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InterNet Bankruptcy Library - News for June 20, 1997







Bankruptcy News For June 20, 1997




        
  1. APL Statement on Disapproval of Lykes
            Request

  2.     
  3. Marvel bondholders replace boards of
            directors of both Marvel Entertainment and Toy Biz

  4.     
  5. GRAND CASINOS ANNOUNCES
            PARTICIPATION IN STRATOSPHERE'S AMENDED PLAN OF
            REORGANIZATION

  6.     
  7. Stratosphere Corporation
            announces filing of revised Chapter 11 Plan

  8.     
  9. Vista Properties Files Chapter 11
            Petition






APL Statement on Disapproval of Lykes
Request



OAKLAND, Calif., June 20, 1997 - In response to inquiries
received after the announcement that the U.S. Maritime
Administration has disapproved the request of href="chap11.lykes.html">Lykes Lines for the transfer of its
Maritime Security Program Operating Agreements, APL Limited
(NYSE: APL) issued the following statement:



"There are significant differences between the Lykes
[Brothers] bankruptcy restructuring and our proposed merger with
Neptune Orient Lines Ltd. Our notice of transfer seeks to
implement the ownership and structure approved in principle by
the Maritime Administration in a January 21, 1997 letter to APL,
and is fully consistent with both the Maritime Security Act of
1996 and the Coast Guard Authorization Act of 1996. We expect to
file our notice with the Maritime Administration shortly and
believe that it will be seen as furthering the interests of a
strong U.S. merchant marine.



"We continue to expect to consummate our merger with NOL
in the fall, following receipt of regulatory approvals."



APL provides worldwide container transportation and logistics
through an integrated network combining high-quality intermodal
services with state-of-the-art technology.



This release is available on the "Current News" page
of APL's Internet web site (www.apl.com).



SOURCE APL Limited /CONTACT: Gil Roeder, Media Relations,
510-272-7702, or Tom Meier, Investor Relations, 510-272-8284,
both of APL Limited/ /APL Limited press releases available
through Company News On- Call by fax, 800-758-5804, ext. 107003,
or at http://www.prnewswire.com/






Marvel bondholders replace boards of
directors of both Marvel Entertainment and Toy Biz



NEW YORK, NY --June 20, 1997-- The board of directors of href="chap11.marvel.html">Marvel Holdings Inc., which was
previously elected by the Marvel Bondholders' Committee,
announced today that it has voted its majority of Marvel
Entertainment Group Inc.'s (NYSE: MRV) equity to elect a new
board of directors for Marvel Entertainment.



The new Marvel Board consists of nine members, seven selected
by the Marvel Bondholders Committee and two selected by Marvel's
Committee of Equity Security Holders (the "Equity
Committee").



The new Marvel Entertainment Board has named Joseph Calamari,
former executive vice president and owner of Marvel
Entertainment, as interim president of Marvel Entertainment.
Calamari will head a transition team that will begin immediately
to address Marvel's problems and work to restore the company to
profitability.



"This is a great day for Marvel Entertainment and those
of us who want to help this once-great company emerge from
Chapter 11 and make the most of its superb characters and
still-strong franchise for the benefit of Marvel's owners,
customers and employees," said Carl C. Icahn who has been
elected Chairman of the Board of Marvel Entertainment. "It
has been a long, complex battle, but the bondholders have now
been vindicated. The new board is committed to restoring Marvel
to financial and operational health and Joseph Calamari's
experience and knowledge of Marvel's businesses will help us get
the company back on track and position it to pursue a growth
strategy."



In addition to Icahn, other new Marvel directors are Harold
First, a specialist in entertainment accounting; Robert Mitchel,
treasurer of ACF Industries Inc.; Jouko T. Tamminen, vice
president of Icahn Associates; J. Winston Fowlkes III, co-founder
of Voyager Communications, a publisher of Action Adventure Comics
and a former vice president of Time Warner Communications;
Vincent J. Intrieri, portfolio manager at Stonington Management
Corp.; Charles K. MacDonald, a private investor who is a director
of LIVE Entertainment Inc., a movie production company; Glen
Adams, a director of Zale Corp. and U.S. Home Corp., and Michael
J. Koblitz, a managing director at Gruntal & Co. Inc. Adams
and Koblitz were selected by the Equity Committee.



In addition, the new Marvel board of directors has exercised
its right to replace the eight Marvel directors on the 11-member
board of directors of Toy Biz Inc. (NYSE:TBZ). All of the nine
new directors of Marvel other than Koblitz have also been elected
directors of Toy Biz. The new board will immediately conduct a
review of Toy Biz strategy and operations.



The Bondholders Committee reorganization plan is pending
before the U.S. Bankruptcy Court for the District of Delaware. A
disclosure statement hearing on the plan is scheduled for July
17. Pursuant to the Bondholders' plan, High River Limited
Partnership, an entity owned by Carl Icahn, Westgate
International L.P.; United Equities Commodities Co. and other
members of the Bondholders Committee will guarantee a $365
million rights offering through a standby purchase agreement to
recapitalize the Co. and to retire certain debt. The rights
offering will be available to all Marvel shareholders on a
pro-rata basis, subject to confirmation by the Delaware
Bankruptcy Court of an acceptable reorganization plan.



The members of the Bondholders' Committee include High River
Limited Partnership (chairman), Westgate International, L.P.
(vice chairman), United Equities Commodities Co., Jeff Schultz
Investments, Whereco Inc. and M3, LLC. The Bondholders' Committee
has retained Jefferies & Co. Inc. as their financial
advisors.



CONTACT: Sard Verbinnen & Co., New York George Sard/Paul
Caminiti, 212/687-8080






GRAND CASINOS ANNOUNCES PARTICIPATION IN name="STRATOSPHERE">STRATOSPHERE'S AMENDED PLAN OF
REORGANIZATION



Minneapolis, June 20, 1997 - Grand Casinos, Inc. (NYSE: GND)
announced today that it has withdrawn its support of href="chap11.stratosphere.html">Stratosphere Corporation's
previously announced plan of reorganization and that it has
terminated the related investment agreement with Stratosphere due
to the inability of Stratosphere to achieve minimum required
Consolidated Cash Flow (as defined in the agreement). Grand
Casinos has entered into a new investment agreement with
Stratosphere Corporation in conjunction with Stratosphere's
filing earlier today of the First Amended Plan of Reorganization.



Stratosphere's amended plan calls for all outstanding
principal and interest amounts relating to the existing $203
million of 14 percent First Mortgage Notes to be exchanged for
$110 million principal amount of new Notes and 10 percent of the
equity of reorganized Stratosphere. The Noteholders' 10 percent
equity interest in the reorganized Stratosphere would be in the
form of Class A Common Stock.



The new Notes would continue as senior secured debt and would
mature seven years after issuance. The new Notes would bear
interest at 8 percent for the first two years and 12 percent
thereafter. The amended plan permits holders of the First
Mortgage Notes to purchase up to an additional $25 million in new
Notes for cash. Grand Casinos would provide a standby commitment
to purchase any of such new Notes that are not purchased by the
Noteholders.



Under the amended plan, Grand Casinos would purchase 36
million shares of Class B Common Stock of reorganized
Stratosphere for an aggregate cash purchase price of $50 million.
The shares of Class B Common Stock purchased by Grand Casinos
would represent 90 percent of the equity interest and voting
rights in reorganized Stratosphere. As a result of the issuance
of the Class A Common Stock to the First Mortgage Noteholders and
the sale of the Class B Common Stock to Grand Casinos,
Stratosphere would have, upon completion of its reorganization,
approximately 40 million shares of Common Stock outstanding,
consisting of four million shares of Class A Common Stock and 36
million shares of Class B Common Stock.



Under the amended plan, all currently outstanding Common Stock
of Stratosphere and all other existing equity interests in
Stratosphere would be canceled.



The Class A Common Stock issued to the Noteholders would
contain a put/call feature. For a 30-day period beginning on the
fifth anniversary of the effective date of the plan, holders of
Class A Common Stock would have the right to require Grand
Casinos to purchase all, but not less than all, of the shares of
Class A Common Stock then outstanding. In addition, for a
two-year period beginning on the fifth anniversary of the
effective date, Grand Casinos would have the right to require the
holders of Class A Common Stock to sell to Grand Casinos all of
the Class A Common Stock then outstanding. In either case, the
per share price would be based on the estimated enterprise value
of Stratosphere at that time, determined by using a multiple of
seven times Stratosphere's one-year trailing consolidated cash
flow (less long term debt and capital lease obligations). Grand
Casinos may elect to pay the purchase price, at its discretion,
either in cash or in shares of Grand Casinos common stock valued
at a price per share equal to 96 percent of the then fair market
value of Grand Casinos common stock.



The $75 million of proceeds from the sale of the Class B
Common Stock and the new Notes would be used to construct the
next phase of the Stratosphere development, consisting of
approximately 1,000 additional hotel rooms, swimming pool and
recreation facilities, and various other improvements to the
complex. The budgeted costs for the project are approximately $75
million. The construction would be undertaken pursuant to fixed
price contracts, with any changes to the project budget requiring
the written consent of Grand Casinos. Grand Casinos would provide
a completion guarantee, up to a maximum amount of $25 million, to
fund any unanticipated construction cost overruns to the project.
Any amounts paid by Grand Casinos pursuant to the completion
guarantee would constitute subordinated debt of Stratosphere and
would accrue interest at the same rate as Stratosphere's new
Notes.



Upon the effective date of the restructuring, Grand Casinos
and Stratosphere would enter into a management agreement whereby
Grand Casinos would manage the construction of the next phase of
Stratosphere development and would provide general management
services to Stratosphere for an annual fee to be determined by
the Bankruptcy Court.



The plan provides Stratosphere with a 90-day period in which
to solicit alternative restructuring proposals. If a higher and
better restructuring proposal is received during such 90-day
period, Grand Casinos would have the option to either offer its
own competing proposal or terminate its participation in the
Stratosphere reorganization. If Grand Casinos terminates its
participation under such circumstances, it is entitled to receive
a break fee of $2 million (subject to Bankruptcy Court approval).
If no higher and better restructuring proposal is received by
Stratosphere prior to the end of the 90-day period, and all
conditions are met, the plan supported by Grand Casinos would
proceed to confirmation. The evaluation of competing
restructuring proposal would be made by the independent members
of Stratosphere's board of directors (with advice from
Stratosphere's outside legal and financial advisors).



The amended plan is subject to a number of conditions,
including plan confirmation, receipt of all necessary regulatory
approvals including those required by Nevada gaming authorities,
completion of definitive plan related documents, and other
customary closing conditions. In particular, Grand Casinos'
obligations under the plan are subject to certain conditions,
including: that there be no material adverse change in
Stratosphere's financial condition or results of operations prior
to the effective date of the amended plan; that Grand Casinos
obtain a favorable opinion from its investment banker regarding
the fairness of the plan from a financial point of view to Grand
Casinos and its shareholders; that the plan provide for the
satisfaction or extinguishment of all claims against Stratosphere
in a manor satisfactory to Grand Casinos; and that Grand Casinos'
obligations under the existing standby equity commitment be
permanently rejected and canceled.



Grand Casinos, Inc. has been a publicly traded company since
1991 and is listed on the New York Stock Exchange under the
trading symbol GND. The company currently owns and operates the
three largest casino hotel resorts in the state of Mississippi,
manages two land-based casinos in Louisiana, and manages two
casino hotel resorts in Minnesota.



The Private Securities Litigation Reform Act of 1995 provides
a "safe harbor" for forward-looking statements. Certain
information included in this press release (as well as
information included in oral statements or other written
statements made or to be made by the Company) contains statements
that are forward-looking, such as statements relating to plan for
future expansion and other business development activities as
well as other capital spending, financing sources and the effects
of regulation (including gaming and tax regulation) and
competition. Such forward-looking information involves important
risks and uncertainties that could significantly affect
anticipated results in the future and, accordingly, such results
may differ from those expressed in any forward-looking statements
made by or on behalf of the Company. These risks and
uncertainties include, but are not limited to, those relating to
development and construction activities, dependence on existing
management, leverage and debt service (including sensitivity to
fluctuations in the interest rates), domestic or global economic
conditions, activities of competitors and the presence of new or
additional competition, fluctuations and changes in customer
preferences and attitudes, changes in federal or state tax laws
of the administration of such laws and changes in gaming laws or
regulations (including the legalization of gaming in certain
jurisdictions). For more information, review the Company's
filings with the Securities and Exchange Commission, including
the Company's annual report on Form 10-K and certain registration
statements of the Company.






Stratosphere Corporation announces
filing of revised Chapter 11 Plan



LAS VEGAS, NV--June 20, 1997--href="chap11.stratosphere.html">Stratosphere Corporation
announced today that it has received notice that Grand Casinos
has withdrawn its support of the prior Plan of Reorganization in
Stratosphere's Chapter 11 proceedings and has terminated the
January 6, 1997 Restructuring Agreement due to the inability of
Stratosphere to achieve minimum required Consolidated Cash Flows
(as defined in the agreement).



Stratosphere Corporation, upon receipt of Grand's notice,
announced that it and Grand Casinos have entered into an Amended
and Restated Reorganization Agreement and that it has filed an
Amended Plan of Reorganization. The amended Plan, which is
consistent with a valuation report received by an independent
third party, calls for the exchange of the $203 million of First
Mortgage Notes of Stratosphere currently outstanding for $110
million principal amount of new notes and 10% of the equity of
reorganized Stratosphere. The new notes would continue as senior
secured debt and would mature seven years after issuance. The new
notes would bear interest at 8.5% for the first two years after
issuance and at 12.5% thereafter. The amended Plan also permits
holders of the First Mortgage Notes to purchase up to an
additional $25 million in new notes for cash. Grand will provide
a standby commitment to purchase any of such new notes that are
not purchased by First Mortgage Note holders.



In addition to the new notes, the holders of the First
Mortgage Notes would receive 4 million shares of Class A Common
Stock, which would represent 10% of the equity ownership and
voting interest of reorganized Stratosphere and which would
contain a put/call feature. On or during the 30 day period
following the fifth anniversary of the effective date of the
Plan, a majority of the holders of Class A Common Stock will have
the right to require Grand to purchase all, but not less than
all, of the shares of Class A Common Stock then outstanding. In
addition, during the two year period following the fifth
anniversary of the effective date, Grand will have the right to
require the holders of Class A Common Stock to sell to Grand all
of the Class A Common Stock then outstanding. In either case, the
per share price would be based on an estimated enterprise value
of Stratosphere at that time, determined using a multiple 7 times
Stratosphere's one-year trailing consolidated cash flow (less
long-term debt and Capital Lease Obligations). Grand may elect to
pay the purchase price, at its discretion, either in cash or in
shares of Grand common stock valued at a price per share equal to
96% of the then fair market value of Grand common stock.



Under the amended Plan, all currently outstanding Common Stock
of Stratosphere and all other existing equity interests in
Stratosphere would be canceled.



In addition to its commitment to purchase up to $25 million in
new notes, the amended Plan provides that Grand would purchase 36
million shares of Class B Common Stock of reorganized
Stratosphere for an aggregate purchase price of $50 million. The
shares of Class B Common Stock purchased by Grand would represent
90% of the equity interest and voting power of reorganized
Stratosphere. As a result of the issuance of the Class A Common
stock to the First Mortgage Note holders and the sale of the
Class B Common Stock to Grand, Stratosphere would have upon
completion of the reorganization approximately 40 million shares
of Common Stock outstanding, consisting of 4 million shares of
Class A Common Stock and 36 million shares of Class B Common
Stock.



The $75 million of proceeds from the sale of the Class B
Common Stock and the new notes would be used to construct the
next phase of the Stratosphere development, consisting of
approximately 1,000 additional hotel rooms, swimming pool and
recreation facilities, and various other improvements to the
Stratosphere resort complex. The budgeted costs for the project
are approximately $75 million. The construction would be
undertaken pursuant to fixed price contracts, with any changes to
the project budget requiring written consent by Grand. Pursuant
to the Plan, Grand would provide a completion guarantee, up to a
maximum amount of $25 million, to fund any unanticipated
construction cost overruns with respect to the project. Any
amounts paid by Grand pursuant to the completion guarantee would
constitute subordinated debt of Stratosphere and would accrue
interest at the same rate as Stratosphere's new notes.



Upon closing of the restructuring, Grand and Stratosphere
would enter into a management agreement pursuant to which Grand
would provide management of the above described construction of
the next phase of Stratosphere improvements and its day to day
operations for an annual fee to be determined by the Bankruptcy
Court.



The amended Plan is subject to a number of conditions,
including plan confirmation, receipt of all necessary regulatory
approvals including those required by Nevada gaming authorities,
completion of definitive plan related documents, and other
customary closing conditions. In particular, Grand's obligations
are subject to the following conditions, among others: (i) that
there be no material adverse change in Stratosphere's business,
financial condition, or results of operations prior to the
effective date the amended Plan; and (ii) that Grand obtain a
favorable opinion from its investment banker regarding the
fairness of the Plan from a financial point of view to Grand and
its shareholders.



The Plan also provides Stratosphere with a 90 day period in
which to solicit alternative restructuring proposals. If a higher
and better restructuring proposal is accepted by Stratosphere
during such 90 day period, Grand will have the option of either
(i) offering its own competing proposal or (ii) terminating its
participation in the Stratosphere reorganization. If Grand
terminates its participation under such circumstances, it is
entitled to receive a break fee of $2,000,000 (subject to
Bankruptcy Court approval). If no economically more favorable
restructuring proposal is received by Stratosphere prior to the
end of the 90 day period, the Plan supported by Grand would
proceed to confirmation subject to the right of Stratosphere to
submit or receive higher and better proposals as part of the
confirmation hearing. The evaluation of competing restructuring
proposals would be made by the independent members of
Stratosphere's board of directors (with advice from
Stratosphere's outside legal and financial advisors) and would be
subject to review by the Bankruptcy Court.



The Private Securities Litigation Reform Act of 1995 provides
a "safe harbor" for forward-looking statements. Certain
information included in this press release (as well as
information included in oral statements or other written
statements made or to be made by the Company) contains statements
that are forward-looking, such as statements relating to plan for
future expansion and other business development activities as
well as other capital spending, financing sources and the effects
of regulation (including gaming and tax regulation) and
competition. Such forward-looking information involves important
risks and uncertainties that could significantly affect
anticipated results in the future and, accordingly, such results
may differ from those expressed in any forward-looking statements
made by or on behalf of the Company. These risks and
uncertainties include, but are not limited to, those relating to
development and construction activities, dependence on existing
management, leverage and debt service (including sensitivity to
fluctuations in the interest rates), domestic or global economic
conditions, activities of competitors and the presence of new or
additional competition, fluctuations and changes in customer
preferences and attitudes, changes in federal or state tax laws
of the administration of such laws and changes in gaming laws or
regulations (including the legalization of gaming in certain
jurisdictions). For more information, review the Company's
filings with the Securities and Exchange Commission, including
the Company's annual report on Form 10-K and certain registration
statements of the Company.



CONTACT: Stratosphere Corporation Tom Lettero - 702/383-5207






Vista Properties Files Chapter 11 Petition



OAKLAND, Calif., June 20, 1997 - On June 19, 1997, href="chap11.vista.html">Vista Properties, a publicly held
limited partnership formed on March 14, 1983, under the Uniform
Limited Partnership Laws of the State of California, filed a
petition for Reorganization under Chapter 11 of the Bankruptcy
Code in the United States Bankruptcy Court, Northern District of
California., Oakland Division. Vista is engaged in the business
of investing in, holding and managing commercial properties, and
presently owns property in Irving, Texas and New York City. Vista
expects to reorganize its affairs under the protection of Chapter
11 and to propose and confirm a Chapter 11 plan of
reorganization.



SOURCE Vista Properties /CONTACT: Frederick Simon of Vista
Properties, 203-862-7011/