/raid1/www/Hosts/bankrupt/TCR_Public/000919.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, September 19, 2000, Vol. 4, No. 183
Headlines
AHERF: Former Officers Faces Criminal Charges for Illegal Usage of Funds
AMERISERVE FOOD: Plan of Reorganization Filed in Delaware Court
ANACOMP, INC.: Receives Waiver Of Compliance On Senior Credit Facility
B.C. OIL: Oahu Stations Lowers Oil Prices After Price Drop in California
EQUITEX, INC: Acquisition of Meridian Residential Group Completed
GENESIS/MULTICARE: Moves to Continue & Honor Additional Customer Programs
GLOBAL HEALTH: Retains Murphy Noell Capital for Possible Debt Restructuring
GREEN MOUNTAIN: Colchester Electric Firm Gets Ok From Board To Raise Rates
GST TELECOMMUNICATIONS: Time Warner Sale Hearing Deferred to September 21
HARNISCHFEGER INDUSTRIES: Beloit and Harris Group Settle Russian Claims
HOLLEY PERFORMANCE: Moody's Downgrades Ratings on $150MM Senior Notes to B3
IRIDIUM, LLC: Global Development Offers $100,000,000 of Gold for Satellites
KUALA HEALTHCARE: Three N.J. Nursing Home Subsidiaries File for Chapter 11
LEVITZ FURNITURE: Eyeing November Confirmation, 3rd Amended Plan on the Way
LINDEMANN PRODUCE: Case Summary and 20 Largest Unsecured Creditors
LIVING.COM: Texas-based Online Retailer Discloses Financial Data
LTC PROPERTIES: Lenders Discuss Bank Credit Facility Maturing on Oct. 2
NATURAL WONDERS: Obtains $55 Million Funding from Hilco & IBJ Whitehall
NEW INTERPOOL: Moody's Assigns Ba1 Rating to $300MM Bank Facility
ORBCOMM GLOBAL: Files Chapter 11 Petitions in Delaware
ORBCOMM GLOBAL: Case Summary and 20 Largest Unsecured Creditors
PARACELSUS HEALTHCARE: Files Chapter 11 To Facilitate Debt Restructuring
PREMIER CRUISE: Cruise Operator Goes into Receivership; Ships Seized by DLJ
PRIME CAPITAL: Makes Assignment for the Benefit of Creditors
PRIME FINANCE: Adverse Collateral Performance Prompts Downgrades by Fitch
PROTECTION ONE: On the Prowl for New Financing as Current Facilities Mature
RAYTECH: Bankruptcy Court Confirms Second Amended Plan of Reorganization
SALTON, INC.: Moody's Assigns Ba2 Rating to $210MM Credit Facility
SINGER N.V.: Emerges From Chapter 11 after 95% of Creditors Approved Plan
U.S. INDUSTRIES: Fitch Affirms BBB Rating on $375MM Senior Unsecured Notes
U.S. INDUSTRIES: Moody's Places Debt Ratings Under Review For Downgrade
VALUE AMERICA: Virginia's Online Retailer May Reorganize, Not Liquidate
WESTMORELAND COAL: Acquires Montana Power Company for $138 Million
*********
AHERF: Former Officers Faces Criminal Charges for Illegal Usage of Funds
------------------------------------------------------------------------
The three former officers of the Allegheny Health, Education and Research
Foundation (AHERF) that were arrested and charged last March returned to
court recently and faced 1,500 criminal charges for illegal usage of
charitable funds to keep the company stand, the Associated Press reports.
As reported in the Troubled Company Reporter on March 17, Attorney General
Mike Fisher filed charges against former CEO Sherif Abbdelhak, former
general counsel Nancy Wynstra and former CFO David McConnell. "We allege
that while AHERF was losing money, these top management officials used
$52,442,975 of AHERF funds for personal and other improper expenses,"
Fisher said.
The respective attorneys, whose name were not disclosed, said their clients
were innocent. Their preliminary hearing started in June, then recessed on
Sept. 11. The hearings could last through Sept. 22, then recess again until
mid-October.
AMERISERVE FOOD: Plan of Reorganization Filed in Delaware Court
---------------------------------------------------------------
AmeriServe Food Distribution, Inc., announced that it filed a Plan of
Reorganization with the U.S. Bankruptcy Court in Wilmington, Del.
"We are pleased to announce this action," said Ron Rittenmeyer, AmeriServe
president and chief executive officer. "It marks a major step forward as we
continue to work diligently through the Chapter 11 bankruptcy process."
AmeriServe, headquartered in Addison, Texas, a suburb of Dallas, is a major
distributor specializing in chain restaurants, serving leading quick
service systems such as KFC, Long John Silver's, Pizza Hut and Taco Bell.
ANACOMP, INC.: Receives Waiver Of Compliance On Senior Credit Facility
----------------------------------------------------------------------
Anacomp, Inc. (Nasdaq: ANCO) announced that its senior bank lenders
agreed to amend the company's senior revolving credit facility, granting a
waiver of compliance on certain financial covenants until late October
2000. The amendment provides the company with continued, limited access to
its senior credit facility.
As reported earlier this month, Anacomp had an agreement in principle with
its lenders for the waiver amendment with regard to covenants set forth in
the credit facility for which the company was in default.
"This positive and important step is one of a number of actions we are
taking to get our financial house in order and reposition the company for
the future," said Phil Smoot, Anacomp's president and chief executive
officer. "We are continuing to work cooperatively with our senior lenders
to amend the credit agreement further so that it better reflects and
complements our company's current operating conditions and business plan."
About Anacomp Anacomp, Inc. is a leading provider of document-management
services. With global operations backed by more than 30 years of
outsourcing experience, Anacomp offers premium services for virtually any
business application.
Anacomp comprises three business units:
a) docHarbor(SM) (web-based storage and delivery services),
b) Document Solutions (document-management outsource services and
software), and
c) Technical Services (third-party and Anacomp equipment maintenance,
and supplies).
For more information, visit Anacomp's web site at http://www.anacomp.com.
B.C. OIL: Oahu Stations Lowers Oil Prices After Price Drop in California
------------------------------------------------------------------------
According to The Associated Press, B.C. Oil Ventures, which filed for
Chapter 11 last August, dropped oil prices in Oahu from 10 to 20 cents a
gallon. Sam Eljaouhari, company president in Hawaii says the dramatic drop
in Los Angeles could have caused the dive. B.C. Oil, which handles Oahu
operations, can set their own prices, but instead lowered its prices
because of the price drop, Mr. Eljaouhari added. B.C. Oil Ventures filed
for bankruptcy reorganization under Chapter 11 of the U.S. Bankruptcy Code
in Central District of California.
EQUITEX, INC: Acquisition of Meridian Residential Group Completed
-----------------------------------------------------------------
Equitex, Inc. (Nasdaq: EQTX) announced it has closed its acquisition of
Meridian Residential Group, Inc. ("MRG") through its newly formed
subsidiary, Gr.com, Inc. MRG, based in Brooklyn, New York, provides
management services and back-office systems for use in the real estate
mortgage field. MRG has participated in and completed successful
transactions in excess of $400,000,000 over the past 3 years. Through its
network of offices in New York and New Jersey and with its relationships
throughout the Northeast, over the past five years, MRG has established a
reputation among realtors and financial institutions as a leader in
creating systems and platforms for home and small commercial mortgages.
"Meridian is a natural fit for our subsidiary, nMortgage, to continue the
development and implementation of its Internet-based mortgage business
plans for both businesses and consumers," stated Henry Fong, Equitex
President. "Meridian will take over as the operations base for nMortgage
including the business to consumer and business to business mortgage
strategies we have been developing to date. Meridian has been very
successful in developing its e-commerce focused mortgage products in the
New York, New Jersey and Connecticut area and we feel they are the perfect
partner to continue the work nMortgage has already begun. We obviously want
to build on that success and continue to seek a financial institution
partner that would allow nMortgage to offer its products and services in
all 50 states."
"I am confident that our B to C and B to B e-commerce business model will
generate new clients and great interest for nMortgage and Meridian enabling
us to expand and be a leader in our field," said MRG President, David
Brecher. "Our plan and its technology will allow small financial
institutions including banks and insurance companies to provide mortgage
services without advancing large sums of capital while generating fee
income as well as building and maintaining customer relationships."
Through its Internet website GreatRate.com, MRG continues to develop web-
based mortgage products that will enable it to use Internet technology and
new economy strategies to expand its business. GreatRate.com is creating a
revolutionary and highly efficient virtual back-office technology that can
interface with users across the country. Along with its traditional
business to consumer mortgage products, GreatRate.com has been developing a
business to business e-commerce concept that will position nMortgage and
MRG to become facilitators of home and commercial mortgages to banks and
other financial institutions. Many institutions wish to provide services to
their clientele on an efficient basis, but are either too small, ill
staffed or lack the expertise to operate a mortgage business efficiently.
Through this unique web-based business model, together with strategic
alliances to be created throughout the country, nMortgage and MRG will
provide related services to their alliance partners that will include
closing services, escrow facilities, title insurance, homeowners insurance,
property and flood insurance and other functions that will enable the
Companies and their partners to expand their businesses.
Equitex, Inc. is a holding company currently operating through its wholly
owned subsidiary First TeleServices Corp. of Atlanta, Georgia and its
majority-owned subsidiaries nMortgage, Inc. and Triumph Sports, Inc. of
Palm Beach Gardens, Florida. nMortgage offers mortgage loan products
through the Internet and provides consulting services to the mortgage
industry. First TeleServices Corp. is a financial services marketing
company marketing various financial products targeted to the sub-prime
consumer.
GENESIS/MULTICARE: Moves to Continue & Honor Additional Customer Programs
-------------------------------------------------------------------------
Having obtained a First Day Order for authority to honor and continue
their Customer Programs in the ordinary course of their businesses without
interruption in accordance with their prepetition practices, Genesis Health
Ventures, Inc., and The MultiCare Companies, Inc., seek permission to
continue and honor two more Customer Programs:
I. Rebate Programs
(a) In the first rebate program, which are comprised of approximately fifty
nonaffiliated nursing homes, members claim rebates from the Debtors
for using certain name brand products. The Debtors generate revenue
from this program through fees collected from the vendors of these
name brand products.
(b) The second rebate program is a vendor fee sharing rebate program, and
the members are comprised of approximately twenty nonaffiliated
nursing home chains. In this program, vendors of name brand products
pay the Debtors a 3% fee when their products are purchased, and the
Debtors share this fee with the chains participating in this program
by paying such members one percent (1%). The Debtors believe such fee
sharing arrangement is beneficial to their businesses as it encourages
nursing home chains to participate in their program.
The Debtors estimate that as of the Commencement Date, the claims that may
be made under these rebate programs in respect of products purchased prior
to the Commencement Date approximate $190,000 in the aggregate.
II. Educational Support Program
The Debtors provide educational support for their customers, which consist
primarily of nonaffiliated nursing homes, by providing seminars in each of
the regions in which they operate as well as seminars which are focused on
a particular nursing home facility. The seminars are sponsored by various
pharmaceutical companies, which provide the Debtors with funds in advance,
tracked as a separate line item on the Debtors books, for payment onece
seminar expenses are incurred.
Prior to the Commencement Date, the sponsoring pharmaceutical companies
have provided the Debtors with approximately $144,000 to cover seminar
expenses which are not restricted to a particular disease, and
approximately $56,000 to cover seminar expenses related to the next
regional seminar series regarding cardiovascular diseases. The Debtors
estimate that claims relating to expenses incurred under this program
prior to the Commencement Date are approximately $121,552.
(Genesis/Multicare Bankruptcy News, Issue No. 4; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
GLOBAL HEALTH: Retains Murphy Noell Capital for Possible Debt Restructuring
---------------------------------------------------------------------------
Global Health Sciences, Inc., announced that it has retained Murphy Noell
Capital, LLC, of Westlake Village, California, as financial advisor in
connection with a possible restructuring of the Company's debt. Global
also said that ING Barings was no longer acting for the Company. The
announcement follows a meeting in New York City between Global, its
advisors and holders of its Senior Notes.
GREEN MOUNTAIN: Colchester Electric Firm Gets Ok From Board To Raise Rates
--------------------------------------------------------------------------
According to the Associated Press, the Public Service Board has agreed for
Green Mountain Power Corp. to raise 12.9 percent over rates in effect in
May of 1998. Without the increase GMP has a big chance of facing
bankruptcy. As reported in the Troubled Company Reporter on Aug. 29, Fitch
downgraded GMP's debt ratings and said the outlook was negative. GMP is an
investor-owned electric utility based in Colchester, Vermont, serves
approximately 83,000 customers in Vermont.
GST TELECOMMUNICATIONS: Time Warner Sale Hearing Deferred to September 21
-------------------------------------------------------------------------
Time Warner Telecom Inc. (Nasdaq: TWTC), a leader in delivering converged
communications services to businesses over its fiber, facilities-based
networks, and GST Telecommunications, Inc., announced an agreement to
extend their deadline to obtain U.S. Bankruptcy Court approval of the
proposed transaction, whereby Time Warner Telecom will purchase
substantially all of GST assets for $690 million, until Sept. 21, 2000.
The U.S. Bankruptcy Court for the District of Delaware scheduled this date
for a hearing to consider final approval of the transaction.
Time Warner Telecom was the successful bidder for GST assets during auction
proceedings approved by the U.S. Bankruptcy Court that concluded August 25,
2000. In addition to final approval by the U.S. Bankruptcy Court, the
transaction is subject to regulatory approvals and other customary terms
and conditions.
HARNISCHFEGER INDUSTRIES: Beloit and Harris Group Settle Russian Claims
-----------------------------------------------------------------------
In 1994, Beloit Corporation entered into four contracts with Harris Group
International, Inc., to provide equipment and services for a paper machine
project in Russia commonly known as the Syktyvar Modernization Project.
Beloit agreed to supply Harris with equipment, shipped $11.5 million of
equipment, but is unable to continue performing after Beloit's operations
ceased post-bankruptcy. Beloit can't honor its warranties either. Harris
owes Beloit $2 million but refuses to pay, asserting $832,000 for
liquidated damages on account of late deliveries and $1.2 million in
additional damages for Beloit's failure to complete the work it promised
to perform.
The Debtors negotiated with Harris and present Judge Walsh with a
compromise and settlement under which:
(A) Harris will pay Beloit $360,000;
(B) all of Harris' proofs of claim against the Debtors will be
disallowed; and
(C) Beloit and Harris exchange mutual releases.
The Debtors are convinced the compromise is well within the range of
reason and is in the best interests of their estates. Beloit notes that
although it could press for full and immediate payment, a "pay when paid"
provision in each contract could prove to frustrate collection. Those
"pay when paid" clauses mean that Harris is under no obligation to pay
Beloit until Harris receives payment from its Russian customers.
(Harnischfeger Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service, Inc., 609/392-0900)
HOLLEY PERFORMANCE: Moody's Downgrades Ratings on $150MM Senior Notes to B3
---------------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Holley Performance
Products, Inc., as follows:
a) Moody's lowered the rating of Holley's $150 million of senior
unsecured guaranteed notes due September 2007 to B3, from B2.
b) Moody's lowered the rating of Holley's $35 million senior secured
bank revolving credit facility to B1, from Ba3.
c) The company's senior implied rating was lowered to B2, from B1 and
d) the company's senior unsecured issuer rating was lowered to Caa1,
from B3.
Additionally, the company's outlook is negative.
These rating actions were taken in response to Moody's concerns regarding
the company's liquidity. These concerns result from several factors which
include: Holley's lower-than-expected year-to-date 2000 results versus plan
and the prior year; Holley's slower working capital turnover rates; timing
issues associated with the implementation of the company's acquisition
integration program; Holley's transition to utilizing third party sales
representatives; and the impact of inventory-reduction initiatives by
several of Holley's customers. While the banks have amended their financial
covenants for the balance of 2000, the required tests revert to their
original levels beginning January 2001 and test last-twelve-month
performance. The company believes that the actions that it is currently
taking to improve performance will enable it to meet its 2001 bank covenant
requirements, but there is limited margin for error. Continued availability
under the bank revolving credit facility is essential for the company's
ability to service the senior notes.
The ratings actions also reflect Holley's dominant brand name within the
growing under-hood retail performance market; the recently-executed
covenant amendments to the bank credit agreement through fiscal year end
December 2000; management's expectations that annual cost savings
(beginning 2001) from the integration program will be almost double the
$3.8 million originally estimated; the newly-expanded management team; the
success of several significant new business efforts; and the company's
active efforts to improve cash flow through better control of capital
expenditures and working capital.
In the event that performance does not meet management's expected levels
and cash flow remains strained, a further downgrade may be necessary.
Management has indicated that additional debt-financed acquisitions are
unlikely in the near-term, but such activities would negatively impact
Holley's ratings if they were to occur. In the event that Holley's current
new business activity, acquisition integration program and other corrective
actions produce management's expected results, Moody's expects that the
company's ratings will either stabilize or improve.
The B1 rating of the $35 million senior secured bank revolving credit
facility reflects the benefits and limitations of the collateral package.
Obligations under the credit agreement are guaranteed by Holley's
subsidiaries and are secured by a first priority security interest in all
the current assets of the company and its subsidiaries (excluding the
Holley trademark) and all the subsidiary capital stock. The company's
borrowings are additionally subject to a borrowing base limitation. The B1
rating of the bank facility reflects the strong coverage by liquid assets
and is therefore notched above the B2 senior implied rating.
The $150 million of 12.25% senior unsecured notes due September 2007 are
effectively subordinated to the senior secured bank revolving credit
facility, to the extent of the value of assets securing the bank debt.
Holley and all of its wholly owned domestic subsidiaries fully and
unconditionally guarantee the senior unsecured notes.
Holley, headquartered in Bowling Green, Kentucky, is a leading manufacturer
and marketer of specialty products for the performance automotive, marine
and power sports aftermarkets.
IRIDIUM, LLC: Global Development Offers $100,000,000 of Gold for Satellites
---------------------------------------------------------------------------
According to published reports, Global Development Concepts Power Corp.
filed documents with the U.S. Bankruptcy Court stating that it would pay
$100 million in gold for Iridium, LLC's assets. Global Development told the
Court that it originally submitted the offer to Iridium, which has been
operating under Chapter 11 protection since August 13, 1999, on September
6th. Global's offer is triple the amount submitted in previous offers.
(New Generation Research, Inc. 15-Sep-00)
KUALA HEALTHCARE: Three N.J. Nursing Home Subsidiaries File for Chapter 11
--------------------------------------------------------------------------
Kuala Healthcare, Inc., announced that three of its subsidiaries which
operate nursing homes in New Jersey have filed for protection under Chapter
11 of the Bankruptcy Code. Kuala itself is not involved in the filings.
These Nursing Homes were undergoing cash flow problems similar to the
experiences of many other nursing homes in the industry. However, the
immediate cause of the filings was a refusal of a mortgage lender to
release funds which had been paid into a lock box.
The three nursing homes are all subject to mortgages which have been
securitized. Under the mortgages, payments to the nursing homes are
transmitted to lock boxes where they are first applied to mortgage
payments, including those due in the following month, with the excess to be
released to fund operations of the nursing homes. On September 11, the
subsidiaries were notified that because of claimed violations of the
mortgage agreements, not involving failure to make required payments, the
mortgage holder would not release the remainder of the funds held in the
lock boxes. This notice came shortly after a major payment from a Medicaid
servicer with regard to one of the nursing homes failed to arrive due to a
technical difficulty encountered by the Medicaid servicer, and therefore,
although the lock box accounts held funds in excess of those needed to pay
the October mortgage debt service with regard to two of the homes, there
were not yet sufficient funds to cover the October payments with regard to
the third nursing home.
Efforts to persuade the mortgage holder to release the funds were not
successful. The nursing homes would not have been able to operate, and
therefore filed for protection under Chapter 11. Shortly after the filing,
the Bankruptcy Court directed that $500,000 be released to the nursing
homes.
LEVITZ FURNITURE: Eyeing November Confirmation, 3rd Amended Plan on the Way
---------------------------------------------------------------------------
Levitz Furniture Incorporated tells the U.S. Bankruptcy Court in Delaware
that it expects to file a third amended reorganization plan shortly. The
lawsuit filed by Seaman Furniture Co., Inc., shareholders T. Rowe Price and
Carl Marks is resolved. Sally McDonald Henry, Esq., at Skadden, Arps,
Slate, Meagher & Flom LLP, tells Judge Walrath that her client is hopeful
that a disclosure statement hearing can be scheduled in October to pave the
way for a November confirmation hearing. Against that backdrop, Levitz asks
the Court for an extension of its exclusive period during which to file a
plan of reorganization through December 29, 2000, and a concomitant
extension of its exclusive period during which to solicit acceptances of
that Plan through February 28, 2001.
LINDEMANN PRODUCE: Case Summary and 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Lindemann Produce, L.L.C.
300 E. Second Street, Ste. 1200
Reno, NV 89501-1581
Chapter 11 Petition Date: September 15, 2000
Court: District of Nevada
Bankruptcy Case No.: 00-32672
Judge: Gregg W. Zive
Debtor's Counsel: Stephen R. Harris, Esq.
Belding, Harris & Petroni, Ltd.
417 West Plumb Lane Reno, Nevada 89509
(775) 786-7600
Total Assets: $ 1 Million Above
Total Debts : $ 1 Million Above
20 Largest Unsecured Creditors:
International Paper Inc.
P.O. Box 100587
Pasadena, CA Goods/Services $ 2,178,507
International Paper
P.O. Box 100587
Pasadena, CA Goods/Services $ 1,583,585
River Garden Farms Co.
Rt. 1 Box 50
Knights Landing, CA 95645 Goods/Services $ 476,214
Five Star Lumber Company Goods/Services $ 141,670
Carr Seed Co Goods/Services $ 76,980
Five Star Lumber Company Goods/Services $ 66,637
Keithly Williams Seeds Inc Goods/Services $ 65,322
Nickel Family, LLC Goods/Services $ 60,743
Quinn Lift Goods/Services $ 53,092
American River Packaging Inc. Goods/Services $ 44,963
Stan Cotta Jr. Goods/Services $ 40,852
Robert McDonald Farms Goods/Services $ 23,633
Cisco Air System, Inc. Goods/Services $ 19,603
Wolfsen Land & Cattle Co Goods/Services $ 17,961
Gowan Seed LLC Goods/Services $ 17,550
Inter Process Corp Goods/Services $ 15,850
Caslin Distributing Goods/Services $ 15,628
Helena Chemical Goods/Services $ 15,511
Ron Snyder Goods/Services $ 13,190
R & S Distributing Inc Goods/Services $ 13,112
LIVING.COM: Texas-based Online Retailer Discloses Financial Data
----------------------------------------------------------------
Financial details emerge from the Aug. 29 chapter 11 filings by Living.com
and Shaw Furniture Galleries, Inc., in the Western District of Texas from
Tribune Business News:
(a) total assets are $13,100,000;
(b) total debts are $42,500,000;
(c) the Companies' estimate they have 2,600 creditors; and
(d) Comdisco, Inc., owed $22,600,000, is the largest unsecured
creditor.
LTC PROPERTIES: Lenders Discuss Bank Credit Facility Maturing on Oct. 2
-----------------------------------------------------------------------
LTC Properties Inc. is continuing talks with lenders to renew bank credits
that mature Oct. 2, saying that if it is unable to renew the credits, it
may have to seek other remedies, according to a Dow Jones newswire report.
The Los Angeles Times reported on Aug. 22 that the health care real estate
investment trust may have to file for bankruptcy protection amid concerns
that the company wouldn't be able to pay $168.5 million of debt due in
October. Federal Filings Business News reported on Aug. 30 that the Pacific
Exchange planned to delist the company due to negative net tangible assets
and its failure to meet bid price requirements. (ABI 15-Sep-00)
NATURAL WONDERS: Obtains $55 Million Funding from Hilco & IBJ Whitehall
-----------------------------------------------------------------------
Theodore L. Koenig, President and CEO of Hilco Capital LP, today announced
the completion and funding of a $5 million credit facility for the benefit
of Natural Wonders, Inc. (Nasdaq: NATW). Natural Wonders obtained the Hilco
Capital facility in order to acquire World Of Science, Inc. (Nasdaq: WOSI),
and to finance ongoing working capital and growth. In addition, IBJ
Whitehall Retail Finance provided a $50 million senior revolving credit
facility for this transaction.
Mr. Koenig said "We are very pleased that we could provide the
additional liquidity and growth capital to Natural Wonders so that it
could consummate its merger transaction. The combination of Natural
Wonders and World Of Science will create the dominant player in this
retail market segment."
Peter G. Hanelt, Chief Executive Officer of Natural Wonders said, "Hilco
Capital offered us the financial flexibility within the time frame we
needed to get our deal done. Their junior debt structure allowed us the
ability to utilize the full value of our assets. We are very excited
about the possibilities that now exist for our company."
Hilco Capital LP is an investment fund specializing in providing junior
secured debt, traunch B debt, senior bridge financing, and the
acquisition of distressed bank debt. Hilco Capital focuses on a broad
cross-section of manufacturers, distributors and retailers. It
typically invests between $1 million and $10 million per transaction.
Hilco Capital prides itself on its flexible investment approach, its
ability to execute difficult or complex transactions and its fast
response.
NEW INTERPOOL: Moody's Assigns Ba1 Rating to $300MM Bank Facility
------------------------------------------------------------------
Moody's has assigned a (P) Ba1 rating to the $300 million senior secured
bank credit facility being structured for "Newco" - a 100% owned subsidiary
of Interpool, Inc. (Senior unsecured at Ba2, on review for possible
downgrade). Newco is being formed for the specific purpose of acquiring
certain assets of Transamerica Finance Corporation. The ratings of
Interpool, Inc. and its other affiliates remain on review for possible
downgrade. Moody's will conclude its review on these ratings shortly prior
to, or concurrently with, the consummation of the aforesaid acquisition.
The assigned rating at (P) Ba1 is based upon the structure of Newco's $300
million senior secured bank credit facility as presented to Moody's by
Interpool in a summary term sheet. If Moody's believes that the final
structure of the facility differs materially from the terms presented, the
final assigned rating could be different than the prospective rating now
being assigned.
Moody's believes that the Transamerica Finance acquisition is strategically
sound for Interpool, particularly given its sizable chassis business.
Interpool will become the leader in the chassis marketplace with nearly 50%
market share in the US. Additionally, Interpool's overall asset mix will
shift toward this segment, which is beneficial because this should give it
market strength and greater operating leverage. In Moody's view, the
acquisition of Transamerica Finance's rail trailer and domestic container
units is less strategically compelling.
Moody's has several concerns regarding the transaction and Interpool's
credit strength after its completion, however. For one, the company will be
faced with several layers of execution risk. First, Interpool must
successfully integrate the acquired business units. This will likely be a
challenge given the different customer segments that Transamerica Finance
targeted. Additionally, systems integration needs to be carefully managed
in order to avoid disruptions to customer service, and potentially, to cash
flows. Interpool has not faced these issues in the past.
Moody's is also concerned about the company's ability to execute its plan
to sell non-core assets in an effort to reduce its significant debt burden
after the acquisition. The potential market for these types of assets is
quite limited, and the company may find it difficult to achieve a sale at
expected levels or in the time frame that it would like. This could result
in increased risk for bondholders.
Moody's also commented on the fact that Interpool plans to finance this
transaction entirely with secured debt. This will expose the company to
material risks by increasing its leverage and reducing its financial
flexibility. Such behavior is reflective of the company's governance and
risk appetite. Interpool is majority owned by its management team and,
therefore, the balance in pursuing the interests of shareholders and
bondholders is tilted in favor of shareholders in Moody's view. Moody's
also believes that this culture leads to higher event risk as it increases
the chances that the company may pursue similar opportunities in the
future.
Finally, Moody's points out that the transportation leasing business that
the company operates in is cyclical, and Interpool will be further
leveraging itself at what may be a peak in the business cycle. Moody's
noted that the chassis leasing business, in its current form, has never
experienced a significant economic downturn. Given the equipment's long
economically useful life, it may take some time to rebalance supply and
demand, thus exposing Interpool to reduced cash flows. Therefore,
Interpool's additional leverage exposes its bondholders to significant
risks.
In its rating analysis of the Newco bank facility, Moody's strongly
considered the position of this debt relative to the balance of Interpool's
debt securities. It is expected that the Newco facility will benefit not
only from a guarantee by Interpool, but also from substantial over-
collateralization. The Newco lenders will initially advance approximately
57% of the value of the assets of Newco, which compares favorably to
Interpool's secured bank lenders that advance up to 90% of the value of
certain assets.
Additionally, the Newco lenders will benefit from a feature that will trap
all cash raised from operations, asset sales, or financing at Newco. There
will also be strict limitations to cash outflows, including capital
expenditures, from Newco, Moody's noted.
The following rating was assigned:
* INTERPOOL NEWCO
a) Senior, secured bank credit facility..(P)Ba1
The following ratings remain on review for possible downgrade:
* INTERPOOL, INC.
a) Senior, secured bank credit facility..Ba1
b) Senior, unsecured debt..Ba2
c) Junior subordinated debt..B1
* INTERPOOL CAPITAL TRUST
a) Preferred stock, guaranteed by Interpool, Inc"b1"
Interpool, Inc., based in Princeton, NJ, is a lessor of marine containers
and chassis. As of June 30, 2000 the company reported total assets of $1.5
billion.
ORBCOMM GLOBAL: Files Chapter 11 Petitions in Delaware
------------------------------------------------------
ORBCOMM Global, L.P., announced that it and seven of its subsidiaries have
filed a voluntary petition for Chapter 11 relief in the United States
Bankruptcy Court for the District of Delaware as part of its efforts to
restructure and reorganize its business. ORBCOMM is committed to
maintaining and operating its network of low-Earth orbit (LEO) satellites
and related ground facilities while it restructures its operations. It is
expected that the ORBCOMM network will remain in full operation for
customers and business partners around the world during this process.
ORBCOMM has retained Donaldson, Lufkin & Jenrette Securities Corporation
(DLJ) to advise the company on various recapitalization alternatives and
assist in discussions with its bondholders. The company has been in
discussions with an informal bondholders committee, representing in excess
of 60 percent of the outstanding principal amount of ORBCOMM's senior
notes. ORBCOMM expects to continue discussions with representatives of the
bondholders while ORBCOMM is in Chapter 11. In addition, Orbital Sciences
Corporation (Orbital) has retained Bear, Stearns & Co. Inc. to explore
financing alternatives for ORBCOMM.
"Filing for Chapter 11 is a necessary step in our plan to restructure
ORBCOMM, allowing us time to secure the financial resources needed to
continue to effectively serve our global network of customers," said Scott
L. Webster, Chairman and Chief Executive Officer of ORBCOMM. "I am
encouraged by the continued support and commitment of our key international
licensees, value-added resellers and subscriber communicator manufacturers
who are aware of our situation and plans."
As major elements of ORBCOMM's restructuring, an affiliate of Teleglobe
Inc. (Teleglobe) has agreed to extend to ORBCOMM a total of $17 million in
interim debt financing as previously announced, $8 million of which has
already been provided through a secured loan. The balance of this financing
will provide the company with short-term liquidity for the next few months
and is expected to be provided as debtor-in-possession financing. ORBCOMM
has also implemented a new business plan that involves reduced operating
and capital expenditures and a simplified distribution strategy that
focuses on its top- tier customers in key vertical markets and the
distribution of its services through indirect sales channels, including its
value-added resellers and international licensees. Finally, ORBCOMM's
partners, Teleglobe and Orbital, have indicated that they are prepared to
convert their outstanding debt into equity in ORBCOMM in connection with
the completion of new equity investment.
ORBCOMM expects that this restructuring, coupled with the financial
stability it hopes to achieve during the Chapter 11 process, will enable
the company to address the challenges at hand and emerge from Chapter 11 as
quickly as possible. ORBCOMM believes these measures will put the company
in a position to continue to capitalize on the fast-growing international
market for satellite-based global data communications.
ORBCOMM GLOBAL: Case Summary and 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: ORBCOMM Global, L.P.
21819 Atlantic Blvd.
Dulles, VA 20166
Affiliates: ORBCOMM Corporation
ORBCOMM Global Capital Corp.
ORBCOMM Holding Coporation
ORBCOMM Enterprises, L.P.
ORBCOMM Enterprises, Corporation
ORBCOMM Investment Corporation
Dolphin Information Services, Inc.
Type of Business: Development, construction and operation of a low-Earth
orbit satellite-based system to provide worldwide data
communication services.
Chapter 11 Petition Date: September 15, 2000
Court: District of Delaware
Bankruptcy Case No.: 00-3636
Debtor's Counsel: William H. Sudell, Jr., Esq.
Derek C. Abbott, Esq.
Morris, Nichols, Arsht & Tunnell
1201 North Market Street
Wilmington, DE 19801
(302) 658-9200
Total Assets: $ 403,616,000
Total Debts : $ 258,967,000
20 Largest Unsecured Creditors
Morgan Stanley Dean
Witter Advisors
Ellen Gold
2 World Trade Center
New York, NY 10048
(212) 392-8631 Bonds $ 27,239,000
J. & W. Seligman & Co. Inc.
Charleston/Adam Controy
100 Park Avenue, 7th Flr.
New York, NY 10017
(212) 850-1404 Bonds $ 27,000,000
Oppenheimer Funds, Inc.
David Negri/Ralph Stellmacher/
Tom Reddy
2 World Trade Center 34th Flr.
New York, NY 10048
(212) 323-0200 Bonds $ 24,000,000
Bear Stern Security Corp.
Vincent Marzella
One Metrotech Center North
4th Floor
Brooklyn, NY 11201-3862
(212) 272-0303 Bonds $ 18,552,000
Dreyfus Coporation
Roger King
200 Park Ave., 55th Flr.
New York, NY 10166
(212) 922-6498 Bonds $ 14,000,000
Chase Bank of Texas, N.A.
Barbara Hubbard
600 Travers, St.
Houston, TX 77002
(713) 216-4350 Bonds $ 12,900,000
Cypress Capital fbo LA Police
& Fire Retirement
Robert Masterson
70 East 55th St.
New York, NY 10022
(212) 753-0700 Bonds $ 8,800,000
Prospect Street High Income
John Frabotta/Karen Thelin
One Financial Center
Boston, MA 02111
(617) 742-3800 Bonds $ 5,750,000
American General Corporation
Fowler Hatley
2929 Allen Parkway,
Houston, TX 77019
(713) 831-1123 Bonds $ 4,650,000
Gem Capital
Gerald Uterman
70 East 55th St., 12th Flr.
New York, NY 10022-3222
(212) 753-0700 Bonds $ 4,075,000
SG Cowen Securities Corp.
Peter Borsi/Mike Dezego
Financial Square, 25th Flr.
New York, NY 10005
(212) 495-6461 Bonds $ 4,000,000
SunAmerica Asset Management
Corporation
John Risner
733 Third Ave., 3rd Flr.
New York, NY 10017
(212) 551-5100 $ 4,000,000
Viasat (Scientific Atlanta)
Jack Tassos
4356 Communications Drive
Norcross, Georgia 30093
(770) 903-5000 Trade $ 3,142,251
Chase Manhattan
Orma Trim
4 New York Plaza
13th Floor
New York, NY 10004
(212) 623-6174 Bonds $ 2,950,000
Nicholas-Applegate Capital
Management
Melisa Grigolite
600 West Broadway, 29th Flr.
San Diego, CA 92101
(619) 687-8000 Bonds $ 2,251,000
Colonial Management
Associates, Inc.
Carl Erickson
One Financial Center
13th Floor
Boston, MA 02111
(617) 426-3750 Bonds $ 1,975,000
Royal Bank of Canada
Raymond Mark
Royal Bank Plaza, South
Tower, 15th Floor
Toronto, M5J 2J5, Canada
(416) 974-9814 Bonds $ 1,900,000
RBC Dom Securities
Michael Frommer
165 Broadway, 4th Flr.
New York, NY 10006
(212) 858-7079 Bonds $ 1,500,000
State Street Bank & Trust Co
Pauline Calhoun
225 Franklin St.
Boston, MA 02110
(617) 847-9566 Bonds $ 950,000
State Street Bank & Trust Co
Adam Dupont
1776 Heritage Dr., N. Quincy
MA 02171
(617) 985-9710 Bonds $ 924,000
PARACELSUS HEALTHCARE: Files Chapter 11 To Facilitate Debt Restructuring
------------------------------------------------------------------------
As part of its previously announced effort to restructure its capital
obligations, Paracelsus Healthcare Corporation (OTC Bulletin Board: PLHC)
filed a voluntary petition under Chapter 11 of the United States Bankruptcy
Code with the United States Bankruptcy Court for the Southern District of
Texas. The bankruptcy filing is limited to the parent company ("PHC"), and
does not include any of PHC's hospital subsidiaries. Simultaneously with
the commencement of its bankruptcy case, PHC filed a Plan of Reorganization
(the "Plan") pursuant to which PHC will effect its capital restructuring.
PHC elected to seek Court protection in order to facilitate the
restructuring of its debt while continuing to maintain normal business
operations in PHC's hospital subsidiaries. PHC took this step with the
support of the holders of at least two-thirds of the principal amount of
PHC's $325.0 million 10% Senior Subordinated Notes (the "Notes"). PHC
anticipates that the current directors and officers will continue in place
subject to supervision by the Bankruptcy Court.
Because PHC's hospital subsidiaries have not filed for bankruptcy
protection, the hospital subsidiaries are expected to continue paying, in
the ordinary and normal course of business, all wages, benefits and other
employee obligations, as well as all outstanding and ongoing accounts
payable to their contractors and vendors. The hospitals remain open and
will continue providing the same high level of care that their patients
have always received.
"The Chapter 11 filing is an important step in Paracelsus Healthcare
Corporation's plans to reduce debt, stabilize our capital structure, and
enhance our ability to invest in the future growth potential of our
hospital operations. The Plan of Reorganization promulgated by PHC will
achieve a necessary restructuring of PHC's capital structure. If the Plan
is approved by the Bankruptcy Court in the form substantially as proposed,
we expect PHC and its subsidiaries to be capable of generating net income
post restructuring. We are pleased that our Plan of Reorganization has
received the support of the holders of at least two-thirds of our debt. We
are also gratified by the support we have been receiving from our
employees, physicians, vendors, and the communities we serve," stated
Robert L. Smith, Chief Executive Officer.
PHC also noted that a recently completed $62 million credit facility,
secured at the subsidiary level, will not be directly affected by PHC's
filing and, combined with cash on hand, is expected to be sufficient to
meet the working capital and capital expenditure needs of the hospital
subsidiaries during the restructuring process.
PHC's decision to restructure its debt was due to its highly leveraged
capital structure. Despite positive EBITDA from hospital operations, the
high interest burden has severely impacted PHC's reinvestment
opportunities. In an effort to conserve capital and to preserve the normal
operations of the operating subsidiaries, PHC did not make its interest
payments on the Notes due February 15 and August 15, 2000.
PHC has been in negotiations with the Note holders. Holders of at least
two-thirds of the principal amount of the Notes support the principal
financial terms of PHC's Plan and, subject to certain conditions, have
indicated an intent to vote in favor of the Plan. On the effective date of
the Plan (the "Effective Date"), all principal and interest outstanding on
the Notes will be exchanged for:
(i) the reorganized PHC 11.5% Senior Notes (due on August 15, 2005) in
the aggregate principal amount of $130.0 million (the "New
Notes"), and
(ii) 95.0% of the reorganized PHC common stock, subject to dilution
through the exercise of the Series A Warrants and Series B
Warrants (as referred to below).
Interest on the New Notes shall accrue commencing on August 15, 2000. The
Plan also provides for the holders of PHC's common stock as of the Record
Date (as defined in the Plan) to:
(i) receive 5.0% of the reorganized PHC's common stock,
(ii) receive warrants (the "Series A Warrants") to purchase prior to
the fifth anniversary of the Effective Date (as defined in the
Plan) an additional 9.64% of the reorganized PHC's common stock
(exercisable at $320.0 million enterprise value of the reorganized
PHC), and
(iii) receive warrants (the "Series B Warrants") to purchase prior to
the first anniversary of the Effective Date an additional 2.0% of
the reorganized PHC's common stock (exercisable at $100.0 million
value of the reorganized PHC's common stock).
The Plan would make its effectiveness subject to certain conditions, such
as limiting the amount of allowed and undisputed unsecured claims other
than the Notes to $15 million. The Plan, as well as PHC's Disclosure
Statement, are on file with the Bankruptcy Court and are available for
review and copying during the Bankruptcy Court's normal business hours.
Paracelsus Healthcare Corporation, a public company listed on the OTC
Bulletin Board, was founded in 1981 and is headquartered in Houston, Texas.
Including a hospital partnership, Paracelsus presently owns the stock of
hospital corporations that own or operate 10 hospitals in seven states with
a total of 1,287 beds.
PREMIER CRUISE: Cruise Operator Goes into Receivership; Ships Seized by DLJ
---------------------------------------------------------------------------
According to Bloomberg News, Premier Cruise Lines "entered receivership"
and its five ships were seized by investment firm Donaldson, Lufkin &
Jenrette, Inc. After creditors started considering seizing ships, DLJ went
to it first. 250 workers of the cruise operator in Port Canaveral, Florida
will be sent home, general counsel Alan Twaits told reporters in a
conference call. "Up until late (Sept. 13), the company had been in
negotiations with the lender and several third parties over sale of vessels
and a restructuring and refinancing of the company," Twaits said. "Those
efforts did not succeed."
Passengers that were forced to disembark during their usual trips, will
fly back to the U.S. all expenses paid, Twaits said. Premier Cruise Lines
is considered fifth-largest operator in the world. About 2,800 passengers
can sail on Premier's cruise ships. The company owned the Oceanic, the Big
Red Boat III, the Rembrandt, the SeaBreeze and the SeaWind Crown. It also
operated the Big Red Boat II before the charter agreement got revoked.
PRIME CAPITAL: Makes Assignment for the Benefit of Creditors
------------------------------------------------------------
Prime Capital Corporation announced that all of Prime's officers and
directors tendered their resignations. These activities follow Prime's
announcement on July 19, 2000 that the company's failing financial
condition had prompted Prime to make an assignment for the benefit of its
creditors.
As previously reported in the Troubled Company Reporter on July 5, 2000,
Prime Capital Corporation announced that Prime and Finantra Capital, Inc.
had discontinued negotiations for the purchase of all of the issued and
outstanding common shares of Prime. And a Letter of Intent executed on
February 8, 2000 and amended on March 31, 2000 expired prior to the
satisfaction of certain contingencies. Prime and Finantra had been
negotiating continuously and diligently to reach an agreement and satisfy
such contingencies but were unsuccessful.
PRIME FINANCE: Adverse Collateral Performance Prompts Downgrades by Fitch
-------------------------------------------------------------------------
Fitch downgrades the following classes of securities as follows:
A) Prime Finance Corporation 1995-A:
-- Prime lease-backed notes, Series 1995-A Class A-1 notes rated
'AA', Class A-2 notes rated 'A', Class A-3 notes rated 'BBB',
Class B-1 notes rated 'BBB-', and Class B-2 notes rated 'B' all
placed on Rating Watch Negative.
B) Prime Finance Corporation 1996-A:
--Prime lease-backed notes, Series 1996-A Class A-1 notes rated 'AA'
and Class A-2 notes rated 'A' both placed on Rating Watch Negative.
The Class A-3 notes are downgraded to 'BBB-' from 'BBB'. The Class
B notes are downgraded to 'CCC' from 'B'.
C) Prime Finance Corporation 1998-A-1:
D) Prime Finance Corporation 1998-A-2:
--Prime lease-backed notes, Series 1998-A Class A-1 notes rated 'AAA'
placed on Rating Watch Negative. The Class A-2 notes are downgraded
to 'AA' from 'AA+'. The Class A-3 notes are downgraded to 'A' from
'A+'. The Class A-4 notes are downgraded to 'BBB-' from 'BBB+'. The
Class B notes are downgraded to 'CCC' from 'B-'.
E) Prime Finance Corporation 1999-A-1:
F) Prime Finance Corporation 1999-A-2:
--Prime lease-backed notes, Series 1999-A Class A notes rated 'AAA',
Class B notes rated 'A', and Class C notes rated 'BBB' all placed
on Rating Watch Negative.
In addition, all classes of notes remain on Rating Watch Negative pending
further information.
These rating actions are the result of adverse collateral performance and
deterioration outside of the Fitch original base case expectations. Of
particular concern is the fact that Fitch has not received servicing
reports since well prior to the mid-August servicing transfer to Stellar
Financial. With this servicing transition nearing completion, Fitch expects
to receive current reports shortly. Overall, Fitch will continue to closely
monitor these notes and may take additional rating action in the case of
further deterioration.
PROTECTION ONE: On the Prowl for New Financing as Current Facilities Mature
---------------------------------------------------------------------------
Protection One, Inc., (NYSE:POI) announced that it is considering new
sources of financing, including new credit facilities with third parties or
the sale of assets, including the possible sale of Network Multifamily to
Westar Capital, Inc.
The credit facility with Westar Capital currently expires on January 2,
2001. Westar has advised Protection One that while it would consider an
extension of the credit facility upon terms reflecting current market
conditions, it desires Protection One to find alternatives to the credit
facility upon its expiration because of the previously announced
restructuring of Westar. Protection One has established a special committee
of its Board of Directors to evaluate any transaction with Westar.
Protection One currently has drawn approximately $75 million under the $115
million facility.
"Although financing costs could increase, this should not affect our
ability to move forward with our business plan," said Annette Beck,
President and Chief Operating Officer of Protection One. "The business has
been generating positive cash flow and paying down debt since the beginning
of the year."
Protection One, one of the leading residential security alarm companies in
the United States, provides monitoring and related security services to
approximately 1.4 million residential and commercial subscribers in North
America and is a leading security provider to the multifamily housing
market through Network Multifamily.
RAYTECH: Bankruptcy Court Confirms Second Amended Plan of Reorganization
------------------------------------------------------------------------
The U.S. Bankruptcy Court confirmed Raytech Corp.'s Second Amended Plan of
Reorganization., which was proposed jointly by the Company, its official
committee of equity security holders, the Guardian ad litem for Future
Claimants, the Connecticut Department of Environmental Protection, and the
United States Environmental Protection Agency. The Company, which has been
operating under Chapter 11 protection since March 10, 1989, announced that
the Plan is based on a settlement providing for an exchange of allowed API
Claims estimated to be $6.76 billion and allowed Environmental Claims of
$432 million for 90% of the common stock of the Debtor with existing equity
holders in the Debtor retaining 10% of the common stock in the Debtor. In
accordance with the Plan, all present and future API Claims will be assumed
and resolved by an independently administered claims trust. (New Generation
Research, Inc. 15-Sep-00)
SALTON, INC.: Moody's Assigns Ba2 Rating to $210MM Credit Facility
------------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the $210 million senior
secured credit facility of Salton, Inc. Moody's also confirmed the senior
implied rating at Ba3, the unsecured issuer rating at B1 and the rating on
the $125 million 10 3/4% senior subordinated notes (due 2005) at B2. The
prospective ratings assigned in April 2000 to the $100 million multiple
seniority shelf registration were also confirmed at (P) B2 for the senior
subordinated notes and (P) "b3" for preferred stock. The outlook for Salton
has been changed to positive from stable.
The senior secured credit facility, as amended and restated and currently
in syndication for $210 million, is segregated between a $135 million
revolving credit line due January 1, 2004 and a $75 million amortizing term
loan with a maturity date of December 31, 2004. The terms of the facility
allow the revolver to be increased to $155 million, or availability
decreased by up to $20 million if a receivables securitization takes place;
amend pricing and covenants; allow for stock buybacks up to $50 million and
permit individual acquisitions of up to $40 million (an increase from $20
million). Total borrowings under the revolving line and term loan are
subject to the existing borrowing base comprised of 80% of accounts
receivable and 60% of inventory, with inventory limited to 50% of the
borrowing base. Security continues to be a first priority security interest
in substantially all the tangible and intangible assets of Salton, Inc. and
its subsidiaries, the stock of the company's direct and indirect domestic
subsidiaries and 65% of the stock of any foreign subsidiaries. On a
proforma basis as of July 1, 2000, total asset (accounts receivable,
inventory and fixed assets) coverage of outstanding senior debt of $115
million would have been 3.3x and borrowing base coverage would have been
1.5x. Based upon the security, the significant asset coverage, mandatory
prepayments from debt and stock issuance and excess cash flow and the
required 60 day revolving credit clean down to $40 million, the senior
secured credit facility is rated one notch higher than the senior implied
rating. The subordinated note rating of B2, at two notches below the senior
implied rating, reflects both its effective and contractual subordination.
The ratings reflect Salton's strong financial performance for the FYE July
1, 2000, which benefitted from the successful intergration of the January
1999 Toastmaster acquisition. Sales increased 65% from the prior year to
$837 million and incorporated a full year of Toastmaster sales (19.5 % of
total sales), continued growth in new product categories within the Melitta
and George Forman lines and better than 30% increases in the Block china,
Farberware and Salton lines. EBITA at $186 million (EBITDA for FYE 7/1/2000
was $194 million) provided interest coverage at 6.5 times (EBITDA coverage
was 6.8x) and resulted in leverage of 1.75 times (EBITDA leverage was
1.68x). CAPEX at $13.9 million for FY 2000 was higher than $5.4 million in
FY 1999, and is projected to be in the $14 to $20 million range over the
next five years. A majority of these expenses are for new product tooling
investments with overseas vendors.
The ratings continue to reflect Salton's somewhat weak balance sheet,
characterized by high intangibles and increased inventory; the highly
competitive and price-sensitive nature of its industry; the high sales
concentrations to certain retailers and product categories, especially
George Forman grills (George Forman products accounted for 45 % of FY 2000
sales) and the uncertainty of the company's performance in a weaker US
economy. Salton, in its role as a finished goods purchaser, has fixed it's
product costs over the next year with a majority of its overseas vendors.
This will allow the company to minimize the margin effect of higher oil and
resin prices into FY 2001.
The balance sheet weakness, although improved over the last twelve months,
stems from book equity at $175 million being offset by intangibles of $160
million; debt to book capital of 65% (debt to market capital is 44%) and
continually high inventory levels. The seasonally high fourth quarter
inventory at $219 million, a 52% increase over the prior year, comprised
more than half of tangible assets and resulted in inventory days of 171, at
the same level as July 1999. Management has indicated that they have
consciously brought in inventory at FYE 2000 for the first and second
quarter FY 2001 holiday selling season. This has been done to avoid
shipment delays and lost sales experienced last year. It is recognized that
some of the inventory growth is seasonal and may be related to new product
introductions. There is, however, the risk that products could be affected
by obsolescence.
In December 1999, Salton announced that it purchased the right to use the
George Forman name in connection with its marketing and sales of the
company's George Forman food preparation line of products. This transaction
means the company is no longer required to pay the substantial royalties to
George Forman on earnings from the sales of his grills. Salton is using
this acquisition to introduce more products under the Forman name,
including outdoor grills and cookware. The total purchase price was nearly
$138 million, of which $114 million was paid in cash and $24 million was in
Salton stock. The cash portion was payable in five $22.75 million annual
installments, the first of which was paid during FY 2000. Subsequent to the
July 1, 2000 FYE, the annual payment of $22.75 million was made and the
company reached an agreement to satisfy the June 30, 2001 payment by
issuing 621,074 shares of common stock to George Forman and other venture
partners. Salton has agreed to pay an amount of cash and/or issue
additional shares of common stock if the shares issued to G. Forman et al
are sold for less than $36.625 per share (to equal the $22.75 million
payment) during a specified one-year period. G. Forman and the others have
agreed to pay Salton, in cash, 50% of the excess over $22.75 million of the
aggregate sales proceeds plus the market value of any shares retained at
the end of such one-year period. These transactions have resulted in a
reduction in the FYE total debt from $327 million to $285 million.
Revenues for FY 2001 will include sales from the company's recent
acquisition of Sonex International (electronic ultrasonic wave
toothbrushes) and The Stiffel Company (designer lamps); the introduction of
the "Ultravection" oven in the second half of the year; sales of the
Relaxor brand massage products, which the company has signed a letter of
intent to purchase; second half sales under an exclusive licensing
agreement to market and distribute the new "Spin Fryer" under the George
Forman name and sales of Calvin Klein tableware products under a licensing
agreement with the well known designer. Salton is awaiting FDA comments on
its response to claims against its Rejuvenuque product line. The company
claims the product is not a medical device and therefore, should not
require FDA approval.
The positive outlook is reflective of the expectation that Salton will
continue to generate strong cashflow to provide good debt coverage and its
continued strong performance as a branded consumer products company. An
upgrade in ratings in the near to medium term would be dependent upon the
company's ability to reduce inventory to more manageable levels; assurances
that any stock buybacks will not result in a decapitalization of the
company and no deterioration of the leverage and coverage ratios as the
result of a major acquisition. However, as an acquisitive player in the
appliance, table top and housewares markets, it is expected Salton will
continue to utilize cashflow and debt to expand its market brands to offset
reliance on the George Forman brand. Although sales of George Forman
branded products will likely serve as Salton's primary growth driver in the
intermediate term, there is the risk that the popularity or marketability
of George Forman branded products could be impaired for reasons outside of
the company's direct control.
Headquartered in Mount Prospect, Illinois, Salton, Inc. designs, markets
and distributes a broad range of branded small appliances, tabletop
products and personal care and time products. Its portfolio of owned and
licensed brand names include Salton, Toastmaster, George Forman, Breadman,
Juiceman, Melitta, White-Westinghouse and new lines that include Stiffel,
Sonex and Calvin Klein.
SINGER N.V.: Emerges From Chapter 11 after 95% of Creditors Approved Plan
-------------------------------------------------------------------------
Singer N.V. (OTC: SEWCQ) announced that its Plan of Reorganization became
effective on September 14, marking the Company's emergence from its
voluntary Chapter 11 proceeding. The Company's Plan of Reorganization had
previously been approved by more than 95% of voting creditors and on August
24, 2000 had been confirmed by the U.S. Bankruptcy Court for the Southern
District of New York.
The old parent Company, the Company's U.S. subsidiaries, the holding
companies for Singer's foreign businesses and certain of these foreign
businesses filed voluntary petitions for reorganization under Chapter 11 of
the Bankruptcy Code on September 12, 1999. Singer completed all the
requirements to emerge from bankruptcy; this implementation of the court
approved Plan of Reorganization brings to a conclusion the Company's
financial restructuring process.
"Since commencing our voluntary reorganization, we have successfully
restructured our business and financial operations," said Chairman,
President and Chief Executive Officer Stephen H. Goodman. "Through this
restructuring we have effectively put the many challenges of our past
behind us, permitting Singer to emerge from Chapter 11 with a significantly
less leveraged balance sheet, cash to fund operations and an improved
expense structure. All of this forms a stronger foundation for growth."
Pursuant to the Plan, a new corporate entity in the Netherlands Antilles,
Singer N.V., will be the parent company for all Singer businesses going
forward. Holders of general unsecured claims against the old parent company
will receive 100 percent of the shares in the newly reorganized company. A
creditors' trust will also be created, which will initially hold the shares
and receive all transferred causes of action from third parties.
"Singer is a stronger, more competitive company. We remain committed to a
market philosophy that is based on long term relationships in our
businesses. We have been a recognized leader in our industry for 150 years,
and we intend for our leadership to continue," Mr. Goodman noted.
Singer is one of the most widely recognized and respected brands in the
world. The Company is the world's leading manufacturer and distributor of
consumer sewing machines and is an international retailer and distributor
of consumer durable products, doing business in 150 countries.
U.S. INDUSTRIES: Fitch Affirms BBB Rating on $375MM Senior Unsecured Notes
--------------------------------------------------------------------------
U.S. Industries, Inc.'s (USI) $375 million 'BBB' rated senior unsecured
notes and 'F2' rated commercial paper program are affirmed by Fitch
following the company's announcement that its Board of Directors has
authorized management to pursue a demerger of its lighting and industrial
tools businesses. The Rating Outlook is changed to Negative from Stable.
The proposed spin-off will consist of Lighting Corporation of America, the
company's lighting manufacturing division for which USI had announced it
was exploring alternatives including possible divestiture, SiTeco, a major
European lighting fixture manufacturer, and Spear & Jackson, USI's
international industrial hand tools business. These businesses generated
combined revenues and earnings of about $920 million and almost $55
million, respectively, during fiscal 1999.
As a result of this transaction, USI's operating margin should improve as
operations to be divested are lower margin than USI's remaining businesses.
The spin-off, combined with the anticipated monetization of seller notes
remaining from the sale of the company's Diversified businesses earlier
this year, will help to reduce total debt by a significant amount. While
Fitch expects credit protection measures to improve in the near term as a
result of these transactions, the improvement will be slower than had
previously been anticipated. This change in expectations is reflected in
the adjustment in the rating outlook to negative from stable. Future
weakness in operating results and/or a significant change in USI's
financial policy could result in a rating review. Fitch expects debt
financed acquisitions and share repurchase activity, beyond the current
authorization, to be minimal.
The ratings continue to reflect USI's strong brands and the geographic
diversity of its operations. The ratings also consider the seasonality and
cyclicality of USI's remaining core bath and plumbing and hardware and
tools businesses.
U.S. INDUSTRIES: Moody's Places Debt Ratings Under Review For Downgrade
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Moody's Investors Service placed the short-term and long-term debt ratings
of U.S. Industries, Inc. (USI) under review for possible downgrade,
following the company's announcement that it would spin off its lightning
and industrial tools businesses. At the time of the spin-off, the company
will take a restructuring charge of approximately $120-140 million, of
which the bulk represents a non-cash writedown of goodwill associated with
its Spear & Jackson and Selkirk Europe operations. The rating agency said
that its review would focus on the cash flow generation capability of the
smaller "new" USI and the near-term prospects for its remaining businesses.
The review will also consider the quality of debtholder protection measures
and the ongoing capital structure that will result from this transaction
and future potential asset sales, and the company's plans to replace the
earnings and cash flows from the spun operations.
Ratings placed under review:
* U.S. Industries, Inc., USI American Holdings, Inc., and USI Global
Corp. as co-obilgors
(a) Baa2 senior long term debt rating for notes, guaranteed by USI
Atlantic Corp.;
(b) (P)Baa2 for senior unsecured debt securities and (P)Ba1 for
senior subordinated securities issued pursuant to 415 shelf
registration, guaranteed by USI Atlantic Corp.;
(c) Baa2 for bank revolving credit facility, guaranteed by USI
Atlantic Corp. and
(d) Prime-2 short-term debt rating, guaranteed by USI Atlantic Corp.
In reviewing USI's debt ratings, Moody's noted that debtholder protection
measures have weakened during the last 12 months. At June 30, 2000, the
company's book leverage reached 58%, due to share repurchases and earnings
shortfalls. However, the proposed spin-off could lead to some degree of
short term debt reduction at USI through a special dividend paid to USI
from its lighting and industrial tools businesses at the time of their
spin-off. The rating agency added that the smaller, "new" USI, with pro
forma 1999 revenue and operating income of about $1.7 billion and $180
million, respectively, will be challenged to improve its credit metrics as
a result of this transaction. Moreover, this taxable spin-off will not
yield the level of proceeds originally expected when USI began to pursue a
sale of these businesses. Moody's commented that the pro forma 1999 revenue
and operating income of almost $919 million and $53 million, respectively,
associated with the spun operations will take time to replace. Utilization
of net proceeds from future asset sales, monetization of the company's
seller note associated with the earlier spin-off of Strategic Industries
for debt reduction and the curtailment of the share repurchases, partially
offset by $120-140 million restructuring charge would be viewed favorably.
U.S. Industries, Inc., headquartered in Iselin, NJ, is an industrial
management company with three principal divisions: USI Bath and Plumbing
Products, Lighting Corporation of America, and USI Hardware and Tools.
VALUE AMERICA: Virginia's Online Retailer May Reorganize, Not Liquidate
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According to BDC News and Comment, Value America, Inc. (Nasdaq: VUSA),
which filed for Chapter 11 on August 11 may reorganize and not liquidate.
The pioneering online retailer in Charlottesville, Va., intends to sell its
experience and technology to those who're interested in the Internet
business. Company counsel, Daniel M. Glosband of Goodwin, Procter & Hoar
LLP says, the debtor believes it will be successful "based on market
research and on consultation with a major management consultant." Judge
William E. Anderson of the U.S. Bankruptcy Court in Western District of
Virginia handles the case.
WESTMORELAND COAL: Acquires Montana Power Company for $138 Million
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Westmoreland Coal Company (Amex: WLB) and The Montana Power Company (NYSE:
MTP) announced that Westmoreland has agreed to acquire Montana Power
Company's coal business unit for $138 million in cash. The operations
produced approximately 20 million tons of coal in 1999. Closing is expected
to occur by year-end and is subject to various contingencies, including
regulatory approvals.
"The Montana Power coal business unit meets the criteria we set forth in
the strategic plan announced to shareholders in April. These are
outstanding businesses which match attractive coal assets with long term
sales contracts that we believe will result in sustainable, long-term
profitability and cash flow at those operations. Western Energy and
Northwestern Resources supply coal to adjacent, low-cost electrical
generating units that have the necessary pollution control technologies in
place to meet the stringent environmental standards," said Christopher K.
Seglem, Westmoreland Coal Company's Chairman, President and CEO. "We
believe these operations give us a solid foundation in the coal segment of
our business and represent the accomplishment of a significant step in the
implementation of the strategic plan we announced last spring. That plan
focuses on the delivery of clean, low-cost electricity through the
production of coal, gas and independent power in attractive niche markets.
Likewise, because they are profitable, the addition of these businesses
will help us capture the value of Westmoreland's advantageous net operating
tax loss carryforwards which we preserved in our restructuring," added
Seglem.
Seglem emphasized that Westmoreland also greatly values the skill,
dedication and experience of the current management and employees within
these businesses and looks forward to their joining the Westmoreland
family.
Robert P. Gannon, Montana Power's Chairman and Chief Executive commented,
"As with the sale of our oil and gas businesses, Westmoreland was selected
after a robust process, and we are just as delighted by this result. The
sale reflects a strong value for our coal companies, and a promising future
for our employees who will move to Westmoreland, which has a long history
in the coal business. This is a good outcome for us and, we believe, for
Westmoreland. Western Energy, Northwestern Resources, Western SynCoal and
their employees should thrive into the future," he added. "We wish them the
very best."
Gannon said the proceeds from the sale of the coal unit, like the oil and
gas businesses, would be invested in growing Touch America, Montana Power's
national fiber-optic and wireless broadband telecommunications subsidiary.
Montana Power offered the coal unit for sale as a package comprised of
three operating companies. The largest operation in the coal unit, Western
Energy Company, owns and operates the Rosebud Mine located in the northern
Powder River Basin near the town of Colstrip, Montana and approximately 25
miles from Westmoreland's Absaloka Mine. Approximately 90% of the
production from the mine is sold under long-term contracts to the owners of
the four, mine-mouth Colstrip power plant units. In 1999, the Rosebud Mine
produced and sold 10.6 million tons of coal.
The transaction also includes the purchase of Northwestern Resources Co.
which owns and operates the Jewett Mine in Central Texas, and Western
SynCoal, which owns and operates a patented coal-enhancement process at a
demonstration plant located at the Rosebud Mine in Montana. The Jewett Mine
represents Westmoreland's initial entry into the Texas market. Production
from the Jewett Mine is sold under a long-term contract to Reliant Energy,
the owner of a two-unit power production facility adjacent to the mine. In
1999 the Jewett Mine produced and sold 8.9 million tons of lignite, and
Western SynCoal sold 269,000 tons of enhanced coal.
Westmoreland Coal Company, headquartered in Colorado Springs, Colorado, is
implementing a strategic plan for expansion and growth through the
acquisition and development of opportunities in the changing energy
marketplace. The Company was assisted in this transaction by NorWest Mine
Services, Inc., the law firm of Hale & Dorr, and financial advisor,
Rothschild Inc. The Company's current core operations are Powder River
Basin coal mining through its 80%-owned subsidiary Westmoreland Resources,
Inc. and independent power production through its wholly owned subsidiary
Westmoreland Energy, Inc. The Company also holds a 20% interest in Dominion
Terminal Associates, a coal shipping and terminal facility in Newport News,
Virginia.
The Montana Power Company is a diversified investor-owned electric and
natural gas utility with nonregulated businesses in coal, oil and natural
gas, and independent power production and telecommunications. The company
announced March 28, 2000 it would divest all of its energy businesses,
including its utility, to focus on telecommunications under Touch America.
Montana Power on August 28 announced that PanCanadian Petroleum Limited is
buying its oil and gas properties. Touch America is a wholly-owned fiber-
optic and wireless data transport telecommunications subsidiary of Montana
Power, providing national long distance, private line, Internet, and
business telephone equipment products and services. The company's digital
fiber optic network, which will reach 26,000 route miles nationally by
year-end 2001, employs the most advanced telecommunications technology
available today. Touch America and The Montana Power Company are based in
Butte, Montana. The Company was assisted in this transaction by its
financial advisors, Goldman, Sachs & Co. and the law firm of Milbank,
Tweed, Hadley & McCloy, both of New York. Information about Montana Power
can be found at http://www.mtpower.com.
*********
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