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/raid1/www/Hosts/bankrupt/TCREUR_Public/070702.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Monday, July 2, 2007, Vol. 8, No. 129 Headlines A U S T R I A BEYHL ENGINEERING: Claims Registration Period Ends August 14 EBIBI KEG: Vienna Court Orders Business Shutdown F & S LLC: Claims Registration Period Ends July 24 G.F.I. RECYCLING: Claims Registration Period Ends July 24 PIEBER LLC: Claims Registration Period Ends August 7 B E L G I U M DOLE FOOD: Inks Licensing Deal with Starz Media & Vanguard DOLE FOOD: Supports Andean Trade Act Extension GENERAL MOTORS: Selling Unit to Carlyle & Onex for US$5.6 Bil. GENERAL MOTORS: UAW Leaders Say Strike Possible in Labor Talks C Z E C H R E P U B L I C ANDREW CORPORATION: Inks US$2.6 Bln Buyout Deal with CommScope ANDREW CORP: CommScope Deal Cues S&P to Cut Credit Rating to BB- F I N L A N D HILTON HOTELS: Hires Simon Suarez as Chief Development Rep. F R A N C E EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today REALOGY CORP: Change of Control Offer for Notes Ends on July 3 SMOBY-MAJORETTE: MGA Submits Bankruptcy Protection Plan to Court G E R M A N Y AEROFLEX INC: Moody's Rates Corporate Family Rating at B3 BUCKEYE TECH: Promotes Steven Dean as Senior Vice Pres. & CFO DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler DAIMLERCHRYSLER AG: MAN and Freightliner Settle ERF Case DAIMLERCHRYSLER: Chrysler Joins U.S. Climate Action Partnership FRESENIUS MEDICAL: Prices US$500 Mil. of 6-7/8% Notes Offering SCHIEDER MOEBEL: Subsidiaries File for Insolvency I R E L A N D COMMSCOPE INC: Inks Pact to Buy Andrew Corp. for US$2.6 Billion COMMSCOPE INC: Moody’s Reviews Ratings After Acquisition News COMMSCOPE INC: Andrew Corp. Deal Prompts S&P's Negative Watch I T A L Y FIAT SPA: Unit Eyes Joint Venture with Russia's Avtopribor K A Z A K H S T A N AUTOKOLIK-T-T LLP: Proof of Claim Deadline Slated for Aug. 1 JASULAN E LLP: Creditors Must File Claims Aug. 3 MICHURINSKY AGROSNAB: Claims Filing Period Ends Aug. 3 NAS-UM LLP: Claims Registration Ends Aug. 3 NEW AGE COMPANY: Creditors' Claims Due on Aug. 3 PROFSPETSCOMPLECT LLP: Proof of Claim Deadline Slated for Aug. 3 SANTA LLP: Creditors Must File Claims Aug. 3 SANTECHNIC LLP: Claims Filing Period Ends Aug. 3 SPETSAUTOTECHNIKA LLP: Claims Registration Ends Aug. 1 UK BELON LLP: Creditors' Claims Due on Aug. 3 K Y R G Y Z S T A N BAY-RAM NELLI: Creditors Must File Claims by August 10 STK LLC: Creditors’ Meeting Slated for July 16 N E T H E R L A N D S ACA EURO: Moody's Rates EUR13.6 Mln Class E Senior Notes at Ba3 GLOBAL POWER: Equity Panel Wants Noteholder Claims Determined QUEEN STREET: Moody's Rates EUR18 Mln Class E Sr. Notes at Ba3 R U S S I A DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler DIMITROVA OJSC: Creditors Must File Claims by July 9 EKSTRA-SIB OJSC: Court Names G. Artyshuk as Insolvency Manager EVRIKOM CJSC: Creditors Must File Claims by Aug. 9 KADOM-AGRO-PROM-SERVICE: Creditors Must File Claims by July 9 KANDEKS CJSC: Court Names V. Zakharov as Insolvency Manager KORTKEROSSKOE LLC: Creditors Must File Claims by July 9 KRASIN CJSC: Creditors Must File Claims by Aug. 9 MILK TRADE: Perm Bankruptcy Hearing Slated for Sept. 3 NOVOILNSK-WOOD OJSC: Bankruptcy Hearing Slated for July 23 OTIS CJSC: Creditors Must File Claims by Aug. 9 PROFIT CJSC: Creditors Must File Claims by Aug. 9 SIB-STROY-INVEST: Creditors Must File Claims by Aug. 9 STEEL PLUS: Creditors Must File Claims by Aug. 9 STROY-DETAIL CJSC: Creditors Must File Claims by Aug. 9 TRANSNEFT OAO: Regulator Fines Firm for ESPO Violations S W E D E N SCANMINING AB: Production Delays Prompt Bankruptcy Filing S W I T Z E R L A N D A – Z JSC: Aargau Court Starts Bankruptcy Proceedings BARRY CALLEBAUT: Moody's Rates EUR350 Mln Senior Notes at (P)Ba1 CRESCENDO ST. MORITZ: Creditors' Liquidation Claims Due July 11 DOCTOR’S WINERY: Creditors' Liquidation Claims Due July 11 ELWAS LLC: Creditors' Liquidation Claims Due July 12 HELVETIA JSC: Creditors' Liquidation Claims Due July 16 HERCULES INC: S&P Revises Outlook from Stable to Positive PREMIER DEVELOPMENTS: Creditors' Liquidation Claims Due July 31 SAPHIR FINANZ: Creditors' Liquidation Claims Due July 16 SYSTRADE JSC: Arlesheim Court Starts Bankruptcy Proceedings W. ESSER LLC: Creditors' Liquidation Claims Due July 12 U K R A I N E ALFA CJSC: Creditors Must File Claims by July 3 ANTERA LLC: Creditors Must File Claims by July 3 BUILDING-TECHNICAL COMPANY: Creditors Must File Claims by July 3 CONSUL-CONTACT LLC: Creditors Must File Claims by July 3 INTER-BEL LLC: Creditors Must File Claims by July 3 IVANYCHI DELIVERY: Creditors Must File Claims by July 3 MELITO LLC: Creditors Must File Claims by July 3 MORO LLC: Proofs of Claim Deadline Set July 3 OSCAR LLC: Creditors Must File Claims by July 3 YAVIR-K LLC: Proofs of Claim Deadline Set July 3 U N I T E D K I N G D O M AMR CORPORATION: Sees US$12 Mln Cut in Annual Interest Expense BLITZ ENTERPRISES: Appoints Administrators from Baker Tilly BRAMMER INVESTMENTS: Taps Joint Administrators from KPMG BRITISH SKY: Reacts to Ofcom’s Probe on Proposed DTT Pay TV BULLET POINT: Brings In Liquidators from Deloitte & Touche CELLARET LTD: Neil Chesterton Leads Liquidation Procedure CORPBRAND IDENTITY: Joint Liquidators Take Over Operations DAW FABRICATION: Names Gordon Allan Mart Simmonds Liquidator EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today GAP INC: Eyes Closure of Unprofitable Outlets in the U.K. GLOBAL TELECOMS: Appoints Administrative Receivers from Begbies GREAT HALL: Moody's Rates Classes Ea & Eb Notes at Ba1 HEALTHY LIFESTYLE: Appoints Neil Francis Hickling as Liquidator HERITAGE COATINGS: Taps Peter O’Hara to Liquidate Assets LABOUR FORCE: Taps Liquidators from Milner Boardman & Partners LORD CULTURAL: Names Malcolm John Ryan Liquidator METRONET RAIL: Moody's Cuts Rating to Ba2 on Sr. Sec. Debt Issue PACIFIC CONTINENTAL: Taps Smith & Williamson as Administrators PEATLING SADDLERY: Hires Liquidator from Tenon Recovery QUALITY AUTO: Peter O’Hara Leads Liquidation Procedure RANK GROUP: Expects Smoking Ban to Affect Second Half Profits RSW CLOTHING: Appoints N. A. Bennett as Liquidator SEA CONTAINERS: Creditor Panel Raises Concerns on DIP Financing SEA CONTAINERS: Trustee Drops Mariner, Dune & Trilogy from Panel SERVOTEST SYSTEMS: Brings In Administrators from Vantis SHICO INDUSTRIAL: Taps Stephen Goderski to Liquidate Assets STRIDE SOUTH: Brings In Liquidators from RMT VARIETAL DISTRIBUTION: Reports Results of Notes Tender Offer VARIETAL DISTRIBUTION: Inks Pact to Buy Bie & Berntsen in Cash WALTON MOTORS: Calls In Liquidators from The P&A Partnership WESTERN RESPONSE: Hires Liquidators from PricewaterhouseCoopers WILKLEEN INDUSTRIAL: Appoints Gary J. Corbett as Liquidator WINE PORTFOLIO: Hires Neil Chesterton to Liquidate Assets ********* ============= A U S T R I A ============= BEYHL ENGINEERING: Claims Registration Period Ends August 14 ------------------------------------------------------------ Creditors owed money by LLC Beyhl Engineering (FN 144693i) have until Aug. 14 to file written proofs of claim to court-appointed estate administrator Georg Rupprecht at: Mag. Georg Rupprecht Hauptplatz 9-13 2500 Baden Austria Tel: 02252/86 580 Fax: 02252/865803 E-mail: rupprecht@lexacta.com Creditors and other interested parties are encouraged to attend the creditors' meeting at 10:00 a.m. on Aug. 28 for the examination of claims. The meeting of creditors will be held at: The Land Court of Wiener Neustadt Room 15 Wiener Neustadt Austria Headquartered in Traiskirchen, Austria, the Debtor declared bankruptcy on May 31 (Bankr. Case No. 11 S 56/07g). EBIBI KEG: Vienna Court Orders Business Shutdown ------------------------------------------------ The Trade Court of Vienna entered May 31 an order shutting down the business of KEG Ebibi (FN 261144k). Court-appointed estate administrator Charlotte Boehm recommended the business shutdown after determining that the continuing operations would reduce the value of the estate. The estate administrator can be reached at: Dr. Charlotte Boehm Taborstrasse 10/2 1020 Vienna Austria Tel: 214 77 10/20 Fax: 214 77 10-16 E-mail: boehm@EUnet.at Headquartered in Vienna, Austria, the Debtor declared bankruptcy on May 18 (Bankr. Case No 2 S 71/07i). F & S LLC: Claims Registration Period Ends July 24 -------------------------------------------------- Creditors owed money by LLC F & S (FN 188736d) have until July 24 to file written proofs of claim to court-appointed estate administrator Gerwald Schmidberger at: Dr. Gerwald Schmidberger c/o Dr. Heinz Kassmannhuber Stelzhamerstrasse 11 4400 Steyr Austria Tel: 07252/550300 Email: office@sks-law.at Creditors and other interested parties are encouraged to attend the creditors' meeting at 2:00 p.m. on Aug. 7 for the examination of claims. The meeting of creditors will be held at: The Land Court of Steyr Hall 7 Second Floor Steyr Austria Headquartered in Rohr im Kremstal, Austria, the Debtor declared bankruptcy on May 25 (Bankr. Case No. 14 S 20/07z). Heinz Kassmannhuber represents Dr. Schmidberger in the bankruptcy proceedings. G.F.I. RECYCLING: Claims Registration Period Ends July 24 --------------------------------------------------------- Creditors owed money by LLC G.F.I. Recycling (FN 230437d) have until July 24 to file written proofs of claim to court-appointed estate administrator Andrea Eisner at: Mag. Andrea Eisner Weyrgasse 8/7 1030 Vienna Austria Tel: 712 04 77 Fax: 712 04 77 12 E-mail: office@ra-eisner.at Creditors and other interested parties are encouraged to attend the creditors' meeting at 10:15 a.m. on Aug. 7 for the examination of claims. The meeting of creditors will be held at: The Trade Court of Vienna Room 1606 Vienna Austria Headquartered in Vienna, Austria, the Debtor declared bankruptcy on May 25 (Bankr. Case No. 4 S 59/07i). PIEBER LLC: Claims Registration Period Ends August 7 ---------------------------------------------------- Creditors owed money by LLC Pieber (FN 227317s) have until Aug. 7 to file written proofs of claim to court-appointed estate administrator Brigitte Stampfer at: Dr. Brigitte Stampfer Stadlergasse 27 1130 Vienna Austria Tel: 877 33 30 Fax: 877 33 30 33 E-mail: ra-stampfer@utanet.at Creditors and other interested parties are encouraged to attend the creditors' meeting at 12:45 p.m. on Aug. 21 for the examination of claims. The meeting of creditors will be held at: The Trade Court of Vienna Room 1701 Vienna Austria Headquartered in Vienna, Austria, the Debtor declared bankruptcy on May 29 (Bankr. Case No. 6 S 63/07t). ============= B E L G I U M ============= DOLE FOOD: Inks Licensing Deal with Starz Media & Vanguard ---------------------------------------------------------- Dole Food has signed a licensing agreement with Starz Media and Vanguard Animation and Film to place 100 million collectable stickers with characters from the upcoming animated feature SPACE CHIMPS on bananas, Variety.com reports. Pictures of the film's characters will be on Dole Food salad packages and pineapples, according to a report posted on awn.com. The contract also includes a Dole SuperKids Web site and in- store CHIMPS circulars and displays, awn.com states. Headquartered in Westlake Village, California, Dole Food Company's -- http://www.dole.com/-- is a producer and marketer of fresh fruit, fresh vegetables and fresh-cut flowers, and markets a line of packaged foods. The company has four primary operating segments. The fresh fruit segment produces and markets fresh fruit to wholesale, retail and institutional customers worldwide. The fresh vegetables segment contains operating segments that produce and market commodity vegetables and ready- to-eat packaged vegetables to wholesale, retail and institutional customers primarily in North America, Europe and Asia. The packaged foods segment contains several operating segments that produce and market packaged foods, including fruit, juices and snack foods. Dole's fresh-cut flowers segment sources, imports and markets fresh-cut flowers, grown mainly in Colombia and Ecuador, primarily to wholesale florists and supermarkets in the United States. Dole has three canneries in Asia: two in Thailand and one in the Philippines. It also has operations in Sweden, Colombia and Belgium. * * * The Troubled Company Reporter – Asia Pacific reported that Standard & Poor's Ratings Services' ratings for Dole Food Co. Inc. remained on CreditWatch with negative implications following the company's announcement that consumers should dispose of Dole-branded packaged fresh spinach products (including "Spinach," "Baby Spinach," and "Spring Mix" names) stamped with a Best-If-Used-By date of Aug. 17, through Oct. 1, 2006. The warning follows an outbreak of E. coli in several states that was believed to have originated from spinach products. DOLE FOOD: Supports Andean Trade Act Extension ---------------------------------------------- Dole Food Company Inc. commended the hard work of the leadership of the U.S. Congressional trade committees and applauded the agreement to extend the Andean Trade Promotion and Drug Eradication Act. Dole urges Members of Congress to strongly support this agreement by voting in favor of legislation to extend the ATPDEA for eight months. Michael Carter, Dole's Executive Vice President and General Counsel stated, "The ATPDEA has played a crucial role in encouraging Dole to make significant investments in the Andean region, such as our flower production -- which supports nearly 6,500 good paying jobs in the region. On behalf of the many thousands of Dole employees in the Andean region, Dole applauds the bipartisan agreement to extend the ATPDEA and urges strong support for its swift approval." Headquartered in Westlake Village, California, Dole Food Company's -- http://www.dole.com-- is a producer and marketer of fresh fruit, fresh vegetables and fresh-cut flowers, and markets a line of packaged foods. The company has four primary operating segments. The fresh fruit segment produces and markets fresh fruit to wholesale, retail and institutional customers worldwide. The fresh vegetables segment contains operating segments that produce and market commodity vegetables and ready- to-eat packaged vegetables to wholesale, retail and institutional customers primarily in North America, Europe and Asia. The packaged foods segment contains several operating segments that produce and market packaged foods, including fruit, juices and snack foods. Dole's fresh-cut flowers segment sources, imports and markets fresh-cut flowers, grown mainly in Colombia and Ecuador, primarily to wholesale florists and supermarkets in the United States. Dole has three canneries in Asia: two in Thailand and one in the Philippines. It also has operations in Sweden, Colombia and Belgium. * * * The Troubled Company Reporter – Asia Pacific reported that Standard & Poor's Ratings Services' ratings for Dole Food Co. Inc. remained on CreditWatch with negative implications following the company's announcement that consumers should dispose of Dole-branded packaged fresh spinach products (including "Spinach," "Baby Spinach," and "Spring Mix" names) stamped with a Best-If-Used-By date of Aug. 17, through Oct. 1, 2006. The warning follows an outbreak of E. coli in several states that was believed to have originated from spinach products. GENERAL MOTORS: Selling Unit to Carlyle & Onex for US$5.6 Bil. -------------------------------------------------------------- General Motors Corp. reached a definitive agreement for the company to sell its Allison Transmission commercial and military business to The Carlyle Group and Onex Corporation for approximately US$5.6 billion. The sale agreement covers substantially all of Allison Transmission, including seven manufacturing facilities in Indianapolis, Indiana and its worldwide distribution network and sales offices. The production facility in Baltimore, Maryland is dedicated to the production of conventional and hybrid 2MODE transmissions used in GM's retail pick-up trucks and SUVs and will remain with GM. The transaction is structured to preserve GM's and Allison's competitive strengths in their respective product lines and is expected to close as early as the third quarter of this year pending union and regulatory approval. "This is another important step to strengthen our liquidity and provide resources to support our heavy investments in new products and technology," Rick Wagoner, GM chairman and CEO, said. "At the same time, this sale will position Allison for growth with strong partners in Carlyle and Onex, which have well-established track records of working effectively with their management teams, unions and employees," Wagoner went on to say. "We believe Allison is poised for excellent growth in its sector with the increasing rate of adoption of automatic transmissions in commercial vehicles both in North America and abroad,” Seth Mersky, managing director of Onex said. “Allison's exceptional reputation for product quality and reliability, its strong brand and talented management team provide it with a competitive advantage that will allow the company to capture that growth." "We are excited to partner with Onex, the Allison management team and employees as we grow this iconic brand and support its transition to a stand-alone business," Carlyle managing director Greg Ledford said. Allison Transmission designs and manufactures automatic transmissions for medium and heavy duty commercial vehicles. Its products are used in on-highway, off-highway and vehicles. Headquartered in Indianapolis, Indiana, Allison Transmission employs approximately 3,400 people, has seven plants in Indianapolis and sells its transmissions through a worldwide distribution network with sales offices in North America, South America, Europe, Africa and Asia. The company generates annual revenues in excess of $2 billion. About Carlyle Group The Carlyle Group –- http://www.carlyle.com/-- is a private equity firm with $58.5 billion under management. Carlyle invests in buyouts, venture & growth capital, real estate and leveraged finance in Asia, Europe and North America, focusing on aerospace & defense, automotive & transportation, consumer & retail, energy & power, healthcare, industrial, infrastructure, technology & business services and telecommunications & media. Since 1987, the firm has invested $28.3 billion of equity in 636 transactions for a total purchase price of $132 billion. The Carlyle Group employs more than 800 people in 18 countries. In the aggregate, Carlyle portfolio companies have more than $87 billion in revenue and employ more than 286,000 people around the world. About Onex Onex Corp. makes private equity investments through the Onex Partners and ONCAP family of Funds. These companies are in a variety of industries, including electronics manufacturing services, aerostructures manufacturing, healthcare, financial services, aircraft & aftermarket, metal services, customer management services, theatre exhibition, personal care products and communications infrastructure. About General Motors General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the world's largest automaker, has been the global industry sales leader since 1931. Founded in 1908, GM employs about 317,000 people around the world. It has manufacturing operations in 32 countries. General Motors has Asia-Pacific operations in India, China, Indonesia, Japan, the Philippines, among others. I t has locations in European countries including Belgium, Austria, and France. In Latin-America, the company maintains locations in Argentina, Brazil, Chile, Colombia, Ecuador, Venezuela, Paraguay and Uruguay. * * * Standard & Poor's Ratings Services assigned its 'B+' bank loan rating to General Motors Corp.'s proposed $1.5 billion senior term loan facility, expiring 2013, with a recovery rating of '1'. The 'B+' rating was placed on Creditwatch with negative implications, consistent with the other issue ratings of GM, excluding recovery ratings. Moody's Investors Service assigned a Ba3, LGD1, 9% rating to the proposed $1.5 Billion secured term loan of General Motors Corporation. The term loan is expected to be secured by a first priority perfected security interest in all of the US machinery and equipment, and special tools of GM and Saturn Corporation. GENERAL MOTORS: UAW Leaders Say Strike Possible in Labor Talks -------------------------------------------------------------- United Auto Workers President Ron Gettelfinger and Vice President Cal Rapson said in an online chat that a strike is one possible option during the upcoming national negotiations with General Motors Corp., Ford Motor Co. and DaimlerChrysler AG's Chrysler Group, which starts this month, Reuters reports. Mr. Gettelfinger also told UAW members during the chat that Detroit's Big Three automakers are "posturing" when they say they need a US$30 reduction in hourly wages and benefits as they try to return to profitability, Reuters relates. In a TCR-Europe report on June 19, 2007, GM, Ford and Chrysler are seeking unprecedented concessions from the UAW in a bid to narrow what they say is a US$30-an-hour labor-cost disadvantage against Asian rivals like Toyota Motor Corp. and Honda Motor Co. GM, Ford and Chrysler claim that they pay union workers US$70 to US$75 an hour compared with Toyota and other Asian auto makers' US$40 to US$45 an hour at their U.S. plants. Most of the difference stems from health-care expenses. In 2006, GM estimates that it spent nearly US$3.3 billion on health-care for 432,000 retirees. The cost at Ford was near US$1.8 billion while Chrysler spent US$1.6 billion. By contrast, on a combined basis, foreign automakers with U.S. plants, including Japan's own Big Three -- Toyota Motor Corp., Honda Motor Co Ltd. and Nissan Motor Co Ltd. -- paid a mere US$23 million for retiree health care in the U.S, Reuters observes. GM, Ford and the UAW last year agreed to a court settlement requiring union retirees to pay part of their healthcare costs for the first time. Detroit-based GM and Ford, of Dearborn, Michigan, also pledged not to alter those retiree healthcare benefits until after 2011 without union consent. Last year's settlement, as well as benefit reductions for salaried workers, helped GM cut retiree healthcare liabilities by 21 percent to US$64 billion at the end of last year, Bloomberg discloses. Ford had retiree obligations of US$31 billion, and Chrysler's potential future tab is about US$19 billion. GM has already bought out 34,400 union workers, and Ford and Chrysler together are trying to persuade 50,000 to leave as they cut production to match market-share losses to Toyota Motor Corp. and Honda Motor Co. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908, GM employs about 280,000 people around the world. With global manufactures its cars and trucks in 33 countries. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on May 28, 2007, Standard & Poor's Ratings Services placed General Motors Corp.'s corporate credit rating at B/Negative/B-3. At the same time, Moody's Investors Service affirmed GM's B3 Corporate Family Rating and B3 Probability of Default Rating, and maintained its SGL-3 Speculative Grade Liquidity Rating. The rating outlook remains negative. =========================== C Z E C H R E P U B L I C =========================== ANDREW CORPORATION: Inks US$2.6 Bln Buyout Deal with CommScope -------------------------------------------------------------- CommScope, Inc. and Andrew Corporation entered into a definitive agreement, unanimously approved by their respective Boards of Directors, under which CommScope will acquire all of the outstanding shares of Andrew for $15.00 per share, at least 90% in cash, creating a global leader in infrastructure solutions for communications networks. The transaction, which is valued at approximately $2.6 billion, is expected to be accretive to CommScope’s cash earnings per share, excluding special items, in the first full year after closing. The $15.00 per share purchase price represents a premium of approximately 13% over Andrew’s average closing share price for the last 30 trading days, a 21% premium over Andrew’s average closing share price for the last 60 trading days, and a 16% premium over the closing price of Andrew’s common stock on Tuesday, June 26, 2007. Key Strategic Benefits of the Transaction The combined company will be a global leader in infrastructure solutions for communications networks, including structured cabling solutions for the business enterprise; broadband cable and apparatus for cable television applications; and antenna and cable products, base station subsystems, coverage and capacity systems, and network solutions for wireless applications. The combination of the companies’ respective operations is expected to result in meaningful operating, cost and sales synergies, and other important benefits to shareholders, customers and employees, including: * Building upon complementary global product offerings that will provide customers with a broader array of infrastructure solutions for video, voice, data and mobility; * Expanding global distribution and manufacturing capabilities; * Enhancing growth opportunities by combining marquee brands, innovative technologies, and global service models; * Strengthening industry-leading R&D and intellectual property portfolio; * Affording scale in procurement, logistics and manufacturing in an increasingly competitive market; * Diversifying top-tier customer base; and * Providing greater opportunities for employees as part of a larger, more diversified global corporation. Based on CommScope’s and Andrew’s results for fiscal year 2006, on a pro forma basis, the combined companies would have had: * sales of approximately $3.8 billion comprised of approximately 35% in wireless antenna and cable products; * 29% in carrier and network solutions; * 21% in enterprise products; and * 15% in broadband/cable television solutions. The combined companies’ revenues on a geographic basis would have been approximately: * 57% in North America; * 24% in Europe, the Middle East and Africa; * 12% in Asia/Pacific Rim; and * 7% in Latin America. The combined company will have more than 2,200 global patents and pending patent applications and approximately 16,000 employees serving more than 130 countries. "We are pleased to have reached this agreement with Andrew, which we believe is extremely beneficial to the shareholders of both companies," said Frank M. Drendel, Chairman and Chief Executive Officer of CommScope. "By combining CommScope and Andrew, we are enhancing CommScope’s position as a worldwide leader in 'last mile' solutions. Combining our innovative technologies, premier brands and a top-tier customer base, we will expand our global service model and create an enhanced offering of communications infrastructure solutions that addresses a broader spectrum of customer needs. With the acquisition of Andrew, we are advancing CommScope’s stated global strategy and creating important cost reduction and growth opportunities that we believe will drive increased shareholder value." Mr. Drendel continued, "We are also pleased to welcome Andrew’s talented and dedicated employees to the CommScope team. We intend to invest in the combined business for profitable growth, and the employees of both companies will be important to our continued success. CommScope is a proven and successful integrator of strategic transactions and we expect to begin realizing the benefits of this combination immediately after the transaction closes and enjoy them fully over the next few years." "We believe that the combination of Andrew and CommScope creates a strong company with long-term advantages for our customers and employees," said Ralph Faison, President and Chief Executive Officer of Andrew Corporation. "Our two companies fit together strategically with leading complementary product offerings and geographical strengths. This transaction provides our shareholders with a significant cash premium and offers our global employees an even more promising future as part of a larger and more diversified company. We are excited to unite the strengths of Andrew and CommScope and further expand our range of services to the benefit of our many customers around the world." Cost Savings and Revenue Synergies Given CommScope’s track record of successfully integrating acquisitions, manufacturing discipline and commitment to operational excellence, the combined company expects to generate substantial annual pretax cost savings, excluding one-time transition items, of approximately $90 million to $100 million in the second full year after completion of the transaction, of which approximately $50 million to $60 million are expected to be achieved in the first full year after completion. The cost savings are expected to come from a combination of procurement savings, rationalization of duplicate locations, streamlining overhead and integration of infrastructure, and building upon best practices in technology and manufacturing. No assurance can be given that these cost savings can be achieved in the amounts or during the periods predicted. Transition cash costs are expected to total approximately $70 million to $80 million in the first two years after completion. CommScope has also identified potential revenue synergies, including expected benefits from the combination of Andrew’s industry-leading in-building wireless products with CommScope’s global leadership in the Enterprise market. In addition, CommScope sees the potential to increase sales of its integrated cabinet solutions through Andrew’s leading global channel to wireless carriers as well as opportunities to expand broadband connectivity product offerings. Following the close of the transaction, Andrew will become a wholly-owned subsidiary of CommScope. Frank Drendel will remain Chairman and CEO of CommScope, and CommScope will retain its global headquarters in Hickory, North Carolina. The combined company also plans to maintain its Chicago-area presence, exemplified by building upon Andrew’s state-of-the-art manufacturing and office facility in Joliet, Illinois. Terms, Financing and Capital Structure Under the terms of the agreement, each share of Andrew common stock will be converted into $15.00, comprised of $13.50 per share in cash and an additional $1.50 per share in either cash, CommScope common stock, or a combination of cash and CommScope common stock totaling $1.50 per share, at CommScope’s option. If CommScope determines to pay the $1.50 portion of the purchase price entirely in CommScope common stock, each share of Andrew common stock would be converted into $13.50 in cash, plus a fraction of a share of CommScope common stock equal to $1.50 divided by the volume weighted average of the closing sale price of CommScope common stock over the ten consecutive trading days ending two trading days prior to the closing date of the merger. The total transaction value is approximately $2.6 billion, based on Andrew’s estimated 176 million shares outstanding on a fully diluted basis, which includes shares associated with Andrew’s existing convertible notes. CommScope expects to fund the cash portion of the purchase price through a combination of new credit facilities and available cash on hand. CommScope has obtained customary fully underwritten debt financing commitment letters from Bank of America and Wachovia Bank, N.A., and their respective affiliates. Following completion of the transaction, CommScope plans to reduce leverage by continuing to grow its historically strong cash flow, improving the combined company’s operational performance, and by identifying and selectively divesting non- core or underperforming assets during the first year after completion. CommScope expects to grow its earnings per share through a combination of increased top-line performance, operational improvements and debt reduction. Approvals and Timing The companies expect to close the transaction by the end of 2007, subject to completion of customary closing conditions, including effectiveness of a registration statement on Form S-4, approval by Andrew’s shareholders, clearance under the Hart- Scott-Rodino Antitrust Improvements Act of 1976 and any other applicable laws or regulations. The transaction is not conditioned on receipt of financing by CommScope. Advisors Banc of America Securities LLC is acting as financial advisor to CommScope and Duff & Phelps LLC provided a fairness opinion to CommScope. Fried, Frank, Harris, Shriver & Jacobson LLP, Baker & McKenzie LLP and Robinson, Bradshaw & Hinson, P.A. are acting as CommScope’s legal counsel. Citi is acting as the primary financial advisor to Andrew, and Merrill Lynch provided a fairness opinion. Mayer, Brown, Rowe & Maw LLP is acting as Andrew’s primary outside legal counsel. About CommScope CommScope, Inc. -- http://www.commscope.com/-- (NYSE: CTV) leads in infrastructure solutions for communication networks. Through its SYSTIMAX(R) SolutionsTM and Uniprise(R) Solutions brands CommScope is the global leader in structured cabling systems for business enterprise applications. The company also manufactures coaxial cable for Hybrid Fiber Coaxial applications and one of the leading North American providers of environmentally secure cabinets for DSL and FTTN applications. Backed by strong research and development, CommScope combines technical expertise and proprietary technology with global manufacturing capability to provide customers with high- performance wired or wireless cabling solutions. About Andrew Headquartered in Westchester, Illinois, Andrew Corporation (NASDAQ: ANDW) -- http://www.andrew.com/-- designs, manufactures and delivers innovative and essential equipment and solutions for the global communications infrastructure market. The company serves operators and original equipment manufacturers from facilities in 35 countries, including, among others, China, India, Italy, Czech Republic, Argentina, Bahamas, Belize, Barbados, Bermuda and Brazil. ANDREW CORP: CommScope Deal Cues S&P to Cut Credit Rating to BB- ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Andrew Corp. to 'BB-' from 'BB' and placed the rating on CreditWatch with negative implications, following an announcement that the company had agreed to be acquired by CommScope Inc. for approximately $2.6 billion, of which at least 90% would be debt-funded. Andrew, based in Westchester, Illinois, will be acquired by Hickory, North Carolina-based CommScope, in a transaction expected to close by the end of the year, pending customary regulatory and shareholder approval. CommScope has obtained fully underwritten financing commitment letters to fund the transaction. CommScope will assume Andrew's existing debt. The combined company will be a major supplier of communications infrastructure products including structured cabling solutions for enterprises; broadband cable and apparatus for cable television applications; and antenna and cable products, and base station subsystems. Anticipated synergies include manufacturing, sales and distribution efficiencies, as well as a more diversified revenue base. The transaction would increase the combined company's pro forma financial leverage to over 7x, although divestiture proceeds and operating efficiencies could result in lower leverage over the intermediate term. "The 'BB-' rating reflects an anticipated best case scenario, recognizing these potential benefits, but post-transaction ratings could be lower, depending on an assessment of those factors," said Standard & Poor's credit analyst Bruce Hyman. CommScope had considered acquiring Andrew in August 2006, although the price at the time was approximately $1.7 billion in cash, but that agreement was rejected as inadequate, and the offer was withdrawn. Following closing, Andrew's corporate credit rating will be withdrawn and its existing convertible subordinated notes will be rated the same as CommScope's subordinated debt. ============= F I N L A N D ============= HILTON HOTELS: Hires Simon Suarez as Chief Development Rep. ----------------------------------------------------------- Hilton Hotels Corporation has secured the services of Simon Suarez to serve as Chief Development Representative - Latin America. Mr. Suarez, a 32-year tourism industry veteran, will lead the charge to identify multi-unit franchisees in the Caribbean, Central America and South America. "Hilton is pleased that Simon has agreed to lend his development and tourism industry expertise in the Latin American market," said Tom Keltner, executive vice president and chief executive officer - Americas and global brands, Hilton Hotels Corporation. "Simon's proven business acumen and knowledge of the region will enable Hilton to expand the presence of our full-service and focused-service brands in this fast-growing region of the world." During his 32-year tenure in the tourism industry, Sim¢n Suarez has emerged as one of the leaders for the Caribbean region and has been at the forefront of developing the Dominican Republic's tourism product from the beginning of his professional career in 1974. Since 2000 he has been executive vice president of Coral Hotels and Resorts, S. A., a hotel management and development company with four upscale all-inclusive leisure hotels, a Hilton branded luxury business hotel in Santo Domingo and one golf property in the Dominican Republic. Prior to his position with Coral Hotels & Resorts, Mr. Suarez was President of Union Hotelera Dominicana, S. A. From 1988 to 1997, he was President of Occidental Hotels' local operating company, Occidental Hoteles Dominicana, S. A. His career began in 1974 at the Central Bank of the Dominican Republic, where he was integral in liaising the financing of the landmark Puerto Plata Tourism Project; which gave the initial push to the current development of Dominican tourism. For ten years after leaving the Central Bank he was in the banking industry. Mr. Suarez's knowledge of the Caribbean product and his interest and passion for his work has earned him a renowned respect within the Caribbean hospitality industry, and led to his Presidency of the Caribbean Hotel Association in June 2002. Mr. Suarez currently serves as President of the Dominican Republic's Tourism Promotion Council, a non-profit organization that channels privately generated funds into tourism promotion. In addition, Mr. Suarez has held several officer positions on the board of the National Hotel and Restaurants Association of the Dominican Republic. Mr. Suarez holds a Bachelor's degree in Economics from Guilford College in Greensboro, North Carolina, as well as a Master's degree in Economics from The American University in Washington, D.C. He is married to Mu-Yien Sang, an attorney with practice in the Dominican Republic, and they have two grown daughters. About Hilton Hotels Corporation Headquartered in Beverly Hills, California, Hilton Hotels Corp. -- http://www.hilton.com/-- together with its subsidiaries, engages in the ownership, management, and development of hotels, resorts, and timeshare properties, as well as in the franchising of lodging properties in the United States and internationally, including Australia, Austria, Barbados, Finland, India, Indonesia, Trinidad and Tobago, Philippines and Vietnam. * * * As reported on May 1, 2007, Standard & Poor's Ratings Services said its rating and outlook on Hilton Hotels Corp. (BB+/Stable/--) would not be affected by the company's announcement that it has entered into an agreement with Morgan Stanley Real Estate to sell up to 10 hotels for approximately US$612 million in proceeds (net of property level debt repayment, taxes, and transaction costs). Upon the close of the transactions, Hilton Hotels plans to use the net proceeds to repay debt. Standard & Poor's rating upgrade for Hilton Hotels in March 2007 incorporated the expectation that the company would sell a meaningful level of additional assets over the near term, which would likely lead to additional debt reduction. Still, Standard & Poor's is encouraged by the expected transaction multiple related to today's announcement. If the lodging transaction market remains strong, enabling Hilton Hotels to generate substantial proceeds from remaining asset sales, if these proceeds are used for debt reduction, and if the lodging environment remains strong, an outlook revision to positive could be considered as 2007 progresses. Any movement signaling the potential for a higher rating will depend on Hilton Hotels's commitment to maintaining credit measures aligned with higher ratings over the lodging cycle. In February 2007, Moody's Investors Service upgraded Hilton Hotels Corporation's corporate family rating to Ba1 from Ba2 reflecting a reduction in leverage from a faster than expected pace of asset sales and strong earnings during 2006. Adjusted debt to EBITDAR has improved to around 5.0x from 6.0x in January 2006. =========== F R A N C E =========== EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today ----------------------------------------------------------- The first admission of the Groupe Eurotunnel S.A. (aka Eurotunnel Group) shares and warrants to listing and trading on Eurolist by EuronextTM, as well as of the notes redeemable in Groupe Eurotunnel shares issued by Groupe Eurotunnel SA's UK subsidiary, Eurotunnel Group U.K. plc, took place July 2, 2007. The shares in Groupe Eurotunnel SA and the notes redeemable in GET SA shares issued by EGP will be admitted to trading on the London Stock Exchange for the first time on the same date. The settlement of Groupe Eurotunnel exchange tender offer and the financial restructuring took place on June 28, 2007, under the aegis of the Commissioners for the execution of the safeguard plan. The international operation, organized by Freshfield Bruckaus Deringer France, legal advisers to Groupe Eurotunnel S.A., was implemented by the Caisse des Depots et Consignation closely with BNP Securities Services, the company’s registrars and Lucid Issuer Services in relation to bondholders. Groupe Eurotunnel SA being the holder, as at June 28, 2007, of over 90% of the Eurotunnel SA/PLC units, requested from the U.K. Listing Authority the cancellation of the listing of the Eurotunnel Units in London. The shareholders concerned were informed that the required notice period of 20 business days starts June 29, 2007, and that the delisting should occur around July 27, 2007. A similar request for delisting will be made in respect of the listing of the units in Brussels. The names of Eurotunnel SA and Eurotunnel PLC, now subsidiaries of Groupe Eurotunnel SA, are to be changed to TNU SA and TNU PLC respectively. "We have successfully turned a new page. Groupe Eurotunnel SA has now taken its place amongst other large European business with an expanding future," Groupe Eurotunnel chairman and CEO Jacques Gounon disclosed. About Eurotunnel Headquartered in Folkestone, United Kingdom and Calais, France, Eurotunnel Group (aka Groupe Eurotunnel S.A.) -- http://www.eurotunnel.co.uk/-- operates a fleet of 25 shuttle trains, which carry cars, coaches and trucks. It manages the infrastructure of the Channel Tunnel and receives toll revenues from train operating companies whose trains pass through the Tunnel. The British and French governments have granted Eurotunnel a concession to operate the Channel Tunnel until 2086. Eurotunnel Group files reports in the U.S. Securities and Exchange Commission under the names of Eurotunnel PLC (ETNUF.PK) and Eurotunnel S.A. (ETTFF.PK). At Dec. 31, 2006, Eurotunnel's balance sheet showed GBP5.25 billion in total assets, GBP6.56 billion in total liabilities and GBP1.32 billion in shareholders' deficit. Safeguard Protection Eurotunnel obtained Aug. 2, 2006, an order placing the channel operator under the protection of the Court pursuant to the new safeguard legislation (Procedure de sauvegarde). At the end of 2006, the group's creditors and bondholders approved a plan to decrease its GBP6.2 billion debt to GBP2.84 billion. On Jan. 15, 2007, the Court approved Eurotunnel's safeguard plan, backed by the court-appointed representatives to the company and to the creditors. REALOGY CORP: Change of Control Offer for Notes Ends on July 3 -------------------------------------------------------------- Realogy Corporation disclosed that its change of control offer for any and all of its outstanding US$250,000,000 principal amount of Floating Rate Senior Notes due 2009, US$450,000,000 principal amount of 6.15% Senior Notes due 2011 and US$500,000,000 principal amount of 6.50% Senior Notes due 2016 will expire at 10:00 a.m., New York City time, on Tuesday, July 3, 2007. Realogy will not extend the expiration date for the change of control offer. As required by the indenture and the Notes, the purchase price with respect to each series of Notes is equal to 100% of the principal amount of such series of Notes, plus accrued interest payable with respect to such series of Notes to July 9, 2007, which will be the payment date. Realogy has retained Wells Fargo Bank, National Association to act as Depositary in connection with the offer. Questions regarding how to tender the Notes subject to the change of control offer and requests for the Change of Control Notice and Offer to Purchase and other documents may be made to Wells Fargo Bank, National Association by telephone at (213) 614-2588. About Realogy Corp. Headquartered in Parsippany, N.J., Realogy Corporation (NYSE: H)-- http://www.realogy.com/-- is real estate franchisor and a member of the S&P 500. The company has a diversified business model that also includes real estate brokerage, relocation, and title services. Realogy's world-renowned brands and business units include CENTURY 21(R), Coldwell Banker(R), Coldwell Banker Commercial(R), ERA(R), Sotheby's International Realty(R), NRT Incorporated, Cartus, and Title Resource Group. Realogy has more than 15,000 employees worldwide. The company operates in Australia, Brazil and France. * * * Standard & Poor's downgraded Realogy Corp.'s long-term foreign and local issuer credit ratings to BB+. SMOBY-MAJORETTE: MGA Submits Bankruptcy Protection Plan to Court ---------------------------------------------------------------- MGA Entertainment Inc. submitted its bankruptcy protection plan for Smoby-Majorette to the Commercial Court of Lons-le-Saunier, The Financial Times reports citing Le Figaro as its source. According to FT, the plan will be presented to staff representatives as well as to creditors and suppliers this month. MGA is likely to request Smoby’s bank creditors to buy back their loans. The group may also seek shareholder approval on planned capital increases, FT relates. On May 18, 2007, MGA, having exercised the purchase option conferred on it by the Breuil and Moquin families, became the main shareholder of the Smoby Group, with 55.5% of the capital and 70.5% of the voting rights. The Management Board now consists of Eric Villette (President) and Thierry Louis (Managing Director). The priority is now for MGA to come out of the current Safeguard Procedure and is to secure the level of year end sales. About Smoby Headquartered in Lavans les Saint-Claude, France, Smoby -- http://www.smoby.fr/-- specializes in the creation, development, production and distribution of toys for children from birth to age 10. Smoby has a presence in over 90 countries globally, with commercial and/or industrial operations in South America, Asia and throughout Europe. The Company's products are sold worldwide through a network of 18 subsidiaries, with 65% of sales generated outside of France. In France, the Company employs 1, 300 workers. The Commercial Court of Lons-le-Saunier opened bankruptcy proceedings against Smoby on March 19, 2007, upon the Debtor's request. Smoby was hoping to snag an investor who will inject fresh capital yet remain a minority, as the company grapples with a EUR330-million debt. The company reported a net loss of EUR15.87 million for the year ended March 31, 2006, compared with a net profit of EUR1.56 million in 2005. ============= G E R M A N Y ============= AEROFLEX INC: Moody's Rates Corporate Family Rating at B3 --------------------------------------------------------- Moody's Investors Service assigned first-time ratings to Aeroflex Incorporated (corporate family rating of B3 and speculative grade liquidity rating of SGL-2) and a positive outlook. A newly formed entity, AX Holding Corp., will acquire all of the outstanding shares of Aeroflex, a publicly traded microelectronics and test and measurement provider that will continue as a private company. Net proceeds from the $500 million first lien term loan and $60 million first lien revolver together with $370 million senior subordinated notes will be used to finance Aeroflex's $1.242 billion buyout in a highly leveraged transaction. The buyout, which is subject to shareholder approval, also consists of a $372 million cash equity investment from a consortium of private equity sponsors (Veritas Capital, Golden Gate Capital and GS Direct). The assigned ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as advised to Moody's. The B3 corporate family rating reflects the company's: * very high financial leverage of 7.3x debt/normalized EBITDA and weak credit protection measures following the leveraged buyout; * modest footprint and limited asset protection from a small base of pro forma tangible assets; * potentially increasing competition longer-term from larger and well capitalized companies; * exposure to aerospace and defense electronics end markets, which could experience changes in procurement policies or the types of products sourced by the government; and * historic money losing radar unit and break even synthetic test business. The rating also takes into account Moody's hybrid security treatment for the $372 million of sponsor preferred equity in which 25% of the preferred stock is treated as debt-like and 75% is treated as equity-like. As such, Moody's adjustments incorporate the commensurate increase in debt, equity and interest expense on Aeroflex's balance sheet and income statement. The rating also considers Aeroflex's leading market position as the primary or sole source provider in niche markets, strong intellectual property portfolio with proprietary technology, highly visible and diversified revenue base with no specific defense platform exposure, relatively stable competitive landscape, mission-critical nature of its products with high switching costs resulting in stable gross margins approaching 50% and consistent operating profitability and positive free cash flow generation. The B3 CFR also considers Moody's expectation that Aeroflex's operating performance will benefit from a broadening of applications from existing technologies, the secular outsourcing trend from primary contractors and increasing dollar content as the company moves up the value chain in the satellite and medical platforms. Aeroflex is expected to be moderately free cash flow positive over the near term. As such, Moody's does not expect the company to substantially repay debt over the next 12 months. Nonetheless, the positive outlook reflects the potential for moderate improvement in financial leverage and interest coverage metrics based on improved visibility into fiscal 2008 revenues. This is anticipated to be driven by Aeroflex's strong market position, "designed-in" chips and testing applications with long life cycles, relatively stable operating cash flows even during recessionary episodes, fabless semiconductor business model and attractive industry dynamics, offset by the money losing radar business and potentially increasing competition. The ratings for the first lien facility and the subordinated notes reflect both the overall probability of default of the company, to which Moody's assigns a PDR of B3, and a loss given default of LGD-2 for the first lien and LGD-5 for the subordinated notes. The B1 rating of the first lien senior secured credit facility reflects its senior position in Aeroflex's capital structure, full guarantees of existing and future wholly-owned domestic subsidiaries, an all asset pledge, and a significant amount of junior debt and other unsecured obligations such as leases in the capital structure. The Caa2 rating of the subordinated notes reflects their contractual subordination to all first lien senior secured creditors and full guarantees of existing and future wholly- owned domestic subsidiaries on an unsecured basis. These first time ratings were assigned: -- Corporate Family Rating: B3 -- Probability of Default Rating: B3 -- $60 Million Senior Secured First Lien Revolver due 2013: B1 (LGD-2, 27%) -- $500 Million Senior Secured First Lien Term Loan due 2014: B1 (LGD-2, 27%) -- $370 Million Senior Subordinated Notes due 2017: Caa2 (LGD-5, 83%) -- Speculative Grade Liquidity Rating - SGL-2 The ratings outlook is positive. Headquartered in Plainview, NY, Aeroflex Inc. is a specialty provider of microelectronics and test and measurement products to the aerospace, defense, wireless, broadband and medical markets. For the twelve months ended March 31, 2007, revenues were $577 million. Aeroflex has offices in China, France and Germany. It also sells in Argentina. BUCKEYE TECH: Promotes Steven Dean as Senior Vice Pres. & CFO ------------------------------------------------------------- Buckeye Technologies Inc. has promoted Steven G. Dean, currently Vice President and Chief Financial Officer, to Senior Vice President and Chief Financial Officer effective July 1, 2007. Mr. Dean was elected Vice President and Controller Feb. 8, 2006, and was appointed Vice President and Chief Financial Officer July 1, 2006. He is a graduate of Millsaps College with a degree in Business Administration and earned a MBA at Northwestern University. He joined Buckeye in 1999 and has held positions of increasing responsibility in the finance organization. Prior to joining Buckeye, Steve held various financial management positions with Thomas & Betts and Hewlett- Packard. Headquartered in Memphis, Tennessee, Buckeye Technologies Inc. (NYSE:BKI) -- http://www.bkitech.com/-- manufactures and markets specialty fibers and nonwoven materials. The company currently operates facilities in the United States, Germany, Canada, Brazil, and Australia. Its products are sold worldwide to makers of consumer and industrial goods. * * * As reported in the Troubled Company Reporter-Latin America on June 19, 2007, Moody's upgraded Buckeye Technologies, Inc.'s corporate family rating to B1 from B2 and maintained a stable outlook. All other ratings were upgraded by one notch while the unsecured notes were affirmed at B2. The upgrade reflects the company's recent operating performance and aligns the company's ratings with expected margins and credit metrics over the intermediate term. Ratings upgraded: -- Corporate family rating upgraded to B1 from B2; -- Probability of default rating upgraded to B1 from B2; -- US$70 million revolving credit facility upgraded to Ba1 from Ba2, (LGD2, 10%) -- US$150 million secured term loan upgraded to Ba1 from Ba2, (LGD2, 10%) -- US$100 million 9.25% subordinated notes upgraded to B3 from Caa1, (LGD5, 84%) -- US$150 million 8.0% subordinated notes upgraded to B3 from Caa1, (LGD5, 84%) Ratings affirmed: -- US$200 million unsecured notes, B2, (LGD3, 48%) DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler ---------------------------------------------------------------- DaimlerChrysler AG's Chrysler Group, which the company recently sold to Cerberus Capital Management LP, plans to strengthen its presence in Russian car sales and production, a top Chrysler executive told Automotive News Europe in an interview, Reuters notes. "If you look at our worldwide presence, then Russia is a key market for us," said Michael Manley, Chrysler's executive vice president of international sales and marketing. Chrysler is currently exploring possible partnerships with Russian companies, the report said. Mr. Manley projects Chrysler's international sales could double to 400,000 vehicles by 2012. The U.S. automaker said it doubled its Russian car sales to 4,021 in 2006 compared with 2005 and had seen early 2007 sales up by 93% year-on-year. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA:DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam, and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DAIMLERCHRYSLER AG: MAN and Freightliner Settle ERF Case -------------------------------------------------------- MAN AG has reached an agreement with DaimlerChrysler AG's Freightliner division, in the litigation with the group in USA and Canada, that settles MAN’s claims for damages in connection with the financial fraud committed at ERF, a British truck maker taken over by MAN. The settlement provides that Freightliner shortly pay an indemnity of GBP250 million (EUR370 million) to MAN. Back in 2000, MAN had taken over ERF from Canada’s Western Star, a company shortly afterwards acquired by Freightliner. After the ERF acquisition, it emerged that ERF’s financial statements and thus its value had been severely and fraudulently manipulated and misrepresented. In 2002, MAN sued Freightliner as Western Star’s legal successor for damages of around GBP300 million. While MAN had been successful in the actions brought before British and US courts, time-consuming and costly actions before higher-instance courts in Britain and the US nonetheless awaited MAN, and these are now avoided by the settlement. About MAN AG Based in Munich, Germany, the MAN Group -- http://www.man.de/-- is one of Europe's leading manufacturers of commercial vehicles, engines and mechanical engineering equipment with annual sales of approximately EUR13 billion and circa 50,000 employees worldwide. MAN supplies trucks, buses, diesel engines, turbomachinery, as well as industrial services and holds leading market positions in all its business areas. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA:DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam, and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DAIMLERCHRYSLER: Chrysler Joins U.S. Climate Action Partnership --------------------------------------------------------------- Chrysler Group has joined the United States Climate Action Partnership, endorsing and participating in the non-partisan group's call for economy-wide mandatory reductions of greenhouse gas emissions. USCAP, a partnership of companies and non-government organizations, issued earlier this year a blueprint of principles and recommendations for establishing a multi-sector, market-driven program to swiftly slow, stop and reverse the growth of greenhouse gas emissions. The group has recommended that Congress establish short- and mid-term emission reduction targets; a national program to accelerate technology research, development and deployment; and approaches to encourage action by other countries, including the developing world. "Now is the time for advancing a national approach to climate change where all of us -- individuals, industry and government -- take action toward reducing emissions of greenhouse gases," said Chrysler Group President and CEO Tom LaSorda. "We are proud to be an active member with USCAP in the development of climate policy that addresses energy use and emissions from all sectors of the U.S. economy, and ultimately drives increased energy efficiency. "We look forward to working with the USCAP members in formulating a system to control greenhouse gas emissions in a way that not just addresses the supply of energy-efficient products and commodities, but also spurs demand for them." Consistent with USCAP's principles, Chrysler Group believes that mandatory reductions of heat-trapping emissions can be imposed without economic harm and lead to economic opportunities if done across the economy and with provisions to mitigate costs. Furthermore, the company advocates an approach that leverages the competitive marketplace as the best solution to this challenge. Mr. LaSorda testified before Congress in March that "if we intend to make meaningful progress in reducing petroleum consumption in this country, in addition to vehicle technology improvements, we look to the Federal Government to establish policies that address consumer demand and bend the bias of transportation fuels toward lower carbon alternatives." Chrysler Group Fuel-efficiency Initiatives Chrysler Group's advanced propulsion technology umbrella offers a diverse portfolio of fuel-saving technologies -- including efficient gasoline engines, hybrids, clean diesels, flexible fuel vehicles and biodiesel compatibility -- that reduce petroleum consumption and decrease greenhouse gas emissions. As part of a US$3 billion investment announced in February to produce more fuel-efficient engines, transmissions and axles, last week the company further detailed its plans to boost fuel economy across its entire vehicle lineup. Chrysler Group fuel- saving initiatives include developing mild-hybrid technology and expanding the company's two-mode hybrid and BLUETEC clean- diesel programs. The company will also introduce new fuel- efficient six- and eight-cylinder gasoline engines with Multi- displacement System technology and dual-clutch transmission technology. In addition to the company's efforts to displace petroleum through advanced technologies, Chrysler group has produced more than 1.5 million FFVs -- passenger cars and trucks capable of running on E85 or biodiesel. The company will produce an additional 250,000 FFVs in 2007 and approximately 500,000 in 2008. Chrysler Group stands ready to make half of its annual vehicle production FFVs by 2012. As the leader in the development of clean diesel technologies, all Chrysler Group diesel vehicles are approved for use with biodiesel -- a clean renewable diesel fuel made from vegetable oils. The company is working with industry partners on a national standard for B20 (20 percent biodiesel) that can be used in all diesel engines. Environmental Commitment Chrysler Group's environmental commitment pledges to protect the health of local communities, the country's natural resources and the global environment overall by continuously improving the environmental performance of its products and operations. In order to reduce CO2 emissions at manufacturing facilities, the Chrysler Group strives to use energy as efficiently as possible and utilize low-carbon energy sources wherever possible. The company's manufacturing facilities reduced absolute CO2 emissions by 17.2 percent from 2002 to 2006. Greenhouse gas emissions per vehicle produced decreased by 4.9 percent during that time period. Chrysler Group's North American facilities reduced annual energy usage by more than 18.3 percent from 2002 levels, and in 2006, consumed 14.5 percent less energy per vehicle produced than in 2002. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA:DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam, and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. FRESENIUS MEDICAL: Prices US$500 Mil. of 6-7/8% Notes Offering -------------------------------------------------------------- Fresenius Medical Care AG & Co. KGaA has priced its Senior Notes due 2017 in the amount of $500 million. The coupon will be 6-7/8%. Proceeds will be used to reduce indebtedness under the company's senior secured bank credit facility and other, short- term debt. The Senior Notes will be issued by FMC Finance III S.A., a wholly owned subsidiary of the company, and will be guaranteed on a senior basis jointly and severally by the company, Fresenius Medical Care Holdings Inc. and Fresenius Medical Care Deutschland GmbH. "The company is pleased to have completed the company's first senior unsecured bond offering. Investors have clearly recognized its sustainable financial strength and are confident in the future of the industry and Fresenius Medical Care." Headquartered in Bad Homburg, Germany, Fresenius Medical Care AG is the world's leading provider of dialysis products and services. Fresenius AG is a global health care company with products and services for dialysis (through Fresenius Medical Care), international healthcare services and facilities management (Fresenius ProServe) and nutrition and infusion therapies (Fresenius Kabi). The company also operates facilities in Australia, Brazil, Canada, China, France, Korea, Mexico, Portugal and Sweden, among others. * * * Moody's Investors Service affirmed all ratings of Fresenius AG and subsidiary Fresenius Medical Care & Co KGaA. Moody's also affirmed Fresenius AG's: -- Corporate family rating of Ba2; -- EUR1 billion of senior notes rated Ba2; and -- EUR87.9 million of senior notes rated Ba2 Fresenius Medical Care & Co KgaA's: -- Corporate Family Rating of Ba2; -- Senior credit facility rated Ba2; and -- Trust Preferred securities rated B1. Standard & Poor's Ratings Services assigned a BB' senior secured debt rating to Fresenius Medical Care KGaA's US$4.6 billion facilities, which were put in place to finance the acquisition of Renal Care Group Inc. (RCG; BB-/Positive/--). At the same time, Standard & Poor's lowered its long-term corporate credit ratings on the Germany-based health-care companies, FMC and its parent Fresenius AG to 'BB' from 'BB+', following U.S. antitrust clearance for FMC's acquisition of U.S.-based health-care company Renal Care. The ratings were removed from CreditWatch, where they were originally placed on May 4, 2005. S&P said the outlook is negative. SCHIEDER MOEBEL: Subsidiaries File for Insolvency ------------------------------------------------- A total of 65 subsidiaries of Schieder Moebel Holding GmbH applied for insolvency proceedings on June 26, 2007, days after the holding company filed its own petition, The Financial Times states, citing Frankfurter Allgemeine Zeitung as its source. As reported in the Troubled Company Reporter-Europe on June 29, 2007, Schieder Moebel declared insolvency after takeover talks foundered, potentially leading to the holdings' dissolution. The insolvency now affects all of Schieder's factories and distribution centers in Germany, FT reveals quoting the Frankfurter report. Schieder, which has 11,000 staff and 5,000 customers in 60 different countries, now faces being broken up into various parts. Negotiations over a complete takeover fell through in spite of several companies and investors expressing interest in salvaging parts of the insolvent group. The accounting scandal that pushed Schieder Moebel into bankruptcy has deterred investors from committing to a takeover of the furniture maker. About Schieder Moebel Headquartered in Herford, Germany, Schieder Moebel Holding GmbH -- http://www.schieder.com/-- is one of the leading furniture designers and manufacturers in Europe. The company has 41 production plants and employs 11,000 people worldwide, 9,000 of which in Poland. It had turnover of EUR950 million in the financial year 2005/06. Schieder applied for insolvency proceedings at the District Court of Detmold on June 22, 2007, after incurring debts of nearly EUR300 million due to high capital costs. ============= I R E L A N D ============= COMMSCOPE INC: Inks Pact to Buy Andrew Corp. for US$2.6 Billion --------------------------------------------------------------- CommScope, Inc. and Andrew Corporation entered into a definitive agreement, unanimously approved by their respective Boards of Directors, under which CommScope will acquire all of the outstanding shares of Andrew for $15.00 per share, at least 90% in cash, creating a global leader in infrastructure solutions for communications networks. The transaction, which is valued at approximately $2.6 billion, is expected to be accretive to CommScope’s cash earnings per share, excluding special items, in the first full year after closing. The $15.00 per share purchase price represents a premium of approximately 13% over Andrew’s average closing share price for the last 30 trading days, a 21% premium over Andrew’s average closing share price for the last 60 trading days, and a 16% premium over the closing price of Andrew’s common stock on Tuesday, June 26, 2007. Key Strategic Benefits of the Transaction The combined company will be a global leader in infrastructure solutions for communications networks, including structured cabling solutions for the business enterprise; broadband cable and apparatus for cable television applications; and antenna and cable products, base station subsystems, coverage and capacity systems, and network solutions for wireless applications. The combination of the companies’ respective operations is expected to result in meaningful operating, cost and sales synergies, and other important benefits to shareholders, customers and employees, including: * Building upon complementary global product offerings that will provide customers with a broader array of infrastructure solutions for video, voice, data and mobility; * Expanding global distribution and manufacturing capabilities; * Enhancing growth opportunities by combining marquee brands, innovative technologies, and global service models; * Strengthening industry-leading R&D and intellectual property portfolio; * Affording scale in procurement, logistics and manufacturing in an increasingly competitive market; * Diversifying top-tier customer base; and * Providing greater opportunities for employees as part of a larger, more diversified global corporation. Based on CommScope’s and Andrew’s results for fiscal year 2006, on a pro forma basis, the combined companies would have had: * sales of approximately $3.8 billion comprised of approximately 35% in wireless antenna and cable products; * 29% in carrier and network solutions; * 21% in enterprise products; and * 15% in broadband/cable television solutions. The combined companies’ revenues on a geographic basis would have been approximately: * 57% in North America; * 24% in Europe, the Middle East and Africa; * 12% in Asia/Pacific Rim; and * 7% in Latin America. The combined company will have more than 2,200 global patents and pending patent applications and approximately 16,000 employees serving more than 130 countries. "We are pleased to have reached this agreement with Andrew, which we believe is extremely beneficial to the shareholders of both companies," said Frank M. Drendel, Chairman and Chief Executive Officer of CommScope. "By combining CommScope and Andrew, we are enhancing CommScope’s position as a worldwide leader in 'last mile' solutions. Combining our innovative technologies, premier brands and a top-tier customer base, we will expand our global service model and create an enhanced offering of communications infrastructure solutions that addresses a broader spectrum of customer needs. With the acquisition of Andrew, we are advancing CommScope’s stated global strategy and creating important cost reduction and growth opportunities that we believe will drive increased shareholder value." Mr. Drendel continued, "We are also pleased to welcome Andrew’s talented and dedicated employees to the CommScope team. We intend to invest in the combined business for profitable growth, and the employees of both companies will be important to our continued success. CommScope is a proven and successful integrator of strategic transactions and we expect to begin realizing the benefits of this combination immediately after the transaction closes and enjoy them fully over the next few years." "We believe that the combination of Andrew and CommScope creates a strong company with long-term advantages for our customers and employees," said Ralph Faison, President and Chief Executive Officer of Andrew Corporation. "Our two companies fit together strategically with leading complementary product offerings and geographical strengths. This transaction provides our shareholders with a significant cash premium and offers our global employees an even more promising future as part of a larger and more diversified company. We are excited to unite the strengths of Andrew and CommScope and further expand our range of services to the benefit of our many customers around the world." Cost Savings and Revenue Synergies Given CommScope’s track record of successfully integrating acquisitions, manufacturing discipline and commitment to operational excellence, the combined company expects to generate substantial annual pretax cost savings, excluding one-time transition items, of approximately $90 million to $100 million in the second full year after completion of the transaction, of which approximately $50 million to $60 million are expected to be achieved in the first full year after completion. The cost savings are expected to come from a combination of procurement savings, rationalization of duplicate locations, streamlining overhead and integration of infrastructure, and building upon best practices in technology and manufacturing. No assurance can be given that these cost savings can be achieved in the amounts or during the periods predicted. Transition cash costs are expected to total approximately $70 million to $80 million in the first two years after completion. CommScope has also identified potential revenue synergies, including expected benefits from the combination of Andrew’s industry-leading in-building wireless products with CommScope’s global leadership in the Enterprise market. In addition, CommScope sees the potential to increase sales of its integrated cabinet solutions through Andrew’s leading global channel to wireless carriers as well as opportunities to expand broadband connectivity product offerings. Following the close of the transaction, Andrew will become a wholly-owned subsidiary of CommScope. Frank Drendel will remain Chairman and CEO of CommScope, and CommScope will retain its global headquarters in Hickory, North Carolina. The combined company also plans to maintain its Chicago-area presence, exemplified by building upon Andrew’s state-of-the-art manufacturing and office facility in Joliet, Illinois. Terms, Financing and Capital Structure Under the terms of the agreement, each share of Andrew common stock will be converted into $15.00, comprised of $13.50 per share in cash and an additional $1.50 per share in either cash, CommScope common stock, or a combination of cash and CommScope common stock totaling $1.50 per share, at CommScope’s option. If CommScope determines to pay the $1.50 portion of the purchase price entirely in CommScope common stock, each share of Andrew common stock would be converted into $13.50 in cash, plus a fraction of a share of CommScope common stock equal to $1.50 divided by the volume weighted average of the closing sale price of CommScope common stock over the ten consecutive trading days ending two trading days prior to the closing date of the merger. The total transaction value is approximately $2.6 billion, based on Andrew’s estimated 176 million shares outstanding on a fully diluted basis, which includes shares associated with Andrew’s existing convertible notes. CommScope expects to fund the cash portion of the purchase price through a combination of new credit facilities and available cash on hand. CommScope has obtained customary fully underwritten debt financing commitment letters from Bank of America and Wachovia Bank, N.A., and their respective affiliates. Following completion of the transaction, CommScope plans to reduce leverage by continuing to grow its historically strong cash flow, improving the combined company’s operational performance, and by identifying and selectively divesting non- core or underperforming assets during the first year after completion. CommScope expects to grow its earnings per share through a combination of increased top-line performance, operational improvements and debt reduction. Approvals and Timing The companies expect to close the transaction by the end of 2007, subject to completion of customary closing conditions, including effectiveness of a registration statement on Form S-4, approval by Andrew’s shareholders, clearance under the Hart- Scott-Rodino Antitrust Improvements Act of 1976 and any other applicable laws or regulations. The transaction is not conditioned on receipt of financing by CommScope. Advisors Banc of America Securities LLC is acting as financial advisor to CommScope and Duff & Phelps LLC provided a fairness opinion to CommScope. Fried, Frank, Harris, Shriver & Jacobson LLP, Baker & McKenzie LLP and Robinson, Bradshaw & Hinson, P.A. are acting as CommScope’s legal counsel. Citi is acting as the primary financial advisor to Andrew, and Merrill Lynch provided a fairness opinion. Mayer, Brown, Rowe & Maw LLP is acting as Andrew’s primary outside legal counsel. About Andrew Headquartered in Westchester, Illinois, Andrew Corporation (NASDAQ: ANDW) -- http://www.andrew.com/-- designs, manufactures and delivers innovative and essential equipment and solutions for the global communications infrastructure market. The company serves operators and original equipment manufacturers from facilities in 35 countries, including, among others, China, India, Italy, Czech Republic, Argentina, Bahamas, Belize, Barbados, Bermuda and Brazil. About CommScope CommScope, Inc. -- http://www.commscope.com/-- (NYSE: CTV) leads in infrastructure solutions for communication networks. Through its SYSTIMAX(R) SolutionsTM and Uniprise(R) Solutions brands CommScope is the global leader in structured cabling systems for business enterprise applications. The company also manufactures coaxial cable for Hybrid Fiber Coaxial applications and one of the leading North American providers of environmentally secure cabinets for DSL and FTTN applications. Backed by strong research and development, CommScope combines technical expertise and proprietary technology with global manufacturing capability to provide customers with high- performance wired or wireless cabling solutions. COMMSCOPE INC: Moody’s Reviews Ratings After Acquisition News ------------------------------------------------------------- Moody's Investors Service placed CommScope Inc.'s ratings under review for downgrade after their announced intent to acquire Andrew Corp for US$2.6 billion. Although CommScope's Ba2 corporate family rating could accommodate some level of debt financed acquisitions, the size of the Andrew acquisition is substantial and could potentially increase leverage well above 4x which could result in a downgrade. Moody's notes the details of the capital structure and synergies have not been disclosed at this time. Both companies have leading market positions in their particular industries and the combination offers numerous opportunities for cost savings and sharing of facilities. The Andrew acquisition has been approved by both company's boards but is still conditioned on Andrew shareholder and regulatory approval. Moody's review of CommScope will assess: (1) the challenges of integrating Andrew, a company that is roughly equal to CommScope's size in terms of revenue and EBITDA, (2) proposed synergies, plant consolidation plans and potential asset sales (3) proposed capital structure and (4) cash flow generating prospects. The ratings could be confirmed at their current level depending on the outcome of the review. Ratings under review for downgrade include: -- Corporate Family Rating -- Ba2 -- $250 million Convertible Senior Subordinated Debentures due 2024 - Ba3 Moody's notes that the existing CommScope convertible debt conversion price is significantly below the current market price of the stock. To the extent the debt is converted, the instrument ratings will be withdrawn. Headquartered in Hickory, North Carolina, CommScope is a provider of cable and connectivity solutions for enterprise, cable, and telecom industries. COMMSCOPE INC: Andrew Corp. Deal Prompts S&P's Negative Watch ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on CommScope Inc. to 'BB-' from 'BB' and placed the ratings on CreditWatch with negative implications. The action reflects Hickory, North Carolina-based CommScope's definitive agreement to acquire Westchester, Illinois-based Andrew Corp. for approximately US$2.6 billion, of which at least 90% would be in cash. The transaction is expected to close by the end of the year, pending regulatory and shareholder approvals. CommScope will assume Andrew's existing debt. "The combined company will be a major supplier of communications infrastructure products including structured cabling solutions for enterprises; broadband cable and apparatus for cable television applications; and antenna and cable products, and base station subsystems," said Standard & Poor's credit analyst Stephanie Crane Mergenthaler. In addition to a more diversified revenue base, anticipated synergies include manufacturing, sales and distribution efficiencies. Still, the transaction would increase the combined company's pro forma financial leverage to over 7x. Proceeds from selective divestitures and realization of anticipated synergies could result in lower leverage over the intermediate term. The 'BB-' corporate credit rating reflects an anticipated best-case scenario, recognizing these potential benefits, but post- transaction ratings could be lower, depending on an assessment of those factors. CommScope had considered acquiring Andrew in August 2006, although the price at the time was approximately $1.7 billion in cash, but that agreement was rejected as inadequate, and the offer was withdrawn. S&P will review the synergies anticipated in the acquisition, as well as the ability of the combined companies to reduce leverage through operating cash flows and selective divestitures, to resolve the CreditWatch. ========= I T A L Y ========= FIAT SPA: Unit Eyes Joint Venture with Russia's Avtopribor ---------------------------------------------------------- Magneti Marelli, a unit of Fiat S.p.A., and Avtopribor have signed a letter of intent for the creation of a joint venture in Russia, aimed at the design, development, production and marketing of electronic instrument clusters for motor vehicles. The agreement calls for the future company's capital to be participated for 51% by Magneti Marelli and for 49% by Avtopribor. The closing of the operation is expected to occur after completion of the due diligence activity, which is expected to take place by the end of the year. Avtopribor is a Russian company headquartered in the city of Vladimir operating in the field of electronic and mechanical components. Its leading customers include the Russian automotive companies Avtovaz, Gaz and Uaz. "This agreement falls within the scope of our development plans in strategic markets such as Russia, where all the most important car-makers have been investing heavily. The joint venture with Avtopribor gives us a chance to add to our industrial presence of Rjazan, leading in the Lighting field, with an entity of technological and productive excellence as far as instrument clusters are concerned, in a market capable of offering additional opportunities in various automotive components sectors," Eugenio Razelli, Magneti Marelli's CEO disclosed. Magneti Marelli is an international group leader in the design and production of high-tech components and systems for motor vehicles. With its 45 production facilities, 9 R&D centers and 27 application centers in 16 countries, 25,000 employees and total turnover of EUR4.5 billion in 2006, the group is a supplier to all the major car-makers in Europe, North and South America and the Far East. It is 100% owned by Fiat S.p.A. About Fiat S.p.A. Headquartered in Turin, Italy, Fiat S.p.A. -- http://www.fiatgroup.com/-- manufactures and sells automobiles, commercial vehicles, and agricultural and construction equipment. It also manufactures, for use by the company's automotive sectors and for sale to third parties, other automotive-related products and systems, principally power trains (engines and transmissions), components, metallurgical products and production systems. Fiat's creditors include Banca Intesa, Banca Monte dei Paschi di Siena, Banca Nazionale del Lavoro, Capitalia, Sanpaolo IMI, and UniCredito Italiano. Fiat operates in Argentina, Australia, Austria, Belgium, Brazil, Bulgaria, China, Czech Republic, Denmark, France, Germany, Greece, Hungary, India, Ireland, Italy, Japan, Lituania, Netherlands, Poland, Portugal, Romania, Russia, Singapore, Spain, among others. * * * As of June 19, 2007, Fiat S.p.A. carries Moody's Long-Term Corporate Family Rating of Ba2 and Probability of Default Rating at Ba2 with Outlook Positive. Standard & Poor's give Long-Term Foreign and Local Issuer Credit Ratings of BB+ for Fiat. Its Short-term Foreign and Local Issuer Credit Ratings are at B with Positive Outlook. Dominion Bond Rating Service gives Fiat a Long-term Issuer Rating of BB with Positive Outlook. =================== K A Z A K H S T A N =================== AUTOKOLIK-T-T LLP: Proof of Claim Deadline Slated for Aug. 1 ------------------------------------------------------------ The Specialized Inter-Regional Economic Court of Karaganda has declared LLP Autokolik-T-T insolvent. Creditors have until Aug. 1 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of Karaganda Jambyl Str. 9 Karaganda Kazakhstan JASULAN E LLP: Creditors Must File Claims Aug. 3 ------------------------------------------------ The Specialized Inter-Regional Economic Court of Almaty has declared LLP Jasulan E insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of Almaty Micro District Samal, 15-29 Taldykorgan Almaty Kazakhstan Tel: 8 (3282) 25-43-90 MICHURINSKY AGROSNAB: Claims Filing Period Ends Aug. 3 ------------------------------------------------------ The Specialized Inter-Regional Economic Court of North Kazakhstan has declared LLP Michurinsky Agrosnab insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of North Kazakhstan Jumabaev Str. 109-25 Petropavlovsk North Kazakhstan Kazakhstan NAS-UM LLP: Claims Registration Ends Aug. 3 ------------------------------------------- The Specialized Inter-Regional Economic Court of Almaty has declared LLP Nas-Um insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of Almaty Dostyk ave. 44-99 Almaty Kazakhstan Tel: 8 (3272) 91-43-47 8 701 205 30-32 NEW AGE COMPANY: Creditors' Claims Due on Aug. 3 ------------------------------------------------ Representation of New Age Company has declared solvency. Creditors have until Aug. 3 to submit written proofs of claims to: Representation of New Age Company Shevchenko Str. 109 Almaty Kazakhstan PROFSPETSCOMPLECT LLP: Proof of Claim Deadline Slated for Aug. 3 ---------------------------------------------------------------- The Specialized Inter-Regional Economic Court of East Kazakhstan has declared LLP Profspetscomplect insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of East Kazakhstan Office 203 Myzy Str. 2/1 Ust-Kamenogorsk East Kazakhstan Kazakhstan Tel: 8 (3232) 24-84-70 SANTA LLP: Creditors Must File Claims Aug. 3 -------------------------------------------- The Specialized Inter-Regional Economic Court of East Kazakhstan has declared LLP Santa insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of East Kazakhstan Mashinostroiteley Str. 6-63 Ust-Kamenogorsk East Kazakhstan Kazakhstan Tel: 8 (3232) 55-02-78 Fax: 8 (3232) 22-01-00 SANTECHNIC LLP: Claims Filing Period Ends Aug. 3 ------------------------------------------------ The Specialized Inter-Regional Economic Court of East Kazakhstan has declared LLP Santechnic insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of East Kazakhstan Office 203 Myzy Str. 2/1 Ust-Kamenogorsk East Kazakhstan Kazakhstan Tel: 8 (3232) 24-84-70 SPETSAUTOTECHNIKA LLP: Claims Registration Ends Aug. 1 ------------------------------------------------------ The Specialized Inter-Regional Economic Court of Karaganda has declared LLP Spetsautotechnika insolvent. Creditors have until Aug. 1 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of Karaganda Jambyl Str. 9 Karaganda Kazakhstan UK BELON LLP: Creditors' Claims Due on Aug. 3 --------------------------------------------- The Specialized Inter-Regional Economic Court of East Kazakhstan has declared LLP Uk Belon insolvent. Creditors have until Aug. 3 to submit written proofs of claims to: The Specialized Inter-Regional Economic Court of East Kazakhstan Mashinostroiteley Str. 6-63 Ust-Kamenogorsk East Kazakhstan Kazakhstan Tel: 8 (3232) 55-02-78 Fax: 8 (3232) 22-01-00 =================== K Y R G Y Z S T A N =================== BAY-RAM NELLI: Creditors Must File Claims by August 10 ------------------------------------------------------ LLC Bay-Ram Nelli Ltd. has declared insolvency. Creditors have until Aug. 10 to submit written proofs of claim to: LLC Bay-Ram Nelli Ltd. Mederov Str. 42-405 Bishkek Kyrgyzstan Tel: (+996 312) 53-33-06 STK LLC: Creditors’ Meeting Slated for July 16 ---------------------------------------------- Creditors of LLC STK will convene on July 16 at: LLC STK Barnaulskaya Str. 11 Bishkek Kyrgyzstan The Inter-District Court of Bishkek for Economic Issues declared LLC STK (Case No. ED-356/07mbs 1) insolvent on May 23 and introduced bankruptcy proceedings on the company. Creditors must submit their proofs of claim and be registered within seven days before the meeting with the temporary insolvency manager. Proxies must have authorization to vote. The temporary insolvency manager is: Sultanbek Tynaliyev Tel: (0-517) 74-17-96 ===================== N E T H E R L A N D S ===================== ACA EURO: Moody's Rates EUR13.6 Mln Class E Senior Notes at Ba3 --------------------------------------------------------------- Moody's assigned definitive credit ratings to the notes issued by ACA Euro CLO 2007-1 P.L.C., a Dutch special purpose company. The ratings are: -- Aaa to the EUR157.6 million Class A-1T Senior Secured Floating Rate Notes due 2024; -- Aaa to the EUR80 million Class A-1R Senior Secured Floating Rate Notes due 2024; -- Aaa to the EUR26.4 million Class A-2 Senior Secured Floating Rate Notes due 2024; -- Aa2 to the EUR32 million Class B Senior Secured Deferrable Floating Rate Notes due 2024; -- A2 to the EUR25.6 million Class C Senior Secured Deferrable Floating Rate Notes due 2024; -- Baa3 to the EUR24 million Class D Senior Secured Deferrable Floating Rate Notes due 2024; and -- Ba3 to the EUR13.6 million Class E Senior Secured Deferrable Floating Rate Notes due 2024. EUR40.8 million Class F Subordinated Notes will also be issued but not rated by Moody's. The ratings of the Class A-1T, A-1R, A-2, B, C, D and E Notes address the expected loss posed to investors by the legal final maturity in June 2024. These ratings are based upon: 1. an assessment of the eligibility criteria and portfolio guidelines applicable to the future additions to the portfolio; 2. the protection against losses through the subordination of the more junior classes of notes to the more senior classes of notes; 3. the currency swap transactions, which insulate ACA Euro CLO 2007-1 P.L.C. from the volatility of the foreign currency exchange rates, for Non-Euro denominated obligations; and 4. the legal and structural integrity of the issue. This transaction is a high yield collateralized loan obligation related to a EUR400 million portfolio of mostly European Senior and Mezzanine loans (with a predominance of senior secured loans). This portfolio is dynamically managed by ACA Capital Management (U.K.) Pte. Ltd. This portfolio will be partially acquired at closing date and partially during the 180 days ramp- up period in compliance with portfolio guidelines (which include, among other tests, a diversity score test, a weighted average rating factor test and a weighted average spread test). Thereafter, the portfolio of loans will be actively managed and the portfolio manager will have the option to direct the issuer to buy or sell loans. Any addition or removal of loans will be subject to a number of portfolio criteria. GLOBAL POWER: Equity Panel Wants Noteholder Claims Determined ------------------------------------------------------------- The Official Committee of Equity Security Holders in Global Power Equipment Group Inc. and its debtor-affiliates' Chapter 11 cases asks the U.S. Bankruptcy Court for the District of Delaware to determine the proper amount of the claims asserted by the holders of 4.25% Convertible Senior Subordinated Notes due 2011 issued by the Debtors in a private placement dated Nov. 23, 2004. The Equity Committee argues that the noteholders have filed claims in substantially inflated amounts constituting a major impediment to orderly plan formulation. According to the Equity Committee, the noteholders asserted claims totaling US$84.4 million against the Debtors. The noteholders also alleged that they are entitled to unspecified amounts of pre- and post-petition attorney's fees and post- petition interest at the default rate of 9.25%. If the noteholders do claim additional amounts of post-petition interest at the default rate, the Equity Committee believes that their asserted claims could be as much as US$91 million, compared to the Equity Committee's calculation of US$70 million. The difference, the Equity Committee says, is a huge gap and a plan gating issue, which needs prompt resolution. Any delay would only serve to impede or derail the ability of existing equity security holders to preserve their substantial economic stake and could allow noteholders to improperly usurp the Debtors' equity value. Noteholders Prefer Resolution The noteholders find the Equity Committee's request as a means to disrupt orderly, ongoing plan negotiations as well as to single out for litigation one issue out of many significant and potentially contentious issues affecting the reorganization prospects of the Debtors. Specifically, the noteholders contend that the litigation will multiply professional fees and other costs for all constituencies, which would be very burdensome given the modest size of the Debtors' EBITDA of approximately US$25 million per year. Further, the noteholders emphasize that since the Debtors first presented an outline of a plan structure, they have been actively enganged in discussion over all relevant issues, in the tact understanding that the Debtors and their enfranchised constituents would be far better served by resolutions of disputes than by costly litigation and delay. Creditors' Panel Wants Litigation Stayed The Official Committee of Unsecured Creditors asks the Court to stay the litigation filed by the Equity Committee arguing that it will not move the case toward a confirmable plan. The Creditors' Committee avers that the Equity Committee's request is designed to increase the Equity Committee's leverage in critical, ongoing plan negotiations, given that it only asserted objection to the noteholders' claims after more than three months since the noteholders filed them. The Creditors' Committee concludes that the Equity Committee knows that full blown litigation over the issue will result in massive delays and significance costs, which will destroy value for all economic stakeholders. "While the threat to destroy value is often used by out-of-the-money constituents, the Court should not permit the Equity Committee to seize control of these cases and thereby destroy value." Debtors Say Litigation Should Be Last Resort The Debtors ask the Court to deny the requested discovery and trial of the noteholders' claims as "premature" given that negotiations on the issue have just began. The Debtors say they agree with the Equity Committee that resolution of the issue is critical to the Debtors' expeditious and efficient emergence from Chapter 11. However, the Debtors believe that mediation is better alternative to litigation, hence, litigation should only be resorted to if negotiations fail. The Court scheduled a hearing at 10:00 a.m. on July 12, 2007, to consider the matter. Based in Tulsa, Oklahoma, Global Power Equipment Group Inc. aka GEEG Inc. -- http://www.globalpower.com/-- provides power generation equipment and maintenance services for its customers in the domestic and international energy, power and infrastructure and service industries. The company designs, engineers and manufactures a range of heat recovery and auxiliary equipment primarily used to enhance the efficiency and facilitate the operation of gas turbine power plants as well as for other industrial and power-related applications. The company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma; Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico; Shanghai, China; Nanjing, China; and Heerleen, The Netherlands. The company and 10 of its affiliates filed for chapter 11 protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045). Attorneys at White & Case LLP and The Bayard Firm, P.A., represent the Debtors. Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at Landis Rath & Cobb LLP represent the Official Committee of Unsecured Creditors. As of Sept. 30, 2005, the Debtors reported total assets of US$381,131,000 and total debts of US$123,221,000. QUEEN STREET: Moody's Rates EUR18 Mln Class E Sr. Notes at Ba3 -------------------------------------------------------------- Moody's Investors Service assigned these ratings to seven classes of notes issued by Queen Street CLO II B.V., a private company with limited liability established in the Netherlands: -- Aaa to the EUR239,400,000 Class A1 Senior Secured Floating Rate Notes due 2024; -- Aa1 to the EUR59,850,000 Class A2 Senior Secured Floating Rate Notes due 2024; -- Aa2 to the EUR34,875,000 Class B Senior Secured Floating Rate Notes due 2024; -- A3 to the EU 38,250,000 Class C Senior Secured Deferrable Floating Rate Notes due 2024; -- Baa3 to the EUR16,875,000 Class D Senior Secured Deferrable Floating Rate Notes due 2024; -- Ba3 to the EUR18,000,000 Class E Senior Secured Deferrable Floating Rate Notes due 2024; and -- Baa2 to the EUR14,000,000 Class X Combination Notes due 2024. The EUR42,750,000 Class F Subordinated Notes due 2024 were not rated. The ratings address the expected loss posed to investors by the legal final maturity in 2024. The rating assigned to the Class X Combination Notes addresses the expected loss posed to the investors by the legal final maturity as a proportion of the Rated Balance, where the Rated Balance is equal on any payment date to the Rated Balance on the preceding payment date reduced by the aggregate of all payments made on such payment date, either through interest or principal. These ratings are based upon: 1. an assessment of the eligibility criteria and portfolio guidelines applicable to the future additions to the portfolio; 2. the protection against losses through the subordination of the more junior classes of notes to the more senior classes of notes; 3. the par coverage and interest coverage tests, which divert cash flows towards senior notes; 4. the hedging strategy to be implemented to cover currency and interest rate risk; 5. the expertise of Indicus Investment Management Ltd. as collateral manager; and 6. the legal and structural integrity of the issue. This transaction is a high yield collateralized loan obligation related to a collateral portfolio of EUR437.88 million, comprised primarily of senior secured loans (minimum 82.5% of the portfolio), mezzanine loans, unsecured loans, high-yield bonds and whole business securitizations. At closing approximately 90% of the portfolio has been acquired and the remaining portion of the portfolio will be acquired during the ramp-up period in compliance with portfolio guidelines. Thereafter, the portfolio of loans will be actively managed by Indicus Investment Management Ltd. who will have the option to buy or sell assets in the portfolio. Any addition or removal of assets will be subject to a number of portfolio criteria. This transaction is arranged by JPMorgan Securities Ltd. =========== R U S S I A =========== DAIMLERCHRYSLER: Executive Says Russia a Key Market for Chrysler ---------------------------------------------------------------- DaimlerChrysler AG's Chrysler Group, which the company recently sold to Cerberus Capital Management LP, plans to strengthen its presence in Russian car sales and production, a top Chrysler executive told Automotive News Europe in an interview, Reuters notes. "If you look at our worldwide presence, then Russia is a key market for us," said Michael Manley, Chrysler's executive vice president of international sales and marketing. Chrysler is currently exploring possible partnerships with Russian companies, the report said. Mr. Manley projects Chrysler's international sales could double to 400,000 vehicles by 2012. The U.S. automaker said it doubled its Russian car sales to 4,021 in 2006 compared with 2005 and had seen early 2007 sales up by 93% year-on-year. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA:DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam, and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DIMITROVA OJSC: Creditors Must File Claims by July 9 ---------------------------------------------------- Creditors of OJSC Dimitrova have until July 9 to submit proofs of claim to: S. Sokolovskiy Temporary Insolvency Manager 70 Let Oktyabrya Str. 5 Novokhoperskiy 397441 Voronezh Russia The Arbitration Court of Voronezh will convene at 10:00 a.m. on Aug. 1 to hear the company's bankruptcy supervision procedure. The case is docketed under Case No. A14-3172/2007/23/16b. The Court is located at: The Arbitration Court of Voronezh Room 606 Srednemoskovskaya Str. 77 Voronezh Russia The Debtor can be reached at: OJSC Dimitrova Utinovka Talovskiy Voronezh Russia EKSTRA-SIB OJSC: Court Names G. Artyshuk as Insolvency Manager -------------------------------------------------------------- The Arbitration Court of Tomsk appointed G. Artyshuk as Insolvency Manager for OJSC Ekstra-Sib (TIN 7021049056). He can be reached at: G. Artyshuk Post User Box 94 636037 Seversk-37 Russia The Court commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A67-4136/05. The Debtor can be reached at: G. Artyshuk Post User Box 94 636037 Seversk-37 Russia EVRIKOM CJSC: Creditors Must File Claims by Aug. 9 -------------------------------------------------- Creditors of CJSC Evrikom have until Aug. 9 to submit proofs of claim to: P. Tarasov Insolvency Manager Post User Box 19 OPS-100 170100 Tver Russia The Arbitration Court of Murmansk commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A42-1382/2007. The Court is located at: The Arbitration Court of Murmansk Knipovicha Str. 20 Murmansk Region Russia The Debtor is located at: CJSC Evrikom Lenina Str. 27 Apatity 184209 Murmansk Russia KADOM-AGRO-PROM-SERVICE: Creditors Must File Claims by July 9 ------------------------------------------------------------- Creditors of OJSC Kadom-Agro-Prom-Service have until July 9 to submit proofs of claim to: S. Papenko Temporary Insolvency Manager Post User Box 9 390029 Ryazan Russia The Arbitration Court of Ryazan will convene at noon on July 10 to hear the company's bankruptcy supervision procedure on OJSC Kadom-Agro-Prom-Service. The case is docketed under Case No. A-70-2229/3-07. The Court is located at: The Arbitration Court of Ryazan Pochtovaya Str. 43/44 Ryazan Russia The Debtor can be reached at: OJSC Kadom-Agro-Prom-Service Svobody Str. 10 Kadom Ryazan Russia KANDEKS CJSC: Court Names V. Zakharov as Insolvency Manager ----------------------------------------------------------- The Arbitration Court of Murmansk appointed V. Zakharov as Insolvency Manager for CJSC Kandeks. He can be reached at: V. Zakharov Post User Box 106 Central Post Office Kandalaksha Murmansk Russia The Court commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A42-1321/2007. The Court is located at: The Arbitration Court of Murmansk Knipovicha Str. 20 Murmansk Region Russia The Debtor is located at: CJSC Kandeks Pervomayskaya Str. 57 Kandalaksha Murmansk Russia KORTKEROSSKOE LLC: Creditors Must File Claims by July 9 ------------------------------------------------------- Creditors of LLC Kortkerosskoe have until July 9 to submit proofs of claim to: D. Chirkov Temporary Insolvency Manager Office 22 Oktyabrskiy Pr. 69 Syktyvkar 167001 Komi Russia The Arbitration Court of Komi will convene on Aug. 22 to hear the company's bankruptcy supervision procedure. The case is docketed under Case No. A29-1975/2007-3B. The Court is located at: The Arbitration Court of Komi Room 407 Ordzhonikidze Str. 49a Syktyvkar Russia The Debtor can be reached at: LLC Kortkerosskoe Sukhanova Str. 2 Kortkeros Komi Russia KRASIN CJSC: Creditors Must File Claims by Aug. 9 ------------------------------------------------- Creditors of CJSC Krasin (TIN 7113001495) have until Aug. 9 to submit proofs of claim to: N. Rzyankin Insolvency Manager Room 601 Ryazanskaya Str. 1 Post User Box 1451 300026 Tula Russia The Arbitration Court of Tula commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A68-617/B-06. The Court is located at: The Arbitration Court of Tula Hall 35 Sovetskaya Str. 112 Tula Russia The Debtor can be reached at: CJSC Krasin Krasin Efremovskiy 301860 Tula Russia MILK TRADE: Perm Bankruptcy Hearing Slated for Sept. 3 ------------------------------------------------------ The Arbitration Court of Perm will convene at 10:00 a.m. on Sept. 3 to hear the bankruptcy supervision procedure on LLC Milk Trade. The case is docketed under Case No. A50-2616/2007-B5. The Temporary Insolvency Manager is: V. Nikonorov Post User Box 79 600000 Vladimir Russia The Court is located at: The Arbitration Court of Perm Lunacharskogo Str. 3 Perm Russia The Debtor can be reached at: LLC Milk Trade Kungur Perm Russia NOVOILNSK-WOOD OJSC: Bankruptcy Hearing Slated for July 23 ---------------------------------------------------------- The Arbitration Court of Buryatiya will convene on July 23 to hear the bankruptcy supervision procedure on OJSC Novoilnsk- Wood. The case is docketed under Case No. A10-666/07. The Temporary Insolvency Manager is: M. Matkheeva Post User Box 11910 Ulan-Ude 670047 Buryatiya Russia The Debtor can be reached at: OJSC Novoilnsk-Wood Lenina Str. 23 Zaigraevskiy 671322 Buryatiya Russia OTIS CJSC: Creditors Must File Claims by Aug. 9 ----------------------------------------------- Creditors of CJSC Otis have until Aug. 9 to submit proofs of claim to: I. Sizov Insolvency Manager Vokzalnaya Str. 1A 180004 Pskov Russia The Arbitration Court of Novgorod commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A44-1062/05-4k. The Debtor can be reached at: CJSC Otis Sovetskay Str. 12 Ermolovka Novgorod Russia PROFIT CJSC: Creditors Must File Claims by Aug. 9 ------------------------------------------------- Creditors of CJSC Garment Factory Profit have until Aug. 9 to submit proofs of claim to: I. Gorn Insolvency Manager Post User Box 1530 634006 Tomsk Russia The Arbitration Court of Krasnoyarsk commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A33-5326/2007. The Court is located at: The Arbitration Court of Krasnoyarsk Lenina Str. 143 660021 Krasnoyarsk Russia The Debtor can be reached at: CJSC Garment Factory Profit Krupskoj Str. 28 Achinsk 662150 Krasnoyarsk Russia SIB-STROY-INVEST: Creditors Must File Claims by Aug. 9 ------------------------------------------------------- Creditors of CJSC Evrikom have until Aug. 9 to submit proofs of claim to: E. Derbeneva Insolvency Manager Kirova Pr. 108a- 107 Leninsk-Kuznetskiy 652515 Kemerovo Russia The Arbitration Court of Tomsk commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A67-7778/06. The Debtor can be reached at: LLC Sib-Stroy-Invest Belinskogo Str. 15 Tomsk Russia STEEL PLUS: Creditors Must File Claims by Aug. 9 ------------------------------------------------ Creditors of LLC Steel Plus (TIN 5609032417) have until Aug. 9 to submit proofs of claim to: V. Ananyev Insolvency Manager Apartment 65 Tereshkovoj Str. 241 460050 Orenburg Russia The Arbitration Court of Orenburg commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A47-173 7/2007-14GK. The Court is located at: The Arbitration Court of Orenburg 9th January Str. 64 460046 Orenburg Russia The Debtor can be reached at: LLC Steel Plus Zagorodnoye Shosse 4 Orenburg Russia STROY-DETAIL CJSC: Creditors Must File Claims by Aug. 9 ------------------------------------------------------- Creditors of CJSC Factory Stroy-Detail have until Aug. 9 to submit proofs of claim to: A. Nikitin Insolvency Manager 1st Yuzhnaya Str. 50 Cheboksary Chuvashiya Russia The Arbitration Court of Chuvashiya commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. A79-6696/2005. The Debtor can be reached at: CJSC Factory Stroy-Detail Promyshlennaya Str. 93 Novocheboksarsk Chuvashiya Russia TRANSNEFT OAO: Regulator Fines Firm for ESPO Violations ------------------------------------------------------- OAO Transneft is facing a fine from the Federal Environmental, Engineering and Nuclear Supervision Agency (Rostekhnadzor) for committing 15 violations in its East Siberia-Pacific Ocean (ESPO) pipeline project, Reuters reports. A Rostekhnadzor spokesman told Reuters that the violations include: -- lack of electrochemical corrosion protection on ESPO sections; -- old sections that were in need of replacement; -- poor maintenance; and -- non-disposed waste on parts of the route. Transneft is currently building the 4,700-kilometer ESPO. The company finished constructing around 950 km of the pipeline. Transneft expects to complete ESPO by late 2008. About Transneft Headquartered in Moscow, Russia, OAO Transneft -- http://www.transneft.ru/-- operates one of the largest networks of oil pipelines in the world. The company moves crude oil through more than 30,000 miles of pipeline stretching across Eastern Europe and Asia. Transneft operates a transportation network consisting of more than 30,000 miles of pipeline, about 330 pump stations, and 934 tankers capable of storing more than 13 million cu. meters of petroleum product. The company transports about 93% of the oil produced in Russia. * * * OAO Transneft carries Fitch's 'BB' rating. =========== S W E D E N =========== SCANMINING AB: Production Delays Prompt Bankruptcy Filing --------------------------------------------------------- ScanMining AB plans to file for bankruptcy protection after it reported production delays and higher expenses at its Blaiken zinc mine, Mining Journal reports. According to the report, ScanMining expected the mine to begin production in June to August 2007, but technical faults at the processing plant and lower ore grades led to a fall in the company's income. "During the restructuring, the company intends to look at the possibilities for optimizing production capacity and available options for financing," the company stated. Headquartered in Karlstad, Sweden, ScanMining AB -- http://www.scanmining.se/-- engages in mining and exploration company seeking deposits and develop mining operations under own management. The company has three subsidiaries, a wholly owned ScanMining Oy, a wholly owned Blaikengruvan AB (formerly ScanDrill AB), and a 50%-owned Scanor Mining AB. ===================== S W I T Z E R L A N D ===================== A – Z JSC: Aargau Court Starts Bankruptcy Proceedings ----------------------------------------------------- The Bankruptcy Court of Aargau commenced bankruptcy proceedings against JSC A – Z on May 14. The Bankruptcy Service of Aargau can be reached at: Bankruptcy Service of Aargau Office Brugg 5201 Brugg AG Switzerland The Debtor can be reached at: JSC A – Z Im Feld 3 5332 Rekingen Zurzach AG Switzerland BARRY CALLEBAUT: Moody's Rates EUR350 Mln Senior Notes at (P)Ba1 ---------------------------------------------------------------- Moody's Investors Service affirmed the Ba1 Corporate Family Rating of Barry Callebaut, with a stable outlook. At the same time, the agency assigned a (P)Ba1 rating to the proposed EUR350 million Senior Notes due 2017. Moody's believes that the notes will enhance the company's sources of liquidity while extending the company's debt maturity profile and increasing the share of fixed rate debt. The enhanced liquidity should provide the company with greater flexibility to manage increased raw material prices and fulfil its commitments under two recent partnership agreements with Hershey and Nestle, while providing a back-up facility for its ongoing ABS and CP programs. At the time of issuance, Moody's expects that the company's total debt burden will remain virtually unchanged, as the entire notes proceeds (minus transaction fees) will be used to refinance existing borrowings, notably the drawings under the company's EUR850 million Senior Unsecured Credit Facility. Moody's expects, nevertheless, that the additional liquidity will be used in part to fund the company's expansion in new countries, while also being required to fund potentially higher volatility in working capital cycles on account of increased raw material prices, notably for cocoa. Following the transaction, the company's liquidity is expected to consist predominantly of its EUR850 million credit facilities, which are expected to be undrawn following the completion of the transaction. A significant portion of these facilities is retained as a back-up for the ongoing ABS and CP programs, which amounted to CHF354 million (EUR213 million) and CHF255 million (EUR154 million), respectively, at the end of Financial Year 2006. Moody's notes that significant liquidity is also required to cover seasonal swings in working capital. The notes are to be issued by Barry Callebaut Services NV (Belgium), and guaranteed by the direct parent company, Barry Callebaut AG and certain of its subsidiaries. The notes will be senior unsecured obligations of the issuer, and will rank pari passu with all other such obligations of the issuer, including the existing EUR850 million senior unsecured credit facility. Moody's cautions that there may be limitations on the enforceability of guarantees under different jurisdictions. T he Notes are assigned a (P)Ba1 rating (LGD4, 60%), the same level as the CFR, on the basis that they will be subordinated to only a limited amount of secured debt and debt at the non-guarantor level. At the same time, Moody's has changed the Probability of Default rating for the company from Ba2 to Ba1, based on a 50% expected recovery rate which is generally applied to companies with both bank and bond debt. The outlook remains stable, as Moody's expects that future borrowings of the company will be commensurate with the company's own growth. If the company were able to improve its credit metrics with Adjusted Debt/EBITDA falling below 3.5x on a sustainable basis versus 4x recorded at the end of FY2006, possibly benefiting from new partnership agreements, this could be positive for the ratings or outlook. If the company's adjusted Debt/EBITDA were to rise above 4.5x, possibly resulting from an inability to pass on rising raw material prices to the client base, the rating or outlook could be revised downward. Barry Callebaut AG, incorporated in Zurich, Switzerland, is a fully integrated company from the sourcing of raw materials through to the production of semi-finished and finished chocolate products. In the 12 months to February 2007, the company reported revenues and EBITDA (before exceptionals) of CHF4.2 billion and CHF421 million, respectively. CRESCENDO ST. MORITZ: Creditors' Liquidation Claims Due July 11 --------------------------------------------------------------- Creditors of LLC CresCendo St. Moritz have until July 11 to submit their claims to: Andri Manatschal Liquidator Crusch 22 7503 Samedan Maloja GR Switzerland The Debtor can be reached at: LLC CresCendo St. Moritz St. Moritz GR Switzerland DOCTOR’S WINERY: Creditors' Liquidation Claims Due July 11 ---------------------------------------------------------- Creditors of LLC Doctor’s Winery have until July 11 to submit their claims to: Georges Stergiou Liquidator Hintere Bergstrasse 50 8942 Oberrieden Horgen ZH Switzerland The Debtor can be reached at: LLC Doctor’s Winery Oberrieden Horgen ZH Switzerland ELWAS LLC: Creditors' Liquidation Claims Due July 12 ---------------------------------------------------- Creditors of LLC ELWAS have until July 12 to submit their claims to: JSC Pyrateam Treuhand Liquidator Bernstrasse 183 4852 Rothrist Zofingen AG Switzerland The Debtor can be reached at: LLC ELWAS Rothrist Zofingen AG Switzerland HELVETIA JSC: Creditors' Liquidation Claims Due July 16 ------------------------------------------------------- Creditors of JSC Helvetia have until July 16 to submit their claims to: Susenbergstrasse 31 8044 Zurich Switzerland The Debtor can be reached at: JSC Helvetia Zurich Switzerland HERCULES INC: S&P Revises Outlook from Stable to Positive --------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Wilmington, Delaware-based Hercules Inc. to positive from stable and affirmed the existing 'BB' corporate credit rating. The outlook revision recognizes the potential for a continuation of the steady strengthening of key cash flow protection measures. S&P also raised the rating on the company's 6.6% notes due 2027 to 'BBB-' from 'BB' and assigned a '1' recovery rating, reflecting our expectation of very high recovery (90%-100%) in the event of default and asset protection on par with the secured bank debt. "We could raise all of the ratings within the next 12 months if business conditions remain favorable and the company's leverage policies support a financial profile that exceeds expectations for the current ratings," said Standard & Poor's credit analyst Wesley E. Chinn. The ratings reflect Hercules' aggressive, albeit declining, debt balance; low-growth, very competitive pulp and paper chemicals markets; and some exposure to asbestos-related liabilities. These negatives are partially offset by Hercules' satisfactory business profile--generating annual revenues of about $2 billion--in the specialty chemical sector, a long track record of good operating margins, and improving cash flow generation. Hercules derives roughly 60% of its consolidated operating earnings from the Aqualon group, a leading producer of water- soluble polymers. Diverse end markets include water-based paints and coatings, construction materials, personal care, pharmaceutical, food, and oil and gas drilling. Another positive is a strong global presence, as more than 60% of Aqualon's sales come from outside the U.S. Aqualon's results should continue to benefit from increasing environmental awareness, regulation favoring water-soluble polymers, global- supply arrangements with customers, and the increasing use of products in emerging markets. In particular, volume growth should reflect new capacity expansions in China, and S&P expect the overall energy business to be one of the larger growth components for Aqualon. Hercules Inc. (NYSE:HPC) -- http://www.herc.com/-- manufactures and markets chemical specialties globally for making a variety of products for home, office and industrial markets. The company has its regional headquarters in China and Switzerland, and a production facility in Brazil. PREMIER DEVELOPMENTS: Creditors' Liquidation Claims Due July 31 --------------------------------------------------------------- Creditors of JSC Premier Developments have until July 31 to submit their claims to: Markus Stalder Liquidator Sinserstrasse 65 6330 Cham ZG Switzerland The Debtor can be reached at: JSC Premier Developments Zug Switzerland SAPHIR FINANZ: Creditors' Liquidation Claims Due July 16 -------------------------------------------------------- Creditors of JSC Saphir Finanz have until July 16 to submit their claims to: Thomas Bollhalder Liquidator Rebbergstrasse 22 8102 Oberengstringen Dietikon ZH Switzerland The Debtor can be reached at: JSC Saphir Finanz Oberengstringen Dietikon ZH Switzerland SYSTRADE JSC: Arlesheim Court Starts Bankruptcy Proceedings ----------------------------------------------------------- The Bankruptcy Court of Arlesheim in Basel-Country commenced bankruptcy proceedings against JSC Systrade on May 14. The Bankruptcy Service of Arlesheim can be reached at: Bankruptcy Service of Arlesheim 4144 Arlesheim BL Switzerland The Debtor can be reached at: JSC Systrade Kagenstr. 17 4153 Reinach BL Switzerland W. ESSER LLC: Creditors' Liquidation Claims Due July 12 ------------------------------------------------------- Creditors of LLC W. Esser have until July 12 to submit their claims to: Melanie Bertschi Liquidator Hinterdorfstrasse 6 8194 Huntwangen Bulach ZH Switzerland The Debtor can be reached at: LLC W. Esser Embrach Bulach ZH Switzerland ============= U K R A I N E ============= ALFA CJSC: Creditors Must File Claims by July 3 ----------------------------------------------- Creditors of CJSC Insurance Company Alfa (code EDRPOU 32492262) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/266. The Debtor can be reached at: CJSC Insurance Company Alfa Kropivnitsky Str. 1 Kiev Ukraine ANTERA LLC: Creditors Must File Claims by July 3 ------------------------------------------------ Creditors of LLC Antera (code EDRPOU 32208898) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/265. The Debtor can be reached at: LLC Antera Mechnikov Str. Kiev Ukraine BUILDING-TECHNICAL COMPANY: Creditors Must File Claims by July 3 ---------------------------------------------------------------- Creditors of LLC Building-Technical Company (code EDRPOU 32160654) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/289. The Debtor can be reached at: LLC Building-Technical Company Apartment 49 P. Mirny Str. 11 Kiev Ukraine CONSUL-CONTACT LLC: Creditors Must File Claims by July 3 -------------------------------------------------------- Creditors of LLC Consul-Contact (code EDRPOU 33058487) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/376. The Debtor can be reached at: LLC Consul-Contact Schors Str. 29 Kiev Ukraine INTER-BEL LLC: Creditors Must File Claims by July 3 --------------------------------------------------- Creditors of LLC Inter-Bel (code EDRPOU 33685380) have until July 3 to submit written proofs of claim to: State Tax Inspection of Vinnica Liquidator 30 Years of Victory Str. 21 Vinnica Ukraine The Economic Court of Vinnica commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 5/42-07. The Court is located at: The Economic Court of Vinnica Hmelnickiy Str. 7 21036 Vinnica Ukraine The Debtor can be reached at: LLC Inter-Bel Theatre Str. 39 Vinnica Ukraine IVANYCHI DELIVERY: Creditors Must File Claims by July 3 ------------------------------------------------------- The Economic Court of Volin commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 1/60-B. Creditors of OJSC Ivanychi Regional Agricultural Delivery (code EDRPOU 00902694) have until July 3 to submit written proofs of claim to: I. Kostiukevich Liquidator Grushevsky Str. 30/22 43000 Lutsk Ukraine The Debtor can be reached at: OJSC Ivanychi Regional Agricultural Delivery Machine Operators Str. 12-a Ivanychi 45300 Volin Ukraine MELITO LLC: Creditors Must File Claims by July 3 ------------------------------------------------ Creditors of LLC Trade House Melito (code EDRPOU 30522059) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/631. The Debtor can be reached at: LLC Trade House Melito Narodov Boulevard 38 Druzhba Kiev Ukraine MORO LLC: Proofs of Claim Deadline Set July 3 --------------------------------------------- The Economic Court of Zhytomir commenced bankruptcy supervision procedure on the company. The case is docketed under Case No. 7/37-B. Creditors of Joint Ukrainian-Italian Enterprise LLC Moro (code EDRPOU 13554533) have until July 3 to submit written proofs of claim to: The Court is located at: The Economic Court of Zhytomir Putiatinskiy Square 3/65 10014 Zhytomir Ukraine The Debtor can be reached at: Joint Ukrainian-Italian Enterprise LLC Moro Heroes Firemen Str. 122 Zhytomir Ukraine OSCAR LLC: Creditors Must File Claims by July 3 ----------------------------------------------- Creditors of LLC Oscar (code EDRPOU 31750473) have until July 3 to submit written proofs of claim to: The Economic Court of Kiev B. Hmelnitskij Boulevard 44-B 01030 Kiev Ukraine The Economic Court of Kiev commenced bankruptcy proceedings against the company after finding it insolvent. The case is docketed under Case No. 23/263. The Debtor can be reached at: LLC Oscar Liuteranskaya Str. Kiev Ukraine YAVIR-K LLC: Proofs of Claim Deadline Set July 3 ------------------------------------------------ Creditors of LLC Yavir-K have until July 3 to submit written proofs of claim to: Ruslan Puriy Temporary Insolvency Manager P.O. Box 8110 79066 Lvov Ukraine The Economic Court of Lvov commenced bankruptcy supervision procedure on the company. The case is docketed under Case No. 6/46-8/62. The Debtor can be reached at: LLC Yavir-K Lvov Str. 55 Yavoriv District Ivano-Frankovoe 81070 Lvov Ukraine The Court is located at: The Economic Court of Lvov Lichakivska Str. 81 79010 Lvov Ukraine =========================== U N I T E D K I N G D O M =========================== AMR CORPORATION: Sees US$12 Mln Cut in Annual Interest Expense -------------------------------------------------------------- AMR Corporation, the parent company of American Airlines Inc., provided an update on actions taken in the second quarter of 2007 as part of its ongoing efforts to strengthen its balance sheet and build a stronger financial foundation. The company said that these actions are expected to eliminate about $12 million in annual net interest expense. Actions in the second quarter include: -- American amended the $442 million floating rate term loan portion of its credit facility, which has been outstanding since December 2004, lowering the interest rate from 3.25% over LIBOR to 2% over LIBOR. -- AMR's wholly-owned subsidiary, American Eagle Airlines Inc., prepaid $48.2 million in principal amount of aircraft debt. The debt prepayment is in addition to AMR's $1.3 billion in scheduled principal payments in 2007. -- American refinanced $127.7 million of bonds that were originally issued to fund facilities expansion and renovation at Dallas/Fort Worth International Airport, reducing the interest rate by 1.75 percentage points to 5.5%. -- American refinanced $108.7 million in bonds that were originally issued to fund expansion and improvements at O'Hare International Airport in Chicago, reducing the interest rate by 2.7 percentage points to 5.5%. These efforts by AMR to improve its balance sheet follow similar actions taken by the company earlier in 2007, which resulted in the elimination of more than $15 million in annual net interest expense. AMR anticipates ending the second quarter of 2007 with about $6.2 billion in cash and short-term investments, including a restricted balance of about $500 million, compared to a cash and short-term investment balance of $5.7 billion, including a restricted balance of $525 million, at the end of the second quarter of 2006. The company expects to end the second quarter of 2007 with total debt, which the company defines as the aggregate of its long- term debt, capital lease obligations, the principal amount of airport facility tax-exempt bonds and the present value of aircraft operating lease obligations, of about $17.3 billion. AMR's total debt was about $19.4 billion at the end of the second quarter of 2006 and about $20.1 billion at the end of 2005. The company expects to end the second quarter of 2007 with net debt, which the company defines as Total Debt less unrestricted cash and short-term investments, of about $11.6 billion, compared to net debt of about $14.2 billion at the end of the second quarter of 2006 and about $16.3 billion at end of 2005. "We continue to make progress in strengthening our balance sheet, which gives us greater flexibility and builds our foundation for the future," said Thomas W. Horton, executive vice president of finance and planning and chief financial officer of AMR. "We have more work ahead of us to reduce debt and improve our overall cost structure, but we believe that we are on the right path to position the company for long-term success." About AMR Corporation Headquartered in Forth Worth, Texas, AMR Corporation (NYSE: AMR) operates with its principal subsidiary, American Airlines Inc. -- http://www.aa.com/-- a worldwide scheduled passenger airline. At the end of 2006, American provided scheduled jet service to about 150 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. American is also a scheduled airfreight carrier, providing freight and mail services to shippers throughout its system. Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two regional airlines, American Eagle Airlines Inc. and Executive Airlines Inc., and does business as "American Eagle." American Beacon Advisors Inc., a wholly owned subsidiary of AMR, is responsible for the investment and oversight of assets of AMR's U.S. employee benefit plans, as well as AMR's short-term investments. * * * As reported in the Troubled Company Reporter on June 21, 2007, Moody's Investors Service assigned a rating of Caa1 to the Chicago O'Hare International Airport Special Facility Revenue Refunding Bonds, Series 2007 (American Airlines Inc. Project). Moody's affirmed all ratings of AMR Corporation and its subsidiaries, corporate family rating at B2, and the outlook remains stable. BLITZ ENTERPRISES: Appoints Administrators from Baker Tilly ----------------------------------------------------------- Mark John Wilson and Tracey Elizabeth Callaghan of Baker Tilly Restructuring and Recovery LLP were appointed joint administrators of Blitz Enterprises (U.K.) Ltd. (Company Number 4658065) on June 13. Baker Tilly -- http://www.bakertilly.co.uk/-- provides auditing and other services for mid-cap and smaller publicly listed companies and private companies, particularly those expanding into new foreign markets. Services include business and financial planning, tax-related services, corporate finance, litigation support, turnaround services, and technology consulting. The company can be reached at: Blitz Enterprises (U.K.) Ltd. Unit C Valley Park Olds Approach Watford WD18 9TL England Tel: 01923 770 776 BRAMMER INVESTMENTS: Taps Joint Administrators from KPMG -------------------------------------------------------- Paul Flint, David Costley-Wood and Brian Green of KPMG LLP were appointed joint administrators of Brammer Investments Ltd. (Company Number 5840359) on June 15. KPMG LLP -- http://www.kpmg.co.uk/-- offers accounting, audit, and tax-related services to customers in such target industries as banking, media and entertainment, consumer products, health care providers, insurance, and pharmaceuticals. The company can be reached at: Brammer Investments Ltd. 29 Waterloo Road Wolverhampton WV1 4DJ England BRITISH SKY: Reacts to Ofcom’s Probe on Proposed DTT Pay TV ----------------------------------------------------------- British Sky Broadcasting plc reacted furiously after the Office of Communications revealed that it will conduct a public consultation on proposals from BSkyB and National Grid Wireless Ltd. to replace Sky’s free channels with pay TV services on the digital terrestrial television (DTT) platform, reports say. Following Sky's indicative announcement of these plans on Feb. 8, 2007, Ofcom has been supplied with further detail by the two companies and now has sufficient information to review the proposals. Sky is seeking to replace its three existing free-to-air channels with three pay television channels on DTT. However, Sky is not proposing to use MPEG4 compression technology at this stage, as originally stated in its previous announcement. The applications raise a number of important issues, including a consideration of how Ofcom can best ensure fair and effective competition for the benefit of consumers. Ofcom expects to issue a consultation document in the autumn, provided there are no further delays in the conclusion of outstanding technical and commercial issues between the applicants. Ofcom’s normal consultation period is ten weeks. This will be followed by a Statement, which Ofcom would hope to publish early next year. According to The Guardian, Sky was further angered by the delay of the public consultation. In the meantime, NGW is obliged to ensure that Sky’s free-to-air channels remain on the DTT platform pending the outcome of Ofcom’s review. By bringing back some of the U.K.'s most popular pay-TV content to the DTT platform, Sky aims to create more choice for customers who are interested in upgrading from free-to-air to pay-TV. This represents an attractive commercial opportunity, benefiting from existing investments in programming and infrastructure, and attracting new customers to Sky over and above current plans for the growth of Sky's satellite service. The line-up of channels on the new service will offer a range of content including sports, movies, entertainment and news. The sports service will include live coverage from the Barclays Premiership and other top events. About BSkyB Headquartered in Isleworth, England, British Sky Broadcasting Group PLC -- http://www.sky.com/-- is the holding company of the British Sky Broadcasting group of companies. British Sky Broadcasting Group plc and its subsidiaries operate the pay television broadcast service in the United Kingdom and Ireland. The Company acquires programming to broadcast on its channels and supplies certain of those channels to cable operators for them to retransmit to their subscribers in the United Kingdom and Ireland. It retails channels (both its own and third parties) to direct-to-home subscribers and to a limited number of digital subscriber line subscribers. The Company also makes three of its channels available via the United Kingdom free-to- air digital terrestrial television platform, which markets itself under the brand Freeview. At Dec. 31, 2006, the Groups' balance sheet showed GBP4.1 billion in total assets, GBP4.3 billion in total liabilities, and GBP145 million in stockholders' deficit. The Group's Dec. 31 balance sheet also showed strained liquidity with GBP1.8 billion in total currents assets available to pay GBP2.2 billion in total liabilities coming due within the next 12 months. BULLET POINT: Brings In Liquidators from Deloitte & Touche ---------------------------------------------------------- Ian Brown and Adrian Peter Berry of Deloitte & Touche LLP were appointed joint liquidators of Bullet Point Presentations Ltd. on May 31 for the creditors’ voluntary winding-up procedure. Deloitte & Touche LLP -- http://www.deloitte.com/-- provides audit, tax, consulting and corporate finance services through more than 9,000 people in 21 locations. The group is the United Kingdom member firm of Deloitte Touche Tohmatsu, a Swiss Verein whose member firms are separate and independent legal entities. The company can be reached at: Bullet Point Presentations Ltd. Park House Wilmington Street Leeds LS7 2BP England Tel: 0113 200 7600 Fax: 0113 200 7601 CELLARET LTD: Neil Chesterton Leads Liquidation Procedure --------------------------------------------------------- Neil Chesterton of The MacDonald Partnership Plc was appointed liquidator of The Cellaret Ltd. on May 28 for the creditors’ voluntary winding-up procedure. The company can be reached at: The Cellaret Ltd. 18 Rosebery Avenue London EC1R 4TS England Tel: 0845 226 0197 Fax: 0845 226 0198 CORPBRAND IDENTITY: Joint Liquidators Take Over Operations ---------------------------------------------------------- Laurence Pagden and Ian D. Williams of Benedict Mackenzie LLP were appointed joint liquidators of Corpbrand Identity Ltd. on May 31 for the creditors’ voluntary winding-up procedure. The company can be reached at: Corpbrand Identity Ltd. 12 Baylis Mews Twickenham TW1 3HQ England Tel: 020 8891 0960 Fax: 020 8891 1901 DAW FABRICATION: Names Gordon Allan Mart Simmonds Liquidator ------------------------------------------------------------ Gordon Allan Mart Simmonds was appointed liquidator of Daw Fabrication & Coating Ltd. on June 1 for the creditors’ voluntary winding-up procedure. The company can be reached at: Daw Fabrication & Coating Ltd. Barnfield Works Raglan Street Hyde Cheshire SK14 2DX England Tel: 0161 368 4006 EUROTUNNEL GROUP: New Stock to Start Eurolist Trading Today ----------------------------------------------------------- The first admission of the Groupe Eurotunnel S.A. (aka Eurotunnel Group) shares and warrants to listing and trading on Eurolist by EuronextTM, as well as of the notes redeemable in Groupe Eurotunnel shares issued by Groupe Eurotunnel SA's UK subsidiary, Eurotunnel Group U.K. plc, took place July 2, 2007. The shares in Groupe Eurotunnel SA and the notes redeemable in GET SA shares issued by EGP will be admitted to trading on the London Stock Exchange for the first time on the same date. The settlement of Groupe Eurotunnel exchange tender offer and the financial restructuring took place on June 28, 2007, under the aegis of the Commissioners for the execution of the safeguard plan. The international operation, organized by Freshfield Bruckaus Deringer France, legal advisers to Groupe Eurotunnel S.A., was implemented by the Caisse des Depots et Consignation closely with BNP Securities Services, the company’s registrars and Lucid Issuer Services in relation to bondholders. Groupe Eurotunnel SA being the holder, as at June 28, 2007, of over 90% of the Eurotunnel SA/PLC units, requested from the U.K. Listing Authority the cancellation of the listing of the Eurotunnel Units in London. The shareholders concerned were informed that the required notice period of 20 business days starts June 29, 2007, and that the delisting should occur around July 27, 2007. A similar request for delisting will be made in respect of the listing of the units in Brussels. The names of Eurotunnel SA and Eurotunnel PLC, now subsidiaries of Groupe Eurotunnel SA, are to be changed to TNU SA and TNU PLC respectively. "We have successfully turned a new page. Groupe Eurotunnel SA has now taken its place amongst other large European business with an expanding future," Groupe Eurotunnel chairman and CEO Jacques Gounon disclosed. About Eurotunnel Headquartered in Folkestone, United Kingdom and Calais, France, Eurotunnel Group (aka Groupe Eurotunnel S.A.) -- http://www.eurotunnel.co.uk/-- operates a fleet of 25 shuttle trains, which carry cars, coaches and trucks. It manages the infrastructure of the Channel Tunnel and receives toll revenues from train operating companies whose trains pass through the Tunnel. The British and French governments have granted Eurotunnel a concession to operate the Channel Tunnel until 2086. Eurotunnel Group files reports in the U.S. Securities and Exchange Commission under the names of Eurotunnel PLC (ETNUF.PK) and Eurotunnel S.A. (ETTFF.PK). At Dec. 31, 2006, Eurotunnel's balance sheet showed GBP5.25 billion in total assets, GBP6.56 billion in total liabilities and GBP1.32 billion in shareholders' deficit. Safeguard Protection Eurotunnel obtained Aug. 2, 2006, an order placing the channel operator under the protection of the Court pursuant to the new safeguard legislation (Procedure de sauvegarde). At the end of 2006, the group's creditors and bondholders approved a plan to decrease its GBP6.2 billion debt to GBP2.84 billion. On Jan. 15, 2007, the Court approved Eurotunnel's safeguard plan, backed by the court-appointed representatives to the company and to the creditors. GAP INC: Eyes Closure of Unprofitable Outlets in the U.K. --------------------------------------------------------- Gap Inc. will close underperforming stores in secondary locations in the United Kingdom as part of a comprehensive review of its property portfolio, Jonathan Russell writes for The Sunday Telegraph. Gap has appointed property agent Churston Heard to review its 171-strong U.K. chain. According to a source close to the company, Gap could not afford to pay the current rent level of around GBP40 per square foot, the Telegraph adds. A spokeswoman for Gap however said the fashion retailer is committed to Europe which it feels will be the growth engine of the business. Gap is set to open its first Banana Republic outlet on Regent Street later this year. If successful, the US retailer may convert suitable Gap outlets to the new format, The Sunday Telegraph relates. About Gap Inc. Gap Inc. (NYSE: GPS) -- http://www.gapinc.com/-- is an international specialty retailer offering clothing, accessories and personal care products for men, women, children and babies under the Gap, Banana Republic, Old Navy, Forth & Towne and Piperlime brand names. Gap Inc. operates more than 3,100 stores in the United States, the United Kingdom, Canada, France, Ireland and Japan. In addition, Gap Inc. is expanding its international presence with franchise agreements for Gap and Banana Republic inSoutheast Asia and the Middle East. * * * As reported in the Troubled Company Reporter on Jan. 10, 2007, Fitch has downgraded its ratings on The Gap Inc.'s Issuer Default Rating to 'BB+' from 'BBB-' and Senior unsecured notes to 'BB+' from 'BBB-'. The Rating Outlook is Negative. As reported in the Troubled Company Reporter on Nov. 21, 2006, Standard & Poor's Ratings Services lowered its corporate credit and senior unsecured ratings on San Francisco-based The Gap Inc. to 'BB+' from 'BBB-'. S&P said the outlook is stable. GLOBAL TELECOMS: Appoints Administrative Receivers from Begbies --------------------------------------------------------------- Lloyd Bisco and Mark Robert Fry of Begbies Traynor were appointed joint administrative receivers of Global Telecoms Distribution PLC (Company Number 4387598) on May 30. Begbies Traynor -- http://www.begbies.com/-- assists companies, creditors, financial institutions and individuals on all aspects of financial restructuring and corporate recovery. The company can be reached at: Global Telecoms Distribution P.L.C. 110 Brooker Road Waltham Abbey EN9 1JH England Tel: 01992 825 825 Fax: 01992 825 834 GREAT HALL: Moody's Rates Classes Ea & Eb Notes at Ba1 ------------------------------------------------------ Moody's Investors Service assigned definitive credit ratings to these classes of Notes issued by Great Hall Mortgages No. 1 Plc, for Series 2007-02: -- Aaa to the GBP278.8 million Class Aa Notes due 2039; -- Aaa to the EUR30 million Class Ab Notes due 2039; -- Aaa to the USD600 million Class Ac Notes due 2039; -- Aa2 to the GBP75.2 million Class Ba Notes due 2039; -- A2 to the GBP9 million Class Ca Notes due 2039; -- A2 to the EUR42.1 million Class Cb Notes due 2039; -- Baa2 to the GBP2 million Class Da Notes due 2039 -- Baa2 to the EUR28 million Class Db Notes due 2039 -- Ba1 to the GBP7.5 million Class Ea Notes due 2039; and -- Ba1 to the EUR10 million Class Eb Notes due 2039. All notes will rank pari passu and pro rata with the other Notes of the same rating. Moody's previously assigned provisional ratings on the Notes on June 7, 2007. This transaction represents the third securitization transaction sponsored by JPMorgan Chase Bank, N.A. through its Great Hall Mortgages No. 1 Plc program. The collateral was originated by Platform Funding Limited, a wholly-owned subsidiary of Britannia Building Society (A2, Prime-1), a party that has a good track record in the securitization market. The ratings of the Notes are based upon an analysis of the characteristics of the mortgage pool backing the Notes, the protection the Notes receive from credit enhancement against defaults and arrears in the mortgage pool, and the legal and structural integrity of the issue. The credit enhancement available in the deal is provided in the form of excess spread, reserve fund (at closing equal to 1.25% of original note balance), and subordination of the Class B, C, D, and E Notes. Subject to certain conditions being met, the reserve fund may amortize down to a floor of 0.625% of the original note balance. The ratings address the expected loss posed to investors by the legal final maturity. In Moody's opinion, the structure allows for timely payment of interest and ultimate payment of principal at par on or before the final legal maturity date. Moody's ratings address only the credit risks associated with the transaction. Other non-credit risks have not been addressed, but may have a significant effect on yield to investors. HEALTHY LIFESTYLE: Appoints Neil Francis Hickling as Liquidator --------------------------------------------------------------- Neil Francis Hickling of Smith & Williamson Ltd. was appointed liquidator of Healthy Lifestyle Organics Ltd. on May 29 for the creditors’ voluntary winding-up proceeding. The company can be reached at: Healthy Lifestyle Organics Ltd. 41 Evesham Road Norton Evesham WR11 4TL England Tel: 01386 870 662 HERITAGE COATINGS: Taps Peter O’Hara to Liquidate Assets -------------------------------------------------------- Peter O’Hara was appointed liquidator of Heritage Coatings Ltd. on May 25 for the creditors’ voluntary winding-up procedure. The company can be reached at: Heritage Coatings Ltd. Tower Court Business Centre Oakedale Road York North Yorkshire YO30 4XL England Tel: 01904 557658 LABOUR FORCE: Taps Liquidators from Milner Boardman & Partners -------------------------------------------------------------- Colin Burke and Gary J. Corbett of Milner Boardman & Partners were appointed joint liquidators of Labour Force (U.K.) Recruitment Services Ltd. on May 30 for the creditors’ voluntary winding-up proceeding. Milner Boardman -- http://www.milnerboardman.co.uk/-- provides financial accounting and business advisory services. The company can be reached at: Labour Force (U.K.) Recruitment Services Ltd. 30 Dale Street Liverpool L2 5SF England Tel: 0151 547 3933 LORD CULTURAL: Names Malcolm John Ryan Liquidator ------------------------------------------------- Malcolm John Ryan of M. J. Ryan & Co. was appointed liquidator of Lord Cultural Resources Planning & Management Ltd. (formerly Lord International Ltd.) on May 31 for the creditors’ voluntary winding-up proceeding. The company can be reached at: Lord Cultural Resources Planning & Management Ltd. 26 Bloomsbury Square Camden London WC1A 2PJ England Tel: 020 7607 6622 Fax: 020 7637 2140 METRONET RAIL: Moody's Cuts Rating to Ba2 on Sr. Sec. Debt Issue ---------------------------------------------------------------- Moody's Investors Service downgraded to Ba2 from Ba1 the senior secured un-guaranteed debt ratings of both Metronet Rail BCV Finance Plc and of Metronet Rail SSL Finance Plc. Moody's is continuing its review of the two entities' ratings for further possible downgrade, which was initiated on May 8, 2007. At the same time, the Aaa guaranteed debt ratings of BCV Finco and SSL Finco have been affirmed. Moody's notes that the debt raised by BCV Finco is on-lent to Metronet Rail BCV Limited and the debt raised by SSL Finco is on-lent to Metronet Rail SSL Limited. The debt raised will be used to finance the operation, maintenance and asset upgrade of part of London Underground. The downgrade reflects the materially higher default risk pertaining to the debt of BCV Finco and SSL Finco, given that committed funding is not currently available, although Moody's notes that this is mitigated by the possibility that BCV Finco and SSL Finco's bankers will reinstate funding availability. Moody's previous rating action on these issuers (May 8, 2007) was to downgrade the ratings to Ba1 and place them on review for further downgrade, reflecting Moody's view that there was a heightened probability that neither BCV Finco and SSL Finco will have sufficient available funding to meet expenditure commitments prior to the first Service Contract Periodic Review in October 2010 without the receipt of additional funds from an Extraordinary Review or from other financial sources. The ratings were therefore placed on review for further downgrade pending clarification of the financial profile of BCV Finco and SSL Finco. According to Moody's, the Ba2 ratings of both BCV Finco and SSL Finco reflect: (1) the fixed indexed revenue paid to BCV/SSL by London Underground Limited under the guarantee of Transport for London (rated Aa1, stable); (2) the challenging asset upgrade and renewal program, which is experiencing material problems, in particular in the program to upgrade underground stations; (3) BCV and SSL's expected financial profile, and the likely cash requirements that are likely to be greater than currently available funding without additional revenues or de-scoped work; (4) the uncertainties of the outcome of an Extraordinary Review; and (5) the Service Contract termination provisions, together with the senior debt structural enhancements that underpin the senior debt. The Ba2 rating represents a high default probability, commensurate with a low speculative-grade rating, but is counteracted by an assumption of a low loss severity in the event that Metronet defaults on its debt obligations. Moody's believes that it is likely that Metronet's bankers will provide committed funding availability through the process of an Extraordinary Review, which has now been requested by BCV and is likely to be requested by SSL. It is in the interests of Metronet, its bankers and its shareholders to agree a negotiated solution that achieves this prior to the point where the relevant company runs out of cash. However, there is a material likelihood that this will not be the case, and, if left un- remedied for a period of time, the relevant company may become subject to a form of insolvency called PPP Administration. The rating agency understands that, in such circumstances, LUL may step in on behalf of the relevant company and must, as a direct obligation, meet the interest and principal payments that are due to the senior debt funders during that step-in period. If LUL does not exercise its step-in rights, the funders may subsequently require LUL to acquire the Service Contract (or as a collateral obligation purchase the infraco senior debt) in exchange for an Underpinned Amount, which is defined as a minimum of 95% of the senior debt outstanding at that time. Furthermore, if the LUL step-in period continues for 12 months or more, the funders can require the initiation of a sale process which would lead to the Service Contract being novated to an LUL nominee in exchange for an amount at least equivalent to the Underpinned Amount. Moody's is maintaining the ratings on review for further possible downgrade pending the outcome of negotiations between Metronet, its bankers and its shareholders. Moody's would expect to confirm existing ratings if an agreement is reached that would permit BCV Finco and SSL Finco to draw committed funding during the process of an Extraordinary Review. If this is not the case, and absent an alternative source of funding, the ratings will likely be downgraded further. As anticipated by Moody's, on June 21, 2007, BCV sought an Extraordinary Review, and SSL is expected to do the same later this year. The outcome of any Extraordinary Review is very uncertain given that it is an untested procedure, and Moody's believes that it is impossible to predict at this juncture how much of the additional costs that will be referred will be deemed by the PPP Arbiter as valid additional costs incurred economically and efficiently. The rating agency notes that the PPP Arbiter has previously concluded that, over the first three years of the BCV and SSL Service Contract, many activities were not conducted in an economic and efficient manner, although he acknowledged improvements in the 12 months to March 2006. The PPP Arbiter has indicated that an Extraordinary Review may take up to one year to conclude from the initial reference, although the PPP Arbiter has the option of awarding an interim increase in revenues if he concludes that one or both infrastructure companies require additional funding to meet economic and efficient costs prior to a final determination. Assuming that BCV and SSL recover access to committed funding, the Ba2 rating factors the uncertainty of outcome of the Extraordinary Review process. Metronet's financial position will likely be constrained during this period, until an understanding of its post review prospects are known. The level of recoveries of cost overruns that flow for the review process will then determine Metronet's prospects over the medium term. Following this rating action, Metronet Rail BCV Finance plc has these guaranteed debt ratings outstanding: -- GBP350 million Guaranteed Secured Fixed-Rate Bonds due 2032: Aaa (guaranteed by Ambac Assurance U.K. Limited). -- GBP165 million Guaranteed Secured Index Linked Bonds due 2032: Aaa (guaranteed by Financial Security Assurance (U.K.) Limited). These ratings of Metronet Rail BCV Finance plc are outstanding: -- Underlying Ratings of the above two bonds: Ba2, on review for downgrade. -- GBP510 million of senior secured bank loan facilities: Ba2, on review for downgrade. Further to this rating action, Metronet Rail SSL Finance Plc has these guaranteed debt ratings outstanding: -- GBP350 million Guaranteed Secured Fixed-Rate Bonds due 2032: Aaa (guaranteed by Financial Security Assurance (U.K.) Limited) -- GBP165 million Guaranteed Secured Index Linked Bonds due 2032: Aaa (guaranteed by Ambac Assurance UK Limited) These ratings of Metronet Rail SSL Finance plc are outstanding: -- Underlying Ratings of the above two bonds: Ba2, on review for downgrade. -- GBP510 million of senior secured bank loan facilities: Ba2, on review for downgrade. Metronet Rail BCV Finance Plc is a financing conduit that raises finance and on-lends the proceeds to Metronet Rail BCV Limited, and Metronet Rail SSL Finance Plc is a financing conduit that raises finance and on-lends the proceeds to Metronet Rail SSL Limited. Metronet Rail BCV Limited and Metronet Rail SSL Limited are companies that provide infrastructure upgrade, operation and maintenance services to London Underground Limited under the terms of the Service Contracts which form part of the London Underground Public Private Partnership. PACIFIC CONTINENTAL: Taps Smith & Williamson as Administrators -------------------------------------------------------------- Stephen Robert Cork and Joanne Elizabeth Milner of Smith & Williamson Ltd. were appointed joint administrators of Pacific Continental Securities (U.K.) Ltd. (Company Number 04159357) on June 20. Smith & Williamson -- http://www.smith.williamson.co.uk/-- provides investment management, financial advisory and accountancy services to private clients, professional practices, mid to large corporates and non-profit organizations. The company can be reached at: Pacific Continental Securities (U.K.) Ltd. 80 Cannon Street City of London London EC4N 6HL England Tel: 020 7769 7769 Fax: 020 7769 7789 PEATLING SADDLERY: Hires Liquidator from Tenon Recovery ------------------------------------------------------- Dilip K. Dattani of Tenon Recovery was appointed liquidator of Peatling Saddlery Ltd. on May 31 for the creditors’ voluntary winding-up procedure. Tenon Recovery -- http://www.tenongroup.com/-- provides accounting and business advice to owner-managed and private business. The company can be reached at: Peatling Saddlery Ltd. Kibworth Road Wistow Leicester Leicestershire LE8 0QF England QUALITY AUTO: Peter O’Hara Leads Liquidation Procedure ------------------------------------------------------ Peter O’Hara was appointed liquidator of Quality Auto Parts Ltd. on May 30 for the creditors’ voluntary winding-up procedure. The company can be reached at: Quality Auto Parts Ltd. 8 Network Centre Boothroyds Way Featherstone Pontefract WF7 6EN England Tel: 01977 706 060 RANK GROUP: Expects Smoking Ban to Affect Second Half Profits ------------------------------------------------------------- Rank Group plc has maintained its solid start to the year, delivering 5% growth in like-for-like revenue for the first 25 weeks to June 24, 2007. All of the group’s businesses grew like-for-like revenue against the same period in 2006. As a result of this revenue performance and of the cost saving measures introduced last year, the group delivered strong growth in operating profit in the period. However, as stated previously, the impact of changes to casino taxation and the anticipated effects of the smoking ban in England are likely to hold back profit performance in the second half of the year. Like-for-like Total revenue revenue (adjusted for club openings, disposals & closures) Mecca Bingo 1% (2)% Top Rank Espana 3% 3% Grosvenor Casinos 4% 0% Blue Square 37% 37% Group 5% 2% Mecca Bingo Mecca Bingo grew like-for-like revenue by 1% with a 7% increase in spend per head and a 5% decline in admissions. Rank’s clubs in England and Wales grew like-for-like revenue by 3% with spend per head up 7% and admissions down 3%. In Scotland, where the group operates 14 clubs, Mecca Bingo's like-for-like revenue declined 10% since the start of 2007, with 3% growth in spend per head only partly off-setting a 13% decline in admissions. In the 12-week period from the end of March (which marked the anniversary of the ban's introduction in 2006) the rate of revenue decline slowed to 1%, and in recent weeks Rank has begun to see some early signs of recovery. In Wales, where Rank operates three clubs, the group has seen revenue fall by 5% on a like-for-like basis since the introduction of a smoking ban on April 2, 2007. Top Rank Espana Top Rank Espana, Rank’s Spanish bingo clubs business grew revenue by 3% as it continued to recover from the effects of the partial smoking ban introduced in 2006. Grosvenor Casinos Grosvenor Casinos grew like-for-like revenue by 4% with a 5% increase in spend per head and a 1% decline in admissions. This performance reflects a return to growth in admissions since the start of the second quarter (as Rank anticipated at the time of its AGM trading statement in May) and an acceleration in revenue growth. However, the impact of changes to casino gaming duty, which were implemented on April 1, 2007, diluted the business's profit growth in the period. Blue Square Blue Square maintained its strong rate of revenue growth with continued good performances in both gaming and in sportsbook. Headquartered in London, United Kingdom, Rank Group PLC -- http://www.rank.com/-- is an international leisure and entertainment company. The Group provides services to the film industry, including film processing, video duplication and cinema exhibition. The Group's leisure and entertainment activities entail gambling services, encompassing Mecca Bingo Clubs and Grosvenor Casinos, and owned and franchises Hard Rock cafes. * * * As reported in the TCR-Europe on April 24, Moody's Investors Service downgraded to B2 (from Ba3) the debt ratings of the US$100-million guaranteed notes due 2008 and US$14.3-million guaranteed notes due 2018 at Rank Group Finance Plc. According to the Loss Given Default methodology, Moody's has also assigned: -- a probability of default rating of Ba3 to the corporate family; and -- an LGD assessment of LGD5 and an LGD rate of 84% to the 2008 and 2018 notes. The Ba3 corporate family rating and Negative outlook are not affected. Affected ratings are as follows: -- A probability of default rating of Ba3 has been assigned to Rank. -- The rating on the US$100 million Guaranteed notes due 2008 at Rank Group Finance (guaranteed by Rank) downgraded to B2 from Ba3. An LGD5 and 84% LGD rate has been assigned. -- The rating on the US$14.3 million Guaranteed notes due 2018 at Rank Group Finance (guaranteed by Rank) downgraded to B2 from Ba3. An LGD5 and 84% LGD rate has been assigned. At the same time, Standard & Poor's Ratings Services revised its outlook on U.K.-based gaming company The Rank Group PLC to negative from stable. At the same time, the 'BB-' long-term and 'B' short-term corporate credit ratings were affirmed. In December 2006, Fitch Ratings affirmed The Rank Group Plc's Issuer Default ratings at B+ with Negative Outlook, senior unsecured rating at B+ and Short-term rating at B. The ratings are simultaneously withdrawn. RSW CLOTHING: Appoints N. A. Bennett as Liquidator -------------------------------------------------- N. A. Bennett of Leonard Curtis was appointed liquidator of RSW Clothing Ltd. (formerly Extreme Shops (UK) Ltd.) on May 16 for the creditors’ voluntary winding-up procedure. The company can be reached at: RSW Clothing Ltd. Unit 5 Tachbrook Link Tachbrook Park Drive Warwick CV34 6SN England Fax: 01926 889 213 SEA CONTAINERS: Creditor Panel Raises Concerns on DIP Financing --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Sea Containers Services, Ltd. and its debtor-affiliates has raised certain ongoing concerns regarding the proposed US$176 million Debtor- in-Possession Financing Facility. These concerns include the: (i) valuation of Sea Containers SPC Ltd.; (ii) provisions of the DIP Facility that favor the individual bondholder members of the Official Committee of Unsecured Creditors of Sea Containers Ltd.; and (iii) risks associated with foreclosure under the Securitization Facility. There are material facts in dispute relating to the value of SPC, David Stratton, Esq., at Pepper Hamilton LLP, in Wilmington, Delaware, explains to the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware. The SCSL Committee has been provided with information demonstrating differing points of view on the value of SPC. The value of SPC is one component necessary to assess the appropriateness of the DIP Facility inasmuch as SCL is assuming the credit risk of the DIP Facility, and the SCSL Committee wants to ensure the value of SPC would not create directly or indirectly a default under the DIP Facility including the representations, covenants, and default provisions. While the SCSL Committee recognizes that it may make senseSEA CONTAINERS to proceed with the DIP Facility in the face of some valuation risk, the SCSL Committee does not support issuing a blank check in that regard, Mr. Stratton says. The SCSL Committee believes that additional facts are needed to clarify the issues related to valuation. The deposition testimony of Michael Berkowitch of PricewaterhouseCoopers, the Debtors' financial advisors, and Roger Passal of TranSystems may provide clarification on valuation issues, Mr. Stratton tells the Court. The SCSL Committee reserves its rights with respect to the valuation issues until after the appropriate evidence has been submitted. Mr. Stratton also notes that the proposed DIP Lenders are SCL Committee Bondholders and hold substantial prepetition claims against SCL. In light of the dual roles of the SCL Committee Bondholders/DIP Lenders, the SCSL Committee is intensely focused on scrutinizing the terms of the DIP Facility. According to Mr. Stratton, the SCSL Committee has identified a number of problematic terms in the DIP Facility. The SCSL Committee has discussed its specific concerns with the Debtors, and has made those concerns available to the DIP Lenders. The SCSL Committee plans to continue to engage in discussions with relevant parties in hope of resolving those concerns. The SCSL Committee reserves all rights to the extent the DIP Lenders do not accede to the SCSL Committee's requests. Mr. Stratton further points out that foreclosure under the Securitization Facility itself is capable of producing economic detriments to the estates that may outweigh any adverse valuation determinations. The SCSL Committee is evaluating these risks and reserves all rights in respect thereto. Pursuit of the DIP Facility involves a careful weighing of competing considerations and risks. At this moment, the SCSL Committee needs to assess additional information before deciding to support or object to the DIP Facility, Mr. Stratton says. Debtors Address DIP Objections The DIP objections are ill-founded and should be overruled, the Debtors tell Judge Carey. Robert D. Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware, reiterates that the Debtors are powerless to prevent foreclosure under the prepetition Securitization Facility except by renegotiation with the Securitization Facility lenders or repayment of that facility. Because of the facility's bankruptcy-remote structure, neither Sea Containers SPC Ltd. as borrower, or SPC Holdings Ltd. as guarantor, can, as a practical matter, seek protection under the Bankruptcy Code. The Debtors could do nothing and allow foreclosure; they could negotiate an expensive and likely unworkable amendment of the existing bankruptcy-remote obligations; or they could borrow funds to repay the Securitization Facility, Mr. Brady says. GE Capital Container SRL, GE Capital Container Two SRL and GE SeaCo SRL, in their objection, contort the applicable legal standards under Sections 363 and 364 of the Bankruptcy Code, Mr. Brady contends. Courts evaluate on a case-by-case basis the need for, and the terms of, a DIP financing arrangement, Mr. Brady points out. The touchstone of this inquiry is the debtor's business judgment, to which courts generally defer. In the Debtors' business judgment, based on extensive analysis and exploration of options over a period of more than three months, the proposed DIP Financing is necessary to avoid a significant risk of loss of value and litigation exposure related to a potential foreclosure on assets pledged in support of the Securitization Facility, Mr. Brady contends. The DIP Motion contemplates repaying the Noteholders through a capital contribution from SCL to Holdings, which would then be contributed to SPC. The U.S. Trustee says the proposal is an "investment" that must comply with Section 345. Mr. Brady, however, points out that the plain language and legislative history of Section 345 indicate that Congress intended to cover situations where a debtor deposits idle cash or cash equivalents. Section 345 does not apply to capital expenditures or refinancing transactions, which are governed by Sections 363 and 364. In In re Foamex Int'l, No. 05-12685 (PJW), the U.S. Trustee argued that Section 345 applied to the debtor's request to fund a subsidiary's entry into a joint venture, Mr. Brady notes. The Foamex court, however, overruled the objection stating that the proposal was a Section 363 issue. Mr. Brady clarifies that the proposed transaction is not a cross-collateralization. The Noteholders under the Securitization Facility will not improve their position by getting paid; they merely get the benefit of their bargain, Mr. Brady explains. Prior to the bankruptcy filing, the Noteholders obtained a structural priority over all of the Debtors' creditors by making an asset-backed loan to a bankruptcy-remote entity, Mr. Brady relates. GE SeaCo is fully aware of this deal, Mr. Brady adds. Contrary to the U.S. Trustee's arguments, the only benefit gained by the proposed DIP Lenders vis-a-vis their prepetition, unsecured claims is preservation of the bankruptcy estates, which will benefit all unsecured creditors, Mr. Brady tells the Court. The DIP Lenders do not enjoy an advantage in recovering on their prepetition unsecured claims, Mr. Brady states. "The DIP Facility is not the product of any insider transaction negotiated and documented behind closed doors," Mr. Brady clarifies. While the lenders are current unsecured creditors of SCL serving on SCL's creditor committee, they have not sought to obtain any special treatment for their existing unsecured claims; their unsecured claims are and will continue to be governed by the same prepetition indentures that apply to the other unsecured bondholders in the cases, Mr. Brady maintains. At the hearing on the DIP Motion, the Debtors will present expert testimony on valuation of SPC's container assets. The Debtors believe that SPC has positive equity value or, in a downside scenario, that the value of SPC's container assets is only slightly lower than the amount of the Term Loan. According to Mr. Brady, the Debtors pursued a possible restructuring of the Securitization Facility in lieu of the DIP Facility. Ultimately, no proposal advanced by the Noteholders was as good, taken as a whole, as the terms of the DIP Facility. The Noteholders' proposal for a long-term restructuring of the Securitization Facility, Mr. Brady relates, required a parent guarantee from SCL of US$25,000,000, plus the possibility of additional required cash infusions from the parent. The Debtors are also required to pay sizeable fees. The Debtors also would face the continuing threat of default and foreclosure. Foreclosure would have harmful operational and strategic implications for GE SeaCo, and therefore to the value of SCL's 50% equity stake in GE SeaCo, which is SCL's most valuable asset, Mr. Brady adds. A foreclosure sale of either SPC's stock or the GE SeaCo Class B quotas owned by SCL that were pledged to the Noteholders would introduce at least one new party into the joint venture. It is unclear whether the new holders after a foreclosure would have any interest in, or particular expertise with, the shipping container business, Mr. Brady explains. Foreclosure would also increase SCL's exposure to litigation and contracted-based claims, Mr. Brady adds. GE Capital, et al.'s Pretrial Statement GE Capital Container SRL, GE Capital Container Two SRL, GE SeaCo SRL, and the Office of the United States Trustee for Region 3 have submitted to the Court a joint pretrial statement with respect to the Debtors' DIP Motion. Among others, GE Capital, et al., will ask the Court to: -- review the factors SCL relied upon in exercising its business judgment to enter into the DIP Facility; -- find whether a heightened scrutiny test should be applied in light of the proposed structure and use of the loan proceeds, which is to make a capital contribution in a non-Debtor subsidiary; -- find whether the value of SPC's assets and SCL's B Quotas, standing alone and without consideration of any other reason, is sufficient to justify granting to the proposed DIP Lenders a superpriority claim against the Debtors and a first priority lien on specific assets of SCL; and -- find whether foreclosure on SPC's containers and contract rights, and SCL's B Quotas will jeopardize the value of SCL's A Quotas, increase claims against SCL that would not otherwise be asserted, and eliminate the inherent value to SCL in retaining SPC's assets and the B Quotas so as to justify granting to the proposed DIP Lenders a superpriority claim against the Debtors and a first priority lien on specific assets of SCL. GE Capital, et al., will call on these witnesses at the DIP hearing: 1. Laura Barlow, the Debtors' chief financial officer and chief restructuring officer, to testify to the facts set forth in the Debtors' request; 2. Michael Berkowitch, a director at PwC, the Debtors' financial advisors, to testify concerning the advice and assistance the firm provided to the Debtors in connection with the entry into the DIP Facility; 3. Antonios Basoukeas, GE Seaco's chief financial officer, to testify regarding the facts asserted in the GE Parties' objection; 4. Roger Passal of TranSystems to testify regarding his valuation of the assets to which SPC's lenders have recourse and the basis for his opinion on the value of the SPC Recourse Assets; and 5. Michael Panacio, a bankruptcy analyst with the U.S. Trustee's office. Mr. Berkowitch is a designated expert by the Debtors. Mr. Passal is a designated expert by the GE Parties. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers Ltd. disclosed total assets of $62,400,718 and total liabilities of $1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 20; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) The Court extended the Debtors' exclusive period to file a Plan of Reorganization to Sept. 28, 2007. SEA CONTAINERS: Trustee Drops Mariner, Dune & Trilogy from Panel ---------------------------------------------------------------- Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, has issued a notice disbanding the Official Committee of Unsecured Creditors appointed in Sea Containers, Ltd. and its debtor- affiliates' cases, citing conflict of interest with respect to three of the Committee members. Panel members Trilogy Capital, LLC, Dune Capital, LLC, and Mariner Investment Group, Inc., have committed to extend up to US$176,500,000 in postpetition financing to the Debtors. The proposed DIP Facility is pending approval before the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware. Because Trilogy, Dune Capital, and Mariner Investment Group will become secured and superpriority claimants, the Trustee removes them from the SCL Committee, David L. Buchbinder, Esq., says on behalf of the U.S. Trustee. HSBC Bank, National Association as Indenture Trustee is the sole remaining SCL Committee member, Mr. Buchbinder adds. The U.S. Trustee will convene a meeting on June 28, 2007, at 11:00 a.m. at J. Caleb Boggs Federal Building, 844 N. King Street, Room 2112, in Wilmington, to reformulate a committee of unsecured creditors. The U.S. Trustee has circulated a questionnaire among the remaining largest unsecured creditors of the Debtors' estate. Any interested unsecured creditor may seek participation on the Committee by completing the questionnaire. Debtors & SCL Panel Want Disbandment Stayed The Debtors and the Official Committee of Unsecured Creditors for Sea Containers, Ltd., on Monday asked the Court to schedule an emergency status conference that same day with regard to the U.S. Trustee's notice of disbandment of the SCL Committee. The Debtors and the SCL Committee urged the Court to stay the U.S. Trustee from disbanding the SCL Committee or removing its members, and from appointing new committee members. The Debtors and the SCL Committee also asked Judge Carey to find that the SCL Committee remains a party-in-interest, with standing to appear, pending a hearing -- on notice -- regarding issues of committee dissolution and composition. "The Debtors and the SCL Committee cannot overemphasize their dismay at the US Trustee's actions," Robert D. Brady, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware, said. Mr. Brady explained that at the May 8, 2007 hearing on the Debtors' request for approval of a commitment letter for the proposed DIP Facility, the U.S. Trustee indicated "we don't have any problem with [the Committee Letter Motion] to the extent all it seeks to do is approve a commitment letter, provide for the payment of fees and expenses and provide for a limited form of indemnification. No committee member has been removed yet. That matter is before the Court at this time." "As a result, counsel for the Debtors and the SCL Committee left the courtroom that day understanding that any action by the US Trustee to remove the SCL Committee members would occur only after notice, briefing and hearing," Mr. Brady said. Following the hearing, the proposed DIP Lenders tried to reach a consensual resolution that would alleviate the U.S. Trustee's concerns. The U.S. Trustee never responded to the proposed Lenders' position paper on May 14, which cited numerous cases showing that no conflict of interest exists at this time. The Lenders offered to resign from the SCL Committee if a conflict -- like an uncureSEA CONTAINERSd event of default -- were to arise. "The US Trustee should not have acted before the proposed DIP Lenders became actual DIP Lenders and before attempting to reach a consensual resolution," Mr. Brady pointed out. The U.S. Trustee has put the Debtors and the SCL Committee in an impossible position, Mr. Brady argued. The Disbandment Notice is inconsistent on whether the SCL Committee still exists, Mr. Brady said. On the one hand, the Notice states that the SCL Committee has been disbanded. On the other hand, it states that HSBC "is the sole remaining Committee member," Mr. Brady noted. Disbanding the current SCL Committee would negatively impact reorganization efforts and greatly hinder efforts to maximize value for all creditors, Mr. Brady argued. Introducing a new committee to the case on short notice will require massive expenditure of time and money to get a new committee "up to speed," he said. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On Oct. 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady, Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, represent the Debtors in their restructuring efforts. The Official Committee of Unsecured Creditors and the Financial Members Sub-Committee of the Official Committee of Unsecured Creditors of Sea Containers Ltd. is represented by William H. Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris, Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s Official Committee of Unsecured Creditors is represented by attorneys at Willkie Farr & Gallagher LLP. In its schedules filed with the Court, Sea Containers Ltd. disclosed total assets of $62,400,718 and total liabilities of $1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 20; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) The Court extended the Debtors' exclusive period to file a Plan of Reorganization to Sept. 28, 2007. SERVOTEST SYSTEMS: Brings In Administrators from Vantis ------------------------------------------------------- Geoffrey Paul Rowley and Simon Elliot Glyn of Vantis were appointed joint administrators of Servotest Systems Ltd. (Company Number 04404774) on June 20. Headquartered in United Kingdom, Vantis Plc (fka Vantis Numerica) -- http://www.vantisplc.com/-- provides accounting, business and tax advisory services in the United Kingdom. The company can be reached at: Servotest Systems Ltd 245 Buckingham Avenue Slough SL1 4PJ England Tel: 020 8707 1400 SHICO INDUSTRIAL: Taps Stephen Goderski to Liquidate Assets ----------------------------------------------------------- Stephen Goderski was appointed liquidator of Shico Industrial Footwear Ltd. (formerly Shico (U.K.) Ltd.) on May 18 for the creditors’ voluntary winding-up proceeding. The company can be reached at: Shico Industrial Footwear Ltd. 35 Morris Road Leicester LE2 6BR England Tel: 011 6270 3795 Fax: 0116 270 1174 STRIDE SOUTH: Brings In Liquidators from RMT -------------------------------------------- Anthony Alan Josephs and Linda Ann Farish of RMT were appointed joint liquidators of Stride (South Tyneside) Ltd. on May 30 for the creditors’ voluntary winding-up proceeding. The company can be reached at: Stride (South Tyneside) Ltd. Wyvestow Lodge 2 Sunderland Road South Shields NE33 4UR England Tel: 0191 496 7963 Fax: 0191 454 4998 VARIETAL DISTRIBUTION: Reports Results of Notes Tender Offer ------------------------------------------------------------ Varietal Distribution Merger Sub Inc., formerly VWR International Inc., received tenders and consents, as of the consent payment deadline set on June 12, 2007, with respect to: -- $318,135,000 aggregate principal amount, or 99.42% of the total outstanding 8% senior subordinated notes due 2014 issued by VWR; -- $200,000,000 aggregate principal amount, or 100% of the total outstanding 6-7/8% senior notes due 2012 issued by VWR; -- $324,530,000 aggregate principal amount, or 92.72% of the total outstanding senior floating rate notes due 2011 issued by CDRV Investors Inc.; and -- $481,000,000 aggregate principal amount, or 100% of the total outstanding 9-5/8% senior discount notes due 2015 issued by CDRV Investment Holdings Corporation. Tender offers and consent solicitations in connection with its proposed acquisition of CDRV Investors expired midnight, New York City time, on June 28, 2007. Holders that validly tendered their notes and validly delivered consent prior to 5 p.m., New York City time, on June 12, 2007, will be entitled to receive the total consideration for each applicable series of notes. Holders that validly tendered their notes after the consent payment deadline and prior to the expiration time will be entitled to receive the tender offer consideration for each applicable series of notes. The table below sets the total consideration and tender offer consideration for the notes under the terms of the tender offers, assuming a June 29, 2007, payment date. Tender Offer Total Consent Tender Offer Notes CUSIP No. Yield Consideration Payment Consideration ---- --------- ----- ------------- ------- ------------- 8% Senior Sub. Notes due 2014 918437AD6 5.519% $1,077.99 $30 $1,047.99 6-7/8% Sr. Notes due 2012 918437AB0 5.56% $1,042.88 $30 $1,012.88 Sr. Fltng Rate Notes due 2011 12513BAC4 N/A $1,000.00 $30 $970.00 9-5/8% Sr. Discount Notes due 2015 12513BAB6 5.523% $914.39 $30 $884.39 The total consideration and tender offer consideration for the floating rate notes were specified in the offer to purchase and consent solicitation statement dated May 30, 2007, and remain unchanged. Additionally, holders with valid tenders will be paid accrued and unpaid interest from the last interest payment date on the notes, to, but not including, the payment date, payable on the payment date. Each issuer has executed supplemental indentures with Wells Fargo Bank, N.A., as trustee, effectuating proposed amendments to the indentures governing each series of notes, as described in the offer to purchase. The supplemental indentures will not become effective until the acceptance of the notes for purchase by the purchaser pursuant to the terms and conditions of the offer to purchase. The tender offers and consent solicitations are being made in connection with the acquisition. The purchaser expects to finance the tender offers using a portion of the net proceeds of the financing transactions related to the acquisition, including borrowings under a new senior secured credit facility and the issuance of new senior notes and senior subordinated notes. The purchaser expects the acquisition to close on June 29, 2007. The purchaser's obligation to accept for purchase, and to pay for, any series of notes validly tendered in the tender offers is subject to the satisfaction of certain conditions including: (i) there being validly tendered and not withdrawn at least a majority of the aggregate principal amount of the notes of such series, the receipt of the requisite consents necessary to amend the applicable indenture relating to such series of notes; and (ii) the substantially concurrent consummation of the acquisition and the completion of the related financing transactions, resulting in the receipt by the purchaser of proceeds in an amount sufficient to refinance indebtedness of CDRV Investors that is required to be repaid pursuant to the terms of the merger agreement, each as described in more detail in the offer to purchase. The purchaser has retained Goldman, Sachs & Co. to serve as dealer manager and solicitation agent and D.F. King & Co., Inc. to serve as information agent and depositary for the tender offers and consent solicitations. Requests for documents may be directed to: D.F. King & Co., Inc. Telephone: (800) 431- 9643 (toll free) (212) 269-5550 (collect) Questions regarding the tender offers and consent solicitations should be directed to: Goldman, Sachs & Co. Telephone: (800) 828-3182 (toll free) (212) 357-0775 (collect) This announcement is not an offer to purchase, nor a solicitation of an offer to purchase, or a solicitation of tenders or consents with respect to, any notes. The tender offer and consent solicitation are being made solely pursuant to the offer to purchase. About Varietal Distribution Headquartered in West Chester, Pennsylvania, Varietal Distribution Merger Sub, Inc. fka VWR International Inc. -- http://www.vwr.com/-- is engaged in the distribution of scientific products. It serves more than 250,000 customers in the life science, industrial, governmental, health care and educational markets, and also offers production supplies and services for electronic and pharmaceutical production. The company offers more than 750,000 products, from more than 5,000 manufacturers, to over 250,000 customers throughout North America and Europe. In Europe, VWR International maintains operations in Austria, Belgium, Sweden, Ireland, Portugal, Italy, Germany and the United Kingdom. * * * As reported in the Troubled Company Reporter on June 11, 2007, Moody's Investors Service assigned a B3 corporate family rating to Varietal Distribution Merger Sub Inc., formerly VWR International Inc. Moody's will be withdrawing ratings assigned to VWR International Inc., CDRV Investors Inc. and CDRV Investment Holdings Corporation. The ratings outlook is stable. VARIETAL DISTRIBUTION: Inks Pact to Buy Bie & Berntsen in Cash -------------------------------------------------------------- Varietal Distribution Merger Sub Inc., formerly VWR International Inc., through one of its indirect, wholly owned subsidiaries, entered into a definitive agreement to acquire Bie & Berntsen A-S. The transaction is expected to be completed in July 2007, and will be funded with available cash. The closing of the transaction is subject to customary closing conditions, including the receipt of regulatory approvals. About Bie & Berntsen Bie & Berntsen distributes laboratory equipment, chemicals and consumables to customers in the pharmaceutical, biotech, healthcare and environmental sectors in Denmark. Bie & Berntsen also offers services, including technical training and consultancy services, product servicing, calibration and repair. Bie & Bernsten had revenues of about US$27 million for the year ended Dec. 31, 2006, and has about 90 employees, all of whom are based in Denmark. About Varietal Distribution Headquartered in West Chester, Pennsylvania, Varietal Distribution Merger Sub, Inc. fka VWR International -- http://www.vwr.com/-- is engaged in the distribution of scientific products. It serves more than 250,000 customers in the life science, industrial, governmental, health care and educational markets, and also offers production supplies and services for electronic and pharmaceutical production. The company offers more than 750,000 products, from more than 5,000 manufacturers, to over 250,000 customers throughout North America and Europe. In Europe, VWR International maintains operations in Austria, Belgium, Sweden, Ireland, Portugal, Italy, Germany and the United Kingdom. * * * As reported in the Troubled Company Reporter on June 11, 2007, Moody's Investors Service assigned a B3 corporate family rating to Varietal Distribution Merger Sub Inc., formerly VWR International Inc. Moody's will be withdrawing ratings assigned to VWR International Inc., CDRV Investors Inc. and CDRV Investment Holdings Corporation. Moody's said the ratings outlook is stable. WALTON MOTORS: Calls In Liquidators from The P&A Partnership ------------------------------------------------------------ John Russell and Andrew Philip Wood of The P&A Partnership were appointed joint liquidators of Walton Motors (Humberside) Ltd. on May 29 for the creditors’ voluntary winding-up proceeding. The P&A Partnership (aka Poppleton and Appleby) -- http://www.thepandapartnership.com/-- acts for all clearing banks and a growing number of factors and asset lenders. Its clients include multinational PLCs, SMEs, financial institutions, accountants, solicitors and business advisors. The company can be reached at: Walton Motors (Humberside) Ltd. 65-66 Park Street Hull HU2 8TA England Tel: 01482 224 950 WESTERN RESPONSE: Hires Liquidators from PricewaterhouseCoopers --------------------------------------------------------------- Paul William Harding and Derek Anthony Howell of PricewaterhouseCoopers LLP were appointed joint liquidators of Western Response Ltd. (formerly Phone Service Europe Ltd.) on May 30 for the creditors’ voluntary winding-up procedure. PricewaterhouseCoopers LLP -- http://www.pwcglobal.com/-- provides auditing services, accounting advice, tax compliance and consulting, financial consulting and advisory services to clients in a variety of industries. The company can be reached at: Western Response Ltd. 95 Holmbush Road Cornwall PL25 3LJ England Tel: 0870 511 0135 WILKLEEN INDUSTRIAL: Appoints Gary J. Corbett as Liquidator ----------------------------------------------------------- Gary J. Corbett of Milner Boardman & Partners was appointed liquidator of Wilkleen Industrial Services Ltd. (formerly Wilkleen Ltd.) on May 31 for the creditors’ voluntary winding-up procedure. Milner Boardman -- http://www.milnerboardman.co.uk/-- provides financial accounting and business advisory services. The company can be reached at: Wilkleen Industrial Services Ltd. Higher Ardwick Manchester M12 6DA England Tel: 0151 356 7376 WINE PORTFOLIO: Hires Neil Chesterton to Liquidate Assets --------------------------------------------------------- Neil Chesterton of The MacDonald Partnership Plc was appointed liquidator of Wine Portfolio Ltd. on May 29 for the creditors’ voluntary winding-up proceeding. The company can be reached at: Wine Portfolio Ltd. 16 Warner Street Camden London EC1R 5HA England Tel: 020 7843 1600 Fax: 020 7843 1601 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than US$3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Thursday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. 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