Dismissal of Chapter 11 Case ------------------------------------------------------------ Travis M. Bedsole, Jr., the bankruptcy administrator for the Southern District of Alabama, asks the Court to dismiss the chapter 11 case of CIMA, L.L.C. According to the Bankruptcy Administrator, the Debtor has failed to comply with the Order entered by the Court on Dec. 7, 2011, by failing to file the BA-2 quarterly fee statement for September 2012, and the quarterly fees due for September 2012. About CIMA L.L.C. Based in Ft. Lauderdale, Florida, CIMA, L.L.C., is the developer and current owner of a 200-acre parcel of land located in Mobile, Alabama, with frontage on Interstate 10, a major thoroughfare. The parcel has been subdivided into parcels, and some infrastructure work has been done. CIMA filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 11-33279) on Aug. 22, 2011, disclosing $18,876,064 in assets and $10,535,230 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Raymond B. Ray later approved a request by the secured creditor to transfer the case to Alabama (Bankr. S.D. Ala. 11-04981). Chief Bankruptcy Judge Margaret A. Mahoney now oversees the case. Leslie Gern Cloyd, Esq., at Berger Singerman, P.A., represents the Debtor. Ronald F. Suber, Attorney at Law, acts as local counsel. When it filed for bankruptcy, CIMA said it was finalizing plans with one or more investor groups for further development of its parcel. CLARE OAKS: Access to Cash Collateral Expires Nov. 30 ----------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois authorized Clare Oaks' third amendment to the March 8, 2012 final order regarding use of cash collateral and adequate protection. The Court ordered that the Debtor's access to the cash collateral is extended until Nov. 30, 2012, and upon payment to the DIP lender on or prior to Nov. 30, of an additional fee in an amount of $60,000, the Plan Effective Milestone Date, without further action by any person or order of the Court, will be further extended to Dec. 31, and the maturity date of the DIP financing will likewise be further extended to Dec. 31, after the entry of the order Sovereign Bank, N.A., and Wells Fargo Bank, National Association, in its capacity as Master Trustee under the Master Indenture have consented to the relief granted. About Clare Oaks Clare Oaks, an Illinois not-for-profit corporation organized under section 501(c)(3) of the Internal Revenue Code, operates a namesake continuing care retirement community in Bartlett, Illinois. Its members are the Sisters of St. Joseph of the Third Order of St. Francis, a Roman Catholic religious institute, who are elected and serving as the members of the Central Board of the Congregation. Clare Oaks is managed by CRSA/LCS Management LLC, an affiliate of Life Care Services LLC. Clare Oaks filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-48903) on Dec. 5, 2011. Judge Pamela S. Hollis presides over the case. David R. Doyle, Esq., George R. Mesires, Esq., and Patrick F. Ross, Esq., at Ungaretti & Harris LLP, in Chicago, serve as the Debtor's counsel. North Shores Consulting serves as the Debtor's operations consultant. Continuum Development Services and Alvarez & Marsal Healthcare Industry Group LLC serve as advisors. Alvarez & Marsal's Paul Rundell serves as the Chief Restructuring Officer. Sheila King Marketing + Public Relations serves as communications advisors. CliftonLarsonAllen is the Debtor's accountants. B.C. Ziegler and Company is the Debtor's proposed investment banker and financial advisor. In its petition, Clare Oaks estimated $100 million to $500 million in assets and debts. The petition was signed by Michael D. Hovde, Jr., president. Attorneys at Neal Wolf & Associates, LLC, represent the Official Committee of Unsecured Creditors as counsel. Wells Fargo, as master trustee and bond trustee, is represented by Daniel S. Bleck, Esq., and Charles W. Azano, Esq., at Mintz Levin Cohen Ferris Glovsky and Popeo PC; and Robert M. Fishman, Esq., and Allen J. Guon, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin LLC. Sovereign Bank, the letters of credit issuer, is represented by John R. Weiss, Esq., at Duane Morris LLP. Senior Care Development LLC, the DIP Lender, is represented by William S. Fish, Jr., Esq., and Sarah M. Lombard, Esq., at Hinckley Allen & Snyder LLP. The Debtor intends to sell its Clare Oaks Campus to ER Propco Co, LLC aka Evergreen for $16,000,000, subject to higher and better offers. The Debtor's Plan provides that bondholders are settling aside some cash that could pay as much as 2.7% on $1.9 million in unsecured debt. For a projected 45% recovery, bondholders will receive $40 million in new second-lien bonds that will pay interest only at 4% for 15 years. The Plan is scheduled for confirmation on Oct. 25, 2012. The report notes that emergence from Chapter 11 will be financed by a $12 million first-lien secured loan provided by some of the bondholders. CLARE OAKS: Wants CLA to Study Feasibility of Creditors' Plan ------------------------------------------------------------- Clare Oaks asks the U.S. Bankruptcy Court for the Northern District of Illinois to amend the amended order authorizing the employment of CliftonLarsonAllen LLP as accountants. As reported in the Troubled Company Reporter on Oct. 12, 2012, the Court entered an amended order authorizing Clare Oaks to employ CliftonLarsonAllen LLP as accountants. The bankruptcy judge approved the original engagement letters with CLA and the supplemental engagement letter. The order also provides that CLA, as accountants, will perform services effective retroactively to Dec. 5, 2011. The Debtor, in its supplemental motion, states that secured creditors, Wells Fargo Bank, National Association, as master trustee, and Sovereign Bank, N.A., have filed a Third Amended Plan of Reorganization that contemplates a reorganization of the Debtor via the issuance of Series 2012 Bonds and an exchange of Series 2006 Bonds for Series 2012 Bonds by the Series 2006 Bondholders. In order to issue the Series 2012 Bonds, the Illinois Finance Authority requires that the Debtor provide a feasibility study and report regarding certain financial forecasts made by the Debtor. In this relation, the Debtor proposes to amend the employment order to approve an engagement letter with CLA and to authorize CLA to conduct the required feasibility study, including an examination of the Debtor's financial forecast for the purpose of issuing a report stating whether (1) the Debtor's financial forecast is presented in conformity with applicable guidelines established by the American Institute of Certified Public Accountants, and (2) the Debtor's assumptions provide a reasonable basis for its forecast. The Debtor also requests that the Court approve these rates: Professional Hourly Rate Hourly Rate in Original ------------ ----------- /First Supplemental Engagement Letters ----------------------- Gail Miller - Engagement Partner $325 N/A (new) Mario McKenzie - Concurring Partner $355 N/A (new) Chad Kunze - Audit Advisory Partner $295 Same Chris Piche - Quality and Technical Partner $385 Same John Richter - Engagement Advisory Partner $405 N/A (new) Steve Kuhns - Engagement Director $240 N/A (new) Tom Melchior - Market Research Manager $280 N/A (new) Cynthia Schroer - Market Research Senior $195 N/A (new) Lars Johnson - Financial Analysis Manager $240 N/A (new) Jen Burkholder - Financial Analysis Staff $155 N/A (new) Other CLA Consultants (Clinical, Nursing, Billing, etc.) $275 - $400 N/A (new) Client Service Assistants $80 - $145 $80 - $105 CLA has provided a fee estimate of $110,000 for the feasibility study services. The Debtor requests that the amended employment order authorize the Debtor to pay CLA up to an additional $110,000 in connection with the services described in the Second Supplemental Engagement Letter. CLA has acknowledged and understands that its fees and reimbursement of its costs are subject to review and approval by the Court. About Clare Oaks Clare Oaks, an Illinois not-for-profit corporation organized under section 501(c)(3) of the Internal Revenue Code, operates a namesake continuing care retirement community in Bartlett, Illinois. Its members are the Sisters of St. Joseph of the Third Order of St. Francis, a Roman Catholic religious institute, who are elected and serving as the members of the Central Board of the Congregation. Clare Oaks is managed by CRSA/LCS Management LLC, an affiliate of Life Care Services LLC. Clare Oaks filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-48903) on Dec. 5, 2011. Judge Pamela S. Hollis presides over the case. David R. Doyle, Esq., George R. Mesires, Esq., and Patrick F. Ross, Esq., at Ungaretti & Harris LLP, in Chicago, serve as the Debtor's counsel. North Shores Consulting serves as the Debtor's operations consultant. Continuum Development Services and Alvarez & Marsal Healthcare Industry Group LLC serve as advisors. Alvarez & Marsal's Paul Rundell serves as the Chief Restructuring Officer. Sheila King Marketing + Public Relations serves as communications advisors. CliftonLarsonAllen is the Debtor's accountants. B.C. Ziegler and Company is the Debtor's proposed investment banker and financial advisor. In its petition, Clare Oaks estimated $100 million to $500 million in assets and debts. The petition was signed by Michael D. Hovde, Jr., president. Attorneys at Neal Wolf & Associates, LLC, represent the Official Committee of Unsecured Creditors as counsel. Wells Fargo, as master trustee and bond trustee, is represented by Daniel S. Bleck, Esq., and Charles W. Azano, Esq., at Mintz Levin Cohen Ferris Glovsky and Popeo PC; and Robert M. Fishman, Esq., and Allen J. Guon, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin LLC. Sovereign Bank, the letters of credit issuer, is represented by John R. Weiss, Esq., at Duane Morris LLP. Senior Care Development LLC, the DIP Lender, is represented by William S. Fish, Jr., Esq., and Sarah M. Lombard, Esq., at Hinckley Allen & Snyder LLP. The Debtor intends to sell its Clare Oaks Campus to ER Propco Co, LLC aka Evergreen for $16,000,000, subject to higher and better offers. The Debtor's Plan provides that bondholders are settling aside some cash that could pay as much as 2.7% on $1.9 million in unsecured debt. For a projected 45% recovery, bondholders will receive $40 million in new second-lien bonds that will pay interest only at 4% for 15 years. The Plan is scheduled for confirmation on Oct. 25, 2012. The report notes that emergence from Chapter 11 will be financed by a $12 million first-lien secured loan provided by some of the bondholders. CLARE OAKS: Wants to Amend Employment Contract of B.C. Ziegler -------------------------------------------------------------- Clare Oaks asks the U.S. Bankruptcy Court for the Northern District of Illinois to amend its order authorizing the employment B.C. Ziegler and Company as investment banker and financial advisor. The Debtor notes that Third Amended Plan of Reorganization contemplates a reorganization of the Debtor by, among other things, the issuance of Series 2012 Bonds and an exchange of Series 2006 Bonds for Series 2012 Bonds by the Series 2006 Bondholders. Before issuing the 2012 Bonds, the Illinois Finance Authority requires that the Debtor employ an underwriter for the Series 2012A Bonds and a dealer/manager for the Series 2012B and 2012C Bonds. B.C. Ziegler and Company, the Debtor's financial advisor, has agreed to serve the Debtor in those capacities without seeking additional compensation for the services. BCZ has requested that the Debtor pay BCZ's out of pocket expenses incurred by BCZ on the Debtor's behalf. In this relation, the Debtor proposes to amend the employment order to approve an Amendment to Letter Agreement with BCZ and to specifically authorize BCZ to perform the underwriter and dealer/manager services and incur the additional expenses. The Debtor has engaged BCZ to render financial advisory and investment banking services in connection with the possible sale, merger, affiliation, lease, recapitalization, debt restructuring, or other similar transaction that materially alters the capital structure of the Debtor or the senior housing community doing business as Clare Oaks. BCZ agreed to, among other things: -- prepare materials suitable for distribution and presentation to potential investors; and -- assist the Debtor in structuring, negotiating and closing the transaction. The Debtor will pay a transaction success fee upon the closing of a transaction, which is 1.5% of aggregate consideration in the event of an asset sale or affiliation and 0.50% of the par amount of current pay or deferred pay bonds payable in the event of a restructuring or exchange offer. The transaction success fee will not be greater than $550,000. Additionally, the Debtor agreed to reimburse BCZ for all of its out-of-pocket expenses. To the best of the Debtor's knowledge, BCZ is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Clare Oaks Clare Oaks, an Illinois not-for-profit corporation organized under section 501(c)(3) of the Internal Revenue Code, operates a namesake continuing care retirement community in Bartlett, Illinois. Its members are the Sisters of St. Joseph of the Third Order of St. Francis, a Roman Catholic religious institute, who are elected and serving as the members of the Central Board of the Congregation. Clare Oaks is managed by CRSA/LCS Management LLC, an affiliate of Life Care Services LLC. Clare Oaks filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-48903) on Dec. 5, 2011. Judge Pamela S. Hollis presides over the case. David R. Doyle, Esq., George R. Mesires, Esq., and Patrick F. Ross, Esq., at Ungaretti & Harris LLP, in Chicago, serve as the Debtor's counsel. North Shores Consulting serves as the Debtor's operations consultant. Continuum Development Services and Alvarez & Marsal Healthcare Industry Group LLC serve as advisors. Alvarez & Marsal's Paul Rundell serves as the Chief Restructuring Officer. Sheila King Marketing + Public Relations serves as communications advisors. CliftonLarsonAllen is the Debtor's accountants. B.C. Ziegler and Company is the Debtor's proposed investment banker and financial advisor. In its petition, Clare Oaks estimated $100 million to $500 million in assets and debts. The petition was signed by Michael D. Hovde, Jr., president. Attorneys at Neal Wolf & Associates, LLC, represent the Official Committee of Unsecured Creditors as counsel. Wells Fargo, as master trustee and bond trustee, is represented by Daniel S. Bleck, Esq., and Charles W. Azano, Esq., at Mintz Levin Cohen Ferris Glovsky and Popeo PC; and Robert M. Fishman, Esq., and Allen J. Guon, Esq., at Shaw Gussis Fishman Glantz Wolfson & Towbin LLC. Sovereign Bank, the letters of credit issuer, is represented by John R. Weiss, Esq., at Duane Morris LLP. Senior Care Development LLC, the DIP Lender, is represented by William S. Fish, Jr., Esq., and Sarah M. Lombard, Esq., at Hinckley Allen & Snyder LLP. The Debtor intends to sell its Clare Oaks Campus to ER Propco Co, LLC aka Evergreen for $16,000,000, subject to higher and better offers. The Debtor's Plan provides that bondholders are settling aside some cash that could pay as much as 2.7% on $1.9 million in unsecured debt. For a projected 45% recovery, bondholders will receive $40 million in new second-lien bonds that will pay interest only at 4% for 15 years. The Plan is scheduled for confirmation on Oct. 25, 2012. The report notes that emergence from Chapter 11 will be financed by a $12 million first-lien secured loan provided by some of the bondholders. COMPETITIVE TECHNOLOGIES: Incurs $596,800 Net Loss in 3rd Quarter ----------------------------------------------------------------- Competitive Technologies, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $596,889 on $310,867 of product sales for the three months ended Sept. 30, 2012, compared with a net loss of $537,665 on $1.19 million of product sales for the same period a year ago. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $2.33 million on $703,113 of product sales, compared with a net loss of $1.84 million on $3.33 million of product sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $4.70 million in total assets, $8.06 million in total liabilities and a $3.35 million total shareholders' deficit. "The Company incurred operating losses for the past six quarters, having produced marginal net income in the first quarter of 2011, after having incurred operating losses each quarter since fiscal 2006. The Company has taken steps to significantly reduce its operating expenses going forward and expects revenue from sales of Calmare medical devices to grow. However, even at the reduced spending levels, should the anticipated increase in revenue from sales of Calmare devices not occur the Company may not have sufficient cash flow to fund operating expenses beyond the first quarter of calendar 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/wvgWkd Competitive Technologies experienced delays in completing its financial statements for the fiscal quarter ended Sept. 30, 2012. As a result, the Company was delayed in filing its Form 10-Q for the quarter then ended. About Competitive Technologies Fairfield, Conn.-based Competitive Technologies, Inc. (OTC QX: CTTC) -- http://www.competitivetech.net/-- was established in 1968. The Company provides distribution, patent and technology transfer, sales and licensing services focused on the needs of its customers and matching those requirements with commercially viable product or technology solutions. Sales of the Company's Calmare(R) pain therapy medical device continue to be the major source of revenue for the Company. After auditing the 2011 results, Mayer Hoffman McCann CPAs, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred operating losses since fiscal year 2006. The Company reported a net loss of $3.59 million in 2011. The Company reported a net loss of $2.40 million on $163,993 of product sales for the five months ended Dec. 31, 2010. The Company's balance sheet at June 30, 2012, showed $4.66 million in total assets, $7.65 million in total liabilities, and a $2.99 million total shareholders' deficit. CORNERSTONE BANCSHARES: Cash Dividend Payment Date on Nov. 28 ------------------------------------------------------------- Cornerstone Bancshares, Inc., announced the payment date of Nov. 28, 2012, for a cash dividend in the amount of $0.625 per share for its Series A Convertible Preferred Stock for all shareholders of record as of June 30, 2012. About Cornerstone Bancshares Chattanooga, Tenn.-based Cornerstone Bancshares, Inc., is a bank holding company. Its wholly-owned subsidiary, Cornerstone Community Bank, is a Tennessee-chartered commercial bank with five full-service banking offices located in Hamilton County, Tennessee. Cornerstone said in its 2011 annual report that as of Dec. 31, 2011, the Company had one loan, currently being serviced by Midland Loan Services for the FDIC, which totaled approximately $3 million. The loan contains certain compliance covenants which include stated minimum or maximum target amounts for Cornerstone's capital levels, the Bank's capital levels, nonperforming asset levels at the Bank and the ability of Cornerstone to meet the required debt service coverage ratio, which is computed on the four most recent consecutive fiscal quarters. Due to the level of nonperforming assets of the Bank and not currently meeting the required debt service coverage ratio, Cornerstone was not in compliance with these two covenants at Dec. 31, 2011. However, Cornerstone had previously obtained waivers through Dec. 31, 2011. During March 2012, Cornerstone obtained from the FDIC a waiver of the covenant compliance requirements through Dec. 31, 2012, granted that all payments are made in accordance with the aforementioned repayment schedule. However, if the Company is unable to comply with those covenants or obtain an additional waiver from the lender for violations that occur after Dec. 31, 2012, if any, the lender may declare the loan in default and take possession of the Bank's common stock. If this event were to occur, Cornerstone's assets and operations would be substantially reduced and therefore its ability to continue as a going concern would be in substantial doubt. Cornerstone reported net income of $1.03 million in 2011, compared with a net loss of $4.70 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $425.17 million in total assets, $387.05 million in total liabilities and $38.12 million in total stockholders' equity. DBSI INC: Wavetronix Barred From Interfering With Trust ------------------------------------------------------- Bankruptcy Judge Peter J. Walsh directed Wavetronix, LLC, to cease interfering with the administration of the liquidating trust established under the confirmed Second Amended Joint Chapter 11 Plan of Liquidation Filed by the Chapter 11 Trustee and the Official Committee of Unsecured Creditors for DBSI Inc. Judge Walsh also directed Wavetronix to provide required financial information, includilng Wavetronix's 2011 federal and state tax returns and any supporting schedules, attachments and exhibits. Conrad Myers, the trustee for the DBSI Liquidating Trust and the Trust Oversight Committee made the request. According to Judge Walsh, Wavetronix is withholding information that is necessary to the conduct of the Trustee's fiduciary duties. The judge also held that if the Trustee requires information related to the current financial condition of Wavetronix in addition to that produced as required in the Court's order, then Wavetronix is ordered to appear for an examination pursuant to Bankruptcy Rule 2004 and Local Rule 2004-1, to the extent necessary. A copy of Judge Walsh's Nov. 20, 2012 Order is available at http://is.gd/tiYY8ofrom Leagle.com. About DBSI Inc. Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates were engaged in numerous commercial real estate and non-real estate projects and businesses. On Nov. 10, 2008, and other subsequent dates, DBSI and 180 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687). DBSI estimated assets and debts between $100 million and $500 million as of the Chapter 11 filing. Lawyers at Young Conaway Stargatt & Taylor LLP represent the Debtors as counsel. The Official Committee of Unsecured Creditors tapped Greenberg Traurig, LLP, as its bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' notice claims and balloting agent. Joshua Hochberg, a former head of the Justice Department fraud unit, served as an Examiner and called the seller and servicer of fractional interests in commercial real estate an "elaborate shell game" that "consistently operated at a loss" in his report released in October 2009. McKenna Long & Aldridge LLP was counsel to the Examiner. On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order appointing James R. Zazzali as Chapter 11 trustee for the Debtors' estates. On Oct. 26, 2010, the trustee won confirmation of the Second Amended Joint Chapter 11 Plan of Liquidation for DBSI, paving the way for it to pay creditors and avoid years of expensive litigation over its complex web of affiliates. The plan, which was declared effective Oct. 29, 2010, was co-proposed by DBSI's unsecured creditors committee. Pursuant to the confirmed Chapter 11 plan, the DBSI Real Estate Liquidating Trust was established as of the effective date and certain of the Debtors' assets, including the Debtors' ownership interest in Florissant Market Place was transferred to the RE Trust. Mr. Zazzali and Conrad Myers were appointed as the post- confirmation trustees. Messrs. Zazzali and Myers are represented by lawyers at Blank Rime LLP and Gibbons P.C. DEWEY & LEBOEUF: Files Liquidating Plan Based on Settlement ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports Dewey & LeBoeuf LLP submitted a proposed liquidating Chapter 11 plan on Nov. 21 based on a newly proposed settlement between secured lenders and the law firm's official creditors' committee. According to the report, the plan also incorporates a settlement approved by the bankruptcy court in October where 440 former partners will receive releases in return for $71.5 million in contributions. There will be a Jan. 3 hearing for approval of the explanatory disclosure statement. The report relates that the plan offers secured lenders an approved secured claim for $261.9 million, along with an approved unsecured $100 million deficiency claim for the shortfall in collections on their collateral. The proposed disclosure materials state that there are $285 million in listed claims by unsecured creditors. The disclosure statement doesn't yet include predicted percentage recoveries for secured or unsecured creditors. The report relates that in the new lender settlement, secured creditors would permit $54 million in collection of accounts receivable to be utilized in the liquidation. From the first $67.5 million collected in the partners' settlement, the plan offers 80% to secured lenders, with the remaining 20% earmarked for unsecured creditors. Collections from the partners settlement above $67.5 million would be split 50-50 between secured and unsecured creditors. The report notes that the settlement calls for secured creditors to receive no distribution on the $100 million deficiency claim from the first $67.5 million from the partners' settlement. If secured lenders don't agree to release partners, they receive nothing from the partners' settlement payments. From collection of other assets -- such as insurance, claims against firm management and lawsuits -- the plan divides proceeds, with lenders receiving 60% to 70% and unsecured creditors taking the remainder. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. DIGITAL DOMAIN: Brown Rudnick Approved as Committee Counsel ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Digital Domain Media Group, Inc. et al., to retain Brown Rudnick LLP as its counsel. Brown Rudnick will provide these professional services: a. assisting and advising the Committee in its discussions with the Debtors and other parties-in-interest regarding the overall administration of the Debtors' cases; b. representing the Committee at hearings to be held before the Bankruptcy Court and communicating with the Committee regarding the matters heard and the issues raised as well as the decisions and considerations of the Court; c. assisting and advising the Committee in its examination and analysis of the conduct of the Debtors' affairs; and d. reviewing and analyzing pleadings, orders, schedules, and other documents filed and to be filed with the Court by parties-in-interest in the Debtors' cases; advising the Committee as to the necessity, propriety, and impact of the foregoing upon the Chapter 11 cases; and consenting or objecting to pleadings or orders on behalf of the Committee, as appropriate. The Committee believes that Brown Rudnick is a disinterested person, and does not hold or represent an interest to Debtors' estates with respect to the matters for which Brown Rudnick is to be employed. It is anticipated that the primary attorneys who will represent the Committee are H. Jeffrey Schwartz ($995 hourly rate), Andrew Dash ($975), and Bennett S. Silveberg ($775). About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. MDT Executive Management Co., LLC as its financial advisor. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Cassels Brock and Blackwell LLP serves as Canadian counsel. DIGITAL DOMAIN: Committee Taps MDT Executive as Financial Advisor ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Digital Domain Media Group, Inc. et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain MDT Executive Management Co., LLC as its financial advisor. MDT will, among other things: a) assist and advise the Committee in developing a general strategy with the Chapter 11 cases; b) assist the Committee in connection with its assessment of the Debtors' cash and liquidity requirements, well as the Debtors' financing requirements; and c) assist the Committee in connection with its evaluation of the Debtor's statements of financial affairs and supporting schedules, executory contracts and claims. Mark D. Thompson, managing member of MDT, will manage MDT's engagement in the Chapter 11 cases. The hourly rates of MDT's personnel are: Mr. Thompson $700 Analysts and Associates $250 - $450 To the best of the Committee's knowledge, MDT is a "disinterested person" as the term is defined in Section 101() of the Bankruptcy Code. A hearing on Dec. 4, 2012 at 1 p.m. has been set. Objections, if any, were due Nov. 16. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. MDT Executive Management Co., LLC as its financial advisor. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Cassels Brock and Blackwell LLP serves as Canadian counsel. DIGITAL DOMAIN: Cassels Brock Approved as Canadian Counsel ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Digital Domain Media Group, Inc., et al., to employ Cassels Brock and Blackwell LLP as Canadian counsel. The professional services that Cassels Brock will render include representing the Debtors' interests in or in connection with proceedings in Canada involving the Debtors' affiliate, Digital Domain Protection (Vancouver) Ltd., including representing that affiliate in proceedings in Court and in connection with the sale of the affiliate's Canadian assets and property, obtaining books, records and other property of the Debtors including those that are or may be located in Canada, and any other matters requiring the assistance of Canadian counsel. The principal Cassels Brock attorneys and paralegals presently designated to represent the Debtors and their current standard hourly rates in Canadian funds are: Bruce Leonard C$885 Deborah S. Grieve C$820 David S. Ward C$760 Kelly Gerra C$385 Eleanor Morris C$385 To the best of the Debtors' knowledge, Cassels Brock does not hold or represent any interest adverse to the Debtors' estates, Cassels is a "disinterested person" as that phrase is defined in Section 101(14) of the Bankruptcy Code, and Cassels Brock's employment is necessary and in the best interests of the Debtors and their estates. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. MDT Executive Management Co., LLC as its financial advisor. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Cassels Brock and Blackwell LLP serves as Canadian counsel. DIGITAL DOMAIN: Court Approves KCC as Information Agent ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered an order (i) clarifying scope of and establishing procedures in connection with creditor access to information; and (ii) authorizing Kurtzman Carson Consultants, LLC, as information agent for Digital Domain Media Group, Inc., et al. The Court ordered that the information available on the Official Committee of Unsecured Creditors Website will include, among other things: -- a link or other form of access to the Debtors' website, maintained by KCC in its capacity as the Debtors' claims and noticing agent, which will include, among other things, the case docket and claims register; -- a calendar with upcoming significant events in the cases; and -- a form to submit questions, comments, and requests for access to information. The Court also ordered that nothing in the order requires the Committee to provide access to information to any entity that has not demonstrated to the satisfaction of the Committee or its professionals that is a holder of a claim. To the behest of the Committee, the Debtors will make payments to KCC for costs incurred in connection with the information procedures. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and transmedia advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. MDT Executive Management Co., LLC as its financial advisor. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Cassels Brock and Blackwell LLP serves as Canadian counsel. DIGITAL DOMAIN: Files Schedules of Assets and Liabilities --------------------------------------------------------- DDMG Estate, formerly known as Digital Domain Media Group, Inc., an affiliate of Digital Domain Medial Group Inc., et al., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $38,134,957 B. Personal Property $74,439,331 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $143,192,040 E. Creditors Holding Unsecured Priority Claims $1,303,308 F. Creditors Holding Unsecured Non-priority Claims $16,984,585 ----------- ----------- TOTAL $112,574,288 $161,479,933 Other debtors also filed their respective schedules disclosing: Company Assets Liabilities ------- ------ ----------- Tembo Productions, Inc. $0 $83,586,422 DDMMI Estate (FKA Mothership Media, Inc.) $464,868 $83,586,422 DDT Estate (FKA Digital Domain Tactical, Inc.) $0 $83,586,422 DDPI Estate (FKA Digital Domain Productions, Inc.) $16,313,743 $90,029,303 Tradition Studios, Inc. $0 $83,586,422 DDH Land Holdings, LLC $0 $83,586,422 DDH Land Holdings II, LLC $0 $83,586,422 DDInt Estate (FKA Digital Domain International, Inc.) $0 $83,586,422 DDPVC Estate (FKA Digital Domain Productions (Vancouver) Ltd.) $5,487,589 $84,873,185 D2 Software, Inc. $0 $83,586,422 DD Estate (FKA Digital Domain) $14,164 $83,586,422 DDSGI Estate (FKA Digital Domain Stereo Group, Inc.) $0 $83,586,422 DDI Estate (FKA Digital Domain Institute, Inc.) $61,580 $83,677,296 Copies of schedules are available for free at: http://bankrupt.com/misc/DIGITAL_DOMAIN_d2_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddestate_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddhlandholdings_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddhland_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddiestate_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddint_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddmgestate_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddmmi_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddpiestate_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddpvc_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddsgi_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_ddtestate_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_tembo_sal.pdf http://bankrupt.com/misc/DIGITAL_DOMAIN_traditionstudios_sal.pdf About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. DIGITAL DOMAIN: Gets Final OK to Obtain DIP Loan from Hudson Bay ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized, on a final basis, Digital Domain Media Group, Inc., et al., to -- obtain postpetition superpriority financing from Hudson Bay Master Fund Ltd., as agent on behalf of the DIP lenders; and -- use cash collateral. The Debtor would use the DIP loans to maximize and preserve the value of their businesses pending the sale of substantially all of their assets, and satisfy payroll obligations and other working capital and general corporate purposes. As adequate protection from any diminution in value of the lender's collateral, the Debtor will grant the lender replacement liens on all of the Debtors' property and superpriority administrative expense claim status, subject to carve out on certain expenses. The DIP agent will also have the right to credit bid the respective claims it represents up to the full amount. The material terms of the DIP financing include, among other things: * Interim DIP Loan: a term loan facility to be available in (i) a single drawing on the interim closing date in an aggregate principal amount of $8,980,000 in order to provide sufficient working capital to the Company. * Final DIP Loan: a term loan facility to be available in multiple draws on and after the final closing date in the aggregate principal amount equal to $20,122,000, less the interim DIP loan drawn plus the amount of any roll up. * Interest Rate: 12% per annum, to be paid in kind with the interest added to the principal amount of the DIP loans compounded monthly in arrears on the last day of each month. * Maturity date: Dec. 31, 2012 A copy of the DIP financing order is available for free at http://bankrupt.com/misc/DIGITALDOMAIN_dipfinancing_order.pdf About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. At the auction on Sept. 21, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. DDMG Estate (FKA Digital Domain Media Group, Inc.), affiliate of DDMG Estate, et al., disclosed $112,574,288 in assets and $161,479,933 in liabilities as of the Chapter 11 case. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. The company disclosed assets of $205 million and liabilities totaling $214 million. Debt includes $40 million on senior secured convertible notes plus $24.7 million in interest. There is another issue of $8 million in subordinated secured convertible notes. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. DUTCH GOLD: Delays Form 10-Q for Third Quarter ---------------------------------------------- Dutch Gold Resources Inc.'s quarterly report on Form 10-Q for the period ended Sept. 30, 2012, will be filed on or before the fifth calendar day following the prescribed due date. The reason for the delay is that the Company is waiting for certain information from a third party. About Dutch Gold Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI) -- http://www.dutchgoldresources.com/-- is a junior gold miner focused on developing its existing mining properties in North America and acquiring and developing new mines that can enter into production in 12 to 24 months. After auditing the 2011 results, Hancock Askew & Co., LLP, in Norcross, Georgia, noted that the Company has limited liquidity and has incurred recurring losses from operations and other conditions exist which raise substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $4.58 million on $0 of sales in 2011, compared with a net loss of $3.69 million on $0 of revenue in 2010. The Company's balance sheet at June 30, 2012, showed $2.65 million in total assets and $6.85 million in total liabilities. EAST END: Proofs of Claim Due for Dec. 28 ----------------------------------------- Creditors of East End Development, LLC must file their proofs of claim by 5:00 p.m. Eastern Time on Dec. 28, 2012, according to an order entered by the bankruptcy judge. Governmental entities are due 5:00 p.m. Eastern Time on April 30, 2013. East End Development, LLC, the owner of a 90% completed condominium in Sag Harbor, New York, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 12-76181) in Central Islip, New York, on Oct. 12, 2012. Klestadt & Winters LLP is the Debtor's counsel, and Edifice Real Estate Partners, LLC, is the construction consultant. The Debtor disclosed $27,300,207 in assets and $35,344,416 in liabilities. EGPI FIRECREEK: Inks Linear Short Form Agreement with CUBO ---------------------------------------------------------- EGPI Firecreek, Inc., through its wholly owned subsidiary Energy Producers, Inc., entered into a Linear Short Form Agreement, by and between the Company and CUBO Energy, PLC's nominee/assignee, Mondial Ventures Inc. The material terms of the Linear Short Form Agreement include: 1. Dec. 31, 2009, Firecreek, through its wholly owned subsidiary Energy Producers, Inc., closed an Acquisition Agreement including an Assignment of Interests in Oil and Gas Leases, with Whitt Oil & Gas, Inc., a Texas corporation acquiring 50% working interests and corresponding 32% net revenue interests in oil and gas leases representing the aggregate total of 240 acre leases, reserves, three wells, and equipment located in Callahan, Stephens, and Shakelford Counties, West Central Texas. 2. Firecreek proposes initially to undertake with MNVN as follows: Prepare to contract for a 3-D Seismic contract covering the Boyette property in Shackelford County, Texas. 3. Price contributed by MNVN for the initial 3-D Seismic study and proposed herewith to buy out 50% partner interests, and other costs with re engaged start up activities: $175,000 of which $10,000 has been received by Firecreek as a deposit to date thereby leaving a balance of $165,000 due. 4. On successful seismic testing anticipated AFE for Barnet Horizontal Well program would be estimated to be $750,000 per horizontal well. Firecreek to come to terms of agreement regarding financing for the proposed drilling and development should the parties agree to further move forward after the Seismic study. A copy of the Oil and Purchase Agreement is available at: http://is.gd/bh846k About EGPI Firecreek Scottsdale, Ariz.-based EGPI Firecreek, Inc. (OTC BB: EFIR) was formerly known as Energy Producers, Inc., an oil and gas production company focusing on the recovery and development of oil and natural gas. The Company has been focused on oil and gas activities for development of interests held that were acquired in Texas and Wyoming for the production of oil and natural gas through Dec. 2, 2008. Historically in its 2005 fiscal year, the Company initiated a program to review domestic oil and gas prospects and targets. As a result, EGPI acquired non-operating oil and gas interests in a project titled Ten Mile Draw located in Sweetwater County, Wyoming for the development and production of natural gas. In July 2007, the Company acquired and began production of oil at the 2,000 plus acre Fant Ranch Unit in Knox County, Texas. This was followed by the acquisition and commencement in March 2008 of oil and gas production at the J.B. Tubb Leasehold Estate located in the Amoco Crawar Field in Ward County, Texas. The Company reported a net loss of $4.97 million in 2011, compared with a net loss of $4.48 million in 2010. The Company's balance sheet at June 30, 2012, showed $2.57 million in total assets, $6.42 million in total liabilities, all current, $1.86 million in series D preferred stock, and a $5.71 million total shareholders' deficit. In its audit report for the 2011 results, M&K CPAS, PLLC, in Houston, Texas, noted that the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. ELITE PHARMACEUTICALS: Announces 1st Shipment of Phendimetrazine ---------------------------------------------------------------- Elite Pharmaceuticals, Inc., announced the initial shipment of Phendimetrazine tartrate 35 mg tablets, the generic equivalent of Bontril PDM 35 mg tablets under the previously announced manufacturing and supply agreement with Mikah Pharma. Actavis, Inc., recently acquired by Watson Pharmaceuticals Inc., will distribute the product as part of a distribution agreement between Mikah and Actavis. Bontril PDM and its generic equivalents had total U.S. sales of approximately $3.5 million for the twelve months ending September 2012 based on IMS Health Data. Elite will be compensated at an agreed upon price for the manufacturing and packaging of the product. "The manufacture of PDM by Elite for Mikah and its subsequent distribution by Actavis/Watson represents another example of the Company's strategy for enhancing our generic pipeline and cash flow," commented Jerry Treppel, Chairman and CEO. About Elite Pharmaceuticals Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a specialty pharmaceutical company principally engaged in the development and manufacture of oral, controlled-release products, using proprietary technology and the development and manufacture of generic pharmaceuticals. The Company has one product, Phentermine 37.5mg tablets, currently being sold commercially. Elite Pharmaceuticals reported a net loss attributable to common shareholders of $15.05 million for the year ended March 31, 2012, compared with a net loss attributable to common shareholders of $13.58 million during the prior year. Demetrius & Company, L.L.C., in Wayne, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2012, citing significant losses resulting in a working capital deficiency and shareholders' deficit, which raise substantial doubt about the Company's ability to continue as a going concern. ELPIDA MEMORY: Beats MIT and Univ. of Maryland on Patent Suits -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Japan's Elpida Memory Inc. persuaded the bankruptcy judge in Delaware to prevent the Massachusetts Institute of Technology and the University of Maryland from suing for patent infringement and seeking what the patent holders called "significant damages." According to the report, Elpida argued that the two universities didn't file claims on time in the company's Japanese bankruptcy and that pursuing lawsuits in the U.S. would be "needlessly duplicative and wasteful." The report relates that the bankruptcy judge signed an order on Nov. 20 precluding the two schools from suing. The universities' patent pertains to use of lasers to cut links between electrical circuits. The patent is part of the technology Micron Technology Inc. would acquire in purchasing Elpida through the primary bankruptcy in Japan. The bankruptcy judge, the report discloses, ruled last week that he isn't bound to approve sales of technology located in the U.S. simply because the primary bankruptcy court in Japan already gave approval. About Elpida Memory Elpida Memory Inc. (TYO:6665) -- http://www.elpida.com/ja/-- is a Japan-based company principally engaged in the development, design, manufacture and sale of semiconductor products, with a focus on dynamic random access memory (DRAM) silicon chips. The main products are DDR3 SDRAM, DDR2 SDRAM, DDR SDRAM, SDRAM, Mobile RAM and XDR DRAM, among others. The Company distributes its products to both domestic and overseas markets, including the United States, Europe, Singapore, Taiwan, Hong Kong and others. The company has eight subsidiaries and two associated companies. After semiconductor prices plunged, Japan's largest maker of DRAM chips filed for bankruptcy in February with liabilities of 448 billion yen ($5.6 billion) after losing money for five quarters. Elpida Memory and its subsidiary, Akita Elpida Memory, Inc., filed for corporate reorganization proceedings in Tokyo District Court on Feb. 27, 2012. The Tokyo District Court immediately rendered a temporary restraining order to restrain creditors from demanding repayment of debt or exercising their rights with respect to the company's assets absent prior court order. Atsushi Toki, Attorney-at-Law, has been appointed by the Tokyo Court as Supervisor and Examiner in the case. Elpida Memory Inc. sought the U.S. bankruptcy court's recognition of its reorganization proceedings currently pending in Tokyo District Court, Eight Civil Division. Yuko Sakamoto, as foreign representative, filed a Chapter 15 petition (Bankr. D. Del. Case No. 12-10947) for Elpida on March 19, 2012. In April 2012, Bankruptcy Judge Christopher Sontchi recognized Japan as home to the so-called foreign main proceeding. The finding automatically halted creditor actions in the U.S. and affords Sontchi the ability to assist the court in Tokyo. At the end of October, the court in Japan approved Micron as the buyer for most Elpida assets and sent the reorganization plan to creditors for a vote. Some U.S. bondholders have been arguing that the proposed sale to Boise, Idaho-based Micron for an estimated $1.8 billion at present value is for substantially less than Elpida's liquidation value. FOREVERGREEN WORLDWIDE: Incurs $107,500 Net Loss in 3rd Quarter --------------------------------------------------------------- Forevergreen Worldwide Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $107,585 on $3.06 million of net revenues for the three months ended Sept. 30, 2012, compared with a net loss of $39,401 on $3.68 million of net revenues for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $273,248 on $9.78 million of net revenues, compared with a net loss of $587,653 on $9.98 million of net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $1.87 million in total assets, $5.75 million in total liabilities and a $3.87 million total stockholders' deficit. "The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. The Company has incurred operating losses during the nine months ended September 30, 2012 of $273,248 and has an accumulated net loss totaling $34,846,743. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations." A copy of the Form 10-Q is available for free at: http://is.gd/xCJv29 About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. Sadler, Gibb & Associates, LLC, in Salt Lake City, Utah, expressed substantial doubt about ForeverGreen's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has suffered accumulated net losses of $34,573,495 and has had negative cash flows from operating activities during the year ended Dec. 31, 2011. of $909,844. FIRST MARINER: Files Form 10-Q, Reports $7.9MM Net Income in Q3 --------------------------------------------------------------- First Mariner Bancorp filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $7.92 million on $11.91 million of total interest income for the three months ended Sept. 30, 2012, compared with a net loss of $7.96 million on $11.67 million of total interest income for the same period a year ago. For the nine months ended Sept. 30, 2012, the Company reported net income of $15.41 million on $34.70 million of total interest income, compared with a net loss of $26.26 million on $35.51 million of total interest income for the same period during the prior year. The Company's balance sheet at Sept. 30, 2012, showed $1.29 billion in total assets, $1.30 billion in total liabilities and a $8.76 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/DLsW4V About First Mariner Headquartered in Baltimore, Maryland, First Mariner Bancorp -- http://www.1stmarinerbancorp.com/-- is a bank holding company whose business is conducted primarily through its wholly owned operating subsidiary, First Mariner Bank, which is engaged in the general general commercial banking business. First Mariner was established in 1995 and has total assets in excess of $1.3 billion as of Dec. 31, 2010. "Quantitative measures established by regulation to ensure capital adequacy require the [First Mariner] Bank to maintain minimum amounts and ratios of total and Tier I capital to risk-weighted assets, and of Tier I capital to average quarterly assets," the Company said in the filing. "As of March 31, 2011, the Bank was "under-capitalized" under the regulatory framework for prompt corrective action." For the year ended Dec. 31, 2011, Stegman & Company, in Baltimore, Maryland, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company continued to incur significant net losses in 2011, primarily from loan losses and costs associated with real estate acquired through foreclosure. The Company has insufficient capital per regulatory guidelines and has failed to reach capital levels required in the Cease and Desist Order issued by the Federal Deposit Insurance Corporation in September 2009. Bankruptcy Warning As of Dec. 31, 2011, the Bank's and the Company's capital levels were not sufficient to achieve compliance with the higher capital requirements the Company was required to have met by June 30, 2010. The failure to meet and maintain these capital requirements could result in further action by the Company's regulators. In the September Order, the FDIC and the Commissioner directed the Bank to raise its leverage and total risk-based capital ratios to 6.5% and 10%, respectively, by March 31, 2010 and to 7.5% and 11%, respectively, by June 30, 2010. The Company did not meet these requirements. The Company has been in regular communication with the staffs of the FDIC and the Commissioner regarding efforts to satisfy the higher capital requirements. First Mariner currently does not have any material amounts of capital available to invest in the Bank and any further increases to the Company's allowance for loan losses and operating losses would negatively impact the Company's capital levels and make it more difficult to achieve the capital levels directed by the FDIC and the Commissioner. Because the Company has not met all of the capital requirements set forth in the September Order within the prescribed timeframes, the FDIC and the Commissioner could take additional enforcement action against the Company, including the imposition of monetary penalties, as well as further operating restrictions. The FDIC or the Commissioner could direct us to seek a merger partner or possibly place the Bank in receivership. If the Bank is placed into receivership, the Company would cease operations and liquidate or seek bankruptcy protection. If the Company were to liquidate or seek bankruptcy protection, First Mariner does not believe that there would be assets available to holders of the capital stock of the Company. FORT DEFIANCE HOUSING: 9th Cir. Rejects Aubrey, Todd Appeals ------------------------------------------------------------ The U.S. Court of Appeals for the Ninth Circuit upheld the district court's order affirming the bankruptcy court's denial of William Aubrey and Brenda Todd's motion for dismissal of judgment under Federal Rule of Civil Procedure 60 in an adversary proceeding brought against them by Brenda Moody Whinery, the Chapter 11 Trustee of Fort Defiance Housing Corporation, Inc. Mr. Aubrey and Ms. Todd took a pro se appeal from the lower courts' decision. The Ninth Circuit, however, said the bankruptcy court did not abuse its discretion by concluding that appellants failed "to demonstrate mistake, inadvertence, excusable neglect, newly discovered evidence, misconduct, fraud or any other basis for relief from judgment." The three-judge panel of the Ninth Circuit also unanimously agreed the matter is suitable for decision without oral argument. The case before the appeals court is, BRENDA TODD; WILLIAM AUBREY, Defendants-Appellants, v. BRENDA MOODY WHINERY, as Chapter 11 Trustee of Fort Defiance Housing Corporation, Inc., Plaintiff- Appellee, Nos. 11-16223, 11-16224 (9th Cir.). A copy of the Court's Nov. 21, 2012 memorandum is available at http://is.gd/q5yK58from Leagle.com. FRIENDFINDER NETWORKS: Absolute Income Discloses 5% Equity Stake ---------------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Absolute Income Fund, L.P., Income Fund (GP) Limited, and Ben Christian Rispoli disclosed that, as of Dec. 31, 2011, they beneficially own 1,666,972 shares of common stock of Friendfinder Networks Inc. representing 5.12% of the shares outstanding. A copy of the filing is available for free at: http://is.gd/ywzGpQ About FriendFinder Networks FriendFinder Networks (formerly Penthouse Media Group) owns and operates a variety of social networking Web sites, including FriendFinder.com, AdultFriendFinder.com, Amigos.com, and AsiaFriendFinder.com. All total, its Web sites are offered in 12 languages to users in some 170 countries. The company also publishes the venerable adult magazine PENTHOUSE, and produces adult video content and related images. The Company is based in Boca Raton, Florida. The Company's balance sheet at Sept. 30, 2012, showed $462.18 million in total assets, $629.24 million in total liabilities and a $167.06 million total stockholders' deficiency. * * * In the Nov. 14, 2012, edition of the TCR, Standard & Poor's Ratings Services lowered its rating on FriendFinder Networks Inc. to 'CC' from 'CCC'. "The downgrade follows FriendFinder's announcement that it had reached a forbearance agreement with 85% of the lenders in its senior secured notes and 100% of the lenders in its second lien cash pay notes that defers the excess cash flow payments through Feb. 4, 2013," said Standard & Poor's credit analyst Daniel Haines. "The company has decided to preserve liquidity as it attempts to refinance its debt. We are withdrawing our ratings at the company's request." FRIENDSHIP DAIRIES: Court OKs J. Bennett White as Counsel --------------------------------------------------------- Friendship Dairies sought and obtained approval from the U.S. Bankruptcy Court to employ the law firm of J. Bennett White, P.C. as its Chapter 11 bankruptcy counsel. J. Bennett White, Esq., charges at an hourly rate of $275 per hour. The rates of other attorneys in the firm range from $175 per hour to $225 per hour. The Debtor has provided a $25,000 deposit. After deducting $7,845 for pre-filing representation and $1,046 for the filing fee, $16,109 remains on deposit with the Firm. J. Bennett White, Esq., attests that his firm represents no interest adverse to the Debtor or the estate in the matters upon which it is to be engaged, and is a disinterested entity within the meaning of 11 U.S.C. Sections 101(14) and 327. About Friendship Dairies Friendship Dairies filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas, on Aug. 6, 2012. The Debtor estimated assets and debts of $10 million to $50 million. The Debtor operates a dairy near Hereford, Deaf Smith County, Texas. The dairy consists of 11,000 head of cattle, fixtures and equipment. The Debtor also farms 5,000 acres of land for production of various crops used in feeding for the cattle. The Debtor owes McFinney Agri-Finance, LLC, $16 million secured by the Debtor's property, which is appraised at more than $24 million. The debtor disclosed $44,421,851 in assets and $45,554,951 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett White, P.C. serves as the Debtor's counsel. The petition was signed by Patrick Van Adrichem, partner. The U.S. Trustee appointed a six-member creditors committee in the Debtor's case. The Committee tapped Levenfeld Pearlstein as lead counsel, and Mullin, Hoard & Brown as local counsel. FUEL DOCTOR: Amends Agency Agreement with A to Z Innovations ------------------------------------------------------------ Fuel Doctor Holdings, Inc., and A to Z Innovations entered into an amendment to the agency agreement, dated Dec. 15, 2009, by and between the Licensor and the Company pursuant to which the parties agreed to, among other things, change the effective date of the Domestic Agreement from Dec. 15, 2009, to June 15, 2010, and modify the pricing terms. On Oct. 26, 2012, the Company and the Licensor entered into an amendment to the international agency agreement, dated March 27, 2012, by and between the Licensor and the Company pursuant to which the parties agreed to, among other things, change the effective date of the International Agreement from Feb. 1, 2012, to Aug. 1, 2012. A detailed copy of the Form 8-K is available for free at: http://is.gd/NkzXNq About Fuel Doctor Calabasas, Calif.-based Fuel Doctor Holdings, Inc., is the exclusive distributor for the United States and Canada of a fuel efficiency booster (the FD-47), which plugs into the lighter socket/power port of a vehicle and increases the vehicle's miles per gallon through the power conditioning of the vehicle's electrical systems. The Company has also developed, and plans on continuing to develop, certain related products. Fuel Doctor reported a net loss of $2.69 million in 2011, compared with a net loss of $2.48 million in 2010. The Company's balance sheet at June 30, 2012, showed $1.5 million in total assets, $1.6 million in total liabilities, and a stockholders' deficit of $142,893. Rose, Synder & Jacobs LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the period ended Dec. 31, 2011. The indepdent auditors noted that the Company has sustained recurring operating losses, continues to consume cash in operating activities, and has an accumulated deficit at Dec, 31, 2011, which conditions raise substantial doubt about the Company's ability to continue as a going concern. FUELSTREAM INC: Signs Employment Agreement with CEO --------------------------------------------------- Fuelstream, Inc., entered into an Employment Agreement with Juan Carlos Ley, the Chief executive Officer of the Company. The Employment Agreement is for an initial term of 90 days, with both parties contemplating the entry into a final Employment Agreement to be negotiated and executed on or before the end of the Initial Term. In the event that such Agreement has not been entered into by the end of the Initial Term, the Employment Agreement will be deemed terminated. Either the Company or Employee may terminate Employee's employment with the Company hereunder at any time, with or without Cause or Good Reason, or in its or his sole discretion upon not less than 30 days advance written notice. The Initial Term provides for a monthly base salary of $5,000 plus such additional compensation or performance bonus as may be determined by the Board of Directors. Additionally, the Company will issue to Employee 25,000 shares of the Company's common stock as a part of the Employee's Initial Term compensation, which will be deemed earned upon receipt. About Fuelstream Draper, Utah-based Fuelstream, Inc., is an in-wing and on-location supplier and distributor of aviation fuel to corporate, commercial, military, and privately-owned aircraft throughout the world. The Company also provides a variety of ground services either directly or through its affiliates, including concierge services, passenger andbaggage handling, landing rights, coordination with local aviation authorities, aircraft maintenance services, catering, cabin cleaning, customsapprovals, and third- party invoice reconciliation. The Company's personnel assist customers in flight planning and aircraft routing aircraft, obtaining permits, arranging overflies, and flight follow services. The Company's balance sheet at June 30, 2012, showed $3.1 million in total assets, $4.9 million in total liabilities, and a stockholders' deficit of $1.8 million. The accumulated deficit as of June 30, 2012, was $33.0 million and the total stockholders' deficit at June 30, 2012 was $1.8 million. Morrill & Associates, LLC, in Bountiful, Utah, expressed substantial doubt about Fuelstream's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has negative working capital, negative cash flows from operations and recurring operating losses. GIBRALTAR KENTUCKY: Dec. 6 Hearing on Plea to Convert Case ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing on Dec. 6, 2012, at 1:30 p.m., to consider motion to convert the Chapter 11 case of Gilbraltar Kentucky Development, LLC, to one under Chapter 7 of the Bankruptcy Code. On Nov. 7, 2012, creditors Lindley, Kentucky Central Energy Partners, LLC, Kentucky Central Energy Partners, B&G Energy and Sun Kentucky Central Energy Co. ask the Court for the conversion of the Debtor's case. In seeking the conversion, the creditors claim, among other things: -- During the pendency of the bankruptcy, the Debtor has failed to generate sufficient income to even pay the legal fees of the Debtor; and -- The Debtor's failure to proceed forward to generate revenues during the pendency of the case to pay its unsecured creditors and equity holders demonstrates that there is no likelihood of rehabilitation. About Gibraltar Kentucky Gibraltar Kentucky Development, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 12-13289) on Feb. 10, 2012, in West Palm Beach, Florida. Palm Beach Gardens-based Gibraltar Kentucky says that it is not a small business debtor under 11 U.S.C. Sec. 101(51D). Documents attached to the petition indicate that McCaugh Energy LLC owns 42.15% of the "fee simple" securities. According to the Web site http://www.gibraltarenergygroup.com/ Gibraltar Kentucky is part of the Gibraltar Energy Group. The various companies of the group are involved with the drilling, development and production of oil and gas, as well as, the sale of coal and timber. Offices are in Michigan and Florida and investments are in Michigan and Kentucky. Judge Erik P. Kimball presides over the case. David L. Merrill, Esq., at Talarchyk Merrill, LLC, serves as the Debtor's counsel. The Debtor disclosed $175,395,449 in assets and $1,193,516 in liabilities as of the Chapter 11 filing. The petition was signed by Bill Boyd, as manager. Steven R. Turner, Trustee for Region 21, has informed the Court that, until further notice, he will not appoint a committee of creditors. The Debtor's Plan provides that (i) each holder of an allowed taxing authority claims will receive payment in full; (ii) allowed general unsecured claims will be paid in full plus interest at 1% on the Confirmation Date; and (iii) no plan payments other than full retention of paid for membership interests will be made to the equity interest holders of the Debtor. GLOBAL ARENA: Delays Form 10-Q for 3rd Quarter Due to Hurricane --------------------------------------------------------------- Global Arena Holding, Inc.'s financial information to be contained in the Company's Form 10-Q for the year ended Sept. 30, 2012, was not completed on a timely basis. The Company said hurricane Sandy disrupted communications between the Issuer, its accountants and auditors. As a result, the Company was unable to complete the financial statements necessary for the Form 10-Q for the quarter ended Sept. 30, 2012. About Global Arena New York, N.Y.-based Global Arena Holding, Inc., formerly Global Arena Holding Subsidiary Corp., was formed in February 2009, in the state of Delaware. The Company is a financial services firm that services the financial community through its subsidiaries as follows: Global Arena Investment Management LLC provides investment advisory services to its clients. GAIM is registered with the Securities and Exchange Commission as an investment advisor and clears all of its business through Fidelity Advisors, its correspondent broker. Global Arena Commodities Corp. provides commodities brokerage services and earns commissions. Global Arena Trading Advisors, LLC provides futures advisory services and earns fees. GATA is registered with the National Futures Association (NFA) as a commodities trading advisor. Lillybell Entertainment, LLC provides finance services to the entertainment industry. Wei, Wei & Co., LLP, in New York, N.Y., expressed substantial doubt about Global Arena's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has suffered recurring losses since inception, experiences a deficiency of cash flow from operations and has a stockholders deficiency. The Company's balance sheet at June 30, 2012, showed $1.09 million in total assets, $1.58 million in total liabilities, and a $490,417 total stockholders' deficit. GRANITE DELLS: Hires Keegan Linscott as Financial Advisor --------------------------------------------------------- Granite Dells Ranch Holdings, LLC, asks the U.S. Bankruptcy Court for the District of Arizona for permission to employ of Christopher G. Linscott, CPA, CFE, CIRA and his firm Keegan Linscott & Kenon, P.C., as accountant and financial advisor and liaison. Keegan Linscott will, among other things; a. assist the Debtor with the formulation and preparation of periodic reports of operating projections and results, and monthly operating reports and the compliance with other reporting requirements; b. assist the Debtor with the compilation and presentation of other financial information to the Debtor's secured creditors, and other parties-in-interest, as may be required of or requested by the Debtor; and c. evaluate the Debtor's cash management systems, including the management and allocation of revenues and expenses among GDRH and its affiliates. Keegan Linscott will work on the Debtor's accounts and bill at their normal hourly rates, which range from $50 to $325. To the best of the Debtor's knowledge, Keegan Linscott is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Granite Dells Scottsdale, Arizona-based Granite Dells Ranch Holdings LLC filed a bare-bones Chapter 11 petition (Bankr. D. Ariz. Case No. 12-04962) in Phoenix on March 13, 2012. Judge Redfield T. Baum PCT Sr. oversees the case. The Debtor is represented by Alan A. Meda, Esq., at Stinson Morrison Hecker LLP. The Debtor disclosed $2.22 million in assets and $157 million in liabilities as of the Chapter 11 filing. Cavan Management Services, LLC is the Debtor's manager. David Cavan, member of the firm, signed the Chapter 11 petition. Arizona ECO Development LLC, which acquired a $83.2 million 2006 loan by the Debtor, is represented by Snell & Wilmer L.L.P. The resolution authorizing the Debtor's bankruptcy filing says the Company is commencing legal actions against Stuart Swanson, AED, and related entities relating to the purchase by Mr. Swanson of a promissory note payable by the Company to the parties that sold a certain property to the Company. According to Law 360, AED sued Granite Dells on March 6 asking the Arizona court to appoint a receiver. Arizona ECO is foreclosing on a secured loan backed by 15,000 acres of Arizona land. The United States Trustee said that an official committee has not been appointed in the bankruptcy case of Granite Dells because an insufficient number of unsecured creditors have expressed interest in serving on a committee. The Debtor's Plan provides for payment to unsecured creditors (including any unsecured claim of AED) in quarterly installments over eight years aggregating $5 million. However, the Plan provides that a holder of an investment promissory note (estimated to total $21 million) will be given the option of participating in the funding of the Reorganized Debtor. Tri-City Investment & Development, LLC, a 39.25% equity holder in the Debtor, also filed a Consolidated Supplemental Disclosure in support of Tri-City's Plan, as amended. Tri-City's consolidated Disclosure Statement incorporates and restates all material terms of the Tri-City's previous disclosure statements and incorporates the terms of the agreement that was reached at the Aug. 20, 2012, mediation. GUIDED THERAPEUTICS: Incurs $986,000 Net Loss in Third Quarter -------------------------------------------------------------- Guided Therapeutics, Inc., reported a net loss attributable to common stockholders of $986,000 on $693,000 of contract and grant revenue for the three months ended Sept. 30, 2012, compared with a net loss attributable to common stockholders of $2.66 million on $1.02 million of contract and grant revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss attributable to common stockholders of $3.16 million on $2.32 million of contract and grant revenue, compared with a net loss attributable to common stockholders of $3.88 million on $2.70 million of contract and grant revenue for the same period during the prior year. "We are pleased to be able to report our progress with the FDA," said Mark L. Faupel, Ph.D., chief executive officer and president of Guided Therapeutics. "The filing of our PMA Amendment comes with FDA's prior review regarding its key contents and puts us on a track, if approved, for a U.S. launch of LuViva next year. In the meantime, we expect to comply with the Third Edition CE mark requirements around the end of this year. This will provide LuViva with access to the 27 countries of the European Union. We will also utilize a portion of this testing to meet Canadian Standards Association, or CSA, mark requirements, which, while not mandatory, is valued by many of the institutions our Canadian distributor is targeting for sales. We believe we remain on track to ship additional units to Canada in the fourth quarter for the launch." A copy of the press release announcing the results is available for free at http://is.gd/xPe4p2 Submits PMA Amendment to FDA Guided Therapeutics has submitted its premarket approval (PMA) Amendment for the LuViva Advanced Cervical Scan, a non-invasive device used to detect cervical disease that leads to cancer, instantly and at the point of care. The amendment is in response to a "not approvable" letter received by the company in January and includes additional data analysis requested by the U.S. Food and Drug Administration (FDA). "We are pleased to move the FDA review process forward with the filing of the amended PMA for LuViva," said Mark L. Faupel, Ph.D., President and CEO of Guided Therapeutics. "We have worked with the agency over the last several months to provide responses to the key questions in the PMA amendment and are hopeful this filing will ultimately lead to approval for the product. We believe that once approved, LuViva will have a very positive impact on the U.S. healthcare system by improving the standard of care for the early detection of cervical disease, providing women and doctors with the first test with instant results and detecting cervical disease at an earlier stage, when it can be better treated." LuViva has been under FDA PMA review since Sept. 23, 2010. The company received a "not approvable" letter for the product on Jan. 20, 2012. In July, 2012 the company met with the agency and agreed to file a PMA amendment to address the agency's questions stemming from the "not approvable" letter. With the PMA amendment now formally submitted, the FDA has 180 days during which it can respond. LuViva currently has marketing approval from Health Canada and received its first CE Mark, an ISO 60601 Edition 2 Notification, in July. The company is in the process of testing the LuViva system for compliance with the Edition 3 CE Mark requirements, which the company expects to achieve near the end of this year. Guided Therapeutics was awarded ISO 13485 certification in January, 2011. About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. In its report on the Company's 2011 Form 10-K, UHY LLP, in Sterling Heights, Michigan, noted that the Company's recurring losses from operations and accumulated deficit raise substantial doubt about its ability to continue as a going concern. The Company reported a net loss of $6.64 million in 2011, compared with a net loss of $2.84 million in 2010. The Company's balance sheet at June 30, 2012, showed $3.51 million in total assets, $3.08 million in total liabilities and $438,000 in total stockholders' equity. Bankruptcy Warning At June 30, 2012, the Company had negative working capital of approximately $1.0 million and stockholders' equity of approximately $334,000, primarily due to the recurring losses. As of June 30, 2012, the Company was past due on payments due under its notes payable in the amount of approximately $393,000. "The Company's capital-raising efforts are ongoing. If sufficient capital cannot be raised during the first quarter of 2013, the Company has plans to curtail operations by reducing discretionary spending and staffing levels, and attempting to operate by only pursuing activities for which it has external financial support, such as under its development agreement with Konica Minolta and additional NCI or other grant funding. However, there can be no assurance that such external financial support will be sufficient to maintain even limited operations or that the Company will be able to raise additional funds on acceptable terms, or at all. In such a case, the Company might be required to enter into unfavorable agreements or, if that is not possible, be unable to continue operations, and to the extent practicable, liquidate and/or file for bankruptcy protection," the Company said in its quarterly report for the period ended June 30, 2012. H&M OIL & GAS: Being Taken Over by Chapter 11 Trustee ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that H&M Oil & Gas LLC is being taken over by Douglas J. Brickley, who will serve as a Chapter 11 trustee. Attempting to retain control of the bankruptcy reorganization begun in April, H&M had filed a proposed reorganization plan designed to pay the $88.8 million owing lender Prospect Capital Corp. by delivery of crude oil rather than cash. The upshot, according to the report, was a decision by U.S. Bankruptcy Judge Barbara Houser in Dallas calling for a trustee who supplants management. The advent of a trustee automatically allows creditors to file reorganization plans. In addition to seeking appointment of a trustee, Prospect had been seeking permission to file a plan competing with H&M's. H&M's plan, the report relates, was designed so shareholder Scattered Corp. could retain ownership because the reorganization purported to pay creditors in full. About H&M Oil H&M Oil & Gas, LLC, filed a bare-bones Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-32785) in its hometown Dallas on April 30, 2012. Another entity, Anglo-American Petroleum Corp. (Case No. 12-32786) simultaneously filed for Chapter 11. H&M Oil disclosed $297,119,773 in assets and $77,463,479 in liabilities as of the Chapter 11 filing. H&M Oil & Gas is an oil and gas production and development company. H&M, through its operating company, H&M Resources LLC, is focused on developing its leases in the Permian basin and Texas panhandle. Dallas, Texas-based Anglo-American Petroleum -- http://www.angloamericanpetroleum.com/-- is the holding corporation for H&M Oil. Judge Barbara J. Houser presides over the case. The Debtors are represented by Keith William Harvey, Esq., at Anderson Tobin PLLC, in Dallas. Lain Faulkner & Co., PC, serves as financial adviser. Prospect Capital Corporation, the Debtors' lone secured creditor, is represented in the case by Timothy A. Davidson II, Esq., and Joseph P. Rovira, Esq., at Andrews Kurth LLP. The U.S. Trustee has not appointed a creditors' committee. H&M's plan is designed so shareholder Scattered Corp. can retain ownership because the reorganization purports to pay creditors in full. For Prospect, the currency under the plan won't be cash. Instead, it will be "volumetric production payments," or the delivery of specified amounts of crude oil produced from some of H&M's wells. Prospect's claim is divided into a secured class and an unsecured class for the deficiency claim. The plan would have the bankruptcy judge hold a hearing to value Prospect's collateral. The court will also make a determination about the value of crude oil, thus calculating how much to oil deliver in payment of Prospect's claim. HOSTESS BRANDS: Commences Year-Long Chapter 11 Liquidation ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Hostess Brands Inc. failed to negotiate an end to the bakery union strike and was given interim permission from the bankruptcy judge at a hearing on Nov. 21 to commence a liquidation expected to consume one year and bring in $1 billion. According to the report, the company once again said it "lacked the financial resources to survive a significant labor action." Hostess blamed the company's failure on an "inflated cost structure" without mentioning how sales consistently declined over recent years. The report relates that Hostess will make later applications to the bankruptcy judge in White Plains, New York, for permission to sell assets. For now, the company is authorized to fire all but 3,200 of the 18,500 workers and begin closing down the 36 bakeries and hundreds of distributions centers. There will be a hearing on Nov. 29 for final approval of the wind down. U.S. Bankruptcy Judge Robert D. Drain, the report discloses, denied an application by the U.S. Trustee for conversion of the Chapter 11 case to liquidation in Chapter 7 where a trustee would oust management. Judge Drain said Chapter 7 would be a "disaster." The company said the liquidation will be financed with an amended loan agreement and consensual use of cash representing lenders' collateral. Mr. Rochelle notes that Hostess was hit with a class lawsuit filed Nov. 21 on behalf of the 15,000 workers who are losing their jobs immediately. The complaint contends the company violated the Warn Act requiring 60 days' notice of mass firings. The lawsuit will test whether there is a Warn Act violation when a company is forced to halt operations and liquidate. Hostess can argue for the applicability of a decision in October by another bankruptcy judge in New York in the liquidation of MF Global Inc., the failed commodity broker. In that case, the judge said there is no Warn Act liability for a fiduciary whose "sole function" is to liquidate a failed business. About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. DHostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of the Chapter 11 filing. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). In the new Chapter 11 case, Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, FTI Consulting, Inc. to provide an interim treasurer and additional personnel for the Debtors, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. The official committee of unsecured creditors selected New York law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein head the legal team for the committee. Hostess Brands in mid-November opted to pursue the orderly wind down of its business and sale of its assets after the Bakery, Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a nationwide strike. The Debtor failed to reach an agreement with BCTGM on contract changes. Hostess Brands said it intends to retain approximately 3,200 employees to assist with the initial phase of the wind down. Employee headcount is expected to decrease by 94% within the first 16 weeks of the wind down. The entire process is expected to be completed in one year. HOSTESS BRANDS: Flowers May Not Rehire Union Workers, Analysts Say ------------------------------------------------------------------ Julie Jargon, writing for The Wall Street Journal, reports that Flowers Foods Inc., the maker of Tastykake and Nature's Own baked goods, could have a hankering for products owned by Hostess Brands Inc. WSJ notes Flowers Foods is considered a likely bidder for some of the assets owned by Hostess although Flowers, the nation's second- largest baker by sales behind Grupo Bimbo SAB de CV, hasn't stated an intention to acquire Hostess assets. Last week, Flowers Foods said it had renegotiated lending terms that could allow it to tap additional cash, a signal that it could be gearing up to make a bid, the report notes. According to WSJ, other companies have expressed interest in bidding for Hostess assets, including private-equity firm Sun Capital Partners Inc., liquidation firm Great American Group Inc. and C. Dean Metropoulos & Co., the owner of beer brands including Pabst Blue Ribbon, but analysts say there are plenty of assets to go around without a bidding war ensuing. WSJ recounts that Heather Lennox, Hostess' outside lawyer at Jones Day, told the bankruptcy judge last week the company had received a "flood of inquiries" from potential buyers. According to WSJ, analysts said Flowers is unlikely to rehire Hostess employees as union workers. It has been clear with investors that it isn't interested in assuming labor contracts, said BMO Capital Markets analyst Amit Sharma and other analysts. More than 90% of Flowers's workforce is nonunion, analysts estimate. WSJ also notes Flowers plants have been running under capacity after a recent expansion for a private-label customer proved overly ambitious, the company has said. That extra capacity could make an acquisition of some Hostess snack cakes even more attractive, analysts say. "If Flowers were to buy some Hostess snack cakes, it would help them utilize their excess production capacity," said BMO's Mr. Sharma, according to the report. A Flowers spokesman didn't respond to requests for comment, WSJ says. About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. DHostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of the Chapter 11 filing. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). In the new Chapter 11 case, Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, FTI Consulting, Inc. to provide an interim treasurer and additional personnel for the Debtors, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. The official committee of unsecured creditors selected New York law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein head the legal team for the committee. Hostess Brands in mid-November opted to pursue the orderly wind down of its business and sale of its assets after the Bakery, Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a nationwide strike. The Debtor failed to reach an agreement with BCTGM on contract changes. Hostess Brands said it intends to retain approximately 3,200 employees to assist with the initial phase of the wind down. Employee headcount is expected to decrease by 94% within the first 16 weeks of the wind down. The entire process is expected to be completed in one year. INSPIREMD INC: Postpones Public Offering of $40MM Common Shares --------------------------------------------------------------- InspireMD, Inc., announced that, based on recent adverse market conditions, it has chosen to postpone its planned registered public offering of $40 million worth of its shares of common stock until a later date. InspireMD's registration statement on Form S-1, as filed with the Securities and Exchange Commission, has not been withdrawn and the Company expects to continue to evaluate the timing for the offering. InspireMD, Inc., was organized in the State of Delaware on Feb. 29, 2008, as Saguaro Resources, Inc., to engage in the acquisition, exploration and development of natural resource properties. On March 28, 2011, the Company changed its name from "Saguaro Resources, Inc." to "InspireMD, Inc." Headquartered in Tel Aviv, Israel, InspireMD, Inc., is a medical device company focusing on the development and commercialization of its proprietary stent platform technology, Mguard. MGuard provides embolic protection in stenting procedures by placing a micron mesh sleeve over a stent. The Company's initial products are marketed for use mainly in patients with acute coronary syndromes, notably acute myocardial infarction (heart attack) and saphenous vein graft coronary interventions (bypass surgery). The Company's balance sheet at Sept. 30, 2012, showed $13.6 million in total assets, $14.4 million in total liabilities, and a stockholders' deficit of $756,000. The Company said the following statement in its quarterly report for the period ended Sept. 30, 2012: "Because we have had recurring losses and negative cash flows from operating activities and have significant future commitments, substantial doubt exists regarding our ability to remain in operation at the same level we are currently performing. Further, the report of Kesselman & Kesselman C.P.A.s (Isr.), our independent registered public accounting firm, with respect to our financial statements at June 30, 2012, Dec. 31, 2011. and 2010, and for the six month period ended June 30, 2012, and the years ended Dec. 31, 2011, 2010, and 2009, contains an explanatory paragraph as to our potential inability to continue as a going concern. Additionally, this may adversely affect our ability to obtain new financing on reasonable terms or at all." INTERNAL FIXATION: Delays 3rd Quarter Form 10-Q for Analysis ------------------------------------------------------------ Internal Fixation Systems, Inc., was not able to file its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2012, on or prior to Nov. 15, 2012, because the Company in the process of completing its analysis of a number of categories. About Internal Fixation South Miami, Fla.-based Internal Fixation Systems, Inc., is a manufacturer and marketer of generically priced orthopedic and podiatric implants. Customers include ambulatory surgery centers, hospitals and orthopedic surgeons. IFS's strategy is to focus on commonly used implants that no longer have patent protection. The Company enhances the implants and sells them at prices below the market leaders. The Company reported a net loss of $3.45 million in 2011, compared with a net loss of $781,440 in 2010. After auditing the Company's financial results for 2011, Goldstein Schechter Koch P.A., in Hollywood, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company had a net loss in 2011 and 2010. Additionally, the Company has an accumulated deficit of approximately $4.21 million and a working capital deficit of approximately $683,500 at Dec. 31, 2011, and is unable to generate sufficient cash flow to fund current operations. The Company's balance sheet at June 30, 2012, showed $1.73 million in total assets, $1.93 million in total liabilities and a $206,095 total stockholders' deficit. JOURNAL REGISTER: Taps Grant Thornton to Provide Tax Services ------------------------------------------------------------- Journal Register Company, et al., ask the U.S. Bankruptcy Court for the Southern District of New York for permission to employ Grant Thornton LLP to provide tax services, nunc pro tunc to the Petition Date, and audit services, nunc pro tunc to Oct. 29, 2012. Grant Thornton's services will include, among other things: i) tax compliance related services, including but not limited to: a. preparing federal and state estimated tax payment calculations and applicable forms; b. previewing and responding to tax notices and audit requests; c. responding to internal questions regarding various matters, as W-2 and 1099 related questions; and d. maintaining the tax calendar. ii) special tax consulting services, including but not limited to: a. assisting in analyzing the tax implications of potential transactions including, but not limited to, bankruptcy-related proceedings; b. performing Section 382 or stock basis studies; and c. preparing memoranda regarding specific tax issues. iii) audit services, including by not limited to, auditing the consolidated balance sheet of the Company and its subsidiaries as of Dec. 30, 2012, and the related consolidated statements of comprehensive income, stockholders' equity and cash flows for the 53-week period then ended. Wayne J. Kaplan, partner at Grant Thornton, told the Court that the firm was paid $65,013 for its services in the 90-day period prior to the Petition Date. Grant Thornton is owed a prepetition claim of $75,000. Grant Thornton does not intend to seek to recover the amount from the Debtors directly. Grant Thornton's fee for the services will be $50,000. The hourly rates of Grant Thornton's personnel are: Partner $590 Senior Manager $495 Manager $385 Senior Associate $295 Associate $235 To the best of the Debtors' knowledge, Grant Thornton is a "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. About Journal Register Journal Register Company -- http://www.JournalRegister.com/-- is the publisher of the New Haven Register and other papers in 10 states, including Philadelphia, Detroit and Cleveland, and in upstate New York. The Company's more than 350 multi-platform products reach an audience of 21 million people each month. JRC is managed by Digital First Media and is affiliated with MediaNews Group, Inc., the nation's second largest newspaper company as measured by circulation. Journal Register, along with its affiliates, first filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 09-10769) on Feb. 21, 2009. Attorneys at Willkie Farr & Gallagher LLP, served as counsel to the Debtors. Attorneys at Otterbourg, Steindler, Houston & Rosen, P.C., represented the official committee of unsecured creditors. Journal Register emerged from Chapter 11 protection under the terms of a pre-negotiated plan. Journal Register returned to bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-13774) on Sept. 5, 2012, to sell the business to 21st CMH Acquisition Co., an affiliate of funds managed by Alden Global Capital LLC. The deal is subject to higher and better offers. Journal Register expects to complete the auction and sale process within 90 days. Journal Register exited the 2009 restructuring with $225 million in debt and with a legacy cost structure, which includes leases, defined benefit pensions and other liabilities that have become unsustainable and threatened the Company's efforts for a successful digital transformation. Journal Register managed to reduce the debt by 28% with the Company servicing in excess of $160 million of debt. Alden Global is the holder of two terms loans totaling $152.3 million. Alden Global acquired the stock and the term loans from lenders in Journal Register's prior bankruptcy. Journal Register disclosed total assets of $235 million and liabilities totaling $268.6 million as of July 29, 2012. This includes $13.2 million owing on a revolving credit to Wells Fargo Bank NA. Bankruptcy Judge Stuart M. Bernstein presides over the 2012 case. Neil E. Herman, Esq., Rachel Jaffe Mauceri, Esq., and Patrick D. Fleming, Esq., at Morgan, Lewis & Bockius, LLP; and Michael R. Nestor, Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner, Esq., at Young Conaway Stargatt & Taylor LLP, serve as the 2012 Debtors' counsel. SSG Capital Advisors, LLC, serves as financial advisors. American Legal Claims Services LLC acts as claims agent. The petition was signed by William Higginson, executive vice president of operations. Otterbourg, Steindler, Houston & Rosen, P.C., represents Wells Fargo. Akin, Gump, Strauss, Hauer & Feld LLP, represents the Debtors' Tranche A Lenders and Tranche B Lenders. Emmet, Marvin & Martin LLP, serves as counsel to Wells Fargo, in its capacity as Tranche A Agent and the Tranche B Agent. Tracy Hope Davis, U.S. Trustee for Region 2, appointed these persons to serve on the Official Committee of Unsecured Creditors. Lowenstein Fandler PC represents the Committee. The Committee tapped FTI Consulting, Inc. as its financial advisor. LDK SOLAR: Closes Share Purchase Transaction with Heng Rui Xin -------------------------------------------------------------- LDK Solar Co., Ltd., closed the share purchase agreement it entered into on Oct. 19, 2012, with Heng Rui Xin Energy Co., Ltd., a PRC company invested by privately owned and state-owned funds, with 25,307,497 ordinary shares issued by LDK Solar to Heng Rui Xin Energy (HK) Co., Limited, a wholly owned subsidiary of HRX, accounting for approximately 19.9% of the total issued and outstanding capital of LDK Solar prior to that issuance, upon receipt by LDK Solar of the purchase price of US$0.86 per share. NYSE Non-Compliance Notice LDK Solar received a notice from the New York Stock Exchange that it did not meet one of the NYSE's continued listing standards as the average closing price of the Company's American depositary shares, or ADSs, was $0.99, less than $1.00 per ADS, over a consecutive 30-trading-day period as of Nov. 5, 2012. Under the NYSE rules, the Company must bring its average ADS closing price above $1.00 by the later of the end of six months from the Company's receipt of the NYSE notification or its next annual meeting of shareholders if a shareholders' action is proposed. The Company has notified the NYSE of its intention to cure this deficiency within the prescribed timeframe. During this cure period, the Company's ADSs will continue to be listed and traded on the NYSE, subject to compliance with other NYSE continued listing standards. If the Company fails to become compliant with the continued listing standards within the applicable timeframe, its ADSs may be delisted by the NYSE. The NYSE notification does not affect the Company's business operations or its Securities and Exchange Commission reporting requirements. About LDK Solar LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-Tech Industrial Park, Xinyu City, Jiangxi Province, People's Republic of China, is a vertically integrated manufacturer of photovoltaic products, including high-quality and low-cost polysilicon, solar wafers, cells, modules, systems, power projects and solutions. LDK Solar was incorporated in the Cayman Islands on May 1, 2006, by LDK New Energy, a British Virgin Islands company wholly owned by Xiaofeng Peng, LDK's founder, chairman and chief executive officer, to acquire all of the equity interests in Jiangxi LDK Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin Industrial Limited. KPMG in Hong Kong, China, said in a May 15, 2012, audit report, there is substantial doubt on the ability of LDK Solar Co., Ltd., to continue as a going concern. According to KPMG, LDK Solar has a net working capital deficit and is restricted to incur additional debt as it has not met a financial covenant ratio under a long-term debt agreement as of Dec. 31, 2011. These conditions raise substantial doubt about the Group's ability to continue as a going concern. The Company's balance sheet at June 30, 2012, showed US$6.40 billion in total assets, US$5.95 billion in total liabilities, US$254.44 million in redeemable non-controlling interests and US$192.17 million in total equity. LEE'S FORD: Exclusivity Periods Extended to Jan. 30 --------------------------------------------------- Lee's Ford Dock, Inc., Hamilton Brokerage, LLC, Hamilton Capital, LLC, Lee's Ford Hotels, LLC, Lee's Ford Woods, LLC, and Top Shelf Marine Sales, Inc. sought and obtained an order extending by 90 days the exclusivity periods within which the Debtors may (1) file their plans and disclosure statements, up to and including Wednesday, Jan. 30, 2013, and (2) solicit acceptances of their plans, up to and including Friday, March 30, 2013, without prejudice. In the motion, the Debtors said that in the last three months, they have been working diligently to refine their business operations, prepare long-term financial projections, and formulate options for exit from Chapter 11, and they anticipate discussing these exit strategies and supporting financial data with their major lenders and parties-in-interest in the near future. To that end, the Debtors believe that they have made good faith progress towards formulating a viable plan but need additional time to work with parties in interest and fully analyze all relevant issues before a final plan and disclosure statement can be submitted. As the Debtors' assets including many unexpired leases of nonresidential real property, the Debtors have contemporaneously herewith filed their motion for an order extending time to assume or reject unexpired leases of nonresidential real property requesting an extension of said time period by 90 days to allow the Debtors time to assess their unexpired leases as part of their analysis and formulation of an appropriate plan of reorganization and disclosure statement. Due to the importance of the unexpired leases to the Debtors' overall operations, the Debtors have requested a similar extension of the exclusivity periods so that the deadlines will continue on the same schedule. About Lee's Ford Dock Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D. Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008. The Debtors collectively operate as "Lee's Ford Resort & Marina" -- http://www.leesfordmarina.com/-- which consists of a boat dock, lodging facilities, the Harbor Restaurant & Tavern, a retail store, and a boat brokerage business and Web site located at http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky. Hamilton Brokerage LLC and Hamilton Capital LLC are not actively involved in the Debtors' operations, but are holding companies set up as part of the structure of the original purchase transactions which began in 2003. The Debtors' revenues were adversely impacted by the lowering of the water level of Lake Cumberland in January 2007 to allow for repairs to Wolf Creek Dam. The Debtors were forced to incur extraordinary costs to relocate the Dock and related facilities in accordance with the new water level. DelCotto Law Group PLLC serves as the Debtors' counsel. In its petition, Lee's Ford Dock estimated $10 million to $50 million in assets and debt. The petition was signed by James D. Hamilton, president. Mr. Hamilton has been designated as the individual responsible for performing the duties of the Debtors. LEHMAN BROTHERS: Archstone to Raise $3.45-Bil. in IPO ----------------------------------------------------- Archstone Inc. said it plans to raise up to $3.45 billion in its initial public offering, according to a November 19 report by Reuters. The apartment building owner and developer did not reveal in a filing how many shares it planned to sell or the expected price. Some analysts have estimated its worth at about $16 billion, Reuters said. Archstone will be listed on the New York Stock Exchange with the ticker "ASN." The listing will be in the form of a real estate investment trust or REIT. As a REIT, it can avoid paying corporate level income taxes if it distributes at least 90% of its taxable income to shareholders in the form of dividends, according to Reuters. The company is the biggest property holding of Lehman Brothers Holdings Inc. Lehman has a huge stake in the company, estimated at some $6 billion to $7 billion. As of September 30, Archstone's debt adjusted for certain transactions associated with the IPO and the sales of certain assets was $4.7 billion. The IPO proceeds will be used to repay debt for other general working capital expenses, Reuters reported. By the end of 2013, Archstone expects to sell $1 billion of additional properties, most of which are already on the market, and its debt to EBITDA (earnings before interest, taxes, depreciation and amortization) ratio could be 7.5 or less, according to Reuters. Archstone said Citigroup and JP Morgan are underwriting the IPO. Arash Massoudi in New York, reporting for the Financial Times, said the offering would be one of the biggest U.S. commercial real estate initial public offerings to date. The Financial Times added that if the offering goes forward this year, it would rank as third-largest US IPO in 2012 behind Facebook's $16.1 billion IPO and Banco Santander's Mexican unit's $4.1 billion IPO. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-700) LEHMAN BROTHERS: LBI Trustee Has Settlement With Citigroup ---------------------------------------------------------- The trustee liquidating Lehman Brothers Holdings Inc.'s brokerage is seeking court approval of a deal with Citigroup that would settle a dispute over $1 billion in collateral. Under the deal, Citigroup agreed to pay $360 million to the brokerage and forgo its claim to $75 million, which it previously turned over to the trustee. The agreement also calls for the dismissal of a lawsuit the trustee filed against Citigroup early last year. The deal is formalized in a 24-page agreement, which can be accessed for free at http://is.gd/mCs2z3 Lehman's brokerage unit made a deposit of more than $1 billion in its last week of operations in exchange for the services provided by Citigroup. Early last year, James Giddens, the court-appointed trustee, sued Citigroup to recover the deposit, which he said should be part of an asset pool to be distributed among creditors. He also filed claims to recover over $300 million in cash and securities. Citigroup opposed the trustee's claims, arguing that it has the right to keep the $1 billion under the so-called safe harbor law. Safe harbor laws can shield some financial transactions from being included in the pool of assets divided among creditors when a company files for Chapter 11 protection. A court hearing to consider approval of the proposed settlement is scheduled for December 12. Objections are due by December 5. Separately, Lehman renewed its legal battles with Citigroup and J.P. Morgan Chase & Co., accusing the banks of creating billions of dollars in "phantom losses" to ensure they recovered 100% of their derivatives claims. The two banks denied wrongdoing and said the lawsuit is without merit, according to a November 18 report by The Wall Street Journal. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-700) LEHMAN BROTHERS: Asks Court to Amend Prior ADR Order ---------------------------------------------------- Lehman Brothers Holdings Inc. asked the U.S. Bankruptcy Court for the Southern District of New York to amend its previous order, which facilitated the resolution of claims against the company. The court order issued on April 19, 2010, also approved so-called alternative dispute resolution procedures. In a court filing, Lehman proposed the removal of the 120-day cap for the maximum duration of a mediation, and that it apply to all unresolved claims. Removal of the 120-day cap will "promote judicial efficiency by consensually resolving claims" instead of proceeding to litigation after 120 days in mediation, according to Lawrence Brandman, managing director of LAMCO LLC, the company that was created to manage Lehman assets. A court hearing is scheduled for December 12. Objections are due by November 29. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-700) LEHMAN BROTHERS: Traxis Demands Lehman to Reissue Checks -------------------------------------------------------- Traxis Fund LP and Traxis Emerging Market Opportunities Fund LP asked the U.S. Bankruptcy Court in Manhattan to force Lehman Brothers Holdings Inc. to reissue distribution checks to the funds for their claims against the company. The checks in the amount of $175,948 were allegedly issued to Traxis earlier this year but they were neither received by the funds nor returned to Epiq Systems, Lehman's claims agent, as undeliverable, according to court papers. Epiq allegedly turned down an earlier request from the funds to reissue the checks since it is not allowed under Lehman's Chapter 11 plan. A court hearing is scheduled for December 12. Objections are due by December 5. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-700) LLS AMERICA: Court Won't Dismiss Clawback Suits v. 13+ Defendants ----------------------------------------------------------------- Bankruptcy Judge Patricia C. Williams issued several orders dated Nov. 19, denying requests to dismiss adversary proceedings, among hundreds commenced by Bruce P. Kriegman, the Chapter 11 trustee of the LLS America, LLC bankruptcy estate. The lawsuits, filed pursuant to 11 U.S.C. Sec. 548 and other causes of action, seek to recover money paid by the debtor to certain lenders or investors as part of an alleged Ponzi scheme conducted by the debtor. The defendants, who sought dismissal of the adversary proceedings, are: Amount Amount Loaned Received Claim Defendant or Invested From Debtor Amount --------- ----------- ----------- ------ TWL Construction, Ltd. C$20,000 C$88,250 N/A Nicholas Belling C$10,000 C$11,500 N/A Gerard Krief Unknown C$60,954 N/A James Young C$35,000 C$42,000 N/A Eric Van Dyk Unknown C$45,005 N/A 558778 BC, Ltd. Unknown C$12,000 N/A Geoffrey Toews C$10,000 C$373,251 N/A Otto and Diane Ratfelder C$700,000 C$8,653,134 N/A $50,100 $650,105 CLB Holdings Unknown C$108,000 N/A Crown Gold, Inc. Unknown C$150,300 N/A Rory and Cathy Bjarnason Unknown C$212,150 N/A Estate of Dharam Samra C$20,000 C$213,468 N/A 0702571 British Columbia, Ltd. Unknown C$354,541 N/A About Little Loan Shoppe LLS America LLC, doing business as Little Loan Shoppe, operated an online payday loan business. Affiliate Team Spirit America provided the manpower, management and equipment for Little Loan Shoppe. The companies are among a multitude of Canadian and American business entities owned and operated by Doris E. Nelson, a/k/a Dee Nelson, a/k/a Dee Foster. Investors claimed Ms. Nelson operated a Ponzi scheme. Ms. Nelson allegedly told investors they could earn as much as 60% on money her companies used to make payday loans to consumers. American and Canadian investors bought notes worth US$29 million and another C$26,000,000. However, the investors received no payments after March 2009. One investor group placed a related company, LLS-A LLC, into bankruptcy in July 10, 2009. LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No. 09-23021) on July 21, 2009, before Judge Linda B. Riegle. Gregory E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel. In its petition, the Debtor listed $2,661,584 in assets and $24,013,837 in debts. The petition was signed by Ralph Gamble, CEO of the Company. The case was subsequently moved to Washington state (Bankr. E.D. Wash. Case No. 09-06194). Charles Hall was appointed as examiner in the case. LSP ENERGY: Plant Still Down; Debtor Seeks Longer Exclusivity ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that LSP Energy LP seeks a fourth expansion of the exclusive right to propose a reorganization plan because a mechanical failure prevented the company from completing the court-authorized sale of the 837-megawatt combined-cycle natural gas-fired electric generating facility in Batesville, Mississippi. The report notes that just when the U.S. Bankruptcy Court was approving the $285.9 million sale in September to South Mississippi Electric Power Assn., all three units at the plant shut down with mechanical problems. It now appears that more than initially estimated 60 days will be required for repairs. According to the report, LSP says it intends to modify the contract with the buyer to permit completion of the sale this year. In the meantime, the company filed a so-called exclusivity motion looking to expand sole plan-filing rights by 30 days to Dec. 21. The hearing on the motion is set for Dec. 19. LSP said that financing for the Chapter 11 case is undrawn. Fixing the plant might require a draw on the loan facility, according to a previous court filing. 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. LSP has a $20 million secured loan provided by lenders including John Hancock Financial Services Inc. LSP was forced into bankruptcy following mechanical problems that took one of three units out of service. Bondholders have claims for $211 million on two series of secured bonds. In addition, there was a $3.9 million working capital facility and $23.3 million in secured debt owing to an affiliate of Siemens AG, which repairs and maintains the facility. METRO FUEL: Court Rejects Bid for Mareva Injunction v. Teamsters ---------------------------------------------------------------- Antonio Velasquez sued Metro Fuel Oil Corp., Apollo Petroleum Transport LLC, and International Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of America (AFL-CIO) Local 553, claiming they all discriminated against and inflicted emotional distress on the Plaintiff when he alerted them to certain safety hazards. Mr. Velasquez has sought a "Worldwide Mareva Injunction" against the Defendants. On Oct. 25, 2012, Magistrate Judge Lois Bloom issued a report and recommendation denying the Plaintiff's motion for a Mareva injunction because federal courts do not have the power to issue such an injunction. In view of the bankruptcy filing of Metro Fuel and Apollo Petroleum, District Judge Nicholas G. Garaufis has proceeded to rule on the Plaintiff's request only as to the union, which is not affected by the bankruptcy petition. In a Nov. 19, 2012 Order available at http://is.gd/Z11H0ffrom Leagle.com, Judge Garaufis adopted the magistrate judge's recommendation and denied the Plaintiff's request for a Mareva injunction as to the Teamsters. The case is, ANTONIO VELASQUEZ, JR., Plaintiff, v. METRO FUEL OIL CORP., APOLLO PETROLEUM TRANSPORT LLC, and INTERNATIONAL BROTHERHOOD OF TEAMSTERS, CHAUFFEURS, WAREHOUSEMEN AND HELPERS OF AMERICA (AFL-CIO) LOCAL 553, Defendants, No. 12-CV-01548 (E.D.N.Y.). About Metro Fuel Metro Fuel Oil Corp., is a family-owned energy company, founded in 1942, that supplies and delivers bioheat, biodiesel, heating oil, central air conditioning units, ultra low sulfur diesel fuel, natural gas and gasoline throughout the New York City metropolitan area and Long Island. Owned by the Pullo family, Metro has 55 delivery trucks and a 10 million-gallon fuel terminal in Brooklyn. Financial problems resulted in part from cost overruns in building an almost-complete biodiesel plant with capacity of producing 110 million gallons a year. Based in Brooklyn, New York, Metro Fuel Oil Corp., fka Newtown Realty Associates, Inc., and several of its affiliates filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Lead Case No. 12-46913). Judge Elizabeth S. Stong presides over the case. Nicole Greenblatt, Esq., at Kirkland & Ellis LLP, represents the Debtor. The Debtor selected Epiq Bankruptcy Solutions LLC as notice and claims agent. The petition showed assets of $65.1 million and debt totaling $79.3 million. Liabilities include $58.8 million in secured debt, with $48.3 million owing to banks and $10.5 million on secured industrial development bonds. MICHAELS STORES: Files Form 10-Q, Posts $36MM Net Income in Q3 -------------------------------------------------------------- Michaels Stores, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $36 million on $1.01 billion of net sales for the quarter ended Oct. 27, 2012, compared with net income of $32 million on $996 million of net sales for the same period during the prior year. For the nine months ended Oct. 27, 2012, the Company reported net income of $102 million on $2.88 billion of net sales, compared with net income of $79 million on $2.80 billion of net sales for the same period a year ago. The Company's balance sheet at Oct. 27, 2012, showed $1.90 billion in total assets, $4.27 billion in total liabilities, and a $2.37 billion total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/Wa25vh About Michaels Stores Headquartered in Irving, Texas, Michaels Stores, Inc., is the largest arts and crafts specialty retailer in North America. As of March 9, 2009, the Company operated 1,105 "Michaels" retail stores in the United States and Canada and 161 Aaron Brothers Stores. * * * As reported by the TCR on April 5, 2012, Moody's Investors Service upgraded Michaels Stores, Inc.'s Corporate Family Rating to B2 from B3. "The upgrade of Michaels' Corporate Family Rating primarily reflects the positive benefits of its continuing business initiatives which have led to consistent improvements in same store sales," said Moody's Vice President Scott Tuhy. In the April 16, 2012, edition of the TCR, Standard & Poor's Ratings Services raised its corporate credit rating on Irving, Texas-based Michaels Stores Inc. to 'B' from 'B-'. "Standard & Poor's Ratings Services' upgrade on Michaels Stores reflects the improvement in financial ratios following the company's performance in the important fourth quarter, given the seasonality of the company's business," said Standard & Poor's credit analyst Brian Milligan. "The CreditWatch placement remains effective, given the pending IPO." MOHEGAN TRIBAL: Accepts Resignation of Former President and CEO --------------------------------------------------------------- The Mohegan Tribal Gaming Authority announced the departure of the former President and Chief Executive Officer of Mohegan Sun, Jeffrey E. Hartmann, from the company. In connection with Mr. Hartmann's departure, the Authority has accepted Mr. Hartmann's resignation and the parties have mutually agreed to terminate Mr. Hartmann's amended employment agreement dated Feb. 14, 2012. Mr. Hartmann will receive a continuation of his salary through Sept. 26, 2014, and remains subject to a one year non-compete. About Mohegan Tribal Gaming Authority Mohegan Tribal Gaming Authority -- http://www.mtga.com/-- is an instrumentality of the Mohegan Tribe of Indians of Connecticut, or the Tribe, a federally-recognized Indian tribe with an approximately 507-acre reservation situated in Southeastern Connecticut, adjacent to Uncasville, Connecticut. The Authority has been granted the exclusive authority to conduct and regulate gaming activities on the existing reservation of the Tribe, including the operation of Mohegan Sun, a gaming and entertainment complex located on a 185-acre site on the Tribe's reservation. Through its subsidiary, Downs Racing, L.P., the Authority also owns and operates Mohegan Sun at Pocono Downs, a gaming and entertainment facility located on a 400-acre site in Plains Township, Pennsylvania, and several off-track wagering facilities located elsewhere in Pennsylvania. PricewaterhouseCoopers LLP, in Hartford, Connecticut, expressed substantial doubt about the Authority's ability to continue as a going concern following the 2011 annual report. The independent auditors noted that of the Authority's total debt of $1.6 billion as of Sept. 30, 2011, $811.1 million matures within the next twelve months, including $535.0 million outstanding under the Authority's Bank Credit Facility which matures on March 9, 2012, and the Authority's $250.0 million 2002 8% Senior Subordinated Notes which mature on April 1, 2012. In addition, a substantial amount of the Authority's other outstanding indebtedness matures over the following three fiscal years. The Company's balance sheet at June 30, 2012, showed $2.22 billion in total assets, $2.01 billion in total liabilities and $207.83 million in total capital. * * * As reported by the TCR on March 14, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Uncasville, Conn.-based Mohegan Tribal Gaming Authority (MTGA) to 'B-' from 'SD'. "The upgrade to 'B-' reflects our reassessment of the Authority's capital structure following the completion of its comprehensive debt refinancing plan," said Standard & Poor's credit analyst Melissa Long. "While the completed transactions were not a de- leveraging event, the post-exchange capital structure substantially reduced MTGA's debt maturities over the next few years," S&P said. In the March 2, 2012, edition of the TCR, Moody's Investors Service revised Mohegan Tribal Gaming Authority's Probability of Default Rating to Caa1\LD from Caa3 following the completion of a debt exchange transaction which Moody's views as a distressed exchange. Concurrently, Moody's raised MTGA's Corporate Family Rating ("CFR") to Caa1 from Caa3 and revised its rating outlook to stable from negative to reflect its improved credit profile as a result of the exchange and recent debt covenant amendments. MOMENTIVE PERFORMANCE: Satisfies Offering Escrow Conditions ----------------------------------------------------------- Momentive Performance Materials Inc. previously announced that MPM Escrow LLC and MPM Finance Escrow Corp., wholly owned special purpose subsidiaries of the Company, completed the offering of $1,100,000,000 aggregate principal amount of 8.875% First-Priority Senior Secured Notes due 2020. The Company further announced that pursuant to an escrow agreement dated as of Oct. 25, 2012, among the Escrow Issuers, The Bank of New York Mellon Trust Company, N.A., as escrow agent and securities intermediary, and The Bank of New York Mellon Trust Company, N.A., as trustee under the indenture governing the Notes, the Escrow Issuers deposited the gross proceeds of the Notes, together with additional amounts necessary to redeem the Notes, if applicable, into a segregated escrow account until the date that certain escrow conditions were satisfied. The Escrow Conditions included: (i) the assumption by the Company of all obligations of the Escrow Issuers under the Notes; (ii) either (a) the execution and delivery of certain amendments to the Company's senior secured credit facilities or (b) the entry by the Company into a new asset-based lending facility; (iii) the execution and delivery of certain security documents and intercreditor agreements securing the Notes; and (iv) the application of the net proceeds from the issuance of the Notes to, among other things, purchase, redeem or discharge all of the Company's outstanding $200 million aggregate principal amount of 12 1/2% Second-Lien Senior Secured Notes due 2014. On Nov. 16, 2012, the Company entered into the Credit Agreement Amendment, discharged the aggregate outstanding amount of the Second Lien Notes, consummated the MPM Assumption and fully satisfied the remaining Escrow Conditions. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. The Company had a net loss of $140 million in 2011, following a net loss of $63 million in 2010. Net loss in 2009 was $42 million. The Company's balance sheet at June 30, 2012, showed $3.02 billion in total assets, $3.92 billion in total liabilities, and a $901 million total deficit. * * * As reported by the TCR on May 14, 2012, Moody's Investors Service lowered Momentive Performance Materials Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to Caa1 from B3. The action follows the company's weak first quarter results and expectations for a slower than expected recovery in volumes in 2012. In the Aug. 15, 2012, edition of the TCR, Standard & Poor's Ratings Services lowered all of its ratings on MPM by two notches, including the corporate credit rating to 'CCC' from 'B-'. The outlook is negative. "The likelihood that earnings and cash flow will remain very weak for the next several quarters prompted the downgrade," explained credit analyst Cynthia Werneth. "In our view, leverage is unsustainably high, with total adjusted debt to EBITDA above 15x as of June 30, 2012." MONITOR CONSULTING: Business Goes Up for Auction Jan. 9 ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Monitor Co. Group LP will hold an auction on Jan. 9 to learn if anyone will beat the $116.2 million bid from Deloitte Consulting LLP. Under procedures approved on Nov. 21 by the U.S. Bankruptcy Court in Delaware, competing bids are due Jan. 7. A hearing to approve the sale will take place Jan. 11. Deloitte's offer includes the assumption of specified debt and cash to cure payment defaults on contracts going along with the sale. About Monitor Company Group Monitor Company Group LP -- http://www.monitor.com/-- is a global consulting firm with 1,200 personnel in offices across 17 countries worldwide. Founded in 1983 by six entrepreneurs, and headquartered in Cambridge, Massachusetts, Monitor advises for- profit, sovereign, and non-profit clients on growing their businesses and economies and furthering their charitable purposes. Monitor and several affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012. Judge Hon. Christopher S. Sontchi presides over the case. Pepper Hamilton LLP and Ropes & Gray LLP serve as the Debtors' counsel. The financial advisor is Carl Marks Advisory Group LLC. Epiq Bankruptcy Solutions, LLC is the claims and noticing agent. The petitions were signed by Bansi Nagji, president. Bank of America is represented in the case by Jinsoo Kim, Esq., and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark D. Collins, Esq., at Richards Layton & Finger PA. J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq., and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware, represent Deloitte Consulting LLP. Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP IV Pass-Through (Monitor) LP are represented by John Sieger, Esq., at Katten Muchin Rosenman LLP. Monitor's consolidated unaudited financial statements as of June 30, 2012, which include the assets and liabilities of non- Debtor foreign subsidiaries, reflected total assets of roughly $202 million (including $93 million in current assets) and total liabilities of roughly $200 million. Monitor filed for bankruptcy to sell substantially all of their businesses and assets to Deloitte Consulting LLP, a Delaware registered limited liability partnership and DCSH Limited, a UK company limited by shares, subject to higher or otherwise better offers. The base purchase price set forth in the Stalking Horse Agreement is $116.2 million, plus (i) assumption of certain liabilities and (ii) certain cure costs for assumed contracts. The Stalking Horse Agreement provides for the Stalking Horse Bidder to receive a combined breakup fee and expense reimbursement of $4 million. The Debtors propose to hold an auction on Nov. 28, 2012, at the offices of the Sellers' counsel, Ropes & Gray LLP in New York. Closing of the deal must occur by the earlier of (i) 30 days following entry of the Sale Order and (ii) Feb. 28, 2013. NESBITT PORTLAND: Proofs of Claim Due Jan 1 ------------------------------------------- Creditors of Nesbitt Portland Property et al. must file their proofs of claim by Jan. 15, 2013, according to an order entered by the bankruptcy judge. Windsor Capital Group Inc. CEO Patrick M. Nesbitt sent hotel- companies to Chapter 11 bankruptcy to stop a receiver named by U.S. Bank National Association from taking over eight Embassy Suites hotels. The eight hotels were pledged by the Debtors as collateral for the loans with U.S. Bank. According to http://www.wcghotels.com/Santa Monica-based Windsor owns and/or operates 23 branded hotels in 11 states across the U.S. Windsor Capital is the largest private owner and operator of Embassy Suites hotels. In the case U.S. Bank vs. Nesbitt Bellevue Property LLC, et al. (S.D.N.Y. 12 Civ. 423), U.S. Bank obtained approval from the district judge in June to name Alan Tantleff of FTI Consulting, Inc., as receiver for: * Embassy Suites Colorado Springs in Colorado; * Embassy Suites Denver Southeast in Colorado; * Embassy Suites Cincinnati - Northeast in Blue Ash, Ohio; * Embassy Suites Portland - Washington Square in Tigard, Oregon; * Embassy Suites Detroit - Livornia/Novi in Michigan; * Embassy Suites El Paso in Texas; * Embassy Suites Seattle - North/Lynwood in Washington; and * Embassy Suites Seattle - Bellevue in Washington The receiver obtained district court permission to engage Crescent Hotels and Resorts LLC to manage the eight hotels. But before Mr. Adam could take physical possession of the properties and take control of the Hotels, the eight borrowers filed Chapter 11 petitions (Bankr. C.D. Calif. Lead Case No. 12-12883) on July 31, 2012, in Santa Barbara, California. The debtor-entities are Nesbitt Portland Property LLC; Nesbitt Bellevue Property LLC; Nesbitt El Paso Property, L.P.; Nesbitt Denver Property LLC; Nesbitt Lynnwood Property LLC; Nesbitt Colorado Springs Property LLC; Nesbitt Livonia Property LLC; and Nesbitt Blue Ash Property LLC. Bankruptcy Judge Robin Riblet presides over the cases. The Debtors are represented in the Chapter 11 case by attorneys at Susi & Gura, PC, and Griffith & Thornburgh LLP. Alvarez & Marsal North American, LLC, serves as financial advisors. Attorneys at Kilpatrick Townsend & Stockton LLP represented the Debtors in the receivership case. U.S. Bank National Association, as Trustee and Successor in Interest to Bank of America, N.A., as Trustee for Registered Holders of GS Mortgage Securities Corporation II, Commercial Mortgage Passthrough Certificates, Series 2006-GG6, acting by and through Torchlight Loan Services, LLC, as special servicer, are represented in the case by David Weinstein, Esq., and Lawrence P. Gottesman, Esq., at Bryan Cave LLP. On Sept. 5, 2012, the Debtors filed with the Court their schedules of assets and liabilities. Nesbitt Portland scheduled $29.4 million in assets and $192.3 million in liabilities. Nesbitt Portland's hotel property is valued at $27.19 million, and secures a $191.9 million debt to U.S. Bank. NESBITT PORTLAND: Court OKs Susi, Griffith as Bankruptcy Lawyers ---------------------------------------------------------------- Nesbitt Portland Property LLC and its debtor-affiliates sought and obtained permission to employ the law firms Susi & Gura PC as general counsel, and Griffith & Thornburgh LLP as co-counsel. Both firms attest they are "disinterested" as the term is defined in 11 U.S.C. Sec. 101(14), and do not have any interest adverse to the Debtors or the bankruptcy estates. Both firms will be paid on an hourly basis. Susi & Gura's hourly rates are: Peter Susi, member $475 per hour Jonathan G. Gura $375 per hour Legal assistants $95 per hour Griffith's hourly rates are: Joseph M. Sholder, partner $400 per hour Jill M. Himlan $275 per hour Paralegals $125 per hour Susi & Gura received a $22,500 prepetition retainer, plus the Chapter 11 filing fee in each of the Debtors' cases. Griffith received $7,500 from each of the Debtors. The source of the retainers paid to the firms were loans to the Debtors by Patrick Nesbitt. Mr. Nesbitt, in turn, derived the funds from a distribution to him by Windsor Capital Group. U.S. Bank National Association -- the Trustee and Successor in Interest to Bank of America, N.A., as Trustee for Registered Holders of GS Mortgage Securities Corporation II, Commercial Mortgage Passthrough Certificates, Series 2006-GG6, acting by and through Torchlight Loan Services, LLC, as special servicer -- has objected to the request. Susi & Gura may be reached at: Jonathan Gura, Esq. Peter Susi, Esq. SUSI & GURA, A PROFESSIONAL CORP 7 W Figueroa St, 2nd Flr Santa Barbara, CA 93101 Tel: 805-965-1011 Fax: 805-965-7351 E-mail: jon@susigura.com Griffith & Thornburgh LLP may be reached at: Joseph M. Sholder, Esq. GRIFFITH & THORNBURGH LLP 8 E Figuerora St Ste 300 Santa Barbara, CA 93101 Tel: 805-965-5131 Fax: 805-965-6751 E-mail: sholder@g-tlaw.com About Nesbitt Portland Property et al. Windsor Capital Group Inc. CEO Patrick M. Nesbitt sent hotel- companies to Chapter 11 bankruptcy to stop a receiver named by U.S. Bank National Association from taking over eight Embassy Suites hotels. The eight hotels were pledged by the Debtors as collateral for the loans with U.S. Bank. According to http://www.wcghotels.com/Santa Monica-based Windsor owns and/or operates 23 branded hotels in 11 states across the U.S. Windsor Capital is the largest private owner and operator of Embassy Suites hotels. In the case U.S. Bank vs. Nesbitt Bellevue Property LLC, et al. (S.D.N.Y. 12 Civ. 423), U.S. Bank obtained approval from the district judge in June to name Alan Tantleff of FTI Consulting, Inc., as receiver for: * Embassy Suites Colorado Springs in Colorado; * Embassy Suites Denver Southeast in Colorado; * Embassy Suites Cincinnati - Northeast in Blue Ash, Ohio; * Embassy Suites Portland - Washington Square in Tigard, Oregon; * Embassy Suites Detroit - Livornia/Novi in Michigan; * Embassy Suites El Paso in Texas; * Embassy Suites Seattle - North/Lynwood in Washington; and * Embassy Suites Seattle - Bellevue in Washington The receiver obtained district court permission to engage Crescent Hotels and Resorts LLC to manage the eight hotels. But before Mr. Adam could take physical possession of the properties and take control of the Hotels, the eight borrowers filed Chapter 11 petitions (Bankr. C.D. Calif. Lead Case No. 12-12883) on July 31, 2012, in Santa Barbara, California. The debtor-entities are Nesbitt Portland Property LLC; Nesbitt Bellevue Property LLC; Nesbitt El Paso Property, L.P.; Nesbitt Denver Property LLC; Nesbitt Lynnwood Property LLC; Nesbitt Colorado Springs Property LLC; Nesbitt Livonia Property LLC; and Nesbitt Blue Ash Property LLC. Bankruptcy Judge Robin Riblet presides over the cases. The Debtors are represented in the Chapter 11 case by attorneys at Susi & Gura, PC, and Griffith & Thornburgh LLP. Alvarez & Marsal North American, LLC, serves as financial advisors. Attorneys at Kilpatrick Townsend & Stockton LLP represented the Debtors in the receivership case. U.S. Bank National Association, as Trustee and Successor in Interest to Bank of America, N.A., as Trustee for Registered Holders of GS Mortgage Securities Corporation II, Commercial Mortgage Passthrough Certificates, Series 2006-GG6, acting by and through Torchlight Loan Services, LLC, as special servicer, are represented in the case by David Weinstein, Esq., and Lawrence P. Gottesman, Esq., at Bryan Cave LLP. On Sept. 5, 2012, the Debtors filed with the Court their schedules of assets and liabilities. Nesbitt Portland scheduled $29.4 million in assets and $192.3 million in liabilities. Nesbitt Portland's hotel property is valued at $27.19 million, and secures a $191.9 million debt to U.S. Bank. NEWBOLD CORPORATION: Court Trims Chapter 7 Trustee's Lawsuit ------------------------------------------------------------ Bankruptcy Judge J. Craig Whitley dismissed portions of the causes of action in the complaint filed by the Chapter 7 Trustee for Newbold Corporation against Newbold Services, LLC, Edwin Carter, Roger Birdsong, IH Services, Inc., and Michael G. Putnam. The Chapter 7 Trustee's Amended Complaint alleges the Defendants attempted to fraudulently acquire the Debtor's 60% interest in Newbold Services for no consideration. The Chapter 7 Trustee's claims include civil conspiracy; aiding and abetting breach of fiduciary duty and fraud; and unfair and deceptive trade practices. The Defendants contend that Manley, Carter and Birdsong were the 60% owners of Newbold Services as of the Debtor's petition date. The lawsuit is, JOHN W. TAYLOR, Trustee for the Bankruptcy Estate of Newbold Corporation, Plaintiff, v. NEWBOLD SERVICES, LLC, ERWIN CARTER, ROGER BIRDSONG, IH SERVICES, INC., and MICHAEL G. PUTNAM, Defendants, Adv. Proc. No. 12-3208 (Bankr. W.D. N.C.). A copy of the Court's Nov. 20, 2012 Order is available at http://is.gd/vW5XjKfrom Leagle.com. Newbold Corporation filed a voluntary Chapter 11 bankruptcy petition (Bankr. W.D. N.C. Case No. 09-33421) on Dec. 10, 2009. The case was converted to Chapter 7 on June 25, 2010. OPTIONS MEDIA: Delays Form 10-Q for Third Quarter ------------------------------------------------- Options Media Group Holdings, Inc., was unable to file its quarterly report on Form 10-Q for the nine months ended Sept. 30, 2012, by the prescribed date of Nov. 14, 2012, without unreasonable effort or expense because its internal accountants need additional time to complete portions of the Report. The Company intends to file its Report on or prior to the prescribed extended date. About Options Media Boca Raton, Fla.-based Options Media Group Holdings, Inc., had historically been an Internet marketing company providing e-mail services to corporate customers. Additionally, Options Media has a lead generation business and disposed of its SMS text messaging delivery business. In 2010, Options Media transitioned by changing its focus to smart phones and acquiring a robust anti- texting program that prohibits people in vehicles from texting, e- mailing, and reading such communications while moving. As part of its focus on mobile software applications, Options Media has also broadened its suite of products by continuing to improve the features of its Drive Safe(TM) anti-texting software. In conjunction with this change of focus, in February 2011, Options Media sold its e-mail and SMS businesses. Options Media retains its lead generation business. The Company reported a net loss of $12.67 million in 2011, compared with a net loss of $9.86 million in 2010. In its audit report for the 2011 results, Salberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss available to common stockholders of $12.75 million, and net cash used in continuing operations of $3.60 million for the year ended Dec. 31, 2011, and a working capital deficit, stockholders' deficit and accumulated deficit of $4.11 million, $3.56 million and $35.5 million, respectively at Dec. 31, 2011. The Company has also discontinued certain operations. The Company's balance sheet at June 30, 2012, showed $1.03 million in total assets and $8.34 million in total liabilities. OVERSEAS SHIPHOLDING: Investor Sues Citigroup, Morgan Stanley ------------------------------------------------------------- Christie Smythe at Bloomberg News reports that Citigroup Inc., Morgan Stanley and HSBC Securities (USA) Inc. were among underwriters sued by an investor in a $300 million debt offering by Overseas Shipholding Group Inc. According to the report, the underwriters and Overseas directors and officers signed off on misleading financial documents for the March 24, 2010, offering, according to the lawsuit filed Nov. 21 in New York state court in Manhattan. Overseas sought bankruptcy protection after saying Oct. 22 that its financial statements from 2009 through the first two quarters of 2012 contained inaccuracies. Before the announcement, the New York-based company posted 13 straight quarters of net losses as shipping rates fell. According to the complaint, filed by Paul Otto Koether IRA Rollover on behalf of all investors in the debt, documents provided to investors in the $300 million offering contained inaccuracies from previous financial filings. The investor said it is seeking to recoup losses after prices for the notes fell about 58%. "Unaware of the material misstatements in the offering materials, investors purchased the notes in or traceable to the offering," David Wales, a lawyer for the plaintiff, said in the complaint. The case is Paul Otto Koether IRA Rollover v. Arntzen, 654037/2012, New York Supreme Court, New York County (Manhattan). About Overseas Shipholding Overseas Shipholding Group, Inc., and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012. OSG, headquartered in New York City, NY, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG, owner or operator of 111 vessels that transport oil and petroleum products throughout the world, said in a statement that it intends to use the Chapter 11 process to significantly reduce its debt profile, reorganize other financial obligations and create a strong financial foundation for the Company's future. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. Cleary Gottlieb Steen & Hamilton LLP serves as OSG's Chapter 11 counsel, while Chilmark Partners LLC serves as financial adviser. The Debtors disclosed $4.15 billion in assets and $2.67 billion in liabilities as of June 30, 2012. Liabilities include $1.49 billion on an unsecured credit agreement with DNB Bank ASA as agent. In addition to the secured Chinese loan, there is $518 million in unsecured notes and debentures plus $267 million on ship mortgages taken down to finance nine vessels. PACIFIC GOLD: Two Additional Directors Elected at Annual Meeting ---------------------------------------------------------------- The 2012 annual meeting of stockholders of Pacific Gold Corp. was held on Nov. 13, 2012. The Company's stockholders voted to: (i) to elect Robert Landau and Mitchell Geisler as directors for the ensuing year; (ii) approve an amendment to the Company's Articles of Incorporation to (A) effect a reverse stock split of its Common Stock at a specific ratio within a range from 1-for- 4 to 1-for-20 and to grant authorization to the Board of Directors to determine, at its discretion, the timing and the specific ratio of the reverse stock split; and (B) a decrease in the number of authorized shares of Common Stock from 5,000,000,000 to 3,000,000,000, subject to the Board of Directors' authority to abandon such amendment; (iii) approve an amendment to the Company's Articles of Incorporation to change the par value of the Company's Common Stock from $0.001 per share to no par value; and (iv) ratify the selection by the Company's Board of Directors of Silberstein Ungar, PLLC, as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2012. About Pacific Gold Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the identification, acquisition, and development of prospects believed to have gold mineralization. Pacific Gold through its subsidiaries currently owns claims, property and leases in Nevada and Colorado. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred losses from operations, has negative working capital and is in need of additional capital to grow its operations so that it can become profitable. The Company reported a net loss of $1.38 million in 2011, compared with a net loss of $985,278 in 2010. The Company's balance sheet at June 30, 2012, showed $1.48 million in total assets, $6.16 million in total liabilities, and a $4.68 million total stockholders' deficit. PARAMOUNT RESOURCES: Moody's Affirms 'B3' CFR; Rates Notes 'Caa1' ----------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to Paramount Resource Ltd.'s proposed C$250 million senior unsecured notes issue. Paramount's B3 Corporate Family Rating (CFR), B3 Probability of Default Rating (PDR) and existing Caa1 senior unsecured rating were affirmed. The rating outlook was changed to stable from negative. A Speculative Grade Liquidity rating of SGL- 3 was assigned. The proceeds of the notes will be used to fund sizeable negative free cash flow resulting from the company's large capital expenditure program and to repay drawings under its revolving credit facility. "The affirmation of the B3 Corporate Family Rating and the change in outlook to stable reflects our view that Paramount is progressing towards a larger and more liquids-rich production base," said Terry Marshall, Moody's senior vice president. "Paramount has considerable available liquidity to bridge significant negative free cash flow as it completes the Musreau Deep Cut plant and releases liquids-rich production-behind-pipe in the second half of 2013". Upgrades: Issuer: Paramount Resources LTD Senior Unsecured Regular Bond/Debenture, Upgraded to LGD4, 68% from LGD5, 73% Assignments: Issuer: Paramount Resources LTD Speculative Grade Liquidity Rating, Assigned SGL-3 Senior Unsecured Regular Bond/Debenture, Assigned a range of 68 - LGD4 to Caa1 Senior Unsecured Regular Bond/Debenture, Assigned a range of 68 - LGD4 to Caa1 Outlook Actions: Issuer: Paramount Resources LTD Outlook, Changed To Stable From Negative Rating Rationale Paramount's B3 CFR is constrained by its significant exposure to natural gas, low leveraged full-cycle ratio, and very weak financial metrics. The rating is supported by substantial alternate liquidity from publicly listed equity investments, the company's willingness and ability to issue equity to support capital investment, significant insider ownership (greater than 50 percent), and liquids-rich production growth potential that will be possible with the completion and start-up of the Musreau Deep- Cut plant in the second half of 2013. The Caa1 unsecured notes are notched down from the B3 Corporate Family Rating due to the prior-ranking debt in the form of the C$300 million secured borrowing base revolving credit facility, as per Moody's Loss Given Default Methodology. The SGL-3 Speculative Grade Liquidity rating is based on the assumption that the proposed November 2012 notes issuance closes and reflects adequate liquidity through 2013. Pro forma for the October 2012 equity offering and the November 2012 notes issuance, Paramount will have about C$240 million of cash and C$258 million available, after C$42 million of letters of credit, under its C$300 million senior secured revolving credit facilities. One tranche has commitments of C$225 million and is a borrowing base facility that matures on November 30, 2013 with a one year term out. The other tranche has commitments of C$75 million, matures on November 30, 2013, and is secured by the company's equity investments. Moody's expects that Paramount will generate roughly C$600 million of negative free cash flow through 2013, which will likely be funded with cash on hand and debt. Paramount also has the flexibility to raise funds from asset sales, equity issuances, and/or by selling shares from its equity investments, sources of funds that it has accessed in the past. The stable outlook reflects Paramount's considerable alternate liquidity, as well as significant production-behind-pipe and midstream assets that will provide cash flow from natural gas liquids production. While a rating upgrade is not likely over the near term, it would be considered if the company can execute its development plan. Specifically, the rating could be upgraded if liquids-rich production appears to be sustainable over 25,000 boe per day, leverage, as measured by E&P debt to production is sustainable below US$30,000 per boe and the LFCR can be maintained over 1x. The rating could be downgraded if Paramount's liquidity is strained with any significant reduction in value in its equity investments or if it fails to advance its development program. The principal methodology used in rating Paramount Resources 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. Paramount Resources Ltd. is a Calgary, Alberta-based natural gas focused exploration and production company with principal properties in Alberta, and average production of about 18,000 boe per day (80% natural gas). PARAMOUNT RESOURCES: S&P Rates New C$250MM Sr. Unsecured Notes 'B' ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B' issue-level rating and '2' recovery rating to Calgary, Alta.-based Paramount Resources Ltd.'s proposed C$250 million senior unsecured notes. "The '2' recovery rating indicates our expectation of substantial (70%-90%) recovery in the event of a default. We understand that the company will use the proceeds to fund future capital expenditures and for general corporate purposes," S&P said. "The 'B' rating and negative outlook on Paramount reflect our view of the company's 'vulnerable' business risk profile and 'highly leveraged' financial risk profile," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. "The ratings also reflect what Standard & Poor's views as the company's weak credit measures, high capital expenditure in the near-term, meaningful exposure to low natural gas prices and high- cost structure. The ratings also incorporate our assessment of Paramount's less-than-adequate liquidity," S&P said. RATINGS LIST Paramount Resources Ltd. Corporate credit rating B-/Negative/-- Ratings Assigned C$250 million sr unsecured notes B Recovery rating 2 PEMCO WORLD: Wants Plan Exclusivity Extended to Jan. 4 ------------------------------------------------------ WAS Services, Inc., formerly known as Pemco World Air Services, Inc., asks the U.S. Bankruptcy Court to extend the exclusive period to file a chapter 11 plan and solicit acceptances of such plan to Jan. 4, 2013, and March 4, 2013, respectively. The Debtors noted that they have (i) consummated the sale of substantially all of their assets to Avion Services Holdings, LLC, (ii) concluded their remaining operations and taken substantial steps to wind down their facilities, and (iii) filed, along with Sun Aviation, a Joint Plan of Reorganization and Disclosure Statement. The Debtors said they are well on their way to confirming the Joint Plan. The Joint Plan and the Disclosure Statement were filed on Oct. 2, 2012 and the hearing to approve the Disclosure Statement pursuant to the Disclosure Statement Motion was set for Nov. 13, 2012. About Pemco World 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. PONCE DE LEON: Court Won't Stay Cash Collateral, Plan Orders ------------------------------------------------------------ Bankruptcy Judge Enrique S. Lamoutte denied the request of creditor PRLP 2011 Holdings, LLC, to stay two orders authorizing Ponce De Leon 1403, Inc., to use cash collateral up to and including the date of the plan confirmation hearing; and approving the disclosure statement explaining the Debtor's bankruptcy-exit plan. PRLP alleges that the court erred in granting the Order extending the use of the cash collateral because the Debtor failed to evince the "equity cushion" under the fair market value approach pursuant to 11 U.S.C. Sec. 363(e) and (p). PRLP also alleges the court erred because the Debtor failed to demonstrate the value of the Metro Plaza Towers Condominium Apartments collateral pursuant to the fair market value approach contrary to the provisions of 11 U.S.C. Sec. 1125(a)(1). The Debtor has scheduled PRLP as a secured creditor with a claim of $14,723,989 secured by Metro Plaza Towers Condominium Apartments, 47 apartments, commercial area and parkings. Since the bankruptcy filing, the Debtor has paid PRLP over $2 million from apartment unit sales. Judge Lamoutte reiterated that PRLP is adequately protected by a sufficient equity cushion in the Debtor's real estate properties. A copy of the Court's Nov. 20, 2012 Opinion and Order is available at http://is.gd/VASFUkfrom Leagle.com. About Ponce De Leon San Juan, P.R.-based Ponce De Leon 1403, Inc., developed, constructed, and operates the Metro Plaza Tower condominium and commercial property project in Santurce, Puerto Rico. The Metro Plaza Tower project consists of two 15-story towers atop a base structure that serves as a parking garage, common area, and retail space. Each tower houses 87 residential units. The base structure provides approximately 567 parking spaces and has approximately 14,000 square feet of commercial space available for lease. The common areas of the project include a swimming pool, a gym, gardens and a gazebo. Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D. P.R. Case No. 11-07920) on Sept. 19, 2011. The Debtor estimated both assets and debts of between US$10 million and US$50 million. Carmen Conde Torres, Esq., at C. Conde & Assoc., in Old San Juan, Puerto Rico, represents the Debtor as counsel. On April 13, 2012, the Debtor filed its Disclosure Statement and Chapter 11 Plan of Reorganization. The Court approved the Disclosure Statement on June 25, 2012. POSITIVEID CORP: Files Form 10-Q, Incurs $2.3-Mil. Net Loss in Q3 ----------------------------------------------------------------- PositiveID Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.32 million on $0 of revenue for the three months ended Sept. 30, 2012, compared with a net loss of $6.32 million on $0 of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $6.56 million on $0 of revenue, compared with a net loss of $12.07 million on $0 of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $2.69 million in total assets, $6.23 million in total liabilities, and a $3.54 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/8PAkqi About PositiveID Delray Beach, Fla.-based PositiveID Corporation has historically developed, marketed and sold RFID systems used for the identification of people in the healthcare market. Beginning in early 2011, the Company has focused its strategy on the growth of its HealthID business, including the continued development of its GlucoChip, its Easy Check breath glucose detection device, its iglucose wireless communication system, and potential strategic acquisition opportunities of businesses that are complementary to its HealthID business. EisnerAmper LLP, in New York, expressed substantial doubt about PositiveID's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has a working capital deficiency and an accumulated deficit. "Additionally, the Company has incurred operating losses since its inception and expects operating losses to continue during 2012. POSITRON CORP: Incurs $1.5 Million Net Loss in Third Quarter ------------------------------------------------------------ Positron Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss and comprehensive loss of $1.56 million on $370,000 of revenue for the three months ended Sept. 30, 2012, compared with a net loss and comprehensive loss of $1.45 million on $482,000 of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss and comprehensive loss of $5.76 million on $2.42 million of revenue, compared with a net loss and comprehensive loss of $5.02 million on $6.37 million of revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $3.51 million in total assets, $8.11 million in total liabilities and a $4.59 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/G0vxHZ About Positron Corporation Headquartered in Fishers, Indiana, Positron Corporation is a molecular imaging company focused on nuclear cardiology. The Company reported a net loss of $6.12 million in 2011, compared with a net loss of $10.92 million in 2010. Sassetti LLC, in Oak Park, Illinois, noted that the Company has a significant accumulated deficit which raises substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "The Company had cash and cash equivalents of $1,000 at Dec. 31, 2011. The Company received $2.10 million in proceeds from convertible notes and $845,000 in proceeds from the exercise of warrants during 2011. The Company believes that it may continue to experience operating losses and accumulate deficits in the foreseeable future. If the Company is unable to obtain financing to meet its cash needs the Company may have to severely limit or cease its business activities or may seek protection from its creditors under the bankruptcy laws," the Company said in its annual report for the year ended Dec. 31, 2011. POWERWAVE TECHNOLOGIES: Files Updated Fiscal 2012 Form 10-K ----------------------------------------------------------- Powerwave Technologies, Inc., provides updated consolidated financial statements as of Jan. 1, 2012, for each of the three years in the period ended Jan. 1, 2012. In the Company's unaudited consolidated financial statements included in its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2012, the Company disclosed certain conditions subsequent to 2011, including significant negative cash flows from operations, declining revenue and cash expenses from restructuring activities that raises substantial doubt about its ability to continue as a going concern. The updated Consolidated Financial Statements include the following changes: (i) The information included in "Note 19 - Subsequent Event" has been added to the Company's Annual Report on Form 10-K filed on Feb. 28, 2012, related to the Company's ability to continue as a going concern; and (ii) Deloitte & Touche LLP, the Company's independent registered public accounting firm, reissued its report and included an explanatory paragraph related to the Company's ability to continue as a going concern. The updated Consolidated Financial Statements are not being filed as a result of an error in the Company's previously filed financial statements and no other changes or modifications have been made to the Consolidated Financial Statements. The Company reported a net loss of $77.61 million on $444.44 million of net sales for the fiscal year ended Jan. 1, 2012, compared with net income of $3.71 million on $591.46 million of net sales for the fiscal year ended Jan. 2, 2011. The Company's balance sheet at Jan. 1, 2012, showed $342.33 million in total assets, $375.02 million in total liabilities and a $32.69 million net shareholders' deficit. Deloitte & Touche LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 1, 2012. The independent auditors noted that the Company's significant negative cash flows from operations, declining revenue and cash expenses from restructuring activities subsequent to Jan. 1, 2012, raise substantial doubt about its ability to continue as a going concern. A copy of the Report is available for free at: http://is.gd/a4IQDI About Powerwave Technologies Powerwave Technologies, Inc., headquartered in Santa Ana, Calif., is a global supplier of end-to-end wireless solutions for wireless communications networks. The Company has historically sold the majority of its product solutions to the commercial wireless infrastructure industry. According to the quarterly report for the period ended July 1, 2012, the Company has experienced significant recurring net losses and operating cash flow deficits for the past four quarters. The Company's ability to continue as a going concern is dependent on many factors, including among others, its ability to raise additional funding, and its ability to successfully restructure operations to lower manufacturing costs and reduce operating expenses. The Company's balance sheet at Sept. 30, 2012, showed $213.45 million in total assets, $396.05 million in total liabilities and a $182.59 million total shareholders' deficit. QUAMTEL INC: Delays Form 10-Q for Third Quarter ----------------------------------------------- Quamtel, Inc., was unable to file its quarterly report on Form 10- Q for the fiscal quarter ended Sept. 30, 2012, by the prescribed date of Nov. 14, 2012, without unreasonable effort or expense because the Company needs additional time to complete certain disclosures and analyses to be included in the Report. In accordance with Rule 12b-25 promulgated under the Securities Exchange Act of 1934, as amended, the Company intends to file its Report on or prior to the fifth calendar day following the prescribed due date. About Quamtel Inc. Dallas, Texas-based Quamtel, Inc., is a communications company offering, through its subsidiaries, a comprehensive range of mobile broadband and communications products and services that are designed to meet the needs of individual consumers, businesses, government subscribers and resellers. The Company's common stock trades on the OTC Bulletin Board (OTC BB) under the symbol "QUMI." In its report on the 2011 financial statements, RBSM LLP, in New York, New York, expressed substantial doubt about Quamtel's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses in the current year and also in the past. The Company reported a net loss of $4.49 million on $1.93 million of revenues for 2011, compared with a net loss of $10.05 million on $2.18 million of revenues for 2010. The Company's balance sheet at June 30, 2012, showed $2.37 million in total assets, $2.77 million in total liabilities and a $400,372 total shareholders' deficiency. RACKWISE INC: Incurs $2.9 Million Net Loss in Third Quarter ----------------------------------------------------------- Rackwise, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.90 million on $545,859 of revenue for the three months ended Sept. 30, 2012, compared with a net loss of $2.25 million on $664,822 of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $7.80 million on $2.42 million of revenue, compared with a net loss of $4.41 million on $1.46 million of revenue for the same period during the previous year. The Company's balance sheet at Sept. 30, 2012, showed $941,998 in total assets, $7.19 million in total liabilities and a $6.25 million total stockholders' deficiency. A copy of the Form 10-Q is available for free at: http://is.gd/kp5f1b About Rackwise Inc. Rackwise, Inc., is a software development, sales and marketing company within the markets of IT infrastructure, data center monitoring, management and optimization, data center cost efficiency and green data centers. The Company's executive offices are currently located in San Francisco, California, and the Company has a software development and data center in the Research Triangle Park in Raleigh, North Carolina. The Company is in the process of relocating our executive offices to Folsom, California and expanding its software development center. As reported in the TCR on April 9, 2012, Marcum LLP, in New York, N.Y., expressed substantial doubt about Rackwise, Inc.'s ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has not achieved a sufficient level of revenues to support its business and has suffered recurring losses from operations. REALOGY CORP: Redeems $64.5MM Sr. Notes, $40.8MM Toggle Notes ------------------------------------------------------------- Realogy Group LLC, formerly known as Realogy Corporation, redeemed the remaining $64,470,000 aggregate principal amount of outstanding 10.50% Senior Notes due 2014 in accordance with the terms and provisions of the indenture governing the 10.50% Senior Notes, dated as of April 10, 2007, among Realogy Group, Realogy Holdings Corp., the subsidiary guarantors party thereto, and The Bank of New York Mellon Trust Company, N.A., at a redemption price of 102.625%. In connection with the redemption of the 10.50% Senior Notes, Realogy Group paid total consideration of approximately $66.7 million, which included accrued and unpaid interest and the premium associated with the redemption. Immediately following that redemption, Realogy Group cancelled the 10.50% Senior Notes and discharged the 10.50% Senior Notes Indenture in accordance with its terms. On Nov. 16, 2012, Realogy Group also redeemed the remaining approximately $40,831,870 aggregate principal amount of outstanding 11.00%/11.75% Senior Toggle Notes, in accordance with the terms and provisions of the indenture governing the Senior Toggle Notes, dated as of April 10, 2007, among Realogy Group, the Company, the Subsidiary Guarantors and the Trustee at a redemption price of 102.750%. In connection with the redemption of the Senior Toggle Notes, Realogy Group paid total consideration of approximately $42.3 million, which included accrued and unpaid interest and the premium associated with the redemption. Immediately following that redemption, Realogy Group cancelled the Senior Toggle Notes and discharged the Senior Toggle Notes Indenture on Nov. 16, 2012. The 10.50% Senior Notes and Senior Toggle Notes were redeemed using a portion of the net proceeds from the Company's recent initial public offering. Prior to Nov. 16, 2012, all of the outstanding 11.00% Series A Convertible Senior Subordinated Notes due 2018, 11.00% Series B Convertible Senior Subordinated Notes due 2018 and 11.00% Series C Convertible Senior Subordinated Notes due 2018, were converted into common stock of the Company in accordance with the terms and provisions of the Convertible Notes Indenture, dated as of Jan. 5, 2011, by and among Realogy Group, the Company, the Subsidiary Guarantors and the Trustee. On Nov. 16, 2012, the Convertible Notes Indenture was accordingly discharged. As previously announced, Realogy Group intended to redeem, on Nov. 16, 2012, any Convertible Notes not submitted for conversion prior to that date. As of Nov. 16, 2012, the Company had approximately 144.8 million shares of common stock outstanding for purposes of calculating earnings per share on a primary basis. About Realogy Corp. Realogy Corp. -- http://www.realogy.com/-- a global provider of real estate and relocation services with a diversified business model that includes real estate franchising, brokerage, relocation and title services. Realogy's world-renowned brands and business units include Better Homes and Gardens Real Estate, CENTURY 21, Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group, ERA, Sotheby's International Realty, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise systems have around 15,000 offices and 270,000 sales associates doing business in 92 countries around the world. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. The Company reported a net loss of $439 million in 2011, a net loss of $97 million in 2010, and a net loss of $260 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $7.35 billion in total assets, $9.09 billion in total liabilities and a $1.74 billion total deficit. * * * In the Oct. 9, 2012, edition of the TCR, Moody's Investors Service upgraded certain debt ratings of Realogy, Inc., including the Corporate Family to Caa1, Probability of Default and senior unsecured to Caa2 and senior subordinated to Caa3. The rating upgrades incorporate Moody's view that Realogy is positioned to benefit as the number of residential home sales and the average price of each transaction in the U.S. are expected to continue to grow modestly through 2013. As reported by the TCR on Oct. 15, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'B' from 'CCC' and removed it, along with all related issue-level ratings, from CreditWatch, where it was placed with positive implications Sept. 28, 2012. "The action follows the completion of the company's IPO of its common stock. Concurrent with and in addition to the IPO, Realogy converted $1.9 billion in convertible debt to common stock," S&P said. REDONDO CONSTRUCTION: 1st Cir. Vacates Award of Interest -------------------------------------------------------- The U.S. Court of Appeals for the First Circuit vacated lower court orders awarding Redondo Construction Corporation interest in its dispute against the Puerto Rico Highway and Transportation Authority. Redondo Construction sued the Authority in U.S. Bankruptcy Court for the District of Puerto Rico, claiming amounts due for work performed on five construction projects. Redondo claimed that the Authority failed to compensate it for additional work Redondo had to perform on each project due to unanticipated problems, including unforeseen site conditions and flawed design plans. Following a lengthy trial, the bankruptcy court awarded Redondo a total of nearly $10,250,000 in damages, plus interest at 6% per annum from the "payment due" date for each project. The Authority challenged the bankruptcy court's decision in the district court, arguing that the bankruptcy court erred in awarding Redondo damages on some of the claims and in assessing interest under Rule 44.3(b) of the Puerto Rico Rules of Civil Procedure. The district court affirmed the judgment in all respects, without elaborating its reasons for affirming the award of interest. On appeal, the Authority argues that, to the extent the 6% interest award represents postjudgment interest, the rate instead should be 0.11% in accordance with 28 U.S.C. Sec. 1961. It also argues that no prejudgment interest was owed because the Court did not make a finding that the Authority had engaged in obstinate conduct in the course of the litigation, as Rule 44.3(b) requires. Finally, it argues that the Court erroneously awarded Redondo an excess amount for its patent and excise taxes claim for one project. The First Circuit held the interest awarded in the case was not intended to be postjudgment interest. The judgment provides that interest at 6% per annum began to accrue from specified dates when the Authority was required to pay Redondo's claims for each project, well before the entry of judgment in Redondo's favor. Although the judgment does not specify the end date for the accrual of interest, there is nothing to suggest that it would extend beyond the date of entry of the judgment. The issue of postjudgment interest nonetheless remains, according to the First Circuit. The Authority deposited the amount of the judgment with the clerk of the district court on Feb. 17, 2012, stalling the accrual of postjudgment interest as of that date. Because the judgment had been entered on Sept. 30, 2011, the First Circuit said Redondo is entitled to postjudgment interest for the period between the entry of judgment and the date of deposit. The Authority suggests that the amount that it deposited includes interest at a rate of 6% for that time period, rather than the lower statutory rate. The First Circuit remands the matter for assessment of postjudgment interest from Sept. 30, 2011 to Feb. 17, 2012 at the rate provided in 28 U.S.C. Sec. 1961. The First Circuit also noted that the bankruptcy court awarded Redondo prejudgment interest on all damages at the rate of 6% per annum from the payment due date for each project. The parties disagree whether the interest was assessed as a sanction under Rule 44.3(b) of the Puerto Rico Rules of Civil Procedure or as damages for contractual delay under Article 1061 of the Puerto Rico Civil Code. The Authority maintains that prejudgment interest was awarded pursuant to Rule 44.3(b) but erroneously so because the Court failed to make the requisite finding that the Authority was obstinate in litigating the case. Redondo concedes that the lack of a finding of obstinacy precludes assessment of interest pursuant to Rule 44.3, but argues that the Court awarded interest pursuant to Article 1061, not pursuant to Rule 44.3. To salvage the interest award, Redondo argues that the bankruptcy court did not mean what it said. Redondo maintains the Court in fact awarded interest for contractual delay pursuant to Article 1061 but instead cited to Rule 44.3(b) either in error or to indicate its inapplicability. "We cannot indulge such speculation. The bankruptcy court did acknowledge that one basis for Redondo's interest claim was Article 1061. Nothing in the opinion, however, indicates that the court awarded interest on this basis," the First Circuit said. Because uncertainty surrounds the prejudgment interest award, the First Circuit remands the case to the district court with instructions to vacate that award and return the case to the bankruptcy court for a determination of whether an award of prejudgment interest is appropriate, and, if so, the basis for the award, the applicable rate of interest, and the period of accrual. The Authority's final claim is that the court erroneously awarded Redondo an excess amount for its patent and excise taxes claim for the Ponce-Adjuntas PR-10 project. The Court awarded $1,082,654.56 for the claim despite the fact that Redondo revised the amount to $818,302 at trial and presented evidence only as to that amount. The First Circuit said reducing the amount for this claim requires further modification of the judgment because Redondo was awarded 15% profit on all its successful claims. Redondo concedes the error and consents to the modification of the judgment as requested by the Authority. Accordingly, First Circuit remands for entry of a revised partial judgment bearing such modifications. The case before the appeals court is, REDONDO CONSTRUCTION CORPORATION, Appellee, v. PUERTO RICO HIGHWAY AND TRANSPORTATION AUTHORITY, Appellant, No. 12-1326 (1st Cir.). A copy of the Fifth Circuit's Nov. 21, 2012 is available at http://is.gd/qwITRNfrom Leagle.com. Redondo Construction Corporation has been in the construction business for 30 years, and worked on many public and government projects. Redondo filed for chapter 11 protection (Bankr. D. P.R. Case No. 02-02887) on March 19, 2002, and the Bankruptcy Court confirmed the Debtor's chapter 11 plan on Oct. 6, 2005. RESIDENTIAL CAPITAL: Assets Sale Approved Over Objections --------------------------------------------------------- Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York approved the sale of Residential Capital LLC and its debtor affiliates' asset portfolios to Ocwen Loan Servicing, LLC, and Berkshire Hathaway Inc.'s affiliate, BMMZ Holdings LLC. The Debtors will sell their mortgage servicing and origination platform to Ocwen and Walter Investment Management Corporation. The joint bidders placed a $3 billion bid, topping Nationstar Mortgage Holdings Inc.'s $2.91 billion bid. Under Ocwen and Walter's arrangement, Walter will administer $50 billion in loans owned by Fannie Mae. Specifically, Walter will administer the Debtors' assets composed of: (i) Purchased Mortgage Servicing Rights in respect of Fannie Mae Agency Loans, related Servicing Advances, and rights to receive related Servicing Compensation, including Servicing Compensation that is accrued and unpaid as of the Closing Date; (ii) The Interim Servicing Addendum to the Mortgage Selling and Servicing Contract, dated August 10, 2007, between Fannie Mae and GMAC Mortgage, related Servicing Advances, and rights to receive related Servicing Compensation, including Servicing Compensation that is accrued and unpaid as of the Closing Date; and (iii) All assets including: -- all plant, property and equipment, employees and intellectual property relating to the Consumer Lending Platform, -- the WALT system, Eclipse, loan optimizer and any and all Intellectual Property related to the Consumer Lending Platform and Business Lending, -- other assets relating to residential mortgage loan originations and capital markets platforms as described in the Confidential Information Memorandum dated June 23, 2012 and -- other assets as will be agreed among Ocwen, the Sellers and the Walter Entity. A full-text copy of Judge Glenn's Order approving the sale of the Debtors' assets to Ocwen/Walter, dated Nov. 21, 2012, is available for free at: http://bankrupt.com/misc/rescap_ocwensaleord.pdf The Debtors will sell their whole loan assets to a Berkshire Hathaway unit. Berkshire Hathaway placed a $1.5 billion bid for the loan portfolio, which comprises of 47,000 loans. A full-text copy of Judge Glenn's Order approving the sale of the Debtors' assets to Berkshire, dated Nov. 21, 2012, is available for free at http://bankrupt.com/misc/rescap_bhsaleord.pdf "We are very pleased to have obtained the Court's approval as it has resulted in the best possible outcome for our creditors," said ResCap Chief Executive Officer Thomas Marano. "Working closely with Berkshire Hathaway and both Ocwen and Walter Investment, the ResCap management team will create a smooth transition for our employees and ensure the servicing transfer is as seamless as possible for homeowners." The asset sales, subject to satisfaction of customary closing conditions including third-party consents, is expected to close in the first quarter of 2013. Objections Overruled Judge Glenn overruled the objections raised by The Bank of New York Mellon and The Bank of New York Mellon Trust Company, N.A., Deutsche Bank Trust Company Americas, Deutsche Bank National Trust Company, U.S. Bank National Association and Wells Fargo Bank, N.A., solely in their respective capacities as trustees or indenture trustees for certain mortgaged backed securities trusts, and other parties-in-interest filed objections to the proposed sale of the Debtors' assets to Ocwen Financial Corp./Walter Investment Management Corp. and Berkshire Hathaway Inc. The RMBS Trustees objected to the proposed sales if the proposed sales attempt to limit the scope of obligations under the purchase sale agreements to be assumed and assigned and if the Debtors fail to provide the RMBS Trustees with adequate assurance of future performance by the purchaser of the mortgage servicing platform. Wells Fargo Bank, N.A., The Bank of New York Mellon, and U.S. Bank National Association joined in the RMBS Trustees' objection. With respect to the RMBS Trustee Cure Claims, any cure claims the RMBS Trusts may have relating to any assigned RMBS Contracts will be reserved and, to the extent allowed, as adequate assurance for their payment by the Debtors, the RMBS Trust Cure Claims will have administrative expense priority. An ad hoc group comprised of certain holders of 9.625% Junior Secured Guarantee Notes due 2015 issued under the Indenture dated June 6, 2008, objected to the proposed sale of the assets only to ensure that any order approving the sale transactions do not prejudice the Junior Secured Noteholders' rights with respect to the allocation or distribution of the sales' proceeds at a future date. Ally Financial Inc. and Ally Bank filed a limited objection asking that any order approving the asset sales must comply with the Consent Order among Residential Capital, LLC, GMAC Mortgage, LLC, AFI, Ally Bank, the Federal Reserve Board, and the Federal Deposit Insurance Corporation, dated April 13, 2011; the consent judgment among the U.S. Department of Justice, the Attorneys General of certain states, ResCap, GMACM, and AFI, dated February 9, 2012, and the Order of Assessment issued by the FRB, dated February 10, 2012, and provide adequate assurance of the compliance with the Consent Obligations, which continue to bind the Debtors and any purchaser. AFI also submitted a letter agreement it entered into with Ocwen and Walter, a full-text copy of which letter dated Nov. 19, 2012, is available for free at: http://bankrupt.com/misc/rescap_afiocwen1119letter.pdf The Official Committee of Unsecured Creditors and the U.S. Government said that they have worked closely with the Debtors throughout the bid and auction process and generally support the sale of the Platform Assets and the Whole Loan Assets to Ocwen Loan Servicing, LLC and Berkshire Hathaway Inc., respectively. In connection with finalizing the sales, however, the Committee and the U.S. Government are in discussions with the Debtors, the purchasers and other parties-in-interest on certain modified terms of the asset purchase agreements, the proposed sale orders, and other sale-related documents. There are a number of items that remain open, and negotiations among the parties-in-interest are ongoing, the Committee said. These unresolved issues include: -- the Debtors' prematurely removal of contracts from the Ocwen APA because they allegedly were unable to resolve cure objections with respect to those contracts and not disclosing the cost of the estates of not assigning these contracts; -- non-insulation of AFI from claims arising from compliance with the Consent Order and Consent Judgment; -- Ocwen's entry into a transition services agreement; -- sale order should remain neutral on allocation of purchase price; -- sale order should clarify that estate claims are not purchased assets; and -- compliance with Section 363(o) of the Bankruptcy Code. The Government also echoed Ally's argument that the Debtors should be barred from selling their assets unless they honor their part in the $25 billion legal settlement with the U.S. Government Department of Justice and 49 states. Lead plaintiffs in the consolidated securities class action styled as New Jersey Carpenters Health Fund, et al., on Behalf of Themselves and All Others Similarly Situated v. Residential Capital, LLC, et al., filed in the U.S. District Court for the Southern District of New York, Case No. 08-CV-8781 (HB), joined by Union Central Life Insurance Company, Americas Life Insurance Corp., and Acacia Life Insurance Company; Donna Moore, Frenchola Holdern and Kith McMillon; and Cambridge Place Investment Management Inc., stated they do not object to the asset sales but asked to make sure books and records are preserved during the asset sale. The other objecting parties are: * Lewisville Independent School District and Carrollton-Farmers Branch Independent School District * Wells Fargo Bank, N.A. * PHH Mortgage Corporation * PNC Mortgage * Digital Lewisville LLC * Mortgage Electronic Registration Systems, Inc. and MERSCORP, Inc. * CitiMortgage, Inc. * The Frost National Bank * Syncora Guarantee Inc. * Local Texas Tax Authorities and City of Memphis * MERSCORP Holdings, Inc. * Connecticut Housing Finance Authority * California Housing Finance Agency * Ambac Assurance Corporation and The Segregated Account of Ambac Assurance Corporation * Los Angeles County Treasurer and Tax Collector * DB Structured Products, Inc., and MortgageIt Holdings, Inc. * Neighborhood Assistance Corporation of America * USAA Federal Savings Bank * Federal Home Loan Mortgage Corporation * Fannie Mae, formerly known as The Federal National Mortgage Association * County of San Benito * David Cruz, Jr., pro se claimant * Connecticut Housing Finance Authority * Branch Banking and Trust Company * OceanFirst Bank * DLJ Consortium composed of Bayview Acquisitions, LLC, DLJ Mortgage Capital, Inc., Roosevelt Depositor, LLC, Roosevelt Mortgage Acquisition Company, and Selene Finance LP The Mortgage Servicing relating to the Agency Loans of Fannie Mae, Freddie Mac or Ginnie Mae will not be transferred by the Debtors to the Purchaser or otherwise without the express prior written consent of Fannie Mae, Freddie Mac, or Ginnie Mae in their sole and absolute discretion. The assumption and assignment of any agreements between any of the Debtors and Fannie Mae, including the Mortgage Selling and Servicing Contract dated as of August 9, 2006, will be subject to the express prior written consent of Fannie Mae. The Debtors will also not assume or assign any agreement between any of the Debtors and Freddie Mac, including the Master Agreement dated as of July 22, 2011, without the express prior written consent of Freddie Mac. Any proposed severance of rights and obligations or any other proposed modification of any agreement between any of the Debtors and Fannie Mae, Freddie Mac or Ginnie Mae will be subject to the prior written consent of Fannie Mae, Freddie Mac or Ginnie Mae. The Debtors will not transfer to the Purchaser the Mortgage Servicing Rights subject to the Mortgage Purchasing and Servicing Agreement dated Jan. 18, 2000, between GMAC Mortgage LLC and USAA, nor assume or assign the USAA Agreement without consent of the USAA. With respect to the HAMP Contracts, the Purchaser agrees that the U.S. Government will be entitled to continue to offset in the ordinary course any financial incentive overpayments attributable to pre-assumption service errors that may not be identified until post-assumption against future incentive payments owed to the Purchaser under the HAMP Contract. The Purchaser's assumption of the HAMP Contract is without prejudice to any rights that the Government may have under any contract with the Purchaser; provided, however, that Purchaser may assert the Overpayments against the Debtors as administrative expense claims under Section 503(b) of the Bankruptcy Code. Debtors' Response to Objections In response to the sale objections, the Debtors maintained that the sale of the assets is better than liquidation as proposed by mortgage servicers. According to the Debtors, negotiations after the auction of the assets led to improvements in the asset purchase agreements, resulting to several million dollars of additional value to their estates. In the end, the auctions resulted in approximately $1 billion in incremental value to their estates over the stalking-horse transactions, the Debtors told the Court. The Debtors added that they are not seeking to sever any origination-related obligations arising under servicing agreements. The Debtors added that Ocwen, under the APA, is obligated to perform all post-closing servicing-related obligations under the servicing agreements. The Debtors also related that Ocwen is performing all required obligations under the Servicing Agreements following the Closing Date, and any claims accruing prior to the Closing Date amount to at most cure claims, which can be easily satisfied with the roughly $900 million in proceeds (not including the proceeds of the approximately $1.274 billion in assets remaining to be liquidated post-closing) that are projected to be available for payment of administrative, priority, and unsecured claims. The Debtors further related that they discussed with Ocwen regarding the assumption and assignment of their Home Affordable Modification Program (HAMP) agreements and are working on a mutually agreeable solution to address the Government's issues regarding cure costs and adequate assurance of future performance. In response to Digital's objection, the Debtors argued that no cure amount is due and owing to Digital under the APA. The Debtors explained that the transactions contemplated in the APA involving the sale of 51% property interest in the Minnesota data center owned by EPRE LLC and the assignment of a 51% leasehold interest in the lease for the Texas data center owned by Digital is temporary. The APA also dictates that the transaction will be unwound, the Debtors related. The Debtors asserted that the consideration for both ends of the transaction is identical; thus, the Purchase Agreement is a "revenue neutral" transaction. The sale order approved the sale motion as it pertains to the proposed assumption and assignment of Digital's lease. All of Digital's objections and defenses to the proposed assumption and assignment of its lease are reserved. A hearing on the sale motion with respect to Digital's lease is adjourned to Jan. 10, 2013. The Debtors submitted to Court proposed orders, dated Nov. 15, 2012, approving the asset sales. Full-text copies of the proposed orders are available for free at: http://bankrupt.com/misc/rescap_nov15propordBH.pdf http://bankrupt.com/misc/rescap_nov15propordOcwen.pdf The Debtors submitted to the Court amended proposed orders, dated Nov. 20, 2012, approving the asset sales. Full-text copies of the proposed orders are available for free at: http://bankrupt.com/misc/rescap_nov20propordOcwen.pdf http://bankrupt.com/misc/rescap_nov20propordBH.pdf Parties Withdraw Cure Amount Objections MidFirst Bank and MERSCORP Holdings, Inc., withdrew their objections to the Debtors' proposed cure amounts and proposed asset sales. 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. Nationstar was to make the first bid for the mortgage-servicing business, while Berkshire Hathaway Inc. would 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). RESIDENTIAL CAPITAL: DLJ Seeks Clarification on APA Termination --------------------------------------------------------------- A consortium composed of Bayview Acquisitions, LLC, DLJ Mortgage Capital, Inc., Roosevelt Depositor, LLC, Roosevelt Mortgage Acquisition Company, and Selene Finance LP, asks the Court that any order approving the sale of the Debtors' legacy loan portfolio to Berkshire Hathaway, Inc., provide that the consortium's back-up bid terminates in accordance with its terms effective on the entry of the sale order. The DLJ Consortium submitted a bid in competition with Berkshire's bid for the Debtors' legacy loan portfolio. Louis A. Curcio, Esq., at SNR Denton US LLP, in New York, tells the Court that the DLJ Consortium is seeking such provision because the Official Committee of Unsecured Creditors has taken the position that the DLJ Consortium bid must remain open until Jan. 31, 2013. According to Mr. Curcio, the Committee's position is unfounded because the DLJ Consortium never agreed to commit to keeping its bid open until 2013. To the contrary, the record is clear that the DLJ Consortium requested that the Debtors clarify on the record that the Termination Provision would govern termination of the APA in the event that the DLJ Consortium was not the winning bidder, Mr. Curcio asserts. It would be illogical to commit to the January 31 date while at the same having the record of the proceedings reflect the parties understanding that the Termination Provision governed termination, Mr. Curcio argues. In response, the Committee relates that the Debtors and the DLJ Consortium did not execute the APA but continued to negotiate definitive terms based on the results of the Auction. The Committee adds that the Debtors never informed it that they had agreed that the back-up bid would terminate before the outside closing date of the transaction. The Committee asserts that it understood that the outside termination date for the DLJ Consortium bid was Jan. 31, 2013, which is coterminous with the outside termination date of the Berkshire APA, and the Debtors have actually confirmed this understanding. The Debtors explained that while they viewed the outside closing date of January 31, 2013, as the operative termination provision, they recognize that the statement on the record at auction, which induced the DLJ Consortium to continue bidding, also encompassed Section 9.1(e) of the APA, entitling the DLJ Consortium to terminate upon the earlier of 30 days following the auction or entry of the Sale Order. * * * The Order approving the sale of the Debtors' Legacy Loan Portfolio to Berkshire provides that the DLJ Back-Up Bid will be required to remain open until the earlier to occur of (i) the closing of the Sale to Purchaser or (ii) December 31, 2012. Upon the occurrence of the DLJ Back-Up Bid Termination Date, the DLJ Back-Up Bid will be deemed automatically terminated, and the transactions contemplated in the Back-Up Bid are abandoned without further notice or act by any party. Upon the occurrence of the Back-Up Bid Termination Date, the Sellers and DLJ will promptly execute a joint instruction to JPMorgan Chase Bank, NA, authorizing and directing the release of the good faith deposit funded on behalf of the DLJ Consortium pursuant to the Deposit Escrow Agreement entered into as of October 18, 2012, among the Sellers, the Escrow Agent and DLJ. 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. Nationstar was to make the first bid for the mortgage-servicing business, while Berkshire Hathaway Inc. would 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). RESIDENTIAL CAPITAL: Proposes $8.9-Mil. Admin. Claim for AFI ------------------------------------------------------------ Historically, Residential Capital LLC reimbursed Ally Financial Inc. for payroll and compensation amounts AFI paid directly to the Debtors' employees on the Debtors' behalf. This reimbursement included sums on account of cash payments made to the Debtors' employees for compensation that was delayed pursuant to Troubled Asset Relief Program (TARP) in the form of deferred stock units ("DSUs" or "Salary Stock"). As of the Petition Date, 81 current and former employees had compensation awards, in the form of both deferred cash and Salary Stock, which will become due and owing over the course of these Chapter 11 cases, Gary S. Lee, Esq., at Morrison & Foerster LLP, in New York, related. Upon seeking bankruptcy protection, the Debtors stopped reimbursing AFI for the amounts owing to their employees on account of prepetition-issued compensation. According to Mr. Lee, AFI and the Debtors not only disputed which entity was responsible for funding the roughly $48.9 million owed to the Debtors' employees on account of prepetition-issued compensation that is monetized on a postpetition basis but also AFI's implementation of the letters issued by the U.S. Department of Treasury's Office of the Special Master for the Debtors' employees. However, in an effort to avoid drawn-out and disruptive litigation over those matters, the parties ultimately agreed that AFI would implement the term of the OSM Letters and also fund all compensation amounts owed to the Debtors' employees (approximately $48.9 million) for equity and deferred cash issued prepetition. The parties also agreed that the Debtors would reimburse AFI solely for all postpetition issued Salary Stock to the Debtors' three most senior executives, which comprises a significant portion of their salary and is estimated to be approximately $8.9 million. Accordingly, the Debtors seek the Court's authority to: (a) reimburse AFI approximately $8.9 million for the Salary Stock that is issued on a postpetition basis to the Debtors' three most senior executives and which will monetize over the next two and a half years; (b) grant AFI an allowed administrative claim for the approximately $8.9 million it will fund to the Debtors' employees on account of postpetition issued Salary Stock; (c) establish and fund an escrow account for the approximately $8.9 million allowed administrative claim; and (d) provide AFI with a limited release in exchange for its commitment to pay approximately $48.9 million earned by the Debtors' employees, implement the compensation determinations of the OSM and act as a payroll processor for the postpetition issued Salary Stock to certain executives. Mr. Lee asserts that the request is critical and necessary to the Debtors' estate because the parties' agreement brings finality and certainty to emotionally-charged issues that have the potential to disrupt the Debtors' restructuring efforts. NJ Carpenters Health Fund, et al., Object New Jersey Carpenters Health Fund, the court-appointed lead plaintiff, on behalf of itself and all persons or entities it represents in the consolidated securities class action styled as New Jersey Carpenters Health Fund, et al., on Behalf of Themselves and All Others Similarly Situated v. Residential Capital, LLC, et al., filed in the United States District Court for the Southern District of New York, Case No. 08-CV-8781 (HB), along with Plaintiff, New Jersey Carpenters Vacation Fund and Boilermaker Blacksmith National Pension Trust, ask the Court that any order granting the Motion clarify that the limited release requested in the Motion does not release or prejudice the claims and causes of action that have been or may be asserted by non- Debtor third parties, like the Lead Plaintiff, directly against AFI and the other proposed released parties. Union Central Life Insurance Company, Americas Insurance Corp., and Acacia Life Insurance Company; Cambridge Place Investment Management Inc.; and Donna Moore, Frenchola Holden and Keith McMillon joined in the Lead Plaintiff's objection. 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. Nationstar was to make the first bid for the mortgage-servicing business, while Berkshire Hathaway Inc. would 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). RESIDENTIAL CAPITAL: ARE Sues GMAC Mortgage & Balboa ---------------------------------------------------- American Residential Equities LLC, in its own individual capacity and in its capacity as trustee for purchasers of residential mortgage loans under the American Residential Equities, LLC Master Trust Agreement dated Aug. 8, 2005, filed a lawsuit accusing GMAC Mortgage LLC of failing to pay money due to ARE and artificially inflating insurance prices. According to ARE's counsel, Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, in New York, under a servicing agreement, GMAC is required to retain all funds received by it in connection with loans and mortgaged properties "separate and apart from any of its own funds and general assets" and in a specifically identified trust account. Thus, any monies held by GMAC, or which should have been held by GMAC, in the Trust Account are not property of the Debtors' estates and should be immediately turned over to ARE, Mr. Sandler asserts. Separately, ARE also seeks damages, including punitive damages, for the fraud perpetrated by GMAC and Balboa Insurance Company in connection with a secret deal whereby GMAC placed insurance for certain of the mortgaged properties with Balboa at artificially inflated prices, with GMAC receiving undisclosed "commissions." 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. Nationstar was to make the first bid for the mortgage-servicing business, while Berkshire Hathaway Inc. would 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). ROBLEX AVIATION: Court Won't Reinstate Bankruptcy Case ------------------------------------------------------ Bankruptcy Judge Brian K. Tester denied the request of Roblex Aviation Inc. for reconsideration of the Court's prior order dismissing its Chapter 11 case. The Debtor's lender, First Bank Puerto Rico Inc., sought case dismissal and objected to the request for reconsideration. Judge Tester held he is unconvinced to reconsider the order dismissing the case because the circumstances that warranted the dismissal remain: -- The sale of the Debtor's assets and business operations has not materialized even when the proposed sale was to take place before the end of the year. No evidence to the contrary has been provided by the Debtor. -- The condition of the airplane that serves as First Bank's collateral, and which is essential to the Debtor's license and sale, is still unascertainable. Also unascertainable is the Debtor's ability to pay for the overhaul and transport of the engines needed for said airplane to be operational. -- The Debtor has not been making adequate protection payments to First Bank. Meanwhile, the Debtor has been benefiting from bankruptcy protection and the use of First Bank's cash collateral for the last two years (and four bankruptcy cases) without a real intent of reorganization. -- The Debtor has been unable to even propose a confirmable plan of reorganization in its last four bankruptcy cases. The Debtor has demonstrated a consistent pattern and inability to abide by court orders. As a result, the Debtor has caused unreasonable delay frustrating creditor's rights. The Debtor's actions reflect a lack of good faith in the filing of the bankruptcy case. Notwithstanding, Judge Tester modified his prior order regarding the one year bar to re-file for bankruptcy. The Court reduced the bar to re file to 180 days under 11 U.S.C. Sec. 109(g)(1). A copy of the Court's Nov. 21, 2012 Opinion and Order is available at http://is.gd/qXiP0Ffrom Leagle.com. About Roblex Aviation Roblex Aviation Inc., in Bayamon, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D. P.R. Case No. 12-06341) on Aug. 10, 2012. Maria Soledad Lozada Figueroa, Esq., at MS Lozada Law Office serves as the Debtor's counsel. The Debtor scheduled $5,418,527 in assets and $1,460,383 in liabilities. The petition was signed by Roberto E. Rodriguez Amadeo, president. Roblex Aviation filed Chapter 11 petitions three other times: Case No. 12-01745 on March 8, 2012; Case No. 12-00951 on Feb. 9, 2012; and Case No. 11-00055 on Jan. 8, 2011. In the March and February petitions, the Debtor listed under $1 million in both assets and debts. Rafael Torres Alicea, Esq., represented the Debtors in those two filings. In the 2011 petition, it scheduled $5,418,527 in assets and $1,879,928 in debts. Jose R Gonzalez Hernandez Law Office represented the Debtor in the 2011 case. SEARS HOLDINGS: Files Form 10-Q, Incurs $498MM Net Loss in Q3 ------------------------------------------------------------- Sears Holdings Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $498 million on $8.85 billion of merchandise sales and services for the 13 weeks ended Oct. 27, 2012, compared with a net loss of $425 million on $9.40 billion of merchandise sales and services for the 13 weeks ended oct. 29, 2011. For the 39 weeks ended Oct. 27, 2012, the Company reported a net loss of $437 million on $27.59 billion of merchandise sales and services, compared with a net loss of $743 million on $29.08 billion of merchandise sales and services for the 39 weeks ended Oct. 29, 2011. The Company's balance sheet at Oct. 27, 2012, showed $21.80 billion in total assets, $17.90 billion in total liabilities and $3.90 billion in total equity. A copy of the Form 10-Q is available for free at: http://is.gd/wdF9wn About Sears Hoffman Estates, Illinois-based Sears Holdings Corporation (Nasdaq: SHLD) -- http://www.searsholdings.com/-- is the nation's fourth largest broadline retailer with more than 4,000 full-line and specialty retail stores in the United States and Canada. Sears Holdings operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation. Sears Holdings also owns a 94% stake in Sears Canada and an 80.1% stake in Orchard Supply Hardware. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and Covington brands. It also has the Country Living collection, which is offered by Sears and Kmart. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the retailer in its restructuring efforts. The Company's balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. Negative Outlook Standard & Poor's Ratings Services in January 2012 lowered its corporate credit rating on Hoffman Estates, Ill.-based Sears Holdings Corp. to 'CCC+' from 'B'. "We removed the rating from CreditWatch, where we had placed it with negative implications on Dec. 28, 2011. We are also lowering the short-term and commercial paper rating to 'C' from 'B-2'. The rating outlook is negative," S&P said. "The corporate credit rating reflects our projection that Sears' EBITDA will be negative in 2012, given our expectations for continued sales and margin pressure," said Standard & Poor's credit analyst Ana Lai. She added, "We further expect that liquidity could be constrained in 2013 absent a turnaround or substantial asset sales to fund operating losses." Moody's Investors Service in January 2012 lowered Sears Holdings Family and Probability of Default Ratings to B3 from B1. The outlook remains negative. At the same time Moody's affirmed Sears' Speculative Grade Liquidity Rating at SGL-2. The rating action reflects Moody's expectations that Sears will report a significant operating loss in fiscal 2011. Moody's added that the rating action also reflects the company's persistent negative trends in sales, which continue to significantly underperform peers. SEARCHMEDIA HOLDINGS: Has Offer for Warrant Price Reduction ----------------------------------------------------------- SearchMedia Holdings Limited extended an offer to holders of the Company's Public Warrants, Insider Warrants, and Underwriter Warrants. Pursuant to the Offer, the Company is providing the holders of the Warrants with an opportunity to extend the term and reduce the exercise price of their Warrants. In order to participate in the Offer, a holder of Warrants must exercise up to one-third of the Warrants held by them at a reduced exercise price ($1.25 per share with respect to the Public Warrants and Insider Warrants and $1.46 per share with respect to the Underwriter Warrants). In exchange for the partial exercise of those Warrants, the expiration date of a participating holder's remaining Warrants equal to two times the number of Warrants exercised will be extended to Dec. 26, 2013, and the exercise price of the Extended Warrants will be reduced to $2.50 for the Public Warrants and Insider Warrants and $2.92 for the Underwriter Warrants. From the close of the Offer until Feb. 19, 2013, the Extended Warrants will be held in escrow and will not trade on the NYSE MKT during this time. On Feb. 20, 2013, the Extended Warrants will be released from escrow for continued trading on the NYSE MKT under the symbol "IDI.WS". The Offer begins on Dec. 5, 2012, for all Warrant holders of record on that date and ends at 4:00 p.m., Eastern Time, on Dec. 26, 2012. No exceptions will be made to this deadline, unless the Company extends the deadline. The temporary exercise price of $1.25 per share for the Public Warrants and Insider Warrants and $1.46 per share for the Underwriter Warrants will be available beginning Dec. 5, 2012, until the Offer expires on Dec. 26, 2012. Warrants that do not participate in the Offer will continue to trade on the NYSE MKT and will remain outstanding under their current terms until such non-participating Warrants expire on Feb. 19, 2013. Except for the reduction in the Warrant exercise prices as herein provided and the extension of the Warrant expiration dates, all of the terms and conditions contained in the applicable Warrant instruments will continue in full force and effect. SearchMedia's agent for exercising any of the Warrants is Continental Stock Transfer & Trust Company and the agent may be contacted at 17 Battery Place - 8th Floor, New York, New York 10004, Attention: Compliance Department. Additionally, the agent may be contacted by calling (800) 509-5586 and requesting the Compliance Department. About SearchMedia SearchMedia is a leading nationwide multi-platform media company and one of the largest operators of integrated outdoor billboard and in-elevator advertising networks in China. SearchMedia operates a network of high-impact billboards and one of China's largest networks of in-elevator advertisement panels in 50 cities throughout China. Additionally, SearchMedia operates a network of large-format light boxes in concourses of eleven major subway lines in Shanghai. SearchMedia's core outdoor billboard and in- elevator platforms are complemented by its subway advertising platform, which together enable it to provide a multi-platform, "one-stop shop" services for its local, national and international advertising clients. Marcum Bernstein & Pinchuk LLP, in New York, issued a "going concern" qualification on the consolidated financials statements for the year ended Dec. 31, 2011. The independent auditors noted that the Company has suffered recurring losses and has a working capital deficiency of approximately $31,000,000 at Dec. 31, 2011, which raises substantial doubt about its ability to continue as a going concern. Searchmedia Holdings reported a net loss of $13.45 million in 2011, a net loss of $46.63 million in 2010, and a net loss of $22.64 million in 2009. The Company's balance sheet at June 30, 2012, showed US$39.18 million in total assets, US$41.22 million in total liabilities and a US$2.04 million total shareholders' deficit. SILVER SPOON: Court Rejects Lawyers' Fee Applications ----------------------------------------------------- Bankruptcy Judge Melvin S. Hoffman denied the final fee applications by: -- Daniel A. DeBruyckere, counsel to Silver Spoon Salad Company, Inc., who seeks allowance of fees and expenses totaling $31,623; and -- Robert L. O'Brien, counsel to West Lowell Realty Corporation, who seeks allowance of fees and expenses totaling $7,089. The Chapter 7 trustee for each Debtor's estate objected. The West Lowell Chapter 7 trustee also wants both Messrs. DeBruyckere and O'Brien to disgorge all fees paid to them by West Lowell. The trustees' objections to the fee applications raise significant concerns including the failure of the applicants to provide detailed time records, excessive billing for simple or routine tasks, failure to properly account for retainers received in connection with the cases and the source of those retainers, incomplete, inconsistent or inaccurate disclosures of such retainers, and billing for services rendered after conversion of the cases to chapter 7. The chapter 7 trustee of West Lowell raises the additional claim that both counsel failed to properly disclose, when they became aware of it during the course of the cases, that the estate of West Lowell asserted a claim against the estate of Silver Spoon for unpaid rent totaling in excess of $100,000. The trustee asserts that because Messrs. DeBruyckere and O'Brien, who do not practice law together, had previously represented both debtors jointly and separated their engagements at some time after the debtors' chapter 11 cases were commenced, the advent of a substantial claim by one debtor against the other created an actual or potential conflict of interest on the part of each attorney which should have been disclosed as soon as each became aware of it. At a hearing on Nov. 1, 2012, Messrs. DeBuyckere and O'Brien, acknowledging many of the grievances raised by the trustees including their knowledge of the rent claim by West Lowell against Silver Spoon, agreed to waive their requests for any compensation or reimbursement of expenses beyond the $4,961 in retainers each received, which retainers they claimed were paid not by the Debtors but by certain of the Debtors' principals. Judge Hoffman held that, "I find the fee applications of Messrs. DeBruyckere and O'Brien and their inability to properly disclose the amount and sources of funds received by them prior to filing the bankruptcy petitions for these debtors to be illustrative of their legal work throughout the chapter 11 phase of these cases. They reflect a general lack of familiarity with the requirements of the Bankruptcy Code and Rules and a lack of proficiency with chapter 11 practice and procedure. Their failure to file amended statements of disinterestedness under FRBP 2014 and MLBR 2014-1 as soon as they became aware of the potential conflict between the estates is also disturbing. I do not find, however, that the conduct of the debtors' attorneys was willful or in bad faith." "These circumstances fully justify denying Messrs. Deruyckere and O'Brien any compensation from the debtors' estates and on that basis as well on their falling on their swords at the fee hearing I will order that their fee applications are denied with respect to any compensation from the debtors' estates. As for the retainers received by them from the debtors' principals in the amount of $4961 each, net of the court filing fees, I will not order these funds disgorged as they were not paid by the debtors and further, because even under the most critical and restrictive review of Messrs. DeBruyckere's and O'Brien's legal work, a fee of $4961 for each can be justified, albeit barely." A copy of the Court's Nov. 21, 2012 Memorandum of Decision is available at http://is.gd/DRGCHKfrom Leagle.com. Silver Spoon Salad Company, Inc., and West Lowell Realty LLC, both based in Haverhill, Massachusetts, filed separate Chapter 11 petitions (Bankr. D. Mass. Case Nos. 10-44639 and 10-44641) on Sept. 20, 2010. Judge Melvin S. Hoffman oversees the case. Daniel A. DeBruyckere, Esq., represented Silver Spoon; and Robert L. O'Brien, represented West Lowell in their Chapter 11 cases. Both debtors estimated under $50,000 in assets and under $10 million in debts. The West Lowell petition was signed by Ronald Tomacchio, its managing member. The Silver Spoon petition also was signed by Mr. Tomacchio, as its vice president. Both cases were converted to Chapter 7 on Aug. 31, 2011. Janice Marsh was appointed chapter 7 trustee of the estate of Silver Spoon and David Nickless was appointed chapter 7 trustee of the estate of West Lowell. SMART ONLINE: Sells Additional $475,000 Conv. Subordinated Note --------------------------------------------------------------- Smart Online, Inc., sold an additional convertible secured subordinated note due Nov. 14, 2016, in the principal amount of $475,000 to a current noteholder. The Company is obligated to pay interest on the New Note at an annualized rate of 8% payable in quarterly installments commencing Feb. 14, 2013. The Company is not permitted to prepay the New Note without approval of the holders of at least a majority of the aggregate principal amount of the Notes then outstanding. About Smart Online Durham, North Carolina-based Smart Online, Inc., develops and markets a full range of mobile application software products and services that are delivered via a SaaS/PaaS model. The Company also provides website and mobile consulting services to not-for- profit organizations and businesses. The Company's balance sheet at Sept. 30, 2012, showed $1.9 million in total assets, $27.8 million in total liabilities, and a stockholders' deficit of $25.9 million. Cherry, Bekaert & Holland, L.L.P., in Raleigh, North Carolina, expressed substantial doubt about Smart Online's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31 2011. The independent auditors noted that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, STRATUS MEDIA: Enters Into $1 Million Securities Purchase Pact -------------------------------------------------------------- Stratus Media Group, Inc., entered into a Securities Purchase Agreement, dated as of Oct. 3, 2012, with one investor, pursuant to which the Company agreed to sell to the Investor, and the Investor agreed to purchase from the Company, shares of the Company's Series E Convertible Preferred Stock, the terms of which are set forth in the Amended and Restated Certificate of Designations of Series E Convertible Preferred Stock, for a purchase price of $1,000 per share, or $1,000,000 in the aggregate. In connection with the sale of the Preferred Shares, the Company also agreed to issue to the Investor (a) warrants to purchase up to one additional share of the Company's common stock for each share of Common Stock issuable upon conversion of the Preferred Shares, and (b) warrants to purchase up to 0.50 additional shares of Common Stock for each share of Common Stock issuable upon conversion of the Preferred Shares. The Warrants are exercisable for five years commencing on the date of first issuance and are exercisable only for cash if there is an effective registration statement covering the resale of the shares issuable upon exercise of the Warrants. In the absence of such a registration statement, the Warrants are exercisable for cash or on a cashless basis at the option of the holder thereof. The exercise price of the Warrants is $0.30 per share, subject to full ratchet anti-dilution protection. Pursuant to the Amended Certificate, the Preferred Shares bear a dividend of 5% per annum, payable quarterly in cash, or, if the dividend shares are registered for resale, in shares of the Company's Common Stock. The effective conversion rate for the Preferred Shares is $0.30 per share of Common Stock, subject to full ratchet anti-dilution protection. The Preferred Shares have voting rights on an as-converted to Common Stock basis. The Company is required to redeem any unconverted Preferred Shares on the fifth anniversary of the date of first issuance of shares of Preferred Stock, and has the right to require conversion at any time if the average daily trading value of shares of Common Stock for any twenty consecutive trading days exceeds $250,000 and the weighted average price per share is at least $2.50 for each of those twenty consecutive trading days. To secure the Company's obligation to redeem the Preferred Shares, the Company entered into a Security Agreement dated as of Oct. 3, 2012, pursuant to which the Company has agreed to grant the holders of the Preferred Shares a security interest in all of its assets, subject to the security interest granted by the Company in May 2011 to prior investors in the Preferred Stock. The Company intends to use the aggregate net proceeds from the offering for working capital and general corporate purposes. On Oct. 19, 2012, ProElite, Inc., a subsidiary of the Company, sold to an accredited investor a $500,000 secured convertible promissory note. The Note bears interest at the rate of 7% per annum and matures on Oct. 19, 2013. The Note is convertible into equity securities of PEI or the Company, as applicable, in the event of the closing of a qualified financing, at a conversion price equal to 50% of the purchase price paid per share or unit of the securities sold in the qualified financing. To secure PEI's obligations under the Note, PEI granted the holder of the Note a security interest in all of PEI's assets. About Stratus Media Santa Barbara, Calif.-based Stratus Media Group, Inc., is an owner, operator and marketer of live sports and entertainment events. Subject to the availability of capital, the Company intends to aggregate a large number of complementary live sports and entertainment events across North America and internationally. The Company reported a net loss of $15.83 million in 2011, compared with a net loss of $8.41 million in 2010. Goldman Kurland and Mohidin LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2011, citing recurring losses and negative cash flow from operations which raised substantial doubt as to the ability of the Company to continue as a going concern. The Company's balance sheet at June 30, 2012, showed $3.71 million in total assets, $8.77 million in total liabilities, all current, and a $5.06 million total shareholders' deficit. SUPERIOR BOAT: Brent Enterprises' Claim Won't Have Admin. Status ---------------------------------------------------------------- L. Brent Enterprises, Inc., contends that its claims for reimbursement of attorney's fees and costs, totaling $18,539, are administrative expenses under 11 U.S.C. Sec. 503(b) and, therefore, deserve priority status in the distribution of Superior Boat Works, Inc.'s assets because they constitute either "actual and necessary costs" of preserving the bankruptcy estate or, in the alternative, compensation awarded under 11 U.S.C. Sec. 330. Bankruptcy Judge Neil P. Olackd rejected L. Brent Enterprises' request, saying it has not carried its burden of persuasion with respect to its entitlement to administrative expense claims. A copy of the Court's Nov. 21, 2012 Memorandum Opinion and Order is available at http://is.gd/DyvmjGfrom Leagle.com. Enterprises is a Mississippi corporation with its principal place of business in Washington County, Mississippi. Its president is Edwin Lea Brent, who is also part owner of Superior. Superior Boat Works, Inc., was a Mississippi corporation that repaired and constructed ships and barges at a small shipyard located in Lake Ferguson, Washington County, Greenville, Mississippi. Superior is owned by Edwin Lea Brent and Collins Brent. Its president is Collins Brent. Superior Boat Works, based in Greenville, filed a Chapter 11 petition (Bankr. N.D. Miss. Case No. 09-15836) on Nov. 6, 2009, represented by William R. Armstrong Jr., Esq., in Jackson, Miss. The Debtor estimated its assets and debts at $1 million to $10 million at the time of the filing. T BANCSHARES: Files Form 10-Q, Reports $439,000 Net Income in Q3 ---------------------------------------------------------------- T Bancshares, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $439,000 on $1.52 million of total interest income for the three months ended Sept. 30, 2012, compared with net income of $352,000 on $1.65 million of total interest income for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported net income of $1.42 million on $4.46 million of total interest income, compared with a net loss of $1.15 million on $5.18 million of total interest income for the same period during the prior year. The Company's balance sheet at Sept. 30, 2012, showed $128.95 million in total assets, $112.61 million in total liabilities and $16.33 million in total shareholders' equity. A copy of the Form 10-Q is available for free at: http://is.gd/MMiAPr About T Bancshares, Inc. T Bancshares, Inc., is a bank holding company headquartered in Dallas, Texas, offering a broad array of banking services through T Bank, N.A. The Company's principal markets include North Dallas, Addison, Plano, Frisco, Southlake and the neighboring Texas communities. TALON THERAPEUTICS: Joseph Landy Discloses 92.4% Equity Stake ------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Joseph P. Landy and his affiliates disclosed that, as of Nov. 14, 2012, they beneficially own 265,461,487+ shares of common stock of Talon Therapeutics, Inc., representing 92.4% of the shares outstanding. Mr. Landy previously reported beneficial ownership of 263,730,894 common shares or a 92.3% equity stake as of Aug. 17, 2012. A copy of the amended filing is available for free at http://is.gd/Zln1OS About Talon Therapeutics Formerly known as Hana Biosciences, Inc., Talon Therapeutics Inc. (TLON.OB.) -- http://www.talontx.com/-- is a biopharmaceutical company dedicated to developing and commercializing new, differentiated cancer therapies designed to improve and enable current standards of care. The company's lead product candidate, Marqibo, potentially treats acute lymphoblastic leukemia and lymphomas. The Company has additional pipeline opportunities some of which, like Marqibo, improve delivery and enhance the therapeutic benefits of well characterized, proven chemotherapies and enable high potency dosing without increased toxicity. Effective Dec. 1, 2010, Hana Biosciences Inc. changed its name to Talon Therapeutics Inc. The name change was effected by merging Talon Therapeutics, Inc., a wholly-owned subsidiary of the Company, with and into the Company, with the Company as the surviving corporation in the merger. The Company's balance sheet at June 30, 2012, showed $18.38 million in total assets, $10.89 million in total liabilities, $22.22 million in series B convertible preferred stock, and $14.73 million in total stockholders' equity. The Company reported a net loss of $18.82 million for the year ended Dec. 31, 2011, compared with a net loss of $25.98 million during the prior year. BDO USA, LLP, in San Jose, California, issued a "going concern" qualification on the financial statements for the year ended Dec. 31, 2011, citing recurring losses from operations and net capital deficiency that raise substantial doubt about the Company's ability to continue as a going concern. THOMPSON CREEK: Prices $350 Million Sr. Secured Notes Offering -------------------------------------------------------------- Thompson Creek Metals Company Inc. announced the pricing of an offering of $350,000,000 aggregate principal amount of its 9.75% Senior Secured First Priority Notes due 2017. The Senior Secured Notes offering is expected to close, subject to customary closing conditions, on Nov. 27, 2012. The Company intends to use the proceeds from the offering for general corporate purposes, including capital expenditures relating to the development of its Mt. Milligan copper-gold mine. In connection with the closing of this offering, the Company intends to terminate its revolving credit facility, under which no debt is outstanding. The Senior Secured Notes will be fully and unconditionally guaranteed by certain wholly-owned subsidiaries of the Company. The Senior Secured Notes and the related guarantees will be secured by a first-priority lien subject to permitted liens on substantially all of the Company's and the guarantors' property and assets. The Senior Secured Notes are not convertible into equity of Thompson Creek. The offering is being made in the United States pursuant to an effective shelf registration statement that has been filed with the Securities and Exchange Commission. The offering is being made in Canada pursuant to an effective Canadian base shelf prospectus that has been filed on SEDAR. Deutsche Bank Securities Inc. served as the sole book-running manager of the Senior Notes offering. RBC Capital Markets LLC serves as senior co-manager. About Thompson Creek Metals Thompson Creek Metals Company Inc. is a growing, diversified North American mining company. The Company produces molybdenum at its 100%-owned Thompson Creek Mine in Idaho and Langeloth Metallurgical Facility in Pennsylvania and its 75%-owned Endako Mine in northern British Columbia. The Company is also in the process of constructing the Mt. Milligan copper-gold mine in central British Columbia, which is expected to commence production in 2013. The Company's development projects include the Berg copper-molybdenum-silver property and the Davidson molybdenum property, both located in central British Columbia. Its principal executive office is in Denver, Colorado and its Canadian administrative office is in Vancouver, British Columbia. More information is available at http://www.thompsoncreekmetals.com The Company's balance sheet at Sept. 30, 2012, showed $3.61 billion in total assets, $1.71 billion in total liabilities and $1.90 billion in shareholders' equity. * * * As reported by the TCR on Aug. 14, 2012, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Denver- based molybdenum miner Thompson Creek Metals Co. to 'CCC+' from 'B-'. "These rating actions follow Thompson Creek's announcement of weaker production and higher cost expectations through next year," said Standard & Poor's credit analyst Donald Marleau. In the May 9, 2012, edition of the TCR, Moody's Investors Service downgraded Thompson Creek Metals Company Inc.'s Corporate Family Rating (CFR) and probability of default rating to Caa1 from B3. Thompson Creek's Caa1 CFR reflects its concentration in molybdenum, relatively small size, heavy reliance currently on two mines, and the need for favorable volume and price trends in order to meet its increasingly aggressive capital expenditure requirements over the next several years. TITAN ENERGY: Incurs $470,600 Net Loss in Third Quarter ------------------------------------------------------- Titan Energy Worldwide, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $470,649 on $5.85 million of net sales for the three months ended Sept. 30, 2012, compared with a net loss of $1 million on $3.65 million of net sales for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $1.15 million on $14.46 million of net sales, compared with a net loss of $2.94 million on $10.67 million of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $6.87 million in total assets, $10.26 million in total liabilities and a $3.39 million total stockholders' deficit. 'At September 30, 2012, the Company had an accumulated deficit of $34,521,705. These conditions raise substantial doubt as to the Company?s ability to continue as a going concern." A copy of the Form 10-Q is available for free at: http://is.gd/0O52E6 About Titan Energy New Hudson, Mich.-based Titan Energy Worldwide, Inc., is a provider of onsite power generation, energy management and energy efficiency products and services. TONJI HEALTHCARE: Incurs $983,000 Net Loss in Third Quarter ----------------------------------------------------------- Tongji Healthcare Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $983,040 on $700,210 of total operating revenue for the three months ended Sept. 30, 2012, compared with a net loss of $22,846 on $703,330 of total operating revenue for the same period during the prior year. For the nine months ended Sept. 30, 2012, the Company reported a net loss of $1.11 million on $2.07 million of total operating revenue, compared with a net loss of $45,730 on $1.90 million of total operating revenue for the same period a year ago. The Company's balance sheet at Sept. 30, 2012, showed $14.06 million in total assets, $15.18 million in total liabilities and a $1.11 million total shareholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/sHqPCz About Tongji Healthcare Based in Nanning, Guangxi, the People's Republic of China, Tongji Healthcare Group, Inc., a Nevada corporation, operates Nanning Tongji Hospital, a general hospital with 105 licensed beds. As reported in the TCR on April 18, 2012, EFP Rotenberg, LLP, in Rochester, New York, expressed substantial doubt about Tongji Healthcare Group's ability to continue as a going concern, following the Company's results for the year ended Dec. 31, 2011. The independent auditors noted that the Company has negative working capital of $9.8 million, an accumulated deficit of $581,741, and a stockholders' deficit of $5,161 as of Dec. 31, 2011. UNILAVA CORP: Shelley International Replaces DGC as Accountants --------------------------------------------------------------- Unilava Corporation's Board of Directors was notified by De Joya Griffith, LLC (DGC) that they resigned as the Company's Certifying Auditor. DGC submitted audit reports on the Company's financial statements for the year ended Dec. 31, 2011, and for the quarters ended March 31, 2012, and June 30, 2012. The submitted audit reports did not contain any adverse opinions, disclaimers of opinions or other modifications or qualifications. DGC did not, during the applicable periods, advise the Company of any of the enumerated items described in Item 304(a)(1) of Regulation S-K. On Nov. 2, 2012, the Company's Board of Directors ratified the engagement of Shelley International CPA, as its auditors. The decision to retain this accountant was approved by the Board of Directors of Registrant. The Company authorized DGC to fully respond to any and all inquiries of Shelley International CPA, concerning the finances and previously performed audits of Registrant. During the two most recent fiscal years prior to the date of engagement, and the subsequent interim period prior to engaging Shelley International CPA, neither the Company (nor someone on the Company's behalf) consulted the newly engaged accountant regarding any matter. The decision to change accountants was approved by the Board of Directors of the Company. About Unilava Corporation Unilava Corporation (OTC BB: UNLA) -- http://www.unilava.com/-- is a diversified communications holding company incorporated under the laws of the State of Wyoming in 2009. Unilava and its subsidiary brands provide a variety of communications services, products, and equipment that address the needs of corporations, small businesses and consumers. The Company is licensed to provide long distance services in 41 states throughout the U.S. and local phone services across 11 states. Through its carrier- grade microwave wireless broadband infrastructure and broadband Internet access partners, the Company also offers mobile and high- definition IP-hosted voice services to residential customers and corporate clients. Additionally, Unilava delivers a comprehensive and integrated suite of fee-based online and mobile advertising and web services to a broad array of business enterprises. Headquartered in San Francisco, the Company has regional offices in Chicago, Seoul, Hong Kong, and Beijing. The Company reported a net loss of $2.98 million in 2011, compared with a net loss of $1 million in 2010. In its audit report accompanying the financial statements for fiscal 2011, De Joya Griffith & Company, LLC, in Henderson, Nevada, noted that the Company has suffered losses from operations, which raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at June 30, 2012, showed $2.79 million in total assets, $7.64 million in total liabilities and a $4.85 million total stockholders' deficit. VERTIS HOLDINGS: Committee Taps BDO as Financial Advisor -------------------------------------------------------- The Official Committee of unsecured Creditor in the Chapter 11 cases of Vertis Holdings, Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain BDO Consulting, a division of BDO USA, LLP as its financial advisor. BDO will, among other things: -- analyze the financial operations of the Debtors pre- and postpetition, as necessary; -- analyze the financial ramifications of any proposed transactions for which the Debtors seek Bankruptcy Court approval including, but not limited to, postpetition financing, sale of all or a portion of the debtors' assets, retention of management or employee incentive and severance plans; and -- conduct any requested financial analysis including verifying the material assets and liabilities of the Debtors, as necessary, and their values. The hourly rates of BDO's personnel are: Partners/Managing Directors $475 - $795 Directors & Senior Managers $375 - $525 Managers $325 - $425 Seniors $200 - $350 Staff $150 - $225 About Vertis Vertis Holdings Inc. -- http://www.thefuturevertis.com/-- provides advertising services in a variety of print media, including newspaper inserts such as magazines and supplements. Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821), returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to sell the business to Quad/Graphics, Inc., for $258.5 million, subject to higher and better offers in an auction. As of Aug. 31, 2012, the Debtors' unaudited consolidated financial statements reflected assets of approximately $837.8 million and liabilities of approximately $814.0 million. Bankruptcy Judge Christopher Sontchi presides over the 2012 case. Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal, and Cadwalader, Wickersham & Taft LLP. Quad/Graphics is advised by Blackstone Advisory Partners, Arnold & Porter LLP and Foley & Lardner LLP, special counsel for antitrust advice. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Quad/Graphics is a global provider of print and related multichannel solutions for consumer magazines, special interest publications, catalogs, retail inserts/circulars, direct mail, books, directories, and commercial and specialty products, including in-store signage. Headquartered in Sussex, Wis. (just west of Milwaukee), the Company has approximately 22,000 full-time equivalent employees working from more than 50 print-production facilities as well as other support locations throughout North America, Latin America and Europe. Vertis first filed for bankruptcy (Bankr. D. Del. Case No. 08-11460) on July 15, 2008, to complete a merger with American Color Graphics. ACG also commenced separate bankruptcy proceedings. In August 2008, Vertis emerged from bankruptcy, completing the merger. Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 10-16170) on Nov. 17, 2010. The Debtor estimated its assets and debts of more than $1 billion. Affiliates also filed separate Chapter 11 petitions -- American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174). The bankruptcy court approved the prepackaged Chapter 11 plan on Dec. 16, 2010, and Vertis consummated the plan on Dec. 21. The plan reduced Vertis' debt by more than $700 million or 60%. GE Capital Corporation, which serves as DIP Agent and Prepetition Agent, is represented in the 2012 case by lawyers at Winston & Strawn LLP. Morgan Stanely Senior Funding Inc., the agent under the prepetition term loan, and as term loan collateral agent, is represented by lawyers at White & Case LLP, and Milbank Tweed Hadley & McCloy LLP. The Official Committee of Unsecured Creditors tapped Cooley LLP as its lead counsel, BDO Consulting, a division of BDO USA, LLP as its financial advisor. VERTIS HOLDINGS: Committee Taps Cooley LLP as Lead Counsel ---------------------------------------------------------- The Official Committee of unsecured Creditor in the Chapter 11 cases of Vertis Holdings, Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain Cooley LLP as its lead counsel. Jay R. Indyke, a member of Cooley, tells the Court that the hourly rates of Cooley's personnel are: Jay R. Indyke, partner $895 RichardS. Kanowitz, partner $795 Jeffrey L. Cohen, partner $660 Seth Van Aalten Associate $630 Michael A. Klein Associate $630 Dana S. Katz Associate $445 Robert Winning Associate $395 Rebecca Goldstein Paralegal $255 To the best of the Committee's knowledge, Colley represents no interest adverse to the Committee, the Debtors, their estates or any parties-in-interest. A hearing on Nov. 27, 2012, at 1 p.m. has been set. About Vertis Vertis Holdings Inc. -- http://www.thefuturevertis.com/-- provides advertising services in a variety of print media, including newspaper inserts such as magazines and supplements. Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821), returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to sell the business to Quad/Graphics, Inc., for $258.5 million, subject to higher and better offers in an auction. As of Aug. 31, 2012, the Debtors' unaudited consolidated financial statements reflected assets of approximately $837.8 million and liabilities of approximately $814.0 million. Bankruptcy Judge Christopher Sontchi presides over the 2012 case. Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal, and Cadwalader, Wickersham & Taft LLP. Quad/Graphics is advised by Blackstone Advisory Partners, Arnold & Porter LLP and Foley & Lardner LLP, special counsel for antitrust advice. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Quad/Graphics is a global provider of print and related multichannel solutions for consumer magazines, special interest publications, catalogs, retail inserts/circulars, direct mail, books, directories, and commercial and specialty products, including in-store signage. Headquartered in Sussex, Wis. (just west of Milwaukee), the Company has approximately 22,000 full-time equivalent employees working from more than 50 print-production facilities as well as other support locations throughout North America, Latin America and Europe. Vertis first filed for bankruptcy (Bankr. D. Del. Case No. 08-11460) on July 15, 2008, to complete a merger with American Color Graphics. ACG also commenced separate bankruptcy proceedings. In August 2008, Vertis emerged from bankruptcy, completing the merger. Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 10-16170) on Nov. 17, 2010. The Debtor estimated its assets and debts of more than $1 billion. Affiliates also filed separate Chapter 11 petitions -- American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174). The bankruptcy court approved the prepackaged Chapter 11 plan on Dec. 16, 2010, and Vertis consummated the plan on Dec. 21. The plan reduced Vertis' debt by more than $700 million or 60%. GE Capital Corporation, which serves as DIP Agent and Prepetition Agent, is represented in the 2012 case by lawyers at Winston & Strawn LLP. Morgan Stanely Senior Funding Inc., the agent under the prepetition term loan, and as term loan collateral agent, is represented by lawyers at White & Case LLP, and Milbank Tweed Hadley & McCloy LLP. The Official Committee of Unsecured Creditors tapped Cooley LLP as its lead counsel, BDO Consulting, a division of BDO USA, LLP as its financial advisor. VERTIS HOLDINGS: Proposes KCC as Administrative Agent ----------------------------------------------------- Vertis Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Kurtzman Carson Consultants LLC to provide certain administrative services. On Oct. 12, 2012, the Court entered an order approving KCC as claims and noticing agent for the Debtors. KCC will, among other things: -- receive and tabulate all ballots in accordance with any solicitation order issued by the Court; -- prepare the certification of votes of any proposed Chapter 11 plan submitted; and -- attend related hearings as may be requested by the Debtors or their counsel. Prepetition, the Debtors paid KCC a $50,000 retainer. To the best of the Debtors' knowledge, KCC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Vertis Vertis Holdings Inc. -- http://www.thefuturevertis.com/-- provides advertising services in a variety of print media, including newspaper inserts such as magazines and supplements. Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821), returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to sell the business to Quad/Graphics, Inc., for $258.5 million, subject to higher and better offers in an auction. As of Aug. 31, 2012, the Debtors' unaudited consolidated financial statements reflected assets of approximately $837.8 million and liabilities of approximately $814.0 million. Bankruptcy Judge Christopher Sontchi presides over the 2012 case. Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal, and Cadwalader, Wickersham & Taft LLP. Quad/Graphics is advised by Blackstone Advisory Partners, Arnold & Porter LLP and Foley & Lardner LLP, special counsel for antitrust advice. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Quad/Graphics is a global provider of print and related multichannel solutions for consumer magazines, special interest publications, catalogs, retail inserts/circulars, direct mail, books, directories, and commercial and specialty products, including in-store signage. Headquartered in Sussex, Wis. (just west of Milwaukee), the Company has approximately 22,000 full-time equivalent employees working from more than 50 print-production facilities as well as other support locations throughout North America, Latin America and Europe. Vertis first filed for bankruptcy (Bankr. D. Del. Case No. 08-11460) on July 15, 2008, to complete a merger with American Color Graphics. ACG also commenced separate bankruptcy proceedings. In August 2008, Vertis emerged from bankruptcy, completing the merger. Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 10-16170) on Nov. 17, 2010. The Debtor estimated its assets and debts of more than $1 billion. Affiliates also filed separate Chapter 11 petitions -- American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174). The bankruptcy court approved the prepackaged Chapter 11 plan on Dec. 16, 2010, and Vertis consummated the plan on Dec. 21. The plan reduced Vertis' debt by more than $700 million or 60%. GE Capital Corporation, which serves as DIP Agent and Prepetition Agent, is represented in the 2012 case by lawyers at Winston & Strawn LLP. Morgan Stanely Senior Funding Inc., the agent under the prepetition term loan, and as term loan collateral agent, is represented by lawyers at White & Case LLP, and Milbank Tweed Hadley & McCloy LLP. The Official Committee of Unsecured Creditors tapped Cooley LLP as its lead counsel, BDO Consulting, a division of BDO USA, LLP as its financial advisor. VOICE ASSIST: Delays Form 10-Q for Third Quarter ------------------------------------------------ Voice Assist, Inc., has experienced a delay in completing the necessary disclosures and finalizing its financial statements with its independent public accountant in connection with its quarterly report on Form 10-Q for the period ended Sept. 30, 2012. As a result of this delay, the Company was unable to file its Quarterly Report by the prescribed filing date of Nov. 14, 2012, without unreasonable effort or expense. About Voice Assist Lake Forest, Calif.-based Voice Assist, Inc., operates a cloud- based speech recognition platform that supports speech recognition based enterprise services such as Customer Relationship Management (CRM), field force automation, as well as direct-to-enterprise services such as virtual assistants that unify communications and direct-to-consumer "safe driving" services that allow SMS, email, and social media messaging through a single personal phone number. In the auditors' report accompanying the annual report for the year ended Dec. 31, 2011, Mantyla McReynolds LLC, in Salt Lake City, Utah, expressed substantial doubt about Voice Assist's ability to continue as a going concern. The independent auditors noted that the Company has working capital deficits and has incurred losses from operations and negative operating cash flows during the years ended Dec. 31, 2011, and 2010. The Company reported a net loss of $10.24 million on $872,010 of revenues for 2011, compared with a net loss of $1.30 million on $1.26 million of revenues for 2010. The Company's balance sheet at June 30, 2012, showed $1.31 million in total assets, $860,454 in total liabilities and $449,812 in total stockholders' equity. VUZIX CORP: In Default Under Senior Loan Agreement -------------------------------------------------- Vuzix Corporation entered into a Convertible, Senior Secured Term loan in the principal amount of $619,122 with LC Capital Master Fund Ltd on June 15, 2012. Under this agreement, the lender has a first priority security interest on the Company's intellectual property and a second priority security interest on all of the Company's other assets. The Senior Loan agreement contains certain covenants, including a covenant requiring the Company to maintain minimum cash levels and making the required principal and interest payments. As of Sept. 30, 2012, the outstanding loan balance plus accrued interest was $622,140. The Company is in compliance with its required interest payments. The Company was not in compliance with this covenant as of the end of its fiscal quarter ended Sept. 30, 2012, and it did not make the required principal payment of $51,594 due on Oct. 15, 2012. If the lender does not grant a waiver with respect to this covenant default and the missed payment of principal or forbear its right to foreclose upon its collateral, the lender may accelerate payment of all amounts due it and enforce its remedies to sell its collateral. About Vuzix Corp. Rochester, New York-based Vuzix Corporation (TSX-V: VZX) OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the defense, consumer and media & entertainment markets. The Company reported a net loss of $3.87 million in 2011, a net loss of $4.55 million in 2010, and a net loss of $3.25 million in 2009. The Company's balance sheet at June 30, 2012, showed $3.88 million in total assets, $7.60 million in total liabilities and a $3.72 million total stockholders' deficit. After auditing the 2011 annual report, EFP Rotenberg, LLP, in Rochester, New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses from operations in recent years. In addition, the Company is dependent on its various debt and compensation agreements to fund its working capital needs. And while there are no financial covenants with which the Company must comply with, these debts are past due in some cases. Bankruptcy Warning The Company said in its 2011 annual report that its future viability is dependent on its ability to execute these plans successfully. If the Company fails to do so for any reason, the Company would not have adequate liquidity to fund its operations, would not be able to continue as a going concern and could be forced to seek relief through a filing under U.S. Bankruptcy Code. WAGSTAFF MINNESOTA: Plan Outline Hearing Slated for Dec. 12 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Minnesota will convene a hearing on Dec. 12, 2012, at 2 p.m., to consider adequacy of the Disclosure Statement explaining Wagstaff Properties LLC, et al.'s proposed Chapter 11 Plan. According to the Disclosure Statement for the Joint Plan of Liquidation dated Oct. 30, 2012, the Plan Debtors seek to assign all of their assets to a trust(s) that will liquidate the assets and distribute the cash proceeds of those assets to creditors as set forth in the trust document(s). Under the Plan, claims will be treat as: 1. Secured claims of General Electric Capital Corporation, a Delaware corporation, General Electric Capital Business Asset Funding Corporation of Connecticut, a Delaware corporation, GE Capital Franchise Finance Corporation, and Colonial Pacific Leasing Corporation will be allowed in the amount of $47,500,000. GECC will receive its collateral or the proceeds from the sale of the collateral. 2. Each holder of general unsecured claims will receive in full satisfaction of its claim its pro rata share of interests in a liquidating trust. 3. Each holder of equity interests will receive no distribution, and the interests will be terminated and dismissed on the Effective Date. The Debtors entered into the Asset Purchase Agreement for the sale of assets, including a fee interest or assignment of a leasehold interest in the purchased stores. Nineteen of the purchased stores are fee-owned by the Plan Debtors and the remaining 10 purchased stores are leased by the Plan Debtors from unaffiliated third party landlords. The purchase price is $13,800,000 in cash. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/WAGSTAFF_MINNESOTA_ds2.pdf About Wagstaff Properties Hanford, California-based Wagstaff Properties LLC and its debtor- affiliates filed for Chapter 11 protection (Bankr. D. Minn. Case No. 11-43074) on April 30, 2011. The cases are jointly administered with Wagstaff Minnesota, Inc. (Case No. 11-43073). Bankruptcy Judge Nancy C. Dreher presides over the cases. Fredrikson & Byron, PA, and Peitzman Weg & Kempinsky LLP, represent the Debtors in their restructuring efforts. Alvarez & Marsal North America LLC serves as the Debtors' financial advisor. Trinity Capital, LLC and its affiliated broker-dealer, BWK Trinity Capital Securities LLC, serve as the Debtors' investment banker with respect to a sale of their assets. Epiq Bankruptcy Solutions LLC provides administrative, noticing and balloting services. Wagstaff Properties estimated assets and liabilities at $10 million to $50 million. On June 8, 2011, the U.S. Trustee appointed three member to the Official Committee of Unsecured Creditors in the Debtors' cases. Freeborn & Peters LLP and Lommen, Abdo, Cole, King & Stageberg P.A. serve as the Committee's counsel. WEST FRASER: DBRS Confirms 'BB' Issuer Rating, Positive Trend ------------------------------------------------------------- DBRS has confirmed the Issuer Rating and Secured Debentures rating of West Fraser Timber Co. Ltd. (West Fraser or the Company) at BB (high), with a trend change to Positive from Stable. This Positive trend reflects that West Fraser's credit metrics are solid for the current ratings and are expected to remain sustainable going forward, driven by DBRS's view on the sustainable improvement of the U.S. housing industry. Furthermore, West Fraser's above-average business profile, low debt financial profile and its ability to generate free cash flow during times of weak operating performances also help support the Company's credit ratings. Market conditions in the first nine months of 2012 have strengthened, with higher lumber and panel prices driven by a steady improvement in the U.S. housing industry, indicated by SAAR (Seasonally Adjusted Annual Rate) housing starts of 872,000 in September 2012, the highest number since 2009. As a result, lumber and panel businesses have reported stronger results, which have more than offset weaker pulp results driven by lower pulp prices. Moreover, results for the first nine months were affected by a higher than normal utility-grade lumber sales component in Q1 2012, the result of a utility-grade lumber inventory buildup in the fourth quarter of 2011. This caused pressure on the low-grade lumber prices and is not expected to be repeated. Additionally, inventory levels in the lumber and panel industry supply chain are tight, and therefore any increase in demand would have positive effects on prices. All things considered, lumber and panel results going forward are expected to be strong, due to continuing improvement in the U.S. housing industry. Furthermore, pulp results are expected to stabilize at the current level, driven by stabilized demand from China, pulp prices and world pulp inventory levels. Altogether, DBRS expects West Fraser to generate stronger operating results in 2013, driven mainly by stronger lumber and panel results, while pulp results remain stable. West Fraser's business profile is above-average, compared with industry peers. It is the largest lumber producer in North America, with strong exposure to the West Coast and southern United States, and is also one of the industry's lowest-cost producers. The Company has a solid position in pulp, which provides a degree of business diversity, and has recently stepped up its investment program to modernize its operating assets. West Fraser is well-positioned to benefit from the current improvement of the U.S. housing industry. Moreover, over the past few years, West Fraser has been actively paying down debt with free cash flow and reducing risk in its financial profile. The ratio of gross debt-to-total capitalization has declined to about 18% at the end of September 2011 from 26% in 2007, and has remained at this level to September 2012. West Fraser has consistently demonstrated its ability to generate free cash flow (before working capital), even during times of weak operating performances - notably, in 2008 and 2009. However, West Fraser could face a couple of wildcards: (1) the looming uncertainty of the U.S. government "fiscal cliff," which could slow down the improvement of the housing industry in the United States; (2) unexpected and significant rises in sawlog costs; and (3) a stronger Canadian dollar, which can put pressure on the Company's operating margin. In conclusion, if the improvement in the U.S. housing industry proves to be sustainable going forward, and West Fraser's credit metrics continue to demonstrate this sustainability, its credit ratings are likely to be upgraded by one notch during 2013. DBRS has simulated a default scenario for West Fraser in order to analyze the potential recovery of its secured debt in the event of default. This scenario assumes a prolonged period of severe economic conditions, regardless of how hypothetical or unlikely the conditions may be, in which product demand and prices plummet. In this scenario, EBITDA quickly declines and turns negative over the forecasted period. DBRS assumes that in such an event of default, the Company would be reorganized as a going concern, and has thus derived recovery prospects of between 50% and 70%, corresponding to a recovery rating of RR3 for the secured debt. WESTINGHOUSE SOLAR: Common Shares Delisted from NASDAQ ------------------------------------------------------ The NASDAQ Stock Market LLC notified the U.S. Securities and Exchange Commission on Form 25 regarding the removal from listing or registration under Section 12(b) of the Securities Exchange Act of 1934 of the common stock of Westinghouse Solar, Inc. About Westinghouse Campbell, Calif.-based Westinghouse Solar, Inc., is a designer and manufacturer of solar power systems and solar panels with integrated microinverters. The Company designs, markets and sells these solar power systems to solar installers, trade workers and do-it-yourself customers in the United States and Canada through distribution partnerships, the Company's dealer network and retail outlets. As reported in the TCR on April 16, 2012, Burr Pilger Mayer, Inc., in San Francisco, California, expressed substantial doubt about Westinghouse Solar's ability to continue as a going concern, following the Company's results for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has suffered significant operating losses and has negative cash flow from operations. The Company's balance sheet at Sept. 30, 2012, showed $4.4 million in total assets, $5.6 million in total liabilities, and a stockholders' deficit of $1.2 million. XTREME GREEN: Delays Form 10-Q for Third Quarter ------------------------------------------------ Xtreme Green Products Inc.'s quarterly report on Form 10-Q for the quarter ended Sept. 30, 2012, was not filed within the prescribed time period because the Company requires additional time for compilation and review to insure adequate disclosure of certain information required to be included in the Form 10-Q. The report will be filed on or before the fifth calendar day following the prescribed due date. About Xtreme Green Based in North Las Vegas, Nev., Xtreme Green Products Inc. is an eco-vehicle company that designs, develops and manufacXtures revolutionary, green, 100% electric powered products such as Personal Mobility Vehicles (PMVs), Motorcycles & Scooters, (ATVs) All Terrain Vehicles, (UTVs) and Utility Terrain Vehicles. After auditing the 2011 financial statements, Kingery & Crouse PA, in Tampa, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant losses from operations and has working capital and stockholder deficiencies. The Company reported a net loss of $2.16 million in 2011, compared with a net loss of $2.12 million in 2010. The Company's balance sheet at March 31, 2012, showed $1.36 million in total assets, $3.15 million in total liabilities and a $1.78 million total stockholders' deficit. * BOND PRICING: For Week From Nov. 19 to 23, 2012 ------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- AES EASTERN ENER 9.000 1/2/2017 3.570 AES EASTERN ENER 9.670 1/2/2029 4.375 AGY HOLDING COR 11.000 11/15/2014 47.038 AHERN RENTALS 9.250 8/15/2013 66.000 ALION SCIENCE 10.250 2/1/2015 52.600 AM AIRLN PT TRST 10.180 1/2/2013 93.000 AMBAC INC 6.150 2/7/2087 4.100 ARK OF SAFETY 8.000 4/15/2029 6.000 ATP OIL & GAS 11.875 5/1/2015 13.500 ATP OIL & GAS 11.875 5/1/2015 13.875 ATP OIL & GAS 11.875 5/1/2015 13.500 BUFFALO THUNDER 9.375 12/15/2014 34.500 CALIF BAPTIST 7.100 4/1/2014 4.500 CAPMARK FINL GRP 6.300 5/10/2017 2.000 CBB-CALL12/12 7.200 11/29/2023 94.077 CENTRAL EUROPEAN 3.000 3/15/2013 60.375 CHAMPION ENTERPR 2.750 11/1/2037 1.000 CIT-CALL12/12 5.875 12/15/2021 98.250 DIRECTBUY HLDG 12.000 2/1/2017 20.500 DIRECTBUY HLDG 12.000 2/1/2017 20.500 DOWNEY FINANCIAL 6.500 7/1/2014 58.125 DYN-RSTN/DNKM PT 7.670 11/8/2016 4.875 EASTMAN KODAK CO 7.000 4/1/2017 11.075 EASTMAN KODAK CO 7.250 11/15/2013 10.000 EASTMAN KODAK CO 9.200 6/1/2021 9.000 EASTMAN KODAK CO 9.950 7/1/2018 10.125 EDISON MISSION 7.500 6/15/2013 46.750 ENERGY CONVERS 3.000 6/15/2013 40.000 ETFC-CALL12/12 7.875 12/1/2015 101.500 ETFC-CALL12/12 12.500 11/30/2017 112.670 F-CALL12/12 5.750 6/20/2021 100.200 FIBERTOWER CORP 9.000 11/15/2012 14.250 FIBERTOWER CORP 9.000 11/15/2012 13.875 FIBERTOWER CORP 9.000 1/1/2016 30.000 FRIENDSHIP WEST 8.000 6/15/2024 9.100 GEOKINETICS HLDG 9.750 12/15/2014 45.000 GLB AVTN HLDG IN 14.000 8/15/2013 32.000 GLOBALSTAR INC 5.750 4/1/2028 44.310 GMX RESOURCES 4.500 5/1/2015 46.250 GMX RESOURCES 5.000 2/1/2013 89.000 HAWKER BEECHCRAF 8.500 4/1/2015 5.950 HAWKER BEECHCRAF 8.875 4/1/2015 5.750 HUTCHINSON TECH 8.500 1/15/2026 59.000 IBM CORP 4.750 11/29/2012 100.000 JAMES RIVER COAL 4.500 12/1/2015 42.000 KELLWOOD CO 7.625 10/15/2017 34.050 LAMAR MEDIA CORP 6.625 8/15/2015 101.625 LEHMAN BROS HLDG 0.250 12/12/2013 20.125 LEHMAN BROS HLDG 0.250 1/26/2014 20.125 LEHMAN BROS HLDG 1.000 10/17/2013 20.125 LEHMAN BROS HLDG 1.000 3/29/2014 20.125 LEHMAN BROS HLDG 1.000 8/17/2014 20.125 LEHMAN BROS HLDG 1.000 8/17/2014 20.125 LEHMAN BROS HLDG 1.250 2/6/2014 20.125 LEHMAN BROS INC 7.500 8/1/2026 18.020 LIFECARE HOLDING 9.250 8/15/2013 36.854 LIFEPOINT CMNTY 8.400 10/20/2036 4.000 MANNKIND CORP 3.750 12/15/2013 67.750 MASHANTUCKET PEQ 8.500 11/15/2015 8.125 MASHANTUCKET PEQ 8.500 11/15/2015 15.750 MASHANTUCKET TRB 5.912 9/1/2021 9.250 METRO BAP CHURCH 8.400 1/12/2029 4.000 MF GLOBAL LTD 9.000 6/20/2038 59.100 NEWPAGE CORP 10.000 5/1/2012 4.454 NEWPAGE CORP 11.375 12/31/2014 44.819 NGC CORP CAP TR 8.316 6/1/2027 13.000 OVERSEAS SHIPHLD 8.125 3/30/2018 39.315 OVERSEAS SHIPHLD 8.750 12/1/2013 40.000 PEBO-CALL12/12 8.620 5/1/2029 100.000 PENSON WORLDWIDE 8.000 6/1/2014 42.011 PMI CAPITAL I 8.309 2/1/2027 1.000 PMI GROUP INC 6.000 9/15/2016 28.750 POWERWAVE TECH 3.875 10/1/2027 10.000 POWERWAVE TECH 3.875 10/1/2027 10.191 RESIDENTIAL CAP 6.500 4/17/2013 24.500 RESIDENTIAL CAP 6.875 6/30/2015 23.420 REVEL AC INC 12.000 3/15/2018 5.750 SAVIENT PHARMA 4.750 2/1/2018 18.250 SCHOOL SPECIALTY 3.750 11/30/2026 49.000 TERRESTAR NETWOR 6.500 6/15/2014 10.000 TEXAS COMP/TCEH 10.250 11/1/2015 17.500 TEXAS COMP/TCEH 10.250 11/1/2015 17.875 TEXAS COMP/TCEH 10.250 11/1/2015 19.600 TEXAS COMP/TCEH 15.000 4/1/2021 34.250 TEXAS COMP/TCEH 15.000 4/1/2021 28.500 THQ INC 5.000 8/15/2014 23.375 TIMES MIRROR CO 7.250 3/1/2013 35.000 TL ACQUISITIONS 10.500 1/15/2015 25.500 TL ACQUISITIONS 10.500 1/15/2015 25.448 TOUSA INC 7.500 3/15/2011 2.000 TRAVELPORT LLC 11.875 9/1/2016 37.700 TRAVELPORT LLC 11.875 9/1/2016 36.125 TRIBUNE CO 5.250 8/15/2015 37.000 URI-CALL11/12 10.875 6/15/2016 110.500 USEC INC 3.000 10/1/2014 34.000 VERSO PAPER 11.375 8/1/2016 42.983 WASH MUT BANK NV 6.750 5/20/2036 0.063 WCI COMMUNITIES 4.000 8/5/2023 0.625 WCI COMMUNITIES 4.000 8/5/2023 0.625 WCI COMMUNITIES 6.625 3/15/2015 0.625 ********* 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. 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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 ***