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/raid1/www/Hosts/bankrupt/TCR_Public/000801.MBX T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, August 1, 2000, Vol. 4, No. 149 Headlines 919 FEE ASSOCIATES: Case Summary and 20 Largest Unsecured Creditors AMERICAN PAD: Saratoga Partners Offers $24 Million for Williamhouse Assets BANQUE HERVET: Moody's Reviews For Possible Downgrades CELOTEX CORP: BPB Acquires Two of Five Business Units for $345 Million CHS ELECTRONICS: Unveils Terms for Changes to Third Amended Plan CITRUS VALLEY: Moody's Places Ratings On Review For Downgrade COLORADO GREENHOUSE: Motion to Reject Standstill Agreement COMPLETE MANAGEMENT: Sells its Rights in Medical Accounts Receivable CSN ISLAND: Fitch's Assigns BB- To Issuance Notes DIMAC HOLDINGS: Seeks Approval of Supplemental Cash Management Agreement GENESIS/MULTICARE: Application to Employ Ordinary Course Professionals GULF STATES: Union Workers Rejects Offer, Shutdown Imminent HARRISBURG EAST: Heading Back to the Auction Block After $46.5MM Bid Withdrawn HARNISCHFEGER: Beloit to Employ Merrill Lynch to Sell Asia Pulp & Paper Note HEDSTROM HOLDINGS: Motion To Fix October 17 Bar Date INDYMAC INC.: Fitch's Downgrades Mortgage Certificates IRIDIUM SYSTEM: Castle Harlan Completes Due Diligence and Passes on Purchase JOAN AND DAVID: Moves to Extend Sec. 365(d)(4) Deadline to October 9, 2000 KAISER GROUP: Completes Asset Sale to Earth Tech, Generating $30 Million LEE COUNTY: Virginia Community Hospital Files for Chapter 11 Protection LOGAN GENERAL: West Virginia Hospital Continues Labor Cut-Backs in Chapter 11 LOGAN GENERAL: Thomas Sphatt to Assume CEO Post on August 14 MALIBU ENTERTAINMENT: Lenders Agree to 30-Day Forbearance Until August 31 MULTICARE AMC: Motion To Extend Time to File Schedules and Statements OMEGA HEALTHCARE: Class Action Filed by Wechsler Harwood OPTEL INC: Requests Authority to Reject Employment Agreement with Former CFO PETSEC ENERGY: Apache Objects to Disclosure Statement PRIME RETAIL: Announces Election of Glenn Reschke as New Chairman and CEO PRIME RETAIL: Announces Suspension of Preferred Stock Distributions SABRATEK CORP.: Motion To Extend Time To Assume/Reject Leases to Sept. 15 SAFETY-KLEEN: Committee Retains Morris Nichols as Local Counsel SANDS HOTEL: Judge Wizmur Sides with Ichan-Backed Plan of Reorganization SLOVAK BANKS/SLOVENSKA SPORITELNA: Moody's Downgrades Two Sub. Debt Ratings SMART WORLD: Hearing on Juno DIP Financing Pact this Afternoon STYLING TECHNOLOGY: Conversion of Debt to Equity or Chapter 11 TEE TO GREEN: Investors File Involuntary Bankruptcy Against Recreation Concern TELEHUB NETWORK: Order Approves Global Settlement Agreement TRI VALLEY: AgEx.com to Help Tomato Growers Recoup Losses TRI VALLEY: Dept. of Agriculture to Purchase $50 Million of Tomatoes TRI VALLEY: Receives Approval of $270 Million DIP Financing Agreement TV FILME: ITSA Announces Successful Reorganization Meetings, Conferences & Seminars ********* 919 FEE ASSOCIATES: Case Summary and 20 Largest Unsecured Creditors -------------------------------------------------------------------- Debtor: 919 Fee Associates L.P. c/o Colonnade Properties, LLC One Rockefeller Plaza New York, NY 10020 Chapter 11 Petition Date: July 28, 2000 Court: Southern District of New York Bankruptcy Case No.: 00-13464 Judge: Stuart M. Bernstein Debtor's Counsel: Lee William Stemba, Esq. Joel Lewittes, Esq. Parker Chapin LLP The Chrysler Building 405 Lexington Avenue New York, NY 10174 (212) 704-6000 Total Assets: $ 100 Million above Total Debts: $ 10 Million above 20 Largest Unsecured Creditors Cushman & Wakefield, Inc. 51 West 52nd Street New York, New York 10019 Tel:(212) 841-7500 $ 1,500,000 Collins Building Services 1775 Broadway, Suite 1420 New York, New York 10019 Tel:(212) 896-5100 $ 321,504 Schulte Roth & Zabel $ 124,692 New Energy East $ 121,555 Apollo HVAC Corporation $ 100,000 Con Edison $ 90,094 Con Edison $ 75,940 PS Marcato Elevator Co., Inc. $ 40,164 Brisk Waterproofing $ 40,000 J.P. Morgan $ 25,894 Structure Tone, Inc. $ 20,000 Timbel Chiller Maintenance $ 18,950 Plantworks $ 17,452 Industrial Sales & Service $ 11,149 Sprint Recycling $ 9,712 Sterling Services Co. $ 6,602 Concept Air Conditioning $ 6,440 New York Cooling Towers $ 6,359 Nalco Chemical co. $ 5,655 Gordon H. Smith Corp. $ 5,000 AMERICAN PAD: Saratoga Partners Offers $24 Million for Williamhouse Assets -------------------------------------------------------------------------- American Pad & Paper Company and its debtor affiliates seek approval of the sale procedure for the sale of the debtors' Williamhouse Assets. Saratoga Partners IV, LP emerged with the highest and best purchase offer for the assets. The letter of intent by and between the debtor and Saratoga provides for a purchase price of $24 million. The terms of the letter o f intent include a termination fee of $1 million. The initial purchase price offered by any competing bidder must have a fair market value of at least the sum of the purchase price, the expense cap ($1.5 million) the topping fee ($3.341 million) and $5 million. The Debtors request that the court enter an order approving the sale procedures and the expense reimbursement, the Topping Fee and the Liquidated Damages, all to be paid as administrative expenses of the sellers' estates; approving the form of notice of the auction and the sale hearing and approving the form of the Cure Notice. BANQUE HERVET: Moody's Reviews For Possible Downgrades ------------------------------------------------------ Moody's Investors Service placed on review for possible downgrade the Baa1 long-term deposit rating and the D+ financial strength rating of Banque Hervet. The bank's Prime-2 short-term deposit rating was confirmed. These rating actions were prompted by the announcement by the French government of Banque Hervet's planned privatization through the flotation of its shares on the French stock market, with a group of core shareholders to own up to one- third of the bank's capital. Moody's commented that Banque Hervet's deposit ratings have been supported at their present level by the bank's state ownership. Consequently, weaker shareholder support resulting from the privatization could bear negatively on the bank's ratings. Moody's also added that its review of the bank's D+ financial strength rating would consider the long-term implications on Banque Hervet's fundamentals of its more marginal position in the increasingly concentrated retail banking market in France. The following ratings were placed on review for possible downgrade: * Banque Hervet - long-term deposit at Baa1, issuer at Baa1 and financial strength at D+ and * Banque de Baecque et Beau - long-term deposit at Baa1. The following ratings were confirmed: (a) Banque Hervet - short-term deposit at Prime-2, (b) Banque de Baecque et Beau - long-term deposit at Prime-2. (c) Banque Hervet is a small regional bank headquartered in Bourges, France. The bank had total asset of EUR 6.8 billion at year-end 1999. CELOTEX CORP: BPB Acquires Two of Five Business Units for $345 Million ---------------------------------------------------------------------- Celotex Corp., the troubled Tampa maker of building materials, has closed on the previously announced sale of two of its five business to BPB PLC of the United Kingdom. The British company, the second-largest maker of wallboard in the world, agreed to pay about $345-million for Celotex's gypsum wallboard and ceilings businesses. The two units account for half of Celotex's $600- million in annual revenue. The deal includes 12 manufacturing plants nationwide, affecting about 1,400 employees. BPB, which is scouting for a headquarters location in Tampa, plans to hire as many as 60 of the 200 employees in Celotex's current Tampa headquarters along with 30 of the 75 employees in Celotex's technical center in St. Petersburg. Celotex, once part of Walter Industries, was forced to sell itself piecemeal because of asbestos claims that forced it into bankruptcy reorganization in 1990. (Business Today 27-Jul-2000) CHS ELECTRONICS: Unveils Terms for Changes to Third Amended Plan ---------------------------------------------------------------- CHS Electronics, Inc., presented the Bankruptcy Court with a term sheet outlining an amended plan of reorganization. The debtor will amend its third liquidating plan (except as modified by the Term Sheet, the existing plan and Europa deal documents shall remain unmodified and in effect) to provide for a sale of the debtor's European Assets to Europa ITApS pursuant to an amended Stock Purchase Agreement whereby in exchange for the European Assets other than CHS Romak, the debtor will receive for distribution in accordance with the plan: A. $1 million cash; B. $50 million of New Senior Four-Year Notes of Europa IT; C. 35% of the Common Equity of Europa IT. Summary terms of the notes: Issuer: Europa IT Securities Offered: Senior Notes Principal Amount: US $50 million Maturity Date: 4 years after the first to occur of September 1, 2000 or the Closing Date of the Europa Transaction. Interest Rate: 10% per annum payable in cash semi-annually in arrears. Interest payments will commence upon the first to occur of September 1, 2000 or the Closing Date of the Europa transaction Summary terms of common stock: Issuer: Europa IT Issue: Common Stock Amount: 35% of the primary fully diluted common stock issued and outstanding of Europa IT Registration Rights: Europa IT must file within 45 months and use its best efforts to cause to become effective, a shelf registration providing for the common stock to be registered in the US or major European market. If within 48 months a shelf registration has not been declared effective, then Europa IT will pay liquidated damages of $75,000 every 6 months on the shares of common stock issued to the debtor's creditors and their successors in interest as reflected in the shareholder list of Europa. Europa IT will use its best efforts to cause the Common Stock that is so registered to be listed in a US or major European stock exchange. CHS Romak will be sold separately for at least $1.2 million. CITRUS VALLEY: Moody's Places Ratings On Review For Downgrade ------------------------------------------------------------- Moody's Investors Service has placed the underlying Baa1 rating on Citrus Valley Health Partners' (CVHP) under review for possible downgrade. CVHP's bonds are insured by MBIA and rated Aaa. The watchlist action follows a review of the 1999 Audited Financial Statements and year-to-date financial statements, which shows the continuation of significant operating deficits. In addition, the poor operating results coupled with continued capital spending have eroded the hospital's cash position significantly. In June of 1999, Moody's downgraded CVHP's bond rating to Baa1 from A2 after a significant decline in operating performance and the resulting negative impact on hospital financial operations. The rating carried a negative outlook at the lower level, reflecting our belief that the organization would continue to experience operating pressures in the intermediate term while corrective actions were being fully implemented. However, the level of decline experienced over the past 18 months and the resulting impact on the hospital's financial profile gives reason for concern, prompting this watchlist action. In addition, a multiple notch downgrade is possible. During our review, we will consider the status of the organization's initiatives to stabilize poor operating results, reduce the need to draw on cash reserves, and review any changes to CHVP's capital structure as it relates to seismic requirements as well as ongoing routine capital investments. Moody's expects to complete this review shortly. COLORADO GREENHOUSE: Motion to Reject Standstill Agreement ---------------------------------------------------------- Colorado Greenhouse Holdings, Inc. and its affiliated debtors seek to reject a Standstill Agreement by and among Colorado Greenhouse affiliates and Farm Credit Services of the Mountain Plains, PCA. Farm Credit is the Debtors' primary lender. On the petition date the debtors owed Farm Credit some $25 million, secured by a lien on most of the debtors' assets. The debtors believe that the Standstill Agreement constitutes an executory contract. The debtors assert that it is in the best interests of the bankruptcy estates to reject the Standstill agreement. The terms and conditions of the Standstill Agreement by the debtors would dictate the terms and conditions of any reorganization plan proposed by the debtors. Under the Standstill Agreement, on behalf of Farm Credit, the debtors agreed to assign to Farm Credit certain insurance policies and insurance claims under such policies; The debtor agreed to sell two greenhouses located in New Mexico; The debtor agreed to continue its negotiations for the sale of its investments in Greenhouse and assign any sale contract and proceeds therefrom to Farm Credit; The debtor agreed to continue to produce and sell tomatoes and use and apply the proceeds as set for the in the Standstill Agreement and the debtors agreed to create and pledge certain new bank accounts. The agreement obligates Farm Credit to apply the proceeds form the sale and collection of assets in very specific terms to pay down Farm Credit's debt and to fund the debtors' continued business operation. The debtors believe that there is a greater likelihood of a successful reorganization and a greater distribution to unsecured creditors if the Standstill Agreement is rejected thereby allowing the debtors to negotiate with their creditors and parties-in-interest to formulate the terms of a plan of reorganization without the overlay of the Standstill Agreement. Pursuant to a stipulation dated April 12, 2000, the debtors withdrew, without prejudice, a prior motion to reject the Standstill Agreement, and now seek the same relief that was sought in that prior motion. COMPLETE MANAGEMENT: Sells its Rights in Medical Accounts Receivable -------------------------------------------------------------------- On August 9, 2000, at 9:30 a.m., in Courtroom 523 of the United States Bankruptcy Court for the Southern District of New York, before the Honorable Jeffry H. Gallet, United States Bankruptcy Judge, Complete Management, Inc., a chapter 11 debtor in possession ("CMI"), shall conduct an auction sale (the "Sale Hearing") of its right, title and interest (the "Collection Rights") in the collection of a portfolio of medical accounts receivable (the "Receivables"), as more fully described in an agreement, dated June 9, 2000 (the "Collection Agreement"), by and among CMI and: (i) the Creditors' Committee in CMI's chapter 11 case (the "Committee"); (ii) Medical Receivables Corp. ("MRC"), a wholly-owned subsidiary of CMI that bought certain Receivables and then pledged them as collateral for a loan; (iii) Medical Management, Inc. ("MMI"), a wholly-owned subsidiary of CMI that has operated magnetic resonance imaging facilities in the New York City area; (iv) DVI Business Credit Corporation ("DVIBC"), which asserts a valid, duly-perfected first lien on the Receivables, based on MRC's pledge of the Receivables as collateral for DVIBC's loan; (v) Greater Metropolitan Neurology Services, P.C., Complete Medical Services, P.C. and Objective Medical Evaluation (collectively, "GMMS"), now-defunct medical practices to which the majority of the Receivables are owed; and (vi) HealthShield Capital Corporation ("HealthShield"), a 63.5%-owned subsidiary of CMI which has proposed (in the Collection Agreement) to undertake the collection of the Receivables, in consideration of which HealthShield will receive certain consideration, as defined in section 3 of the Collection Agreement. As additional consideration, and pursuant to a Reallocation Agreement, HealthShield will also issue to CMI additional shares of stock in HealthShield; CMI and its financial advisors have estimated the value of this additional stock (the "HealthShield Stock") at approximately $1,600,000. Please note that CMI does not own the Receivables, but only a right to collect the Receivables. At the Sale Hearing, CMI will seek to sell its Collection Rights in and to the Receivables to HealthShield in exchange for the HealthShield Stock, subject to higher and better offers. Copies of (i) CMI's application to enter into the Collection Agreement and Reallocation Agreement, (ii) its reply papers in further support of its application (to which both the Collection Agreement and Reallocation Agreement are annexed as exhibits), as well as (iii) the July 21, 2000 order of the Bankruptcy Court, authorizing CMI to put the Collection Rights up for auction at the Sale Hearing, are available electronically by accessing the Bankruptcy Court's website at http://www.nysb.uscourts.gov. Potential bidders interested in making higher and better offers for CMI's Collection Rights should contact CMI's financial advisors, Loeb Partners Corporation, 61 Broadway, New York, New York 10006, (212) 483-7086, attention: Harvey Tepner or Bruce Kaufman, CMI's bankruptcy counsel, Salomon Green & Ostrow, P.C., 485 Madison Avenue, New York, New York 10022, (212) 319-8500, attention: Alec P. Ostrow, Esq., or Gary I. Selinger, Esq., in advance of the August 9 hearing. CSN ISLAND: Fitch's Assigns BB- To Issuance Notes ------------------------------------------------- Fitch has assigned a `BB-` rating to the proposed $250 million note issuance due 2002 by CSN Island Corp. and guaranteed by Companhia Siderurgica Nacional (CSN). The notes will be used primarily to refinance the remaining balance of medium-term notes issued in 1998 as part of the financing for the purchase of Companhia Vale do Rio Doce (CVRD). Fitch currently rates CSN`s export-backed notes issued in 1996 `BB+`. CSN, located in Rio de Janeiro, Brazil, is the largest fully integrated steel manufacturer in Latin America and produces a variety of flat steel products. These ratings reflect CSN`s position as one of the industry`s lowest cost producers due to its advanced technology and access to high quality iron ore from its Casa de Pedra mine, one of the world`s most strategic iron ore mines located in Brazil. CSN has further increased control over its cost structure and secured reliable sources of energy and transportation by participating in several consortia that operate power generation plants, port terminals and railway systems, which are essential for transporting steel products and raw materials from mines and port facilities. Over the last decade, CSN has focused on the domestic market, maintained a necessary presence in the export market, and implemented a business strategy of increasing its output of higher margin cold-rolled, galvanized and tin mill products. By modernizing its manufacturing technology, adopting total quality management concepts, and implementing customer-focused strategies, CSN has captured approximately 80 percent of the galvanized steel market in Brazil and become one of the world`s leading producers of tin mill products for packaging containers. In 1999, CSN produced 4.8 million tons of crude steel (slabs) and 4.2 million tons of finished steel products (hot and cold-rolled coils and sheets). These products are used in the automobile, domestic appliance, and civil construction, industries and in other consumer and industrial applications. The senior unsecured foreign currency rating of CSN is constrained by the BB- foreign currency rating of the Federative Republic of Brazil. Factors reflected in the corporate credit assessment on a local currency basis include CSN`s strong operating fundamentals, its status as the largest integrated steel producer in Latin America, an aggressive investment strategy, and a high degree of exposure to the Brazilian domestic market. In 1999, the Brazilian market accounted for approximately 77 percent of operating revenues. In May 2000, CSN reached an agreement to sell its stake in Companhia Vale do Rio Doce (CVRD), the world`s largest iron ore producer and exporter, for approximately $1.3 billion to Brazilian financial group Bradesco and state pension fund Previ. In a related transaction, CSN`s controlling shareholder Vicunha, is seeking to increase its stake in CSN by acquiring Bradesco and Previ`s holdings in CSN for approximately $1.2 billion. The sales will help disentangle the cross-ownership structures of CVRD and CSN and allow CSN to better focus on its core steel business. CSN also announced its intention to sell its investment in Light, a Brazilian electricity distributor. These divestitures by CSN hold the potential to positively affect the company`s credit fundamentals, depending on the ultimate use of the sales proceeds. Using the proceeds to reduce debt and increase liquidity would have a positive impact on CSN`s credit profile. Buying back shares or making a special dividend to shareholders would be viewed as credit neutral or mildly negative. The credit impact from other potential uses such as building a new steel mill to double crude steel production levels and expanding rolling capacity in the United States or Europe would depend on the viability of the project. For CSN the ratio of EBITDA/Interest Expense has decreased over the years, from 4.0 times in 1996, to 2.3 times in 1998, and to 2.0 times in 1999, and is currently weak for the `BB+` rating for CSN`s export-backed notes. This ratio is expected to strengthen to approximately 3.0 times as EBITDA improves due to increased domestic and world demand, higher prices, and reduced gross debt levels. Although gross debt levels are fairly high at $2.5 billion, if cash and cash equivalents ($834 million as of March 31, 2000) were applied to reduce debt, CSN`s gross debt of $2.5 billion yields a net debt of US$1.7 billion, or approximately the same amount of assets currently available for sale. CSN benefits from the ability to monetize many of its nonoperating assets such as its Casa de Pedra mine, its stakes in CVRD and Light, among others, such that net debt levels could be considered minimal. Such liquidity supports Fitch`s ratings for CSN despite modest leverage and debt coverage ratios. The rating of the export-backed notes is based upon the corporate credit quality (senior unsecured local currency rating) of CSN and the structure of the transaction. This structure mitigates certain sovereign transfer and convertibility risks and allows the transaction to be rated above Brazil`s `BB-` foreign currency rating. The structural enhancements associated with CSN`s export-backed notes include an offshore trust and collection account, debt service coverage by a multiple of export receivables, a four-month principal and interest reserve account, key financial covenants and periodic performance tests based on receivables generation and collection. In addition, all designated customers sign agreements to direct their payments to the offshore collection account maintained by an independent trustee. Fitch is an international rating agency that provides global capital market investors with the highest quality ratings and research. Dual headquartered in New York and London with a major office in Chicago, Fitch rates entities in 75 countries and has some 1,100 employees in more than 40 local offices worldwide. The agency, which is a combination of Fitch IBCA and Duff & Phelps Credit Rating Co., provides ratings for financial institutions, corporates, structured finance, insurance, sovereigns and public finance markets worldwide. Contact Anita Saha 1 312-368-3179 or Joe Bormann 1 312-368-3349. DIMAC HOLDINGS: Seeks Approval of Supplemental Cash Management Agreement ------------------------------------------------------------------------ Dimac Holdings, Inc., et al., filed a motion for entry of a court order approving a supplemental cash management agreement among the debtor, DIMAC Corporation, First Union National Bank and Credit Suisse First Boston, and authorizing the continued use and maintenance of the integrated and computerized cash management system with First Union described therein. The debtor asserts that its complex business and financial affairs can be efficiently managed only with a complete, fully integrated computerized system which enables the debtors to control cash receipts and disbursements and maintain current and accurate reporting of revenues and expenses. The debtors must maintain a balance of $1 million in the Concentration Account with First Union. In the event the amount falls below that amount, First Union may stop providing cash management services to the debtors. GENESIS/MULTICARE: Application to Employ Ordinary Course Professionals ----------------------------------------------------------------------- The GHV Debtors identified 88 and the Multicare Debtors identified 61 law firms, accountants, consultants, and other professionals that they routinely use in the ordinary course of their business. The Debtors desire to continue to employ the Ordinary Course Professionals to render services to their estates similar to those services rendered prior to the Petition Date. Pursuant to 11 U.S.C. Sec. 327, the Court should consider a formal application by the Debtors to employ each of these professionals. However, in light of the expense incurred in preparing separate applications for professionals who will receive relatively small fees, the Debtors ask Judge Walsh to dispense with the requirement that separate formal employment applications be submitted for each of the ordinary course professionals. The Debtors suggest that they seek prior court approval only in the event a professional is paid more than $25,000 per month. On a routine basis, the Debtors will file a statement every sixty days setting forth the names of the Ordinary Course Professionals retained and the aggregate amount paid and each law firm rendering services to the Debtors will file a Retention Affidavit by the later of: (a) thirty days after the granting of this motion and (b) thirty days after the Debtors engage the respective law firms. The Debtors believe that the relief will spare the court and the U.S. Trustee from having to consider numerous fee applications as well as saving the Debtors professional fees and expenses associated with fee applications, and the expense in preparing separate applications and orders. (Genesis/Multicare News, Issue No. 2; Bankruptcy Creditors Service Inc., 609/392-0900) GULF STATES: Union Workers Rejects Offer, Shutdown Imminent ------------------------------------------------------------ According to company officers at Gulf States Steel, the Associated Press reports, union workers turned down the company's last offer and a shutdown is imminent. Members of Local 2176 of the United Steel Workers of America turned down a contract by a vote of 749-223. For the steel plant to get out from bankruptcy more cuts should be implemented and to have a federal loan guarantee. "There's just no trust between the company and the union any more," local union president, Howard Carroll relates. Gulf States Steel filed for bankruptcy protection under Chapter 11 in July of 1999. HARRISBURG EAST: Heading Back to the Auction Block After $46.5MM Bid Withdrawn ------------------------------------------------------------------------------ The Harrisburg East Mall may have to be auctioned after its $46.5 million bid from a prospective buyer was withdrawn, the Associated Press reports. The unidentified prospective buyer faced its own financing problems, and couldn't pull the deal together. The Pennsylvania-based shopping center filed for Chapter 11 bankruptcy protection last December. A Federal Bankruptcy Judge , will hold a hearing next week to consider new bidding and auction procedures. Harrisburg East, 890,000-square-foor shopping center, was opened in 1969. It was the first enclosed mall in Swatara Township outside Harrisburg, Pa. Lord & Taylor, J.C. Penney and Hecht's department stores anchor it. HARNISCHFEGER: Beloit to Employ Merrill Lynch to Sell Asia Pulp & Paper Note ---------------------------------------------------------------------------- Beloit Corporation seeks the court's authority to employ and retain Merrill Lynch, Pierce, Fenner & Smith, Incorporated as Placement Agent to sell the Asia Pulp & Paper Promissory Note, in the aggregate principal face amount of $110,000,000 issued by PT Indah Kiat Finance (IV) Mauritius Limited under certain indenture between Indah Kiat Finance (IV) Mauritius Limited, as Issuer, Asia Pulp & Paper Company Ltd. and PT Indah Kiat Pulp & Paper Tbk, as Guarantors, and The Bank of ew York, as Trustee, dated March 31, 2000. Pursuant to the Merrill Lynch Agreement, Merrill Lynch will act as agent, but not principal, in the secondary placement of the APP Note on a best efforts basis. Beloit asserts that the proposed services by Merrill Lynch are necessary to enable Beloit to maximize the value of its estates and to reorganize successfully because the sale of the APP Note will bring a substantial sum of cash, and given the complexities of APP and the sale of notes of an Indonesian company, Beloit believes taht the best price will be achieved by using an experienced placement agent to sell the APP Note. The Debtors believe that Merrill Lynch is well-qualified to provide the services to Beloit in a cost-effective, efficient and timely manner. Pursuant to the Agreement, Beloit has agreed to pay Merrill Lynch 1.125% of the principal amount of the APP Note, and to reimburse Merrill Lynch for reasonable legal expenses. Beloit also seeks authority to pay Merrill Lynch its fees and expenses, pursuant to section 328 of the Bankruptcy Code, without the need to comply with the Court's order governing the reimbursement of fees and expenses for professionals and the Committee in HII cases. Beloit represents that the compensation arrangement provided for in the Merrill Lynch Agreement is consistent with customary practice. Beloit also represents that Merrill Lynch is a disinterested person as the term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. The United States Trustee objects to excusing Merrill Lynch from complying with the Court Order governing the reimbursement of expenses for professionals and committee members. UST says that compliance with the order is not unduly burdensome given that Merrill Lynch will have to compile summary of its expenses in order to ascertain the amount of any reimbursement. (Harnischfeger Bankruptcy News, Issue No. 25; Bankruptcy Creditors Service Inc., 609/392- 0900) HEDSTROM HOLDINGS: Motion To Fix October 17 Bar Date ---------------------------------------------------- Hedstrom Holdings, Inc., et al., seek an order fixing a Bar Date for filing certain proofs of claim. The debtors request that the court fix October 17, 2000 at 4:00 PM (Eastern Time) as the last date and time by which all creditors of the debtors must file proofs of claim. The fixing of that date as the Bar Date will enable the debtors to receive, process and begin their initial analysis of creditors' claims in a timely and efficient manner. INDYMAC INC.: Fitch's Downgrades Mortgage Certificates ------------------------------------------------------ Fitch downgrades the following CWMBS (IndyMac) Inc.'s mortgage pass-through certificates: I. CWMBS 1994-M Pool 1: (a) Class B1E rated 'B' and currently on Rating Watch Negative, is downgraded to'CCC'. II. CWMBS 1994-R: (a) Class B4 rated 'BB' and currently on Rating Watch Negative, is downgraded to 'B'and remains on Rating Watch Negative. (b) Class B5 rated 'B' and currently on Rating Watch Negative, is downgraded to'CCC'. III. CWMBS 1995-K: (a) Pool 1: Class B1D rated 'B' is downgraded to 'CCC'. (b) Pool 2: Class B2E rated 'B' is downgraded to 'CCC'. (c) Pool 3: Class B3D rated 'B' is downgraded to 'CCC'. (d) Pool 4: Class B4D rated 'B' is placed on Rating Watch Negative. IV. CWMBS 1995-L: (a) Class B4 rated 'B' is placed on Rating Watch Negative. V. CWMBS 1995-N: (a) Class B4 rated 'CCC' is downgraded to 'D'. VI. CWMBS 1995-W: (a) Class B5 rated 'B' is placed on Rating Watch Negative. VII. CWMBS 1996-I: (a) Class B4 rated 'BB' is placed on Rating Watch Negative. (b) Class B5 rated 'B' and currently on Rating Watch Negative, is downgraded to'CCC'. These actions are taken due to the level of losses incurred and the high delinquencies in relation to the applicable credit support levels as of the June 25, 2000 distribution. For specific delinquency and loss information, visit http://www.fitchratings.com IRIDIUM SYSTEM: Castle Harlan Completes Due Diligence and Passes on Purchase ---------------------------------------------------------------------------- Castle Harlan, Inc., the New York merchant bank, said that, after extensive due diligence, its findings did not support a continued effort to acquire the assets of Iridium LLC, the bankrupt global satellite communications system. Castle Harlan had expressed interest in early June in purchasing the system for approximately $50 million. On June 7, the U.S. Bankruptcy Court for the Southern District of New York approved a 45-day due diligence period during which Castle Harlan could determine the economic viability of its business plan. Iridium is a $5 billion venture backed primarily by Motorola. It filed for chapter 11 bankruptcy protection in August 1999. In a statement today, Castle Harlan said: "Although Iridium provides a magnificent international point-to-point telephone service, our due diligence and marketing studies were unable to confirm that Iridium would generate even low levels of revenue with a high degree of certainty. "The result is that we must conclude that it would be economically inadvisable to move forward with the acquisition of the company's assets." The equity for the acquisition was to have been provided by Castle Harlan Partners III, a $630 million private equity investment fund managed by Castle Harlan. Castle Harlan was formed in 1987 by John K. Castle, former president and chief executive officer of Donaldson, Lufkin & Jenrette, and Leonard M. Harlan, founder and former chairman of The Harlan Company, a real estate investment and advisory firm. JOAN AND DAVID: Moves to Extend Sec. 365(d)(4) Deadline to October 9, 2000 -------------------------------------------------------------------------- The debtor, joan and david helpern incorporated, seeks a further extension, until October 9, 2000 of the time within which the debtor may assume or reject unexpired real property leases. The debtor has rejected leases for eight of its stores, and is in the process of negotiating stipulations for the termination and/or rejection for six other store leases. The debtor anticipates that an application to approve a sale of its business will be filed with the Court within the next 30 days and it will request this court to consider such application, subject to higher or better offers, in mid-September with a closing to be held shortly thereafter. Therefore, the debtor claim that it requires an additional extension of time to complete its sale negotiations and to avoid what would be either a premature assumption or rejection of the leases. KAISER GROUP: Completes Asset Sale to Earth Tech, Generating $30 Million ------------------------------------------------------------------------ Kaiser Group International, Inc. (OTC Bulletin Board: KSRG) announced that it has completed the sale of its infrastructure and facilities business unit to Earth Tech Holdings, Inc., a unit of Tyco International, Ltd. (NYSE: TYC; LSE: TYI; BSX: TYC). The infrastructure and facilities business unit includes operations related to transit and transportation, water/wastewater, facilities design and construction, and microelectronics and clean technology. This transaction results from a study of strategic alternatives for Kaiser's engineering operations undertaken earlier this year in connection with the ongoing restructuring of the Company's debt. Kaiser reached a definitive agreement with Earth Tech on June 9, 2000. The $30 million asset sale was approved by the Delaware Bankruptcy Court on July 17, 2000. LEE COUNTY: Virginia Community Hospital Files for Chapter 11 Protection ----------------------------------------------------------------------- The Associated Press reports that the 70-year-old Lee County Community Hospital in Pennington Gap, Virginia, filed for bankruptcy protection under Chapter 11. The non-profit, 80-bed community hospital, which filed in a U.S. Bankruptcy Court listed $12 million in assets and debts amounting to $19 million. Prior to the filing, several officers pleaded guilty to federal charges about the recent theft of hospital funds, James L. Davis, former administrator, Michael Redman, hospital contractor and former board chairman Charles Fugate. These federal cases and very low Medicare reimbursements somehow nudged the hospital's filing for bankruptcy protection. LOGAN GENERAL: West Virginia Hospital Continues Labor Cut-Backs in Chapter 11 ----------------------------------------------------------------------------- A report from the Charleston Gazette states that West Virginia-based Logan General Hospital laid off 7% of its staff and demoted, transferred or cut the pay of another 9% following budget cuts. According to chief Tom Senker, "Our emphasis in the cost reduction plan is to maintain quality care and ensure minimal impact in nursing and clinical areas," [and] "This is a difficult process that will affect many people." Logan General has 692 full-time employees, 49 lost their jobs, while 64 will be transferred or demoted or to have lose pay. The Genesis Affiliated Health Systems agreement, which will take effect after Logan emerges from bankruptcy is not affected with the layoffs. LOGAN GENERAL: Thomas Sphatt to Assume CEO Post on August 14 ------------------------------------------------------------ Logan General Hospital, operating in chapter 11 under the supervision of the Bankruptcy Court in West Virginia, has named Thomas Sphatt of Cleveland as its new CEO. Tom Senker, who lead the hospital through bankruptcy proceedings will step down and Mr. Sphatt who will assume the post in Aug. 14. Senker has been a senior officer for almost 20 years in different community hospitals, including health care and academic medical centers. He has worked for Quorom Health Resources, for financially challenged health firms for the past two years. Logan General filed for bankruptcy protection in October 1998 and is still in the process of emerging for bankruptcy. MALIBU ENTERTAINMENT: Lenders Agree to 30-Day Forbearance Until August 31 ------------------------------------------------------------------------- Malibu Entertainment Worldwide, Inc. (OTC Bulletin Board: MBEW) announced that its primary lender agreed to an additional 30-day forbearance of debt obligations due June 30, 2000. The holder of $21.6 million of secured debt has agreed to refrain from exercising any of its remedies under the loan until August 31, 2000. The Company and its primary lender are discussing the possibility of amending and restating the Company's credit agreement to modify the Company's obligations. There can be no assurance that the Company and this lender will be able to reach agreement or, if so, as to the timing, terms or effect thereof. As previously announced, to comply with its obligations under the loan agreement with its primary lender and as part of the Company's strategic plan, the Company intends to divest certain assets in an effort to generate cash to fund its working capital, debt service and capital expenditure requirements and to repay indebtedness. There can be no assurance that the Company will be able to complete such divestitures, or, if so, as to the timing, terms or effects thereof. As previously announced, if the Company is unsuccessful in selling these assets, in obtaining other financing or in modifying the terms of its existing indebtedness or if the proceeds of such sales are significantly less than their recorded value, the Company will be required to take extraordinary steps to preserve cash and satisfy its obligations, including seeking to curtail normal operations at various facilities, liquidating assets or significantly altering its operations. If the Company is unable to take such actions or they are not sufficient to permit the Company to continue to operate, the Company may seek or be forced to seek to restructure or reorganize its liabilities, including through proceedings under the federal bankruptcy laws. Headquartered in Dallas, Texas, Malibu Entertainment Worldwide, Inc. is a leader in the location-based entertainment industry, now operating 21 parks in 8 states under the SpeedZone, Malibu Grand Prix and Mountasia brands, primarily clustered in Texas, California, Georgia and Florida. MULTICARE AMC: Motion To Extend Time to File Schedules and Statements --------------------------------------------------------------------- Multicare AMC, Inc., et al., seek an order further extending their time to file schedules and statements of financial affairs and authorizing the debtors to file schedules on a partially consolidated basis. A hearing on the motion will be held before Judge Walsh in Wilmington tomorrow. Multicare estimates that is has approximately 100,000 creditors and potential creditors. The debtors must gather a significant amount of information from numerous locations to prepare their schedules. The debtors have been diligently compiling and reviewing all of the information to prepare the Schedules, but give n the size and complexity of these cases, the debtors claims that they have not had sufficient time to collect and assemble all of the requisite financial data and other information so as to meet the deadline. The debtors respectfully request an additional 45-day extension (for a total of 90 days from the Petition Date) to September 22, 2000 in order to afford the debtors with sufficient additional time to prepare and file their Schedules. OMEGA HEALTHCARE: Class Action Filed by Wechsler Harwood -------------------------------------------------------- The following is an announcement by the law firm of Wechsler Harwood Halebian & Feffer LLP: You are hereby notified that a class action against Omega Healthcare Investors, Inc. (NYSE: OHI) and certain of its officers and directors has been commenced in the United States District Court For The Southern District Of New York by Wechsler Harwood Halebian & Feffer LLP (contact Ramon Pinon, IV, Esq., at 877-935-7400). The suit is on behalf of shareholders who purchased the common stock of Omega between April 13, 1999 and May 11, 2000. The complaint alleges that Omega and certain of its directors and executive officers violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. The complaint alleges that the defendants issued materially false and misleading financial statements contained in filings with the Securities and Exchange Commission (the "SEC") and press releases, that, inter alia, overstated the Company's assets, revenues, income and earnings per share during the Class Period and further misrepresented the likelihood of continuing the payment of its existing dividend. On May 11, 2000, the Company finally announced that it had negotiated a cash infusion to stave off bankruptcy and would nonetheless cut its dividend. On this news, Omega's stock fell to between $4.00 and $5.00 per share. The Company's common stock had traded as high as $26.00 per share on the NYSE during the Class Period. However, the individual defendants and certain insiders fared better. During the Class Period, and shortly before, the individual defendants sold over thousands of shares of the Company's common stock at a price almost four times higher that Omega's stock was worth at the end of the Class Period. OPTEL INC: Requests Authority to Reject Employment Agreement with Former CFO ---------------------------------------------------------------------------- OpTel, Inc., et al., seek an order authorizing the rejection of their employment agreement with Bertrand Blanchette, their former Chief Financial Officer. A hearing to consider the motion will be held on August 9, 2000 at 4:00 PM before the Honorable Sue L. Robinson, US District Court for the District of Delaware, 844 King Street, Wilmington, DE. Shortly after the Commencement Date, OpTel terminated Blanchette's employment in accordance with the employment agreement which was to end by its terms on April 15, 2001. This motion is made in an abundance of caution as a procedural device to formally reject the Agreement, so as to avoid potential confusion regarding Blanchette's employment status. PETSEC ENERGY: Apache Objects to Disclosure Statement ----------------------------------------------------- Apache Corporation, a creditor of Petsec Energy, Inc., objects to the Disclosure Statement submitted by Petsec in support of its Plan of Reorganization because: (A) it contains an incorrect statement that there are no sums due to Apache Corporation; (B) it fails to disclose the amount of payment of fees to attorneys and other professionals; (C) it fails to disclosure the identity of creditors within Class 2; (D) it fails to disclose the alternative method to pay Foothill Capital; (E) it fails to disclose the identity of the members of Plan Administrative Committee; (F) it fails to disclose the purpose of the proposed convenience class of unsecured creditors; (G) it fails to disclose the name of stock agent; (H) it fails to disclose compensation of officers and the scope of the indemnity provided to the officers and directors and possibly employees; (I) It fails to provide for attorney fees, costs and expenses for assumption of executory contracts; (J) it fails to provide adequate information regarding the proposed assumption of plugging and abandonment liability; (K) it fails to provide financial information to show adequate assurance of future performance of any proposed assumption of executory contracts; (L) it fails to provide a listing of executory contracts and what agreements are to be included in any executory contracts; (M) it fails to provide the impact of MMS approval needed on any contemplated or proposed assumption and transfer of leases; (N) it fails to discuss the effect and existence of preferential rights of Apache as to any proposed or contemplated sale. PRIME RETAIL: Announces Election of Glenn Reschke as New Chairman and CEO ------------------------------------------------------------------------- Prime Retail, Inc. (NYSE: PRT, PRT.PRA, PRT.PRB) (the Company) announced that the Board of Directors has unanimously elected Glenn D. Reschke chairman, president and chief executive officer. Mr. Reschke had been president and acting chief executive officer. Norman Perlmutter, chairman of the Executive Committee, said, "Glenn has done an excellent job since becoming acting chief executive officer in February during difficult times for the company. Based on his performance, the Executive Committee was pleased to recommend him to the Board of Directors. We believe that Glenn has the skills to successfully lead the Company through a turnaround. As CEO, in the near term Glenn is focused on stabilizing our financial situation. Glenn understands the financial challenges facing the company and is working with Lehman Brothers to implement the closing of the refinancing of short-term debt. On a longer term basis, as the refinancing plan is implemented, Glenn, with his team, will work to improve and strengthen the Company by also continuing to focus on operational matters." Commenting on his new role, Mr. Reschke stated, "It is an honor to be elected CEO and chairman of the Board of Directors of Prime Retail. As CEO I remain committed to the goal of restoring the financial integrity of the Company as quickly as possible. The recently announced Lehman Brothers transaction will be a major step toward that goal as it will enable us to refinance much of our short-term debt, providing the Company the time to retire such debt with cash flow from operations." "We have a very dedicated team of employees, both in Baltimore and at the centers," continued Mr. Reschke, "and I am proud to lead them in our efforts to make Prime Retail a profitable company for our tenants and shareholders." Mr. Reschke served as executive vice president - development from Prime Retail's initial public offering in 1994 until October 1999 and as president and chief operating officer from October 1999 until February 2000, when he was named president and acting chief executive officer. Prior to the initial public offering of Prime Retail, Mr. Reschke worked for The Prime Group, Inc. (PGI) from 1983 to 1994, serving as vice president, senior vice president and executive vice president of PGI. At PGI, Mr. Reschke was responsible for PGI's multi-family, senior housing, single family and land development divisions. Mr. Reschke received a Masters in Business Administration from Eastern Michigan University with a specialization in finance after receiving a Bachelor of Science degree with honors in chemical engineering from Rose Hulman Institute of Technology in Terre Haute, Indiana. PRIME RETAIL: Announces Suspension of Preferred Stock Distributions ------------------------------------------------------------------- Prime Retail, Inc. (NYSE: PRT; PRT.PRA; PRT.PRB) does not anticipate paying any quarterly distributions during the remainder of 2000 on the Company's 10.5% Series A Senior Cumulative Convertible Preferred Stock and its 8.5% Series B Cumulative Participating Convertible Preferred Stock. Previously the Company announced that the Board of Directors would evaluate the payment of preferred stock distributions on a quarterly basis. The Company's existing suspension of its Common Stock dividend remains unchanged. "Taking into consideration our current financial situation and that we do not anticipate the need to pay any dividends in order to maintain our REIT status this year, the Board of Directors has revisited our dividend policy and voted to suspend the payment of all preferred stock dividends for the remainder of 2000," said Prime Retail Chairman Glenn D. Reschke. "The Board of Director's decision is consistent with our intention to utilize cash flow from operations to reduce our short-term debt and fund property-related expenditures, including project rehabilitations and marketing." Prime Retail is a self-administered, self-managed real estate investment trust engaged in the ownership, development, construction, acquisition, leasing, marketing and management of outlet centers throughout the United States and Puerto Rico. As of July 20, 2000, Prime Retail's outlet center portfolio consisted of 52 operating outlet centers in 26 states and Puerto Rico totaling approximately 15.1 million square feet of GLA. The Company also owns three community shopping centers totaling 424,000 square feet of GLA and 154,000 square feet of office space. As of June 30, 2000, Prime Retail's outlet center portfolio was 91% occupied. Prime Retail has been an owner, operator and a developer of outlet centers since 1988. For additional information, visit Prime Retail's web site at www.primeretail.com SABRATEK CORP.: Motion To Extend Time To Assume/Reject Leases to Sept. 15 ------------------------------------------------------------------------- The debtor, Sabratek Corporation, et al., filed a motion for an order pursuant to 11 USC section 365(d)(4) extending the debtors' time to assume or reject unexpired leases of nonresidential real property. A hearing on the motion will be convened before the Honorable Mary F. Walrath, US Bankruptcy Court Judge, at the US Bankruptcy Court, 824 North Market St., Wilmington, DE on August 11, 2000 at 9:30 AM Eastern time. The debtors are currently parties to two, pre-petition non-residential real property leases. While the debtors are still actively proceeding to sell their assets, the debtors have not yet completed their determination of the appropriate disposition of these two unexpired leases. Unitron Medical Communications Inc. d/b/a Moon Communications, Inc. operates from a property with an underlying unexpired lease. The debtors currently have a pending motion seeking authority to sell substantially all of Moon's assets to the highest and best bidder at an auction to be held on August 8, 2000. AS part of such sale, Moon will either reject its unexpired lease or assume such lease and assign it to the successful bidder. GDS Technology, Inc. operates from a property with an underling Unexpired Lease, but is currently marketing substantially all of its assets. Upon consummation of a sale of GDS' assets, GDS will either reject its unexpired lease or assume and assign such lease. GDS Expects to consummate such a sale in or about August, 2000. The debtors seek an order extending the period within which they must assume or reject the unexpired leases until September 15, 2000. Such extension is subject to the rights of the debtors to request a further extension and the rights of any lessor to request that the extension be shortened as to a particular lease. The unexpired leases represent important assets to the debtors' estates and any decision with respect to assuming or rejecting the unexpired leases will be central to their plans of reorganization. The debtors have not had enough time since the filing of the petitions to determine which properties are necessary to the debtor as they proceed through the reorganization process. SAFETY-KLEEN: Committee Retains Morris Nichols as Local Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors advises the Court that it selected the Wilmington-based law firm of Morris, Nichols, Arsht & Tunnell as its lead counel in the Debtors' chapter 11 cases. Robert J. Dehney, Esq., and Gregory W. Werkheiser, Esq., lead the engagement. A formal application to retain the Firm, the Committee relates, will be filed in the near future. Other matters of greater significant occupy the Committee's Mr. Dehney's time at the moment. (Safety-Kleen Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service, Inc., 609/392-0900) SANDS HOTEL: Judge Wizmur Sides with Ichan-Backed Plan of Reorganization ------------------------------------------------------------------------ U.S. Bankruptcy Court Judge Judith Wizmur, the Associated Press reports, chose billionaire Carl Icahn over Park Place Entertainment Corp. for control over the defunct Sands Hotel & Casino. According to an 80-page opinion that was issued recently, Judge Wizmur approved Icahn's plan to invest $65 million in the casino, which filed for bankruptcy protection under Chapter 11 in January of 1998. Eric Browndorf, an attorney representing unsecured creditors says, "We welcome Carl Icahn to Atlantic City," [and] "It's going to be terrific for everyone, both the existing creditors and all the vendors in Atlantic City. To have another major player like Carl Icahn in town will add a lot to the Atlantic City gaming community." SLOVAK BANKS/SLOVENSKA SPORITELNA: Moody's Downgrades Two Sub. Debt Ratings ---------------------------------------------------------------------------- Moody's Investors Service downgraded the subordinated debt ratings of two Slovak banks - Vseobecna uverova banka a.s. (VUB) and Slovenska Sporitelna a.s. - following the implementation of new legislation for these debt instruments. Since July 2000, subordinated debt is fully recognised under Slovak law, a change from the previous situation where there was no full legal differentiation between subordinated and senior debt in that country. Adopting Moody's standard approach, the rating downgrades reflect the potentially lower recovery from subordinated debt compared to senior debt, should the issuing banks default. The lower rating also reflects the marginally higher risk of a payment freeze for this type of debt in the event of an external payment crisis of the country. Moody's emphasised that all other ratings of the two banks remain unchanged with the deposit ratings reflecting on-going state support during a phase of restructuring and privatisation for both banks. The following ratings were lowered: (a) Vseobecna uverova banka, a.s. - subordinated debt to Ba2 from Ba1 (b) Slovenska Sporitelna, a.s. - subordinated debt to Ba2 from Ba1 The following ratings were affirmed: (a) Vseobecna uverova banka, a.s. - long-term deposits at Ba2; short- term deposits at Not-Prime; bank financial strength at E. (b) Slovenska Sporitelna, a.s. - long-term deposits at Ba2; short- term deposits at Not-Prime; bank financial strength at E. Slovenska Sporitelna, headquartered in Bratislava, is Slovakia's largest bank with total assets of SKK168 billion (USD4 billion) at year-end 1999. VUB, headquartered in Bratislava, is Slovakia's second largest bank with total assets of SKK140 billion (USD3.3 billion) at year-end 1999. SMART WORLD: Hearing on Juno DIP Financing Pact this Afternoon -------------------------------------------------------------- Douglas T. Tabachnik, Esq. (dttlaw@aol.com), of the LAW OFFICES OF DOUGLAS T. TABACHNIK and Douglas J. Pick, Esq. of DOUGLAS J. PICK & ASSOCIATES, will make their way to the U.S. Bankruptcy Court in Manhattan, to request interim appproval of a debtor-in-possession financing facility this afternoon. Juno Online Services, Inc., agrees to provide new super-priority funding that will allow Smart World Technologies, LLC, FreeWWWeb, LLC and Smart World Telecommunications, Inc., to pay certain salaries in excess of allowed amounts under an interim cash collateral order previously approved by Judge Blackshear. Juno, as previously reported in the TCR, is in the process of acquiring most of Smart World's assets. STYLING TECHNOLOGY: Conversion of Debt to Equity or Chapter 11 -------------------------------------------------------------- The Arizona Republic reports that Scottsdale-based, Styling Technology Corp. has agreed with a majority of bondholders to convert their debt to equity. Facing lawsuits and delisting from the Nasdaq, Styling Technology will consider filing for bankruptcy under Chapter 11 if the rest of the bondholders do not agree with the proposed swap. The beauty products company agreed to swap its senior subordinated notes amounting to $100 million for 90 percent of the equity in the company. Both the shareholders and the management will receive 5 percent of the new stock and to acquire an additional 9 percent over the next five years. TEE TO GREEN: Investors File Involuntary Bankruptcy Against Recreation Concern ------------------------------------------------------------------------------ Three investors of Tee to Green Golf Parks filed for bankruptcy in U.S. Bankruptcy Court in Buffalo, New York. William F. Thomin, Dorothy E. Durham of Fairfield and Lowell E. Roark of Hamilton, Ohio were the three investors against the North Tonawanda recreation company which were not available for comments. Tee to Green is a golf practice park on Amherst Street in Buffalo, which is one of many targeted chain of urban golf parks. According to the lawsuit filing which named president Steven D. Blumhagen and his wife Susan, in Securities and Exchange Commission, the golf course collected $12 million from 350 investors. Kay L. Lackey, SEC lawyer in NY says, "We are aware of the bankruptcy . . . we are protecting the interest of our lawsuit." Lawyers of the putting company says that they're innocent of misguided actions and seeks long-term financing to pay creditors, which are owed at least $12 million. TELEHUB NETWORK: Order Approves Global Settlement Agreement ----------------------------------------------------------- Telehub Network Services Corporation, the Official Committee of Unsecured Creditors and Telehub Communications Corporation seeks entry of an order to sell property of the estate outside the ordinary course of business, to settle, compromise and/or release certain outstanding disputes and controversies by confirming and approving the Global Settlement Agreement. Under the Settlement Agreement the debtor and the other parties compromise and/or release certain of the outstanding claims and disputes between them by establishing a procedure whereby all or substantially all the assets or stock of TeraBridge will be sold for cash or liquid securities. The proceeds of the TeraBridge sale will be distributed among the settlement parties. The debtor will transfer to TeraBridge all of its right, title and interest in and to the Grandfather Software Licensing Agreement, any and all rights to and interests in the VASP Technology, and all of its right title and interest, if any, in and to all claims or causes of action that have been or may be asserted by TNS against TeraBridge, its stock or assets, or any mediate transferee of assets of TNS that have been transferred to TeraBridge indirectly. By order entered on July 19, 2000, the US Bankruptcy Court, Northern District of Illinois, Eastern Division, authorized the Settlement Parties to take all necessary and appropriate actions to consummate the Settlement Agreement and to transfer to TeraBridge the Transferred Assets pursuant to the terms thereof. TRI VALLEY: AgEx.com to Help Tomato Growers Recoup Losses --------------------------------------------------------- AgEx.com, an Internet commodity trading site for agricultural products, announced that it has designed a relief operation to help tomato growers recoup losses caused by the recent bankruptcy filing of food processing giant Tri Valley Growers. "Our secure, neutral auction site is being customized to handle the immediate needs of growers and processors," said Blair Richardson, vice president of auction services. "Nearly 700,000 tons of tomatoes need to be handled, and many processors have only limited ability to accept more tomatoes. Our auction site has the potential to enable processors and growers to match their product with each others' needs and soften the blow to the agricultural community from Tri Valley's unfortunate situation." For a limited time, AgEx.com is inviting growers of processing tomatoes to list their crops on tomatoEx's Processing Tomato Posting Board. Growers can access the Posting Board starting at 8 a.m. Pacific time on Monday, July 31 by following the links on tomatoEx, the tomato-specific news, data and trading site operated by AgEx.com. The board will be available at the click of a mouse at www.agex.com or www.tomatoex.com. Crops listed on the Posting Board can be bid upon by purchasers through a neutral, private AgEx.com auction site. An intervention team led by Richardson has established new business rules to facilitate sales of processing tomatoes during the current crisis. AgEx.com is working with tomato processing plants and the California Tomato Growers Association to develop awareness and encourage their participation in its custom auctions. "Our goal is to respond quickly to growers who need help salvaging the hard work and investment they placed in their current crop," Richardson said. "This is an excellent example of how our Internet-based approach gives us the flexibility and immediacy needed to serve the agricultural community." "We have been speaking with government agencies and politicians in an effort to aid the growers of California. We applaud the efforts made by AgEx.com in utilizing the Internet to achieve the same goals," Jeff Shaw, president and chief executive officer of Tri Valley Growers, said Thursday. TRI VALLEY: Dept. of Agriculture to Purchase $50 Million of Tomatoes -------------------------------------------------------------------- Central Valley growers, The Associated Press reports, asked the U.S. Dept. of Agriculture (DOA) to purchase about $50 million worth of the 450,000 tons of tomatoes which might be wasted. Tri Valley Growers which filed for Chapter 11 in July 10 caused the excess of tomatoes having no processor to take them. According to executive officer John Welty, DOA's move would assist growers such as Tri Valley and other California canneries to secure jobs. Tri Valley must then coordinate with a food company to bid on the government purchase. TRI VALLEY: Receives Approval of $270 Million DIP Financing Agreement --------------------------------------------------------------------- Tri Valley Growers announced that it has received final approval from the Bankruptcy Court for its debtor-in-possession (DIP) financing. The DIP agreement calls for a group of financial institutions led by Bank of America Business Credit to provide $101 million in new credit, which will be used incrementally with the existing $169 million financing. This will provide Tri Valley Growers with access to approximately $270 million in post-petition financing to purchase goods and services and fund the company's ongoing operating needs during its voluntary restructuring under Chapter 11. "We are pleased that the Court promptly approved the company's request for post-petition financing," said Jeffrey P. Shaw, chief executive officer of Tri Valley Growers. "This funding will help provide our vendors with additional financial assurances that we will continue to operate our business while we restructure, and that they will be paid in the ordinary course for goods and services we purchase from them going forward." "With our first day order approved and our DIP financing in place, we can now renew our focus on completing the pack for our customers and restructuring Tri Valley Growers for the future. So far we are having a terrific pack. Apricots and snow peaches were successfully completed and the peaches and tomatoes just now coming in look great," Mr. Shaw said. Tri Valley Growers produces or markets approximately half of the nation's canned peaches and apricots. The company also processes and markets a sizable amount of the canned tomatoes. Tri Valley Growers' products are consumed in the U.S. and overseas. They are sold under brands such as S&W and Libby's and private labels to the retail grocery and food service industries. The company filed its Chapter 11 petitions in the U.S. Bankruptcy Court for the Northern District of California in Oakland. TV FILME: ITSA Announces Successful Reorganization -------------------------------------------------- ITSA Ltd., a Cayman Islands company which is the successor to TV Filme, Inc., announced that the debt restructuring under the plan of reorganization of TV Filme was successfully completed. Under the plan, holders of TV Filme's outstanding 12-7/8% senior notes received, in exchange for their notes, $25 million in cash, 80% of the new common equity of ITSA Ltd. and $35 million aggregate principal amount of 12% senior notes issued by ITSA Ltd.'s Brazilian subsidiary. Shareholders of TV Filme received 5% of the new common equity of ITSA Ltd. and management of TV Filme and its operating subsidiaries received 15% of the new common equity of the Company. Hermano Studart Lins de Albuquerque, Chief Executive Officer of ITSA Ltd., said, "We are pleased to report the completion of the restructuring of TV Filme, Inc. This restructuring has enabled TV Filme to reduce significantly its long-term debt and, thus, has provided ITSA Ltd. with a solid financial footing on which to grow as the successor company. We believe the resulting enterprise will be a stronger competitor in the Brazilian telecommunications market it serves, benefiting customers, employ ees and shareholders." Headquartered in Brasilia, Brazil, ITSA Ltd., successor company to TV Filme, Inc., is a leading provider of subscription television, data and internet services in several markets in Brazil. The Company holds wireless cable licenses in the cities of Brasilia, Goiania, Belem and Campina Grande, Bauru, Caruaru, Franca, Porto Velho, Presidente Prudente, Belo Horizonte, Vitoria and Uberaba, which together comprise over 3.1 million households. At present, the Company intends to report its annual operating results in U.S. dollars and to prepare its annual financial statements in accordance with U.S. generally accepted accounting principles. ********* Meetings, Conferences and Seminars ---------------------------------- August 3-5, 2000 ALI-ABA Fundamentals of Bankruptcy Law Seaport Hotel and Conference Center, Boston, Massachusetts Contact: 1-800-CLE-NEWS August 9-12, 2000 AMERICAN BANKRUPTCY INSTITUTE 5th Annual Southeast Bankruptcy Workshop Hyatt Regency, Hilton Head Island, South Carolina Contact: 1-703-739-0800 August 14-15, 2000 TURNAROUND MANAGEMENT ASSOCIATION Advanced Education Workshop Loews Vanderbilt Plaza, Nashville, Tennessee Contact: 1-312-822-9700 or info@turnaround.org August 17-19, 2000 ALI-ABA Banking and Commercial Lending Law -- 2000 Renaissance Stanford Court San Francisco, California Contact: 1-800-CLE-NEWS September 7-8, 2000 ALI-ABA and The American Law Institute Conference on Revised Article 9 of the Uniform Commercial Code Hilton New York Hotel, New York, New York Contact: 1-800-CLE-NEWS September 12-17, 2000 NATIONAL ASSOCIATION OF BANKRUPTCY TRUSTEES Convention Doubletree Resort, Montery, California Contact: 1-803-252-5646 or info@nabt.com September 15-16, 2000 AMERICAN BANKRUPTCY INSTITUTE Views From the Bench 2000 Georgetown University Law Center, Washington, D.C. Contact: 1-703-739-0800 September 20-22, 2000 RENAISSANCE AMERICAN MANAGEMENT & BEARD GROUP, INC. 3rd Annual Conference on Corporate Reorganizations The Regal Knickerbocker Hotel, Chicago, Illinois Contact: 1-903-592-5169 or ram@ballistic.com September 21-23, 2000 AMERICAN BANKRUPTCY INSTITUTE Litigation Skills Symposium Emory University School of Law, Atlanta, Georgia Contact: 1-703-739-0800 September 21-24, 2000 AMERICAN BANKRUPTCY INSTITUTE 8th Annual Southwest Bankruptcy Conference The Four Seasons, Las Vegas, Nevada Contact: 1-703-739-0800 November 2-6, 2000 TURNAROUND MANAGEMENT ASSOCIATION Annual Conference Hyatt Regency, Baltimore, Maryland Contact: 312-822-9700 or info@turnaround.org November 27-28, 2000 RENAISSANCE AMERICAN MANAGEMENT & BEARD GROUP, INC. Third Annual Conference on Distressed Investing The Plaza Hotel, New York, New York Contact: 1-903-592-5169 or ram@ballistic.com November 30-December 2, 2000 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Camelback Inn, Scottsdale, Arizona Contact: 1-703-739-0800 February 22-24, 2001 ALI-ABA Real Estate Defaults, Workouts, and Reorganizations Wyndham Palace Resort, Orlando (Walt Disney World), Florida Contact: 1-800-CLE-NEWS March 28-30, 2001 RENAISSANCE AMERICAN MANAGEMENT & BEARD GROUP, INC. Healthcare Restructurings 2001 The Regal Knickerbocker Hotel, Chicago, Illinois Contact: 1-903-592-5169 or ram@ballistic.com July 26-28, 2001 ALI-ABA Chapter 11 Business Reorganizations Hotel Loretto, Santa Fe, New Mexico Contact: 1-800-CLE-NEWS The Meetings, Conferences and Seminars column appears in the TCR each Tuesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* A list of Meetings, Conferences and Seminars appears in each Tuesday's edition of the TCR. Submissions about insolvency-related conferences are encouraged. Bond pricing, appearing in each Friday's edition of the TCR, is provided by DLS Capital Partners in Dallas, Texas. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter, co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ, and Beard Group, Inc., Washington, DC. Debra Brennan, Yvonne L. Metzler, Ronald Ladia, Zenar Andal, and Grace Samson, Editors. Copyright 2000. All rights reserved. ISSN 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $575 for six months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 301/951-6400. * * * End of Transmission * * *