/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130102.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, January 2, 2013, Vol. 17, No. 1 Headlines AGRIPARTNERS LIMITED: Case Summary & 13 Top Unsecured Creditors ALION SCIENCE: 4th Amended Certificate of Incorporation Okayed AMBAC FIN'L: Cong. Joint Committee Won't Oppose IRS Settlement AMERIGROUP CORP: Moody's Hikes Sr. Unsecured Debt Rating From Ba2 APEX DIGITAL: Court OKs Additional Services From Lewis Brisbois APEX KATY: US Trustee Seeks to Dismiss Chapter 11 Case APPLIED DNA: Incurs $7.1 Million Net Loss in Fiscal 2012 ATHENEON CDK: Voluntary Chapter 11 Case Summary AURASOUND INC: Case Summary & 20 Largest Unsecured Creditors AXESSTEL INC: Amends Q3 Form 10-Q for Additional Disclosure AXION INTERNATIONAL: Samuel Rose Hikes Equity Stake to 37.4% BACKWOODS LLC: Voluntary Chapter 11 Case Summary BEL-SHORE ENTERPRISES: Case Summary & 20 Largest Unsec Creditors BUILDERS FIRSTSOURCE: Hikes Liquidity by $93MM to Support Growth CENTRAL EUROPEAN: Issues 3 Million Common Shares to Roust Trading CENTRAL FEDERAL: Uni Capital Stake Down to Less Than 1% CENTRAL FEDERAL: Edward Cochran Named to Board of Directors CHISEN ELECTRIC: Copies of Material Definitive Agreements CPI CORP: Net Sales Down 26% in Third Quarter D MEDICAL: Shareholders Meet Jan. 21 on Pact With CEO DEX ONE: CTO A. Banerjea Jumps to NBCUniversal DEX ONE: Hayman Capital Discloses 9.9% Equity Stake DEX ONE: Keeps Seeking Joinders From Lenders on Plan Deals DJA CORP: Case Summary & 20 Largest Unsecured Creditors DONNERAIL LLC: Case Summary & Largest Unsecured Creditor DYNASIL CORP: Fails to Meet Financial Covenants in Loan Agreements EASTMAN KODAK: To Receive $525 Million From Sale of IP Assets ENERGY FUTURE: Has Private Exchange Offers for Debt Securities EPICEPT CORP: Terminates Employment of SVP Dileep Bhagwat FENTURA FINANCIAL: Terminates Offerings Under 1996 Option Plans FIRST PHILADELPHIA: Case Summary & 6 Largest Unsecured Creditors FOXFIELD LLC: Voluntary Chapter 11 Case Summary GREEN ENDEAVORS: Amends 2nd and 3rd Quarters' Financials GREENSHIFT CORP: Maturity of YA Global Debt Extended to March 31 HAMPTON ROADS: Eddie Cooke Joins as BHR Vice President HERCULES OFFSHORE: Files Fleet Status Report as of Dec. 19 HERITAGE PLAZA: Voluntary Chapter 11 Case Summary HOVNANIAN ENTERPRISES: Files Form 10-K, Had $66.2MM Loss in 2012 INSPIREMD INC: Effectuating a One-for-Four Reverse Stock Split JJT & M INC: Case Summary & 2 Unsecured Creditors K-V PHARMACEUTICAL: Receives Court Approval of Hologic Settlement KICKAPOO KENNELS: Case Summary & 5 Unsecured Creditors LDK SOLAR: 2014 Noteholders Consent to Indenture Amendments LOBIONDO BROTHERS: Case Summary & 20 Largest Unsecured Creditors LOCATION BASED TECHNOLOGIES: PocketFinder on TV in Early 2013 LODGENET INTERACTIVE: To Enter Ch. 11 as Colony Gets Control LUCID INC: William Shea Lowers Equity Stake to 4.3% MCCLATCHY CO: $762.4MM Notes Validly Tendered as of Dec. 11 MF GLOBAL: Deal Could Net 100% Recovery for Customers' Claims MGM RESORTS: Amends Credit Agreement with Bank of America MOHEGAN TRIBAL: Reports $61.2 Million Net Income in Fiscal 2012 MPG OFFICE: Sells 20% Joint Venture Interest for $41 Million NEW PEOPLES: Raises Nearly $18 Million in New Capital NEWLEAD HOLDINGS: Posts $3.1MM Net Income in 1st Half of 2012 NEWPAGE CORP: Moody's Assigns 'B1' CFR/PDR; Outlook Stable NEXSTAR BROADCASTING: Sells Additional 1.2-Mil. Class A Shares NORTHERN LAND: Case Summary & 2 Unsecured Creditors OFLYE TRUST: Case Summary & 12 Unsecured Creditors ORCHARD SUPPLY: Pulls Two Members From Leadership Team POSITIVEID CORP: Signs License Agreement with The Boeing Company PROELITE INC: Isaach Blech Hikes Equity Stake to 86.1% PACIFIC GOLD: Common Share Par Value Changed to $0.0000000001 POWER3 MEDICAL: Amarantus Acquires IP Assets for $40,000 QUALITY DISTRIBUTION: Annette Sandberg Appointed to Board QUANTUM FUEL: Brian Olson Appointed to Board of Directors REEVES DEVELOPMENT: Files Schedules of Assets and Liabilities RITE AID: Reports $61.9 Million Net Income in Dec. 1 Quarter ROTECH HEALTHCARE: Has $25MM Credit Agreement with Silver Point SAND TECHNOLOGY: Incurs C$465,000 Net Loss in Oct. 31 Quarter SEARCHMEDIA HOLDINGS: Units Deregistered from NYSE SKINNY NUTRITIONAL: Trim Standstill Pact Extended for 30 days STILLBROOKE HOMES: Case Summary & 20 Largest Unsecured Creditors SUPERMEDIA INC: Continues to Seek OK on Plans, Credit Amendments SUPERMEDIA INC: Hayman Capital Discloses 9.9% Equity Stake THERMOENERGY CORP: James Wood Named President and CEO THQ INC: Meeting to Form Creditors Committee Tomorrow THQ INC: Notifies SEC of Bankruptcy Filing TOPS HOLDING: Withdraws Offer to Purchase 10.125% Senior Notes TRANS-LUX CORP: Amends 27.2 Million Common Shares Prospectus TRIBUNE CO: Emerges From Chapter 11 Restructuring Process TRISTAN OIL: Enters Into Sharing Agreement with Noteholders UNI-PIXEL INC: Denies Allegations in UK Patent Litigation UNIGENE LABORATORIES: Has Settlement with Former Patent Counsel UNIVERSITY GENERAL: Closes Purchase of South Hampton Hospital UNIVERSITY GENERAL: To Develop Pearland, Texas Medical Complex VIASYSTEMS INC: Moody's Affirms 'B2' CFR; Outlook Stable VISION INDUSTRIES: Amends 2011 Quarterly Reports VITESSE SEMICONDUCTOR: Receives $17.1MM from Public Offering VITESSE SEMICONDUCTOR: Kopp Investment Holds 7.2% Equity Stake VUZIX CORP: Files Form S-1 Registration Statement VYCOR MEDICAL: CEO Denness Resigns for Personal Reasons W25 LLC: Files Schedules of Assets and Liabilities W25 LLC: Sec. 341 Creditors' Meeting Set for Jan. 7 WADDY TRAVEL: Case Summary & 10 Unsecured Creditors * CFP Board Identifies Bankrupt Professionals in Past 5 Years * Upcoming Meetings, Conferences and Seminars ********* AGRIPARTNERS LIMITED: Case Summary & 13 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Agripartners Limited Partnership 612 E. 11 Mile Road Royal Oak, MI 48067 Bankruptcy Case No.: 12-19214 Chapter 11 Petition Date: December 24, 2012 Court: U.S. Bankruptcy Court Middle District of Florida (Ft. Myers) Debtor's General Bankruptcy Counsel: Philip J. Landau, Esq. SHRAIBERG, FERRARA & LANDAU, P.A. 2385 NW Executive Center Drive, Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Fax: 561-998-0047 E-mail: plandau@sfl-pa.com Debtor's Local Bankruptcy Counsel: Richard Hollander, Esq. MILLER & HOLLANDER Estimated Assets: $100,000,001 to $500,000,000 Estimated Liabilities: $50,000,001 to $100,000,000 The petition was signed by Daniel J. Aronoff, manager at Hastings Street Holdings, LLC, the Debtor's general partner. List of the Debtor's 13 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Garner Law, PA $295,000.00 61 Ojibwa North Monticello, FL 32344 Missimer-Schlumberger $197,251.71 1567 Hayley Lane Suite 202 Fort Myers, FL 33907 Rose, Sundstrom & Bentley LLP $140,154.96 2548 Blairstone Pines Drive Tallahassee, FL 32301 Berger Singerman $8,357.29 Glass Ratner Advisory & Capital Group LLC $7,212.70 Greenhorne and Omara $67,989.03 Henderson Franklin Starnes Holt $99,542.52 Johnson Engineering $5,910.00 Morris-Depew Associates, Inc. $90,000.00 Parrish, Lawhon and Yarnell PA $2,299.74 Squire Sanders & Dempsey, LLP $37,112.00 Strategic Development Services $6,636.00 Wachovia Bank, NA $46,398.05 ALION SCIENCE: 4th Amended Certificate of Incorporation Okayed -------------------------------------------------------------- The Alion Science and Technology Corporation Employee Ownership, Savings and Investment Trust, the sole record shareholder of Alion Science and Technology Corporation, approved by unanimous written consent, upon the recommendation of Alion's Board of Directors, the adoption of the Fourth Amended and Restated Certificate of Incorporation of Alion. All 6,721,404 shares of Alion's common stock issued and outstanding were voted in favor of approving the adoption of the Fourth Amended and Restated Certificate of Incorporation. The Fourth Amended and Restated Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on Dec. 21, 2012. A copy of the Fourth Amended and Restated Certificate of Incorporation is available for free at http://is.gd/MK0Dxw About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science incurred a net loss of $41.44 million for the year ended Sept. 30, 2012, a net loss of $44.38 million for the year ended Sept. 30, 2011, and a net loss of $15.23 million for the year ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2012, showed $635.29 million in total assets, $776.35 million in total liabilities, $110.74 million in redeemable common stock, $20.78 million in common stock warrants, $149,000 accumulated other comprehensive loss and a $272.43 million accumulated deficit. Bankruptcy Warning "Our credit arrangements, including our unsecured and secured note indentures and our revolving credit facility include a number of covenants. We expect to be able to comply with our indenture covenants and our credit facility financial covenants for at least the next twenty-one months. If we were unable to meet financial covenants in our revolving credit facility in the future, we might need to amend the revolving credit facility on less favorable terms. If we were to default under any of the revolving credit facility covenants, we could pursue an amendment or waiver with our existing lenders, but there can be no assurance that lenders would grant an amendment or waiver. In light of current credit market conditions, any such amendment or waiver might be on terms, including additional fees, increased interest rates and other more stringent terms and conditions materially disadvantageous to us. If we were unable to meet these financial covenants in the future and unable to obtain future covenant relief or an appropriate waiver, we could be in default under the revolving credit facility. This could cause all amounts borrowed under it and all underlying letters of credit to become immediately due and payable, expose our assets to seizure, cause a potential cross- default under our indentures and possibly require us to invoke insolvency proceedings including, but not limited to, a voluntary case under the U.S. Bankruptcy Code." * * * As reported by the TCR on Sept. 8, 2011, Standard & Poor's Ratings Services lowered its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'CCC+' from 'B-'. The rating outlook is negative. "The downgrade of Alion is a result of the company's recent operational weakness," said Standard & Poor's credit analyst Alfred Bonfantini, "and the prospect of further pressure on revenues, which stem from the continuing resolution on the 2011 Federal government budget that wasn't settled until April 2011, the subsequent specter of a U.S. government default during the debt ceiling debate, and the ongoing uncertainty over future budget cuts and levels." In the Sept. 26, 2012, edition of the TCR, Moody's Investors Service has lowered the ratings of Alion Science and Technology Corporation including its Corporate Family Rating ("CFR") to Caa2 from Caa1 due to the high likelihood that the company will need do a debt refinancing over the next twelve to eighteen months. AMBAC FIN'L: Cong. Joint Committee Won't Oppose IRS Settlement -------------------------------------------------------------- Ambac Financial Group, Inc. has been informed that the Congressional Joint Committee on Taxation has completed its review of the offer made by Ambac, the Official Committee of Unsecured Creditors of Ambac, Ambac Assurance, the Segregated Account of Ambac Assurance Corporation, the court-appointed Rehabilitator of the Segregated Account and the Wisconsin Office of the Commissioner of Insurance to the United States to resolve and settle (i) the claims filed by the Internal Revenue Service of the Department of Treasury of the United States against Ambac's estate in its Chapter 11 proceeding, (ii) Ambac's related adversary proceeding against the United States, and (iii) other related litigation brought by the United States against or involving Ambac Assurance and/or the Segregated Account. Ambac has also been informed that the Joint Committee has no objection to the Offer and will issue a response of "no adverse criticism" subject to the satisfaction of certain conditions, including (a) execution of closing documentation acceptable to the United States, Ambac and the other parties to the IRS Settlement, (b) approval of the IRS Settlement by the United States Bankruptcy Court for the Southern District of New York that is overseeing Ambac's Chapter 11 proceeding and (c) the payment by Ambac of $1.9 million and the payment by Ambac Assurance and/or the Segregated Account of $100 million to the United States. The satisfaction of such conditions and the receipt of a "no adverse criticism" response from the Joint Committee with respect to the Offer would, in turn, satisfy certain outstanding conditions precedent to the effectiveness of Ambac's Fifth Amended Plan of Reorganization. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor- in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed US$30.05 billion in total assets, US$31.47 billion in total liabilities, and a US$1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of (US$394.5 million) and total liabilities of US$1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about US$1.62 billion. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. KPMG LLP is tax consultant to the Debtor. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Lazard Freres & Co. LLC is the Committee's financial advisor. Bankruptcy Judge Shelley C. Chapman entered an order confirming the Fifth Amended Plan of Reorganization of Ambac Financial Group, Inc. on March 14, 2012. The Plan provides for the full payment of secured claims and 8.5% to 13.2% recovery for general unsecured claims. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group and the restructuring proceedings of Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945- 7000). AMERIGROUP CORP: Moody's Hikes Sr. Unsecured Debt Rating From Ba2 ----------------------------------------------------------------- Moody's Investors Service has upgraded AMERIGROUP Corporation's (AMERIGROUP's) senior unsecured debt rating to Baa2 from Ba2 and the insurance financial strength (IFS) ratings of its operating subsidiaries (see list below) to A2 from Baa2 following the announcement that WellPoint, Inc. (WellPoint; NYSE: WLP, A2 for IFS, stable outlook) had completed its acquisition of AMERIGROUP and that AMERIGROUP had become a wholly-owned subsidiary of WellPoint. The outlook on these ratings is stable. In the same rating action, Moody's has withdrawn the Ba2 corporate family rating at AMERIGROUP, as well as the provisional ratings on AMERIGROUP's multiple seniority shelf which has been terminated. This rating action concludes the review initiated on July 9, 2012 when WellPoint announced that it had entered into a definitive agreement to acquire AMERIGROUP. RATINGS RATIONALE Moody's stated that the upgrade of AMERIGROUP's IFS ratings to A2 from Baa2 and senior debt to Baa2 from Ba2 -- aligning the ratings with those of WellPoint -- reflects the strong level of implicit support WellPoint is expected to provide to AMERIGROUP given the reputational and strategic importance of the AMERIGROUP business to WellPoint, as well as the integration of AMERIGROUP's operations with WellPoint as one of its significant strategically important operating subsidiaries. The rating agency said that the additional membership, growth opportunities and Medicaid revenue from AMERIGROUP will strengthen WellPoint's overall business profile. Steve Zaharuk, Moody's Senior Vice President, commented: "The combination of AMERIGROUP's strong Medicaid platform with WellPoint's Medicare experience should also make the company very competitive as states begin the bidding process for the upcoming dual eligible business opportunities." Moody's noted that although WellPoint decided not to assume or guarantee AMERIGROUP's outstanding 7.5% senior notes due in 2019, the parent company just recently announced its intent to redeem these notes within the next 30 days. Moody's indicated that WellPoint's and AMERIGROUP's ratings could be upgraded if: 1) EBITDA margins rise above 8% with EBITDA coverage of at least 10 times, 2) consolidated NAIC RBC ratio is maintained at or above 275% of company action level (CAL), 3) overall annual medical membership growth is 2% or more, and 4) financial leverage is brought down to at least 35% on a sustained basis. However, the ratings could be downgraded if: 1) EBITDA earnings margins decline below 5%, 2) overall medical membership decreases by more than 5%, 3) financial leverage increases above 40%, or 4) the consolidated RBC ratio falls below 200% CAL. The principal methodology used in this rating is Moody's Rating Methodology for U.S. Health Insurance Companies published in May 2011. The following ratings were upgraded with a stable outlook: AMERIGROUP Texas, Inc. -- insurance financial strength rating to A2 from Baa2; AMERIGROUP Maryland, Inc. -- insurance financial strength rating to A2 from Baa2; AMERIGROUP Florida, Inc. -- insurance financial strength rating to A2 from Baa2; AMERIGROUP New Jersey, Inc. -- insurance financial strength rating to A2 from Baa2. AMERIGROUP Corporation -- senior unsecured debt rating to Baa2 from Ba2. The following ratings were withdrawn: AMERIGROUP Corporation -- corporate family rating at Ba2; provisional senior unsecured debt shelf rating at (P)Ba2; provisional subordinated debt shelf rating at (P)Ba3; provisional preferred stock shelf rating at (P)B1. WellPoint, Inc., domiciled in Indiana, offers various group and individual medical products, including indemnity, preferred provider organization (PPO), point of service (POS) and health maintenance organization (HMO) plans. The company reported total revenues of approximately $46.2 billion for the first nine months of 2012. As of September 30, 2012, shareholders' equity was approximately $23.8 billion and medical membership (excluding BlueCard and Medicare Part D members) was approximately 28.4 million. AMERIGROUP Corporation reported total revenue of $6.4 billion for the first nine months of 2012, with medical membership as of September 30, 2012 of approximately 2.7 million members. As of September 30, 2012 the company reported shareholders' equity of $1.4 billion. Moody's insurance financial strength ratings are opinions of the ability of insurance companies to pay punctually senior policyholder claims and obligations. APEX DIGITAL: Court OKs Additional Services From Lewis Brisbois --------------------------------------------------------------- Apex Digital, Inc., sought and obtained approval from the U.S. Bankruptcy Court to expand the scope of the employment of Lewis Brisbois Bisgaard & Smith LLP, the Debtor's special counsel. The Debtor and Lewis Brisbois have diligently prosecuted a case involving Sears during the course of the Debtor's bankruptcy case. Recently, Sears filed a motion for summary judgment after the close of all discovery in the Sears Case, pursuant to which Sears sought the dismissal of the remaining claim for breach of contract. The Debtor, with the assistance of Lewis Brisbois, filed an extensive opposition to the Sears MSJ as well as a cross- motion for summary judgment, pursuant to which the Debtor argued that the undisputed facts of the matter established that Sears had breached its contract with the Debtor by failing to pay sums admittedly due. On Aug. 15, 2012, the District Court ruled in favor of Sears by granting the Sears MSJ, denying the Debtor's Cross MSJ and dismissing the Sears Case. The Debtor believes that the District Court's ruling is erroneous and wishes to pursue an appeal of the District Court's ruling to the Seventh Circuit. Although the Debtor recognizes that there is no guarantee that the result of the Appeal will be in its favor, or that the Appeal will cause Sears to change its position regarding settlement, the Debtor strongly believes that the risks and costs associated with pursuing the Appeal is far outweighed by the potential benefits of doing so. Lewis Brisbois estimates that the total cost to pursue the Appeal will be approximately $22,000 and has therefore agreed to cap its fees and costs in connection with the Appeal at $30,000. Given the relatively low cost of pursuing the Appeal, the Debtor believes that it is in the best interests of its bankruptcy estate to pursue the Appeal, particularly in light of the recovery that could potentially be obtained through a settlement or ultimate resolution of the Sears Case in the Debtor's favor. The firm's rates are: Billing Category Hourly Rate ---------------- ----------- Senior Partner $275.00 Partner $250.00 Senior Associate $225.00 Associate $200.00 Paralegal/Law Clerk $125.00 Siobh�n M. Murphy attests that Lewis Brisbois is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Apex Digital Walnut, California-based Apex Digital, Inc., was a leading producer and seller of consumer electronic products, including high-definition LCD televisions, home entertainment media devices, digital set top boxes and lighting products (e.g., solar powered lights), which are carried and sold in hundreds of retail outlets nationwide. Apex Digital filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-44406) on Aug. 17, 2010. Juliet Y. Oh, Esq., Lindley L. Smith, Esq., Philip A. Gasteier, Esq., at Levene, Neale, Bender, Rankin & Brill LLP, in Los Angeles, California, represent the Debtor. In its schedules, the Debtor disclosed $12.8 million in assets and $27.1 million in liabilities, as of the Petition Date. Rosendo Gonzalez was named Chapter 11 examiner in the bankruptcy case. Mr. Gonzalez retained C. John M. Melissinos, Esq., at Davidoff Gold LLP, as counsel. APEX KATY: US Trustee Seeks to Dismiss Chapter 11 Case ------------------------------------------------------ Judy A. Robbins, the United States Trustee for the Southern and Western Districts of Texas, has filed a motion with the U.S. Bankruptcy Court to dismiss or covert to chapter 7 the bankruptcy case of Apex Katy Physicians, LLC. The U.S. Trustee argues that the Debtor, because of its loss of principal assets, is unable to formulate either a plan to liquidate or reorganize. For this reason, there is cause conversion or dismissal. About Apex Katy Physicians Apex Katy Physicians, LLC, filed a bare-bones Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-31848) on March 6, 2012, estimating $10 million to $50 million in assets and debts. Judge Marvin Isgur presides over the case. Attorneys at Hoover Slovacek, LLP, represent the Debtor. Affiliate Apex Long Term Acute Care-Katy, LP, a long-term care facility, filed a separate Chapter 11 petition (Case No. 09-37096) on Sept. 25, 2009. The Debtor disclosed $15,237,691 in assets and $13,646,951 in liabilities. APPLIED DNA: Incurs $7.1 Million Net Loss in Fiscal 2012 -------------------------------------------------------- Applied DNA Sciences, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $7.15 million on $1.85 million of revenue for the year ended Sept. 30, 2012, compared with a net loss of $10.51 million on $968,848 of revenue for the year ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2012, showed $1.34 million in total assets, $592,009 in total liabilities, all current, and $756,925 in total stockholders' equity. RBSM LLP did not issue a "going concern" qualification on the consolidated financial statements for the fiscal year ended Sept. 30, 2012. RBSM LLP previously noted in its report on Applied DNA's fiscal 2011 financial results that the Company has suffered recurring losses and does not have significant cash or other material assets, nor does it have an established source of revenues sufficient to cover its operations, which raises substantial doubt about its ability to continue as a going concern. A copy of the Form 10-K is available for free at: http://is.gd/isvZVc Stony Brook, N.Y.-based Applied DNA Sciences, Inc., is principally devoted to developing DNA embedded biotechnology security solutions in the United States. ATHENEON CDK: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Atheneon CDK Corporation dba Tarpon Inn 110 W. Tarpon Avenue Tarpon Springs, FL 34689 Bankruptcy Case No.: 12-19022 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Chetan Shah, managing member. AURASOUND INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: AuraSound, Inc. 1801 E. Edinger, Suite 190 Santa Ana, CA 92705 Bankruptcy Case No.: 12-24400 Chapter 11 Petition Date: December 21, 2012 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Mark S. Wallace Debtor's Counsel: Marc J. Winthrop, Esq. WINTHROP COUCHOT PC 660 Newport Center Dr Ste 400 Newport Beach, CA 92660 Tel: 949-720-4100 Chief Restructuring Officer: Brian S. Weiss BSW & ASSOCIATES 20321 Birch Street,Suite 200 Newport Beach, CA 92660 Tel: 949-933-7011 Scheduled Assets: $2,287,388 Scheduled Liabilities: $42,824,747 The petition was signed by the Debtor's Acting Chief Financial Officer, Anthony J. Fidaleo. List of the Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Lestina International Ltd. Electronic parts $542,308 Attn: Phoebe Chan Rm 1001, 10/F, Chevalier Comm'l Ctr. Kowloon Bay, Hong Kong Tel: +852-2302 5138 E-mail: phoebe@lestina.com Kinco Redhill LLC Prior Office Lease $274,905 Attn: Tyler Morley PJMB Commercial Inc. 7060 Koll Center Parkway Suite 334 Pleasanton, CA 94566 Tel: 925-474-3770 Fax: 925-474-3771 E-mail: tyler@pjmbcommercial.com Interprom Corporation Ltd. Sales commission $189,920 Attn: Ove Kristensen Albert Chang 9F No. 40-5, Gongyuan St. Banciao Dist 22064 New Taipei City Tel: 866-22-22269806 E-mail: ove.kristensen@enecon.no albert@interprom.com.tw Smart Service Freight $133,208 Attn: Phoebe Chan Rm1001, 10/F., Chevalier Comm'l Ctr. Kowloon Bay, Hong Kong Tel: 852-2302 5138 Max Profit Consulting Ltd Consulting Services $80,456 E-mail: petea201@yahoo.com Harald Weisshaupt Employee severance $52,420 DMEGC Export Division Mfg supplies & $41,317 E-mail: abby@dmegc.com.cn components Randall Waynick Sales commission $38,641 Stradling Yocca Carloson & Rauth SEC counsel $38,033 Attn: Shivbir Grewal E-mail: sgrewal@wycr.com Hein & Associates LLP CPA-Audit $17,118 Attn: Larry Schultz E-mail: lschultz@heincpa.com Kuehne+Nagel Freight $13,949 Attn: Kelvin Cheng E-mail: Kelvin.chang@kuehne-nagel.com SIPG Yangtze Logistics Freight $12,540 Attn: Kitty Wang E-mail: wangmiao@sipg-hb.com Eastern Sunday Logistics Co. Ltd Freight $8,746 Attn: Army E-mail: army@esltden.com Sing Ngai Logistics Co. Freight $5,233 Attn: John Li E-mail: singngai0081@163.com Expense Reduction Analysts Consulting $5,160 Attn: Stephen Jardon E-mail: sjardon@expensereduction.com Highteen Industry Company Ltd Molds $3,666 Attn: corporate officer E-mail: Highteen@126.com Shanghai Giessen Logistics Warehousing $3,433 Attn: Tingting E-mail: tingting@giessen.com.cn Shenzhen 3Nod Electrontics Manufacturer $576 Attn: Quenly E-mail: liuqq@3nod.com.cn Lava SCS LLC Warehousing $465 Attn: Susan Lee E-mail: susan.lee@logisticsteam.com K&L Gates LLP Legal Asia BK $368 Attn: Kay Mahoney E-mail: Kay.Mahoney@klgates.com AXESSTEL INC: Amends Q3 Form 10-Q for Additional Disclosure ----------------------------------------------------------- Axesstel, Inc., filed an amendment to its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2012, for the purpose of including additional disclosure in the Liquidity and Capital Resources section of Management Discussion and Analysis of Financial Condition and Results regarding the Company's expectations for supporting the Company's operations with its existing capital resources. The additional disclosure is being made in response to comments from the staff of the Division of Corporate Finance of the Securities and Exchange Commission following a review of the Company's filings. The amendment does not reflect events occurring after the filing of the Form 10-Q (or after Nov. 6, 2012) or modify or update those disclosures that may be affected by subsequent events. The Company disclosed that as Sept. 30, 2012, cash and cash equivalents was $1.6 million compared to $850,000 at Dec. 31, 2011. In addition, at Sept. 30, 2012, accounts receivable were $11.7 million compared to $8.9 million at Dec. 31, 2011. At Sept. 30, 2012, the Company had negative working capital of $2.8 million compared to negative working capital of $11.8 million at Dec. 31, 2011. At Sept. 30, 2012, the Company had bank financings of $5.0 million compared to $6.1 million at Dec. 31, 2011. At Sept. 30, 2012, the Company had a note payable with a face value of $7.7 million and a discounted value of $6.9 million compared to no note payable at Dec. 31, 2011. A copy of the amended Form 10-Q is available for free at: http://is.gd/2oNnNi About Axesstel Axesstel Inc., based in San Diego, Calif., develops fixed wireless voice and broadband access solutions for the worldwide telecommunications market. The Company's product portfolio includes fixed wireless phones, wire-line replacement terminals, and 3G and 4G broadband gateway devices used to access voice calling and high-speed data services. The Company's balance sheet at Sept. 30, 2012, showed $14.88 million in total assets, $22.70 million in total liabilities and a $7.82 million total stockholders' deficit. As reported in the TCR on Feb. 23, 2012, Gumbiner Savett Inc., in Santa Monica, Calif., expressed substantial doubt about Axesstel'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 although the Company generated net income in 2011, the Company has historically incurred substantial losses from operations and the Company may not have sufficient working capital or outside financing available to meet its planned operating activities over the next twelve months. "Additionally, there is uncertainty as to the impact that the worldwide economic downturn may have on the Company's operations." AXION INTERNATIONAL: Samuel Rose Hikes Equity Stake to 37.4% ------------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exhange Commission, Samuel G. Rose disclosed that, as of Dec. 17, 2012, he beneficially owns 15,764,783 shares of common stock of Axion International Holdings, Inc., representing 37.4% of the shares outstanding. Mr. Rose previously reported beneficial ownership of 11,492,755 common shares or a 31.7% equity stake. A copy of the amended filing is available for free at: http://is.gd/djATDB About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, pilings, I-beams, T-Beams, and various size boards including a tongue and groove design that are utilized in multiple engineered design solutions such as rail track, rail and tank bridges (heavy load), pedestrian/park and recreation bridges, marinas, boardwalks and bulk heading to name a few. RBSM LLP, in New York, the auditor, issued a going concern qualification each in the Company's financial statements for the years ended Dec. 31, 2010, and 2011. RBSM LLP noted that the Company has incurred significant operating losses in current year and also in the past. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern, it said. Axion International reported a net loss of $9.93 for the 12 months ended Dec. 31, 2011, compared with a net loss of $7.10 million for the 12 months ended Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2012, showed $6.97 million in total assets, $8.10 million in total liabilities, $5.86 million in 10% convertible preferred stock, and a $6.99 million total stockholders' deficit. BACKWOODS LLC: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Backwoods LLC P.O. Box 146 Manville, RI 02838 Bankruptcy Case No.: 12-13915 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court District of Rhode Island (Providence) Judge: Diane Finkle Debtor's Counsel: Raymond J. Haskell, Jr., Esq. LAW OFFICE OF RAYMOND J. HASKELL, JR. 215 Villa Avenue North Providence, RI 02904 Tel: (401) 288-8343 E-mail: rayhaskel@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Kevin J. O'Sullivan, president. BEL-SHORE ENTERPRISES: Case Summary & 20 Largest Unsec Creditors ---------------------------------------------------------------- Debtor: Bel-Shore Enterprises, Inc. aka Pro Motion Distributing aka UpNextCarParts.com aka PMD Green 2388 Peck Road City of Industry, CA 90601 Bankruptcy Case No.: 12-51569 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Robert N. Kwan Debtor's Counsel: Michael D. Good, Esq. SOUTH BAY LAW FIRM 23440 Hawthorne Blvd Ste 270 Torrance, CA 90505 Tel: (310) 347-2687 Fax: (562) 435-6335 E-mail: mgood@southbaylawfirm.com Scheduled Assets: $3,825,464 Scheduled Liabilities: $14,675,264 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/cacb12-51569.pdf The petition was signed by A.J. Matsuura, chief executive officer. BUILDERS FIRSTSOURCE: Hikes Liquidity by $93MM to Support Growth ---------------------------------------------------------------- Builders FirstSource, Inc., amended its first-lien term loan agreement with affiliates of Highbridge Principal Strategies, LLC. The company amended the Term Loan to enhance its liquidity position to support both current and anticipated increases in sales volume. Floyd Sherman, Builders FirstSource chief executive officer said, "Our year-over-year sales growth exceeded 30% in each of the past four quarters, and we currently see no signs of our sales pace slowing. This strong growth prompted us to proactively seek additional liquidity to support our higher working capital requirements. We believe the $93 million of incremental liquidity to be provided by this transaction will enable us to continue growing market share and take further advantage of improving demand for housing." Material terms of the amendment include: * Increasing the principal amount by $65 million * The additional principal was issued at 95.5%, resulting in approximately $60 million of net cash received after fees and expenses, with no modifications to interest rate and maturity * Reducing the minimum cash requirement from $35 million to $15 million * Adding a separate $15 million letter of credit commitment by SunTrust Bank, which is expected to reduce the company's current cash collateral requirement for LC's by approximately $13 million upon satisfaction of certain post-closing conditions * Increasing the minimum specified collateral value to $225 million, contingent upon maintaining certain levels of qualified cash Commenting on the transaction, Builders FirstSource Senior Vice President and Chief Financial Officer Chad Crow said, "This transaction strengthens our cash and liquidity position, allowing us to continue growing our revenue and improving our free cash flow. This transaction also provides the company greater flexibility in the timing of improving our capital structure through a more comprehensive refinancing of the company. Net cash received from the additional principal of approximately $60 million, along with the $20 million reduction in the minimum cash requirement and the expected $13 million reduction in cash collateral on our LC's, will increase the company's net liquidity by approximately $93 million. We believe this increase in liquidity provides substantial room for growth and enhances our ability to create long-term shareholder value." Mr. Crow continued, "Our cash usage for fiscal 2012 is expected to be higher than recent guidance due to the increase in working capital necessary to support our higher-than forecasted sales volume combined with continued commodity lumber and lumber sheet goods price inflation. As a result, proforma for the loan amendment, we expect to end the year with approximately $130 million of cash and $115 million of net liquidity after consideration of the reduced minimum cash requirement of $15 million. Within the next 60 days, we expect an additional $13 million of liquidity to become available upon satisfaction of certain conditions related to our new LC facility." A copy of the Amended Financing Agreement is available at: http://is.gd/4SY6FX About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. -- http://www.bldr.com/-- supplies and manufactures building products for residential new construction. The Company operates in 9 states, principally in the southern and eastern United States, and has 55 distribution centers and 51 manufacturing facilities, many of which are located on the same premises as its distribution facilities. Builders FirstSource reported a net loss of $64.99 million in 2011, a net loss of $95.51 million in 2010, and a net loss of $61.85 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $498.77 million in total assets, $439.91 million in total liabilities and $58.86 million in total stockholders' equity. * * * In December 2012, Standard & Poor's Ratings Services revised its outlook on Dallas-based Builders FirstSource Inc. to negative from positive. "At the same time, we affirmed our 'CCC' corporate credit rating and affirmed our 'CC' issue rating on Builder FirstSource's $140 million second lien notes due 2016. The recovery rating is '6', which indicates our expectation for negligible (0% to 10%) recovery in the event of a default," S&P said. CENTRAL EUROPEAN: Issues 3 Million Common Shares to Roust Trading ----------------------------------------------------------------- Central European Distribution Corporation issued 3 million shares of common stock, par value $0.01 per share, to Roust Trading Ltd. upon Roust Trading's request. The securities were issued pursuant to the Amended and Restated Securities Purchase Agreement, dated July 9, 2012, between the parties. 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. 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. 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. CENTRAL FEDERAL: Uni Capital Stake Down to Less Than 1% ------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Uni Capital LP, Uni Capital GP LLC, and Reid S. Buerger disclosed that, as of Dec. 20, 2012, they beneficially own 81,957 shares of common stock of Central Federal Corporation representing 0.52% of the shares outstanding based on an aggregate of 15,824,710 shares of common stock outstanding as of Oct. 31, 2012. A copy of the filing is available for free at: http://is.gd/shlTUp About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Crowe Horwath LLP, in Cleveland, Ohio, expressed substantial doubt about the Company's ability to continue as a going concern. The Company's auditors noted that the Holding Company and its wholly owned subsidiary (CFBank) are operating under regulatory orders that require among other items, higher levels of regulatory capital at CFBank. The Company has suffered significant recurring net losses, primarily from higher provisions for loan losses and expenses associated with the administration and disposition of nonperforming assets at CFBank. These losses have adversely impacted capital at CFBank and liquidity at the Holding Company. At Dec. 31, 2011, regulatory capital at CFBank was below the amount specified in the regulatory order. Failure to raise capital to the amount specified in the regulatory order and otherwise comply with the regulatory orders may result in additional enforcement actions or receivership of CFBank. Central Federal reported a net loss of $5.42 million in 2011, a net loss of $6.87 million in 2010, and a net loss of $9.89 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $222.13 million in total assets, $197.76 million in total liabilities and $24.36 million in total stockholders' equity. Regulatory Matters On May 25, 2011, Central Federal Corporation and CFBank each consented to the issuance of an Order to Cease and Desist (the Holding Company Order and the CFBank Order, respectively, and collectively, the Orders) by the Office of Thrift Supervision (OTS), the primary regulator of the Holding Company and CFBank at the time the Orders were issued. The Holding Company Order required it, among other things, to: (i) submit by June 30, 2011, a capital plan to regulators that establishes a minimum tangible capital ratio commensurate with the Holding Company's consolidated risk profile, reduces the risk from current debt levels and addresses the Holding Company's cash flow needs; (ii) not pay cash dividends, redeem stock or make any other capital distributions without prior regulatory approval; (iii) not pay interest or principal on any debt or increase any Holding Company debt or guarantee the debt of any entity without prior regulatory approval; (iv) obtain prior regulatory approval for changes in directors and senior executive officers; and (v) not enter into any new contractual arrangement related to compensation or benefits with any director or senior executive officer without prior notification to regulators. The CFBank Order required CFBank to have by Sept. 30, 2011, and maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total assets and 12% Total Capital to risk weighted assets. CFBank will not be considered well-capitalized as long as it is subject to individual minimum capital requirements. CFBank did not comply with the higher capital ratio requirements by the Sept. 30, 2011, required date. CENTRAL FEDERAL: Edward Cochran Named to Board of Directors ----------------------------------------------------------- Central Federal Corporation, the parent company of CFBank, appointed Edward W. Cochran as a director of the Company and CFBank. Mr. Cochran has been engaged in the practice of law for over 30 years since graduating from Columbia University Law School in 1975. He is also a graduate of Harvard University, where he was a Harvard National Scholar. Mr. Cochran is admitted to practice before the United States Supreme Court, as well as the courts of Ohio, the U.S. District Court for the Northern District of Ohio, and the United States Circuit Courts of Appeal for the Second, Third, Sixth, Seventh and Ninth Circuits. In addition, Ed is involved in various business interests and is a successful investor. Bob Hoeweler, Chairman of the Board, commented, "We welcome Ed to the Board and look forward to working with him. Ed's skills and experience augment those of the current Board members. Additionally, Ed was extremely instrumental and supportive during our recent successful capital raise." Tim O'Dell, CEO, added, "We are excited to have Ed Cochran join the Board of CFBank and Central Federal Corporation. Ed has deep business experience and is well connected to the local business community. Serving small to mid-sized businesses along with the executives and entrepreneurs who own and run them is the key focus of CF Bank. Ed's business background and business connections will enable him to be a strong contributor in helping us to ensure the success and growth of CFBank." Mr. Cochran was appointed to the Audit Committee and Proxy and Stock Option Plan Committee of the Board of Directors. In connection with the Company's registered public stock offering which was completed in August 2012, Mr. Cochran purchased 1,066,667 shares at $1.50 per share. About Central Federal Fairlawn, Ohio-based Central Federal Corporation (Nasdaq: CFBK) is the holding company for CFBank, a federally chartered savings association formed in Ohio in 1892. CFBank has four full-service banking offices in Fairlawn, Calcutta, Wellsville and Worthington, Ohio. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Crowe Horwath LLP, in Cleveland, Ohio, expressed substantial doubt about the Company's ability to continue as a going concern. The Company's auditors noted that the Holding Company and its wholly owned subsidiary (CFBank) are operating under regulatory orders that require among other items, higher levels of regulatory capital at CFBank. The Company has suffered significant recurring net losses, primarily from higher provisions for loan losses and expenses associated with the administration and disposition of nonperforming assets at CFBank. These losses have adversely impacted capital at CFBank and liquidity at the Holding Company. At Dec. 31, 2011, regulatory capital at CFBank was below the amount specified in the regulatory order. Failure to raise capital to the amount specified in the regulatory order and otherwise comply with the regulatory orders may result in additional enforcement actions or receivership of CFBank. Central Federal reported a net loss of $5.42 million in 2011, a net loss of $6.87 million in 2010, and a net loss of $9.89 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $222.13 million in total assets, $197.76 million in total liabilities and $24.36 million in total stockholders' equity. Regulatory Matters On May 25, 2011, Central Federal Corporation and CFBank each consented to the issuance of an Order to Cease and Desist (the Holding Company Order and the CFBank Order, respectively, and collectively, the Orders) by the Office of Thrift Supervision (OTS), the primary regulator of the Holding Company and CFBank at the time the Orders were issued. The Holding Company Order required it, among other things, to: (i) submit by June 30, 2011, a capital plan to regulators that establishes a minimum tangible capital ratio commensurate with the Holding Company's consolidated risk profile, reduces the risk from current debt levels and addresses the Holding Company's cash flow needs; (ii) not pay cash dividends, redeem stock or make any other capital distributions without prior regulatory approval; (iii) not pay interest or principal on any debt or increase any Holding Company debt or guarantee the debt of any entity without prior regulatory approval; (iv) obtain prior regulatory approval for changes in directors and senior executive officers; and (v) not enter into any new contractual arrangement related to compensation or benefits with any director or senior executive officer without prior notification to regulators. The CFBank Order required CFBank to have by Sept. 30, 2011, and maintain thereafter, 8% Tier 1 (Core) Capital to adjusted total assets and 12% Total Capital to risk weighted assets. CFBank will not be considered well-capitalized as long as it is subject to individual minimum capital requirements. CFBank did not comply with the higher capital ratio requirements by the Sept. 30, 2011, required date. CHISEN ELECTRIC: Copies of Material Definitive Agreements --------------------------------------------------------- Chisen Electric Jiangsu Co., Ltd., filed an amendment to the Company's Form 8-K previously filed with the Securities and Exchange Commission on Dec. 18, 2012, to attach the material definitive agreements. On Dec. 17, 2012, Chisen Electric executed an entrusted loan agreement with Chaowei Power Holdings Limited and CITIC Trust Co., Ltd., pursuant to which the Lender will loan to Borrower RMB200 million at an interest rate of 8% per annum for a term of three years (until Dec. 16, 2015) for general working capital purposes. The following are the material definitive agreements: * RMB Capital Loan Contract, dated Dec. 17, 2012, by and between CITIC Trust Co., Ltd., and Chisen Electric Jiangsu Co., Ltd. http://is.gd/Yb2AOi * Entrusted Supervision Contract of Personal Property, dated Dec. 17, 2012, by and among CITIC Trust Co., Ltd., Chaowei Power Supply Co., Ltd., and Chisen Electric Jiangsu Co., Ltd. http://is.gd/e249Jf * Maximum Amount Equity Pledge Contract, dated Dec. 17, 2012, by and between Fast More Limited and CITIC Trust Co., Ltd. http://is.gd/x5NUqe * Maximum Amount Equity Pledge Contract, dated Dec. 17, 2012, by and between Zhejiang Chisen Electric Co., Ltd., and CITIC Trust Co., Ltd. http://is.gd/nnEise * Contract for Personal Property Mortgage in Maximum Amount (Contract #0010), dated Dec. 17, 2012, by and between Zhejiang Chisen Electric Co., Ltd. and CITIC Trust Co., Ltd. http://is.gd/jHW74P * Contract for Personal Property Mortgage in Maximum Amount (Contract #0009), dated Dec. 17, 2012, by and between Chisen Electric Jiangsu Co., Ltd., and CITIC Trust Co., Ltd. http://is.gd/xRNK6j * Contract for Personal Property Mortgage in Maximum Amount (Contract #0008), dated Dec. 17, 2012, by and between Zhejiang Chisen Electric Co., Ltd and CITIC Trust Co., Ltd. http://is.gd/ixiz2W * Contract for Personal Property Mortgage in Maximum Amount (Contract #0011), dated Dec. 17, 2012, by and between Chisen Electric Jiangsu Co., Ltd. and CITIC Trust Co., Ltd. http://is.gd/FPHy55 * Joint Repayment Contract, dated Dec. 17, 2012, by and among Chisen Electric Jiangsu Co., Ltd., CITIC Trust Co., Ltd., and Zhejiang Chisen Electric Co., Ltd. http://is.gd/l2IpeX * Guarantee Contract, dated Dec. 17, 2012, by and among Xu Kecheng, CITIC Trust Co., Ltd., Chisen Electric Jiangsu Co., Ltd. and Zhejiang Chisen Electric Co., Ltd. http://is.gd/r3kgVU About Chisen Electric Headquartered in Changxing, Zhejiang Province, The People's Republic of China, Chisen Electric Corporation produces and sells sealed lead-acid motive batteries, also known as valve regulated lead-acid motive batteries (VRLA batteries) in China's personal transportation device market. As reported in the TCR on July 5, 2012, Mazars CPA Limited, in Hong Kong, expressed substantial doubt about Chisen Electric's ability to continue as a going concern, following the Company's results for the year ended March 31, 2012. The independent auditors noted that the Company had a negative working capital as of March 31, 2012, and incurred loss for the year then ended. The Company's balance sheet at Sept. 30, 2012, showed $229.8 million in total assets, $243.9 million in total liabilities, and stockholders' deficit of $14.1 million. CPI CORP: Net Sales Down 26% in Third Quarter --------------------------------------------- CPI Corp. on Dec. 31 reported the results for the fiscal 2012 third quarter ended November 10, 2012. -- Fiscal 2012 third-quarter net sales declined 26% to $69.5 million from $94.6 million in the prior-year third quarter. -- Third-quarter PictureMe Portrait Studio brand comparable store sales, described herein, decreased 15% versus the same period last year. -- Third-quarter Sears Portrait Studio brand comparable store sales, described herein, decreased 21% versus the same period last year. -- Third-quarter Kiddie Kandids comparable store sales, decreased 13% versus the same period last year. -- Fiscal 2012 third-quarter Adjusted EBITDA improved to a loss of ($4.7) million from a loss of ($7.0) million in the prior- year third quarter primarily due to cost reductions at the corporate and field levels. -- Fiscal 2012 third-quarter diluted EPS declined to a loss of ($2.81) per share from a loss of ($1.03) per share in the prior-year period primarily due to comparable store sales declines, impairments and certain other charges. Liquidity Update Since late in fiscal 2011, the Company has had on-going discussions with its lenders to obtain covenant compliance waivers to cure defaults under its Credit Agreement as well as increases to the available borrowing capacity. These discussions have resulted in a number of amendments to the Credit Agreement, the most significant of which is an acceleration of the Credit Agreement's maturity date to December 31, 2012 and the Company's engagement of an investment bank to solicit offers for a sale transaction involving the Company. As of November 10, 2012, the Company was not in compliance with certain provisions of its Credit Agreement, as amended, including the Minimum Period Cumulative EBITDAR covenant and certain studio closure and lease abandonment provisions. Since that time, the Company has also fallen out of compliance with several additional covenants and such noncompliance exists as of December 31, 2012. The Credit Agreement and amounts owed thereunder are currently due and the Company does not have sufficient resources to repay these amounts. The Company is currently negotiating a forbearance agreement under which it is expected that the lenders will forbear from exercising their rights and remedies under the Credit Agreement until mid-January, subject to the Company's compliance with certain conditions. There can be no assurances that the lenders will grant such waivers or amendments on commercially reasonable terms, if at all. If the Company is unable to secure these additional amendments to the Credit Agreement, the Company may be forced into an orderly liquidation or bankruptcy. The outcome of restructuring and sale initiatives required by the Credit Agreement, as amended, is uncertain and involves matters that are outside of the Company's control. The Company's interim financial information has been prepared assuming that it will continue as a going concern; however, the conditions noted above raise substantial doubt about the Company's ability to do so. The interim financial information does not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount of and classification of liabilities that may result should the Company be unable to continue as a going concern. Third-Quarter 2012 Results The Company reported a net loss of ($20.2) million and ($7.3) million, or ($2.81) and ($1.03) per diluted share, for the third quarters ended November 10, 2012, and November 12, 2011, respectively. Earnings in the period were significantly affected by comparable store sales declines, impairments and certain other charges. Adjusted EBITDA improved to ($4.7) million in the third quarter of 2012 from ($7.0) million in the prior year third quarter. Net sales for the third quarter of fiscal 2012 decreased ($25.1) million, or (26.50)%, to $69.5 million from the $94.6 million reported in the fiscal 2011 third quarter. Net sales for the 2012 third quarter were negatively impacted by net studio closings ($10.5 million), net revenue recognition change ($2.4 million), Bella Pictures operations ($1.9 million) and other items ($256,000). Excluding the above impacts, comparable same-store sales in the quarter decreased approximately 13%. Net sales from the Company's PictureMe Portrait Studio (PMPS) brand, on a comparable same-store basis, excluding impacts of net revenue recognition change, studio closures and other items totaling $4.3 million, decreased 15% in the third quarter of 2012 to $36.8 million from $43.2 million in the third quarter of 2011. The decrease in PMPS sales for the third quarter was the result of a 14% decline in the average sale per customer sitting and a 1% decline in the number of sittings. Net sales from the Company's Sears Portrait Studio (SPS) brand, on a comparable same-store basis, excluding impacts of net revenue recognition change, studio closures and other items totaling $0.6 million, decreased 21% in the third quarter of 2012 to $29.1 million from $36.9 million in the third quarter of 2011. The decrease in SPS sales for the third quarter was the result of a 14% decline in the average sale per customer sitting and a 8% decline in the number of sittings. Net sales from the Company's Kiddie Kandids (KK) studio operations, on a comparable same-store basis, excluding impacts of net revenue recognition change, studio closures and other items totaling $3.4 million, decreased 13% in the third quarter of 2012 to $2.6 million from $2.9 million in the third quarter of 2011. The decrease in KK sales for the third quarter was the result of a 12% decline in the average sale per customer sitting and a 2% decline in the number of sittings. The Bella Pictures operations contributed approximately $1.7 million in net sales in the third quarter of 2012, down 54% from net sales of $3.6 million in the third quarter of 2011. Effective in the second quarter of fiscal year 2012, the Company no longer pursued the business model and on December 17, 2012, the Company sold the Bella Pictures tradename, certain assets and all remaining customer contracts. The sale will result in a net cash payout of approximately $195,000, primarily related to customer deposits received on open contracts. Also in the second quarter of 2012, the Company discontinued its Portrait Gallery from Bella Pictures operations. Excluding the effects of impairments and other charges in both periods, costs and expenses were $76.2 million in the third quarter of 2012, a 28% decline from $106.1 million reported in the comparable prior-year period. Cost of sales, excluding depreciation and amortization expense, decreased to $7.0 million in the third quarter of 2012 from $8.6 million in the third quarter of 2011 primarily due to lower overall production levels, offset in part by a higher-cost product mix and higher shipping charges resulting from certain promotional events. Selling, general and administrative expense declined to $67.2 million in the third quarter of 2012 from $92.9 million in the third quarter of 2011, primarily due to net reductions in studio, field and corporate employment costs, lower host commission expense due to lower sales levels and reduced advertising expenses, partially offset by increased employee insurance costs. Depreciation and amortization expense was $2.0 million in the third quarter of 2012, compared with $4.6 million in the third quarter of 2011. Expense decreased in 2012 primarily as a result of significant impairment charges recognized during the fourth quarter of fiscal year 2011 and throughout fiscal year 2012, which resulted in lowering or eliminating the depreciable base on many of the Company's long-lived assets. The Company also sold a number of properties during fiscal year 2012, which is contributing to the decrease in depreciation expense in the third quarter of 2012. Impairment charges in the third quarter of 2012 were $4.0 million and consisted of $0.8 million and $3.2 million in charges related to the impairment of certain long-lived property and equipment and certain intangible long-lived assets, respectively. In the third quarter of 2012, the Company recognized $3.1 million in other charges, compared with $699,000 in the third quarter of 2011. The current-quarter charges primarily relate to costs incurred in connection with the debt renegotiation and costs incurred as the Company winds down its Bella Pictures operation. The prior-year charges primarily related to severance and certain litigation costs. Net interest expense increased to $6.1 million in the third quarter of 2012 from $1.3 million in the third quarter of fiscal 2011, primarily as the result of higher average borrowings, the write-off of certain prepaid debt fees and higher interest charges and fees resulting from the Second Amendment to the Credit Agreement. Income tax expense was $176,000 in the third quarter of 2012 compared to an income tax benefit of $7.4 million in the third quarter of 2011. The resulting effective tax rates were (1)% and 54% in 2012 and 2011, respectively. Beginning in the fourth quarter of fiscal 2011, the Company established valuation allowances against all of its deferred tax assets. Income tax expense in the third quarter of 2012 is the result of current income taxes payable in certain foreign taxing jurisdictions. In the third quarter of 2011, income taxes were impacted by a change in the annualized effective tax rate, as well as certain tax benefits recognized related to a previous uncertain tax position. Preliminary Fourth-Quarter Net Sales The Company's preliminary comparable same-store net sales on a point-of-sale basis for the first six (6) weeks of the fourth quarter of fiscal 2012 declined 22% to $50.1 million from $64.4 million in the same period last year. The number of sittings decreased 10% from the prior year and the average sale per customer sitting decreased 14% period over period. About CPI Corp. Headquartered in St. Louis, Missouri, CPI Corp. provides portrait photography services at more than 2,500 locations in the United States, Canada, Mexico and Puerto Rico and provides on location wedding photography and videography services through an extensive network of contract photographers and videographers. The Company reported a net loss of $39.9 million on $123.2 million of net sales for the 24 weeks ended July 21, 2012, compared with a net loss of $5.6 million on $159.5 million of net sales for the 24 weeks ended July 23, 2011. The Company's balance sheet at July 21, 2012, showed $61.0 million in total assets, $159.6 million in total liabilities, and a stockholders' deficit of $98.6 million. D MEDICAL: Shareholders Meet Jan. 21 on Pact With CEO ----------------------------------------------------- D Medical Industries Ltd. will hold an extraordinary general meeting of the Company's shareholders on Jan. 21, 2013, at 16:00 p.m. (Israel time), at the Company's registered office, located at Granot Venture Building, 3rd floor, Granot, Israel. The agenda of the Meeting will be: (1) Approval of the terms of service of Mr. David Schwartz as the Company's CEO and director; (2) Approval of the terms of service of Mr. Yaacov Bar Lev as the Company's Chairman; and (3) Appointment of an auditor. About D. Medical D. Medical -- http://www.dmedicalindustries.com/-- is a medical device company that holds through its subsidiaries a portfolio of products and intellectual property in the area of insulin and drug delivery. D. Medical has developed durable and semi-disposable insulin pumps, which continuously infuse insulin into a patient's body, using its proprietary spring-based delivery technology. D. Medical believes that its spring-based delivery mechanism is cost- effective compared to the motor and gear train mechanisms that drive competitive insulin pumps and also allows it to incorporate certain advantageous functions and design features in its insulin pumps. The Company reported a net loss of NIS 48.30 million on NIS 1.51 million of sales for 2011, compared with a net loss of NIS 45.89 million on NIS 1.26 million of sales for 2010. The Company's balance sheet at Sept. 30, 2012, showed NIS8.7 million in total assets, NIS7.7 million in total liabilities, and equity of NIS1.0 million. As reported by the Troubled Company Reporter on July 18, 2012, Kesselman & Kesselman, in Haifa, Israel, expressed substantial doubt about D. Medical Industries Ltd.'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 and negative cash flows from operations. DEX ONE: CTO A. Banerjea Jumps to NBCUniversal ---------------------------------------------- Dex One Corporation Senior Vice President and Chief Technology Officer Atish Banerjea, has accepted a senior leadership position with NBCUniversal and will be leaving Dex One on Jan. 25, 2013. Mr. Banerjea's responsibilities will be divided between the Company's Senior Vice President and Chief Strategy Officer, David Sharman, and Vice President and acting Chief Technology Officer, Satish Shetty. About Dex One Dex One, headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. Revenue was approximately $1.1 billion for the LTM period ended Sept. 30, 2010. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852). They emerged from bankruptcy on Jan. 29, 2010. On the Effective Date and in connection with its emergence from Chapter 11, RHD was renamed Dex One Corporation. Dex One reported a net loss of $518.96 million in 2011 compared with a net loss of $923.59 million for the eleven months ended Dec. 31, 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.86 billion in total assets, $2.77 billion in total liabilities, and $92.03 million in total shareholders' equity. * * * As reported in the April 2, 2012 edition of the TCR, Moody's Investors Service has downgraded the corporate family rating (CFR) for Dex One Corporation's to Caa3 from B3 based on Moody's view that a debt restructuring is inevitable. Moody's has also changed Dex's Probability of Default Rating (PDR) to Ca/LD from B3 following the company's purchase of about $142 million of par value bank debt for about $70 million in cash. The Caa3 rating also reflects Moody's view that additional exchanges at a discount are likely in the future since the company amended its bank covenants to make it possible to repurchase additional bank debt on the open market through the end of 2013. As reported by the TCR on April 4, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Cary, N.C.-based Dex One Corp. and related entities to 'CCC' from 'SD' (selective default). "The upgrade reflects our assessment of the company's credit profile after the completion of the subpar repurchase transaction in light of upcoming maturities, future subpar repurchases, and our expectation of a continued week operating outlook," explained Standard & Poor's credit analyst Chris Valentine. DEX ONE: Hayman Capital Discloses 9.9% Equity Stake --------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Hayman Capital Management, L.P., Hayman Investments, L.L.C., and Kyle Bass disclosed that, as of Dec., 12. 2012, they beneficially own 5,064,550 shares of common stock of Dex One Corporation representing 9.95% of the shares outstanding. A copy of the filing is available for free at http://is.gd/N25DPj About Dex One Dex One, headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. Revenue was approximately $1.1 billion for the LTM period ended Sept. 30, 2010. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852). They emerged from bankruptcy on Jan. 29, 2010. On the Effective Date and in connection with its emergence from Chapter 11, RHD was renamed Dex One Corporation. Dex One reported a net loss of $518.96 million in 2011 compared with a net loss of $923.59 million for the eleven months ended Dec. 31, 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.86 billion in total assets, $2.77 billion in total liabilities, and $92.03 million in total shareholders' equity. * * * As reported in the April 2, 2012 edition of the TCR, Moody's Investors Service has downgraded the corporate family rating (CFR) for Dex One Corporation's to Caa3 from B3 based on Moody's view that a debt restructuring is inevitable. Moody's has also changed Dex's Probability of Default Rating (PDR) to Ca/LD from B3 following the company's purchase of about $142 million of par value bank debt for about $70 million in cash. The Caa3 rating also reflects Moody's view that additional exchanges at a discount are likely in the future since the company amended its bank covenants to make it possible to repurchase additional bank debt on the open market through the end of 2013. As reported by the TCR on April 4, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Cary, N.C.-based Dex One Corp. and related entities to 'CCC' from 'SD' (selective default). "The upgrade reflects our assessment of the company's credit profile after the completion of the subpar repurchase transaction in light of upcoming maturities, future subpar repurchases, and our expectation of a continued week operating outlook," explained Standard & Poor's credit analyst Chris Valentine. DEX ONE: Keeps Seeking Joinders From Lenders on Plan Deals ---------------------------------------------------------- Dex One Corporation received signature pages to the Support and Limited Waiver Agreement, dated as of Dec. 5, 2012, by and among Dex One, certain of its subsidiaries, JP Morgan Chase Bank, N.A, Deutsche Bank Trust Company Americas and certain of the lenders under its senior secured credit facilities from sufficient lenders such that more than half in number of the holders, and more than two-thirds in amount, of the debt issued under each of the Dex One Credit Facilities have become parties to the Dex One Support Agreement. Dex One was also notified that more than half in number of the holders, and more than two-thirds in amount, of the debt issued under SuperMedia Inc.'s senior secured credit facility have become parties to the Support and Limited Waiver Agreement, dated as of Dec. 5, 2012. As a result, the number of lenders contractually obligated to vote in favor of certain voluntary pre-packaged plans under Chapter 11 of the U.S. bankruptcy code that would effect the contemplated merger between Dex One and SuperMedia exceeds the thresholds required for approval of those pre-packaged plans by those creditors under applicable bankruptcy law. Each of Dex One and SuperMedia intends to (a) continue seeking joinders from lenders under the Dex One Credit Facilities and the SuperMedia Credit Facility to the Dex One Support Agreement and the SuperMedia Support Agreement (so the foregoing percentages may increase), (b) continue seeking consents from lenders under the Dex One Credit Facilities and the SuperMedia Credit Facility to certain amendments to the Dex One Credit Facilities and the SuperMedia Credit Facility in an out of court process, (c) solicit approval of the Plans from lenders under the Dex One Credit Facilities and the SuperMedia Credit Facility, and (d) solicit approval of the Plans and the Amended and Restated Agreement and Plan of Merger governing the Merger from the stockholders of each company. Dex One expects these solicitations to commence in the first quarter. About Dex One Dex One, headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. Revenue was approximately $1.1 billion for the LTM period ended Sept. 30, 2010. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852). They emerged from bankruptcy on Jan. 29, 2010. On the Effective Date and in connection with its emergence from Chapter 11, RHD was renamed Dex One Corporation. Dex One reported a net loss of $518.96 million in 2011 compared with a net loss of $923.59 million for the eleven months ended Dec. 31, 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.86 billion in total assets, $2.77 billion in total liabilities, and $92.03 million in total shareholders' equity. * * * As reported in the April 2, 2012 edition of the TCR, Moody's Investors Service has downgraded the corporate family rating (CFR) for Dex One Corporation's to Caa3 from B3 based on Moody's view that a debt restructuring is inevitable. Moody's has also changed Dex's Probability of Default Rating (PDR) to Ca/LD from B3 following the company's purchase of about $142 million of par value bank debt for about $70 million in cash. The Caa3 rating also reflects Moody's view that additional exchanges at a discount are likely in the future since the company amended its bank covenants to make it possible to repurchase additional bank debt on the open market through the end of 2013. As reported by the TCR on April 4, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Cary, N.C.-based Dex One Corp. and related entities to 'CCC' from 'SD' (selective default). "The upgrade reflects our assessment of the company's credit profile after the completion of the subpar repurchase transaction in light of upcoming maturities, future subpar repurchases, and our expectation of a continued week operating outlook," explained Standard & Poor's credit analyst Chris Valentine. DJA CORP: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: DJA, Corp. dba BA Trevi Zone 32250 Mission Trail Lake Elsinore, CA 92530 Bankruptcy Case No.: 12-37760 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Central District Of California (Riverside) Judge: Mark S. Wallace Debtor's Counsel: Stephen R. Wade, Esq. THE LAW OFFICES OF STEPHEN R WADE 350 W Fourth St Claremont, CA 91711 Tel: (909) 985-6500 Fax: (909) 399-9900 E-mail: laurel@srwadelaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/cacb12-37760.pdf The petition was signed by Michel Knight, president. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Michel Knight and Mei Knight 10-19734 04/01/10 DONNERAIL LLC: Case Summary & Largest Unsecured Creditor -------------------------------------------------------- Debtor: Donnerail,LLC 4550 Ironworks Pike Lexington, KY 40511 Bankruptcy Case No.: 12-53182 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Eastern District of Kentucky (Lexington) Judge: Tracey N. Wise Debtor's Counsel: Jamie L. Harris, Esq. DELCOTTO LAW GROUP PLLC 200 North Upper Street Lexington, KY 40507 Tel: (859) 231-5800 E-mail: jharris@dlgfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of 20 largest unsecured creditors contains only one one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Foley Bryant Holloway Legal services $2,228 & Raluy 500 W. Jefferson, Ste 2450 Louisville, KY 40202 The petition was signed by Harry L. Seeger III, member. DYNASIL CORP: Fails to Meet Financial Covenants in Loan Agreements ------------------------------------------------------------------ Dynasil Corporation of America on Dec. 31 disclosed that the Company has failed to comply with the financial covenants set forth in the terms of its outstanding indebtedness for its fiscal fourth quarter ended September 30, 2012. These covenants require the Company to maintain specified ratios of earnings before interest, taxes, depreciation and amortization (EBITDA) to fixed charges and to total/senior debt. The Company continues to be current with all principal and interest payments due on all its outstanding indebtedness and management expects to continue discussions with its lenders to address the financial covenant situation. These financial covenant defaults give the lenders the right to accelerate the maturity of the indebtedness outstanding and foreclose on any security interest. Furthermore, Sovereign Bank, N.A., the Company's senior lender, may, at its option, impose a default interest rate with respect to the senior debt outstanding, which is 5% higher than the rate otherwise in effect. To date, the lenders have not taken any such actions. However, the Company cannot predict when or whether a resolution of this situation will be achieved. As of September 30, 2012, the Company had total indebtedness outstanding of approximately $12.0 million, consisting of approximately $9.0 million of senior debt owed to Sovereign Bank and approximately $3.0 million of subordinated debt owed to Massachusetts Capital Resources Company. The Company's indebtedness is secured by substantially all the accounts and assets of the Company and is guaranteed by its subsidiaries. The causes for the covenant violations are lower revenue and higher than expected expenses in the Company's Dynasil Products and RMD divisions during the fiscal quarter ended September 30, 2012, combined with the continued investment in Dynasil Biomedical Corp. and the Company's Dual Mode nuclear detection initiative. In addition, the Company incurred a significant, non-recurring charge of approximately $466,000 to its selling, general and administrative expenses during that quarter related to costs incurred as a result of a review, under the direction of the Audit Committee of the Board, of certain cash application processes and billing practices of the RMD division. This investigation has been completed and has resulted in modifications in the division's practices and internal controls. The Company does not anticipate additional expenses for this matter. The Company has recently taken and will continue to take actions to improve its liquidity, including the implementation of a number of initiatives designed to conserve cash, optimize profitability and right-size the cost structure of its various businesses. The Company has retained Argus Management Corporation and expects to engage an investment bank as financial advisors to assist it in evaluating strategic and restructuring alternatives. However, because of the uncertainty of any resolution of the covenant violations and possibility of an acceleration of the indebtedness by the lenders, the Company will reclassify all of its outstanding indebtedness as a current liability when it reports its results for the fiscal year ended September 30, 2012. As a result, the Company's independent registered public accountants, McGladrey LLP, will include a "going concern" qualification in its audit opinion with respect to such financial statements. Furthermore, as a result of the decline in the fair value of certain business operations, the Company expects it will record significant non-cash goodwill and long-lived asset impairment charges as of September 30, 2012, though at this time it is unable to provide any estimate of such impairment charges. The Company plans to file a Notification of Late Filing on Form 12b-25 with the SEC on January 2, 2013 that will allow the Company to extend the deadline to file its Annual Report on Form 10-K by 15 calendar days. The Company has taken this step in order to have more time to finalize the preparation of its financial statements for the fiscal year ended September 30, 2012 and complete the audit process. With this extension, the Company's Form 10-K will be deemed timely filed if it is filed not later January 15, 2013. The Company intends to file the Form 10-K as soon as practicable. About Dynasil Dynasil Corporation of America -- http://www.dynasil.com-- develops and manufactures detection and analysis technology, precision instruments and optical components for the homeland security, medical and industrial markets. The Company is based in Watertown, Massachusetts, with additional operations in Mass., Minn., NY, NJ and the United Kingdom. EASTMAN KODAK: To Receive $525 Million From Sale of IP Assets ------------------------------------------------------------- Eastman Kodak Company entered into agreements relating to the monetization of certain of its intellectual property assets, including the sale of its digital imaging patents. These agreements include: * the Patent Sale Agreement between Kodak and Intellectual Ventures Fund 83 LLC; * the Patent Ownership Rights Transfer and Assignment Agreement among Kodak, IV, FlashPoint Technology Inc. and Apple Inc.; * the Stock Transfer and Release Agreement between Kodak and FlashPoint; and * the Letter Agreement between Kodak and FUJIFILM Corporation. Kodak will receive $525 million pursuant to the transactions contemplated by the agreements. A portion of this sum will be paid by a consortium of companies organized by IV and RPX Corporation, which includes Adobe Systems Incorporated, Amazon Fulfillment Services, Inc., Apple, Facebook, Inc., FUJIFILM Corporation, Huawei Technologies Co., Ltd., Google Inc., H.T.C. (B.V.I.) Corporation, Microsoft Corporation, Research In Motion Limited, Samsung Electronics Co., Ltd. and Shutterfly, Inc., with each Licensee receiving certain license rights with respect to the digital imaging patents and certain other Kodak patents. Another portion of this sum will be paid by IV, which is acquiring the digital imaging patent portfolio subject to the license rights granted to the Licensees and retained by Kodak pursuant to the Transaction, and subject to previously existing licenses. As part of the Transaction, Kodak will enter into grant-back licenses with IV and Apple, under which Kodak and its subsidiaries and divested entities will retain licenses under the patent assets sold pursuant to the Sale Agreement. The agreements are subject to the approval of the United States Bankruptcy Court for the Southern District of New York. A hearing, at which Kodak and its affiliated debtors and debtors in possession will seek approval of the consummation of the Transaction, is scheduled to be held before the Bankruptcy Court on Jan. 11, 2013, at 10:00 a.m. (Eastern Time). 1. The Sale Agreement The Sale Agreement provides that Kodak will sell and assign, and IV will purchase the patents and patent applications comprising Kodak's digital imaging patent portfolio and certain related royalty streams free and clear of claims and interests, and will assume certain related liabilities. At the closing of the Transaction, IV will pay to Kodak a purchase price of $527 million, less the license fees to be paid pursuant to the Transaction by the Licensees, and subject to adjustment for certain expenses incurred by IV. IV will pay $5 million of the closing amount to FlashPoint on behalf of Kodak to effect the settlement contemplated by the FlashPoint Settlement Agreement. Simultaneous with the Closing, Kodak will grant to each Licensee a license under the Assigned Patents pursuant to Bidco DC/KISS Patent License Agreements between Kodak and each of the Licensees, and will enter into Retained Patents License Agreements with each of the Licensees. 2. The FlashPoint Agreements Pursuant to the FlashPoint Settlement Agreement, IV will pay to FlashPoint, on behalf of Kodak, $5 million of the proceeds of the Sale at Closing, subject to the satisfaction of certain conditions. On the payment date, FlashPoint will relinquish and release any and all claims with respect to the Assigned Patents and release Apple, IV, Kodak and the Licensees from all actions and claims related to the allegations in the proceeding before the Bankruptcy Court captioned Eastman Kodak Company v. Apple Inc. and FlashPoint Technology, Inc., (Adv. Proc. No. 12-01720) and infringement of the Assigned Patents. FlashPoint will dismiss with prejudice all its claims in the Adversary Proceeding. Also upon the payment by IV to FlashPoint pursuant to the FlashPoint Settlement Agreement, Apple and IV will grant a license to FlashPoint and its affiliates under certain Assigned Patents, subject to certain limitations. Pursuant to the Stock Transfer Agreement, FlashPoint will relinquish and release the license rights and covenants not to sue granted by Kodak to FlashPoint pursuant to certain development agreements with Kodak, and its rights to all other patents owned by Kodak, and Kodak will transfer certain shares of FlashPoint stock to FlashPoint, shares of stock of Modesmata Corporation to Modesmata, and shares of stock of Hanei Corporationto Hanei. Subject to certain conditions, FlashPoint will pay to Kodak approximately $1.68 million in connection with the share transfer and release. The FlashPoint Settlement Agreement and Stock Transfer Agreement will terminate if the Sale Agreement is terminated prior to Closing, or if the Final Sale Order is not approved prior to the Closing in a manner that approves the FlashPoint Agreements. 3. The Fuji Letter Agreement Pursuant to the Fuji Letter Agreement, and concurrently with the transactions contemplated by the Bidco DC/KISS Patent License Agreements and Retained Patents License Agreements, (i) certain patent cross license agreements between Kodak and FUJIFILM will be amended to allow assignment and sublicensing of Kodak's rights thereunder and will be assumed by Kodak, (ii) the proof of claim number 5841 filed by FUJIFILM in the Debtors' chapter 11 cases will be allowed as a general unsecured prepetition claim against the Debtors' estates, and (iii) the parties agree to a mutual three-year standstill of all patent infringement claims relating to or arising from certain products and software related to printing. At the Closing of the Transaction, pursuant to the Sale Agreement, Kodak will enter into the Grant-Back License Agreements, the Bidco DC/KISS Patent License Agreements and the Retained Patents License Agreements. IV and Apple will each grant a license back to Kodak under the Assigned Patents pursuant to Grant-Back License Agreements between Kodak and each of IV and Apple. Kodak will also grant to each Licensee a license under the patents and patent applications that Kodak is not selling in the Transaction or that are owned by Kodak within six months after Closing pursuant to Retained Patents License Agreements between Kodak and each Licensee, provided that the license under the Retained Patents does not extend to certain products and software related to printing. Pursuant to the Retained Patents License Agreements, Kodak will grant to each Licensee, and each Licensee will grant to Kodak, a release of all patent infringement or other violation claims, and Kodak and each Licensee will dismiss certain pending claims against each other. If a Licensee or any of its subsidiaries files certain patent infringement claims against Kodak or any of its subsidiaries or divested businesses, the license to that Licensee may under certain conditions terminate with respect to patents owned by the target of such claim. Kodak, its divested businesses and each Licensee will refrain from filing certain patent infringement suits against each other for a period of up to two years, during which damages will accrue and defenses will be tolled. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. ENERGY FUTURE: Has Private Exchange Offers for Debt Securities -------------------------------------------------------------- Energy Future Holdings Corp. announced that its direct, wholly owned subsidiary, Energy Future Intermediate Holding Company LLC, and EFIH Finance Inc., a direct, wholly owned subsidiary of EFIH, are commencing private exchange offers to exchange up to approximately $1.3 billion aggregate principal amount of new 10.000% Senior Secured Notes due 2020 of the Offerors for any and all outstanding (i) 9.75% Senior Secured Notes due 2019 of EFH Corp., (ii) 10.000% Senior Secured Notes due 2020 of EFH Corp., and (iii) 9.75% Senior Secured Notes due 2019 of the Offerors. In addition, concurrent with the First Lien Exchange Offers, the Offerors and EFH Corp. are soliciting consents from holders of Existing First Lien Notes to proposed amendments to the indentures governing the Existing First Lien Notes and to those Existing First Lien Notes. The Offerors are also commencing exchange offers to exchange up to approximately $124 million aggregate principal amount of 11.25%/12.25% Senior Toggle Notes due 2018 of the Offerors for any and all outstanding (i) 10.875% Senior Notes due 2017 of EFH Corp., and (ii) 11.250%/12.000% Senior Toggle Notes due 2017 of EFH Corp. The Offerors will exchange New Senior Toggle Notes for Existing Unsecured Notes, subject to the conditions of the Unsecured Exchange Offers. The Exchange Offers for each series of Existing Notes will expire at 5:00 p.m., New York City time, on Jan. 24, 2013. The Consent Solicitations for each series of Existing First Lien Notes will expire at 5:00 p.m., New York City time, on Jan. 24, 2013. Tendered Existing Notes may be withdrawn at any time at or prior to the Expiration Date and Consents delivered may be revoked at any time at or prior to the Consent Date. A copy of the press release is available at http://is.gd/SFxQBW A copy of the Form 8-K is available at http://is.gd/CH7qmd About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. Energy Future had a net loss of $1.91 billion on $7.04 billion of operating revenues for the year ended Dec. 31, 2011, compared with a net loss of $2.81 billion on $8.23 billion of operating revenues during the prior year. The Company's balance sheet at Sept. 30, 2012, showed $42.73 billion in total assets, $51.90 billion in total liabilities and a $9.16 billion total deficit. * * * As reported by the TCR on Aug. 15, 2012, Moody's downgraded the Corporate Family Rating (CFR) of EFH to Caa3 from Caa2 and affirmed its Caa3 Probability of Default Rating (PDR) and SGL-4 Speculative Grade Liquidity Rating. The downgrade of EFH's CFR to Caa3 from Caa2 reflects the company's financial distress and limited financial flexibility. As reported by the TCR on Dec. 7, 2012, Fitch Ratings has lowered the Issuer Default Rating (IDR) of EFH to 'Restricted Default' (RD) from 'CC'. Fitch Ratings has deemed the recently concluded exchange offer to exchange a portion of the LBO notes and legacy notes at Energy Future Holdings Corp (EFH) for new 11.25%/12.25% senior toggle notes due 2018 at Energy Future Intermediate Holding Company LLC (EFIH) as a distressed debt exchange (DDE). In the Dec. 28, 2012, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on EFIH, TCEH, and EFCH to 'CC' from 'CCC'. "We lowered to 'CC' from 'CCC' our corporate credit rating on EFH subsidiary EFCH. EFCH guarantees TCEH's senior secured debt (which includes the revolver) and so falls to 'CC' along with TCEH," S&P said. EPICEPT CORP: Terminates Employment of SVP Dileep Bhagwat ----------------------------------------------------- EpiCept Corporation and Dileep Bhagwat, the Company's Senior Vice President of Pharmaceutical Development, agreed that, effective Dec. 15, 2012, his employment with the Company will terminate. About EpiCept Corporation Tarrytown, N.Y.-based EpiCept Corporation (Nasdaq and Nasdaq OMX Stockholm Exchange: EPCT) -- http://www.epicept.com/-- is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), approved in the European Union for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. In the United States, a pivotal trial is scheduled to commence in 2011. The Company has two other oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. In the auditors' report accompanying the financial statements for year ended Dec. 31, 2011, Deloitte & Touche LLP, in Parsippany, New Jersey, noted that the Company's recurring losses from operations and stockholders' deficit raise substantial doubt about its ability to continue as a going concern. Epicept reported a net loss of $15.65 million in 2011, a net loss of $15.53 million in 2010, and a net loss of $38.81 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $2.86 million in total assets, $16.03 million in total liabilities and a $13.16 million in total stockholders' deficit. FENTURA FINANCIAL: Terminates Offerings Under 1996 Option Plans --------------------------------------------------------------- Fentura Financial, Inc., filed post-effective amendments to the Forms S-8 relating to the following Registration Statements: (1) Registration Statement No. 333-137103 registering 85,622 shares of common stock for issuance under the Fentura Financial, Inc., 1996 Employee Stock Option Plan; and (2) Registration Statement No. 333-137104 registering 65,950 shares of common stock for issuance under the Fentura Financial, Inc.. 1996 Nonemployee Director Stock Option Plan. The Company has terminated all offerings of its securities pursuant to its existing registration statements. Accordingly, the Company terminates the effectiveness of the Registration Statements, and removes from registration any securities that had been registered for issuance but that remain unsold at the termination of the offering. About Fentura Financial Based in Fenton, Michigan, Fentura Financial, Inc., is a registered bank holding company, owns and controls The State Bank, Fenton, Michigan, and West Michigan Community Bank, Hudsonville, Michigan, both state nonmember banks, and two nonbank subsidiaries. Fentura Financial shares are traded over the counter under the FETM trading symbol. Fentura Financial, Inc., entered into a Written Agreement with the Federal Reserve Bank of Chicago on Nov. 4, 2010. Among other things, the Written Agreement requires that the Company obtain the approval of the FRB prior to paying a dividend; requires that the Company obtain the approval of the FRB prior to making any distribution of interest, principal, or other sums on subordinated debentures or trust preferred securities; prohibits the Company from purchasing or redeeming any shares of its stock without the prior written approval of the FRB; requires the submission of a written capital plan by Jan. 3, 2011, and; requires the Company to submit cash flow projections for the Company to the FRB on a quarterly basis. The Company reported a net loss of $1.51 million in 2011, compared with a net loss of $5.38 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $306.50 million in total assets, $290.64 million in total liabilities and $15.85 million in total stockholders' equity. FIRST PHILADELPHIA: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: First Philadelphia Holdings, LLC 3000 Atrium Way, Suite 219 Mount Laurel, NJ 08054 Bankruptcy Case No.: 12-39767 Chapter 11 Petition Date: December 26, 2012 Court: U.S. Bankruptcy Court District of New Jersey (Camden) Judge: Chief Judge Gloria M. Burns Debtor's Counsel: Maureen P. Steady, Esq. 12000 Lincoln Drive West, Suite 208 Marlton, NJ 08053 Tel: (856) 396-0540 Fax: (609) 482-8011 E-mail: msteady@mac.com maureen.steady@gmail.com Scheduled Assets: $15,000,000 Scheduled Liabilities: $10,346,981 The petition was signed by George M. Diemer, the Debtor's managing member. List of the Debtor's Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fineman Krekstein & Harris, P.C. Legal Services $89,628.08 Mellon Bank Center 1735 Market Street Suite 600 Philadelphia, PA 19103 Town Shapes Professional $84,551.00 2 Tower Center Blvd. Services 19th Floor East Brunswick, NJ 08816 George M. Diemer Unknown Kancher Law Firm Legal Services $11,592.23 Stantec Professional $17,747.18 Services The Martin Architectural Group Professional $33,963.00 Services FOXFIELD LLC: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Foxfield LLC P.O. Box Manville, RI 02838 Bankruptcy Case No.: 12-13913 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court District of Rhode Island (Providence) Judge: Diane Finkle Debtor's Counsel: Raymond J. Haskell, Jr., Esq. LAW OFFICE OF RAYMOND J. HASKELL, JR. 215 Villa Avenue North Providence, RI 02904 Tel: (401) 288-8343 E-mail: rayhaskel@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Kevin J. O'Sullivan, president. GREEN ENDEAVORS: Amends 2nd and 3rd Quarters' Financials -------------------------------------------------------- Green Endeavors, Inc., amended and restated the quarterly reports for the periods ended June 30, 2011, and Sept. 30, 2011. The Company's consolidated financial statements have been restated to correct the reporting of obligations arising from convertible debt of the Company as derivative obligations of the Company and to report the calculations of the potential obligations that arise from that classification. The Company's restated statements of operations for the quarter ended June 30, 2011, reflect a net loss of $137,746 on $688,309 of total revenue, compared with a net loss of $105,775 on $688,309 of total revenue as originally reported. As restated, the Company reported net income of $14,958 on $707,763 of total revenue for the three months ended Sept. 30, 2011, compared with net income of $24,323 on $707,763 of total revenue as previously disclosed. The Company's restated balance sheet at Sept. 30, 2011, showed $1.06 million in total assets, $4.49 million in total liabilities and a $3.43 million total stockholders' deficit. The Company originally reported $1.06 million in total assets, $4.37 million in total liabilities and a $3.31 million total stockholders' deficit at Sept. 30, 2011. Copies of the amended quarterly reports are available for free at: http://is.gd/6xxkmH http://is.gd/3FhUaA Green Endeavors, Inc., through its two wholly-owned subsidiaries, Landis Salons, Inc., and Landis Salons II, Inc., operates two full-service hair and retail salons featuring the Aveda(TM) line of products. In August 2010, the Company determined that Newby Salons, LLC, which operated its Bountiful salon, did not meet the Company's operational performance or real estate requirements and was closed. On Dec. 1, 2010, Newby Salons, LLC was sold. The Company's balance sheet at Dec. 31, 2011, showed $1.0 million in total assets, $4.5 million in total liabilities, and a stockholders' deficit of $3.5 million. The Company reported a net loss of $276,264 on $2.8 million of total revenue for 2011, compared with net income of $13,939 on $2.3 million of total revenue for 2010. In the auditiors' report accompanying the 2011 financial results, Madsen & Associates CPA's, Inc., in Salt Lake City, Utah, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company will need additional working capital for its planned activity and to service its debt. GREENSHIFT CORP: Maturity of YA Global Debt Extended to March 31 ---------------------------------------------------------------- GreenShift Corporation and YA Global Investments, L.P., entered into an amended Forbearance Agreement dated as of Nov. 30, 2012. Pursuant to the Amendment, YA Global agreed to extend the maturity date of the debt due to YA Global and its assignees from Dec. 31, 2012, to March 31, 2013. About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. In its audit report on the consolidated financial statements for the year ended Dec. 31, 2011, Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered losses from operations and has a working capital deficiency as of Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2012, showed $7.67 million in total assets, $46.84 million in total liabilities and a $39.17 million total stockholders' deficit. HAMPTON ROADS: Eddie Cooke Joins as BHR Vice President ------------------------------------------------------ Hampton Roads Bankshares, Inc., the holding company for The Bank of Hampton Roads and Shore Bank, announced that Joseph E. (Eddie) Cooke has joined BHR as a Vice President and commercial lender serving the Outer Banks, North Carolina market. Cooke will report to Chuck Parker, President, Outer Banks Market. Douglas J. Glenn, president and chief executive officer of the Company and chief executive officer of BHR, said, "We welcome Eddie to our team. He brings three decades of experience in commercial and small business lending and other financial services. With the addition of Eddie, we continue our progress in building the premier community bank lending team in each of the regions we serve, providing a strong foundation for loan and deposit growth going forward." Prior to joining BHR, Mr. Cooke served as Vice President/City Executive at Southern Bank and Trust Company in Kill Devil Hills, NC. From 1999 to 2005, he served as Assistant Vice President at Wachovia Bank, where he provided financial planning services for bank customers. From 1996 to 1999, Mr. Cooke served in sales and sales management positions with Coggin Insurance Agency, Inc., and Prudential Insurance and Financial Services. From 1982 to 1996, he served in a variety of positions with Centura Bank, most recently as Assistant Vice President and retail and commercial lender. Mr. Cooke earned a BA in Business Management and Economics from North Carolina State University. He currently serves as President of the Outer Banks Forum for the Lively Arts and an Outer Banks Chamber of Commerce Ambassador. About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and 15 ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.07 billion in total assets, $1.88 billion in total liabilities and $187.96 million in total shareholders' equity. HERCULES OFFSHORE: Files Fleet Status Report as of Dec. 19 ---------------------------------------------------------- Hercules Offshore, Inc., posted on its Web site at http://www.herculesoffshore.com/a report entitled "Hercules Offshore Fleet Status Report". The Fleet Status Report includes the Hercules Offshore Rig Fleet Status (as of Dec. 19, 2012), which contains information for each of the Company's drilling rigs, including contract dayrate and duration. The Fleet Status Report also includes the Hercules Offshore Liftboat Fleet Status Report, which contains information by liftboat class for November 2012, including revenue per day and operating days. The Fleet Status Report is available for free at http://is.gd/sThxqj About Hercules Offshore Hercules Offshore Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. The Company reported a net loss of $76.12 million in 2011, a net loss of $134.59 million in 2010, and a net loss of $91.73 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $2.02 billion in total assets, $1.15 billion in total liabilities and $877.24 million stockholders' equity. * * * The Troubled Company Reporter said on March 23, 2012, that Moody's Investors Service upgraded Hercules Offshore, Inc., Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to B3 from Caa1 contingent upon the completion of its recently announced recapitalization plan. Hercules' B3 CFR reflects its jackup fleet, which consists primarily of standard specification rigs with an average age of about 30 years. Its rigs are geographically concentrated in the Gulf of Mexico (GoM), a market that experienced a slow-down after the Macondo well incident. However, over the last year a pick-up in permitting and activity levels in the GoM, has led to higher dayrates. For Hercules, the improving market conditions have stabilized its cash flow from operations, which are expected continue to improve for at least the next 18 to 24 months as old contracts roll into new contracts with higher dayrates. These improving market conditions support the decision to upgrade Hercules' CFR at this time. As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Hercules Offshore Inc. to 'B' from 'B-'. "The upgrade reflects the improving market conditions in the Gulf of Mexico and our expectations that Hercules' fleet will continue to benefit," said Standard & Poor's credit analyst Stephen Scovotti. HERITAGE PLAZA: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Heritage Plaza, LLC 15640 NE Fourth Plain Blvd., Ste. 200 Vancouver, WA 98682 Bankruptcy Case No.: 12-48512 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Western District of Washington (Tacoma) Judge: Paul B. Snyder Debtor's Counsel: Richard S. Ross, Esq. LAW OFFICE OF RICHARD S ROSS 1610 Columbia St Vancouver, WA 98660 Tel: (360) 699-1400 E-mail: ecf@resolvedebt.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Gene Thompson, managing member. HOVNANIAN ENTERPRISES: Files Form 10-K, Had $66.2MM Loss in 2012 ---------------------------------------------------------------- Hovnanian Enterprises, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $66.19 million on $1.48 billion of total revenues for the year ended Oct. 31, 2012, compared with a net loss of $286.08 million on $1.13 billion of total revenues for the year ended Oct. 31, 2011. The Company's balance sheet at Oct. 31, 2012, showed $1.68 billion in total assets, $2.16 billion in total liabilities, and a $485.34 million total deficit. A copy of the Form 10-K is available for free at: http://is.gd/aw2ecc About Hovnanian Enterprises Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. * * * As reported by the TCR on Nov. 7, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Hovnanian Enterprises Inc. to 'CCC+' from 'CCC-' and removed it from CreditWatch positive. "We raised our corporate credit rating to reflect operating performance that is better than we expected, resulting in narrowing pretax losses," said credit analyst George Skoufis. "It also reflects improved liquidity following the recent debt issuances that will extend the bulk of the company's 2016 maturities to 2020 and reduce its overall interest burden." In the Dec. 11, 2012, edtiiton of the TCR, Fitch Ratings has affirmed the ratings for Hovnanian Enterprises, Inc. (NYSE: HOV), including the company's Issuer Default Rating (IDR), at 'CCC'. The rating for HOV is influenced by the company's execution of its business model, land policies, and geographic, price point and product line diversity. The rating additionally reflects the company's liquidity position, substantial debt and high leverage. Hovnanian carries 'Caa2' corporate family and probability of default ratings from Moody's. Moody's said in April 2012 that the Caa2 corporate family rating reflects Hovnanian's elevated debt leverage weak gross margins, continued operating losses, negative cash flow generation, and Moody's expectation that the conditions in the homebuilding industry over the next one to two yeas will provide limited opportunities for improvement in the company's operating and financial metrics. In addition, the ratings consider Hovnanian's negative net worth position, which Moody's anticipates will be further weakened by continuing operating losses and impairment charges. As a result, adjusted debt leverage, currently standing at 149%, is likely to increase further. INSPIREMD INC: Effectuating a One-for-Four Reverse Stock Split -------------------------------------------------------------- InspireMD, Inc., is effectuating a one-for-four reverse stock split of its common stock as part of the process to prepare its shares for listing on a national U.S. exchange. The consolidated common shares began trading on a split-adjusted basis when the market opens on Dec. 21, 2012, on the OTC Bulletin Board under the temporary symbol NSPRD. At the effective time of the reverse split, every four shares of InspireMD's issued and outstanding common stock will automatically be converted into one issued and outstanding share of common stock, without any change in the par value per share. All fractional shares will be rounded up to the nearest whole share. About InspireMD 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 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." JJT & M INC: Case Summary & 2 Unsecured Creditors ------------------------------------------------- Debtor: JJT & M, Inc. 111 Byram Shore Road Greenwich, CT 06830 Bankruptcy Case No.: 12-52261 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court District of Connecticut (Bridgeport) Judge: Alan H.W. Shiff Debtor's Counsel: Richard P. Terbrusch, Esq. THE TERBRUSCH LAW FIRM, LLC 2 Terrace Place Danbury, CT 06810 Tel: (203) 792-9400 Fax: (203) 792-9402 E-mail: terbruschesq@sbcglobal.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $0 to $50,000 A list of the Company's two largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/ctb12-52261.pdf The petition was signed by Mahmoud Whaba, president. K-V PHARMACEUTICAL: Receives Court Approval of Hologic Settlement ----------------------------------------------------------------- K-V Pharmaceutical Company disclosed that the U. S. Bankruptcy Court for the Southern District of New York, the Honorable Judge Allan L. Gropper presiding, approved the Company's settlement agreement with Hologic, Inc., and authorized the Company to enter into an $85 million debtor-in-possession financing to, among other things, fund the settlement. "The resolution of the Hologic litigation is a major milestone in our restructuring. Now that it is resolved, K-V can focus on completing all other necessary steps for confirmation of a plan of reorganization and timely emergence from Chapter 11," said K-V President and CEO Greg Divis. "We are committed to our core women's health care business and continue to work closely with our customers to advance the care of the patients we serve." The Hologic Settlement resolves all disputes between K-V and Hologic related to Makena, confirms K-V's ownership of Makena and allows the Company to move forward with their efforts to pursue a plan of reorganization based upon Makena. The $85 million DIP financing facility will be used to satisfy the terms of the Hologic Settlement, provide additional financial flexibility during the pendency of the Company's Chapter 11 proceeding and fund certain payments under the proposed plan of reorganization. The DIP financing contains various bankruptcy milestones including a requirement that the Company file a proposed plan of reorganization in January. The proposed plan, which has the support of over 75% of the Company's prepetition senior secured noteholders based on principal amount held, is intended to maximize recoveries to stakeholders of the Company. K-V and certain of its affiliates commenced cases to reorganize under Chapter 11 of the U.S. Bankruptcy Code on Aug. 4, 2012. The Chapter 11 cases are being jointly administered under case number 12-13346. The DIP Lenders consist of affiliates or funds of each of Silver Point Finance, LLC, Whitebox Advisors, LLC, and Pioneer Investment Management, Inc. Willkie Farr & Gallagher LLP serves as bankruptcy counsel to K-V, and Jefferies & Co., Inc. as financial advisor and investment banker. About K-V Pharmaceutical K-V Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V employed Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V tapped Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five members to serve in the Official Committee of Unsecured Creditors. Kristopher M. Hansen, Esq., Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, represent the Creditors Committee. Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R. Fife, Esq., represent an Ad Hoc Senior Noteholders Group. KICKAPOO KENNELS: Case Summary & 5 Unsecured Creditors ------------------------------------------------------ Debtor: Kickapoo Kennels, LLC dba Kickapoo Ranch Pet Resort 23230 Kickapoo Road Waller, TX 77484 Bankruptcy Case No.: 12-39321 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Letitia Z. Paul Debtor's Counsel: Barbara Mincey Rogers, Esq. ROGERS & ANDERSON, PLLC 1415 North Loop West Ste 1020 Houston, TX 77008 Tel: (713) 868-4411 Fax: (713) 868-4413 E-mail: brogers@ralaw.net Scheduled Assets: $154,372 Scheduled Liabilities: $2,370,622 A list of the Company's five largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/txsb12-39321.pdf The petition was signed by Kari Enmon, vice president, secretary and treasurer. LDK SOLAR: 2014 Noteholders Consent to Indenture Amendments ----------------------------------------------------------- LDK Solar Co., Ltd., has received the required number of unrevoked consents from holders of its 10.00% Senior Notes Due 2014 necessary to approve certain proposed amendments to the indenture, dated as of Feb. 28, 2011, by and among LDK Solar, the Subsidiary Guarantors, The Bank of New York Mellon, London Branch, as trustee, and paying and transfer agent, and The Bank of New York Mellon (Luxembourg) S.A., as registrar, governing its 2014 Notes. LDK Solar will make a cash payment to each holder of the 2014 Notes for each RMB10,000 in principal amount of 2014 Notes in respect of which such holder has validly delivered (and not validly revoked) a consent prior to the expiration date. The Consent Fee of RMB10 per RMB10,000 in principal amount of 2014 Notes will be payable in U.S. dollars applying an exchange rate of RMB6.25 to US$1.00, resulting in a Consent Fee of US$1.60 per RMB10,000 in principal amount of 2014 Notes. As the Requisite Consents have been obtained, LDK Solar and the Subsidiary Guarantors intend to execute a supplemental indenture with the Trustee as soon as practicable to give effect to the Proposed Amendments. 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. LDK Solar's balance sheet at Sept. 30, 2012, showed US$5.76 billion in total assets, US$5.41 billion in total liabilities, US$299.02 million in redeemable non-controlling interests and US$45.91 million in total equity. LOBIONDO BROTHERS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: LoBiondo Brothers Motor Express, Inc. 712 N. Shiloh Ave. Rosenhayn, NJ 08352 Bankruptcy Case No.: 12-39488 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court District of New Jersey (Camden) Judge: Gloria M. Burns Debtor's Counsel: Arthur Abramowitz, Esq. COZEN O'CONNOR Libertyview Building, Suite 300 457 Haddonfield Road Cherry Hill, NJ 08002 Tel: (856) 910-5000 E-mail: aabramowitz@cozen.com Scheduled Assets: $1,228,493 Scheduled Liabilities: $4,392,430 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/njb12-39488.pdf The petition was signed by George A. LoBiondo, president. LOCATION BASED TECHNOLOGIES: PocketFinder on TV in Early 2013 ------------------------------------------------------------- Location Based Technologies Inc. held a conference call to provide a corporate update to shareholders and the investment community. On the call, David Morse, the chief executive officer of the Company, disclosed the following information: The PocketFinder Vehicle product will be shown on several episodes of the coming season of Inside West Coast Customs and the Company understands that one episode will be devoted entirely to its product and the Company's brand. The season was supposed to begin airing this Fall, but has been rescheduled and the Company has been told it will begin airing in early 2013. In October 2012 the Company announced that after a very lengthy testing and evaluation process, AT&T placed a purchase order for $880,000 worth of PF-886 devices. AT&T intends to use these devices internally to monitor its own emergency response equipment, such as generators, mobile cell towers and mobile lighting stations. The Company believes this order will be just the first from AT&T and that there will be more to come in 2013. The Company also believes that the subsequent orders will be of equal or greater size. The Company is developing 3G PocketFinder devices. Once complete, AT&T may invite the Company to sell PocketFinder products in AT&T's retail stores in the U.S .and the new 3G Vehicle and asset device will be the first of the Company's devices to be offered. In 2013, the Company's relationship with EE (the largest telecommunications carrier in the UK ) will likely evolve in a couple of stages, the first of which will be an initial test sale of PocketFinder devices. After that, the Company will look to expand the relationship both from a product standpoint and geographic standpoint. As of Dec. 18, 2012, the Company's 3G vehicle and asset solution has passed final FCC, PTCRB and IC testing for all 4 GSM bands as well as for the Penta band that will allow the Company to sell its vehicle devices in the U.S. as well as provide service in countries such as Japan and South Korea. Apple has indicated a strong interest in bringing the Company's PocketFinder family of products into Asia. The Company is currently in the process of working towards launching its products initially in China and expanding the launch to Singapore, Japan, Malaysia and Vietnam in time. There is no signed agreement, but the Company has verbal assurances from a high ranking Apple official. Additionally, Apple has also expressed interest in selling the Company's devices in select countries in Europe. The Company is in the early stages of working with Apple to determine if the Company's price points for hardware and monthly service will fit their model. The Company is also working independently with a carrier in Australia, who will be evaluating the Company's devices for a potential partnership in Australia and New Zealand. The Company expects that trial to begin shortly and hope that will lead to a product launch in Australia and New Zealand this calendar year. The Company estimates that during the first calendar quarter of 2013, PocketFinder devices will be for sale in the U.K. and the Company's goal is to expand its European distribution beyond the U.K. by the Fall of 2013. The Company is evaluating entering Brazil, Ecuador and Chile markets. The Company believes that it can achieve positive cash flow by Aug. 31, 2013. In the Company's first fiscal quarter of 2013 the Company's revenues are equal to approximately 44% of the Company's revenue for all of fiscal 2012. When the Company delivers product to AT&T, the Company will recognize $880,000 from that order, so the Company believes that its revenues in the 2nd fiscal quarter of 2013 should also be strong. The Company currently have in excess of 7,000 subscribers not including the AT&T order. About Location Based Technologies Irvine, Calif.-based Location Based Technologies, Inc., designs, develops, and sells leading-edge personal locator devices and services. Location Based's balance sheet at Aug. 31, 2012, showed $5.52 million in total assets, $5.75 million in total liabilities, $430,700 in commitments and contingencies and a $661,566 total stockholders' deficit. Comiskey & Company, the Company's independent registered public accounting firm, included an explanatory paragraph in its report on the Company's financial statements for the fiscal year ended Aug. 31, 2012, which expresses substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring losses since inception and has an accumulated deficit in excess of $45,000,000. There is minimal sales history for the Company's products, which are new to the marketplace. Bankruptcy Warning The Company remains obligated under a significant amount of notes payable, and Silicon Valley Bank has been granted security interests in its assets. "If we are unable to pay these or other obligations, the creditors could take action to enforce their rights, including foreclosing on their security interests, and we could be forced into liquidation and dissolution. We are also delinquent on a number of our accounts payable. Our creditors may be able to force us into involuntary bankruptcy," the Company said in its annual report for the year ended Aug. 31, 2012. LODGENET INTERACTIVE: To Enter Ch. 11 as Colony Gets Control ------------------------------------------------------------ LodgeNet Interactive Corporation on Dec. 31 said it has entered into a definitive agreement with a syndicate formed by Colony Capital LLC and its affiliate, Col-L Acquisition LLC, and certain other investors, pursuant to which Colony and the other investors will invest $60 million of new capital in the Company, with an option to invest up to an additional $30 million to support a proposed recapitalization of the Company. In addition, the Company has received support from a steering committee of its lenders holding its debt for a multi-year extension of its existing $346 million secured credit facility. The transaction will be implemented through an expedited Chapter 11 bankruptcy process, at the conclusion of which the Colony Syndicate would become the controlling stockholder of the Company. Pursuant to the investment agreement, LodgeNet is to file for bankruptcy before the U.S. Bankruptcy Court for the Southern District of New York within 40 calendar days from the entry of the agreement. The plan of reorganization envisions that unsecured creditors of LodgeNet will be paid in full for any pre-petition claims at the conclusion of the Chapter 11 process. Holders of the existing Series B Preferred Stock and common stock issued by LodgeNet Interactive will have their interests cancelled and will not receive any distributions. Colony requires LodgeNet to obtain confirmation of the Plan within 45 days after the Petition Date. Colony has also executed a memorandum of understanding with DIRECTV, LLC., setting forth certain terms pursuant to which LodgeNet and DIRECTV intend to operate as strategic partners within the hospitality and healthcare markets. As part of the expanded partnership between the two companies, DIRECTV will provide its world-class operational, technological and marketing capabilities to help deliver new and improved LodgeNet services to the industry. Under the terms of the agreements, the Colony Syndicate will receive new common stock representing 100% ownership of LodgeNet. The consortium also includes: * Col-L Acquisition, LLC, * Par Investment Partners, L.P., * Nala Investments LLC, * MAR Capital Fund I, L.P., * MAR Capital Fund II, L.P. and * MAR Capital Fund III, L.P. The recapitalization is designed to enable a restructured LodgeNet Interactive to emerge from Chapter 11 on a standalone basis with strong cash flow and a solid balance sheet. Key terms of the recapitalization include: * The Colony Syndicate will invest $60 million in exchange for all of the new shares of common stock of LodgeNet Interactive; * LodgeNet's existing Credit Agreement will be amended to provide an extension in the form of a 5-year term loan in an aggregate amount equal to (i) $346.4 million plus (ii) the amount of accrued and unpaid interest that was capitalized prior to the Closing Date; * Based on the terms of the recently executed memorandum of understanding between Colony and DIRECTV, LodgeNet and DIRECTV will enter into a new agreement pursuant to which they will work under an expanded new strategic partnership, far exceeding the scope of the parties' current free-to- guest programming agreement, to include DIRECTV branding, programming and content, advertising, and support across all facets of operations, infrastructure and technology. This strategic partnership is expected to enhance the experience for new and existing hotel and healthcare customers, improve service capabilities and provide additional promotional options that will reduce or eliminate capital requirements within the industry. Pursuant to the Investment Agreement, the Company has paid Colony $1.585 million as a partial reimbursement of Colony's expenses to date in connection with its investment in the Company. In addition, the Company paid Colony a non-refundable and fully earned commitment fee of $2,500,000 and has agreed to reimburse future fees and expenses of Colony related to the Transactions through the Closing. Closing of the transaction is subject to various closing conditions, including Bankruptcy Court confirmation of a Chapter 11 Plan. Accordingly, no assurances can be given that the transaction will be consummated. According to LodgeNet, the Colony Syndicate's investment and the new credit agreement provide added financial flexibility, while Colony Capital's industry experience and DIRECTV's new contributions will ensure LodgeNet's continued market leadership as it works with customers to offer the best in-room entertainment and connectivity services available today. Plan Support Agreement On Dec. 30, 2012, the Company, its domestic subsidiaries, and a steering committee of certain lenders each of which is a holder of indebtedness under the Credit Agreement, dated as of April 4, 2007, with various banks, financial institutions and other entities party thereto as Lenders and Gleacher Products Corp. as administrative agent, entered into a Plan Support and Lockup Agreement. The Consenting Lenders, which collectively hold 43.5% of the Company's outstanding senior debt, have agreed, among other things, to support the Plan and the Transactions, including the proposed amendment and extension of the Existing Credit Agreement, to vote in favor of the Plan, not to solicit any plan in opposition to the Plan, and otherwise not to effect any transactions that would adversely affect the consummation of the Transactions. The Company has likewise agreed to provide draft copies of all motions and applications to and consult with the Prepetition Agent's counsel prior to filing such documents with the bankruptcy court, use commercially reasonable efforts to complete the restructuring under the Plan and the Transactions, and not solicit alternative proposals to the Plan. The Company has also agreed to comply with certain deadlines regarding the timing of Chapter 11 filings and orders. $15 Mil. DIP Loan Commitment The Company has also received a commitment for a debtor-in- possession (DIP) loan from certain of its lenders. Pursuant to the Commitment Letter dated Dec. 30, the DIP Facility will consists of a senior secured credit facility of non-amortizing term loans in an aggregate principal amount of up to $30,000,000, comprised of: (A) a $15,000,000 delayed draw term loan facility of which (i) a principal amount of up to $7,500,000 will be available to be drawn at Closing and (ii) an additional principal amount of up to $7,500,000 will be available to be drawn under the Delayed Draw Term Facility on the date of entry of the Final DIP Order by the Bankruptcy Court; and (B) a dollar for dollar roll up of loans of each Lender and/or its affiliates and/or its designees under the Prepetition Credit Agreement up to the commitment amount of each Lender. The loan has a scheduled termination date of 180 days after the bankruptcy filing. The Delayed Draw Term Loans will bear interest at LIBOR plus 7.00% with a LIBOR floor of 1.50%. The Roll-Up Loans will continue to bear interest at the rates provided under the Prepetition Credit Agreement. During the continuance of an event of default (as defined in the DIP Loan Documents), Delayed Draw Term Loans will bear interest at an additional 2% per annum. Amendment to Forbearance Agreement To provide LodgeNet time to solicit votes on the proposed Chapter 11 plan, DIRECTV, HBO and the steering committee of lenders have agreed to extensions of their existing forbearance agreements. On Dec. 30, 2012, the Company and certain of its subsidiaries also entered into Amendment No. 3 to the Forbearance Agreement and Second Amendment to Credit Agreement with the Participant Lenders, and Gleacher Products Corp., as administrative agent, regarding the Existing Credit Agreement. Each of the Participant Lenders and the Agent previously agreed to forbear from exercising their respective default-related rights and remedies against the Company and the other Loan Parties under the Existing Credit Agreement, the other loan documents and/or applicable law solely to the extent the availability of such remedies arises from certain "Specified Defaults" until the earlier of Dec. 31, 2012 or future defaults under the Existing Credit Agreement (other than the Specified Defaults) and the Forbearance Agreement. The Amendment extends the date of forbearance to Feb. 5, 2013. The Company also entered into an amendment to its existing forbearance agreement with DIRECTV, which required the Company to make a payment of $20.0 million on December 31, 2012. As consideration for DIRECTV's agreement to the amendment and as an advance payment toward the services to be provided by DIRECTV to the Company, the Company will make a payment of $2.3 million to DIRECTV by Dec. 31, 2012. In exchange for the Initial Payment, the Dec. 31, 2012 payment will be deferred to Jan. 11, 2013. As further consideration for DIRECTV's agreement to the amendment and as an advance payment toward the services to be provided by DIRECTV to the Company, the Company will make a second payment of $2.7 million to DIRECTV by Jan. 11, 2013. Pursuant to the terms of the amendment, the Company may have the ability to offset a portion of the Second Payment by certain disputed amounts that the Company contends are due to the Company from DIRECTV. In exchange for the Second Payment, the Dec. 31, 2012 payment will be deferred to Feb. 5, 2013. Due to the amount of additional fees owed to DIRECTV by the Company during the period of forbearance, the Company has agreed that the payment to be made on Feb. 5, 2013 will be $30 million, which is the estimated amount the Company will owe DIRECTV on such date. Business as Usual Throughout the process, LodgeNet's current hospitality and healthcare customers will continue to receive LodgeNet's entertainment and connectivity services, as well as ongoing maintenance and support, without interruption. "As one of the largest investors in hospitality and media enterprises around the globe, and with a strong track-record of success, Colony Capital brings an unmatched combination of strategic acumen and financial resources to LodgeNet and its industry-leading footprint of 1.5 million hotel rooms," said LodgeNet Interactive chairman Doug Bradbury. "Under Colony's leadership, LodgeNet is poised to transform its business through renewed financial strength, the introduction of new and innovative products and services, and strengthened industry relationships, thus re-affirming its position as the leading provider of interactive services to the hospitality and healthcare industries." "As evidenced by our investments in hospitality, media and entertainment, we believe in these markets, and with LodgeNet positioned at the crossroads of all three, this opportunity is tailor-made for Colony Capital," commented Richard Nanula, Principal at Colony Capital. "We look forward to leveraging our experience and key industry relationships to drive change at a critical time for the company and the industries it serves. Together with DIRECTV and our hospitality and healthcare customers, we are committed to building on the company's position as the preeminent provider of commercial entertainment and connectivity services, as we believe strongly that for LodgeNet, the future is now." Bankruptcy Professionals Miller Buckfire & Co. LLC, a wholly-owned subsidiary of Stifel Financial Corp., FTI Consulting, Inc. and Moorgate Securities LLC served as financial advisors to LodgeNet. Weil, Gotshal & Manges LLP acted as restructuring legal counsel and Leonard, Street and Deinard acted as corporate legal counsel to the Company. Weil Gotshal may be reached through: Gary T. Holtzer, Esq. Ted S. Waksman, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth, Avenue New York, NY 10153 Facsimile: (212) 310-8007 E-mail: gary.holtzer@weil.com ted.waksman@weil.com Guggenheim Securities, LLC served as financial advisor to Colony Capital, and Liner Grode Stein Yankelevitz Sunshine Regenstreif & Taylor LLP and Sullivan & Cromwell LLP provided legal counsel. Akin Gump Strauss Hauer & Feld LLP and CDG Group, LLC acted as advisors to the agent for the lenders: Michael S. Stamer, Esq. Philip C. Dublin, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Facsimile: (212) 872-1002 E-mail: mstamer@akingump.com pdublin@akingump.com A copy of the Investment Agreement, dated as of December 30, 2012, is available at http://is.gd/KdFKIW A copy of the Plan Support and Lockup Agreement, dated as of December 30, 2012, is available at http://is.gd/g6cRUQ A copy of Amendment No. 3 to Forbearance Agreement and Second Amendment to Credit Agreement, dated as of December 30, 2012, is available at http://is.gd/q5QjI4 A copy of the Commitment Letter is available at http://is.gd/Vdb2Rx To contact LodgeNet: Ann Parker, Director Investor Relations Tel: 605-988-1000 E-mail: ann.parker@lodgenet.com - and - Mike Smargiassi BRAINERD COMMUNICATORS Tel: 212-739-6729 E-mail: smarg@braincomm.com To contact Colony Kristin Celauro OWEN BLICKSILVER PUBLIC RELATIONS, INC. Tel: 732-264-1131 E-mail: Kristin@blicksilverpr.com About Colony Capital LLC Founded in 1991 by Chairman and Chief Executive Officer Thomas J. Barrack, Jr., Colony Capital -- http://www.colonyinc.com/-- is a private, international investment firm focusing primarily on debt and equity investments in real estate-related assets and operating companies. The firm has invested $48 billion in over 19,000 assets/loans through various corporate, portfolio and complex property transactions. Colony has been one of the largest owners of hospitality assets in the world with investments in Fairmont Raffles Hotels International, Accor, Amanresorts and dozens of individual hotels globally. Colony's investments have also included the legendary integrated resort Costa Smeralda on Sardinia, the award-winning hospitality platform sbe, the conversion of the Mayfair Hotel in New York to the luxury condo 610 Park Avenue, the Savoy Hotel Group's five-star hotels in the UK, the five-star Stanhope Hotel in New York, The Orchid at Mauna Lani in Hawaii and the La Tour private hospital group. Colony is also an active investor in the media and entertainment space and the firm's portfolio currently includes Miramax, the global film and television studio with a 700-plus film library that holds some of the world's most original and acclaimed independent films. Colony has a team of more than 250 and is headquartered in Los Angeles, with offices in New York, Boston, Scottsdale, London, Madrid, Paris, Rome, Beirut, Hong Kong, Seoul and Taipei. About LodgeNet Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq: LNET) -- http://www.lodgenet.com/-- provides interactive media and connectivity services to hospitality and healthcare businesses and the consumers they serve. Recently named by Advertising Age as one of the Leading 100 US Media Companies, LodgeNet Interactive serves roughly 1.5 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television, Broadband and Advertising Media Solutions along with nationwide technical and professional support services. LodgeNet Interactive owns and operates businesses under the industry leading brands: LodgeNet, The Hotel Networks and LodgeNet Healthcare. The Company reported a net loss of $631,000 in 2011, a net loss of $11.68 million in 2010, and a net loss of $10.15 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $291.74 million in total assets, $448.72 million in total liabilities and a $156.98 million total stockholders' deficiency. LUCID INC: William Shea Lowers Equity Stake to 4.3% --------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, William J. Shea disclosed that, as of Dec. 18, 2012, he beneficially owns 365,087 shares of common stock of Lucid Inc. representing 4.3% based on 8,201,952 shares of common stock issued and outstanding on Nov. 2, 2012. Mr. Shea previously reported beneficial ownership of 750,801 common shares or an 8.4% equity stake as of Nov. 20, 2012. A copy of the amended filing is available for free at http://is.gd/RRKwaQ About Lucid Inc. Rochester, N.Y.-based Lucid, Inc., is a medical device company that designs, manufactures and sells non-invasive cellular imaging devices that assist physicians in the early detection of disease. The Company's VivaScope(R) platform produces rapid noninvasive, high-resolution cellular images for subsequent diagnostic review by physicians, pathologists and other diagnostic readers. The Company's balance sheet at Sept. 30, 2012, showed $2.80 million in total assets, $10.13 million in total liabilities, and a $7.32 million total stockholders' deficit. As reported in the TCR on April 9, 2012, Deloitte & Touche LLP, in Rochester, New York, expressed substantial doubt about Lucid'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 of the Company's recurring losses from operations, deficit in equity, and projected need to raise additional capital to fund operations. MCCLATCHY CO: $762.4MM Notes Validly Tendered as of Dec. 11 ----------------------------------------------------------- The McClatchy Company announced the early participation results of its offer to purchase for cash any and all of its outstanding 11.50% Senior Secured Notes due 2017 and solicitation of consents relating to its outstanding Notes. Based on the count provided by the depositary for the Offer, $762,405,000 aggregate principal amount of Notes were validly tendered at or prior to 5:00 p.m., New York City time on Dec. 11, 2012. In accordance with the terms of the Offer, McClatchy will accept all $762,405,000 of the validly tendered Notes at a purchase price of $1,103.40 for each $1,000 principal amount of Notes tendered, which includes an early tender payment of $30.00 per $1,000 principal amount of Notes, plus accrued and unpaid interest on the Notes from Aug. 15, 2012, to, but excluding, the date of purchase. The withdrawal date for the Notes was 5:00 p.m., New York City time, on Dec. 11, 2012. Notes validly tendered pursuant to the Offer may not be revoked or withdrawn, unless the Company reduces the principal amount of, or the consideration for, the Notes subject to the Offer or is otherwise required by law to permit revocations or withdrawals. Since the consents of at least 66% of the registered holders of Notes were obtained on Dec. 11, 2012, McClatchy entered into a supplemental indenture to the indenture governing the Notes which will, among other things, eliminate substantially all of the restrictive covenants and certain events of default contained in the indenture governing the Notes and also release all of the collateral securing the Notes from the liens created pursuant to the collateral documents entered into in connection with the indenture governing the Notes. A copy of the Supplemental Indenture is available at http://is.gd/OCIHHf The amount of Notes to be purchased and Consents obtained by McClatchy is preliminary. The determination of the final amount of Notes to be purchased and Consents obtained is subject to confirmation by the depositary of the proper delivery of the Notes and Consents validly tendered (and not validly withdrawn). The actual amount of Notes validly tendered (and not properly withdrawn) and Consents obtained will be announced following the completion of the confirmation process. Payment for the Notes accepted for purchase will occur promptly thereafter. McClatchy expects that the date of payment for the Notes tendered on or before the Early Tender Date will be Dec. 18, 2012. McClatchy expects the date of payment for any Notes validly tendered (and not validly withdrawn) after the Early Tender Date to be Dec. 31, 2012. Payment for the Notes will be made in cash. J.P. Morgan Securities LLC, BofA Merrill Lynch and Credit Suisse Securities (USA) LLC are the Dealer Managers and Consent Solicitation Agents for the Offer. Questions regarding the Offer may be directed to J.P. Morgan Securities LLC at (800) 245-8812, BofA Merrill Lynch, Attention: Debt Advisory at (888) 292-0070 (toll-free) and (646) 855-3401 (collect) and Credit Suisse Securities (USA) LLC, Attention: Liability Management Group at (800) 820-1653 (toll-free) and (212) 538-7249 (collect). Issues $910MM Notes to JP Morgan On Dec. 18, 2012, the Company issued $910 million aggregate principal amount of its 9.00% Senior Secured Notes due 2022 to J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Credit Suisse Securities (USA) LLC. A copy of the Indenture is available for free at http://is.gd/vIPM80 In connection with the offering of the 2022 Notes, the Company entered into a Registration Rights Agreement, dated as of Dec. 18, 2012, with J.P. Morgan Securities LLC, as the representative of the Initial Purchasers. The Company is obligated to use its reasonable efforts to file with the Commission and cause to become effective a registration statement relating to an offer to exchange the 2022 Notes for notes issued by the Company that are registered with the Commission and have substantially identical terms as the 2022 Notes. If the Company is not able to effect the exchange offer, the Company will instead use its reasonable efforts to file and cause to become effective a shelf registration statement covering the resale of the 2022 Notes. The Company will be required to pay additional interest on the 2022 Notes if the exchange offer is not completed, or, if required, the shelf registration statement is not declared effective, within 270 days after the issue date of the 2022 Notes. A copy of the Registration Rights Agreement is available at http://is.gd/w8YEPm In connection with the Notes Offering, the Company, entered into the Third Amended and Restated Credit Agreement, dated as of Dec. 18, 2012, among the Company, the lenders, and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer. The Amended and Restated Credit Agreement will initially provide $90 million in revolving credit commitments, with a $50 million letter of credit subfacility. On Dec. 21, 2012, or such earlier date specified by the Company, the commitments under the revolving credit facility would reduce to $75 million. On Dec. 18, 2012, the Company instructed the lenders to reduce the commitments under the revolving credit facility to $75 million immediately. After giving effect to the Notes Offering, there were no loans and $36.1 million face amount of letters of credit outstanding under the Amended and Restated Credit Agreement. A copy of the Amended Credit Agreement is available at http://is.gd/3ar8NI A copy of the Form 8-K is available for free at: http://is.gd/Jj6Cxy About The McClatchy Company Sacramento, Calif.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is the third largest newspaper company in the United States, publishing 30 daily newspapers, 43 non-dailies, and direct marketing and direct mail operations. McClatchy also operates leading local Web sites in each of its markets which extend its audience reach. The Web sites offer users comprehensive news and information, advertising, e-commerce and other services. Together with its newspapers and direct marketing products, these interactive operations make McClatchy the leading local media company in each of its premium high growth markets. McClatchy-owned newspapers include The Miami Herald, The Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City Star, The Charlotte Observer, and The News & Observer (Raleigh). The Company's balance sheet at Sept. 23, 2012, showed $2.88 billion in total assets, $2.67 billion in total liabilities, and $210.29 million in stockholders' equity. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. McClatchy Co. carries a 'B-' Corporate Credit Rating from Standard & Poor's Ratings Services. MF GLOBAL: Deal Could Net 100% Recovery for Customers' Claims ------------------------------------------------------------- Between $500 million and $600 million dollars will be returned to the MF Global Inc. (MFGI) estate under an agreement announced by James W. Giddens, trustee for the Securities Investor Protection Act (SIPA) liquidation of MFGI, and Richard Heis, a joint administrator of MF Global UK Ltd. (MFGUK). Separately, Giddens and the Chapter 11 Trustee for MF Global Holdings Ltd. (MFGH), Louis J. Freeh, announced that they will resolve all claims between their respective estates. Once certain conditions are satisfied to make the agreements effective and if approved by the United States Bankruptcy Court for the Southern District of New York, Giddens anticipates the agreement between MFGI and MFGUK will result in 100 percent satisfaction of allowed securities customers' claims and significant additional distributions to commodities customers who traded on US and non-US exchanges. SIPC President Stephen Harbeck said: "These agreements are a major accomplishment that will benefit customers and creditors worldwide. Not only will the agreements with MFGH and MFGUK likely allow for the return of 100 percent of allowed securities customers claims, it will also result in significant distributions to be made to commodities customers. SIPC commends the efforts of Trustee Giddens, Mr. Heis and Mr. Freeh, whose work has yielded agreements in the best interests of all creditors that will minimize legal costs and allow for an expeditious resolution of all open matters." Harbeck added: "SIPC looks forward to continuing to work with the Trustee and other parties to make sure all conditions are met and the agreements are approved by the Court, so that the distributions of funds to customers can occur." Full details on the agreements can be found at http://www.mfglobaltrustee.com/ About SIPC The Securities Investor Protection Corporation is the U.S. investor's first line of defense in the event of the failure of a brokerage firm owing customers cash and securities that are missing from customer accounts. SIPC either acts as trustee or works with an independent court-appointed trustee in a brokerage insolvency case to recover funds. About MF Global New York-based MF Global (NYSE: MF) -- http://www.mfglobal.com/-- is one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm is also one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058) on Oct. 31, 2011, after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. It is easily the largest bankruptcy filing so far this year. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. U.S. regulators are investigating about $633 million missing from MF Global customer accounts, a person briefed on the matter said Nov. 3, according to Bloomberg News. Bankruptcy Creditors' Service, Inc., publishes MF GLOBAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by MF Global Holdings and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000 ) MGM RESORTS: Amends Credit Agreement with Bank of America --------------------------------------------------------- MGM Resorts International entered into an amended and restated credit agreement among the Company, MGM Grand Detroit, LLC, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent. A copy of the Credit Agreement is available for free at http://is.gd/64LGQx The Credit Agreement is comprised of a $1.2 billion revolving facility, a $1.05 billion term loan A facility and a $1.75 billion term loan B facility. The revolving and term loan A facilities will initially bear interest at LIBOR plus 3.00%, but will be subject to credit rating adjustments after six months, which would result in an interest rate of LIBOR plus 2.75% based on current credit ratings. The term loan B facility will bear interest at LIBOR plus 3.25% with a LIBOR floor of 1.00%. The revolving and term loan A facilities will mature in December 2017 and the term loan B facility will mature in December 2019. The term loan B was issued at 99.5% to initial lenders. Senior Notes Offering In addition, on Dec. 20, 2012, the Company issued $1.25 billion in aggregate principal amount of its 6.625% Senior Notes due 2021 pursuant to the Indenture, dated as of March 22, 2012, between the Company and U.S. Bank National Association, as trustee, as supplemented by a second supplemental indenture, dated as of Dec. 20, 2012, among the Company, the subsidiary guarantors named therein and the Trustee. A copy of the Second Supplemental Indenture is available for free at http://is.gd/gwjupl Supplemental Indentures Relating to the Tender Offers On Dec. 20, 2012, the Company announced that (i) holders of approximately $537.760 million aggregate principal amount (representing approximately 71.70%) of its 13% Notes, (ii) holders of approximately $417.83 million aggregate principal amount (representing approximately 64.28%) of its 10.375% Notes,(iii) holders of approximately $707.254 million aggregate principal amount (representing approximately 83.21%) of its 11.125% Notes, (iv) holders of approximately $843.419 million aggregate principal amount (representing approximately 99.81%) of its 9% Notes, validly tendered their Secured Notes prior to the consent payment deadline of 5:00 p.m., New York City time, on Dec. 19, 2012, in accordance with the offers to purchase and consent solicitation statement, dated Dec. 6, 2012, as supplemented by the supplement to the Statement, dated Dec. 12, 2012. The Company, the guarantors party thereto and U.S. Bank National Association, as trustee, executed a first supplemental indenture to the indenture governing the 9% Notes, dated as of March 16, 2010, among the Company, the subsidiary guarantors party thereto and the Trustee. On Dec. 18, 2012, the Company, the guarantors and the Trustee, executed a second supplemental indenture to the indenture governing the 13% Notes, dated as of Nov. 14, 2008, among the Company, the guarantors and the Trustee, as supplemented by the first supplemental indenture, dated as of June 15, 2009. The Company, the guarantors and U.S. Bank National Association, as trustee, executed a second supplemental indenture to the indenture governing the 10.375% Notes and the 11.125% Notes, dated as of May 19, 2009, among the Company, the guarantors party thereto and the Trustee, as supplemented by the first supplemental indenture, dated as of April 18, 2012. Tender Offer Settlements On Dec. 20, 2012, the Company completed the early settlement of its tenders offers with respect to the Secured Notes. The Company simultaneously called for redemption all of the Secured Notes that were not purchased on the early settlement date of the tender offer in accordance with the redemption and satisfaction and discharge provisions in the 9% Indenture, the 13% Indenture and the 10.375%/11.125% Indenture, as applicable. In connection with the redemption, the Company satisfied and discharged its obligations under each of the 9% Indenture, the 13% Indenture and the 10.375%/11.125% Indenture in accordance with the applicable provisions of the indentures by depositing with the trustee sufficient funds to pay the redemption price, plus accrued and unpaid interest on the remaining outstanding Secured Notes to, but not including, the applicable redemption date. As a result of the satisfaction and discharge of the Secured Notes, the Company has been released from its remaining obligations under the 9% Indenture, the 13% Indenture and the 10.375%/11.125% Indenture and all of the collateral securing those Secured Notes was released. A copy of the Form 8-K is available for free at: http://is.gd/w2NMMV About MGM Resorts MGM Resorts International (NYSE: MGM) -- http://www.mgmresorts.com/-- has significant holdings in gaming, hospitality and entertainment, owns and operates 15 properties located in Nevada, Mississippi and Michigan, and has 50% investments in four other properties in Nevada, Illinois and Macau. The Company reported net income of $3.23 billion in 2011 and a net loss of $1.43 billion in 2010. MGM's balance sheet at Sept. 30, 2012, showed $27.83 billion in total assets, $18.56 billion in total liabilities, and $9.26 billion in total stockholders' equity. Bankruptcy Warning In the Form 10-K for the year ended Dec. 31, 2011, the Company said that any default under the senior credit facility or the indentures governing the Company's other debt could adversely affect its growth, its financial condition, its results of operations and its ability to make payments on its debt, and could force the Company to seek protection under the bankruptcy laws. * * * As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on MGM Resorts International to 'B-' from 'CCC+'. In March 2012, S&P revised the outlook to positive from stable. "The revision of our rating outlook to positive reflects strong performance in 2011 and our expectation that MGM will continue to benefit from the improving performance trends on the Las Vegas Strip," S&P said. In March 2012, Moody's Investors Service affirmed its B2 corporate family rating and probability of default rating. The affirmation of MGM's B2 Corporate Family Rating reflects Moody's view that positive lodging trends in Las Vegas will continue through 2012 which will help improve MGM's leverage and coverage metrics, albeit modestly. Additionally, the company's declaration of a $400 million dividend ($204 million to MGM) from its 51% owned Macau joint venture due to be paid shortly will also improve the company's liquidity profile. The ratings also consider MGM's recent bank amendment that resulted in about 50% of its $3.5 billion senior credit facility being extended one year from 2014 to 2015. As reported by the TCR on Oct. 15, 2012, Fitch Ratings has affirmed MGM Resorts International's (MGM) Issuer Default Rating (IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise) IDR at 'B+'. MOHEGAN TRIBAL: Reports $61.2 Million Net Income in Fiscal 2012 --------------------------------------------------------------- Mohegan Tribal Gaming Authority filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $61.24 million on $1.39 billion of net revenues for the fiscal year ended Sept. 30, 2012, compared with net income of $111.84 million on $1.41 billion of net revenues during the prior fiscal year. The Company's balance sheet at Sept. 30, 2012, showed $2.25 billion in total assets, $2.04 billion in total liabilities and 209.26 million in total capital. PricewaterhouseCoopers LLP did not issue a "going concern" qualification on the consolidated financial statements for the fiscal year ended Sept. 30, 2012. As previously reported, PricewaterhouseCoopers LLP 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. A copy of the Form 10-K is available for free at: http://is.gd/h2pEov 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. 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. * * * This concludes the Troubled Company Reporter's coverage of Mohegan Tribal until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. MPG OFFICE: Sells 20% Joint Venture Interest for $41 Million ------------------------------------------------------------ MPG Office Trust, Inc., has sold its remaining 20% joint venture interest to its joint venture partner, an affiliate of Beacon Capital Partners, LLC. The joint venture owns One California Plaza, located in Downtown Los Angeles, and Cerritos Corporate Center, located in Cerritos, California. Net proceeds from the transaction totaled approximately $41 million and will be used for general corporate purposes. About MPG Office Trust MPG Office Trust, Inc., fka Maguire Properties Inc. -- http://www.mpgoffice.com/-- is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high- quality office properties in the Southern California market. MPG Office Trust is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. The Company has been focused on reducing debt, eliminating repayment and debt service guarantees, extending debt maturities and disposing of properties with negative cash flow. The first phase of the Company's restructuring efforts is substantially complete and resulted in the resolution of 18 assets, relieving the Company of approximately $2.0 billion of debt obligations and potential guaranties of approximately $150 million. The Company reported net income of $98.22 million in 2011, compared with a net loss of $197.93 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $1.86 billion in total assets, $2.59 billion in total liabilities, and a $729.16 million total deficit. NEW PEOPLES: Raises Nearly $18 Million in New Capital ----------------------------------------------------- New Peoples Bankshares, Inc., parent company of New Peoples Bank, successfully concluded the public offering of its common stock on Dec. 20, 2012. New Peoples raised over $12,000,000 of new capital in the offering, which began in July 2012. In addition, the conversion into common stock of $5,450,000 of New Peoples convertible debt in September 2012 means that New Peoples has successfully raised almost $18,000,000 of new equity in the last 3 months. John Cox, chairman of New Peoples Board of Directors, stated that he and the rest of the Board are grateful for the significant vote of confidence in the bank by investors. "We raised all of this capital in a very tough market when many other community banks have not been able to do that. Most importantly, we raised it all from current shareholders and other investors in the areas we serve. We didn't have to bring in hedge funds, private equity and others from outside our markets." Jonathan Mullins, president and chief executive officer, commented that "the bank has been through some difficult times in the past few years characterized by very bad economic conditions." He said that "the capital raise is inspiring to the management and employees of the bank who have been working through these challenges and believe that the bank has a bright future." Mr. Mullins further commented, "It is gratifying that so many local investors, including all the members of the Board of Directors, believe the same." Mr. Mullins said that he is aware of only four successful common stock capital raises by community banks in Virginia this year and New Peoples is the second largest of those. "So we are delighted to be in such an exclusive group," Mr. Mullins said. About New Peoples Bankshares New Peoples Bankshares, Inc., is a Virginia bank holding company headquartered in Honaker, Virginia. New Peoples subsidiaries include: New Peoples Bank, Inc., a Virginia banking corporation (the Bank) and NPB Web Services, Inc., a web design and hosting company (NPB Web). The Bank is headquartered in Honaker, Virginia and operates 27 full service offices in the southwestern Virginia counties of Russell, Scott, Washington, Tazewell, Buchanan, Dickenson, Wise, Lee, Smyth, and Bland; Mercer County in southern West Virginia and the eastern Tennessee counties of Sullivan and Washington. According to the Company's quarterly report for the period ended June 30, 2012, the Company and the Bank are subject to various capital requirements administered by federal banking agencies. "The Bank was well capitalized as of June 30, 2012, as defined by the capital guidelines of bank regulations, however, the Company continued to be below the minimum capital requirements as a result of the Tier 1 leverage ratio decreasing to 3.72%, which was below the minimum requirement of 4.00%. Subject to the conversion of the director notes, we expect to return to well-capitalized status at the holding company level in 2012. The Company's capital as a percentage of total assets was 3.27% at June 30, 2012, compared to 3.70% at Dec. 31, 2011." The Company's balance sheet at Sept. 30, 2012, showed $708.21 million in total assets, $680.10 million in total liabilities and $28.11 million in total stockholders' equity. NEWLEAD HOLDINGS: Posts $3.1MM Net Income in 1st Half of 2012 ------------------------------------------------------------- NewLead Holdings Ltd. reported net income of US$3.08 million on US$4.93 million of operating revenues for the six months ended June 30, 2012, compared with a net loss of US$38.32 million on US$6.63 million of operating revenues for the same period during the prior year. The Company reported a net loss of US$290.39 million in 2011, compared with a net loss of US$86.34 million in 2010. Newlead Holdings's balance sheet balance sheet at June 30, 2012, showed US$111.28 million in total assets, US$299.37 million in total liabilities and a US$188.08 million total shareholders' deficit. A copy of the Form 6-K is available for free at: http://is.gd/neD2o9 About NewLead Holdings NewLead Holdings Ltd. -- http://www.newleadholdings.com-- is an international, vertically integrated shipping company that owns and manages product tankers and dry bulk vessels. NewLead currently controls 22 vessels, including six double-hull product tankers and 16 dry bulk vessels of which two are newbuildings. N ewLead's common shares are traded under the symbol "NEWL" on the NASDAQ Global Select Market. PricewaterhouseCoopers S.A. in Athens, Greece, said in a May 15, 2012, audit report NewLead Holdings Ltd. has incurred a net loss, has negative cash flows from operations, negative working capital, an accumulated deficit and has defaulted under its credit facility agreements resulting in all of its debt being reclassified to current liabilities. These raise substantial doubt about its ability to continue as a going concern, PwC said. NEWPAGE CORP: Moody's Assigns 'B1' CFR/PDR; Outlook Stable ---------------------------------------------------------- Moody's Investors Service removed the provisional designation on NewPage Corporation's B1 $500 million seven year senior secured term loan, corporate family (CFR) and probability of default ratings. The provisional ratings were assigned pending the emergence from bankruptcy and the closing of the exit financing. The outlook for the ratings is stable and the speculative grade liquidity rating is SGL-1. Issuer: NewPage Corporation Assignments: Probability of Default Rating, Assigned B1 Corporate Family Rating, Assigned B1 US$500M Senior Secured Bank Credit Facility, Assigned B1 (LGD4 53%) Ratings Rationale NewPage's B1 CFR reflects the company's significant position as the largest coated paper producer in North America, its favorable cost position within the industry and Moody's expectation of sound credit protection measures and strong liquidity position. The rating also takes in to account the restructuring efforts during bankruptcy including debt reduction and cost structure improvements. NewPage's CFR rating is constrained by the secular decline in demand for most of the paper grades that the company produces, as more than 80% of NewPage's revenues face some degree of secular headwinds (paper used for commercial printing, magazines, catalogs, books, coupons and commercial inserts). Volatile input costs, execution risks on cost reduction and potential transformation to other grades are also considered. NewPage's SGL-1 rating reflects the company's strong liquidity position with an undrawn $350 million asset based revolving credit facility that matures in 2017. Moody's estimates NewPage will generate modest positive free cash flow in the 12 months following emergence from bankruptcy, and will have minimal debt maturities. A minimum fixed charge coverage ratio is the only financial requirement under the credit facility and is triggered when availability under the facility falls below $35 million or 10% of facility size. The stable outlook considers NewPage's strong liquidity position and expectations that the coated paper sector will continue to reduce its supply base to offset declining demand, allowing the company to maintain strong credit protection measures. A rating upgrade would depend on a sustained improvement in the company's financial performance. Quantitatively, this could result if normalized (RCF-Capex)/TD exceeds 9% on a sustainable basis through the business cycle, while maintaining good liquidity. NewPage's ratings could face downward ratings pressure if an acceleration in secular paper decline impairs the company's liquidity position or if normalized (RCF-Capex)/TD measures drop below 3%. The principal methodology used in rating NewPage was Global Paper and Forest Products Industry rating methodology published in September 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Miamisburg, Ohio, NewPage, a private company, is the largest coated paper producer in North America (with an approximate 35% market share based on production capacity) with 16 paper machines at 8 paper manufacturing mills. The company has annual capacity of approximately 2.8 million tons of coated paper, 300,000 tons of uncoated paper, 250,000 tons of supercalendered paper and approximately 180,000 tons of specialty paper. The company generated revenues of approximately $3 billion in 2012. The company emerged from Chapter 11 in December 2012. NEXSTAR BROADCASTING: Sells Additional 1.2-Mil. Class A Shares -------------------------------------------------------------- Nexstar Broadcasting Group, Inc., announced that, in connection with its previously announced underwritten offering of 8 million shares of Class A common stock of the Company by selling stockholders, funds affiliated with ABRY Partners, LLC, the underwriters exercised in full their option to purchase an additional 1.2 million shares of Class A common stock. The additional 1.2 million shares of Class A common stock were sold on the same terms and conditions as the first 8 million shares, at $9.25 per share. The Company did not sell any shares in the offering and did not receive any proceeds from the offering. Credit Suisse Securities (USA) LLC, Wells Fargo Securities, LLC, and UBS Securities LLC were the joint book-running managers of the offering. RBC Capital Markets, LLC, and Evercore Group L.L.C. acted as co-managers of the offering. A shelf registration statement relating to the shares has been declared effective by the Securities and Exchange Commission. To Issue 1.5-Mil. Shares Nexstar Broadcasting filed a Form S-8 with the U.S. Securities and Exchange Commission to register under the Securities Act of 1933, as amended, the offer and sale of (i) 1,500,000 shares of Class A common stock, par value $0.01 per share, of the Company pursuant to the Nexstar Broadcasting Group, Inc. 2012 Long-Term Equity Incentive Plan and (ii) any shares subject to awards as of Sept. 25, 2012, under the Nexstar Broadcasting Group, Inc. 2003 Long-Term Equity Incentive Plan and the Nexstar Broadcasting Group, Inc. 2006 Long-Term Equity Incentive Plan that, on or after the effective date of the 2012 Plan, cease for any reason to be subject to those awards. The Board of Directors of the Company and the Compensation Committee of the Company's Board of Directors adopted and approved the 2012 Plan by written consent dated Aug. 25, 2012, and the holders of a majority of the issued and outstanding voting securities of the Company approved the 2012 Plan by written consent dated Sept. 26, 2012. On Oct. 2, 2012, the Company filed an Information Statement on Schedule 14C with the SEC relating to the adoption and approval of the 2012 Plan by the Board of Directors and the Compensation Committee of the Board of Directors and approval by stockholders. A copy of the Form S-8 prospectus is available at: http://is.gd/E30756 About Nexstar Broadcasting Group Irving, Texas-based Nexstar Broadcasting Group Inc. currently owns, operates, programs or provides sales and other services to 62 television stations in 34 markets in the states of Illinois, Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania, Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah and Florida. Nexstar's television station group includes affiliates of NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reaches approximately 13 million viewers or approximately 11.5% of all U.S. television households. The Company reported a net loss of $11.89 million in 2011, a net loss of $1.81 million in 2010, and a net loss of $12.61 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $611.35 million in total assets, $771.63 million in total liabilities and a $160.27 million total stockholders' deficit. * * * As reported by the TCR on Oct. 26, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Irving, Texas-based Nexstar Broadcasting Group Inc. and on certain subsidiaries to 'B+' from 'B'. "The rating action reflects our view that the stations that Nexstar will acquire from Newport will improve the company's business risk profile and that trailing-eight-quarter leverage will improve to 6x or less over the intermediate term," said Standard & Poor's credit analyst Daniel Haines. In the Oct. 26, 2012, edition of the TCR, Moody's Investors Service upgraded the corporate family and probability of default ratings of Nexstar Broadcasting, Inc. (Nexstar) to B2 from B3. The upgrade and positive outlook incorporate expectations for continued improvement in the credit profile resulting from both the transaction and Nexstar's operating performance. NORTHERN LAND: Case Summary & 2 Unsecured Creditors --------------------------------------------------- Debtor: Northern Land Holdings, LLC P.O. Box 1063 Gaylord, MI 49734 Bankruptcy Case No.: 12-23618 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Eastern District of Michigan (Bay City) Judge: Daniel S. Opperman Debtor's Counsel: Susan M. Cook, Esq. LAMBERT, LESER, ISACKSON, COOK & GIUNTA, P.C 309 Davidson Bldg. P.O. Box 835 Bay City, MI 48707-0835 Tel: (989) 893-3518 E-mail: smcook@lambertleser.com Scheduled Assets: $1,400,000 Scheduled Liabilities: $2,400,000 A copy of the list of two largest unsecured creditors is available for free at http://bankrupt.com/misc/mieb12-23618.pdf The petition was signed by Janie A. Guiliani, managing member. OFLYE TRUST: Case Summary & 12 Unsecured Creditors -------------------------------------------------- Debtor: Oflye Trust c/o Capital Asset Mgt Assc,Inc (Trustee) 2664 Lacy Street Los Angeles, CA 90031 Bankruptcy Case No.: 12-51490 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Debtor's Counsel: Gail Higgins, Esq. HIGGINS LAW FIRM 433 North Camden Dr, 4th Flr Beverly Hills, CA 90210 Tel: (310) 279-5269 Fax: (310) 279-5270 E-mail: ghigginse@aol.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 12 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/cacb12-51490.pdf The petition was signed by Lawrence Ladmirault, president of trustee. Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Spring Naud Associates, Ltd 12-30898 06/15/12 White Knoll Venture, Ltd 12-14737 02/09/12 ORCHARD SUPPLY: Pulls Two Members From Leadership Team ------------------------------------------------------ Orchard Supply Hardware Stores Corporation reduced its Senior Leadership Team by two members to streamline operations and eliminate a level in the Company's executive organizational structure. The Company terminated the employment of Mark A. Bussard, senior vice president, Operations, effective on Dec. 18, 2012, and Stephen W. Olsen, senior vice president, Supply Chain, IT, and chief strategy officer, effective Feb. 2, 2013, though Mr. Olsen's continuation with the Company through that date would be in a non- executive capacity. In connection with his termination, Mr. Bussard also resigned as a director of the Company, effective Dec. 18, 2012. The Company and Mr. Olsen entered into a Severance Agreement and General Release on Dec. 21, 2012, which supersedes the Severance Agreement by and between the parties dated July 16, 2010. The New Severance Agreement provides for: (i) a severance payment equivalent to nine months base salary (ii) payment of COBRA premiums through Nov. 30, 2013, if continued coverage under COBRA is timely elected; and (iii) an outplacement services fee of $16,000. The New Severance Agreement also includes a release of claims from Mr. Olsen as well as a perpetual confidentiality covenant and a post-termination non-solicitation of employees covenant for a nine month period. Mr. Olsen is entitled to revoke his acceptance of the New Severance Agreement up through Dec. 28, 2012, which if revoked, will be of no further force or effect and Mr. Olsen will not be entitled to the severance benefits. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. The Company was founded as a purchasing cooperative in San Jose in 1931. As of Oct. 27, 2012, the Company had 89 stores in California. The Company's balance sheet at Oct. 27, 2012, showed $484.7 million in total assets, $482.2 million in total liabilities, and stockholders' equity of $2.5 million. According to the Company's quarterly report for the period ended Oct. 27, 2012, the uncertainties surrounding the Company's ability to replace or modify the Senior Secured Term Loan with its lenders, and the consequences of its inability to replace or amend the Senior Secured Term Loan or obtain an additional waiver of the anticipated leverage covenant violation raise substantial doubt about the Company's ability to continue as a going concern. * * * As reported by the TCR on Oct. 26, 2012, Moody's Investors Service lowered Orchard Supply Hardware Stores Corporation's ("OSH") Corporate Family and Probability of Default ratings to Caa1 from B3. The downgrade of OSH's Corporate Family Rating reflect continued negative trends in operating performance, as well as impending debt maturities and declining cushion on term loan covenants. POSITIVEID CORP: Signs License Agreement with The Boeing Company ---------------------------------------------------------------- PositiveID Corporation has entered into a license agreement and a teaming agreement with The Boeing Company, including a license fee to PositiveID of $2.5 million. The license agreement provides Boeing the exclusive license to manufacture and sell PositiveID's M-BAND (Microfluidics-based Bioagent Networked Detector) airborne bio-threat detector for the U.S. Department of Homeland Security's BioWatch Generation 3 opportunity, as well as other opportunities (government or commercial) that may arise in the North American market. Under the teaming agreement, PositiveID will retain exclusive rights to serve as the reagent and assay supplier of the M-BAND systems to Boeing in the U.S. market. PositiveID will also retain the right to sell M-BAND units, reagents and assays in international markets. PositiveID's M-BAND, developed under contract for DHS Science and Technology Division, is a bioaerosol monitor with fully integrated systems with sample collection, processing and detection modules that continuously analyze air samples for the detection of bacteria, viruses, and toxins. Results from individual M-BAND instruments are reported via a secure wireless network in real time to give an accurate and up to date status for fielded instruments in the aggregate. William J. Caragol, Chairman and CEO of PositiveID, stated, "We are very proud to team with Boeing on the BioWatch opportunity and look forward to being a part of a strong team that exceeds the expectations of our customers." A unit of The Boeing Company, Boeing Defense, Space & Security is one of the world's largest defense, space and security businesses specializing in innovative and capabilities-driven customer solutions, and the world's largest and most versatile manufacturer of military aircraft. Headquartered in St. Louis, Boeing Defense, Space & Security is a $32 billion business with 60,000 employees worldwide. 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. 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. PROELITE INC: Isaach Blech Hikes Equity Stake to 86.1% ------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Isaac Blech disclosed that, as of Dec. 20, 2012, he beneficially owns 413,920,000 shares of common stock of ProElite, Inc., representing 86.1% of the shares outstanding. Mr. Blech previously reported beneficial ownership of 372,528,000 common shares or 84.8% equity stake as of Nov. 20, 2012. A copy of the amended filing is available for free at: http://is.gd/e2T04U About ProElite Inc. Los Angeles, Calif.-based ProElite, Inc., is a holding company for entities that (a) organize and promote mixed martial arts matches, and (b) create an internet community for martial arts enthusiasts and practitioners. On Oct. 20, 2008, management, with Board ratification, decided to close or sell all operations and began an extended period of restructuring its balance sheet, divesting itself of certain assets, settlement of contingent liabilities, and attempting to raise additional capital. Effective Oct. 12, 2009, the Company entered into a Strategic Investment Agreement with Stratus Media Group, Inc. ("SMGI") pursuant to which the Company agreed to sell to SMGI, shares of the Company's Series A Preferred Stock (the "Preferred Shares"). The Preferred Shares are convertible into the Common Stock of the Company. This transaction closed on June 14, 2011. Gumbiner Savett Inc., in Santa Monica, Calif., expressed substantial doubt about ProElite's ability to continue as a going concern, following its audit of the Company's financial statements as of and for the years ended Dec. 31, 2008, and 2007. The independent auditors noted that the Company has suffered losses from operations and negative cash flows from operations. The Company reported a net loss of $55.6 million for the fiscal year ended Dec. 31, 2008, compared with a net loss of $27.1 million for the fiscal year ended Dec. 31, 2007. As a result of the decision to discontinue operations, the Company did not have any revenues, cost of revenue, and gross profit for the fiscal years ended Dec. 31, 2008, and 2007. At Dec. 31, 2008, the Company's balance sheet showed $2.3 million in total assets, $11.8 million in total liabilities, and a shareholders' deficit of $9.5 million. ProElite notified the U.S. Securities and Exchange Commission that it requires additional time to complete the financial statements for the fiscal quarter ended Sept. 30, 2011, and cannot, without unreasonable effort and expense, file its Form 10- Q on or before the prescribed filing date. The Company also notified the SEC regarding the late filing of its annual report on Form 10-K for the period ended Dec. 31, 2011. PACIFIC GOLD: Common Share Par Value Changed to $0.0000000001 ------------------------------------------------------------- Pacific Gold Corp. has filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada to change the par value of the Company's common stock from $0.001 per share to $0.0000000001 per share. A copy of the Certificate of Amendment is available at http://is.gd/e13s18 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 Sept. 30, 2012, showed $1.61 million in total assets, $5.12 million in total liabilities and a $3.51 million total stockholders' deficit. POWER3 MEDICAL: Amarantus Acquires IP Assets for $40,000 -------------------------------------------------------- Amarantus BioScience, Inc. has purchased all of the intellectual property (IP) assets from Power3 Medical Products. Power3 was in bankruptcy, giving Amarantus the ability to acquire all of Power3's the IP for the diagnosis of multiple neurodegenerative diseases and oncology for $40,000. With the acquisition of these assets, Amarantus added following issued patents to its portfolio: -- 12/802,630 - Diagnosis of Parkinson's Disease -- 13/118,175 - Assays for diagnosis and therapeutics...ALS and Parkinson's Disease -- 12/069,807 - 47 Protein Biomarkers for Neurodegenerative Diseases -- 12/804,868 - Assays for Amyotrophic Lateral Sclerosis (ALS) and ALS-like disorders -- 13/153,669 - Diagnosis of Alzheimer's Disease As part of the transaction, Amarantus took ownership of 20 pending patent applications covering a variety of biomarkers and assays related to the treatment of various diseases including Parkinson's, Alzheimer's, and ALS, as well as patent applications related to Breast Cancer, neuromuscular disease and Chronic Myelogenous Leukemia (CML). The Company also acquired all of the data generated by Power3 while creating its IP portfolio. All of the disease states covered by the intellectual property acquired from Power3 are related to Programmed Cell Death (Apoptosis). "The patents, patent applications and supporting data sets acquired as part of this as transaction are a tremendous addition to our intellectual property estate, and fit well into the overall diagnostics strategy Amarantus is pursuing to support our therapeutics programs," said Gerald E. Commissiong, President and CEO of Amarantus. "We are now poised to advance our diagnostic pipeline for Parkinson's disease and Alzheimer's disease towards commercialization." In addition, Amarantus has retained the services of Dr. Essam Sheta, former CLIA Laboratory Director at Power3, to assist the Company in preparing the Phase 2 validation study required to gain Clinical Laboratory Improvement Amendments (CLIA) certification. Upon CLIA certification, the Company intends to begin the commercial sale of the NuroPro Parkinson's Disease Blood Test. Earlier this year, Amarantus entered into an exclusive worldwide license agreement with Power3 for the Company's NuroPro Blood Test as it relates to Parkinson's disease diagnosis. With the acquisition of Power3's IP, Amarantus now owns the patents underlying the license and has no further financial obligations to Power3. About Amarantus BioScience Amarantus BioScience, Inc. -- http://www.Amarantus.com/-- is a development-stage biotechnology company founded in January 2008. The Company has a focus on developing certain biologics surrounding the intellectual property and proprietary technologies it owns to treat and/or diagnose Parkinson's disease, Traumatic Brain Injury and other human diseases. The Company owns the intellectual property rights to a therapeutic protein known as Mesencephalic-Astrocyte-derived Neurotrophic Factor ("MANF") and is developing MANF-based products as treatments for brain disorders. About Power3 Medical Power3 Medical filed a Chapter 7 bankruptcy petition (Bankr. S.D. Tex. Case No. 12-32024) on March 5, 2012. The Debtor is represented by: Julie Mitchell Koenig, Esq. TOW & KOENIG, PLLC 26219 Oak Ridge Drive The Woodlands, TX 77380 Tel: 281-681-9100 Fax: 832-482-3979 E-mail: jkoenig@towkoenig.com The Chapter 7 trustee can be reached at: Rodney D Tow TOW AND KOENIG PLLC 26219 Oak Ridge Drive The Woodlands, TX 77380 Tel: 281-681-9100 QUALITY DISTRIBUTION: Annette Sandberg Appointed to Board --------------------------------------------------------- Quality Distribution, Inc.'s Board of Directors has appointed Annette M. Sandberg as a director, effective Jan. 1, 2013. Ms. Sandberg has more than 20 years of professional public safety and law enforcement experience at Federal and State levels of government. Ms. Sandberg became the Administrator of the Federal Motor Carrier Safety Administration (FMCSA) on Aug. 1, 2003, and led the agency until April 1, 2006. She also served as Deputy Administrator of the National Highway Traffic Safety Administration (NHTSA) from Feb. 11, 2002, until Nov. 25, 2002. A nationally recognized expert in law enforcement and public safety, Ms. Sandberg led the Washington State Patrol as Chief for 6 years. When appointed in 1995, she was the first woman to lead a state police agency. She served in the Washington State Patrol from 1983 to 1994 rising to the rank of Lieutenant. Ms. Sandberg is currently of counsel at Scopelitis, Garvin, Light, Hanson & Feary, P.C., a nationally recognized, full service transportation law firm. She also is principal of TransSafe Consulting, LLC, which provides transportation, public safety, and security consulting services to public and private organizations dealing with regulatory policy compliance, implementation, and management of complex transportation and safety programs. Ms. Sandberg received a law degree from the Seattle University School of Law in 1993. In 1988, she received an MBA, Magna Cum Laude, from City University, Bellevue, Washington. She attended the Government Executive Institute at Harvard University in 1996 and the FBI's National Executive Institute in 1998. "We are very excited that Annette has agreed to join our Board of Directors," said Tom White, chairman of the Board of Directors. "Her wealth of experience in the transportation industry, and in particular her experience with the transportation industry in public service, will be a valuable resource to the Company in the years to come." By-laws Amendment On Dec. 19, 2012, the Board of Directors amended the Amended and Restated By-Laws of the Company. The amendment articulates procedures through which the Board of Directors can increase or decrease the size of the Board of Directors. A copy of the amended By-Laws is available at http://is.gd/dV3LCi About Quality Distribution Quality Distribution, LLC, and its parent holding company, Quality Distribution, Inc., are headquartered in Tampa, Florida. The company is a transporter of bulk liquid and dry bulk chemicals. The company's 2010 revenues are approximately $686 million. Apollo Management, L.P., owns roughly 30% of the common stock of Quality Distribution, Inc. The Company reported net income of $23.43 million in 2011, compared with a net loss of $7.40 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $513.05 million in total assets, $532.79 million in total liabilities and a $19.74 million total shareholders' deficit. Bankruptcy Warning In its Form 10-K for 2011, the Company noted that it had consolidated indebtedness and capital lease obligations, including current maturities, of $307.1 million as of Dec. 31, 2011. The Company must make regular payments under the New ABL Facility and its capital leases and semi-annual interest payments under its 2018 Notes. The New ABL Facility matures August 2016. However, the maturity date of the New ABL Facility may be accelerated if the Company defaults on its obligations. If the maturity of the New ABL Facility or such other debt is accelerated, the Company does not believe that it will have sufficient cash on hand to repay the New ABL Facility or such other debt or, unless conditions in the credit markets improve significantly, that the Company will be able to refinance the New ABL Facility or such other debt on acceptable terms, or at all. The failure to repay or refinance the New ABL Facility or such other debt at maturity will have a material adverse effect on the Company's business and financial condition, would cause substantial liquidity problems and may result in the bankruptcy of the Company or its subsidiaries. Any actual or potential bankruptcy or liquidity crisis may materially harm the Company's relationships with its customers, suppliers and independent affiliates. QUANTUM FUEL: Brian Olson Appointed to Board of Directors --------------------------------------------------------- Following the recommendation of the Nominating and Governance Committee, the Board of Directors of Quantum Fuel Systems Technologies Worldwide, Inc., appointed Brian Olson, the Company's President and Chief Executive Officer, as a director of the Company to fill a newly created vacancy. Mr. Olson will serve as a Class III director with a term continuing through the Company's 2013 Annual Meeting of Stockholders. The Company's Board of Directors now consists of six directors. Mr. Olson has been serving as the Company's President and Chief Executive Officer since May 2012, and prior to his appointment as President and Chief Executive Officer served as the Company's Chief Financial Officer and Treasurer since August 2002. As an employee director, Mr. Olson will not be entitled to any compensation in connection with his services as a director. Mr. Olson was not appointed to any commmittees of the Board of Directors and no such appointment is anticipated. About Quantum Fuel Lake Forest, Calif.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. The Company's balance sheet at Sept. 30, 2012, showed $65.6 million in total assets, $45.8 million, and stockholders' equity of $19.8 million. According to the Company's quarterly report for the period ended Sept. 30, 2012, the Company expects that its existing sources of liquidity will only be sufficient to fund its activities through Dec. 31, 2012. "In order for us to have sufficient capital to execute our business plan, fund our operations and meet our debt obligations over this twelve month period, we will need to raise additional capital and/or monetize certain assets. We are considering various cost-effective capital raising options and alternatives including the sale of Schneider Power and/or other assets, and the sale of equity and debt securities. Although we have been successful in the past in raising capital, we cannot provide any assurance that we will be successful in doing so in the future to the extent necessary to be able to fund all of our growth initiatives, operating activities and obligations through Sept. 30, 2013, which raises substantial doubt about our ability to continue as a going concern." As reported in the TCR on March 30, 2012, Haskell & White LLP, in Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern following the 2011 financial results. The independent auditors noted that Company incurred significant operating losses and used a significant amount of cash in operations during the eight months ended Dec. 31, 2011. REEVES DEVELOPMENT: Files Schedules of Assets and Liabilities ------------------------------------------------------------- Reeves Development Company, LLC, filed with the Bankruptcy Court for the Western District of Louisiana its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $12,000,000 B. Personal Property $3,454,626 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $15,406,309 E. Creditors Holding Unsecured Priority Claims $557,715 F. Creditors Holding Unsecured Non-priority Claims $4,192,573 ----------- ----------- TOTAL $15,454,626 $20,156,597 About Reeves Development Reeves Development Company, LLC, a commercial and residential real estate developer, filed a Chapter 11 petition (Bankr. W.D. La. Case No. 12-21008) in Lake Charles, Louisiana, on Oct. 30, 2012. The closely held developer was founded in 1998 by Charles Reeves Jr., its sole owner. Reeves Development has about 80 employees and generates about $40 million in annual revenue, according to its Web site. Bankruptcy Judge Robert Summerhays oversees the case. Steffes, Vingiello & McKenzie, LLC, in Baton Rouge, serves as the Debtor's counsel. Reeves Development estimated assets and debts of $10 million to $50 million. Affiliate Reeves Commercial Properties, LLC (Bankr. W.D. La. Case No. 12-21009) also sought court protection. RITE AID: Reports $61.9 Million Net Income in Dec. 1 Quarter ------------------------------------------------------------ Rite Aid Corporation reported net income of $61.87 million on $6.23 billion of revenue for the 13 weeks ended Dec. 1, 2012, compared with a net loss of $51.98 million on $6.31 billion of revenue for the 13 weeks ended Nov. 26, 2011. The Company's balance sheet at Dec. 1, 2012, showed $7.18 billion in total assets, $9.76 billion in total liabilities, and a $2.57 billion total stockholders' deficit. "We have reached a significant milestone in our turnaround efforts by returning to profitability," said Rite Aid Chairman, President and CEO John Standley. "We have now increased Adjusted EBITDA and same store prescription counts for eight consecutive quarters. Our third quarter performance is the result of our entire team's continued efforts to fundamentally improve our business." "Our record Adjusted EBITDA was driven by strong prescription count growth, an increase in front-end same store sales and higher pharmacy gross margin resulting from the introduction of new generic medications. While we are pleased with our third quarter results, we remain focused on sustaining our positive momentum and achieving long-term success," Standley added. A copy of the press release is available for free at: http://is.gd/LdFmmU About Rite Aid Corp. Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has more than 4,700 stores in 31 states and the District of Columbia and fiscal 2010 annual revenues of $25.7 billion. Rite Aid reported a net loss of $368.57 million for the fiscal year ended March 3, 2012, a net loss of $555.42 million for the year ended Feb. 26, 2011, and a net loss of $506.67 million for the year ended Feb. 27, 2010. * * * In February 2012, S&P affirmed Rite Aid's 'B-' corporate credit rating. During that time, Moody's Investors Service also affirmed its Caa2 Corporate Family Rating, Caa2 Probability of Default Rating, and SGL-3 Speculative Grade Liquidity rating. "The ratings reflect our expectation that Camp Hill, Pa.-based retail drugstore chain Rite Aid Corp.'s financial risk profile will remain 'highly leveraged', despite improving sales trends, due to its significant debt," said Standard & Poor's credit analyst Ana Lai. Moody's said in February that Rite Aid's Caa2 Corporate Family Rating reflects its weak credit metrics and unsustainable capital structure with debt to EBITDA of 8.8 times and EBITA to interest expense of 0.8 times. Although Moody's believes that Rite Aid earnings will benefit from Walgreen's dispute with Express Scripts as well as from the strong generic pipeline, Moody's anticipates that lower reimbursement rates will offset some of this positive earnings pressure. Thus, Moody's forecasts that Rite Aid's credit metrics will remain weak. In addition, Rite Aid faces a tradeoff between the need to address its sizable 2014 and 2015 debt maturities against the likelihood that any refinancing will be at a higher interest rate. Should Rite Aid successfully refinance its 2014 and 2015 debt maturities, its borrowing costs will likely increase further weakening Rite Aid's interest coverage. Consequently, Moody's is concerned that Rite Aid may choose to voluntarily restructure its debt over the medium term. ROTECH HEALTHCARE: Has $25MM Credit Agreement with Silver Point --------------------------------------------------------------- Rotech Healthcare Inc. has entered into a new term loan credit agreement with Silver Point Finance, LLC, relating to a new term loan credit facility in an aggregate principal amount of $25 million. The Company borrowed $23.5 million under the new facility on Dec. 21, 2012. The remaining $1.5 million portion of the new facility not yet borrowed may be borrowed on a delayed draw basis on or before Jan. 1, 2014, so long as certain limited conditions as set forth in the credit agreement are satisfied. The facility replaces and repays the Company's existing commitments and loans under the Company's prior credit agreement and, assuming the Company will borrow the $1.5 million portion of the facility not yet borrowed, increases the Company's available liquidity by approximately $15 million. The loans under the new facility will mature on April 30, 2015, at which point the entire principal amount is due. The new credit agreement does not require any amortization payments in respect of the loans. All principal borrowings under the facility participate in a first priority security interest in substantially all of the Company's and the subsidiary guarantors' assets with the Company's $230 million in aggregate principal amount of 10.75% senior secured notes due Oct. 15, 2015. "We expect that proceeds from the new credit facility will provide the Company with additional flexibility to respond to competitive changes and opportunities in the industry and will support the Company's working capital needs as we implement our business plans," said Philip Carter, president and chief executive officer. About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company reported a net loss of $14.76 million in 2011, a net loss of $4.20 million in 2010, and a net loss of $21.08 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $255.76 million in total assets, $601.98 million in total liabilities and a $346.22 million total stockholders' deficiency. Bankruptcy Warning "In the event that we lack the ability to generate adequate cash to support our ongoing operations, we may need to access the financial markets by seeking additional debt or equity financing. As disclosed in our Risk Factors, there may be uncertainty surrounding our ability to access capital in the marketplace. The Company may be unable to secure the $15.0 million in additional financing permitted to it under the Indentures for our Senior Secured Notes and our Senior Second Lien Notes or to refinance its indebtedness on commercially reasonable terms, in which case it would need to identify alternative options to address its current and prospective credit situation, such as a sale of the Company or other strategic transaction, or a transformative transaction, such as a possible restructuring or reorganization of the Company's operations which could include filing for bankruptcy protection," the Company said in its quarterly report for the period ended Sept. 30, 2012. * * * As reported by the TCR on Aug. 21, 2012, Standard & Poor's Ratings Services lowered its rating on Orlando, Fla.-based Rotech Healthcare Inc. to 'CCC-' from 'B'. "The ratings reflect Rotech's highly leveraged financial risk profile, dominated by its weak liquidity position, high debt burden and overall sensitivity of credit metrics to the uncertain reimbursement environment," said Standard & Poor's credit analyst Tahira Wright. In the Aug. 30, 2012, edition of the TCR, Moody's Investors Service downgraded Rotech Healthcare, Inc.'s Corporate Family Rating to Caa3 from B3 and Probability of Default Rating to Caa3 from B2. This rating action is based on Moody's expectation that Rotech's liquidity and credit metrics -- which are already weak -- will deteriorate further over the next few quarters. Moody's expects continued top-line pressure from Medicare reimbursement cuts in 2013. SAND TECHNOLOGY: Incurs C$465,000 Net Loss in Oct. 31 Quarter ------------------------------------------------------------- SAND Technology Inc. reported a net loss and comprehensive loss of C$464,932 on C$578,223 of revenue for the three months ended Oct. 31, 2012, compared with net income and comprehensive income of C$6.76 million on C$600,341 of revenue for the same period during the prior year. The Company's balance sheet at Oct. 31, 2012, showed C$2.57 million in total assets, C$2.97 million in total liabilities and a C$400,901 shareholders' deficiency. "With the exception of the year ended July 31, 2012, the Company has incurred operating losses in the past years and has accumulated a deficit of $42,595,240 as at October 31, 2012. The Company has also generated negative cash flows from operations. Historically, the Company financed its operating and capital requirements mainly through issuances of debt and equity. The Company's continuation as a going concern is dependent upon, amongst other things, attaining a satisfactory revenue level, the support of its customers, a return to profitable operations and the generation of cash from operations, the ability to secure new financing arrangements and new capital. These matters are dependent on a number of items outside of the Company's control. These material uncertainties cast significant doubt regarding the Company's ability to continue as a going concern." A copy of the Form 6-K is available for free at: http://is.gd/yzeirw About SAND Technology Westmount, Quebec-based SAND Technology Inc. (OTC BB: SNDTF) -- http://www.sand.com/-- provides Data Management Software and Best Practices for storing, accessing, and analyzing large amounts of data on-demand while lowering TCO, leveraging existing infrastructure and improving operational performance. SAND/DNA solutions include CRM analytics, and specialized applications for government, healthcare, financial services, telecommunications, retail, transportation, and other business sectors. SAND Technology has offices in the United States, Canada, the United Kingdom and Central Europe. SAND Technology reported net income and comprehensive income of C$2.80 million for the year ended July 31, 2012, compared with a net loss and comprehensive loss of C$2.20 million during the prior year. SEARCHMEDIA HOLDINGS: Units Deregistered from NYSE -------------------------------------------------- The NYSE MKT LLC filed a Form 25 with the U.S. Securities and Exchange Commission to remove from listing or registration units of Searchmedia Holdings Ltd. 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. SKINNY NUTRITIONAL: Trim Standstill Pact Extended for 30 days ------------------------------------------------------------- Skinny Nutritional Corp. and purchaser Trim Capital, LLC, entered into an amendment to the Standstill Agreement dated as of Oct. 19, 2012. The purpose of the amendment is to provide the Company and Purchaser an additional 30-day period of time within which they will continue their discussions regarding the status of, and obligations under, the Securities Purchase Agreement dated June 28, 2012. Pursuant to the original Standstill Agreement, the parties agreed to forebear from commencing or prosecuting any claims against the other or their respective affiliates during a 60-day standstill period and that the Purchaser will, subject to certain exceptions and conditions, abide by certain standstill provisions. The Standstill Agreement also provided that during the standstill period, certain of the terms and conditions of the Purchase Agreement will be suspended, and the covenant against soliciting alternative transactions is terminated effective immediately. A copy of the Amended Standstill Agreement is available at: http://is.gd/9JScae Interim CFO Quits On Dec. 17, 2012, James Arsenault, who has been serving as the interim Chief Financial Officer of Skinny Nutritional Corp. notified the Company that he has determined to resign from the Company for personal reasons, effective immediately. The Company intends to seek a new Chief Financial Officer as soon as possible. About Skinny Nutritional Bala Cynwyd, Pa.-based Skinny Nutritional Corp. (OTC BB: SKNY.OB) -- http://www.SkinnyWater.com/-- has developed and is marketing a line of enhanced waters, all branded with the name "Skinny Water" that are marketed and distributed primarily to calorie and weight conscious consumers. The Company reported a net loss of $7.66 million in 2011, compared with a net loss of $6.91 million in 2010. In its audit report for the 2011 financial statements, Marcum LLP, in Bala Cynwyd, Pennsylvania, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company had a working capital deficiency of $3.17 million, an accumulated deficit of $45,492,945, stockholders' deficit of $1.74 million and no cash on hand. The Company had net losses of $7.67 million and $6.91 million for the years ended Dec. 31, 2011, and 2010, respectively. Additionally, the Company is currently in arrears under its obligation for the purchase of trademarks. Under the agreement, the seller of the trademarks may choose to exercise their legal rights against the Company's assets, which includes the trademarks. The Company's balance sheet at June 30, 2012, showed $2.92 million in total assets, $6.01 million in total liabilities, all current, and a $3.08 million stockholders' deficit. Bankruptcy Warning On June 28, 2012, the Company and Trim Capital, LLC, entered into a Purchase Agreement relating to a financing transaction for a maximum of $15,000,000 in total proceeds to the Company. Under the Note, the termination of the Purchase Agreement prior to the consummation of the third closing for any reason other than by the Company due to a breach by Trim Capital or its affiliates is an event of default under the Notes, making the Notes become immediately due and payable. "As our cash resources are extremely limited, we do not anticipate having sufficient capital to repay the Notes in such an event. If we cannot repay the Notes when due, the Purchaser, as the holder of the Notes will be able to exercise its rights as a secured party under the Security Agreement and IP Security Agreement, including foreclosure on our assets. As the collateral securing our obligations under the Notes consist of all of our assets, upon an event of default, the Purchaser, as the holder of the Notes, would be in a position to take possession of all of our assets, subject to the rights of our senior lender. Further, we would not have sufficient assets with which to repay our creditors, who in turn would be likely to take action against us to protect their interests. In addition, our suppliers would also be expected to cease doing business with us and we would need to consider seeking protection under applicable bankruptcy laws or cease doing business altogether." STILLBROOKE HOMES: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Stillbrooke Homes of Texas, Inc. dba Bud Bartley Homes 3419 Cross Timbers Road Suite 101 Flower Mound, TX 75028 Bankruptcy Case No.: 12-46875 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: D. Michael Lynn Debtor's Counsel: Joseph F. Postnikoff, Esq. GOODRICH POSTNIKOFF & ASSOCIATES, LLP 777 Main St., Suite 1360 Ft. Worth, TX 76102 Tel: (817) 347-5261 Fax: (817) 335-941 E-mail: jpostnikoff@gpalaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb12-46875.pdf The petition was signed by Jack Oppel, president. SUPERMEDIA INC: Continues to Seek OK on Plans, Credit Amendments ---------------------------------------------------------------- SuperMedia Inc. received signature pages to the Support and Limited Waiver Agreement, dated as of Dec. 5, 2012, by and among SuperMedia, certain of its subsidiaries, JP Morgan Chase Bank, N.A., and certain of the lenders under its senior secured credit facility from sufficient lenders such that more than half in number (but not all) of the holders, and more than two-thirds in amount, of the debt issued under the SuperMedia Credit Facility have become parties to the SuperMedia Support Agreement. SuperMedia was also notified that more than half in number (but not all) of the holders, and more than two-thirds in amount, of the debt issued under Dex One Corporation's senior secured credit facilities have become parties to the Support and Limited Waiver Agreement, dated as of Dec. 5, 2012, by and among Dex One, certain of its subsidiaries, JP Morgan Chase Bank, N.A., Deutsche Bank Trust Company Americas and certain of the lenders under the Dex One Credit Facilities. As a result, the number of lenders contractually obligated to vote in favor of certain voluntary pre- packaged plans under Chapter 11 of the U.S. bankruptcy code that would effect the contemplated merger between SuperMedia and Dex One exceeds the thresholds required for approval of those pre- packaged plans by those creditors under applicable bankruptcy law. Each of SuperMedia and Dex One intends to (a) continue seeking joinders from lenders under the SuperMedia Credit Facility and the Dex One Credit Facilities to the SuperMedia Support Agreement and the Dex One Support Agreement (so the foregoing percentages may increase), (b) continue seeking consents from lenders under the SuperMedia Credit Facility and the Dex One Credit Facility to certain amendments to the SuperMedia Credit Facility and the Dex One Credit Facilities in an out of court process, (c) solicit approval of the Plans from lenders under the SuperMedia Credit Facility and the Dex One Credit Facilities, and (d) solicit approval of the Plans and the Amended and Restated Agreement and Plan of Merger governing the Merger from the stockholders of each company. SuperMedia expects these solicitations to commence in the first quarter of 2013. A copy of the Form 8-K is available for free at: http://is.gd/9qMpL4 About Idearc Inc. Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as SuperMedia Inc., is the second largest U.S. yellow pages publisher. Idearc was spun off from Verizon Communications, Inc. Idearc and its affiliates filed for Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 09-31828) on March 31, 2009. The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on the official committee of unsecured creditors. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co- counsel. Idearc completed its debt restructuring and its plan of reorganization became effective as of Dec. 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. Less than two years since leaving bankruptcy protection, SuperMedia remains in quandary. Early in October 2011, Moody's Investors Service slashed its corporate family rating for SuperMedia to Caa1 from B3 prior. The downgrade reflects Moody's belief that revenues will continue to decline at a double digit rate for the foreseeable future, leading to a steady decline in free cash flow. SuperMedia's sales were down 17% for the second quarter of 2011 in a generally improving advertising sector. Moody's ratings outlook for SuperMedia remains negative. While SuperMedia is attempting to transition the business away from its reliance on print advertising through development of online and mobile directory service applications, Moody's is increasingly concerned that the company will not be able to make this change quickly enough to stabilize the revenue base over the intermediate term. Further, the high fixed cost nature of SuperMedia's business could lead to steep margin compression, notwithstanding continued aggressive cost management. SUPERMEDIA INC: Hayman Capital Discloses 9.9% Equity Stake ---------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Hayman Capital Management, L.P., and its affiliates disclosed that, as of Dec. 12, 2012, they beneficially own 1,560,941 shares of common stock of Supermedia Inc. representing 9.96% of the shares outstanding. A copy of the filing is available for free at http://is.gd/KV0IKE About Idearc Inc. Headquartered in D/FW Airport, Texas, Idearc, Inc., now known as SuperMedia Inc., is the second largest U.S. yellow pages publisher. Idearc was spun off from Verizon Communications, Inc. Idearc and its affiliates filed for Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 09-31828) on March 31, 2009. The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on the official committee of unsecured creditors. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co- counsel. Idearc completed its debt restructuring and its plan of reorganization became effective as of Dec. 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. Less than two years since leaving bankruptcy protection, SuperMedia remains in quandary. Early in October 2011, Moody's Investors Service slashed its corporate family rating for SuperMedia to Caa1 from B3 prior. The downgrade reflects Moody's belief that revenues will continue to decline at a double digit rate for the foreseeable future, leading to a steady decline in free cash flow. SuperMedia's sales were down 17% for the second quarter of 2011 in a generally improving advertising sector. Moody's ratings outlook for SuperMedia remains negative. While SuperMedia is attempting to transition the business away from its reliance on print advertising through development of online and mobile directory service applications, Moody's is increasingly concerned that the company will not be able to make this change quickly enough to stabilize the revenue base over the intermediate term. Further, the high fixed cost nature of SuperMedia's business could lead to steep margin compression, notwithstanding continued aggressive cost management. THERMOENERGY CORP: James Wood Named President and CEO ----------------------------------------------------- ThermoEnergy Corporation, entered into an Executive Employment with James F. Wood, pursuant to which Mr. Wood was appointed, effective as of Jan. 2, 2013, as the Company's President and Chief Executive Officer. Also effective as of Jan. 2, 2013, Mr. Wood was elected to the Company's Board of Directors and selected as Chairman of the Board. Mr. Wood will succeed Cary G. Bullock, who will retire as of Jan. 2, 2013. Mr. Bullock will continue to serve as a non-employee member of the Company's Board of Directors. In connection with his appointment, Mr. Wood was also appointed, effective as of Jan. 2, 2013, as a member of the Board of Directors and Chief Executive Officer of the Company's subsidiary, ThermoEnergy Power Systems LLC, and as a member of the Board of Directors and President of the Company's subsidiary, CASTion Corporation. Mr. Wood, who is 70 years old, has served since October 2009 as Deputy Assistant Secretary for Clean Coal in the United States Department of Energy. In this position, he was responsible for the management and direction of the Department of Energy's Office of Fossil Energy's clean coal research and development programs. Chief among these is the Carbon Capture, Utilization and Storage program, the Clean Coal Power Initiative, and the Office of Fossil Energy's $3.4 billion portfolio of Recovery Act projects. Mr. Wood has over 30 years of experience in the power industry. Prior to joining the government, he was, from November 2001 to September 2009, President and CEO of Babcock Power Inc., a designer and manufacturer of environmental, pressure part, heat exchanger, combustion equipment and after-market services for the power generation industry with whom we were engaged in a joint venture known as Babcock-Thermo Clean Carbon LLC. From 1996 to 2001, Mr. Wood was President of Babcock & Wilcox Co., an integrated world-wide provider of boiler-systems and after-market services to the power industry. Earlier in his career, Mr. Wood worked in various positions for Babcock & Wilcox and for Wheelabrator Environmental Systems Inc. He has resided abroad for significant periods of time, including in Italy, India, Belgium, Colombia, and Ecuador, and was responsible for Babcock & Wilcox's foreign subsidiaries and ventures in China, Turkey, Egypt and Indonesia. While in the private sector, Mr. Wood served on two federal advisory councils: the National Coal Council and the US-Egypt President's Council. Mr. Wood is Fellow of the American Society of Mechanical Engineers and a Trustee of Clarkson University. He holds a B.S. in Chemical Engineering from Clarkson and an MBA with a focus on international economics from Kent State University. Pursuant to Mr. Wood's Executive Employment Agreement, the Company has agreed to pay him a base salary of $230,000, with eligibility for performance bonuses, from time to time, in accordance with incentive compensation arrangements to be established by the Benefits and Compensation Committee of our Board of Directors. Mr. Wood's Executive Employment Agreement is available for at: http://is.gd/0jDyi8 Pursuant to Mr. Wood's Executive Employment Agreement, on Jan. 2, 2013, the Company will award Mr. Wood a stock option for the purchase of 13,750,000 shares of the Company's common stock at an exercise price equal to the closing price of the Company's common stock in the over-the-counter market on Dec. 31, 2012, with a provision for net surrender cashless exercise. The option has a term of ten years, subject to Mr. Wood's continued employment with us, and vests in quarterly installments through Dec. 31, 2016; provided, however, that if, prior to Dec. 31, 2016, Mr. Wood's employment is terminated for any reason other than (i) by the Company for Cause or (ii) voluntarily by Mr. Wood without Good Reasons, within 90 days after a "Change of Control", the option will immediately vest with respect to 50% of the shares that were unvested on the date of the Change of Control. Fires Chief Financial Officer On Dec. 17, 2012, the employment of Teodor Klowan, Jr., the Company's Executive Vice President and Chief Financial Officer, was terminated in accordance with his Executive Employment Agreement dated Nov. 2, 2009. Pending appointment of Mr. Klowan's successor, Gregory M. Landegger, the Company's Vice President and Chief Operating Officer, will assume the responsibilities of interim Chief Financial Officer and Brian M. Milette, the Company's Vice President - Finance, will assume the responsibilities of interim Chief Accounting Officer. Amends 63.8MM Prospectus ThermoEnergy filed with the U.S. Securities and Exchange Commission amendment no.1 to the Form S-1 relating to the resale of up to 63,856,250 shares of common stock, par value $0.001 per share, of the Company that may be sold from time to time by George M. Abraham, Jeffrey Burt IRA, Dawson James Securities, Inc. The Company will not receive any proceeds from the sale of the common stock by the selling stockholders. The Company's common stock is currently traded on the Over-the- Counter Bulletin Board under the symbol "TMEN.OB." On Dec. 12, 2012, the last reported sale price of the Company's common stock on the OTCBB was $0.075 per share. A copy of the amended prospectus is available for free at: http://is.gd/CZtVF6 About ThermoEnergy Corporation Little Rock, Ark.-based ThermoEnergy Corporation is a clean technologies company engaged in the worldwide development of advanced municipal and industrial wastewater treatment systems and carbon reducing clean energy technologies. After auditing the 2011 results, Grant Thornton LLP, in Boston, Massachusetts, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company incurred a net loss for the year ended Dec. 31, 2011, and, as of that date, the Company's current liabilities exceeded its current assets by $3,387,000 and its total liabilities exceeded its total assets by $4,603,000. The Company reported a net loss of $17.38 million in 2011, compared with a net loss of $14.85 million during the prior year. The Company's balance sheet at Sept. 30, 2012, showed $3.85 million in total assets, $13.06 million in total liabilities, and a $9.21 million total stockholders' deficiency. THQ INC: Meeting to Form Creditors Committee Tomorrow ----------------------------------------------------- Roberta A. DeAngelis, the United States Trustee for Region 3, will hold an organizational meeting on Jan. 3, 2013, at 10:00 a.m. in the bankruptcy cases THQ Inc., et al. The meeting will be held at: J Caleb Boggs Federal Building 844 King Street, Room 5209 Wilmington DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About THQ THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. THQ has a deal to sell its video-game development business to Clearlake Capital Group LP for about $60 million, absent higher and better offers at an auction proposed for January 2013. Clearlake and existing lender Wells Fargo Capital Finance LLC are providing $10 million of DIP financing. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. THQ INC: Notifies SEC of Bankruptcy Filing ------------------------------------------ on Dec. 19, 2012, THQ Inc., and its domestic subsidiaries filed voluntary petitions for reorganization relief under the provisions of chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware. Documents filed in connection with the Chapter 11 filing will be accessible at the Bankruptcy Court's Internet site, www.deb.uscourts.gov, through an account obtained from Pacer Service Center at 1-800- 676-6856. Additional information may also be found at the Company's Web site at http://www.thq.com/ About THQ THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. THQ has a deal to sell its video-game development business to Clearlake Capital Group LP for about $60 million, absent higher and better offers at an auction proposed for January 2013. Clearlake and existing lender Wells Fargo Capital Finance LLC are providing $10 million of DIP financing. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. TOPS HOLDING: Withdraws Offer to Purchase 10.125% Senior Notes -------------------------------------------------------------- Tops Holding Corporation and Tops Markets, LLC, announced that, effective immediately, in accordance with the Offer to Purchase and Consent Solicitation Statement dated Dec. 6, 2012, they have withdrawn their previously announced cash tender offer to purchase any and all of their outstanding 10.125% senior secured notes due 2015, and related consent solicitation to effect certain proposed amendments to the indenture governing the Notes and related collateral documents. Therefore, no Notes will be purchased pursuant to the Offer and any Notes previously tendered will be promptly returned to the holders of those Notes and will remain outstanding and continue to accrue interest. In addition, the Issuers have called all of the Notes for redemption on Jan. 22, 2013, in accordance with the terms of the Indenture. Amended and Restated Credit Agreement On Dec. 14, 2012, Tops Holding Corporation, Tops Markets, LLC, Tops Gift Card Company, LLC, and Tops PT, LLC, entered into an amended and restated credit agreement for an asset-backed revolving credit facility with Bank of America, N.A., as Collateral Agent and Administrative Agent. The size of the facility under the Amended and Restated Credit Agreement is $125 million, with an option for future upsizing with up to $50 million of incremental commitments if certain conditions are met. The borrowing base includes certain receivables and inventory customary for a facility of this type. The Amended and Restated Credit Agreement is secured by the collateral pledged under the Guaranty and Security Agreement dated Oct. 9, 2009. The facility will mature on or before Dec. 14, 2017, and is governed by New York Law. Indenture Tops Holding Corporation and Tops Markets, LLC, completed an offering of $460 million in aggregate principal amount of 8.875% senior secured notes due 2017 in an offering exempt from registration under the Securities Act of 1933, as amended. The 2017 Notes are fully and unconditionally guaranteed on a senior secured basis by Tops PT, LLC and Tops Gift Card Company, LLC. The 2017 Notes were issued under an Indenture dated as of Dec. 20, 2012, among the Issuers, the Guarantors and U.S. Bank National Association, as trustee and as collateral agent, and bear interest at a rate of 8.875% per annum. The Issuers will pay interest on the 2017 Notes on June 15 and December 15 of each year, commencing on June 15, 2013. The 2017 Notes are redeemable, in whole or in part, at any time on or after June 15, 2015, at the redemption prices specified in the Indenture. Prior to June 15, 2015, the Issuers may redeem some or all of the 2017 Notes at a "make-whole" premium as specified in the Indenture. The 2017 Notes and the guarantees of the 2017 Notes are senior secured obligations of the Issuers and the Guarantors, respectively, will rank equally in right of payment with all existing and future senior indebtedness of the Issuers and the Guarantors, will rank senior to all existing and future subordinated indebtedness of the Issuers and the Guarantors and will mature on Dec. 15, 2017. Registration Rights Agreement The holders of the 2017 Notes are entitled to the benefits of a Registration Rights Agreement dated as of Dec. 20, 2012, among the Issuers, the Guarantors and Merrill Lynch, Pierce, Fenner & Smith Incorporated. Pursuant to the Registration Rights Agreement, the Issuers and the Guarantors have agreed to use their reasonable best efforts to: (i) file a registration statement with the Securities and Exchange Commission for an offer to exchange the 2017 Notes for a new issuance of substantially identical notes issued under the Securities Act; (ii) cause the registration statement to be declared effective and (iii) consummate the Exchange Offer on or before 365 days after Dec. 20, 2012. The Issuers and the Guarantors may be required to file a shelf registration statement to cover resales of the 2017 Notes under certain circumstances. If the Issuers fail to satisfy their obligations under the Registration Rights Agreement, they may be required to pay additional interest on the 2017 Notes. Security Agreement On Dec. 20, 2012, in connection with entry into the Indenture, Tops Holding Corporation, Tops Markets, LLC, Tops Gift Card Company, LLC, and Tops PT, LLC, entered into a security agreement with U.S. Bank National Association, as Collateral Agent under the 2017 Notes. Pursuant to the Security Agreement, the Company and its subsidiaries have pledged substantially all of their assets as collateral to secure the 2017 Notes. The Security Agreement is governed by New York law. Intercreditor Agreement In connection with entry into the Indenture, Tops Holding Corporation and Tops Markets, LLC, entered into an intercreditor agreement with Bank of America, N.A., as Collateral Agent under the Amended and Restated Credit Agreement, and U.S. Bank National Association, as Collateral Agent under the Indenture. The Intercreditor Agreement provides for, among other things, the terms by which the liens on certain collateral securing obligations under, and guarantees granted in favor of the lenders of the 2017 Notes and certain other debt that may be incurred by the Company, will be subordinated in priority to the liens on such collateral securing the obligations under the Amended and Restated Credit Agreement and guarantees granted in favor thereof. A copy of the Form 8-K is available for free at: http://is.gd/8IXiUs About Tops Markets Privately owned Tops Markets, LLC headquartered in Williamsville, New York, operates a chain of 71 owned Tops supermarkets and 5 franchised stores ("legacy stores") in western New York state, with approximately $1.7 billion of annual revenues. In February 2010, Tops acquired 79 stores from the bankruptcy estate of Penn Traffic. Tops continues to operate 55 stores, of which 7 may sold or closed as a result of a preliminary FTC order. The remaining 48 stores are in the final process of being re-branded as Tops stores. Tops' primary markets have historically been the Buffalo and Rochester metro areas, and will expand to the south and east with the acquisition of the Syracuse-based Penn Traffic stores. The company is 75% owned by Morgan Stanley Capital Partners, with remaining ownership held largely by a unit of HSBC and company management. The Company's balance sheet at Oct. 6, 2012, showed $661.49 million in total assets, $705.22 million in total liabilities and a $43.73 million total shareholders' deficit. * * * In the Nov. 25, 2011, edition of the TCR, Moody's Investors Service upgraded the Corporate Family and Probability of Default Ratings of Tops Holding Corporation ("Tops") to B3 from Caa1. Tops Corporate Family Rating of B3 reflects the company's weak credit metrics, its modest size relative to competitors, regional concentration and aggressive financial policies. The rating is supported by its stable operating performance in a challenging business and competitive environment, its good regional market presence and its good liquidity. As reported by the TCR on April 30, 2012, Standard & Poor's Ratings Services raised its ratings on Buffalo, N.Y.-based Tops Holdings Corp., including the corporate credit rating to 'B+' from 'B'. "The upgrade primarily reflects our revised view of the company's financial risk profile as 'aggressive' from 'highly leveraged,'" said Standard & Poor's credit analyst Charles Pinson-Rose. TRANS-LUX CORP: Amends 27.2 Million Common Shares Prospectus ------------------------------------------------------------ Trans-Lux Corporation filed an amendment no. 1 to the Form S-1 with the U.S. Securities and Exchange Commission relating to the sale by Peter L. and Jonnet Abeles, Richard V. Aghababian, Allan Brumberger, et al., of up to 27,190,000 shares of the Company's common stock. All of these shares of the Company's common stock are being offered for resale by the selling stockholders. The selling stockholders will offer their shares at a fixed price of $0.39 per share until the Company's common shares are quoted on the Over-the-Counter Bulletin Board, and thereafter, at prevailing market prices or privately negotiated prices. The Company will not receive any proceeds from the sale of these shares by the selling stockholders. The Company will bear all costs relating to the registration of these shares of the Company's common stock, other than any selling stockholders' legal or accounting costs or commissions. The Company's common stock is quoted on the OTCQB under the symbol "TNLX". The last reported sale price of the Company's common stock as reported by the OTCQB on Dec. 12, 2012, was $0.20 per share. A copy of the amended prospectus is available for free at: http://is.gd/1wSLFQ About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. The Company reported a net loss of $1.42 million in 2011, compared with a net loss of $7.03 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $23.62 million in total assets, $20.37 million in total liabilities, and $3.25 million in total stockholders' equity. TRIBUNE CO: Emerges From Chapter 11 Restructuring Process --------------------------------------------------------- Tribune Company on Dec. 31 disclosed that it has successfully emerged from its Chapter 11 restructuring process. The company's plan of reorganization was confirmed by the U.S. Bankruptcy Court for the District of Delaware in July, and the Federal Communications Commission granted Tribune the necessary transfer applications and waivers in November. Tribune's plan of reorganization officially became effective Monday, Dec. 31, 2012, and distributions to creditors have been initiated. "Tribune emerges from the bankruptcy process as a multi-media company with a great mix of profitable assets, strong brands in major markets and a much-improved capital structure," said Eddy Hartenstein, Tribune's chief executive officer. "The company's greatest asset, however, is its employees who, individually and collectively, have remained focused on serving our viewers, readers, advertisers and communities with a single-minded sense of purpose and dedication. I want to thank all our employees for their talent and effort throughout this four-year process." In connection with emergence, Tribune closed on a new $1.1 billion senior secured term loan and a new $300 million asset based revolving credit facility. The term loan will be used to fund certain required payments under the plan of reorganization, and the revolving credit facility will be used to fund ongoing operations. In addition, Tribune's pre-petition credit facilities and outstanding notes and debentures were cancelled and extinguished, and its pre-petition common stock was cancelled. Upon completion of all distributions under the plan of reorganization, Tribune will have issued to former creditors a mix of approximately 100 million shares of new class A common stock and new class B common stock and new warrants to purchase shares of new class A or class B common stock. Former creditors entitled to receive a distribution of Tribune's new common stock or new warrants are encouraged to review the information and documents which will be posted to Tribune's Web site at http://www.tribune.comrelating to such securities, including Tribune's Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws, the warrant agreement setting forth the terms of the new warrants and other information, including FAQs with respect to distributions under the plan of reorganization. "In accordance with our restructuring plan, Tribune's subsidiary creditors and vendors are receiving payment in full -- 100% recovery of what they are owed," said Hartenstein. "These long- term relationships are very important to the company and we are pleased to have successfully resolved these obligations." Tribune issued a press release Dec. 30 to announce its expected emergence the following day. The company also announced its new Board of Directors, effective immediately: Bruce Karsh, Ken Liang, Peter Murphy, Ross Levinsohn, Craig A. Jacobson, Peter Liguori, and Eddy Hartenstein. According to the Dec. 30 announcement, Tribune's new Board of Directors will convene its first meeting in the next several weeks, at which time it will define the roles of its members, its committee structure, and designate and ratify the company's executive officers. Chief executive officer Eddy Hartenstein will remain in his current role until that time. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Judge Kevin J. Carey issued an order dated July 13, 2012, overruling objections to the confirmation of Tribune Co. and its debtor affiliates' Plan of Reorganization. In November 2012, Tribune received approval from the Federal Communications Commission to transfer media licenses, one of the hurdles to implementing the reorganization plan. Aurelius Capital Management LP failed in halting implementation of the plan pending appeal. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRISTAN OIL: Enters Into Sharing Agreement with Noteholders ----------------------------------------------------------- Tristan Oil Ltd., the issuer of 10-1/2 per cent senior secured notes due Jan. 1, 2012 in the aggregate principal amount of US$531,110,000 disclosed that on December 17, 2012, it entered into an agreement (the Sharing Agreement) with holders of Notes holding 64.25% of the aggregate principal amount of Notes (the Majority Noteholders). Subsequently, additional holders of Notes have adhered to the Sharing Agreement (together with the Majority Noteholders, the Participating Noteholders) such that, as at December 31, 2012, Participating Noteholders holding in excess of 88.5% of the aggregate principal amount of the Notes are parties to the Sharing Agreement. Parties associated with Tristan, including its shareholder Anatolie Stati, along with Gabriel Stati, Ascom Group S.A. and Terra Raf Trans Traiding Ltd. (the Claimant Parties), have initiated an arbitration against the Republic of Kazakhstan seeking substantial damages for the alleged expropriation of certain of the Claimant Parties' interests in Kazpolmunay LLP and Tolkynneftegaz LLP, the Guarantors under the Notes, as well as certain other assets of the Guarantors (the Arbitration). The Claimant Parties contend that as a result of these actions by the Republic of Kazakhstan, Tristan failed to pay interest on the Notes on July 1, 2010. That failure subsequently became an Event of Default and additional Events of Default under the Notes have occurred and are continuing as a result of the Notes having matured and the failure of Tristan or the Guarantors to make payment thereon. Summary Description of Sharing Agreement: Under the Sharing Agreement: -- Any proceeds collected as a result of an award or settlement of the Arbitration (an Award) will be paid into a blocked account in New York. -- The Proceeds will be shared between the Claimant Parties and the Participating Noteholders; once certain costs have been paid, the Participating Noteholders will receive 70% of any such proceeds until principal and interest on their Notes have been repaid in full. -- Interest will accrue under the Notes after January 1, 2012 at the rate of interest, if any, provided in the Award. -- The Claimant Parties have granted to the Participating Noteholders a collateral assignment over the product and proceeds of the Arbitration as security for their obligations under the Sharing Agreement. -- The Participating Noteholders have agreed to extend the maturity of their Notes until January 1, 2016, although the Participating Noteholders have retained the right to take enforcement action against the original guarantors of the Notes after January 1, 2014. -- The Participating Noteholders have agreed that, in the event that they recover any proceeds from enforcement action against the guarantors of the notes, they will, in certain circumstances, share these with the Claimant Parties applying the same formula that will apply in relation to the proceeds of an Award. -- If the Participating Noteholders recover a "Minimum Payment" (being approximately 70% of what they are owed in respect of the Notes) and certain conditions have been satisfied, Tristan will be entitled to redeem their Notes for US$1.00. In the event that the Participating Noteholders recover less than this amount they will retain their rights to take enforcement action under the Notes in respect of the amounts they are still owed. The Consent Solicitation and the Pre-Packaged Bankruptcy: The benefits of the Sharing Agreement are to be made available to all holders of Notes by way of a consent solicitation (the Consent Solicitation) which will amend the terms of the Notes, including those changes as set out above. Following the Consent Solicitation, the Notes held by Participating Noteholders will cease to be in default and the Participating Noteholders will forbear from seeking any remedies with respect to the Notes until January 1, 2014 unless other material defaults under the Sharing Agreement or the Notes occur prior thereto. The Consent Solicitation is expected to be launched during the month of January 2013. The Participating Noteholders have agreed to vote in favour of the Consent Solicitation and have agreed that they will only sell their Notes to parties which adhere to the terms of the Sharing Agreement and vote in favour of the Consent Solicitation. In the event that Noteholders holding 85% in aggregate principal amount of the Notes do not vote in favor of the Consent Solicitation, Tristan will seek to implement the restructuring by way of a pre-packaged Chapter 11 bankruptcy filing in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy). The Participating Noteholders have also agreed to vote in favor of any such bankruptcy plan to give effect to the Sharing Agreement. Tristan ?- http://www.tristanoil.com/?- is a company organized under the laws of British Virgin Islands. The company is engaged in the exploration and development of oil and gas fields and the production of oil, condensate and gas in the Pre-Caspian basin of Western Kazakhstan. UNI-PIXEL INC: Denies Allegations in UK Patent Litigation --------------------------------------------------------- UniPixel, Inc., is vigorously denying allegations contained in litigation filed in the United Kingdom by UK-based Carclo PLC through its subsidiary, Conductive Inkjet Technology. "These claims are based on unfounded speculation and inaccurate assumptions, and are completely without merit," said UniPixel President & CEO Reed Killion. "We fully expect the plaintiffs will be ordered to pay whatever legal fees our company might incur to defend these baseless claims." In its filings before the English High Court, Conductive Inkjet Technology alleges that UniPixel made unauthorized use of CIT's patented processes in developing catalytic ink and metallization technologies for touch-screen applications. "The high-definition field encompasses a fast-growing and dynamic market characterized by rapid technological development," said Killion. "UniPixel's extensive and dedicated research and development efforts are not dependent on appropriating the knowledge of our competitors. To make such a claim is simply false, and we look forward to defending our company in court if necessary." UniPixel is represented by the international law firm Fish & Richardson, which has been named by Corporate Counsel magazine as the top patent litigation law firm in the U.S. for nine consecutive years. The firm recently was named as the nation's "Law Firm of the Year" for intellectual property law in the 2013 "Best Law Firms" rankings published by U.S. News & World Report and The Best Lawyers in America. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. The Company reported a net loss of $8.57 million in 2011 compared to a net loss of $3.82 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $16.39 million in total assets, $103,588 in total liabilities and $16.29 million in total shareholders' equity. UNIGENE LABORATORIES: Has Settlement with Former Patent Counsel --------------------------------------------------------------- Unigene Laboratories, Inc., announced that a settlement agreement was entered into between the Company and Ostrolenk Faber LLP, the Company's former patent counsel. On or about May 18, 2012, Ostrolenk had filed suit against the Company in the United States District Court for the Southern District of New York for unpaid legal fees and disbursements in an amount in excess of $430,000, including interest. The Company asserted counterclaims against Ostrolenk for legal malpractice arising from the loss of certain of the Company's intellectual property rights in Brazil, and for breach of the duty of confidentiality. The parties agreed to settle all claims and counterclaims in the action. The terms of the settlement include an upfront payment by the Company to Ostrolenk in the amount of $40,000 on or before Dec. 28, 2012, and 24 monthly installment payments of $5,500 on or before the 1st day of each month, commencing on Feb. 1, 2013. Revises Agreement with Levy Parties On Dec. 21, 2012, Unigene entered into an agreement with the Jaynjean Levy Family Limited Partnership, Warren P. Levy and Ronald S. Levy. The Revised Settlement Agreement modifies the Settlement and Release Agreement and Amendments dated as of March 10, 2011, between the parties. Pursuant to the Settlement Agreement, payments of $150,000 were due to the Levy Parties on each of Oct. 11, 2012, and Nov. 13, 2012, and a payment of $62,296 was due on Dec. 11, 2012. According to the terms of the Revised Settlement Agreement, the parties have agreed that the Company will pay $100,000 to the Levy Parties upon execution of the Revised Settlement Agreement representing partial payment of the Oct. 11, 2012 installment payment. The payments (i) of the remaining $50,000 related to the Oct. 11, 2012, installment payment, (ii) the $150,000 installment payment due on Nov. 13, 2012, and the $62,296 installment payment due on Dec. 11, 2012, and (iii) of the $150,000 installment payments due to the Partnership on each of July 11, 2012, Aug. 13, 2012, and Sept. 11, 2012, under the terms of the Settlement Agreement, have been, in each of the foregoing (i) (ii) and (iii), deferred until June 18, 2013. All other terms of the Settlement Agreement remain in full force and effect. About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Unigene reported a net loss of $17.92 million in 2011, a net loss of $27.86 million in 2010, and a net loss of $13.38 million in 2009. The Company's balance sheet at June 30, 2012, showed $11.69 million in total assets, $77.56 million in total liabilities and a $65.87 million total stockholders' deficit. Grant Thornton LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern following the 2011 financial results. The independent auditors noted that the Company has incurred a net loss of $17,900,000 during the year ended Dec. 31, 2011, and, as of that date, has an accumulated deficit of $189,000,000 and the Company's total liabilities exceeded total assets by $55,138,000. Bankruptcy Warning Under the Company's amended and restated March 2010 financing agreement with Victory Park Management, LLC, so long as the Company's outstanding note balance is at least $5,000,000, the Company must maintain a minimum cash balance equal to at least $2,500,000 and its cash flow must be at least $2,000,000 in any fiscal quarter or $7,000,000 in any three consecutive quarters. "Without additional financing, we will not be able to maintain a minimum cash balance of $2,500,000, or maintain an adequate cash flow, in order to avoid default in periods subsequent to September 30, 2012," the Company said in its quarterly report for the period ended June 30, 2012. "As a result, we will be in default under the financing agreement, which would result in the full amount of our debt owed to Victory Park becoming immediately due and payable. Even if we are able to raise cash and maintain a minimum cash balance of at least $2,500,000 through the March 2013 maturity date, there is no assurance that the notes will be converted into common stock, in which case, we may not have sufficient cash from operations or from new financings to repay the Victory Park debt when it comes due. There can be no assurance that new financings will be available on acceptable terms, if at all. In the event that we default, Victory Park could retain control of the Company and will have the ability to force us into involuntary bankruptcy and liquidate our assets." UNIVERSITY GENERAL: Closes Purchase of South Hampton Hospital ------------------------------------------------------------- University General Health System, Inc., closed its purchase of South Hampton Community Hospital, a 122,000 square-foot (approx.) hospital in Dallas, and an adjacent 23,000 square-foot (approx.) medical office building. On Dec. 4, 2012, the Company announced an agreement to acquire the 111-bed general acute care hospital, which is located less than 10 miles southwest of downtown Dallas, for $30 million. Of the total purchase price, $1.5 million was paid by the Company and $28.5 million was financed by Texas-based First National Bank at a 4.25% interest rate in an agreement signed Dec. 14, 2012. The loan principal will be amortized over 20 years, with a balloon payment due after 10 years. The Company plans to invest at least $1 million of additional capital into the hospital complex and to supply working capital, as needed, to support its business model of providing first-class health care service in a quality environment. "The acquisition of our first flagship acute care hospital in the Dallas area represents an opportunity for University General to replicate the successful physician-centric, multi-specialty, integrated, diversified regional health care delivery system we have developed in the Houston metropolitan area," stated University General Chairman and CEO Hassan Chahadeh, M.D. "We expect South Hampton Community Hospital, which will be renamed University General Hospital - Dallas, to contribute at least $40 million to the Company's revenue and $15 million to adjusted EBITDA in the year ending December 31, 2013." "We have identified a number of other metropolitan markets as target opportunities for our regional health care delivery model," added Donald Sapaugh, President of University General. "Initial evaluations of potential acquisitions in several of these markets, in addition to further opportunities in Houston and Dallas, are currently underway." About University General University General Health System, Inc., located in Houston, Texas, is a diversified, integrated multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS currently operates one hospital and two ambulatory surgical centers in the Houston area. It also owns a revenue management company, a hospitality service provider and facility management company, three senior living facilities and manages six senior living facilities. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Moss, Krusick & Associates, LLC, in Winter Park, Florida, expressed substantial doubt about University General's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and negative operating cash flows, and has negative working capital. University General reported a net loss of $2.38 million in 2011, following a net loss of $1.71 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $140.67 million in total assets, $128.38 million in total liabilities and $3.79 million in series C, convertible redeemable preferred stock, and $8.49 million in total equity. UNIVERSITY GENERAL: To Develop Pearland, Texas Medical Complex -------------------------------------------------------------- University General Health System, Inc., has executed agreements to acquire an interest in approximately 31 acres of undeveloped land from Musgrave-Grohman, Ltd., an Abilene, Texas-based real estate developer, to establish a multi-purpose medical complex on Pearland Parkway in Pearland, Texas, a large suburban city in the greater Houston metropolitan area. The acquisitions are subject to customary closing conditions, including a $20 million financing commitment for the hospital portion of the complex. The projects will be initially funded with the acquired land (with an estimated value of $11 million). The parties are working with multiple sources to secure the additional debt and equity financing that will be required to complete the project. The Pearland complex is anticipated to include a 50-bed general acute care hospital, a full-service 10-bed emergency room and an 8-bed intensive care unit, four operating rooms, and an endoscopy and cardiac catheter lab. The complex is also expected to include a 50,000 square-foot medical office building, providing physician offices adjacent to the hospital. In addition, current plans for the complex include a 42-unit memory care facility to complement University General's 80-unit Trinity Oaks senior living community on Pearland Parkway. The Company is actively seeking financing and hopes to begin construction in 2013. "This expansion into Pearland, which is located approximately 15 miles southeast of the Company's flagship hospital near the Texas Medical Center, presents an opportunity for University General Health System to further replicate the existing physician-centric, multi-specialty, integrated, diversified regional health care delivery system it has successfully established in the Houston metropolitan area," stated Hassan Chahadeh, M.D., the Company's Chairman and Chief Executive Officer. "The new medical complex will be named University General Hospital - Pearland," commented Donald Sapaugh, President of University General Health Care System, Inc. "City leaders have been very supportive in working with us to design the first general acute care hospital in Pearland, and we are excited about the opportunity to provide the citizens of Pearland first-class acute care in a five-star environment. The addition of a memory care facility will be highly complementary to Trinity Oaks, which is currently 95% occupied by independent and assisted living residents." "We have developed quality homes for many years in the Pearland area, and we view the opportunity to participate with University General in building a first-class medical complex as the pinnacle of our vision within the market," stated Kenneth L. Musgrave, Principal in Musgrave-Grohman Ventures, Ltd., the land partner for UGHS Pearland Hospital Real Estate, Inc. About University General University General Health System, Inc., located in Houston, Texas, is a diversified, integrated multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS currently operates one hospital and two ambulatory surgical centers in the Houston area. It also owns a revenue management company, a hospitality service provider and facility management company, three senior living facilities and manages six senior living facilities. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Moss, Krusick & Associates, LLC, in Winter Park, Florida, expressed substantial doubt about University General's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and negative operating cash flows, and has negative working capital. University General reported a net loss of $2.38 million in 2011, following a net loss of $1.71 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $140.67 million in total assets, $128.38 million in total liabilities and $3.79 million in series C, convertible redeemable preferred stock, and $8.49 million in total equity. VIASYSTEMS INC: Moody's Affirms 'B2' CFR; Outlook Stable -------------------------------------------------------- Moody's Investors Service revised the rating outlook of Viasystems, Inc. to stable from positive. Moody's also affirmed Viasystems' B2 CFR and upgraded its senior secured notes to B1 from B2. Ratings Rationale The change in the outlook reflects Moody's view that credit metrics will not meet previous expectations, largely due to poor demand and lost revenue related to the early September fire at its Guangzhou facility. In particular, sales related to the automotive market, which was expected to form a major revenue driver is in decline due to market share loss, softness in Europe and the Guangzhou fire. As a result, Viasystems now faces the challenge of gaining sales growth traction in its weaker businesses to compensate. However, in keeping with the now stable outlook, Moody's expects some near term improvement due to continued synergy realization from its acquisition of DDi Corp. (completed May 2012), recovery of the Guangzhou plant and replacement of capacity at the Huizhou plant. Moody's expects adjusted operating margins (which declined to 5.4% for the twelve months ended September 30, 2012) to return to above 9% (last observed in Q4 2011) by mid-2013 as the company adjusts to new labor and selling costs in the Printed Circuit Board segment and absorbs new product costs within the Assembly segment. The B1 rating assigned to the $550 million senior secured notes is based on the probability of default of the company, which is B2, as well as the loss given default of the debt instrument, which is LGD-3 (36%). The upgrade is driven by the senior secured notes' pari passu position (secured by all domestic assets) relative to the senior secured ABL revolver, and supported by relatively large trade payables which occupy a junior position. Moody's notes that if the company raises additional senior secured debt, the ratings on the senior secured debt will be under downward pressure. Ratings affirmed / outlook revised: Rating Outlook revised to Stable from Positive Corp. Family Rating at B2 Probability of Default Rating at B2 Ratings upgraded : Senior Secured Notes rating raised to B1 (LGD-3 36%) from B2 (LGD-3 49%) What Could Change the Rating - UP Ratings could be upgraded as a result of significant revenue and EBITDA expansion, significantly reducing leverage below 2.5x. Any upgrade anticipates improvement in operating margins above 10% due to increased contribution from its quick-turn, low volume unit which has higher gross margins and lower SG&A. Ratings could also experience be upward pressure if better working capital management and decreased capital expenditure requirements led to higher cash flows and improved free cash flow stability. What Could Change the Rating - DOWN Ratings could be downgraded if Viasystems suffered material revenue deterioration, market share loss or operational missteps. Ratings may also be downgraded if margins eroded further as a result of lower volumes, pricing pressures or higher operating costs. Sustained periods of low positive or negative free cash flow and financial leverage sustained above 4.5x total adjusted debt to EBITDA would also pressure ratings. The principal methodologu used in rating Viasystems was the Global Distribution and Supply Chain Services published in November 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in St. Louis, Missouri, Viasystems, Inc. is a wholly-owned subsidiary of Viasystems Group, Inc. The company is a provider of complex multi-layer printed circuit boards (PCB) and electro-mechanical solutions. Revenue for the 12 months ended September 30, 2012 was $1.2 billion. VISION INDUSTRIES: Amends 2011 Quarterly Reports ------------------------------------------------ Vision Industries Corp. has amended its quarterly reports for the periods ended Sept. 30, 2012, June 30, 2012, and March 31, 2012, to include an assessment of the Company's disclosure controls and procedures pursuant to Item 307 of Regulations S-K. The amendments speak as of the original filing date of the Forms 10-Q and do not reflect events that may have occurred subsequent to the original filing date. Copies of the amended Quarterly Reports are available for free at: http://is.gd/jzAXiB http://is.gd/FRNpMF http://is.gd/C2oEcc About Vision Industries Torrance, Calif.-based Vision Industries Corp. is focused on marketing zero-emission vehicles to a variety of alternative energy and green-minded individuals, OEM dealer networks, as well as for sale to end-user consumers. Drake & Klein CPAs, in Clearwater, Florida, expressed substantial doubt about Vision Industries' 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's cash and available credit are not sufficient to support its operations for the next year. The Company's balance sheet at Sept. 30, 2012, showed $1.1 million in total assets, $1.5 million in total liabilities, and a stockholders' deficit of $395,543. VITESSE SEMICONDUCTOR: Receives $17.1MM from Public Offering ------------------------------------------------------------ Vitesse Semiconductor Corporation entered into an underwriting agreement with several Underwriters for which Needham & Company, LLC, is acting as representative, relating to an underwritten public offering of 10,000,000 shares of the Company's common stock, $0.01 par value, at a per share price to the public of $1.75. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to an additional 1,409,294 shares of common stock. The public offering closed on Dec. 12, 2012, and the Company sold to the Underwriters an aggregate of 10,400,000 shares for net proceeds of approximately $16.7 million after deducting the underwriting discount and estimated offering expenses payable by the Company of approximately $312,500. On Dec. 19, 2012, the Underwriters exercised their over-allotment option to purchase an additional 251,280 shares of common stock at the public offering price of $1.75 per share, less underwriting discounts and commissions, for total proceeds to the Company of approximately $412,000. The closing of the over-allotment option exercise occurred on Dec. 21, 2012. In the offering, the Company has sold an aggregate of 10,651,280 shares of common stock for total net proceeds to the Company of approximately $17.1 million. About Vitesse Based in Camarillo, California, Vitesse Semiconductor Corporation (Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs, develops and markets a diverse portfolio of semiconductor solutions for Carrier and Enterprise networks worldwide. In October 2009, Vitesse completed a debt restructuring transaction that resulted in the conversion of 96.7% of the Company's 2024 Debentures into a combination of cash, common stock, Series B Preferred Stock and 2014 Debentures. With respect to the remaining 3.3% of the 2024 Debentures, Vitesse settled its obligations in cash. Additionally, Vitesse repaid $5.0 million of its $30.0 million Senior Term Loan, the terms of which were amended as part of the debt restructuring transactions. Vitesse incurred a net loss of $1.11 million in 2012, a net loss of $14.81 million in 2011, and a net loss of $20.05 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $56.61 million in total assets, $80.63 million in total liabilities, and a $24.01 million total stockholders' deficit. VITESSE SEMICONDUCTOR: Kopp Investment Holds 7.2% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Kopp Investment Advisors, LLC, and its affiliates disclosed that, as of Dec. 12, 2012, they beneficially own 2,561,279 shares of common stock of Vitesse Semiconductor Corporation representing 7.2% of the shares outstanding. Kopp Investment previously reported beneficial ownership of 1,722,764 common shares as of Oct. 1, 2010. A copy of the amended filing is available for free at http://is.gd/IV5MrU About Vitesse Based in Camarillo, California, Vitesse Semiconductor Corporation (Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs, develops and markets a diverse portfolio of semiconductor solutions for Carrier and Enterprise networks worldwide. In October 2009, Vitesse completed a debt restructuring transaction that resulted in the conversion of 96.7% of the Company's 2024 Debentures into a combination of cash, common stock, Series B Preferred Stock and 2014 Debentures. With respect to the remaining 3.3% of the 2024 Debentures, Vitesse settled its obligations in cash. Additionally, Vitesse repaid $5.0 million of its $30.0 million Senior Term Loan, the terms of which were amended as part of the debt restructuring transactions. Vitesse incurred a net loss of $1.11 million in 2012, a net loss of $14.81 million in 2011, and a net loss of $20.05 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $56.61 million in total assets, $80.63 million in total liabilities, and a $24.01 million total stockholders' deficit. VUZIX CORP: Files Form S-1 Registration Statement ------------------------------------------------- Vuzix Corporation filed a Form S-1 with the U.S. Securities and Exchange Commission for shares of the Company's common stock. The Company's common stock is quoted on the OTC Bulletin Board under the symbol "VUZI", on the TSX Venture Exchange, or TSX-V, under the symbol "VZX", and on the Frankfurt Stock Exchange under the symbol "V7X". The Company intends to apply for listing of the Company's common stock on The NASDAQ Capital Market under the symbol "VUZX". The Company has applied to list the shares of common stock offered under this prospectus on the TSX-V. Listing of the Company's common stock offered on the TSX-V will be subject to fulfilling all of the requirements of the TSX-V. No assurance can be given that the Company's applications will be approved. On Dec. 20, 2012, the last reported sale price for the Company's common stock on the OTC Bulletin Board was $0.05 per share. A copy of the Form S-1 prospectus is available for free at: http://is.gd/tvbFCX 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 Sept. 30, 2012, showed $2.50 million in total assets, $7.32 million in total liabilities and a $4.82 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. VYCOR MEDICAL: CEO Denness Resigns for Personal Reasons ------------------------------------------------------- Vycor Medical, Inc., announced that Richard Denness will resign as the Company's CEO effective Dec. 31, 2012, and as a member of the Board of Directors effective immediately. Mr. Denness will remain as a consultant to the Company during a transition period. The Board will seek to appoint a successor CEO in due course. Mr. Denness' decision to resign was for strictly for personal reasons and did not arise or result of any disagreement with the Company on any matters relating to the Company's operations, policies or practices. Vycor has established a solid strategy for its Vycor Medical and NovaVision divisions. Mr. Denness' duties will be absorbed by the remaining executive team of the President, David Cantor, Executive Vice-President Peter Zachariou and the Chairman and CFO, Adrian Liddell. About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. The Company reported a net loss of $4.77 millionin 2011, compared with a net loss of $1.98 million in 2010. Paritz & Company, P.A., in Hackensack, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern following the 2011 annual results. The independent auditors noted that the Company has incurred a loss since inception, has a net accumulated deficit and may be unable to raise further equity. The Company's balance sheet at Sept. 30, 2012, showed $2.69 million in total assets, $3.86 million in total liabilities and a $1.17 million total stockholders' deficit. W25 LLC: Files Schedules of Assets and Liabilities -------------------------------------------------- W25 LLC filed with the Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $44,000,000 B. Personal Property $1,000 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $43,671,382 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $5,085,037 ----------- ----------- TOTAL $44,001,000 $48,756,419 W25 LLC filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-14526) in Manhattan on Nov. 6, 2012. Avrum J. Rosen, Esq., at The Law Offices of Avrum J. Rosen, PLLC, in Huntington, New York, serves as counsel. The Debtor estimated assets and debts of at least $10 million. W25 LLC: Sec. 341 Creditors' Meeting Set for Jan. 7 --------------------------------------------------- The U.S. Trustee will convene a meeting of creditors pursuant to 11 U.S.C. 341(a) in the Chapter 11 case of W25 LLC on Jan. 7, 2013, at 2:30 p.m. The meeting will be held at 80 Broad St., 4th Floor, USTM. W25 LLC filed a bare-bones Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-14526) in Manhattan on Nov. 6, 2012. Avrum J. Rosen, Esq., at The Law Offices of Avrum J. Rosen, PLLC, in Huntington, New York, serves as counsel. The Debtor estimated assets and debts of at least $10 million. WADDY TRAVEL: Case Summary & 10 Unsecured Creditors --------------------------------------------------- Debtor: Waddy Travel Centers, LLC 4550 Ironworks Pike Lexington, KY 40511 Bankruptcy Case No.: 12-53185 Chapter 11 Petition Date: December 20, 2012 Court: United States Bankruptcy Court Eastern District of Kentucky (Lexington) Debtor's Counsel: Jamie L. Harris, Esq. DELCOTTO LAW GROUP PLLC 200 North Upper Street Lexington, KY 40507 Tel: (859) 231-5800 E-mail: jharris@dlgfirm.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 10 unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/kyeb12-53185.pdf The petition was signed by Harry L. Seeger III, member. * CFP Board Identifies Bankrupt Professionals in Past 5 Years ------------------------------------------------------------- Certified Financial Planner Board of Standards, Inc. announces the names of CFP professionals who have declared bankruptcy within the last five years and, under rules that took effect July 1, 2012, are not subject to disciplinary procedures but will have their bankruptcy disclosed. Under the rules approved by the Board of Directors, CFP Board does not investigate, and the Disciplinary and Ethics Commission does not adjudicate, bankruptcy-only cases. Rather, CFP Board verifies the bankruptcy, then notes the bankruptcy filing on the CFP professional's public profile, which is available through the search functions on CFP Board's website http://www.CFP.net/ CFP Board also shares with consumers and other stakeholders who contact CFP Board regarding a CFP professional's certification status the information in the CFP professional's public profile, including identifying whether the CFP professional has filed bankruptcy. CFP Board discloses these bankruptcies four times a year - once after each quarter has ended. All disclosures regarding a bankruptcy filed by a CFP professional will remain on CFP Board's website for 10 years from the earlier of the date the CFP professional disclosed the bankruptcy to CFP Board or the date CFP Board became aware of the bankruptcy. The public may review an individual's bankruptcy information and certification status with CFP Board at www.CFP.net/search . For more detail regarding a CFP professional's bankruptcy filing, please visit the U.S. Court's Public Access to Court Electronic Records ("PACER") website, which can be found at https://pacer.login.uscourts.gov/cgi-bin/login.pl?court_id=00pcl . Please note that you will be required to register and pay a nominal fee to view the information. This disclosure of these names is made pursuant to CFP Board's rules regarding single-bankruptcy cases and covers the third quarter of 2012: FILING NAME LOCATION STATE BANKRUPTCY TYPE DATE ---- -------- ----- ---------- ---- ---- Kenneth E. Carter Fort Worth TX Personal 5/12/2009 H. Joseph Cook Phillipsburg NJ Personal 1/16/2009 Donald A. Dieterly Toledo OH Personal 12/7/2010 Doohan Hong Los Angeles CA Personal 5/18/2012 Earl Roger King Greenbelt MD Personal 4/24/2009 Todd M Kreuser Milwaukee WI Personal 7/25/2009 Dennis N. Mainard San Diego CA Personal 11/16/2009 Randall K. Minas South Bend IN Personal 12/23/2011 Thomas J. Peterson Chicago IL Personal 3/30/2009 Russel L. Phelps, III Sacramento CA Personal 10/16/2009 Ravish C. Rattan Worcester MA Personal 7/16/2008 Patricia Harrison Phoenix AZ Personal 6/19/2009 Matthew A. Self Nashville TN Personal 10/27/2009 ABOUT CFP BOARD The mission of Certified Financial Planner Board of Standards, Inc. is to benefit the public by granting the CFP certification and upholding it as the recognized standard of excellence for personal financial planning. The Board of Directors, in furthering CFP Board's mission, acts on behalf of the public, CFP certificants and other stakeholders. CFP Board owns the certification marks CFP, Certified Financial Planner(TM), the federally registered CFP (with flame design) and the plaque design in the U.S., which it awards to individuals who successfully complete CFP Board's initial and ongoing certification requirements. CFP Board currently authorizes more than 67,000 individuals to use these marks in the U.S. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- Jan. 24-25, 2013 AMERICAN BANKRUPTCY INSTITUTE Rocky Mountain Bankruptcy Conference Four Seasons Hotel Denver, Denver, Colo. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 7-9, 2013 AMERICAN BANKRUPTCY INSTITUTE Caribbean Involvency Symposium Eden Roc Renaissance, Miami Beach, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 17-19, 2013 AMERICAN BANKRUPTCY INSTITUTE Advanced Consumer Bankruptcy Practice Institute Charles Evans Whittaker Courthouse, Kansas City, Mo. Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 20-22, 2013 AMERICAN BANKRUPTCY INSTITUTE VALCON Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Apr. 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ Apr. 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ June 13-16, 2013 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ July 11-13, 2013 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 8-10, 2013 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 22-24, 2013 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ Nov. 1, 2013 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Atlanta Marriott Marquis, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 25, 2013 BEARD GROUP, INC. 20th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Dec. 5-7, 2013 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Terranea Resort, Rancho Palos Verdes, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Last Updated: Dec. 10, 2012 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Carmel Paderog, Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2013. 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 $975 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 Peter A. Chapman at 215-945-7000 or Nina Novak at 202-241-8200. *** End of Transmission ***