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/raid1/www/Hosts/bankrupt/TCR_Public/991209.MBX T R O U B L E D C O M P A N Y R E P O R T E R Thursday, December 9, 1999, Vol. 3, No. 238 Headlines AMERICAN GAMING: Reports Restructuring CORAM RESOURCE: Committee Taps The Bayard Firm CRIIMI MAE: Announces Conversions of Preferred Stock DEVLIG-BULLARD: Order Authorizes Retention of Accountants GENESIS HEALTH VENTURES: Enters Into Restructuring Agreement HOGIL PHARMACEUTICAL: Taps Anchin Block & Anchin LLP HOUSING RETAILER: Order Extends Time To Assume/Reject Leases HOUSING RETAILER: Court Establishes Bar Date IRIDIUM LLC: Reports Most Recent Financial Information IRIDIUM: Two Creditors Want Board's Law Firm Disqualified JUST FOR FEET: Committee Taps Kronish Lieb Weiner & Hellman LENOX HEALTHCARE: Committee Objects To Financing LITTLE SWITZERLAND: Annual Meeting Set For December 21 MONTGOMERY WARD: Ameritech Seeks To Compel Distribution NORTH AMERICAN VACCINE: Signs Definitive Share Exchange Agreement NU-KOTE HOLDING: Applies To Approve Counsel For the Examiner OPTEL, INC: Applies To Retain Akin, Gump PREMIS CORP: Sells Stock of Subsidiary For $1M Plus Liabilities PRIMARY HEALTH: Seeks to Extend Time To Assume/Reject Leases SGL CARBON: Antitrust Proceedings in No. America Almost Over SINGER COMPANY: Seeks To Establish Bar Dates SIZZLER INTERNATIONAL: Reports Financials to SEC SOUTHERN MINERAL: Committee Taps Andrews & Kurth SUN HEALTHCARE: Announces Third-Quarter Results TULTEX: Court Approves Interim Financing and First Day Orders ********* AMERICAN GAMING: Reports Restructuring -------------------------------------- American Gaming & Entertainment, Ltd. (the "Company") reported in its Form 8-K dated November 23, 1999 that, in accordance with a Letter Agreement dated November 23, 1999 between the Company and Shamrock Holdings Group, Inc. (and respective affiliated entities) (the "Letter Agreement"), the Company has agreed to transfer to Shamrock substantially all of the Company's assets, including, without limitation, (a) substantially all of the Company's right, title and interest under the First Amended Joint Plan of Liquidation for AMGAM Associates and American Gaming and Resorts of Mississippi, Inc. and (b) all payments, distributions, dividends and proceeds of any type to which the Company is entitled pursuant to or in connection with an Irrevocable Proxy and Consent Agreement relating to the Company's 4.9% interest in a riverboat gaming and entertainment complex in Rising Sun, Indiana (the "RSR Interest") (collectively, the "Transferred Assets"). The Transferred Assets constitute substantially all of the assets of the Company. As of September 30, 1999, the Company was indebted to Shamrock in the amount of approximately $63,145,000. As of September 30, 1999, the book value of the Transferred Assets was approximately$10,062,000. In accordance with the Letter Agreement, the Company and Shamrock will execute a security interest in the RSR Interest in exchange for Shamrock agreeing to forebear from the exercise of any rights or remedies in respect of all obligations owing by the Company to Shamrock. Pursuant to the Letter Agreement, Shamrock shall release the Company from all debts and liabilities in excess of the amount of the Transferred Assets, and shall cause the dismissal with prejudice of the adversary proceeding captioned Richard C. Breeden, Trustee of the Bennett Funding Group, Inc. et al v. Gamma International, American Gaming & Entertainment, Ltd. and John Does 1 to 100 (AP 98-70465 A) (United States Bankruptcy Court for the Northern District of New York). The consummation of this transaction will therefore reduce the Company's indebtedness to Shamrock, and constitute full satisfaction of such indebtedness. In accordance with the Letter Agreement, the Company anticipates retaining sufficient cash as to have $464,000 as of January 1, 2000, less legal retainers plus accounts payable incurred in the ordinary course of business to bona fide third parties and mutually agreed upon by the Company and Shamrock. Such retained amount represents the Company's budgeted costs through January 31, 2001. As of January 31, 2001, after paying any and all outstanding expenses, the Company anticipates transferring all remaining cash to Shamrock. Pursuant to the Letter Agreement, Shamrock and its affiliates have agreed to waive all accrued dividends, whether declared or undeclared, on the Series C Stock and Series D Stock. Although undeclared dividends do not constitute legal obligations of the Company, the Company accrued for such dividends because, under the terms of the Series C Cumulative Preferred Stock ("Series C Stock") and the Series D Cumulative Preferred Stock ("Series D Stock"), dividends are cumulative whether or not declared and the Company was prohibited from paying dividends on, purchasing or redeeming any of its Series A Stock or Common Stock so long as any such cumulated dividends were unpaid. Shamrock and its affiliates have agreed to waive any future dividends on such preferred stock so long as Shamrock or its affiliates own such preferred stock, provided, however, that if the Company declares any dividends on its Common Stock or redeems any of its Common Stock or Series A Stock, other than Common Stock or Series A Stock owned by Shamrock and its affiliates, then the holders of Series C Stock and Series D Stock shall be entitled to participate in such dividend or redemption on the same basis as if such Series C Stock and Series D Stock had been converted into Common Stock in accordance with the terms of such Series C Stock and Series D Stock. All other provisions of the Series C Stock and Series D Stock shall remain in effect, including, without limitation, provisions regarding voting and conversion. Pursuant to the Letter Agreement, the Company has agreed to release Shamrock from all debts and liabilities and shall withdraw all claims in the bankruptcy cases of Shamrock and Bennett Funding Group, Inc. et al. The Company shall endeavor to find a buyer of its stock and/or remaining assets during the term ending January 31, 2001. Mr. J. Douglas Wellington, the President and Chief Executive Officer of the Company, has agreed to continue his employment with the Company through the period ending January 31, 2001 at an annual compensation of $125,000. At the end of such term, assuming that there has been no intervening voluntary bankruptcy filing by the Company without Shamrock's consent and assuming that the provisions of the Letter Agreement and Mr. Wellington's employment contract are met, Mr. Wellington shall be entitled to a severance payment of $125,000 from a reserve account set aside and controlled by Shamrock. The Letter Agreement shall be effective upon the approval of the United States Bankruptcy Court for the Northern District of New York and, if necessary, the mailing of an Information Statement to the stockholders of the Company. On November 19, 1999, the Company's Board of Directors voted to approve an amendment to the Company's Restated Certificate of Incorporation increasing the number of authorized shares of Common Stock to 3,000,000,000 shares (the "Authorized Share Amendment"). Shamrock and its affiliates own all of the Company's outstanding Series C Stock, Series D Stock and Series E Preferred Stock ("Series E Stock"), convertible as of September 30, 1999 into 1,063,129,442 shares of Common Stock. The Company does not have a sufficient number of authorized shares of Common Stock to enable the conversion of all of the Series C Stock, the Series D Stock and the Series E Stock. As of the current date, Shamrock and its affiliates have not asserted any rights they may have against the Company for the Company's failure to maintain a sufficient number of authorized shares of Common Stock to enable the Shamrock and its affiliates to convert all of the Series C Stock, the Series D Stock and the Series E Stock. As a result of the Authorized Share Amendment, the Company anticipates having a sufficient number of authorized shares of Common Stock to enable the Shamrock and its affiliates to convert all of the Series C Stock, the Series D Stock and the Series E Stock through January 31, 2001. As discussed above, Shamrock and its affiliates have agreed to waive all accrued dividends, whether declared or undeclared, on the Series C Stock and Series D Stock. On November 19, 1999, the Company's Board of Directors voted to approve an amendment to the Company's Restated Certificate of Incorporation to provide that if the Company declares any dividends on its Common Stock or redeems any of its Common Stock or Series A Stock, other than Common Stock or Series A Stock, then the holders of Series C Stock and Series D Stock shall be entitled to participate in such dividend or redemption on the same basis as if such Series C Stock and Series D Stock had been converted into Common Stock in accordance with the terms of such Series C Stock and Series D Stock (the "Dividend Amendment"). The Authorized Share Amendment and Dividend Amendment shall be effective upon the mailing of an Information Statement to the stockholders of the Company. On November 19, 1999, the Company's Board of Directors voted to amend the Mr. Wellington's employment agreement, effective January 1, 2000, to incorporate the terms of his employment set forth in the Letter Agreement, as discussed above. The Company's Board of Directors currently consists of Mr. William R. Rafferty and Mr. Wellington. Mr. Rafferty has advised the Company's Board of Directors that he is resigning effective December 31, 1999. The Company's Common Stock is traded on the OTC Bulletin Board under the symbol "AGEL". CORAM RESOURCE: Committee Taps The Bayard Firm ---------------------------------------------- The Official Committee of Unsecured Creditors appointed in the case of debtors, Coram Resource Network, Inc. and Coram Independent Practice Association Inc. seeks to retain The Bayard Firm as Delaware Counsel for the Committee. CRIIMI MAE: Announces Conversions of Preferred Stock ---------------------------------------------------- CRIIMI MAE Inc. (NYSE: CMM) announced that during the first conversion period for its Series F Dividend Preferred Stock (November 15, 1999 through November 30, 1999) 756,453 shares of Series F Dividend Preferred Stock were converted, resulting in the issuance of 6,401,443 shares of the Company's common stock. CRIIMI MAE issued a total of 1,606,595 shares of Series F Dividend Preferred Stock on November 5, 1999 for the purpose of distributing approximately $15.7 million in undistributed 1998 taxable income. After giving effect to the conversion of the 756,453 shares of Series F Dividend Preferred Stock, there were 850,142 shares of Series F Dividend Preferred Stock and 59,954,604 shares of common stock issued and outstanding. The second and final conversion period for shares of Series F Dividend Preferred Stock commences on January 21, 2000 and ends on February 3, 2000. Series F Dividend Preferred Stockholders will have no right to convert their Series F Dividend Preferred Stock into shares of common stock after February 3, 2000. On October 5, 1998, the Company and two affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code. Before filing for reorganization, the Company had been actively involved in acquiring, originating, securitizing and servicing multi- family and commercial mortgages and mortgage related assets throughout the United States. Since filing for Chapter 11 protection, CRIIMI MAE has suspended its loan origination, loan securitization and CMBS acquisition businesses. The Company continues to hold a substantial portfolio of subordinated CMBS and, through its servicing affiliate, acts as a servicer for its own as well as third party securitizations. DEVLIG-BULLARD: Order Authorizes Retention of Accountants --------------------------------------------------------- By order entered November 24, 1999, the US bankruptcy Court for the Northern District of Ohio, Eastern Division granted authority to the debtor, Devlieg-Bullard, Inc. to retain PricewaterhouseCoopers as accountants and financial advisors, and the Committee is authorized to utilize the firm as provided in the application. GENESIS HEALTH VENTURES: Enters Into Restructuring Agreement ------------------------------------------------------------ On October 8, 1999, Genesis Health Ventures, Inc. entered into a restructuring agreement with Cypress, TPG and Nazem to restructure their joint investment in Genesis ElderCare Corp., the parent company of Multicare. On November 15, 1999, Genesis Health Ventures, Inc. announced the closing of its transaction with The Cypress Group L.L.C. and TPG Partners II, L.P. to restructure the Multicare joint venture. Under the Restructuring Agreement, the Put under the Put/Call Agreement was terminated in exchange for: o 24,369 shares of Genesis' Series H Senior Convertible Participating Cumulative Preferred Stock, which was issued to Cypress, TPG and Nazem, or their affiliated investment funds, in proportion to their respective investments in Genesis ElderCare Corp., and o 17,631 shares of Genesis' Series I Senior Convertible Exchangeable Participating Cumulative Preferred Stock, which was issued to Cypress, TPG and Nazem, or their affiliated investment funds, in proportion to their respective investments in Genesis ElderCare Corp. In connection with the restructuring transaction, the restrictions in the Put/Call Agreement relating to Genesis' right to take certain corporate actions, including its ability to sell all or a portion of its pharmacy business, were terminated. In addition, the Call under the Put/Call Agreement was amended to provide Genesis with the right to purchase all of the shares of common stock of Genesis ElderCare Corp. not owned by Genesis for two million dollars in cash at any time prior to the 10th anniversary of the closing date of the restructuring transaction. Cypress and TPG invested, directly or through affiliated investment funds, $25 million in Genesis in exchange for 6.25 million shares of Genesis common stock and a ten year warrant to purchase one million shares of Genesis common stock at an exercise price of $5.00 per share. In other words, Cypress and TPG in the aggregate invested $50 million in Genesis for an aggregate of 12.5 million shares of Genesis common stock and warrants to purchase two million shares of Genesis common stock. HOGIL PHARMACEUTICAL: Taps Anchin Block & Anchin LLP ---------------------------------------------------- The debtor, Hogil Pharmaceutical Corp., seeks authorization to hire Anchin, Block & Anchin LLP as accountants and financial advisors in the debtor's Chapter 11 case. HOUSING RETAILER: Order Extends Time To Assume/Reject Leases ------------------------------------------------------------ The US Bankruptcy Court for the District of Delaware entered an order on December 2, 1999, further extending the time within which Ted Parker Home Sales, Inc. and Carolina Home Sales, Inc. may assume or reject unexpired leases of nonresidential real property. The period within which Ted Parker Home sales, Inc. and Carolina Home Sales, Inc. may assume or reject the Extension Leases shall be and hereby is extended from November 19, 1999 until February 17, 2000. With respect to Extension Lease Nos. 3,4,5,6 and 7, the motion is adjourned to December 20, 1999 at 9:00 AM. HOUSING RETAILER: Court Establishes Bar Date -------------------------------------------- Order By order entered on December 1, 1999, the US Bankruptcy Court for the District of Delaware entered an order establishing December 31, 1999 as the Bar Date for filing all proofs of claim and proofs of interests. IRIDIUM LLC: Reports Most Recent Financial Information ------------------------------------------------------ Operating as a debtor-in-possession while under the protection of Chapter 11 of the U. S. Bankruptcy Code, Iridium LLC, in filing its most recent financial information, shows a net loss of $67,735 on revenue of $591 for the period September 14 through September 30,1999. For the month of October 1999 the company's net loss was $111,669 on revenue of $1,225. IRIDIUM: Two Creditors Want Board's Law Firm Disqualified --------------------------------------------------------- Two Iridium L.L.C. creditors are asking the bankruptcy court to disqualify the law firm hired by Iridium to represent its board throughout the restructuring process. Vebacom Holdings Inc. and its VRT Telecommunications GmbH affiliate charged in a Dec. 3 motion that the law firm of Gibson Dunn Crutcher L.L.P. should not be hired as special counsel to the board because it would create a clear conflict of interest that would damage its interests in the reorganization. (The Daily Bankruptcy Review and ABI; December 8, 1999) JUST FOR FEET: Committee Taps Kronish Lieb Weiner & Hellman ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Just For Feet, Inc., et al. seek authority for Kronish Lieb Weiner & Hellman LLP to be retained as its lead counsel. The firm will provide the following services: Attend the meetings of the Committee; Review financial information furnished by the debtor to the Committee; Confer with the debtor's management and counsel; Review the debtor's schedules and statement of affairs; Advise the committee as to the ramifications regarding all of the debtor's activities and motions before the court; File appropriate pleadings on behalf of the Committee; Analyze and review accountant's work product and reports to the Committee; Prepare various applications and memoranda of law submitted to the court for consideration and handle all other matters relating to the representation of the Committee that may arise; Negotiate offers to liquidate the debtor's inventory; Negotiate offers to sell the leases and other assets; Assist the committee in negotiations with the debtor and other parties-in-interest on a plan of reorganization. LENOX HEALTHCARE: Committee Objects To Financing ------------------------------------------------ The Official Committee of Unsecured Creditors of Lenox Healthcare, Inc., Lenox Healthcare Capital Corporation, Greylock Health Corporation, Lenox Halthcare, LLC and their affiliates objects to the debtors' motion for order authorizing secured post-petition financing and use of cash collateral. The members of the Committee are: National HealthCare Corporation, NCS Therapy, THERATX, Inc., Healthcare Services Group, Inc., Meadowbrook Manor of Kansas & Missouri, Inc., Redline Healthcare, and Capital Corporation of America. The debtors seek authority to fund the post-petition operation of the Indiana facilities through the use of NHC's cash collateral and fund the post-petition operations of the remaining debtor entities under the terms of a secured post-petition financing arrangement with HHF. HHF would fund operations of all of the debtor entities except the Indiana facilities through a DIP financing arrangement consisting of a revolving line of credit in an amount not to exceed $11 million and a non-revolving term loan not to exceed $4 million. The debtors are expressly prohibited from using any funds advanced by HHF to fund operations of the Indiana Facilities. The Committee objects to the financing claiming that the Lookback Period is inadequate, that justification for the rollover of prepetition indebtedness is unclear, that HHF has not demonstrated entitlement to relief from stay in this case, and is even more objectionable when coupled with provisions requiring appointment of a "Transition Agent." The Committee also states that the fees required to be paid pursuant to the DIP Loan Agreement are unreasonable, that availability under the DIP Loan Agreement may not be sufficient to adequately fund the debtors' operations, and that professional fee carve-outs are inadequate. LITTLE SWITZERLAND: Annual Meeting Set For December 21 ------------------------------------------------------ The annual meeting of stockholders of Little Switzerland, Inc. will be held on Tuesday, December 21, 1999 at 10:00 a.m., local time, at The Fort Lauderdale Marriott North, 6650 North Andrews Avenue, Fort Lauderdale, Florida for the purpose of considering and voting upon: 1. The election of two Class II Directors, each for a term expiring at the 2002 annual meeting and until each Director's successor is duly elected and qualified; 2. The amendment to the amended and restated certificate of incorporation of the company to effectuate a one-for-five reverse stock split of the company's common stock, par value $.01 per share; and The Board of Directors fixed the close of business on November 26, 1999 as the record date for determination of stockholders entitled to notice of and to vote at the annual meeting. The Board of Directors has recommended the one-for-five reverse stock split in an effort to allow the company to remain eligible for continued listing on the Nasdaq SmallCap Market. Nasdaq previously informed the company that it would not remain eligible for trading on Nasdaq unless it could show compliance with the continued listing requirements, including the $1.00 per share minimum bid price requirement and certain other criteria. The Board of Directors believes that if the proposed reverse stock split is approved, the company should regain compliance with the $1.00 per share minimum bid price requirement. MONTGOMERY WARD: Ameritech Seeks To Compel Distribution ------------------------------------------------------- Ameritech Credit Corporation asserts $1,700,000 in administrative priority claims against the Debtors estates based on Montgomery Ward's use of its equipment following the Petition Date. Ameritech filed an administrative claim in July, 1999, and the Debtors objected. Discovery followed; negotiations culminated on the eve of a September hearing in the Debtors and Ameritech agreeing that Ameritech would hold an allowed Class 3 Unsecured Claim for $750,000. That agreement was reduced to writing, presented to Judge Walsh in the form of a Stipulation, and the Court so-ordered that Stipulation--two months ago. Ameritech waits for a check, hearing from Debtors' counsel that the delay is attributable to "internal disputes between the Debtors and the Claims Resolution Committee and its counsel." By this Motion, Ameritech asks Judge Walsh to compel the Reorganized Debtors to honor their obligations under the Stipulation and send a check now, together with accrued interest and its attorneys' fees. Alternatively, Ameritech asks that the Court vacate the Stipulation and Ameritech will proceed to litigate its asserted administrative priority claims. Ameritech is unwilling to sit on the sidelines and be told that it must wait for the resolution of "some closed-door, backroom power struggle" between the Debtors and the Claims Resolution Committee. Michael J. O'Rourke, Esq., and Michael C. Moody, Esq., of O'Rourke McCloskey & Moody in Chicago represent Ameritech in this claim-related matter. (Montgomery Ward Bankruptcy News Issue 47; Bankruptcy Creditor's Service Inc.) NORTH AMERICAN VACCINE: Signs Definitive Share Exchange Agreement ----------------------------------------------------------------- North American Vaccine, Inc. signed a definitive Share Exchange Agreement dated November 17, 1999 to be acquired by Baxter International Inc. in a taxable stock for stock transaction in accordance with a Plan of Arrangement under the Canada Business Corporations Act valued at approximately $390 million. Under the Share Exchange Agreement, North American Vaccine's shareholders will receive $7 per share, comprised of $6.97 of Baxter common stock and $0.03 in cash. The number of Baxter shares to be issued to the company's shareholders under the Share Exchange Agreement will be set based upon the average closing sale price of Baxter common stock for the ten trading days ending on the fifth trading day prior to consummation of the transaction. As a result of signing the Share Exchange Agreement, the company will have available to it a $30 million line of credit, $7.5 million of which has already been extended, guaranteed by Baxter. As part of the transaction, Baxter has agreed to purchase, as promptly as practicable after the closing of the transaction, the company's outstanding 6.5% Convertible Subordinated Notes due May 1, 2003 and its 4.5% Convertible Secured Notes due November 13, 2003 pursuant to the terms of their respective indentures. The transaction is subject to obtaining certain regulatory approvals, including, among others, Hart-Scott-Rodino clearance, approvals under the Canada Business Corporations Act relating to the proposed transaction, a tax ruling from Revenue Canada, and U.K. regulatory approval of the company's group C meningococcal conjugate vaccine. The transaction is also subject to certain other conditions, including satisfaction of certain production goals, the nonoccurrence of a material adverse change in the company's business or performance, and shareholder approval. The company's principal shareholders have entered into a Shareholder Agreement with Baxter under which they have agreed to vote to approve the transaction. The transaction is expected to close in April 2000; however, there can be no assurance that the transaction will close at that time or at all. NU-KOTE HOLDING: Applies To Approve Counsel For the Examiner ------------------------------------------------------------ The Examiner in the case of Nu-Kote Holding Inc. and its debtor affiliates wishes to employ his law firm, Baker, Donelson, Bearman & Caldwell to serve as counsel for the Examiner. The firm will provide the Examiner legal advice and assistance with respect to his responsibilities to prepare such pleadings and other documents as may be required, to conduct discovery as may be needed, to represent the Examiner at hearings, proceedings, meetings, etc. in connection with this case and to perform such other services as may be necessary or appropriate in connection with representation of the Examiner. The rates to be charged are as follows: Principals $185-$350 per hour Sr. Associates $145-$185 Jr. Associates $105-$135 OPTEL, INC: Applies To Retain Akin, Gump ---------------------------------------- The Official Committee of Unsecured Creditors filed an application for approval of retention of Akin, Gump, Strauss, Hauer & Feld, LLP as lead counsel to the Committee. The firm will provide the following services: Advise the Committee with respect to its rights, duties and powers in these cases; Assist and advise the Committee in its consultations with the debtors relative to the administration of these cases; Assist the Committee in analyzing the claims of the debtors' creditors and in negotiating with such creditors; Assist the Committee's investigation of the acts, conduct, assets, liabilities and financial condition of the debtors and of the operation of the debtors' businesses, including asset dispositions; Assist the Committee in its analysis of and negotiations with the debtors or any third party concerning matters related to, among other things, the terms of a plan of reorganization; Assist and advise the Committee as to its communications to the general creditor body regarding significant matters in these cases; Represent the Committee at all hearings and other proceedings; Review and analyze all applications, orders, statements of operations and schedules filed with the court and advise the Committee as to their propriety; Assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; and Perform such other legal services as may be required and are deemed to be in the interests of the committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. PREMIS CORP: Sells Stock of Subsidiary For $1M Plus Liabilities --------------------------------------------------------------- On November 17, 1999, under a stock purchase agreement entered into on April 20, 1999 (as amended), Premis Corporation sold all of the issued and outstanding capital stock of its wholly-owned subsidiary, Premis Systems Canada Incorporated, a Nova Scotia corporation, to ACA Group Canada Inc., a Nova Scotia corporation. The purchase price for the capital stock of PSC was $1,000,000 in cash and the assumption of $1,607,045 in liabilities of Premis. Premis Systems Canada Inc. was primarily engaged in the development and marketing of a proprietary software product known as OpenEnterprise. PRIMARY HEALTH: Seeks to Extend Time To Assume/Reject Leases ------------------------------------------------------------ Primary Health Systems, Inc. and its affiliated debtors seek a court order extending the time within which the debtors may assume or reject their remaining unexpired leases of nonresidential real property by approximately 120 days, through and including May 11, 2000. A hearing to consider the motion will be held on December 20, 1999. Although the debtors claim to have diligently reviewed their leases of nonresidential real property in the perspective of their current operations and have moved to reject a number of leases, the extended period has not provided the debtors with sufficient time within which to determine whether to assume or reject their leases. The debtors state that they have achieved substantial success in stabilizing their business operations and implementing their business plan. SGL CARBON: Antitrust Proceedings in No. America Almost Over ------------------------------------------------------------ SGL CARBON Corporation, the U.S. subsidiary of SGL CARBON AG (NYSE: SGG), has reached a final settlement agreement with the class action plaintiffs in the antitrust litigation in the United States. As a result, SGL CARBON Corporation has now resolved more than 96 percent of all claims against it in the U.S. through out-of-court settlements. The signing of the settlement agreement with the class, which is subject to court approvals, paves the way for the termination of the Chapter 11 proceedings involving SGL CARBON Corporation, which began in December 1998. Following the signing of the settlement agreement, SGL CARBON Corporation yesterday obtained an order from the U.S. District Court in Wilmington, Delaware authorizing SGL CARBON Corporation to solicit creditor votes on its plan for bringing the Chapter 11 case to a close. Judge Joseph J. Farnan approved SGL CARBON Corporation's disclosure statement -- the information provided to creditors regarding the plan -- and set January 10, 2000 as the date by which creditors must cast their ballots. SGL CARBON Corporation expects to wind up the Chapter 11 case in early 2000. SGL CARBON Corporation, headquartered in Charlotte, North Carolina, is engaged in the business of manufacturing, marketing and distributing carbon and graphite products, principally graphite electrodes and specialty graphite products. The Company has approximately 1,200 employees located in Charlotte and Morganton, North Carolina; St. Marys, Pennsylvania; Niagara Falls, New York; Ozark, Arkansas; Hickman, Kentucky; Dallas and Irving, Texas and Hillsboro, Oregon. Subsidiaries of the Company employ approximately 700 people, principally in Gardena and Valencia, California. SGL CARBON Corporation is a wholly-owned subsidiary of SGL CARBON AG based in Wiesbaden, Germany. SINGER COMPANY: Seeks To Establish Bar Dates -------------------------------------------- The Singer Company NV, et al., debtors, seeks to establish bar dates for filing proofs of claim. The debtors seek entry of an order establishing March 1, 2000 at 4:00 PM as the deadline for all creditors and certain interest holders of any of the debtors to file proofs of claim in the Chapter 11 cases. SIZZLER INTERNATIONAL: Reports Financials to SEC ------------------------------------------------ In June 1996, Sizzler International Inc. and four subsidiaries filed for protection from creditors under Chapter 11 of the federal Bankruptcy Code. The plans of reorganization were confirmed by the Bankruptcy Court and all plans became effective by September 23, 1997. Of the five companies that filed Chapter 11, final decrees have been entered in all of the cases except the case involving Sizzler Restaurants International, Inc., predecessor of Sizzler USA Restaurants, Inc., which remains open with approximately 100 claims pending. Consolidated revenues for the quarter ended October 17, 1999 were $55,263 compared to $51,014 for the quarter ended October 18, 1998, an increase of $4,249 or 8.3 percent. Approximately half of the increase was due to same store sales increases from the international operations associated with higher guest check averages. In addition, approximately $2,232 of the increase is due to an 8.8 percent increase in the Australian dollar exchange rate. The net income shown for the 1999 quarter was $2,063 while in the same period of 1998 net income was $1,604. Consolidated revenues for the six months ended October 17, 1999 were $112,268 with net income resulting of $4,569. In the same six month period of 1998 revenues were $103,592 and net income $3,665. SOUTHERN MINERAL: Committee Taps Andrews & Kurth ------------------------------------------------ By order entered on November 22, 1999, the US Bankruptcy Court for the Southern District of Texas, Victoria Division entered an order authorizing the employment of Andrews & Kurth LLP as counsel to the official committee of unsecured creditors. SUN HEALTHCARE: Announces Third-Quarter Results ----------------------------------------------- Sun Healthcare Group, Inc. (OTC Bulletin Board: SHGE) today announced results for the third quarter ended Sept. 30, 1999. The net loss for the period before certain charges was $157.4 million, or $2.65 per share. Accounting for the charges resulted in a loss for the quarter of $236.9 million or $3.99 per share. For the third quarter ended Sept. 30, 1999, Sun reported net revenues of $629.6 million, compared to net revenues of $814.4 million for the third quarter ended Sept. 30, 1998. For the nine months ended Sept. 30, 1999, Sun's net revenues were $1.904 billion, compared to net revenues of $2.308 billion for the nine months ended Sept. 30, 1998. The third quarter charges and adjustments include: -- A non-cash impairment charge of $14.9 million primarily related to the goodwill associated with the company's therapy equipment manufacturing subsidiary. In October 1999, the company decided to close that operation. -- A non-cash charge of $28.4 million for a loss anticipated in connection with the disposition of certain company assets, including a charge for the anticipated and/or completed termination of certain facility lease arrangements. -- A $29.1 million charge to revenues primarily for certain changes in accounting reserves for estimates for third-party settlements. This charge includes reserves of certain receivables for exceptions to the Medicare- established routine cost limitation. -- A special charge of $7.0 million primarily for professional fees related to the company's activities in preparation for its filing for protection under chapter 11 of the U.S. Bankruptcy Code. On Oct. 14, 1999, Sun Healthcare Group, Inc. and its U.S. operating subsidiaries filed voluntary petitions with the U.S. Bankruptcy Court for the district of Delaware, in order to restructure the company's debt obligations. The company is currently operating its business as a debtor-in-possession subject to the jurisdiction of the Bankruptcy Court. The company and its principal lenders continue to discuss the terms of an overall financial restructuring. A more detailed discussion of these issues is included in the company's Form 10-Q filing with the Securities and Exchange Commission for the period. On Sept. 30, 1999, Sun operated a total of 552 inpatient facilities with approximately 53,600 beds in the United States, the United Kingdom, Spain, Australia and Germany. Of these, 373 facilities and 41,800 beds are located in the United States. Headquartered in Albuquerque, N.M., Sun Healthcare Group, Inc., is a diversified international long-term care provider. Sun companies operate long- term and postacute care facilities in the United States, the United Kingdom, Spain, Germany and Australia. Sun subsidiaries provide therapy and pharmacy services, fulfill the medical supply needs of nursing homes, and offer a variety of ancillary services for the healthcare industry. TULTEX: Court Approves Interim Financing and First Day Orders ------------------------------------------------------------- Tultex Corporation (NYSE: TTX) today announced that following the filing of voluntary Chapter 11 petitions on December 3, 1999, the United States Bankruptcy Court for the Western District of Virginia in Lynchburg approved the Company's request for interim use of a $150 million debtor-in-possession financing led by Bank of America. The Court will consider final approval of the full use of the $150 million line at a hearing scheduled for January 5, 2000. The Court granted Tultex Corporation's request for the interim financing to permit it to pay necessary operating expenses and continue its business operations. The Court also approved various other "first day" orders, including authorization to retain various professionals to assist in the reorganization; to pay certain pre-petition employee wages, salaries and related items; to pay certain pre-petition customer obligations; to pay certain pre-petition claims of foreign creditors and certain critical vendors; and to close certain stores, which will result in conducting store closing sales and rejecting certain real property leases. Tultex, founded in 1937, has been a leading manufacturer, marketer and distributor of activewear and licensed sports apparel. Immediately prior to the bankruptcy filings, the Company closed six of its manufacturing facilities, downsized its manufacturing facility in Martinsville, closed its distribution center in Martinsville and terminated approximately 2,600 employee positions company-wide. ********* 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, Yvonne L. Metzler, 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. For subscription information, contact Christopher Beard at 301/951-6400. * * * End of Transmission * * *