/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/990430.MBX T R O U B L E D C O M P A N Y R E P O R T E R Friday, April 30, 1999, Vol. 3, No. 84 Headlines ALTA GOLD: Case Summary & 20 Largest Creditors AMERITAS: Prospectus Filed With SEC BOSTON CHICKEN: Seeks Additional Time For Leases CHUO PAPERBOARD: To Issue 6 B. Yen in Shares COLUMBIA/HCA: Annual Meeting of Stockholders DAUPHIN TECHNOLOGY: Files Annual Report With SEC EDISON BROS: Gordon Brothers Group Prevails In Bid ELDER BEERMAN: Notice of Annual Meeting EQUALNET CORP: Court Approves Reorganization Plan JAYHAWK: Notice of Annual Meeting KELLEY OIL & GAS: Issuer Tender Offer Filed With SEC KOMAG INC: Notice of Annual Meeting LAURA ASHLEY: It's Curtains LAURIAT'S: Paragon Capital To Provide Credit MEDPARTNERS: Responds To Modern Healthcare Report ONSALE INC: Notice of Annual Meeting PANAMSAT: Notice of Annual Meeting QUALITECH STEEL: Saved from Defaulting on Bond Loans SALANT CORP: Annual Report Filed With SEC SAMUELS JEWELERS: Files Quarterly Report THE WISER OIL CO: Notice of Annual Meeting THORN APPLE VALLEY: Quarterly Report TRANSAMERICAN ENERGY: Reports Filing Bankruptcy to SEC TRANSGLOBE: Completes Acquisition Of Moiibus UNITED COMPANIES: Signs Agreement With Aegis Mortgage U.S. HOMECARE: Asks For Approval of Reverse Stock Split WET SEAL: Files Annual Report With SEC WICKES INC: Notice of Annual Meeting BOND PRICING FOR WEEK of April 26, 1999 ********* ALTA GOLD: Case Summary & 20 Largest Creditors ---------------------------------------------- Debtor: Alta Gold Co. Suite 10 601 Whitney Ranch Drive Henderson, NV 89014 Court: District of Nevada Case No.: 99 31080 Filed: 04/14/99 Chapter: 11 Debtor's Counsel: Nile Leatham, Esq. Kolesar & Leatham, Chtd Suite 380 3320 West Sahara Avenue Las Vegas NV 89102 20 Largest Unsecured Creditors: Name Nature Amount ---- ------ ------ RGC Int'l. Investors Convert. Debenture $1,000,0000 Olympus Securities Convert. Debenture $975,000 Nelson Partners Convert. Debenture $975,000 Cashman Equipment Trade Debt $410,929 Tail Wind Fund, The Convert. Debenture $400,000 Buckley Powder Co. Trade Debt $244,809 Energetic Solutions Trade Debt $238,111 Komatsu Equipment Co. Trade Debt $204,777 Geotemps Trade Debt $173,211 General Steel & Supply Trade Debt $171,299 Berry-Hinckley Trade Debt $145,893 American Assay Laboratories Trade Debt $128,240 Steffen Robertson & Kirsten Trade Debt $121,407 Cobre Tire Trade Debt $107,442 Ferrel Construction, Inc. Trade Debt $92,935 nevada Cement Co. Trade Debt $82,697 Chris's Service Inc. Trade Debt $81,129 Wheeler Machinery Co. Trade Debt $79,427 Cummins Intermountain Inc. Trade Debt $78,301 West States Construction Trade Debt $69,134 AMERITAS: Prospectus Filed With SEC ----------------------------------- Ameritas Life Insurance Corp. filed a prospectus with the SEC describing a flexible premium variable universal life insurance policy offered by Ameritas Life Insurance Corp. A full text copy of the filing is available via the Internet at: http://www.sec.gov/Archives/edgar/data/0000950137-99- 001029.txt BOSTON CHICKEN: Seeks Additional Time For Leases ------------------------------------------------ The Debtors tell the Court that their business "has not been sufficiently reinvigorated" to make final definitive decisions as to which of the Open Store leases are necessary for the Debtors rehabilitation. The Debtors also state that "it is premature . . . to formulate a reorganization plan and to make binding decisions as to which leaseholds should be assumed." The Debtors also note that, to date, not a single landlord has filed a request to require the Debtors to assume or reject a non- residential real property lease. The Debtors ask Judge Case for an extension, through September 3, 1999, of the time period pursuant to 11 U.S.C. Sec. 365(d)(4) within which they must decide whether to assume, assume and assign or reject non- residential real property leases. Since the Petition Date, the Debtors have received authority to reject 196 leases, received approval to or have requested authority to assume and assign 22 leases and have assumed or have requested authority to assume 64 leases. There remain, however, 534 unexpired leases of nonresidential real property between the Debtors and various lessors. One such lease represents the Debtors interest in the corporate headquarters located in Golden, Colorado. With the exception of two other leases, the remaining leases are operating Boston Market store locations. The Debtors request an extension of time only with respect to the Open Store Leases, the Support Center Lease, and the Leases Pending Assignment. As to any other non-residential real property lease, the Debtors intend to make a decision to assume or reject by the June 4 deadline. (Boston Chicken Bankruptcy News Issue 10; Bankruptcy Creditors' Service, Inc.) CHUO PAPERBOARD: To Issue 6 B. Yen in Shares -------------------------------------------- The Jiji Press English News reports on April 28, 1999 that Chuo Paperboard Co. will ask Oji Paper Co., Itochu Corp. and Rengo Co. to buy new shares worth 6 billion yen it will issue in the form of a third-party allotment, the major paperboard maker announced Wednesday. Chuo Paperboard, based in Gifu, will also ask leading paper maker Oji Paper,Rengo, a corrugated board maker in Osaka, and Itochu to set up a company to buy a plant site of Chuo Paperboard to help in its restructuring, they said. The company will ask 29 creditor financial institutions to forgive and restructure a total of 11.4 billion yen in loans, while liquidating five debt-laden affiliates and reducing its capital, the officials said. Itochu, a major trading house, and Juroku Bank, Chuo Paperboard's major creditor bank in Gifu, have informally accepted the restructuring plan, Chuo Paperboard officials said. The company's recurring loss will expand to 2,242 million yen from its earlier estimated 1.9 billion yen for the year to last March, they said. COLUMBIA/HCA: Annual Meeting of Stockholders -------------------------------------------- The 1999 annual meeting of stockholders of Columbia/HCA Healthcare Corporation will be held at the executive offices of Columbia/HCA located at One Park Plaza, Nashville, Tennessee, on Thursday, May 27, 1999 beginning at 1:30 p.m., Central Daylight Time. The meeting will be held for the following purposes: (1) To elect four directors to serve until the annual meeting of stockholders in 2000 and to elect one director to serve until the annual meeting of stockholders in 2001, or until their respective successors shall have been duly elected and qualified; (2) To ratify the appointment of Ernst & Young LLP as our independent auditors; (3) To act on one stockholder proposal; for Columbia/HCA to adopt a policy of phasing out, at all of its health care facilities, the use of PVC-containing or phthalate- containing medical products, where alternatives are available. DAUPHIN TECHNOLOGY: Files Annual Report With SEC ------------------------------------------------ DAUPHIN TECHNOLOGY, INC. filed an annual report with the SEC for the fiscal year ending December 31, 1998. The Company and its subsidiary are primarily engaged in electronic product engineering, development and sales, and contract manufacturing services. All of these activities are highly competitive and sensitive to many factors outside of the control of the Company, including general economic conditions affecting the Company's clients and availability of components. Revenue for Dauphin Technology, Inc. increased from $72,000 in 1997 and $94,000 in 1996 to $386,000 in 1998, increasing sales more than 5 times from 1997 levels. The revenue increased with shipment of Orasis beginning in the third and the fourth quarter of 1998. The gross profit margins are not comparable for the periods due to the inventory write downs and fluctuation in sales. Revenue for RMS increased from $2.7 million in 1997 to $5.6 million in 1998, including intercompany transactions, doubling from 1997 levels. The net operating loss, increased to approximately $530,000 in 1998 from $39,000 in 1997. The increase in net loss was due to an increase in sales, general and administrative expenses and additional inventory write-down. Arthur Andersen LLP writes, "As discussed in a note (Note 2) to the financial statements, the Company has suffered recurring losses from operations and has insufficient cash on hand to sustain future operations that raises substantial doubt about the entity's ability to continue as a going concern. EDISON BROS: Gordon Brothers Group Prevails In Bid -------------------------------------------------- Boston-based Gordon Brothers Group, LLC has emerged the winner in the hotly contested bidding war for the assets of 664 of Edison Brothers Stores. As a result of the accepted bid, Gordon Brothers will manage the closing and merchandise liquidation of 295 Riggings, 234 JW/Jeans West men's wear and 135 Wild Pair footwear stores. In a bidding process conducted Monday in the offices of Edison's New York Law firm, Gordon Brothers Group out-bid by $4.2 million a previously accepted offer from a joint venture of four competitive Asset Redeployment firms. Under the terms of the agreement, Gordon Brothers will acquire approximately $167.0 million of soft-lines merchandise from the St. Louis-based retailer. "The real winners here are the creditors," said Robert C. Sager, president of Gordon Brothers. "Our ability to see greater value in retail assets ultimately benefits our clients and their estates." On April 29, the Bankruptcy Court in Wilmington, Delaware, will be asked to approve the deal and the closing sales will start on Friday, April 30. According to Gordon Brothers principal Gary Kulp, the liquidation sales will run until all inventory has been sold-through. "We've taken an aggressive view on potential recoveries because our knowledge of Edison Brothers'customer," Kulp said. "We believe they'll continue to show the same smarts and loyalty that they have in the past." "We've had a very productive relationship with Edison Brothers for over two years now," Kulp continued, "and have helped them, both inside and outside of bankruptcy, transitioning over 400 locations as part of their on-going strategic restructuring. We're very happy to continue that relationship." Edison Brothers filed for Chapter 11 bankruptcy protection for the second time on March 9 and subsequently sought approval to close its three chains, which will leave it with approximately 816 stores. The company operates Bakers and Wild Pair footwear stores; 5-7-9 junior apparel stores; Riggins, JW, Coda and Repp Ltd. Big & Tall Menswear stores; and Repp By Mail men's Catalog. Edison Brothers currently has stores in the United States, Canada, Puerto Rico and the Virgin Islands. ELDER BEERMAN: Notice of Annual Meeting --------------------------------------- The Annual Meeting of Shareholders of The Elder-Beerman Stores Corp. will be held on May 28, 1999 at 8:00 a.m., eastern daylight time, at Elder-Beerman Dayton Mall, 2700 State Route 725, Dayton, Ohio 45459. The principal business of the meeting will be: (1) To elect three Directors for a three-year term expiring in 2002. (2) To act upon a proposal of the Board of Directors to adopt an amendment to Elder-Beerman's Amended Code of Regulations so that the annual meeting of shareholders is not required to be held during the month of May. EQUALNET CORP: Court Approves Reorganization Plan ------------------------------------------------- Equalnet Communications Corp. (NASDAQ:ENET) Wednesday announced that at a hearing yesterday, April 27, 1999, in Federal Bankruptcy Court in Houston, Judge Karen Brown confirmed the company's previously proposed Plan of Reorganization for its subsidiary, Equalnet Corp. This Plan of Reorganization, which the company expects to consummate within ten days, will result in the exchange of approximately 3 million newly issued shares of Equalnet Communications Corp.'s common stock and $1.35 million in cash to a newly created trust for the benefit of the unsecured creditors of Equalnet Corp. for the elimination of approximately $15 million of unsecured debt of Equalnet Corp. The company has commitments from two investor groups to provide the $3.6 million required for the consummation of the Plan of Reorganization. Creditors voted unanimously to accept this Plan. "The satisfactory acceptance of the Plan of Reorganization of our subsidiary was the result of our sincere desire to reach a fair negotiated resolution to the bankruptcy," said Mitchell Bodian, president and chief executive officer of Equalnet Communications Corp. "With our subsidiary's bankruptcy proceedings concluded and the pending acquisitions of Network Communications Systems ("NCS") and The Intelesis Group, we are strategically positioning the company for growth in exciting and innovative new business and product areas, specifically, e- commerce, Web services and advertiser sponsored long distance." JAYHAWK: Notice of Annual Meeting --------------------------------- The Annual Meeting of Shareholders of Jayhawk Acceptance Corporation will be held at the Le Meridien Hotel,650 N. Pearl Street, Dallas, Texas 75201, on May 13, 1999, at 5:00 p.m., Dallas, Texas time, for the following purpose: to elect seven directors to serve on the Company's Board of Directors. Only shareholders of record of the Company's common stock, $.01 par value per share, at the close of business on March 17, 1999, will be entitled to notice of and to vote at the Annual Meeting or any adjournment thereof. KELLEY OIL & GAS: Issuer Tender Offer Filed With SEC ---------------------------------------------------- This Issuer Tender Offer relates to the offer by Kelley Oil & Gas Corporation, a Delaware corporation, to purchase up to $26.9 million principal amount of the Company's 8 1/2% Convertible Subordinated Debentures due April 1, 2000 and $34.1 million principal amount of the Company's 7 7/8% Convertible Subordinated Notes due December 15, 1999, at an aggregate purchase price of approximately $36.0 million, plus accrued and unpaid interest thereon to the date of repurchase, upon the terms and subject to the conditions set forth in a certain Offer to Purchase dated April 19, 1999 and in the related Letters of Transmittal. KOMAG INC: Notice of Annual Meeting ----------------------------------- The annual meeting of stockholders of Komag, Incorporated will be held at Komag, Incorporated, Building 9, 1705 Automation Parkway, San Jose, California, 95131 on Tuesday, May 25, 1999, at 10:00 a.m. for the following purposes: 1. To elect the Board of Directors for the following year. 2. To approve an amendment to the Company's 1988 Employee Stock Purchase Plan to increase the number of shares reserved for issuance thereunder by 2,550,000 shares. 3. To consider and vote upon a proposal to approve the sale and issuance by the Company from time to time of up to $250 million of Common Stock or securities convertible into Common Stock in private transactions through October 1, 2000 at a price below book value but at or above the then current market price of the Common Stock. 4. To amend the Company's Restated 1987 Stock Option Plan to increase the number of stock options to be granted to re-elected non-employee Board members under the Automatic Option Grant Program from 7,500 to 12,000 shares annually. 5. To ratify the appointment of Ernst & Young LLP as independent auditors of the Company for the fiscal year ending January 2, 2000. LAURA ASHLEY: It's Curtains --------------------------- The Birmingham Post England reports on April 29, 1999 that Laura Ashley bowed to pressure from its bankers yesterday and sold its loss-making US operation for the symbolic price of one dollar. The company also announced plans for a pounds 24.6 million share issue to stave off financial ruin. The group said the fresh funding would secure an extension of loan facilities until April 2000 and admitted that without this "it would not be able to meet its commitments and . . . would not avoid insolvent liquidation." Although the sale to management rids Laura Ashley of pounds 21.5 million of debt, there was more bad news in the shape of a poor trading update and confirmation from accountancy firm Price Waterhouse Coopers that it had asked not to be reappointed asauditor for next year. The decision is a highly unusual move, sometimes seen as an indication that all is not well with a company's financial controls. But a spokesman for PWC described the decision as "purely commercial" and rejected suggestions that it had discovered anything untoward in the group's finances. In the year to 31 January 1998, Price Waterhouse Coopers earned total fees of pounds 600,000 from Laura Ashley, including pounds 200,000 of consultancy revenue. Laura Ashley said, however, that current trading was not going well. The group said sales figures had continued to slide so far this year - on a like- for-like basis they were down nine per cent in the first 11 weeks of the current financial year. The retailer's North American business consists of 106 shops - it closed another 26 last year - and the company said the management buyers were the only bidder to come forward. The deal is being partly backed by Malayan United Industries, the Malaysian company which last year pumped pounds 44 million into the group in return for a 40 per cent stake. MUI is also underwriting the share issue, along with a company associated with its chairman Dr Kay Peng Khoo. There has been speculation recently MUI might want to take the group private but MUI denied it had any such plans. Provided the rights issue goes through, the British institution will then be 60 per cent Malaysian-owned. Commercial services director Mr Stephen Cox said the British look of Laura Ashley was not at risk. There was still a long way to go but the US disposal should help restore the company back to profitability. "The very fact that in the year we are reporting on and in the prior year, the North American division accounted for the majority of the group's losses will give an indication of what group will look like without it," Mr Cox said. Pre-tax losses for the year to January 30, also announced yesterday, came in at pounds 31.9 million compared with pounds 49.3 million the previous year. Laura Ashley shares closed down 1p to 15p. LAURIAT'S: Paragon Capital To Provide Credit -------------------------------------------- Just as it looks like neighborhood bookstores are being pushed out of existence by superstores and Internet-based booksellers, Paragon Capital has joined Lauriat's Inc. in an effort to give the company a second chance at success. Paragon, of Needham, Mass., announced today that, together with Foothill Capital Corporation, it will provide a $ 25 million line of credit to Lauriat's, based in Canton, Mass. The financing will help the 126-year-old New England bookstore chain rededicate itself to serving the smaller, more personal neighborhood niche and set its sights on emerging from Chapter 11 bankruptcy, which it entered in February 1998. Having decreased its stores to 72 from 115, Lauriat's is now preparing for renewed growth. The company believes it will find a home as an alternative to Barnes & Noble and Borders, according to CEO Matthew C. Harrison Jr. Stores will cater to well-read customers who value good service and a knowledgeable staff. Harrison, a turnaround specialist who has helped save four other companies, was brought in after the bankruptcy filing. Under Harrison, Lauriat's has developed a vision for its future and devised a plan to have 125 stores five years from now. Early this year, the company determined that it was time to find an appropriate financial partner and move its plan forward. "We talked with a number of possible sources of financing and selected Paragon because they are a retail lender that understands retail operations," Harrison said. "This financing will allow us to inventory our stores to be able to provide better selection for our customers during an important time for us." Founded in 1872 by Charles E. Lauriat, Lauriat's grew to become New England's dominant independent bookseller and was the 5th-largest bookstore in the country by the mid- 1990s. Lauriat's now operates full and discount bookstores throughout the Northeast under the names Encore Books, Royal Discount Bookstores, Lauriat's and Book Corner. It has 22 stores in Massachusetts. "We are pleased to be part of this exciting turnaround," said Stewart Cohen, Chief Executive Officer of Paragon. "Management now has the additional resources to continue their exciting journey to success." Lauriat's is a wholly owned subsidiary of CMI Holdings, Inc. CMI is majority owned by Hampshire Equity Partners, LLP. MEDPARTNERS: Responds To Modern Healthcare Report ------------------------------------------------- MedPartners, Inc (NYSE: MDM) responded to a report contained in the April 28 issue of Modern Healthcare's Daily Fax which stated that negotiations regarding the disposition of MedPartners' California operations have collapsed. MedPartners is not aware of any development that would lead to a collapse in negotiations and continues to remain confident that it is close to closing a deal agreeable to hospitals and other creditors of MedPartners Network Inc., a subsidiary of MedPartners which is subject to bankruptcy court review. The Company added that a hearing remains on schedule for tomorrow in U.S. bankruptcy court, and a satisfactory result from that hearing is expected. The Company also said that, contrary to an assertion in the article, it was never given an opportunity to comment on the Modern Healthcare story. ONSALE INC: Notice of Annual Meeting ------------------------------------ The 1999 annual meeting of stockholders of Onsale, Inc. will be held at the company's headquarters located at 1350 Willow Road, Suite 100, Menlo Park, California, on Monday, May 17,1999, at 10:00 a.m. Pacific Time. The matters expected to be acted upon at the meeting include the following: (1) the election of our board of directors; (2) a proposal to amend our 1995 Equity Incentive Plan to increase the number of shares of common stock reserved under the plan on May 17, 1999 by 2% of the total outstanding shares as of that date, and to provide for an automatic increase in the shares reserved under the plan, on January 1, 2000 and each anniversary thereafter, of 4% of the total shares outstanding as of the immediately preceding December 31; and (3) ratification of PricewaterhouseCoopers LLP as the company's independent accountants for the year ending December 31, 1999. PANAMSAT: Notice of Annual Meeting ---------------------------------- The Annual Meeting of Stockholders of PanAmSat Corporation, will be held at 9:30 a.m., local time, on Wednesday, May 5, 1999, at The St. Regis Hotel, located at 2 East 55th Street, New York, New York for the following purposes: 1. Election of Directors. To elect a total of 11 persons to the Board of Directors to serve as Directors until the next annual meeting of stockholders and until their successors are elected and have qualified. 2. Ratification of Selection of Independent Public Accountants. To ratify the Board of Directors' selection of Deloitte & Touche LLP as the Company's independent accountants for the fiscal year ending December 31, 1999. QUALITECH STEEL: Saved from Defaulting on Bond Loans ---------------------------------------------------- Indiana Development Finance Authority said the state of Indiana's moral obligation pledge led the authority to use its own funds to pay $160,000 in interest on variable-rate revenue bonds it sold to Qualitech Steel Corp., which filed for bankruptcy on March 22, according to Reuters. The authority said that while the bonds were secured by the National City Bank Indiana, the state's moral obligation pledge backed the credit facility itself. As a result, the bank agreed not to default the bonds, and the authority said it would reimburse the bank for money it used to make bond payments. Qualitech filed with $33.1 million in taxable debt. SALANT CORP: Annual Report Filed With SEC ----------------------------------------- In its annual report for the fiscal year ended January 2, 1999, Salant Corp. reports for fiscal 1998 net sales of $300.6 million, that is $47.1 million or 13.5% less than the $347.7 million of net sales in Fiscal 1997. Sales of men's apparel at wholesale decreased by $39.1 million or 12.0% in Fiscal 1998. In Fiscal 1998 gross profit of $62.4 million was $14.9 million less than the $77.3 million of gross profit in Fiscal 1997. In Fiscal 1998, the Company reported a loss from continuing operations before extraordinary gain of $56.8 million or $3.74 per share, compared to a loss from continuing operations of $8.4 million, or $0.55 per share in Fiscal 1997. The net loss for Fiscal 1998 was $72.7 million, or $4.79 per share, compared with a net loss of $18.1 million, or $1.19 per share for Fiscal 1997. SAMUELS JEWELERS: Files Quarterly Report ---------------------------------------- Samuels Jewelers Inc. reports net sales for the three months ended February 27, 1999, were $44.4 million, a decrease of 0.7% or $0.3 million, as compared to the predecessor company's net sales of $44.7 million for the three months ended February 28, 1998. The decrease in total store sales was primarily a result of the reduction of the number of operating stores by a net of 14 since February 1998. Comparable store sales (the 109 stores open for the same period in both the current and preceding year) were $43.4 million during the three months this year as compared to $40.3 million last year. This is an increase of $3.1 million or 7.7% in average comparable store volumes. The company reports net income of $3.8 million for the three months ended February 27, 1999 compared to a loss (of the predecessor company) of $837,000 for the same quarter last year. Net sales for the nine months ended February 27, 1999, combining both the predecessor and successor companies, were $85.5 million, a decrease of 5.5% or $5.0 million, as compared to the predecessor company's net sales of $90.5 million for the nine months ended February 28, 1998. Comparable store sales (the 109 stores open for the same period in both the current and preceding year) were $83.0 million during the nine months this year as compared to $81.5 million for the same nine months last year. THE WISER OIL CO: Notice of Annual Meeting ------------------------------------------ The Annual Meeting of Stockholders of The Wiser Oil Company will be held at the Park City Club, 5956 Sherry Lane, 17th Floor, Dallas, Texas, on May 17, 1999, at 4:00 p.m., Central Daylight Savings Time, for the purpose of considering and acting upon the following: Election of Directors: The election of three Directors each to serve for a three-year term expiring in 2002; THORN APPLE VALLEY: Quarterly Report ------------------------------------ Thorn Apple Valley Inc. filed its quarterly report with the SEC for the forty weeks ending March 5, 1999. Thorn Apple Valley Inc. reports a loss from continuing operations for the third quarter ended March 5, 1999 was approximately $19.2 million compared with a loss from continuing operations of approximately $3.5 million for the comparable prior year period. The increase in the loss is primarily attributable to the write-off of expenses related to: 1) the product recall charge of $5.1 million, 2) the amortization of bank financing costs of $2.1 M 3) the recording of a valuation allowance against the deferred tax asset, the charge related to the Company's Russian operations of approximately $1.3 M. In addition, sales volume was down due to reduced production capacity and a significant reduction of the company's export hot dog business. Net sales in the third quarter of fiscal 1999 decreased $10.9 million or 10.3% as compared to the third quarter of fiscal 1998. The Company's loss from continuing operations for the forty weeks ended March 5, 1999 was approximately $31.6 million compared with a loss from continuing operations of approximately $4.4 million for the comparable prior year period. Net sales for the first three quarters of fiscal 1999 decreased $54.5 million or 13.3% as compared to the first three quarters of fiscal 1998. TRANSAMERICAN ENERGY: Reports Filing Bankruptcy to SEC ------------------------------------------------------ TransAmerican Energy Corporation reports to the SEC that on April 20, 1999, TransAmerican Energy Corporation, and its subsidiary, TransAmerican Refining Corporation, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. On April 19, 1999, TransTexas Gas Corporation, a subsidiary of the Registrant, also filed a voluntary petition under Chapter 11. Registrant, TARC and TransTexas will continue to operate their businesses and manage their properties as debtors-in-possession. All three bankruptcy cases will be administered jointly. TRANSGLOBE: Completes Acquisition Of Moiibus -------------------------------------------- TransGlobe (TSE:TGL.) (ASE:TGL.) (OTC BB:TGLEF) Moiibus (ASE:MBV.) TransGlobe Energy Corp. and Moiibus Resource Corp. are pleased to announce that the Alberta Court of Queen's Bench has approved the Plan of Arrangement and that a Certificate of Arrangement has been issued today by the Registrar of Corporations for the Province of Alberta. Moiibus is now a wholly-owned subsidiary of TransGlobe. The Plan of Arrangement is effective April 28, 1999, whereby the holders of Moiibus' common shares will acquire 0.615 common shares of TransGlobe for each one common share of Moiibus, for a total of 5.4 million common shares of TransGlobe, which will increase its issued and outstanding shares from 23.3 million to 28.8 million. This transaction adds Moiibus' western Canadian oil and gas properties to TransGlobe's producing United States properties and exploratory Yemen properties, and provides cash flow stability to TransGlobe pending a decision to put Block 32, Yemen into development and then production. The Company is currently participating in a high potential appraisal well on Block 32. The well is expected to be completed by June 1999 and may lead to development of the Tasour field and first oil production by early 2000. The Moiibus properties currently produce 170 bopd and 900 mcfd. The Company anticipates expanding Canadian production during 1999 by developing Moiibus' natural gas prospects located in central Alberta. Two gas exploration wells are planned for the third quarter of 1999. Lloyd Herrick, the President of Moiibus, has become a Vice- President and the Chief Operating Officer of TransGlobe; Mary Chandler, Chief Financial Officer of Moiibus, has become Vice President, Finance and Chief Financial Officer of TransGlobe; and Moiibus directors Tom Kusumoto and Lloyd Herrick have become directors of TransGlobe. UNITED COMPANIES: Signs Agreement With Aegis Mortgage ----------------------------------------------------- United Companies Financial Corporation (OTC:UCFNE) announced that it signed an agreement on Tuesday, April 27, 1999 for the sale of its retail lending platform, UC Lending(R), to Aegis Mortgage Corporation, a mortgage company based in Houston, Texas. The Company previously announced on April 16, 1999, that it was close to an agreement with Aegis for this sale. Under the terms of the agreement, Aegis will pay $3 million plus the May operating expenses relating to 126 branch offices and related retail lending assets. Aegis will also assume the post-closing obligations under the leases to the 126 branch offices and under the equipment leases, auto leases and other contracts and agreements associated with operating these branch offices and the Baton Rouge head office facilities of the retail lending platform. In addition, Aegis has agreed to purchase all of the loans closed by UC Lending(R) during the month of May. The proposed closing date for the transaction is June 1, 1999. The sale and leases and contracts assignment is subject to approval by the Bankruptcy Court and higher or better offers made pursuant to bidding procedures approved April 27, 1999, by the Bankruptcy Court, as well as to satisfaction of certain other conditions. Under the bidding procedures, interested parties will have an opportunity to submit bids on the Company's retail lending platform no later than May 10, 1999 at 10:00 a.m. Central Daylight Time. Bids must conform to the requirements of the bidding procedures. The Bankruptcy Court has scheduled a hearing on May 11, 1999, to consider the sale of Aegis or to a higher bidder. In addition, the Company has been advised that its common stock is now being quoted in the "over the counter" market under the stock symbol "UCFNE" and the Company's preferred stock is now being quoted in that market under the symbol "UCFPE". United Companies is a specialty finance company in reorganization that provides consumer loan products nationwide through its lending subsidiary, UC Lending(R). Troubled U.S. HomeCare Corp. in Hartford Tuesday disclosed plans to convert from public to private ownership and a letter of intent to be sold to an unnamed home health care company for $1 and assumption of debt. U.S. HOMECARE: Asks For Approval of Reverse Stock Split ------------------------------------------------------- U.S. HomeCare, which trades on the OTC Bulletin Board, is asking its 490 shareholders to approve a reverse stock split to save more than $250,000 a year by going private. The move would leave 241 shareholders who each own fewer than 1,500 shares without an equity interest in the company. They'd get 1.4 cents a share. The company's public accountants have said that if it can't cut costs enough and find an investor, it may have to seek bankruptcy court protection. WET SEAL: Files Annual Report With SEC -------------------------------------- The Wet Seal, Inc., a Delaware corporation, founded in 1962, is a nationwide specialty retailer of fashionable and contemporary apparel and accessory items designed for consumers with a young, active lifestyle. As of April 3, 1999, the Company operated 522 retail stores in 42 states, Washington D.C. and Puerto Rico, including 120 in California, 57 in Florida, and 41 in Texas. Of the 522 stores, 248 operate under the "CONTEMPO CASUALS" trademark, 190 operate under the "WET SEAL" trademark, 66 operate under the "ARDEN B." trademark, 17 operate under the "LIMBO LOUNGE" trademark and one of the stores operates under the "NEXT" trademark.The Wet Seal Inc. filed its annual report with the SEC for the fiscal year ending January 30, 1999. Sales in fiscal 1998 were $485,389,000 compared to sales in fiscal 1997 of $412,463,000, an increase of $72,926,000 or 17.7%. The dollar increase in sales in fiscal 1998 compared to fiscal 1997 was primarily due to the impact of the 86 new store openings in fiscal 1998 and the full year impact in 1998 of the net 25 new store openings in fiscal 1997. These increases were somewhat offset by the closing of 21 stores in fiscal 1998. To a lesser extent, the increase in sales was due to an increase in comparable store sales of 2.1%. Net income was $25,954,000 in fiscal 1998 compared to $21,250,000 in fiscal 1997, an increase of $4,704,000 or 22.1%. As a percentage of sales, net income was 5.3% in fiscal 1998 compared to 5.2% in fiscal 1997. WICKES INC: Notice of Annual Meeting ------------------------------------ The Annual Meeting of Shareholders of Wickes Inc. will be held on Tuesday, May 18, 1999, at 10:00 a.m., Central Daylight Time, at the executive offices of the Company, 706 North Deerpath Drive, Vernon Hills, Illinois. The meeting will be held for the following purposes: (1) To elect three members of the Board of Directors for three-year terms and until their successors have been elected and qualified. (2) To approve the appointment of PricewaterhouseCoopers LLP as independent auditors for the Company. BOND PRICING FOR WEEK of April 26 ================================== DLS Capital Partners, Inc. Following are indicated prices for selected issues: Acme Metal 10 7/8 '07 8 - 10 (f) Amer Pad & Paper 13 '05 60 - 62 Amresco 9 7/8 '04 82 - 84 Asia Pulp & Paper 11 3/4 '05 80 - 81 Boston Chicken 7 3/4 '05 4 - 5 (f) Brunos 10 1/2 '05 16 - 18 (f) Cityscape 12 3/4 '05 10 - 11 (f) E & S Holdings 10 3/8 '06 45 - 50 Geneva Steel 11 1/2 '01 19 - 20 (f) Globalstar 11 1/4 '04 73 - 75 Iridium 14 '05 38 - 41 Loewen 7.20 '03 51 - 53 Penn Traffic 8 5/8 '03 49 - 51 (f) Planet Hollywood 12 '05 26 - 28 (f) Samsonite 10 3/4 '08 75 - 77 Service Merchandise 9 '04 24 - 25 (f) Sunbeam 0 '18 11 - 13 TWA 11 3/8 '06 47 - 48 Vencor 9 7/8 '05 15 - 18 (f) Zenith 6 1/4 '11 31 - 33 (f) ********* The Meetings, Conferences and Seminars column appears in the TCR each Tuesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Bond pricing, appearing in each Friday edition of the TCR, is provided by DLS Capital Partners, Dallas, Texas. ********* 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., Princeton, NJ, and Beard Group, Inc., Washington, DC. Debra Brennan and Lexy Mueller, Editors. Copyright 1999. 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 $575 for six 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. 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