/raid1/www/Hosts/bankrupt/TCRLA_Public/110330.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
L A T I N A M E R I C A
Wednesday, March 30, 2011, Vol. 12, No. 63
Headlines
B O L I V I A
AMR CORP: David Boren to Retire From Board Effective May 17
B R A Z I L
ALLY FINANCIAL: Registers Series A Preferred Stock With NYSE
ALLY FINANCIAL: Modifies Terms of Series A Preferred Stock
LEXICON UNITED: Jeffrey Nunez Resigns as Officer & Director
C A Y M A N
ARMADILLO MANAGEMENT: Creditors' Proofs of Debt Due April 28
CMA GLOBAL: Creditors' Proofs of Debt Due April 25
CROSS STAFF: Creditors' Proofs of Debt Due April 28
CROSS STAFF: Creditors' Proofs of Debt Due April 28
CROSS STAFF: Creditors' Proofs of Debt Due April 28
CROSS STAFF PLUS: Creditors' Proofs of Debt Due April 28
DOMINION PENSION: Creditors' Proofs of Debt Due April 28
DTAP CAPITAL: Creditors' Proofs of Debt Due April 28
DTAP CAPITAL: Creditors' Proofs of Debt Due April 28
EAGLE IAM: Creditors' Proofs of Debt Due May 4
FORTUNE ALLY: Creditors' Proofs of Debt Due April 28
INVEST AD: Creditors' Proofs of Debt Due April 28
INVEST AD: Creditors' Proofs of Debt Due April 28
MINUTES OFFSHORE: Creditors' Proofs of Debt Due April 26
SUNWESTERN INVESTMENT: Creditors' Proofs of Debt Due May 2
GP HOSPITALITY: Creditors' Proofs of Debt Due April 8
GP HOSPITALITY: Members' Final Meeting Set for April 28
INTERNATIONAL MEAL: Creditors' Proofs of Debt Due April 8
INTERNATIONAL MEAL: Members' Final Meeting Set for April 29
INTERNATIONAL MEAL CO: Creditors' Proofs of Debt Due April 8
INTERNATIONAL MEAL CO: Members' Final Meeting Set for April 28
M E X I C O
GRUMA SAB: S&P Raises Long-Term Corporate Credit Rating to 'BB-'
VITRO SAB: Investors Object to U.S. Units Financing from Parent
WOLVERINE TUBE: Disclosure Statement Hearing Adjourned to March 30
P U E R T O R I C O
A+HC HOLDING: Files Amended Schedules of Assets and Liabilities
A+HC HOLDING: Has Access to BPPR Cash Collateral Until Aug. 31
BORDERS GROUP: Wins Final Nod to Pay Employee Obligations
BORDERS GROUP: Begins Liquidation of 26 Additional Stores
BORDERS GROUP: Publishers Remain Cautious of Borders Ch. 11 Plan
BORDERS GROUP: Proposes Key Employee Bonus/Retention Plans
JOHNNY ROCKETS: Burger Chain Has More Than $2.9 Mil. in Debt
MORGANS HOTEL: Gery Yoav Does Not Own Any Securities
T R I N I D A D & T O B A G O
CLICO INVESTMENT: Has 3 Weeks To Get OK To Refute Loan Defendants
- - - - -
=============
B O L I V I A
=============
AMR CORP: David Boren to Retire From Board Effective May 17
-----------------------------------------------------------
David L. Boren notified AMR Corporation and American Airlines,
Inc., that he plans to retire from the Board of Directors of each
company, effective May 17, 2011.
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. As of Dec. 31, 2009, American provided scheduled jet
service to approximately 160 destinations throughout North
America, the Caribbean, Latin America, Europe and Asia.
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.
The Company's balance sheet at Dec. 31, 2010, showed
$25.09 billion in total assets, $29.03 billion in total
liabilities and a $3.94 billion stockholders' deficit.
AMR recorded a net loss of $471 million in the year 2010, a net
loss of $1.5 billion in 2009, and a net loss of $2.1 billion in
2008.
* * *
AMR carries a 'CCC' issuer default rating from Fitch Ratings,
'Caa1' corporate family and probability of default ratings
from Moody's, and a 'B-' corporate credit rating from Standard &
Poor's.
In November 2010, Standard & Poor's Ratings Services revised its
outlook on AMR Corp. and its major operating subsidiary, American
Airlines Inc., to stable from negative, based on AMR's improved
operating performance, which has bolstered credit quality. S&P
also affirmed its 'B-' corporate credit rating and most issue
ratings on the two companies and lowered selected ratings on
American's enhanced equipment trust certificates.
===========
B R A Z I L
===========
ALLY FINANCIAL: Registers Series A Preferred Stock With NYSE
------------------------------------------------------------
Ally Financial Inc. filed with the U.S. Securities and Exchange
Commission a Form 8-A regarding the registration of its fixed
rate/floating rate perpetual preferred stock, Series A,
liquidation amount $25 per share, with the New York Stock
Exchange.
About Ally Financial
Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/
-- is one of the world's largest automotive financial services
companies. The company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake. Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.
The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc.
to advise on a range of issues, including strategic alternatives
for the mortgage business and repayment of taxpayer funds.
In January 2011, Standard & Poor's Ratings Services raised its
rating on the preferred stock of Ally Financial Inc. (Ally;
B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally
improved its liquidity position and alleviated some funding
pressure at its holding Company in recent months, making it easier
to meet obligations on its preferred stock. Nevertheless, the
Company faces significant debt maturities at its holding Company
in 2011 and 2012, which is reflected in the 'CC' rating.
In February 2011, Moody's Investors Service upgraded the issuer
and senior unsecured ratings of Ally Financial Inc. and its
supported subsidiaries to B1 from B3. Concurrently, Moody's
upgraded the senior secured (second lien) and senior unsecured
ratings of mortgage finance subsidiary Residential Capital LLC to
Caa3 and Ca, respectively, from C. The rating outlook for both
Ally and ResCap is stable.
Moody's said the Ally and ResCap upgrades reflect a decline in
ResCap's exposure to portfolio under-performance and mortgage
repurchase risks and an associated decrease in contingent risks to
Ally relating to its support of ResCap. Additional factors
supporting Ally's upgrade include its strengthened liquidity and
capital positions and prospects for continued profitability in its
core auto finance and mortgage businesses based upon positive
asset quality performance trends.
ALLY FINANCIAL: Modifies Terms of Series A Preferred Stock
----------------------------------------------------------
Ally Financial Inc. filed a Certificate of Amendment of Amended
and Restated Certificate of Incorporation with the Secretary of
State of the State of Delaware. Pursuant to the Amendment, Ally's
Certificate of Incorporation, which included the terms of Ally's
Fixed Rate Perpetual Preferred Stock, Series A, was amended to
modify certain terms of the Original Series A Preferred. As part
of the Amendment, the Original Series A Preferred was redesignated
as Ally's Fixed Rate/Floating Rate Perpetual Preferred Stock,
Series A and the liquidation amount was reduced from $1,000 per
share to $25 per share. The Amendment and a corresponding
amendment to Ally's bylaws also increased the authorized number of
shares of Amended Series A Preferred to adjust for the decreased
liquidation amount per share. The Amendment and the corresponding
amendment to Ally's Bylaws became effective March 25, 2011.
A full-text copy of the Amended and Restated Certificate of
Incorporation is available for free at http://is.gd/hGnBXW
Underwriting Agreement
On March 1, 2011, pursuant to a registration rights agreement
dated as of June 30, 2009, between Ally Financial Inc. and GM
Preferred Finance Co. Holdings LLC, GM HoldCo notified Ally of its
intent to sell shares of Ally's Fixed Rate Perpetual Preferred
Stock, Series A, liquidation amount $1,000, held by GM HoldCo as a
result of the conversion of GMAC LLC, the predecessor to Ally,
from a Delaware limited liability company into a Delaware
corporation in an underwritten public offering. On March 22,
2010, Ally filed a shelf registration statement relating to the
Existing Series A Preferred with the U.S. Securities and Exchange
Commission to facilitate such a resale.
On March 22, 2011, Ally entered into an Underwriting Agreement
with GM HoldCo and Credit Suisse Securities (USA) LLC, Deutsche
Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith
Incorporated and Barclays Capital Inc., as representatives of the
Underwriters named therein, pursuant to which GM HoldCo agreed to
sell to the Underwriters 40,870,560 shares of the Amended Series A
Preferred following the Amendment.
The offering is subject to customary closing conditions. Ally
will not receive any proceeds from the offering of the Amended
Series A Preferred.
A full-text copy of the Underwriting Agreement is available for
free at http://is.gd/9FWxSh
About Ally Financial
Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/
-- is one of the world's largest automotive financial services
companies. The company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3% stake. Private equity firm Cerberus Capital
Management LP keeps 14.9%, while General Motors Co. owns 6.7%.
The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc.
to advise on a range of issues, including strategic alternatives
for the mortgage business and repayment of taxpayer funds.
In January 2011, Standard & Poor's Ratings Services raised its
rating on the preferred stock of Ally Financial Inc. (Ally;
B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally
improved its liquidity position and alleviated some funding
pressure at its holding Company in recent months, making it easier
to meet obligations on its preferred stock. Nevertheless, the
Company faces significant debt maturities at its holding Company
in 2011 and 2012, which is reflected in the 'CC' rating.
In February 2011, Moody's Investors Service upgraded the issuer
and senior unsecured ratings of Ally Financial Inc. and its
supported subsidiaries to B1 from B3. Concurrently, Moody's
upgraded the senior secured (second lien) and senior unsecured
ratings of mortgage finance subsidiary Residential Capital LLC to
Caa3 and Ca, respectively, from C. The rating outlook for both
Ally and ResCap is stable.
Moody's said the Ally and ResCap upgrades reflect a decline in
ResCap's exposure to portfolio under-performance and mortgage
repurchase risks and an associated decrease in contingent risks to
Ally relating to its support of ResCap. Additional factors
supporting Ally's upgrade include its strengthened liquidity and
capital positions and prospects for continued profitability in its
core auto finance and mortgage businesses based upon positive
asset quality performance trends.
LEXICON UNITED: Jeffrey Nunez Resigns as Officer & Director
-----------------------------------------------------------
The board of directors of Lexicon United Incorporated accepted the
resignation of Jeffrey G. Nunez as an officer and director of the
Company effective as of March 24, 2011. Mr. Nunez' resignation
was for strictly personal reasons unrelated to any disagreement
with the Company. Concurrent with his resignation, Mr. Nunez
entered into a Consulting Agreement to provide transition services
to the Company.
Pursuant to the Consulting Agreement, Mr. Nunez agreed to provide
certain transition services to the Company for a period of one
year from March 24, 2011, in connection with her resignation as an
officer and director of the Company. Specifically, Mr. Nunez
agreed to provide these services to the Company:
(a) Mr. Nunez Will be available to work with the Company on all
matters related to the transition resulting from the
Consultant's resignation as an officer and director of the
Company;
(b) Mr. Nunez will be available in order to provide the Company
with a presence in the United States to deal with matters
requiring such presence;
(c) Mr. Nunez will be available to assist the Company in
negotiating the terms of various business and finance
transactions; and
(d) Mr. Nunez will be available to the Company to advise the
Company on corporate governance matters.
In consideration of those services, and subject to the terms of
the Consulting Agreement, the Company agreed to pay Mr. Nunez an
aggregate of $30,000, payable in 12 monthly installments over the
term of the Consulting Agreement.
A full-text copy of the Consulting Agreement is available for free
at http://is.gd/NXTBc7
About Lexicon United
Austin, Tex.-based Lexicon United Incorporated and its subsidiary,
ATN Capital e Participacoes Ltd., a Brazilian limited company, are
engaged in the business of purchasing, managing and collecting
defaulted consumer receivables for its own account and managing,
collecting and servicing portfolios of defaulted and charged-off
account receivables for large financial institutions in Brazil.
These receivables are acquired from consumer credit originators,
primarily credit card issuers in Brazil.
As reported in the Troubled Company Reporter on May 25, 2010,
Meyler & Company, LLC, in Middletown, N.J., expressed substantial
doubt about the Company's ability to continue as a going concern
following the Company's 2009 results. The independent auditors
noted that the Company continues to have negative cash flows from
operations, recurring losses from operations, and has a
stockholders' deficit.
The Company's balance sheet at Sept. 30, 2010, showed $3.02
million in total assets, $3.11 million in total liabilities,
and a stockholders' deficit of $86,505.
===========
C A Y M A N
===========
ARMADILLO MANAGEMENT: Creditors' Proofs of Debt Due April 28
------------------------------------------------------------
The creditors of Armadillo Management Ltd. are required to file
their proofs of debt by April 28, 2011, to be included in the
company's dividend distribution.
The company commenced liquidation proceedings on February 23,
2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street, George Town
Grand Cayman KY1-9005
Cayman Islands
CMA GLOBAL: Creditors' Proofs of Debt Due April 25
--------------------------------------------------
The creditors of CMA Global Investments Ltd. are required to file
their proofs of debt by April 25, 2011, to be included in the
company's dividend distribution.
The company commenced wind-up proceedings on February 23, 2011.
The company's liquidator is:
David Peter Martin Blair
Telephone: 0035318780807
Facsimile: 0035318780827
Custom House Fund Services (Ireland) Ltd.
25 Eden Quay
Dublin 1
Ireland
CROSS STAFF: Creditors' Proofs of Debt Due April 28
---------------------------------------------------
The creditors of Cross Staff Aquila Euro Plus Limited are required
to file their proofs of debt by April 28, 2011, to be included in
the company's dividend distribution.
The company commenced liquidation proceedings on March 2, 2011.
The company's liquidator is:
Stuart Sybersma
c/o Claudine Thompson
Deloitte
P.O Box 1787, Grand Cayman KY1-1109
Cayman Islands
Telephone: +1 (345) 814 2342
Facsimile: +1 (345) 949 8258
e-mail: cthompson@deloitte.com
CROSS STAFF: Creditors' Proofs of Debt Due April 28
---------------------------------------------------
The creditors of Cross Staff Aquila US$ Plus Limited are required
to file their proofs of debt by April 28, 2011, to be included in
the company's dividend distribution.
The company commenced liquidation proceedings on March 2, 2011.
The company's liquidator is:
Stuart Sybersma
c/o Claudine Thompson
Deloitte
P.O Box 1787, Grand Cayman KY1-1109
Cayman Islands
Telephone: +1 (345) 814 2342
Facsimile: +1 (345) 949 8258
e-mail: cthompson@deloitte.com
CROSS STAFF: Creditors' Proofs of Debt Due April 28
---------------------------------------------------
The creditors of Cross Staff Limited are required to file their
proofs of debt by April 28, 2011, to be included in the company's
dividend distribution.
The company commenced liquidation proceedings on March 2, 2011.
The company's liquidator is:
Stuart Sybersma
c/o Claudine Thompson
Deloitte
P.O Box 1787, Grand Cayman KY1-1109
Cayman Islands
Telephone: +1 (345) 814 2342
Facsimile: +1 (345) 949 8258
e-mail: cthompson@deloitte.com
CROSS STAFF PLUS: Creditors' Proofs of Debt Due April 28
--------------------------------------------------------
The creditors of Cross Staff Plus Limited are required to file
their proofs of debt by April 28, 2011, to be included in the
company's dividend distribution.
The company commenced liquidation proceedings on March 2, 2011.
The company's liquidator is:
Stuart Sybersma
c/o Claudine Thompson
Deloitte
P.O Box 1787, Grand Cayman KY1-1109
Cayman Islands
Telephone: +1 (345) 814 2342
Facsimile: +1 (345) 949 8258
e-mail: cthompson@deloitte.com
DOMINION PENSION: Creditors' Proofs of Debt Due April 28
--------------------------------------------------------
The creditors of Dominion Pension Plan (Cayman) Limited are
required to file their proofs of debt by April 28, 2011, to be
included in the company's dividend distribution.
The company commenced liquidation proceedings on March 15, 2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street, George Town
Grand Cayman KY1-9005
Cayman Islands
DTAP CAPITAL: Creditors' Proofs of Debt Due April 28
----------------------------------------------------
The creditors of DTAP Capital Macro Limited are required to file
their proofs of debt by April 28, 2011, to be included in the
company's dividend distribution.
The company commenced liquidation proceedings on February 28,
2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street
George Town, Grand Cayman KY1-9005
Cayman Islands
DTAP CAPITAL: Creditors' Proofs of Debt Due April 28
----------------------------------------------------
The creditors of DTAP Capital Offshore Master Partners Ltd. are
required to file their proofs of debt by April 28, 2011, to be
included in the company's dividend distribution.
The company commenced liquidation proceedings on February 28,
2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street
George Town, Grand Cayman KY1-9005
Cayman Islands
EAGLE IAM: Creditors' Proofs of Debt Due May 4
----------------------------------------------
The creditors of Eagle Iam Limited are required to file their
proofs of debt by May 4, 2011, to be included in the company's
dividend distribution.
The company commenced liquidation proceedings on March 7, 2011.
The company's liquidator is:
Westport Services Ltd.
c/o Bonnie Willkom
Telephone: (345) 949 5122
Facsimile: (345) 949 7920
P.O. Box 1111, Grand Cayman KY1-1102
Cayman Islands
FORTUNE ALLY: Creditors' Proofs of Debt Due April 28
----------------------------------------------------
The creditors of Fortune Ally Limited are required to file their
proofs of debt by April 28, 2011, to be included in the company's
dividend distribution.
The company commenced liquidation proceedings on March 8, 2011.
The company's liquidator is:
Paul Mitchell
KPMG
Prince's Building, 8th Floor
10 Chater Road, Central
Hong Kong
c/o Gerhard Albertyn/ Alice Chang
Telephone: +1 345 914 4395/ +852 2140 2851
Facsimile: +1 345 949 7164/ +852 2869 7357
KPMG
Alexandra House, 27th Floor
18 Chater Road
Central, Hong Kong
Telephone: +852 2140 2888
Facsimile: +852 2869 7357
INVEST AD: Creditors' Proofs of Debt Due April 28
-------------------------------------------------
The creditors of Invest Ad Real Estate Fund Managers Limited are
required to file their proofs of debt by April 28, 2011, to be
included in the company's dividend distribution.
The company commenced liquidation proceedings on March 9, 2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street, George Town
Grand Cayman KY1-9005
Cayman Islands
INVEST AD: Creditors' Proofs of Debt Due April 28
-------------------------------------------------
The creditors of Invest Ad Real Estate Carried Interest Company
Limited are required to file their proofs of debt by April 28,
2011, to be included in the company's dividend distribution.
The company commenced liquidation proceedings on March 9, 2011.
The company's liquidator is:
Walkers Corporate Services Limited
c/o Anthony Johnson
Telephone: (345) 914-6314
Walker House, 87 Mary Street, George Town
Grand Cayman KY1-9005
Cayman Islands
MINUTES OFFSHORE: Creditors' Proofs of Debt Due April 26
--------------------------------------------------------
The creditors of Minutes Offshore LDC are required to file their
proofs of debt by April 26, 2011, to be included in the company's
dividend distribution.
The company commenced wind-up proceedings on March 1, 2011.
The company's liquidator is:
Michael J. Nelson
23 Schooner Road
Northpoint, New York 11768
USA
Telephone: 345-949-2648
Facsimile: 345-949-8613
SUNWESTERN INVESTMENT: Creditors' Proofs of Debt Due May 2
----------------------------------------------------------
The creditors of Sunwestern Investment Company are required to
file their proofs of debt by May 2, 2011, to be included in the
company's dividend distribution.
The company commenced wind-up proceedings on March 3, 2011.
The company's liquidators are:
David Preston
Beverly Bernard
P.O. Box 1109, Grand Cayman KY1-1102
Cayman Islands
c/o Isabel Mason
Telephone: 949-7755
Facsimile: 949-7634
GP HOSPITALITY: Creditors' Proofs of Debt Due April 8
-----------------------------------------------------
The creditors of GP Hospitality Limited are required to file their
proofs of debt by April 8, 2011, to be included in the company's
dividend distribution.
The company commenced wind-up proceedings on March 22, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
GP HOSPITALITY: Members' Final Meeting Set for April 28
-------------------------------------------------------
The members of GP Hospitality Limited will hold their final
meeting on April 28, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.
The company commenced wind-up proceedings on March 22, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
INTERNATIONAL MEAL: Creditors' Proofs of Debt Due April 8
---------------------------------------------------------
The creditors of International Meal Company Holdings Ltd. are
required to file their proofs of debt by April 8, 2011, to be
included in the company's dividend distribution.
The company commenced wind-up proceedings on March 14, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
INTERNATIONAL MEAL: Members' Final Meeting Set for April 29
-----------------------------------------------------------
The members of International Meal Company Holdings Ltd. will hold
their final meeting on April 29, 2011, at 9:30 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.
The company commenced wind-up proceedings on March 14, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
INTERNATIONAL MEAL CO: Creditors' Proofs of Debt Due April 8
------------------------------------------------------------
The creditors of International Meal Company (IMC) Ltd. are
required to file their proofs of debt by April 8, 2011, to be
included in the company's dividend distribution.
The company commenced wind-up proceedings on March 14, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
INTERNATIONAL MEAL CO: Members' Final Meeting Set for April 28
--------------------------------------------------------------
The members of International Meal Company (IMC) Ltd. will hold
their final meeting on April 28, 2011, at 9:30 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.
The company commenced wind-up proceedings on March 14, 2011.
The company's liquidator is:
Robin J. Mayor
Clarendon House, 2 Church Street
Hamilton HM 11
Bermuda
===========
M E X I C O
===========
GRUMA SAB: S&P Raises Long-Term Corporate Credit Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on Mexico-based tortilla and corn-flour producer GRUMA S.A.B. de
C.V., including raising the long-term corporate credit rating to
'BB-' from 'B+'. S&P also removed the ratings from CreditWatch
Positive, where they were placed Jan. 24, 2011. The outlook is
positive.
"The rating action follows Gruma's substantial debt reduction
using the proceeds of the sale of its stake in Grupo Financiero
Banorte S.A.B. de C.V., which allowed the company to improve its
capital structure and financial profile," said Standard & Poor's
credit analyst Laura Martinez.
On Feb. 15, 2011, Gruma concluded the sale of its 8.8% stake in
GFNORTE, receiving net proceeds of Mexican pesos 9.0 billion,
which together with short-term credit lines and cash in hand, was
used to prepay about 50% of its debt. After the debt prepayment,
the company also cancelled the pledges granted to these loans and
the perpetual bonds.
The ratings on Gruma continue to reflect an aggressive financial
profile and its exposure to external factors affecting its
operations, such as commodity prices and conditions in Venezuela.
The company's satisfactory business profile, including its leading
position as a corn-flour and tortilla producer; strong brand
recognition; and geographically diversified cash flow mitigate
these factors. S&P will continue to monitor Gruma's risk
tolerance, financial governance, and growth strategies, as well
as its operating performance in an environment of high raw-
material price volatility.
Gruma is one of the world's leading tortilla and corn-flour
producers, with operations in the U.S., Mexico, Venezuela, Central
America, Europe, Asia, and Australia and exports to approximately
100 countries worldwide. The company is engaged primarily in the
production, marketing, distribution, and sale of tortillas, corn
flour, and wheat flour.
The outlook is positive. A longer track record of prudent
corporate governance and risk management and a stronger liquidity
from internal cash-flow generation could lead to an upgrade.
S&P expects Gruma to maintain an adjusted total debt-to-EBITDA
ratio of less than 3.0x (without considering any cash flow from
the Venezuelan operations) despite higher expected capital
expenditures, working-capital needs, and dividend payments that
may require additional external financing in the following years.
A negative action is possible if the current raw-material price
volatility leads to a higher-than-expected deterioration in the
company's profitability and leverage, specifically leading to an
EBITDA margin of less than 7% or an adjusted total debt-to-EBITDA
ratio of more than 4.0x.
VITRO SAB: Investors Object to U.S. Units Financing from Parent
---------------------------------------------------------------
YTWHW.com reports that four investment funds -- Knighthead Master
Fund LP, Brookville Horizons Fund LP, Davidson Kempner Distressed
Opportunities Fund LP and Lord Abbett Bond-Debenture Fund Inc. --
that are seeking to push the U.S. unit of Vitro SAB into Chapter
11 bankruptcy are objecting to the company's request to borrow
more money from its parent on a secured basis.
According to the report, the funds said there's "no evidence" that
Vitro SAB can't provide the $3.5 million per month its U.S. unit,
Vitro Asset Corp., needs on an unsecured basis. The funds, which
filed an involuntary bankruptcy petition against the U.S. unit in
November, said the request is "perplexing," given the company's
intention to fight their bid to put it in Chapter 11. Vitro
Asset, they said, is seeking protections reserved for debtors
operating under bankruptcy protection.
The report notes the Fort Worth bankruptcy court is slated to
consider the involuntary petition at a March 31 hearing.
The report relates that Vitro Asset earlier this month asked for
permission to borrow up to $3.5 million at a time from parent
Vitro SAB and another nondebtor affiliate, FIC Regiomontano
S.A.P.I. de C.V., on a secured basis. The court earlier denied
the company's request to grant the lenders liens with respect to
the financing.
About Vitro SAB
Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.
Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).
Vitro defaulted on its debt in 2009, and is now seeking to
restructure around US$1.5 billion in debt, including US$1.2
billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders. The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States. Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.
The offer was to expire December 7, 2010.
Noteholders who oppose the exchange, namely Knighthead Master
Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson
Kempner Distressed Opportunities Fund LP, and Brookville Horizons
Fund, L.P. -- which hold US$75 million, or approximately 6% of the
outstanding bond debt -- commenced involuntary bankruptcy cases
under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset
Corp. (Bankr. N.D. Tex. Case No. 10-47470) and nine other
affiliates on November 17, 2010.
Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
Counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.
A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer. The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro. The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.
The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).
Vitro SAB on December 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for Civil
and Labor Matters for the State of Nuevo Leon, thereby commencing
its voluntary concurso mercantil proceedings. Vitro SAB believes
that, as a result of the implementation of the Concurso Plan
through the Mexican Proceeding, the holders of the Restructured
Debt will recover 68% to 75% of the face value of their respective
claims.
Vitro SAB also commenced parallel proceedings under Chapter 15 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in
Manhattan on December 13, 2010, to seek U.S. recognition and
deference to its bankruptcy proceedings in Mexico.
Alejandro Francisco Sanchez-Mujica, as foreign representative of
Vitro, has asked the U.S. Bankruptcy Court to enter an order
recognizing the Mexican Proceeding as "foreign main proceeding"
pursuant to 11 U.S.C. Sections 1515 and 1517.
Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.
WOLVERINE TUBE: Disclosure Statement Hearing Adjourned to March 30
------------------------------------------------------------------
The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the
District of Delaware adjourned the hearing of the approval of the
disclosure statement filed by Wolverine Tube Inc. and its debtor
affiliates to March 30, 2011, at 11:00 a.m.
As reported in the Nov. 22, 2010 edition of the Troubled Company
Reporter, Wolverine Tube, Inc., et al., submitted to the U.S.
Bankruptcy Court for the District of Delaware a prearranged Plan
of Reorganization and an explanatory Disclosure Statement.
The Debtors relate that a significant majority (approximately 71%)
of their prepetition noteholders entered into a Plan Support
Agreement to vote in favor of the Plan.
Treatment of Claims and Interests
According to the Disclosure Statement, on the effective date of
the Plan, allowed other secured claims will be, at the Debtors'
option, (i) reinstated; (ii) satisfied by the Debtors' surrender
of the collateral securing the claim; (iii) offset against, and to
the extent of, the Debtors' claims against the holder of the
claim; or (iv) otherwise rendered unimpaired, except to the extent
the Reorganized Debtors and the holder agree to a different
treatment.
Holders of note claims will receive their pro rata share of (i)
100% of the new common stock, subject to dilution for additional
shares of new common stock to be issued pursuant to the new
management stock incentive plan and any future issuance of new
common stock; (ii) the new first lien notes; and (iii) a
distribution of cash in an aggregate amount equal to the net
distributable cash.
General unsecured creditors, except to the extent a holder of an
allowed general unsecured claim agrees to less favorable
treatment, will be paid in full, in cash in the ordinary course of
business or will receive other treatment as will render it
unimpaired.
Holders of PBGC Claim will receive (i) the treatment set forth in
the PBGC settlement agreement; or (ii) other treatment as may be
agreed upon by the Debtors and the requisite supporting
noteholders.
Old preferred stock will be canceled, and holders of the old
preferred stock interests will not receive or retain any property
under the Plan on account of the old preferred stock interests.
Old common stock will be canceled, and holders of the old common
stock interests will not receive or retain any property under the
Plan on account of the old common stock interests.
Copies of the Disclosure Statement is available for free at
http://bankrupt.com/misc/WolverineTube_DS1.pdf
http://bankrupt.com/misc/WolverineTube_DS2.pdf
http://bankrupt.com/misc/WolverineTube_DS3.pdf
About Wolverine Tube
Huntsville, Alabama-based Wolverine Tube, Inc., is a global
manufacturer and distributor of copper and copper alloy tube,
fabricated products, and metal joining products. The Company
currently operates seven facilities in the United States, Mexico,
China, and Portugal. It also has distribution operations in the
Netherlands and the United States.
Wolverine Tube sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 10-13522) on Nov. 1, 2010. Mark E. Felger, Esq.,
and Simon E. Fraser, Esq., at Cozen O'Connor represent the Debtor.
Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer
Rose LLP, serve as the Debtor's special corporate and tax counsel.
Deloitte Financial Advisory Services LLP is the Debtor's financial
advisor. Donlin Recano & Company, Inc., is the Debtor's claim
agent. The Debtor disclosed $115 million in total assets and
$237 million in total debts at the time of the filing.
Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523),
Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No.
10-13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525),
and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526)
filed separate Chapter 11 petitions.
No official committee of unsecured creditors has been appointed in
the case.
The Debtors filed a prearranged chapter 11 plan proposing to pay
unsecured creditors in full and turning ownership of the
reorganized company over to their noteholders.
====================
P U E R T O R I C O
====================
A+HC HOLDING: Files Amended Schedules of Assets and Liabilities
---------------------------------------------------------------
A+HC Holding, Inc., has filed with the U.S. Bankruptcy Court for
the District of Puerto Rico amended schedules of its assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $45,713
B. Personal Property $4,030,707
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $23,970,136
E. Creditors Holding
Unsecured Priority
Claims $403,632
F. Creditors Holding
Unsecured Non-priority
Claims $4,884,263
----------- -----------
TOTAL $4,076,420 $29,258,031
A copy of the Schedules of Assets and Liabilities, as amended, is
available for free at:
http://bankrupt.com/misc/a+hcholding.amendedSAL.pdf
San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El
Amal, is a regional pharmacy chain operating throughout Puerto
Rico. The Company filed for Chapter 11 bankruptcy protection
(Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. Charles
Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office,
serves as the Debtor's bankruptcy counsel. CPA Luis R.
Carrasquillo & Co., P.S.C., serves as financial consultant.
A+HC HOLDING: Has Access to BPPR Cash Collateral Until Aug. 31
--------------------------------------------------------------
A+ HC Holding, Inc., and Banco Popular de Puerto Rico ("BPPR"), as
the owner as of April 30, 2010, of all credit relationships among
the Debtor, its affiliates and guarantors, and Westernbank Puerto
Rico, ask the U.S. Bankruptcy Court for the District of Puerto
Rico to approve on an expedited basis their joint stipulation on
the use of cash collateral and adequate protection.
As explained in the motion, the Debtor has no debtor-in-possession
financing and, thus, requires the use of cash collateral to
satisfy operating expenses pending the approval and consummation
of the sale of substantially all of its saleable assets.
Pursuant to the joint stipulation, the Debtor will be authorized
to use BPPR's cash collateral solely to satisfy the permitted
expenditures in the amounts as stated in the budget, for the
period commencing on the Petition Date and ending on Aug. 31,
2011.
As adequate protection, the Debtor grants to BPPR a replacement
lien and a postpetition security interest on all of the assets and
Collateral acquired by the Debtor on and after the Petition Date,
to the same extent and priority, and on the same types of
property, as BPPR's liens and security interests in the
prepetition Collateral.
As additional adequate protection, BPPR is granted a super-
priority claim in an amount equal to any diminution in value of
the prepetition Collateral, including, without limitation, BPPR's
interest in the cash Collateral, with priority over all
administrative expenses specified in Sections 503(b) and 507 of
the Bankruptcy Code.
As further adequate protection, the Debtor also agrees that upon
the consummation of any sale of substantially all or any of the
Debtor's assets, the proceeds of the sale will be paid immediately
and indefeasibly to BPPR.
As of the Petition Date, the Debtor had incurred obligations to
Banco Popular that amount to approximately $23,970,135, secured by
substantially all of the Debtor's assets.
A copy of the joint stipulation on use of cash collateral and
adequate protection is available for free at:
http://bankrupt.com/misc/a+hc.cashcollateralstipulation.pdf
About A+HC Holding
San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El
Amal, is a regional pharmacy chain operating throughout Puerto
Rico. The Company filed for Chapter 11 bankruptcy protection
(Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. Charles
Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office,
serves as the Debtor's bankruptcy counsel. CPA Luis R.
Carrasquillo & Co., P.S.C., serves as financial consultant. In
its amended schedules, the Debtor disclosed $4,076,420 in assets
and $29,258,031 in total liabilities.
BORDERS GROUP: Wins Final Nod to Pay Employee Obligations
---------------------------------------------------------
Bankruptcy Judge Martin Glenn authorized Borders Group Inc. and
its units, on a final basis, to pay or otherwise honor all
employee obligations, and all costs and expenses incident to those
obligations, including those employee obligations that:
(i) were or are due and payable and relate to the period
before the Petition Date; and
(ii) are or become due and payable or relate to the period
after the Petition Date, without further order of the
Court.
The Debtors are also authorized to maintain and continue to honor
their practices, programs, and policies for their Employees with
respect to the Employee Obligations as they were in effect as of
the Petition Date, provided that no Employee will be paid an
amount exceeding $11,725 in accrued and unpaid prepetition wages
or salaries.
The Debtors are permitted to pay compensation owed to the
supplemental workforce through the corresponding agencies. The
Debtors are also permitted to pay compensation owed to
independent contractors, of up to $11,725 per Independent
Contractor.
Judge Glenn held that any payments made pursuant to the Debtors'
Severance Plan and Severance Agreements in accordance with the
Court's order will be subject in all respects to the provisions
of Section 503(c)(2) of the Bankruptcy Code. Severance Payments,
and payments that may come due under Severance Agreements, are
the only payments pursuant to the Debtors' existing severance
programs that the Debtors are authorized to make pursuant to the
Final Employee Obligations Order, Judge Glenn ruled.
Neither the Final Employee Obligations Order, nor any payments
made by the Debtors pursuant to the Employee Obligations Motion
or the Final Order, will be deemed to change the classification
of any claim or to in any way change the rights or create new
rights of any Employee or other person, including, without
limitation, the creation of any right to payment entitled to
administrative expense priority pursuant to Sections 503 and 507
of the Bankruptcy Code.
The Debtors' banks are authorized and directed, when the Debtors
ask, to receive, honor, process, and pay, to the extent of funds
on deposit, any and all checks or electronic transfers drawn on
the Debtors' Bank Accounts relating to the Employee Obligations,
including those checks or electronic transfers that have not
cleared the Banks as of the Petition Date.
Similarly, nothing contained in the Final Employee Obligations
Order will be deemed to constitute the assumption or rejection of
any employee benefit plan, employment agreement, or any other
contract, program, or agreement under Section 365 of the
Bankruptcy Code, and the Debtors' rights are reserved.
18,100 Employees on Payroll
Borders Group Inc. and its units employ about 18,100 employees, of
whom 6,100 are full-time employees, 11,400 are part-time
employees, and 600 are contingent employees who are required to
work one shift per month and usually do so at special events.
About 16,340 employees are paid on an hourly basis and 1,760
employees are paid a fixed salary.
In the ordinary course of business, the Debtors incur payroll and
various other obligations for their Employees and provide other
benefits to their Employees for the performance of services,
namely:
(A) Compensation Obligations. The Debtors' average monthly
gross payroll based on the last 12 months is $26 million
per month. As of the Petition Date, the accrued and
unpaid prepetition salaries and wages total about
$9 million and that about $50,000 in payroll checks from
previous pay periods are outstanding and have not been
cashed by Employees and former Employees.
(B) Payroll Tax Obligations. In connection with the salaries
and wages paid to Employees, the Debtors are required by
law to withhold from their Employees' wages amounts
related to federal, state, and local income taxes, as well
as social security and Medicare taxes and to remit the
same to the applicable taxing authorities.
(C) Garnishment Obligations. In the ordinary course of
processing the Employees' payroll, the Debtors may be
required by law, in certain circumstances, to withhold
certain amounts for garnishments such as tax levies, child
support, and other court-ordered garnishments.
(D) Supplemental Workforce Obligations. In the ordinary
course of business, the Debtors utilize the services of
certain employment agencies to engage a supplemental
workforce to work for the Debtors, primarily in their
distribution centers and in various information technology
and administrative support functions.
(E) Independent Contractors Obligations. Like the
Supplemental Workforce, the number of Independent
Contractors is in constant flux to meet the Debtors'
business needs.
(F) Business Expenses. The Debtors customarily pay for a
variety of their Employees' business-related expenses
incurred in performing their employment obligations.
(G) Incentive Obligations. The Debtors have customarily
maintained discretionary bonus and incentive programs for
their Employees designed to encourage exceptional Employee
performance for the benefit of the Debtors' business.
Under the Debtors' incentive program for retail store
management whereby eligible employees may receive up to
$25,000 per quarter, the Debtors pay bonuses under the
Field Bonus Plan for 30 to 40 Employees for the fourth
quarter of 2010 during the interim period. The Debtors
also estimate that they will pay bonuses under a Shrink
Bonus Plan to 890 employees for the fiscal year ended
Jan. 29, 2011, totaling $2.5 million, during the interim
period. The Debtors further estimate paying about $6,000
to 41 distribution center managers that are eligible for a
monthly bonus under a Distribution Center Management Bonus.
In addition, about 840 Employees are eligible for weekly
incentives and payout of those bonuses is about $55,000 per
pay period.
(H) Severance Payments. The Debtors maintain a discretionary
pay plan for all Employees who are not party to a separate
severance agreement with them, or an individual employment
agreement with them that provides for severance benefits.
As of the Petition Date, about 529 Employees who held
titles junior to Vice President were receiving Severance
Payments.
(I) Employee Benefit Plans. In the ordinary course of
business, the Debtors have established various benefit
plans and policies for their Employees that can be divided
into health plans, welfare plans, vacation time, employee
savings and retirement plans and other benefit plans.
The Debtors relate that they incurred these accrued and unpaid
amounts under the Employee Obligations as of the Petition Date:
Obligations Unpaid Amount
----------- -------------
Incentive Obligations $2,561,000
Severance Payments 1,200,000
Payroll Obligations 1,100,000
Business Expenses 375,000
Supplemental Workforce Obligations 361,324
Garnishment obligations 57,000
Compensation Obligations 11,725
Employee Benefit Plans 777,775
About Borders Group
Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores. At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico. Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan. In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components. As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.
Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.
David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor. DJM Property
Management is the lease and real estate services provider. AP
Services LLC is the interim management and restructuring services
provider. The Garden City Group, Inc., is the claims and notice
agent.
Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.
National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.
The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010
Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.
Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain. (http://bankrupt.com/newsstand/or
215/945-7000)
BORDERS GROUP: Begins Liquidation of 26 Additional Stores
---------------------------------------------------------
Borders Group, Inc. commenced on March 24, 2011, store closing
sales at 26 locations:
(1) 4980 Stockdale Hwy, Bakersfield, California 93309
(2) Emery Bay Public Market, 5800 Shell Mound St, Emeryville,
California 94608
(3) 7000 Marketplace Avenue, Goleta, California 93117
(4) 1501 Vine St., Hollywood, California 90028
(5) McCarthy Ranch Marketplace, 15 Ranch Drive, Milpitas,
California 95035
(6) 120 Crescent Dr., Pleasant Hill, California 94523
(7) 11160 Rancho Carmel Drive, San Diego, California 92128
(8) 588 Francisco Blvd. West, San Rafael, California 94901
(9) 1499 Post Road, Fairfield, Connecticut 06430
(10) 1041 High Ridge Rd., Stamford, Connecticut 06905
(11) 3637 Peachtree Rd Ne Suite C, Atlanta, Georgia 30319
(12) 270 Dairy Rd., Kahului, Hawaii 96732
(13) 94-821 Lumiaina Street, Waikele Center, Waipahu, Hawaii
96797
(14) 4100 University Ave., West Des Moines, Iowa 50265
(15) 3232 Lake Ave., Wilmette, Illinois 60091
(16) 4320 Coldwater Rd., Fort Wayne, Indiana 46805
(17) 8675 River Crossing Blvd., Indianapolis, Indiana 46240
(18) 9108 Metcalf St., Overland Park, Kansas 66212
(19) 255 Grossman Dr., Braintree, Massachusetts 02184
(20) 476 Boston Turnpike, Shrewsbury, Massachusetts 01545
(21) 2740 E 21St Street, Tulsa, Oklahoma 74114
(22) 1 S Broad, Philadelphia, Pennsylvania 19107
(23) 2525 Westend, Nashville, Tennessee 37203
(24) Fountains On The Lake, 12788 Fountain Lake Circle,
Stafford, Texas 77477
(25) 2000 South Commons, Federal Way, Washington 98003
(26) 2508 S 38Th Street, Tacoma, Washington 98409
Borders added the Emeryville, California, store in an updated
store closure list posted in its reorganization Web site on
March 24, 2011, a copy of which is available for free at:
http://bankrupt.com/misc/Borders_Mar24StoreClosingList.pdf
A joint venture composed of Hilco Merchant Resources, LLC, Gordon
Brothers Group, SB Capital Group, LLC, and Tiger Capital Group
disclosed in a March 24, 2011 public statement that nearly $50
million of inventory including books, magazines, music and movie
media, calendars, posters and more would be liquidated.
Discounts from 20% to 40% with limited exceptions are offered on
all merchandise at these newly announced locations. Consumers
will enjoy very substantial savings on the entire stock of books
in every category, including new releases, best sellers,
textbooks, rare and collectible books and children's books.
There are also significant price reductions on thousands of music
CDs, video DVDs and Blu-Ray, arts and crafts items, language
learning systems, games, puzzles and more.
Borders Rewards programs, including Borders Rewards Plus, remain
in effect. Customers can continue to earn and redeem their
Rewards in all stores and on Borders.com. Gift cards will also
be honored as usual.
The liquidation of inventory and store fixtures is being managed
by the Hilco-Gordon Brothers joint venture. A spokesperson for
the joint venture said, "This is an important opportunity for
consumers to benefit from very compelling discounts on a vast
assortment of literature, entertainment media and much more.
Based on the tremendous response to the store closing sales
already underway at 200 other Borders locations, we believe that
today's value conscious consumers will take advantage of the
exciting savings at these new locations. We anticipate that this
will be a short sale."
Based in Northbrook, Illinois, Hilco Merchant Resources
(www.hilcomerchantresources.com) provides a wide range of
analytical, advisory, operational, asset monetization and capital
investment services to help retailers define and execute
strategic initiatives.
Founded in 1903, Gordon Brothers Group (www.gordonbrothers.com)
is a global advisory, restructuring and investment firm
specializing in the retail, consumer products, industrial and
real estate sectors.
SB Capital Group, a Schottenstein affiliate, is a leader in the
field of asset recovery, rescue finance, restructuring and
strategic store closing events.
Tiger Capital Group (www.tigergroupllc.com) specializes in the
planning, promotion, and management of store-closing events in
connection with mergers, acquisitions, downsizing, corporate
divestitures and Chapter 11 proceedings.
About Borders Group
Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores. At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico. Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan. In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components. As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.
Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.
David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor. DJM Property
Management is the lease and real estate services provider. AP
Services LLC is the interim management and restructuring services
provider. The Garden City Group, Inc., is the claims and notice
agent.
Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.
National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.
The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010
Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.
Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain. (http://bankrupt.com/newsstand/or
215/945-7000)
BORDERS GROUP: Publishers Remain Cautious of Borders Ch. 11 Plan
----------------------------------------------------------------
Book publishers are wary of Borders Group, Inc.'s turnaround plan
as the bookseller hopes to exit bankruptcy in September, Jaclyn
Trop of The Detroit News reports.
According to The Detroit News, Borders' biggest hurdle is not a
viable turnaround plan but the unpaid publishers that are taking
steps to secure their business in the wake of the bookstore
chain's bankruptcy. This "powerful bloc's unwillingness" to turn
unpaid bills into loans helped force Borders to declare
bankruptcy, Ms. Trop points out.
Van Conway, turnaround expert, said there is no need for Borders'
creditors to cut a deal with the company since they are unlikely
to be paid in full, The Detroit News relays.
Matt Norcross, owner of McLean & Eakin Booksellers, however,
noted that given few major distribution channels for books,
publishers care deeply about Borders' fate, the report relates.
"Publishers feel ambivalent about Borders' financial prospects,"
commented Al Greco, a marketing professor at Fordham University's
Graduate School of Business, The Detroit News notes.
While publishers do not want to lose Borders as a major
distribution channel, they do not want their businesses to suffer
because of the booksellers' poor business decision, Mr. Greco
explained, according to the report.
The Detroit News mentions that two publishers are demanding
payment from Borders. Other publishers and creditors also do not
believe that Borders has a turnaround plan that is much different
from what it has done before, and they do not see it surviving in
an industry that is quickly turning to e-books and electronic
readers, Mr. Greco further stated, the report states.
Borders has acknowledged it is dependent on publishers due to the
nature of its business, The Detroit News notes. Borders CEO Mike
Edwards said during a March 11 conference call that "it is
critical that new inventory hit our shelves," the news article
recounts. Borders' largest vendors make up 63% of the Company's
2010 sales.
Borders recently filed a motion with the bankruptcy court,
seeking to modify trade terms with vendors to improve inventory.
Borders narrated that as its financial difficulties were
publicized, many publishers refused to ship merchandise under any
terms.
About Borders Group
Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores. At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico. Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan. In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components. As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.
Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.
David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor. DJM Property
Management is the lease and real estate services provider. AP
Services LLC is the interim management and restructuring services
provider. The Garden City Group, Inc., is the claims and notice
agent.
Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.
National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.
The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010
Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.
Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain. (http://bankrupt.com/newsstand/or
215/945-7000)
BORDERS GROUP: Proposes Key Employee Bonus/Retention Plans
----------------------------------------------------------
Borders Group, Inc. and its debtor affiliates seek permission
from Judge Martin Glenn of the U.S. Bankruptcy Court for the
Southern District of New York to implement a key employee
incentive plan and a key employee retention plan.
The publicity surrounding the Debtors' prepetition restructuring
negotiations, the commencement of these Chapter 11 cases, and the
Debtors' store closing sales and attendant workforce reductions
have raised substantial concerns for the Debtors' employees and
exacerbated these difficulties, David M. Friedman, Esq., at
Kasowitz, Benson, Torres & Friedman LLP, in New York, tells Judge
Glenn.
About 25 significant corporate employees have voluntarily
departed from the Debtors since the Petition Date, according to
Mr. Friedman. The Debtors, he notes, have also reduced corporate
headcount by over 55% in the last two years and during that same
period, over 85 director-level employees and officers exited the
company.
Recognizing that further employee losses will damage their
estates, the Debtors have formulated new management bonus and
incentive programs based on advice from Mercer (US) Inc. to
ensure that the management team is appropriately incentivized to
maximize their opportunity to reorganize.
Key Employee Incentive Plan
The Debtors propose to implement the KEIP for 17 key executives
who are deemed critical to the Debtors' restructuring and
reorganization efforts.
For the five highest-level Executives, target award opportunities
range from 90% to 150% of base salary and have an average award
size of $623,000. For the other 12 Executives, target award
opportunities range from 60% to 90% of base salary and have an
average award size of $135,000. KEIP awards are set at 150% of
historic annual incentive targets, and payout opportunities range
from 0% to 150% of target.
The size of KEIP awards will be determined upon the date of
either (i) the filing of a Chapter 11 plan of reorganization, or
(ii) the date on which an order is entered by the Court approving
a sale of all or substantially all of the Debtors' assets as a
going concern. No amounts will be earned or paid if the Debtors
confirm a plan of liquidation or consummate a sale to
liquidators.
The possible payouts for Executives under the KEIP are:
Number of KEIP Target KEIP Maximum
Position Executives Range Range
-------- ---------- ----------- --------------
Chief Executive Officer 1 $1,125,000 $1,688,000
Executive Vice 3 $420,000 $630,000
Presidents to $720,000 to $1,080,000
Senior Vice President, 1 $248,000 $371,000
Human Resources
Other Key Executives 12 Aggregating Aggregating
(Senior Vice President $1,623,000 $2,435,000
and Vice Presidents)
---------- ----------- --------------
Total $4,736,000 $7,104,000
=========== ==============
The Executives' awards under the KEIP are based on the timing of
an "Award Determination Event:"
* For the Executives to obtain maximum KEIP awards, an Award
Determination Event must occur within six months from the
Petition Date, or by August 16, 2011.
* To obtain target KEIP awards, an Award Determination Event
would have to occur by nine months from the Petition Date,
or by November 16, 2011.
* Awards would be interpolated for Award Determination Events
occurring between August 17, 2011 and November 15, 2011.
* Payment of the KEIP awards will occur on the date that is 30
days after either (i) the effective date of a plan of
reorganization, or (ii) the closing of a going concern sale.
In a supporting declaration, John Dempsey, a partner at Mercer,
disclosed that 70% of the 17 recommended KEIP participants have
less than 18 months of service with the Debtors, and of the 70%,
50% have less than one year of service. Because of the short
tenure, these leaders have been unable to earn any incentive
compensation for the risks taken in working for a company with
significant operational and market obstacles, he stressed.
Key Employee Retention Plan
As to the KERP, the Debtors seek to implement a retention plan
for about 25 director-level employees that are critical to their
day-to-day business operations. A group of other key employees,
referred to as the Discretionary Employees, would also
participate in a discretionary pool under the KERP, based on the
judgment of the Debtors' Executive Committee, which will be
comprised of the Debtors' five highest-level Executives.
The Debtors estimate that the total aggregate payout under the
KERP will be approximately $1.2 million, consisting of
approximately $933,000 for the Critical Employees and $300,000
for the Discretionary Employees.
"The KERP amounts, added to the KEIP's maximum cost, totals
approximately $8.3 million, which represents 0.36% of the
Debtors' 2010 revenue," Mr. Friedman relates.
Lump sum award payments are equal to approximately 30% of each
Critical Employee's base salary, commensurate with the historical
Annual Performance Bonus Plan, and, as with the KEIP, would be
made on the date that is 30 days after either (i) the effective
date of a plan of reorganization, or (ii) the closing of a going
concern sale. The KERP, however, is not tied to the timing of an
Award Determination Event as is the KEIP.
Proposed individual award amounts to Critical Employees have been
pre-determined, and range from $28,000 to $53,000, depending on
the particular Critical Employee's position, responsibilities and
other business considerations. The average award size is
$37,000.
Individual awards to Discretionary Employees from the
Discretionary Pool would not exceed $20,000 per Discretionary
Employee, and would likewise be made at the same time as payments
to Critical Employees.
Holly Felder Etlin, Borders Group senior vice president, filed a
declaration stating that if the KERP is not implemented, the
Debtors fear that many of the KERP Employees may seek alternative
career opportunities, which would impede the Debtors' ability to
execute on critical business and restructuring initiatives. Put
simply, the Debtors cannot afford to lose their most talented and
valuable director-level corporate employees during this crucial
time, she maintained.
Employment Agreements
The Debtors further seek the Court's authority to assume
prepetition employee agreements with four of their employees.
The Employee Agreements address salary, incentive compensation,
benefits, and certain other agreements with these officers:
(A) Scott Henry, as executive vice president and chief
financial officer of the Debtors
The Henry Agreement provides Mr. Henry with certain
incentive compensation set forth as a varying percentage
of his regular compensation, based on targets set by the
Debtors' Board of Directors, but with guaranteed Deferred
Compensation of $200,000 for fiscal year 2010. Pursuant
to the Henry Agreement, 50% or $100,000 of Mr. Henry's
Guaranteed Deferred Compensation is payable by April 1,
2011, and the remainder is to be paid on the first
anniversary of his employment with the Debtors. Under
the Borders Group, Inc. 2004 Long-Term Incentive Plan,
subject to the approval of the Compensation Committee of
the Board of Directors, Mr. Henry will be given a stock
option grant for 300,000 shares, which vest 100% after
three years, and a restricted stock grant of 200,000
shares, which vest one-third per year over the next
three years.
(B) Michele Cloutier, the Debtors' executive vice president
and chief merchandising officer
The Cloutier Agreement provides Ms. Cloutier with
Deferred Compensation opportunities as a percentage of
her regular compensation based on targets set by the
Debtors' Board of Directors, but with Guaranteed Deferred
Compensation of $200,000 for fiscal year 2010. The
Cloutier Agreement provides for 50%, or $100,000, of Ms.
Cloutier's Guaranteed Deferred Compensation to be paid to
her by April 1, 2011, and for the remainder to be paid on
the first anniversary of her employment with the Debtors.
Under the 2004 Long-Term Incentive Plan, Ms. Cloutier
will be given a stock option grant for 300,000 shares
subject to the approval of the Compensation Committee of
the Board of Directors. These options vest 100% after
three years.
(C) Glen Tomaszewski, the Debtors' vice president, chief
accounting officer and controller
The Tomaszewski Agreement provides for, among other
things, certain deferred compensation he earned in
respect of prepetition services provided, which was
payable on Feb. 18, 2011, of $100,000, and an additional
stock option grant of 10,000 shares.
(D) Jason Cline, the Debtors' vice president of financial
planning and analysis
The Cline Agreement provides for Mr. Cline to receive,
among other things, Prepetition Deferred Compensation of
$75,000, so long as he remains in his position until at
least February 18, 2011, and an additional stock option
grant of 10,000 shares.
The Debtors contemplate that Messrs. Henry, Tomaszewski, and
Cline will work as a team. More importantly, the Employees were
indispensable to the Debtors' prepetition negotiations and
preparations, and are equally critical going forward with respect
to restructuring negotiations and the Debtors' ongoing business,
Mr. Friedman tells the Court.
Full-text copies of the Employment Agreements are available for
free at http://bankrupt.com/misc/Borders_EmploymentPacts.pdf
The Debtors are concerned that they may not be able to find
suitable candidates in the aggressive timeframe they have set for
emergence through a plan or a going concern sale. The Debtors
assert that it is crucial for them to create and maintain market
competitive pay opportunities, reflecting practices in the
markets in which they compete for talent, and bring compensation
closer to market competitive levels for their most critical
employees. In this light, the Incentive and Retention Plans are
designed to create an incentive for Executives and KERP Employees
to successfully restructure rapidly through a plan of
reorganization or a going concern sale, Mr. Friedman emphasizes.
Mr. Friedman also insists that the KEIP, KERP and Employment
Agreements do not violate neither Section 503(c)(1) nor Section
503(c)(3) of the Bankruptcy Code. Section 503(c) restricts a
debtor's abilities to make payments to insiders for retention or
severance, and restricts payments that are outside of the
ordinary course and not justified by the facts and circumstances
of a debtor's case.
The Debtors subsequently filed with the Court another Motion to
Approve Incentive and Retention Programs, which is substantially
similar to the original motion, to append copies of the
Employment Agreements.
The Court will consider the Debtors' request on April 14, 2011.
Objections are due no later than April 7.
About Borders Group
Borders Group is a leading operator of book, music and movie
superstores and mall-based bookstores. At Jan. 29, 2011, the
Debtors operated 642 stores, under the Borders, Waldenbooks,
Borders Express and Borders Outlet names, as well as Borders-
branded airport stores in the United States, of which 639 stores
are located in the United States and 3 in Puerto Rico. Two of
Borders' flagship stores (along with other less prominent stores)
are located in Manhattan. In addition, the Debtors operate a
proprietary e-commerce Web site, http://www.Borders.com/,
launched in May 2008, which includes both in-store and online e-
commerce components. As of Feb. 11, 2011, Borders employed a
total of 6,100 full-time employees, 11,400 part-time employees,
and approximately 600 contingent employees.
Borders Group Inc. and its affiliates filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in
Manhattan on Feb. 16, 2011.
David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn,
Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres &
Friedman LLP, in New York, serve as counsel to the Debtors.
Jefferies & Company's Inc. is the financial advisor. DJM Property
Management is the lease and real estate services provider. AP
Services LLC is the interim management and restructuring services
provider. The Garden City Group, Inc., is the claims and notice
agent.
Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein
LLP, serve as counsel to the DIP Agents.
National law firm Lowenstein Sandler has been appointed to
represent the official unsecured creditors committee for Borders
Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein
Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights
Group, are leading the team.
The Debtor disclosed $1.28 billion in assets and $1.29 billion in
liabilities as of Dec. 25, 2010
Borders Group has sought approval to sell merchandise and owned
furniture, fixtures and equipment located at approximately 200 of
their stores and, at Borders' option, up to 75 of 136 potential
other stores, through store closing sales.
Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by Borders Group Inc., the United States' second
largest bookstore chain. (http://bankrupt.com/newsstand/or
215/945-7000)
JOHNNY ROCKETS: Burger Chain Has More Than $2.9 Mil. in Debt
------------------------------------------------------------
Caribbean Business reports that Johnny Rockets filed for Chapter
11 bankruptcy protection after not being able to meet its
financial obligations with creditors. The Company had an
accumulated debt of more than $2.9 million. Its main creditors
include Banco Popular de Puerto Rico owed $1.6 million, and the
Economic Development Bank owed $347,102.
Based in San Juan, Puerto Rico, Johnny Rockets operates a
hamburger chain. The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. PR Case No. 11-02151) on March 15, 2011.
Charles Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law
Office, represents the Debtor. The Debtor disclosed $4,629,290 in
assets, and $2,931,769 in debts in its schedules.
MORGANS HOTEL: Gery Yoav Does Not Own Any Securities
----------------------------------------------------
In a Form 3 filing with the U.S. Securities and Exchange
Commission, Gery Yoav, chief development officer at Morgans Hotel
Group Co., disclosed that he does not beneficially own any
securities of the Company.
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
The Company reported a net loss of $83.64 million on
$236.37 million of total revenues for the year ended Dec. 31,
2010, compared with a net loss of $101.60 million on $225.05
million of total revenues during the prior year.
The Company's balance sheet at Dec. 31, 2010 showed
$714.77 million in total assets, $716.58 million in total
liabilities, a $12.72 million shareholders' deficit and
$10.92 million noncontrolling interest.
===============================
T R I N I D A D & T O B A G O
===============================
CLICO INVESTMENT: Has 3 Weeks To Get OK To Refute Loan Defendants
-----------------------------------------------------------------
Jensen LaVende at the Trinidad Express Newspapers reports that
High Court Judge Andre Des Vignes has given Neil Bisnath and Lydia
Mendonca, the attorneys representing CLICO Investment Bank, to
convince the Court into allowing them to reply to former
chairperson Andre Monteil and former CEO Richard Trotman's
defense. The report says that in Trinidad and Tobago law, CIB has
no right to reply to the defense of the former executives.
The Trinidad Express relates that CLICO is suing Messrs. Monteil
and Trotman for more than $100 million. CLICO, according to the
Trinidad Express, alleges that the two former executives secured a
$78 million loan from the Company.
CLICO claims that Mr. Monteil approached the Company for the loan
in December 2007 to buy shares in Home Mortgage Bank, the Trinidad
Express states. According to the report, CLICO accuses Mr.
Monteil of using Stone Street Capital to borrow the money for the
shares. CLICO alleges that Mr. Trotman, who facilitated the loan,
knew that Mr. Monteil was at the time an executive member of Stone
Street Capital, the Trinidad Express says. According to the
report, the loan with interest is said to be around $123 million.
When CL Financial Group collapsed, subsidiary CLICO sought to
recover its losses, the report states.
The Trinidad Express reports that Messrs. Monteil and Trotman has
insisted that all their transactions were in keeping with proper
standards. Messrs. Monteil and Trotman are being represented by
Senior Counsel Martin Daly and Terrance Bharath, respectively, the
Trinidad Express states.
Hearing on the matter is set to resume on June 13, the Trinidad
Express relates.
Clico Investment Bank is owned and managed by CL Financial, a
privately held conglomerate in Trinidad and Tobago.
CL Financial Limited is a privately held conglomerate in Trinidad
and Tobago. Founded as an insurance company by Cyril Duprey,
Colonial Life Insurance Company was expanded into a diversified
company by his nephew, Lawrence Duprey. CL Financial is now one
of the largest local conglomerates in the region, encompassing
over 65 companies in 32 countries worldwide with total assets
standing at roughly US$100 billion.
* * *
As reported in the Troubled Company Reporter-Latin America on
August 10, 2009, A.M. Best Co. downgraded the financial strength
rating to C (Weak) from B (Fair) and issuer credit rating to "ccc"
from "bb" of Colonial Life Insurance Company (Trinidad) Limited
(CLICO) (Trinidad & Tobago). The ratings remain under review with
negative implications. CLICO is an insurance member company of CL
Financial Limited (CL Financial), a diversified holding company
based in Trinidad & Tobago.
According to a TCR-LA report on Feb. 20, 2009, citing Trinidad and
Tobago Express, Tobago President George Maxwell Richards signed
bailout bills for CL Financial, giving the government the
authority to control the company's unit, Colonial Life Insurance
Company, and giving the central bank extensive powers to treat CL
Financial's collapse and the consequent systemic crisis.
***********
Monday's edition of the TCR-LA delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-LA 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-LA constitutes an offer or solicitation to buy
or sell any security of any kind. It is likely that some entity
affiliated with a TCR-LA editor holds some position in the
issuers' public debt and equity securities about which we report.
Tuesday's edition of the TCR-LA features a list of companies with
insolvent balance sheets obtained by our editors based on the
latest balance sheets publicly available a day prior to
publication. 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-LA. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com
***********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA, Marites O. Claro, Joy A. Agravante, Rousel Elaine T.
Fernandez, Valerie U. Pascual, Psyche A. Castillon, Julie Anne G.
Lopez, Ivy B. Magdadaro, Frauline S. Abangan, and Peter A.
Chapman, Editors.
Copyright 2011. All rights reserved. ISSN 1529-2746.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.
Information contained herein is obtained from sources believed to
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contact Christopher Beard at 240/629-3300.
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