T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, October 14, 2003, Vol. 7, No. 203 Headlines ADELPHIA BUSINESS: Asks Court to Fix Voting Record Date for Plan AIR CANADA: Reports 12.4% Decrease in September 2003 Traffic AIR CANADA: TD Bank & HKL Asks Court to Clarify Lease Guarantee AK STEEL: Will Publish Third-Quarter Results on October 24, 2003 AKAMAI TECHNOLOGIES: Zacks Highlights Akamai Shares with #2 Rank ALESTRA: Extends Cash Tender, Exchange Offers and Solicitation AMERCO: Joint Plan's Classification and Treatment of Claims AMERICAN SEAFOODS: Extends Tender Offer for 10-1/8% Sr. Notes AMES DEPARTMENT: Gets Nod to Complete Asset Sale to PDMS Realty APARTMENT INVESTMENT: Fitch Affirms Preferreds Rating at BB+ ARMSTRONG: US Trustee Takes Action to Block Plan Confirmation BEEFTOWN FEEDLOTS: Case Summary & 20 Largest Unsecured Creditors CHANNEL MASTER: Seeking Nod to Appoint Trumbull as Claims Agent CHC INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors CHESAPEAKE CROSSING: First Creditors' Meeting Slated for Nov. 3 COEUR D'ALENE: Ed Bugos Highlights Coeur D'Alene Mines Stock CONSOL ENERGY: Largest Shareholder Closes Sale of 27-Mil. Shares CONSTELLATION BRANDS: Appoints Philippa Dworkin SVP of Comms. CROWN CASTLE: Completes $1.6 Billion Amended Credit Facility DATA TRANSMISSION: Intends to Hire Ordinary Course Professionals DIAL CORP: Board Declares Quarterly Divide Payable on January 22 DII INDUSTRIES: Exchange Offer for 7.6% DII Debentures Launched DOMAN INDUSTRIES: Obtains CCAA Stay Extension Until November 27 DUALSTAR TECHNOLOGIES: Ability to Continue Operations Uncertain EL PASO CORP: Enters Drilling Venture with Lehman Bros. & Nabors EQUITY INNS: Raises $22MM from Common & Preferred Equity Sales EXIDE TECH.: Wants to Create Subsidiaries and Transfer Assets FEDERAL-MOGUL: Court Expunges 58 of Amended or Superseded Claims GENUITY INC: Plan Confirmation Hearing Schedules for November 17 GEORGIA-PACIFIC CO.: Zacks Highlights GP Stocks with #1 Ranking GMP INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors HAYES LEMMERZ: HLI Trust Wants Auditors to Produce Documents HECLA MINING: Ed Bugos Highlights Hecla Mining Stock HOUSTON EXPLORATION: Will Publish Third-Quarter Results on Nov 6 IESI: Buys Seneca Meadows Landfill & Refinances Credit Facility IFCO SYSTEMS N.V.: Closes and Settles EUR$110 Million Bond Issue IMPATH INC: Secures Court Nod to Hire Weil Gotshal as Attorneys INTERPOOL: Accepts Raoul Witteveen's Resignation as Pres. & COO INTERPOOL: No Additional Fitch Rating Action after Resignations INTERPOOL: Fitch Downgrades Ratings over Potential Filings Delay INTERPOOL: Accounting Investigation Prompts S&P Watch INTRAWEST CORP: Executes 9.75% Notes' 2nd Supplemental Indenture JAMES CABLE: Court Approves First Amended Disclosure Statement KB HOME: Zacks Highlights KB Stock with #1 Ranking KNL PROPERTIES: Case Summary & 16 Largest Unsecured Creditors LEVI STRAUSS: S&P Revises Outlook on B Credit Rating to Negative LITEGLOW INDUSTRIES: Files for Chapter 11 Protection in Florida LITEGLOW INDUSTRIES: Voluntary Chapter 11 Case Summary MARINER HEALTH: Completes Divestiture of Florida Facilities MEDISOLUTION: Brascan Acquires 54M Shares in Conv. Debt Deal MERCER INT'L: Closes Sale of $82-Mil. of Conv. Senior Sub. Notes MIDWEST EXPRESS: Reports Increase in Traffic for September 2003 MIRANT CORP: Court Okays AP Services as Debtor's Crisis Managers NATIONAL CENTURY: Continuing Cash Collateral Use Until Oct. 31 NESCO INDUSTRIES: Taps BP Audit Group to Replace Grant Thornton OAKWOOD HOMES: S&P Further Cuts Ratings on Related Trust Classes OXFORD AUTOMOTIVE: S&P Withdraws Low-B Level Corp. Credit Rating PENN TRAFFIC: Seeks Clearance to Close 16 of 211 Supermarkets PERRY ELLIS: Executives and Board Members Adopt 10b5-1 Plans PETRACOM OF JOPLIN: Voluntary Chapter 11 Case Summary PETROLEUM: Class 4's Have Until Oct. 24 to Choose Distribution PG&E NAT'L: Energy Services Provides Statement of Fin'l Affairs PILLOWTEX CORP: Creditor Committee Taps Blank Rome as Co-Counsel POLAR MOLECULAR: Files June Quarterly Report on SEC Form 10-Q POLAROID CORP: Court Approves 3rd Amended Disclosure Statement PPM AMERICA: S&P Further Lowers Rating on Class A-2 Notes to B- PRESIDENT CASINOS: Aug. 31 Balance Sheet Upside-Down by $49 Mil. PRIME GROUP REALTY: Fires Co-President & CFO Louis G. Conforti PRIMEDEX HEALTH: Court Orders Discharge from Ch. 11 Bankruptcy QUADRAMED: SEC Staff to Recommend Enforcement Action vs. Company RANGE RESOURCES: S&P Ups Corporate Credit Rating to BB- from B+ REPUBLIC ENGINEERED: Secures Court Nod for DIP Financing Pact REPUBLIC ENGINEERED: Signs-Up Weil Gotshal as Bankruptcy Counsel RICA FOODS: Inks $36.3 Million Debt Restructuring Agreement SK GLOBAL AMERICA: Asks Judge Blackshear to Fix Claims Bar Date SUNBLUSH: Wants Shareholders' Approval of Reorganization Plan SYMBOL TECHNOLOGIES: Provides Update About Telxon Litigation TRITEAL: Oct. 15 Is Record Date for Distribution to Shareholders UNITED AIRLINES: Bankr. Court Fixes Stub Rent Payment Procedures U.S. ONCOLOGY: Look for Third-Quarter 2003 Results on October 31 U.S. STEEL: Will Take about $50-Mill. Q3 Charge After Asset Swap WHEELING-PITTSBURGH: Wants Avoidance Actions Procedures Extended WOODLAND HATCHERY: Acquires Majority of Shares of Dwango North WORLD AIRWAYS: Terminates 8% Conv. Debenture Exchange Offer WORLDCOM INC: Extends Tender Offer for Class A Shares of Digex WORLDCOM INC: Intends to Assume Wilmington Trust Fiber Lease W.R. BERKLEY: Files Universal Shelf Registration Statement XCEL ENERGY: Receives SEC Order on NRG Energy's Bankruptcy * KPMG LLP Names Richard A. Brown Milwaukee Managing Partner * Large Companies with Insolvent Balance Sheets ********* ADELPHIA BUSINESS: Asks Court to Fix Voting Record Date for Plan ---------------------------------------------------------------- Adelphia Business Solutions, Inc., d/b/a TelCove, has asked the United States Bankruptcy Court for the Southern District of New York, which has jurisdiction over the Chapter 11 cases commenced by ABS and certain of its subsidiaries in March 2002, and June 2002, to set October 16, 2003, as the Voting Record Date for determining the eligibility of holders of claims against the Debtors to vote on the Debtors' First Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, as the same may be further amended. The proposed October 16, 2003 Voting Record Date, if authorized by the Bankruptcy Court, would be applicable to holders of claims against the Debtors, including the holders of the following ABS notes: - 12% Senior Subordinated Notes, due 2007 (Cusip 44914K AL 2) - 12-1/4% Senior Secured Notes, due 2004 (Cusip 44914K AH 1) - 13% Senior Discount Notes, due 2003 (Cusip 44914K AE 8) As previously, widely noticed, a hearing has been scheduled in the Bankruptcy Court for October 20, 2003, to consider approval of the proposed Debtors' First Amended Disclosure Statement Pursuant to Section 1125 of the Bankruptcy Code and other related relief, including approval of the proposed Voting Record Date. As detailed in the proposed Disclosure Statement, the right to make certain elections as part of the balloting process will be tied to the Voting Record Date. Copies of the proposed Disclosure Statement and proposed Plan are available on the official Web site of the Bankruptcy Court at http://www.nysb.uscourts.gov On March 27, 2002, ABS and certain of its wholly owned subsidiaries commenced voluntary cases under Chapter 11 in the Bankruptcy Court. Thereafter, on June 18, 2002, certain additional indirect subsidiaries of ABS commenced voluntary cases under Chapter 11 of the Bankruptcy Code. Founded in 1991, TelCove is one of the longest standing competitive communications providers in the nation offering integrated Internet, Data, and Voice services to more than 9,000 customers via its advanced, secure fiber optic network. For more information on TelCove, visit http://www.telcove.com AIR CANADA: Reports 12.4% Decrease in September 2003 Traffic ------------------------------------------------------------ Air Canada mainline flew 12.4 per cent fewer revenue passenger miles in September 2003 than in September 2002, according to preliminary traffic figures. In the domestic market, the carrier recorded the best load factor results of any Canadian carrier reporting. Overall, capacity decreased by 11.1 per cent, resulting in a load factor of 73.4 per cent, compared to 74.5 per cent in September 2002; a decrease of 1.1 percentage points. Jazz, Air Canada's regional airline subsidiary, flew 0.8 per cent fewer revenue passenger miles in September 2003 than in September 2002, according to preliminary traffic figures. Capacity increased by 2.7 per cent, resulting in a load factor of 54.7 per cent, compared to 56.6 per cent in September 2002; a decrease of 1.9 percentage points. "While still below last year's level, we continued to make progress and experienced an improvement in overall demand in September. The month reflected the smallest year-over-year traffic decrease since April 2003," said Rob Peterson, Executive Vice President and Chief Financial Officer. "Domestic mainline traffic was 3.9 per cent below the prior year and traffic demand remained positive on Atlantic routes for the fourth consecutive month. Increased demand for leisure sun destinations as well as improving economic conditions in South America pushed traffic up 16.4 per cent on these routes. Although traffic is gradually recovering over the Pacific, performance of U.S. transborder routes remains weak, resulting in continued diligent capacity control on these markets." AIR CANADA: TD Bank & HKL Asks Court to Clarify Lease Guarantee --------------------------------------------------------------- In 1987 and 1988, Citibank Canada, through its subsidiary Citibank Canada Leasing Inc., entered into two substantially identical transactions in relation to two Boeing 767s in Air Canada's fleet. Citibank Leasing later assigned its interest in the transactions to the Toronto-Dominion Bank, its subsidiary, 1022722 Alberta Inc., and HongKong Bank of Canada Leasing Ltd. Under each transaction: * Citibank Leasing purchased an aircraft from Air Canada for CND53,000,000; * Citibank Leasing entered into an 18-year lease with Air Canada for the aircraft; * Citibank Leasing immediately sold its interest in the aircraft and the leases to TD Bank and HKL and received CND2,000,000 in fees and other profits; and * as an inducement to TD Bank and HKL to purchase the aircraft and the Citibank Leases, Citibank Canada agreed to provide a CND10,779,000 letter of credit designed to protect TD Bank and HKL if the residual value of the aircraft on lease expiry was less than CND10,779,000. Due to its restructuring, Air Canada notified TD Bank and HKL that it does not require further use of the aircraft. Air Canada purported to terminate one of the Leases. Air Canada also returned both of the aircraft to TD Bank and HKL. John J. Chapman, Esq., at Miller Thomson LLP, in Toronto, Ontario, tells the Court that the Citibank Canada letters of credit provide for certain certificates to be provided on draw- down of a letter of credit. These certificates, among other things, require it to be certified that the Citibank Leases have not been amended, modified or altered without Citibank Leasing's consent and that the aircraft have been returned pursuant to and in compliance with certain return conditions required under the Leases. However, those conditions have not been met. Both aircraft are worth less than CND10,779,000. According to Mr. Chapman, Citibank Canada said that the CCAA proceeding and the steps Air Canada undertook pursuant to the Amended and Restated Initial CCAA Order means that the Letters of Credit can never be called upon as the conditions in the Letters of Credit can never be met. Citibank Canada said that it may potentially be prejudiced by the CCAA filing. "[Citibank Canada] says it has concerns that if Air Canada has not maintained the aircraft in accordance with the return conditions . . . of the leases that this may result in a decrease in their value," Mr. Chapman notes. To meet this concern, TD Bank and HKL repeatedly offered to meet with Citibank Canada and offered to absorb the cost of any additional expenses needed to bring the aircraft to return conditions. However, Citibank Canada remains entrenched in its position that it will not consent to any arrangement TD Bank and HKL proposed. In the absence of a clarifying order, Mr. Chapman asserts that Air Canada has no right to terminate the two Citibank Leases without first meeting certain return conditions. Without that clarifying order, TD Bank and HKL have the ability, if so advised, to "wait out the Leases until they expire." Mr. Chapman points out that the Initial CCAA Order and Air Canada's actions jeopardized TD Bank and HKL's ability to wait out the leases and draw down on the Letters of Credit. TD Bank and HKL do not understand why Air Canada's filing and the steps it undertook to terminate the Leases relieve Citibank Canada from its obligations to assume the risk of the value of the aircraft being less than CND10,779,000. By this motion, TD Bank and HKL ask the Court to rule that: -- Air Canada in its return of the aircraft will be deemed to have elected not to meet the Leases' return conditions and will be deemed to have elected to agree on the dollar amount to be paid to compensate TD Bank and HKL for any failure to meet the return conditions; and -- any notices Air Canada provided pursuant to the Initial CCAA Order with respect to the purported termination of the Leases are merely evidence of Air Canada's intention not to perform its further obligations under the Leases and do not constitute an amendment, modification or alteration of the Leases. Alternatively, TD Bank and HKL ask the Court to require Citibank Canada to consent to the Lease amendment they proposed. (Air Canada Bankruptcy News, Issue No. 14; Bankruptcy Creditors' Service, Inc., 609/392-0900) AK STEEL: Will Publish Third-Quarter Results on October 24, 2003 ---------------------------------------------------------------- AK Steel (NYSE: AKS) plans to release third quarter earnings results at approximately 9:00 a.m. Eastern Time on Friday, October 24, 2003. In conjunction with its earnings release, AK Steel will provide live listening access on the Internet to its analyst conference call to be held at 11:00 a.m. Eastern Time on October 24, 2003. Access to the Webcast will be available from the home page of the company's Web site at http://www.aksteel.com. The Webcast will be archived on the company's Web site following the call until October 31, 2003 and will be accessible from the home page. AK Steel (S&P, B+ Corporate Credit Rating, Negative Outlook) produces flat-rolled carbon, stainless and electrical steel products for automotive, appliance, construction and manufacturing markets, as well as tubular steel products. The company has about 10,000 employees in plants and offices in Middletown, Coshocton, Mansfield, Walbridge and Zanesville, Ohio; Ashland, Kentucky; Rockport and Columbus, Indiana; and Butler, Pennsylvania. In addition, the company produces snow and ice control products and operates an industrial park on the Houston, Texas ship channel. AKAMAI TECHNOLOGIES: Zacks Highlights Akamai Shares with #2 Rank ---------------------------------------------------------------- Zacks.com releases another list of stocks that are currently members of the coveted Zacks #1 Ranked list which has produced an average annual return of +33.6% since 1988 and has gained +13.3% annually since 2000 as the markets have been tumbling down. Among the #1 ranked stocks Zacks highlights the widely held stocks of Akamai Technologies, Inc. with #2 Rankings (Buy). Here is a synopsis of why Akamai stocks have a Zacks Rank of 2 (Buy). Note that a #2 Buy rating is applied to 15% of all the stocks we rank: Akamai Technologies, Inc. (NASDAQ:AKAM) is a provider of services that enable the world's leading enterprises and government agencies to extend and control their ebusiness infrastructure. The company will release third quarter numbers on October 29, 2003. In July, the company reported financial results for the second quarter ended June 30, 2003. Revenue for second quarter 2003 was $37.8 million, a +3.3% increase over first quarter revenue of $36.6 million, and a +4.1% increase over second quarter 2002 revenue of $36.3 million. Normalized net loss for second quarter 2003 was $10.1 million, or a negative 9 cents per share, compared to normalized net loss for the prior quarter of $13.3 million, or negative 11 cents per share. That figure also beat the Street's estimate by +10%. In the second quarter, AKAM improved their operating results year over year and grew revenue quarter over quarter and year over year, while building valuable relationships with a large and healthy base of enterprise and government clients. The company believes that they are well-positioned to reach their goal of generating positive free cash flow for the fourth quarter and analysts have narrowed this year's loss by 2 cents and expect a +113% increase in earnings by 2004 moving from a loss to a profit. As the economy continues to improve, Akamai looks to be heading in the right direction. For over 15 years the Zacks Rank has proven that "Earnings estimate revisions are the most powerful force impacting stock prices." Since 1988 the #1 Ranked stocks have generated an average annual return of +33.6% compared to the (a)S&P 500 return of only +11.3%. Plus this exclusive stock list has generated average gains of +13.3% during the last 3 years; a substantial return compared to the large losses suffered by most investors during that time frame. Also note that the Zacks Rank system has just as many Strong Sell recommendations (Rank #5) as Strong Buy recommendations (Rank #1). And since 1988 the S&P 500 has outperformed the Zacks #5 Ranked stocks by 166.7% annually (11.3% vs. 4.2% respectively). Thus, the Zacks Rank system can truly be used to effectively manage the trading in your portfolio. The Zacks Rank, and all of its recommendations, is created by Zacks & Co., member NASD. Zacks.com displays the Zacks Rank with permission from Zacks & Co. on its web site for individual investors. Zacks.com is a property of Zacks Investment Research, Inc., which was formed in 1978 to compile, analyze, and distribute investment research to both institutional and individual investors. The guiding principle behind our work is the belief that investment experts, such as brokerage analysts and investment newsletter writers, have superior knowledge about how to invest successfully. Our goal is to unlock their profitable insights for our customers. And there is no better way to enjoy this investment success, than with a FREE subscription to "Profit from the Pros" weekly e-mail newsletter. For your free newsletter, visit http://www.freeprofit1bw.zacks.com Zacks Investment Research is under common control with affiliated entities (including a broker-dealer and an investment adviser), which may engage in transactions involving the foregoing securities for the clients of such affiliates. Akamai(R) -- whose June 30, 2003 balance sheet shows a total shareholders' equity deficit of about $180 million -- provides services that enable the world's leading enterprises and government agencies to extend and control their e-business infrastructure. Having deployed the world's largest, globally- distributed computing platform, Akamai ensures the highest levels of availability, reliability, security, and performance of networked information and application delivery. Headquartered in Cambridge, Massachusetts, Akamai's industry-leading services, matched with world-class customer care, are used by hundreds of successful enterprises, government entities, and Web businesses around the globe. For more information, visit http://www.akamai.com ALESTRA: Extends Cash Tender, Exchange Offers and Solicitation -------------------------------------------------------------- Alestra, S. de R.L. de C.V., extends its pending cash tender offers, exchange offers and consent solicitation for all of its outstanding principal amount of its 12-1/8% Senior Notes due 2006 and 12-5/8% Senior Notes due 2009 and its solicitation of acceptances to a U.S. prepackaged plan of reorganization. Alestra is extending the expiration date for the offers and the solicitation of acceptances to the U.S. prepackaged bankruptcy to 11:59 p.m. on October 17, 2003, five business days from, and including, the date of this press release, unless further extended by Alestra. If the offers are consummated, the new senior notes will be issued and all cash payments will be paid pursuant to the offers no earlier than the third business day following the expiration date, or as soon as practicable thereafter. Until, but not including, October 17, 2003, Alestra is also granting withdrawal rights to holders of its existing senior notes who previously tendered their existing senior notes in the offers and to those holders of its existing senior notes who on or subsequent to the date of this press release tender their existing senior notes in the offers. Holders of Alestra's existing senior notes already have the right to withdraw or modify their ballot for the U.S. prepackaged plan at any point prior to the commencement of the U.S. bankruptcy case. As of the date of this press release, approximately $238 million principal amount of its outstanding 12 1/8% Senior Notes due 2006 have been tendered in the offers and approximately $253 million principal amount of its outstanding 12 5/8% Senior Notes due 2009 have been tendered in the offers. You may obtain copies of Alestra's prospectus, prospectus supplements and transmittal documents for the offers and the solicitations from the Information Agent: D.F. King & Co., Inc., 48 Wall Street, New York, New York, 10005. Banks and brokers call collect: (212) 269-5550. All others call toll free: (800) 549- 6697. Headquartered in San Pedro Garza Garcia, Mexico, Alestra is a leading provider of competitive telecommunications services in Mexico that it markets under the AT&T brand name and carries on its own network. Alestra offers domestic and international long distance services, data and internet services and local services. Any questions regarding the cash tender offers, exchange offers, the consent solicitations and the solicitation of acceptances to a U.S. prepackaged plan of reorganization may be addressed to Morgan Stanley as dealer manager for this transaction at the following number: Simon Morgan 1-212-761-2219 Heather Hammond 1-212-761-1893 AMERCO: Joint Plan's Classification and Treatment of Claims ----------------------------------------------------------- Although the Plan constitutes a joint plan of reorganization for the AMERCO Debtors, Edward J. Shoen, Amerco's Chief Executive Officer, clarifies that the Plan does not provide for the substantive consolidation of the estates. The Plan contains separate classes of holders of claims against, and interest in, each of the Debtors. Unclassified Claims A. Administrative Claims Subject to the provisions of the Plan, an Allowed Administrative Claimholder will receive, in full satisfaction of its claim, cash equal to the unpaid portion of the Allowed Administrative Claim or other treatment as to which the Debtors and the Claimholder will agree on in writing, on the later of: (a) the Effective Date, (b) the date the Administrative Claim is allowed, or (c) on the agreed date between the Debtors and the Claimholders. B. Priority Tax Claims The Allowed Priority Tax Claimholder will be entitled to receive on account of a Priority Tax Claim: (i) equal Cash payments on the last Business Day of each three-month period after the Effective Date, during a period not to exceed six years after the assessment of the tax on which the Claim is based, totaling the aggregate amount of the Claim plus simple interest on any outstanding balance from the Effective Date calculated at the interest rate available on 90-day United States Treasuries on the Effective Date, which the Debtors believe is appropriate based on rates approved in other Chapter 11 cases; (ii) other treatment agreed to by the Allowed Priority Tax Claimholder and the Debtors, provided the treatment is on more favorable terms to the Debtors than the treatment set forth in clause (i), or (iii) payment in full in Cash. The Debtors contemplates the payment to be on the later of: (a) the Effective Date, (b) the date a Priority Tax Claim becomes an Allowed Priority Tax Claim, or (c) the date a Priority Tax Claim first becomes payable pursuant to any agreement between a Debtor and the holder of the Priority Tax Claim, at the sole option of the Debtors. The Debtors do not yet have an estimate of the total Priority Tax Claims. C. Workers' Compensation Program Claims Upon confirmation and substantial consummation of the Plan, the Reorganized Debtors will continue any Workers' Compensation Programs in accordance with applicable state laws. The Plan will not discharge, release or relieve the Debtors from any current or future liability with respect to any of the Workers' Compensation Programs. D. Employee-Related Claims and Retiree Benefits Upon confirmation and substantial consummation of the Plan, the Reorganized Debtors will continue the Retiree Benefits in accordance with applicable prepetition plan. The Plan will not alter, modify, terminate or discharge the Debtors from any current or future liability with respect to the Retiree Benefits they are obligated to provide under any plan or program maintained or established prior to the Petition Date. E. Claims for Professional Fees Each person seeking an award by the Court of Professional Fees must file its final application allowance of compensation for services rendered and reimbursement of expenses incurred through the Confirmation Date within 45 days after the Effective Date, and if the Bankruptcy Court grants the award, each Person must be paid in full in Cash by the Reorganized Debtors in the amounts as are allowed by the Bankruptcy Court as soon thereafter as practicable. F. Claims of DIP Lender Simultaneously with the closing of the Exit Financing Facility, all the Debtors' outstanding obligations to any DIP Lender pursuant to a DIP Financing Order will be fully and finally satisfied in accordance with their terms using proceeds derived from, among other things, the Exit Financing Facility or Cash held by Reorganized AMERCO. Classified Claims Class 1 -- JP Morgan Claims This Class is impaired and entitled to vote. The Debtors estimate the total Class 1 Claims to reach $153,750,000. Class 1 Claimants will recover 100% of their Claims. As of the Petition Date, the unpaid principal amount of the JPMorgan Claims was $205,000,000. On September 10, 2003, the Debtors paid $51,250,000, pursuant to a Court order, as adequate protection to the holders of the JPMorgan Claims. The Debtors and the holders of more than two-thirds of the aggregate amount of the JPMorgan Claims have entered into a Restructuring Agreement, which sets forth the treatment of the JPMorgan Claims under the Plan. Subject to the Debtors' compliance with the disclosure and solicitation provisions of Section 1125 of the Bankruptcy Code, the holders of the JPMorgan Claims that are parties to the Restructuring Agreement agreed to vote to accept the Plan. On the Effective Date, the holders of the JPMorgan Claims will receive, in full and final satisfaction of the JPMorgan Claims, their Pro Rata portion of: (a) Cash, equal to $71,750,000; (b) Cash, equal to any and all accrued but unpaid interest on the principal amount outstanding under the JPMorgan Chase Credit Facility up to and including the Effective Date, payable at the non-default rate of interest under the JPMorgan Chase Credit Facility, plus reasonable costs and expenses, including professional fees; (c) $48,400,000 in aggregate principal amount of the New Term Loan A Notes issued pursuant to the Exit Financing Facility; and (d) $33,600,000 in aggregate principal amount of the New Term Loan B Notes issued pursuant to the New Term Loan B Notes Indenture. If the Debtors do not comply with the syndication terms in the Restructuring Agreement by arranging for the placement of at least $20,000,000 in New Term Loan B Notes to unrelated third party market participants, then the holders of the JPMorgan Claims will receive an additional $33,600,000 in New Term Loan A Notes in lieu of any distribution of New Term Loan B Notes, which will result in a reduction in the amount of Cash to be paid to the holders of Allowed Claims in Class 7 under the Plan. Class 2 -- Other Priority Claims This Class is unimpaired and deemed to accept the Plan. Other Priority Claims are primarily claims, if any, held by the Debtors' current and former employees for unpaid wages, salaries, bonuses, severance pay, vacation pay, and other unpaid employee benefits. The Debtors believe that there are no valid Other Priority Claims. However, in the event there are any valid Other Priority Claims, the Debtors or will either pay the claims in full in Cash or, if necessary, agree with the claimholder to some other mutually agreeable compensation arrangement. Class 3 -- Citibank Claims This Class is impaired and entitled to vote, subject to alternative treatment. The Debtors estimate the total amount of Class 3 Claims to reach $101,000,000. Class 3 Claimants will recover 100% of their Claims. Citibank Claims arise out of a synthetic lease facility with AREC. AMERCO guaranteed the Citibank Claims. The Debtors are actively pursuing a transaction -- the Carey Sale Transaction -- which, if consummated, would involve a sale of the real property subject to the synthetic lease facility, and full payment of the Citibank Claims. There can be no assurance that the Carey Sale Transaction will be consummated prior to the Effective Date of the Plan. Thus, the Plan provides for these alternative treatments of the Citibank Claims, each of which will be in full and final satisfaction of the Citibank Claims: * Carey Sale Transaction closes and holders of Citibank Claims vote to accept the Plan. On or before the Effective Date of the Plan, the Citibank Claimholders will receive an amount of Cash from the Carey Sale Proceeds equivalent to the amount of the Allowed Citibank Secured Claim, excluding therefrom, if applicable, any fine, penalty, interest or cost arising from or related to a default under the Citibank Master Lease and the Citibank Operative Documents, provided that: (a) the Carey Sale Agreement has been approved by a Final Order of the Bankruptcy Court on or before the Effective Date; (b) the Carey Sale Transaction closes in accordance with the Carey Sale Agreement, including the payment of the Carey Sale Proceeds, on or before the Effective Date; and (c) holders of the Citibank Claims have voted to accept the Plan by the statutory prerequisites for acceptance set forth in Section 1126 of the Bankruptcy Code. * Carey Sale Transaction does not close and holders of Citibank Claims vote to accept the Plan. Reorganized AREC will, on the Effective Date of the Plan, execute and deliver the Restated Citibank Master Lease and the Restated Citibank Operative Documents, and Reorganized AMERCO will, on the Effective Date of the Plan, execute and deliver the New Citibank Guaranty. Under the Restated Citibank Master Lease and the Restated Citibank Operative Documents, the maturity date of the synthetic lease facility will be extended for a period of five years after the Effective Date and the Base Rent will be increased to ___ % of the existing Base Rent. * Carey Sale Transaction does not close and holders of Citibank Claims vote to reject the Plan. The Debtors reserve the right, in their sole discretion, either to: (a) surrender to the Citibank Claimholders all of their right, title and interest in and to the Citibank Properties in full and final the Citibank Properties in full and final satisfaction of all Claims arising under or related to the Citibank Master Lease and the Citibank Operative Documents, together with Cash in an amount equivalent to the Unsecured Deficiency Claim, if any Claim exists, of the Citibank Claimholders as determined by a Final Order of the Court pursuant to the Citibank Valuation Hearing; (b) provide for the treatment of the Citibank Claims in accordance with the alternative treatment set forth in the Plan; or (c) provide other treatment of the Citibank Claims that complies with Section 1129(b) of the Bankruptcy Code. If the Court determines, as part of the Citibank Valuation Hearing, that the value of the Citibank Properties exceeds the amount of the Allowed Citibank Claims, and the Debtors selected the alternative treatment set forth in the Plan, the holders of the Citibank Claims will pay in Cash to the Debtors the amount of the excess value. Class 4 -- BMO Claims This Class is impaired and entitled to vote, subject to alternative treatment. The Debtors estimate the total amount of the Class 4 Claims to reach $149,000,000. Class 4 Claimants will recover 100% of their Claims. BMO Claims arise out of a synthetic lease facility with AREC and U-Haul. AMERCO guaranteed the BMO Claims. The Debtors are actively pursuing the Carey Sale Transaction, which, if consummated, would involve a sale of the real property subject to the synthetic lease facility, and payment in full of the BMO Claims. There can be no assurance that the Carey Sale Transaction will be consummated prior to the Effective Date of the Plan. Thus, the Plan provides for alternative treatments of the BMO Claims similar to the Citibank Claims, each of which will be in full and final satisfaction of the BMO Claims. Class 5 -- Other Unsecured Claims This Class is unimpaired and deemed to accept the Plan. The Debtors have not finalized its estimate for the total amount of Class 5 Claims. Class 5 Claimants are expected to recover 100% of their Claims. Other Unsecured Claims include any and all Claims against the Debtors as of the Petition Date not secured by a charge against, an interest in or lien on property in which a Debtor's Estate has an interest or that is subject to set-off under Section 553 of the Bankruptcy Code. The Debtors believe that Class 5 Claims are comprised primarily of the contingent and unliquidated Claims of RepWest, when and if those Claims become Allowed Claims. Each holder of an Allowed Other Unsecured Claim, including the Claims of RepWest, once they become Allowed Claims, will receive the payment of Cash equal to the amount of the holder's Allowed Class 5 Other Unsecured Claim upon the later to occur of: (a) the Effective Date, (b) the date upon which the Allowed Other Unsecured Claim would be paid in the ordinary course of the Debtors' or Reorganized Debtors' business, or (c) other date as the holder of the Allowed Class 5 Other Unsecured Claim will agree. Class 6 -- AREC Note Claims This Class is impaired and entitled to vote. The Debtors estimate that the total amount of Class 6 Claims is $100,000,000. Class 6 Claimants are expected to recover 100% of their Claims. AREC Note Claims are general unsecured claims arising under, from or relating to: (a) the $95,000,000 original principal amount of Senior Secured Notes, Series A, due April 30, 2012; and (b) the $5,000,000 original principal amount of Senior Notes, Series B, due April 30, 2007. AMERCO guaranteed the AREC Note Claims. Subject to the Debtors' compliance with the disclosure and solicitation provisions of Section 1125, the holders of the AREC Note Claims agreed to vote to accept the Plan. On the Effective Date, the AREC Note Claimholders will receive, in full satisfaction, settlement, release, and discharge of, and in exchange for, their AREC Note Claims, a Pro Rata portion of: (a) $65,000,000 Cash; (b) Cash in an amount equal to the sum of: (1) any and all accrued but unpaid interest on the AREC Notes from October 15, 2002 up to but not including the AREC Petition Date, payable at the default rate of interest under the AREC Notes, and (2) any and all accrued and unpaid interest under the AREC Notes from the AREC Petition Date up to but not including the Effective Date, payable at the non- default rate of interest under the AREC Notes; (c) $18,600,000 in aggregate principal amount of the New Term Loan A Notes issued pursuant to the Exit Financing Facility; and (d) $16,400,000 in aggregate principal amount of the New Term Loan B Notes issued pursuant to the New Term Loan B Notes Indenture. If the Debtors do not comply with the syndication terms in the Restructuring Agreement (AREC Noteholders) by arranging for the placement of at least $20,000,000 in New Term Loan B Notes to unrelated third party market participants, the holders of the AREC Note Claims will receive an additional $16,400,000 in New Term Loan A Notes in lieu of any distribution of New Term Loan B Notes, which will result in a reduction of the amount of Cash to be paid to the holders of Allowed Claims in Class 7 under the Plan. Class 7 -- Amerco Unsecured Claims This Class is impaired and entitled to vote. The Debtors estimate that the total amount of Class 7 Claims is $710,000,000. Class 7 Claimants are expected to recover 100% of their Claims. AMERCO Unsecured Claims include any Claim arising under, from or relating to: (a) the AMERCO Notes; (b) the BBATs; (c) the Terminated Swaps; (d) the JPMorgan Support Party Obligation; and (e) Postpetition Interest on the AMERCO Unsecured Claims, but only to the extent the Court determines that the Postpetition Interest will be included as an Allowed Class 7 Claim. Upon the occurrence of the Effective Date, each holder of Allowed AMERCO Unsecured Claim will receive, in full satisfaction, settlement, release, and discharge of, and in exchange for, the AMERCO Unsecured Claims the holder's Pro Rata portion of: (a) Cash, equal to $143,000,000, provided, however, that the amount of Cash will be increased by the same amount, if any, by which the principal amount of New Term Loan B Notes distributed to the AMERCO Unsecured Claimholders is less than $200,000,000; (b) the SAC Holding Senior Notes; (c) the New Term Loan B Notes in the principal amount of $200,000,000, provided, however, that the amount of the New Term Loan B Notes distributed to the AMERCO Unsecured Claimholders will be decreased by the same amount, if any, of the New Term Loan B Notes distributed to the AREC Note Claimholders and the holders of the JPMorgan Claims as a result of the satisfaction by the Debtors of the JPMorgan Syndication Terms and the AREC Syndication Terms as provided in the Plan; and (d) the New AMERCO Notes. Class 8 -- Oxford Claims This Class is unimpaired and deemed to accept the Plan. The Debtors estimate that the total amount of Class 8 Claims is $17,500,000. Class 8 Claimants are expected to recover 100% of their Claims. Oxford Claims include all Claims arising under, from or relating to the financial accommodations made available to AMERCO by Oxford as evidenced by: (a) a $15,000,000 Promissory Note, dated June 27, 2002, issued by AMERCO to Oxford; (b) a $1,700,000 Promissory Note, dated June 27, 2002, issued by AMERCO to Christian Fidelity Life Insurance Company; and (c) a $800,000 Promissory Note, dated June 27, 2002, issued by AMERCO to North American Insurance Agency. On the Effective Date, the Allowed Oxford Claims will be paid in full, in Cash. Class 9 -- Intercompany Claims This Class is unimpaired and deemed to accept the Plan. The Plan will not alter, impair or discharge any of the Allowed Intercompany Claims. Class 10 -- Preferred Stock Interests This Class is unimpaired and deemed to accept the Plan. The Plan will not alter, impair or discharge any of the Allowed Preferred Stock Interests. Class 11 -- Existing Common Stock and Other Interests This Class is unimpaired and deemed to accept the Plan. The Plan will not alter, impair or discharge any of the Allowed Intercompany Claims. The Debtors believe that they have classified all Claims and Interests in compliance with the requirements of the Bankruptcy Code. If a Creditor or Interest holder challenges the proposed classification of Claims or Interests and the Bankruptcy Court finds that a difference classification is required for the Plan to be confirmed, the Debtors, to the extent permitted by the Bankruptcy Court, intend to make reasonable modifications of the classifications of Claims or Interests under the Plan to provide for whatever classification might be required by the Bankruptcy Court for confirmation. (AMERCO Bankruptcy News, Issue No. 9; Bankruptcy Creditors' Service, Inc., 609/392-0900) AMERICAN SEAFOODS: Extends Tender Offer for 10-1/8% Sr. Notes ------------------------------------------------------------- American Seafoods Group LLC and American Seafoods Finance, Inc. announced that, as part of their previously announced tender offer and consent solicitation for their outstanding 10-1/8% Senior Subordinated Notes due 2010, they are extending the tender offer expiration date. The tender offer, which had been set to expire at 12:00 midnight, New York City time, on Friday, October 10, 2003, will be extended to 5:00 p.m., New York City time, on Friday, October 24, 2003, unless extended by American Seafoods. The consent expiration date was 5:00 p.m., New York City time, on September 26, 2003. Holders who desired to receive the consent payment and the tender offer consideration must have both validly consented to the proposed amendments and validly tendered their Notes pursuant to the offer on or prior to the consent expiration date. Holders who validly tender their Notes after the consent expiration date will receive the tender offer consideration, which is $1,170.00 per $1,000 principal amount of Notes, but not the consent payment. As of the close of business on September 26, 2003, which was the consent expiration date and the last day on which validly tendered Notes could have been withdrawn, American Seafoods had received the requisite consents to the proposed amendments to the Indenture governing the Notes. Consequently, the proposed amendments were incorporated in the Third Supplemental Indenture, which was executed and delivered on September 26, 2003, by and among American Seafoods Group LLC, American Seafoods Finance, Inc., the guarantors listed on Schedule A thereto and Wells Fargo Bank Minnesota, National Association, as trustee. The proposed amendments to the indenture, which will not become operative unless and until the Notes are accepted for purchase by American Seafoods, will eliminate substantially all of the restrictive covenants, certain repurchase rights and certain events of default and related provisions contained in such indenture. As of October 9, 2003, approximately $174.93 million of the $175.0 million outstanding principal amount of the Notes had been validly tendered and not withdrawn. Consummation of the offer is subject to certain conditions, including consummation of certain financing transactions contemplated by the registration statement on Form S-1 (Registration no. 333-105499) filed with the Securities and Exchange Commission by American Seafoods Corporation, an affiliate of American Seafoods Group LLC and American Seafoods Finance, Inc. Subject to applicable law, American Seafoods Group LLC and American Seafoods Finance, Inc. may, in their sole discretion, waive or amend any condition to the offer or solicitation, or extend, terminate or otherwise amend the offer or solicitation. Credit Suisse First Boston, or CSFB, is the dealer manager for the offer and the solicitation agent for the solicitation. MacKenzie Partners, Inc. is the information agent and Wells Fargo Bank Minnesota, National Association is the depositary in connection with the offer and solicitation. The offer and solicitation are being made pursuant to the Offer to Purchase and Consent Solicitation Statement, dated September 15, 2003, and the related Consent and Letter of Transmittal, each as modified by American Seafoods' press release, dated September 24, 2003, collectively set forth the complete terms of the offer and solicitation. Copies of the Offer to Purchase and Consent Solicitation Statement and related documents may be obtained from MacKenzie Partners, Inc. at 212-929-5500. Additional information concerning the terms of the offer and the solicitation may be obtained by contacting CSFB at 1-800-820-1653. Copies of the registration statement may be obtained from the Securities and Exchange Commission's Internet site. The site's Internet address is http://www.sec.gov American Seafoods (S&P, BB- Corporate Credit Rating, Positive), headquartered in Seattle, Washington, is the largest harvester and at-sea processor of pollock and the largest processor of catfish in the United States. AMES DEPARTMENT: Gets Nod to Complete Asset Sale to PDMS Realty --------------------------------------------------------------- No other bid was received for the Ames Department Stores' Monroeville Property. The Debtors declared PDMS Realty Monroeville's $1,700,000 offer as the highest and best bid received. Accordingly, Judge Gerber authorizes the Debtors to consummate the Sale to PDMS pursuant to the Purchase Agreement. The Debtors are also permitted to assume the IDA Lease. The Debtors will also assume the Easements Agreement and assign them to PDMS. Ames Department Stores, Inc., and its debtor-affiliates lease 8.25 acres of land with 67,557 square feet of rentable space under a May 15, 1978 lease with the McKeesport Industrial Development Authority. The Real Property is located at 5070 William Penn Highway in Monroeville, Pennsylvania. The Debtors formerly used the premises as an Ames store. They own all personal property located at the store. The Debtors and PDMS entered into a Purchasing Agreement with respect to the Monroeville Property. The substantive terms and conditions of the Purchase Agreement are: (1) Assets to be Purchased: * the Land and the Improvements and all easements, tenements, hereditaments, rights, licenses, privileges and appurtenances belonging or relating to, together with all of Ames Realty's right, title and interest in and to any streets, roads, alleys or other public ways adjoining or serving the Land; and * all equipment and furnishings and all other tangible personal property owned by Ames Realty and located on the Premises on the Closing Date. (2) IDA Lease Termination As of the Closing, the Debtors, in accordance with Section 365(a) of the Bankruptcy Code, will assume the IDA Lease and in accordance with the terms of the IDA Lease, immediately cause it to be terminated and the fee title to the Real Property to be conveyed and transferred by the IDA to Ames Realty in accordance with the terms and conditions of the IDA Lease. (3) Easements Agreement Ames Realty is a party to a certain Agreement and Grant of Easements, Restrictions and Covenants Running with the Land, dated January 31, 1970, which applies to certain reciprocal parking and other rights at the Real Property and adjoining properties. As part of the Approval Order: * The Easements Agreement will be deemed in full force and effect and nothing in the Easements Agreement imposes any monetary obligation on the Debtors' part to any other party; * Pursuant to Sections 365(a) and (f) of the Bankruptcy Code, the Easements Agreement will be assumed by Ames Realty and assigned to PDMS; and * All Easement Parties are estopped from asserting that the Easements Agreement is not in full force and effect and that PDMS is not, by virtue of the assignment by the Debtors, a party to the agreement entitled to all rights, Benefits and remedies. (4) Purchase Price The Purchase Price for the Property is $1,700,000 payable in cash as: * an $85,000 deposit will be delivered by PDMS to the Debtors upon the execution of the Purchase Agreement; and * the balance, $1,615,000, will be paid in cash at the Closing, subject to prorations and adjustments as may be provided under the Purchase Agreement. (5) Closing Closing on the sale of the Property to PDMS is to occur 15 days after the Approval Order has been entered, but in no event later than 75 days after the date of the Purchase Agreement. (6) No Representations or Warranties The Property is being sold to PDMS on an "as is, where is" basis. The Purchase Agreement contains the customary representations contained in real estate transactions. (AMES Bankruptcy News, Issue No. 44; Bankruptcy Creditors' Service, Inc., 609/392-0900) APARTMENT INVESTMENT: Fitch Affirms Preferreds Rating at BB+ ------------------------------------------------------------ Fitch Ratings has affirmed its 'BB+' rating of approximately $1.0 billion of preferred stock issued by Apartment Investment and Management Company. Fitch has also affirmed its 'BBB-' rating for AIMCO's $500 million bank credit facility. Fitch's Rating Outlook is revised to Negative from Stable. AIMCO, an $11 billion (total market capitalization) Denver-based equity real estate investment trust (REIT), is the country's largest owner/manager (as measured by units) of multifamily rental properties. Fitch's ratings continue to reflect AIMCO's asset and geographic diversification encompassing 313,000 units spanning 47 states, modest exposure to development risk (construction in progress represents 3% of the company's total assets), demonstrated access to mortgage capital and an active program of culling the portfolio of low yielding assets in favor of newer assets in high barrier to entry markets (i.e. Los Angeles, Boston, and New York). Additionally, AIMCO's assets span virtually all price points with ownership of class A through C communities with a focus on the class B product. The class B product has proven more resilient in this current economic cycle catering to 'renters by necessity' as evidenced by AIMCO's occupancy above 90% during this more challenged multifamily market. Further information regarding Fitch's view of the multifamily sector can be found in Fitch Ratings' 'Outlook for Multifamily REITs The Perfect Storm Continues' published May 28, 2003. Fitch's primary ratings concern is the continued pressure on property fundamentals, operating performance and credit statistics due to macro-economic challenges. AIMCO's debt service protection measures continue to reflect the current weak operating environment with earnings before interest, taxes, depreciation and amortization coverage of total interest expense (which includes capitalized interest) sliding to a low of 2.2 times as of June 30, 2003 with overall leverage (as measured by comparing total debt to undepreciated book capital) at 53.3%. The Negative Rating Outlook reflects the downward trend in AIMCO's credit statistics. The company's EBITDA-to-total interest expense coverage ratio has deteriorated from a high of 2.8x at December 31, 2001 to 2.2x for the current quarter and below the company's historical average of 2.5x coverage. Additionally, fixed charge coverage has experienced similar deterioration moving from an average of 1.8x coverage to 1.6x. As these credit statistics have been declining overtime, leverage has been creeping up quarter over quarter to a high of 54.1% in the first quarter of 2003. The company's current leverage is over 200 basis points above its long term average. Apartment Investment and Management Company (AIMCO), a Maryland corporation incorporated on January 10, 1994, owns a majority of the ownership interests in AIMCO Properties, L.P. (AIMCO OP) through its wholly owned subsidiaries, AIMCO-GP, Inc. and AIMCO- LP, Inc. AIMCO, an S&P 500 company, is a $10.8 billion (total market capitalization) equity REIT and one of the largest owner/managers of multifamily properties in the United States. As of June 30, 2003, the Company owned a controlling equity interest in 182,566 units in 713 properties, owned a non-controlling equity interest in 69,961 units in 477 properties of which 61,494 units were also managed by the Company, and provided services or managed, for third party owners, 53,576 units in 537 properties, primarily pursuant to long-term agreements (including 41,625 units in 433 properties that are asset managed only, and not property managed). ARMSTRONG: US Trustee Takes Action to Block Plan Confirmation ------------------------------------------------------------- Roberta A. DeAngelis, Acting United States Trustee for Region 3, asks Judge Newsome not to confirm Armstrong World Industries' Plan. Frank J. Perch, III, Esq., Assistant United States Trustee notes that the Plan provides that objections to claims after confirmation of the Plan will be handled in accordance with the Claims Settlement Procedures in the Plan. The Claims Settlement Procedures permits Reorganized AWI to settle and pay any Administrative Expense Claims without any notice or court approval. Although the Claims Settlement Procedures exempt professional fees from this provision, it is unclear whether the term "professional fees" encompasses other types of administrative claims in which the U.S. Trustee may have an interest, like claims for committee member fees or expenses, indenture trustee fees or expenses, "substantial contribution" awards or other claims under Section 503(b) of the Bankruptcy Code. The U.S. Trustee objects to confirmation of the Plan on the grounds that the Plan is contrary to law unless the Plan is amended or clarified to preserve the U.S. Trustee's rights to notice and opportunity to be heard under Sections 307 and 502(a) of the Bankruptcy Code. The U.S. Trustee further objects to the provisions of the Plan regarding the payment of indenture trustee fees and expenses to the extent that the Plan contemplates the payment of fees and expenses of indenture trustees without requiring the indenture trustees to meet the requirements and standards of the relevant provisions of Section 503(b) of the Bankruptcy Code. (Armstrong Bankruptcy News, Issue No. 48; Bankruptcy Creditors' Service, Inc., 609/392-0900) BEEFTOWN FEEDLOTS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: BeefTown Feedlots, LLC 527 West Platte Ave. Fort Morgan, Colorado 80701 Bankruptcy Case No.: 03-29595 Chapter 11 Petition Date: October 1, 2003 Court: District of Colorado (Denver) Judge: Howard R. Tallman Debtor's Counsel: David M. Miller, Esq. Kutner Miller Kearns, PC 303 E. 17th Ave. Suite 500 Denver, CO 80203 Tel: 303-832-2400 Estimated Assets: $1 Million to $10 Million Estimated Debts: $1 Million to $10 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Land O'Lakes Farmland $75,243 S&B Grain Company $31,394 B&D Investments $30,000 ConAgra, Inc. $7,682 Denver Drilling Co. $4,008 BGL Livestock Trucking, LLC $3,652 Commodities Marketing, Inc. $2,227 Edco Trucking $1,705 Elan Financial Services $1,685 AgPro Environmental Services $1,632 GWB Welding, Inc. $2,345 Mohrtangs Manufacturing, Inc. $1,326 Colorado Livestock Assn. $1,125 Lextron, Inc. $941 Scott Aviation $840 Beaver Creek Veterinary Clinic $781 Farmland Corp $593 Gibbens Cattle & Hay Hauling $180 CHANNEL MASTER: Seeking Nod to Appoint Trumbull as Claims Agent --------------------------------------------------------------- Channel Master Holdings, Inc., and its debtor-affiliates are asking the U.S. Bankruptcy Court for the District of Delaware to approve their application employing The Trumbull Group, LLA as Claims, Noticing and Balloting Agent of the Bankruptcy Court. The Debtor reports more than 200 creditors, potential creditors and other parties in interest to whom certain notices, including notice of the commencement of theses chapter 11 cases, and voting documents, must be sent. To relieve the office of the Clerk of the Bankruptcy Court for the District of Delaware to accomplish the process of receiving, docketing, maintaining, photocopying and transmitting proofs of claim in this case is for it to engage an independent third party to act as an agent of the Court. In its capacity as Claims Agent, Trumbull Group will: a) prepare and serve required notices in these chapter 11 cases, including: i) a notice of the commencement of these chapter 11 cases and the initial meeting of creditors under section 341 (a) of the Bankruptcy Code; ii) a notice of the claims bar date; iii) notices of objections to claims; iv) notices of any hearings on a disclosure statement and confirmation of a plan or plans of reorganization; and v) such other miscellaneous notices as the Debtors or Court may deem necessary or appropriate for an orderly administration of these chapter 11 cases; b) within five business days after the service of a particular notice, file with the Clerk's Office a certificate or affidavit of service that includes: i) a copy of the notice served, ii) an alphabetical list of persons on whom the notice was served, along with their address, and iii) the date and manner of service; c) maintain copies of all proofs of claim and proofs of interest filed in these cases; d) maintain official claims registers in this case by docketing all proofs of claim and proofs of interest in a claims database that includes the following information for each such claim or interest asserted: i) the name and address of the claimant or interest holder and any agent thereof, if the proof of claim or proof of interest was filed by an agent; ii) the date the proof of claim or proof of interest was received by Trumbull and/or the Court; iii) the claim number assigned to the proof of claim or proof of interest; and iv) the asserted amount and classification of the claim; e) implement necessary security measures to ensure the completeness and integrity of the claims registers; f) transmit to the Clerk's Office a copy of the claims registers on a weekly basis, unless requested by the Clerk's Office on a more or less frequent basis; g) maintain an up-to-date mailing list for all entities that have filed proofs of claim or proofs of interest and make such list available upon request to the Clerk's Office or any party in interest; h) provide access to the public for examination of the proofs of claim or proofs of interest filed in this case without charge during regular business hours; i) record all transfers of claims pursuant to Rule 3001(e) and provide notice of such transfers as required by Rule 3001(e), if directed to do so by the Court; j) comply with applicable federal, state, municipal and local statues, ordinances, rules, regulations, orders and other requirements; k) provide temporary employees to process claims, as necessary; l) promptly comply with such further conditions and requirements as the Clerk's Office or the Court may at any time prescribe; and m) provide such other claims processing, noticing, balloting, and relating administrative services as may be requested from time to time by the Debtors. Lorenzo Medizabal, President of Trumbull Group, reports that his firm will be compensated with their current standard rates in this retention: Administrative Support $50 per hour Assistant Case Management/ Data Specialist $65 to $80 per hour Case Manager $110 to $125 per hour Automation Consultant $140 to $160 per hour Sr. Automation Consultant $165 t $185 per hour Consultant $175 to $225 per hour Sr. Consultant $230 to $300 per hour Headquartered in Smithfield, North Carolina, Channel Master Holdings, Inc., with the Debtor-affiliates, are leading designer and manufacturer of high-volume, superior quality antenna products for the satellite communications industry both in the U.S. and internationally. The Company filed for chapter 11 protection on October 2, 2003 (Bankr. Del. Case No. 03-13004). David B. Stratton, Esq., at Pepper Hamilton LLP represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, it listed estimated debts and assets of over $50 million each. CHC INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: CHC Industries, Inc P. O. Box 9100 Palm Harbor, Florida 34682 fka Cleaners Hanger Company Bankruptcy Case No.: 03-20775 Type of Business: Manufacture and distribution of steel wire coat hangers Chapter 11 Petition Date: October 6, 2003 Court: Middle District of Florida (Tampa) Judge: Paul M. Glenn Debtor's Counsel: Scott A. Stichter, Esq. Stichter, Riedel, Blain & Prosser, PA 110 E. Madison St., # 200 Tampa, FL 33602 Tel: 813-229-0144 Fax: 813-229-1811 Total Assets: $25,000,000 Total Debts: $20,000,000 Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Ispat of America $7,122,588 3429 Collection Center Drive Chicago, IL 60693 Sonoco Products $478,888 PO Box 281728 Atlanta, GA 30384-1728 Jamestown Print Company $285,920 108 Main Street Jamestown, PA 16134 Georgia Pacific Corp. $249,580 Baltimore County Maryland $175,846 AON Risk Services, Inc. $140,400 Holland & Knight $139,000 Ferrostaal Metals $130,373 Pavsner Press, Inc. $124,514 Georgetown Steel $119,000 Ryder Transportation Services, Inc. $114,860 Gerdau Ameristeel $109,687 Metro Supply Company $81,363 Allen Lund Freight Company $76,385 Blue Cross/Blue Shield $66,706 Warehouse Employees Local 570 $64,468 Personnel Service $55,923 Relizon Company, The $50,106 City of Brenham $45,651 L&P Financial Services $34,677 CHESAPEAKE CROSSING: First Creditors' Meeting Slated for Nov. 3 --------------------------------------------------------------- The United States Trustee will convene a meeting of Chesapeake Crossing Associates, LLC's creditors on November 3, 2003, 11:00 a.m., at Office of the U.S. Trustee, 200 Granby Street, Room 617, Norfolk, Virginia 23510. This is the first meeting of creditors required under 11 U.S.C. Sec. 341(a) in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Norfolk, Virginia, Chesapeake Crossing Associates, LLC filed for chapter 11 protection on October 1, 2003 (Bankr. E.D. Va., Case No. 03-76908). Frank J. Santoro, Esq., and Karen M. Crowley, Esq., at Marcus, Santoro & Kozak, P.C. represent the Debtor in its restructuring efforts. When the Company filed for protection from its creditors, it listed estimated assets of over $1 million and debts of over $10 million. COEUR D'ALENE: Ed Bugos Highlights Coeur D'Alene Mines Stock ------------------------------------------------------------ Gold seems to have taken a back seat during the market's rally, but Ed Bugos says it's still the place to be in the long run. Learn about several stocks in this space through this expert's market summary. Read about Goldcorp (NYSE:GG), Newmont (NYSE:NEM), Anglo (NYSE:AU), Coeur D'Alene (NYSE:CDE), Hecla Mining (NYSE:HL), and Agnico Eagle (NYSE:AEM). Click here for the full story exclusively on Zacks.com: http://featuredexpert2bw.zacks.com/ Here are the highlights from the Featured Expert column: The month of September was good to Ed Bugos' positions overall. All of his trades looked timely: the reduction in his gold equity exposure at the end of August in exchange for a short position against the broad market, as well as the concomitant increase in the bullion longs looked like the right recipe - up until last week at any rate. The strength in global share prices in the opening days of October, and the mini-liquidation in gold and silver last week are weighing on Bugos' outlook now, however. But his basic targets are intact, and so he's comfortable with his positions into year end. Goldcorp's (NYSE:GG) discovery of more gold at Red Lake last month awarded a little more scope to its growth potential. And both Newmont (NYSE:NEM) and Anglo (NYSE:AU) have been chart leaders. Newmont has even been a performance leader at various points. One reason for the lag in performance is that the HUI includes silver stocks Coeur D'Alene (NYSE:CDE) and Hecla mining (NYSE:HL), as well as stocks like Freeport, Goldenstar, and Bema. These five stocks are up an average 110% over six months - almost twice the HUI's gain. Meanwhile, Agnico Eagle (NYSE:AEM) has occupied the bottom ten percentile of the performance rankings of about 80 global gold stocks consistently over the past year. However, as discussed in an earlier issue, Bugos is confident the company will regain its share premium just as soon as the market sees its growth path is back on track. Learn how to make gold work for you with Ed Bugos' complete summary and outlook by clicking: http://featuredexpert3bw.zacks.com/ To be a successful investor you need professional advice. Experts who know what they're talking about and can help you achieve your financial goals in good markets...and especially in bad ones will help you improve your portfolio. That is why Zacks Investment Research has assembled the best investment experts in the business to offer their powerful advisory newsletters to you on all the major investment topics: Stocks, Mutual Funds, Bonds, Options, Futures etc. Zacks.com is a property of Zacks Investment Research, Inc., which was formed in 1978 to compile, analyze, and distribute investment research to both institutional and individual investors. The guiding principle behind our work is the belief that investment experts, such as brokerage analysts and investment newsletter writers, have superior knowledge about how to invest successfully. Our goal is to unlock their profitable insights for our customers. And there is no better way to enjoy this investment success, than with a FREE subscription to "Profit from the Pros" weekly e-mail newsletter. For your free newsletter, visit http://www.freeprofitbw.zacks.com Zacks Investment Research is under common control with affiliated entities (including a broker-dealer and an investment adviser), which may engage in transactions involving the foregoing securities for the clients of such affiliates. * * * As reported in Troubled Company Reporter's October 8, 2003 edition, Standard & Poor's Ratings Services revised its outlook on silver and gold mining company Coeur D'Alene Mines Corp., to positive from negative following the company's recently completed equity sale. At the same time, Standard & Poor's affirmed its 'CCC' corporate credit rating on the company. The Coeur D'Alene, Idaho-based company currently has about $19 million in total debt. CONSOL ENERGY: Largest Shareholder Closes Sale of 27-Mil. Shares ---------------------------------------------------------------- CONSOL Energy Inc.'s (NYSE: CNX) largest shareholder, RWE of Essen, Germany, closed on a previously announced sale of 27.3 million shares of its 43.9 million shares of CONSOL Energy common stock in a private placement sale. RWE now holds 16.6 million shares of CONSOL Energy common stock, or 18.5% of the 89.8 million shares of common stock outstanding. On September 23 and 24, 2003, RWE closed on a previously announced sale of 14.1 million shares of CONSOL Energy common stock, reducing its initial majority interest from 73.6% to 48.9%. On the same dates, CONSOL Energy closed on a previously announced sale of 11.0 million primary shares of its common stock, increasing the total shares of common stock outstanding to 89.8 million. The shares of common stock offered have not been registered under the Securities Act of 1933 and may not be offered in the United States absent registration or an applicable exemption from registration requirements. CONSOL Energy Inc. (S&P, BB+/B Corporate Credit Rating, Stable) is the largest producer of high-Btu bituminous coal in the United States, and the largest exporter of U.S. coal. CONSOL Energy has 20 bituminous coal mining complexes in seven states and in Australia. In addition, the company is one of the largest U.S. producers of coalbed methane, with daily gas production of approximately 135 million cubic feet. The company also produces electricity from coalbed methane at a joint-venture generating facility in Virginia. CONSOL Energy has annual revenues of $2.2 billion. It received a U.S. Environmental Protection Agency 2002 Climate Protection Award, and received the U.S. Department of the Interior's Office of Surface Mining 2002 National Award for Excellence in Surface Mining for the company's innovative reclamation practices in southern Illinois. Additional information about the company can be found at its Web site: http://www.consolenergy.com CONSTELLATION BRANDS: Appoints Philippa Dworkin SVP of Comms. ------------------------------------------------------------- Constellation Brands, Inc., a leading beverage alcohol company, announced that Philippa Dworkin has joined the company as senior vice president, corporate communications. Her primary responsibilities include overseeing the planning and execution of Constellation's corporate communications and investor relations strategies. "I am very pleased that Philippa has joined our team," said Constellation Chairman and Chief Executive Officer Richard Sands. "Her experience as a corporate communicator and expertise in the beverage industry will be invaluable as Constellation continues its growth trajectory." Dworkin was previously vice president, corporate communications for Dr.Pepper/Seven Up, Inc., and Mott's Inc., both subsidiaries of Cadbury Schweppes plc, where she was responsible for all external and internal communications. Prior to that, Dworkin was with Tenneco Packaging and Santa Fe Pacific Corporation in Illinois. Constellation Brands, Inc. (S&P, BB Corporate Credit and Senior Unsecured Debt Ratings) is a leading international producer and marketer of beverage alcohol brands, with a broad portfolio across the wine, spirits and imported beer categories. The Company is the largest multi-category supplier of beverage alcohol in the United States; a leading producer and exporter of wine from Australia and New Zealand; and both a major producer and independent drinks wholesaler in the United Kingdom. Well-known brands in Constellation's portfolio include: Corona Extra, Pacifico, St. Pauli Girl, Black Velvet, Fleischmann's, Mr. Boston, Estancia, Simi, Ravenswood, Blackstone, Banrock Station, Hardys, Nobilo, Alice White, Vendange, Almaden, Arbor Mist, Stowells and Blackthorn. CROWN CASTLE: Completes $1.6 Billion Amended Credit Facility ------------------------------------------------------------ Crown Castle International Corp. (NYSE: CCI) has completed an amended $1.6 billion credit facility for its restricted group operating company and has made certain changes to its capital structure. Crown Castle also announced the completion of its negotiations in the UK with British Telecommunications plc to eliminate $48 million of site acquisition obligations and with Hutchison 3G UK Limited to amend the minimum site commitment under the agreements with 3. Under the terms of the amended bank agreement, the Opco Facility is comprised of a $192.5 million Term A loan, a $1.1 billion Term B loan and an unfunded $350 million revolving credit facility. The amended facility increased the Term B loan by $702 million, extended the Term B loan maturity from March 2008 to September 2010, reduced the Term A loan by $100 million and reduced the revolving credit facility commitment by $150 million. Crown Castle also designated its UK subsidiary as a restricted subsidiary, as defined in Crown Castle's bond indentures and Opco Facility. Crown Castle will repay the outstanding balance of its UK senior credit facility and redeem its UK 9% Guaranteed Bonds due 2007 ($99.2 million and $206.6 million outstanding at June 30, 2003, respectively). Crown Castle intends to use the excess proceeds of approximately $300 million from the new Term B loan to purchase certain of its higher coupon senior securities. "We continue to accomplish financial initiatives that reduce total interest expense and lower our overall cost of capital," stated W. Benjamin Moreland, Crown Castle's Chief Financial Officer. "This leverage-neutral transaction simplifies our capital structure and provides our restricted borrowing group access to the operating cash flows of our UK subsidiary. This transaction is an important milestone as it increases our financial flexibility, extends bank maturities, increases free cash flow, reduces near-term amortization, and positions us favorably to take advantage of anticipated refinancings of our callable securities next year. In addition, the positive response we received from our lenders enabled us to borrow $100 million more than expected of Term B loan, which we are using to pre-pay $100 million of the Term A loan." Additionally, Crown Castle's UK subsidiary, Crown Castle UK Limited, has reached agreement with BT to amend certain provisions of its agreements. Under terms of its revised agreements with BT and consistent with Crown Castle's previously provided guidance, CCUK will not be required to make any further site access payments to BT. CCUK has also reached agreement with 3 to amend certain provisions of its agreements. Under terms of its revised agreements with 3, CCUK has received a 1,350 minimum site commitment together with confirmation that CCUK will continue to remain as 3's preferred site provider in the UK for the deployment of third generation sites. Additional details of the revised agreements with 3 along with the revised agreements with BT will be contained in a Form 8-K to be filed with the Securities and Exchange Commission. Crown Castle International Corp. (S&P, B- Corporate Credit Rating, Stable Outlook) engineers, deploys, owns and operates technologically advanced shared wireless infrastructure, including extensive networks of towers and rooftops as well as analog and digital audio and television broadcast transmission systems. The Company offers near-universal broadcast coverage in the United Kingdom and significant wireless communications coverage to 68 of the top 100 United States markets, to more than 95 percent of the UK population and to more than 92 percent of the Australian population. Crown Castle owns, operates and manages over 15,500 wireless communication sites internationally. For more information on Crown Castle, visit: http://www.crowncastle.com DATA TRANSMISSION: Intends to Hire Ordinary Course Professionals ---------------------------------------------------------------- Data Transmission Network Corporation and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York for authority to continue employing professionals they turn to in the ordinary course of their businesses. The Debtors' officers, in the day-to-day performance of their duties, regularly call upon certain professionals, including attorneys, accountants, consultants, insurance advisors, systems professionals and other professionals to assist them in carrying out their assigned responsibilities. The Debtors submit that, in light of the additional costs associated with the preparation of employment applications for professionals who receive relatively small fees on a regular basis, it is impractical and cost inefficient for the Debtors to submit individual applications and proposed retention orders for each of such professionals. The Debtors want to any individual Ordinary Course Professional amounts in excess of $25,000 for postpetition compensation and reimbursement of postpetition expenses relating to any one- month period or $200,000 in the aggregate during the pendency of the Debtors' chapter 11 cases. Headquartered in Omaha, Nebraska, Data Transmission Network Corporation, delivers targeted time-sensitive information via a comprehensive communications system, including: Internet, Satellite, leased lines and other technologies. The Company, together with its debtor-affiliates filed for chapter 11 protection on September 25, 2003 (Bankr. S.D.N.Y. Case No.: 03- 16051). Jeffrey D. Saferstein, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP represents the Debtors in their restructuring efforts. When the Company filed for protection from its creditors, it listed estimated assets of more than $100 million and debts of over $50 million. DIAL CORP: Board Declares Quarterly Divide Payable on January 22 ---------------------------------------------------------------- The Board of Directors of The Dial Corporation (NYSE: DL) declared a quarterly dividend of $0.09 per share on the Company's common stock. The dividend is payable on January 22, 2004 to stockholders of record at the close of business on December 15, 2003. The Dial Corporation, headquartered in Scottsdale, Ariz., is one of America's leading manufacturers of consumer products, including Dial(R) soaps, Purex(R) laundry detergents, Renuzit(R) air fresheners and Armour(R) Star canned meats. Dial products have been in the marketplace for more than 100 years. For more information about The Dial Corporation, visit the Company's Web site at http://www.dialcorp.com * * * As reported in Troubled Company Reporter's March 25, 2003 edition, Standard & Poor's Ratings Services revised its rating outlook for household products manufacturer Dial Corp., to positive from stable. At the same time, Standard & Poor's affirmed its ratings on Dial. Total debt at Dec. 31, 2002, was about $458 million. As previously reported, Standard & Poor's rates the Company's $250,000,000 of 7% Notes due August 15, 2006, and $250,000,000 of 6-1/2% Notes sue September 15, 2008, in low-B territory. DII INDUSTRIES: Exchange Offer for 7.6% DII Debentures Launched --------------------------------------------------------------- Halliburton (NYSE: HAL) has commenced an offer to issue a like amount of new 7.6% debentures due 2096 in exchange for outstanding 7.6% debentures due 2096 (CUSIP No. 261597AG3) of its subsidiary, DII Industries, LLC. As of the date hereof, the principal amount outstanding of the DII Industries debentures is $300 million. Halliburton is making this exchange offer only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, and persons outside the United States pursuant to Regulation S under the Securities Act. In connection with the exchange offer, DII Industries is soliciting consents to amend the indenture governing the DII Industries debentures in order to, among other things, eliminate the bankruptcy-related events of default. The exchange offer will expire at 5:00 p.m., New York City time, on November 7, 2003, unless extended. DII Industries is offering to make consent payments of $2.50 per $1,000 principal amount tendered to holders who validly tender their existing DII Industries debentures and thereby deliver their consents on or prior to the consent payment deadline, which is currently scheduled for October 24, 2003, at 5:00 p.m., New York City time. Holders of DII Industries debentures may give their consent to the proposed amendments only by tendering their DII Industries debentures in the exchange offer and will be deemed to have given their consent by so tendering. Halliburton, founded in 1919, is one of the world's largest providers of products and services to the petroleum and energy industries. The company serves its customers with a broad range of products and services through its Energy Services and Engineering and Construction Groups. The company's World Wide Web site can be accessed at http://www.halliburton.com DOMAN INDUSTRIES: Obtains CCAA Stay Extension Until November 27 --------------------------------------------------------------- Doman Industries Limited announced that the Supreme Court of British Columbia issued an order Friday, in connection with proceedings under the Companies Creditors Arrangement Act, extending the stay of proceedings to November 27, 2003. A copy of the order may be obtained by accessing the Company's Web site at http://www.domans.com In addition to extending the stay of proceedings, the order also authorizes Doman to engage in a process, under the direction of its financial adviser, UBS Securities LCC, and under the supervision of the Monitor and direction of the Court, to solicit proposals to refinance its existing indebtedness. The key steps in the Refinancing Solicitation Process are as follows: - on or before October 13, 2003, UBS is to assist Doman to update its confidential information package for potential financing entities; - on or before October 15, 2003, UBS will advise all Potential Investors of the process established by the Order; - on or before October 24, 2003, Doman will deliver the CIP to each Potential Investor that: - executes and delivers a confidentiality agreement; and - in the case of a Potential Investor engaged in a business competitive to Doman, pays a non-refundable fee of $25,000, unless the non-refundable fee is waived by the Monitor; - by no later than November 10, 2003, each Potential Investor wishing to participate further in the Refinancing Solicitation Process, must deliver to UBS an initial non-binding expression of interest to provide the Required Financing; - on November 27, 2003, Doman, after consultation with the Monitor, Tricap Restructuring Fund and the representatives of the informal unsecured noteholder committee, consisting of Merrill Lynch and others, will apply to Court to report on the status of the Refinancing Solicitation Process and to seek directions on the continuation of the Refinancing Solicitation; - if Doman, the Monitor, Tricap and the Committee agree on a particular binding refinancing proposal, a motion to Court will occur on December 18, 2003, seeking authorization to file a revised Plan of Arrangement and Compromise to implement such refinancing proposal; - if there is no agreement on the selection of a binding refinancing proposal, then Doman, the Committee and Tricap are all at liberty to seek authorization to file a revised Plan of Arrangement and Compromise and the Court will on December 18, 2003, be asked to consider all proposed refinancing proposals to determine which proposal is to be presented to Doman's creditors in accordance with the CCAA; and - a Plan of Arrangement and Compromise will, in any event, be filed by January 28, 2004 with a projected implementation date of no later than February 20, 2004, subject to further order by the Court. The Tricap application requesting that the Court convene a meeting of affected creditors to vote on a plan of compromise or arrangement was withdrawn. Doman is an integrated Canadian forest products company and the second largest coastal woodland operator in British Columbia. Principal activities include timber harvesting, reforestation, sawmilling logs into lumber and wood chips, value-added remanufacturing and producing dissolving sulphite pulp and NBSK pulp. All the Company's operations, employees and corporate facilities are located in the coastal region of British Columbia and its products are sold in 30 countries worldwide. DUALSTAR TECHNOLOGIES: Ability to Continue Operations Uncertain --------------------------------------------------------------- DualStar Technologies Corporation, through its wholly owned subsidiaries, operates construction-related businesses. The Company completed the discontinuance of its communications business in August 2003. The Company's communications segment's telephone service business was discontinued in August 2002. In April 2002, the Company sold communications network equipment for $0.4 million. The transaction resulted in a loss of $0.5 million. In August 2002, the Company sold certain access agreements on properties located in the Los Angeles area and the communications assets located in the properties for $0.4 million. The transaction resulted in a gain of $0.1 million. A $2.5 million charge for the impairment of certain remaining communications assets was recorded in fiscal year 2002. In January 2003, the Company sold the network infrastructure assets in conjunction with its exit out of the Internet service business for a nominal amount. The net book value of the assets sold was $0.6 million. In August 2003, the Company and its wholly owned subsidiary, ParaComm, Inc., consummated the sale to an affiliate of its senior lender, Madeleine, LLC, of substantially all of ParaComm's assets, pursuant to an Asset Purchase Agreement dated July 2003 between the Company, ParaComm, Madeleine, and PCM Acquisitions Corp. Such assets related to ParaComm's satellite television and private cable services business in Florida. The consideration for the sale was the reduction of $3.2 million of the principal amount of a note of the Company to Madeleine, plus waiver of accrued and unpaid interest on such principal amount. Such reduction is subject to certain post-closing adjustments, which are not expected to be material. The Company incurred significant losses in the last several fiscal years, primarily in the communications segment. The Company completed the discontinuance of its communications business in August 2003. There can be no assurance that the construction segment will sustain profitability or positive cash flow from future operations. Given the current U.S. economic climate and market conditions and the financial condition of the Company, there is a substantial likelihood that the Company will be unable to raise additional funds on terms satisfactory to it, if at all, to fund any future operating losses that may occur through the operation of the construction business. The outstanding principal and accrued interest with respect to the Madeleine Loan totals approximately $13.1 million in September 2003. The Company is in default under the terms of the Madeleine Loan agreement. Madeleine may call the loan due and payable at any time, and, if it is not paid, foreclose on significant assets of the Company's subsidiaries that secure such loan. If the Company cannot raise additional funds for continuing operations or if Madeleine demands payment on its loan, the Company will likely be forced to cease operations. Accordingly, there is substantial doubt about the Company's ability to continue as a going concern. EL PASO CORP: Enters Drilling Venture with Lehman Bros. & Nabors ---------------------------------------------------------------- El Paso Corporation (NYSE: EP) has entered into agreements with a wholly owned subsidiary of Lehman Brothers, the global investment bank, and a wholly owned subsidiary of Nabors Industries Ltd., that will collectively result in an additional $350 million of drilling activity over the next nine to 12 months. Lehman will contribute 50 percent of an estimated $500-million total cost to develop two specified packages of wells in exchange for a 50-percent net profits interest (cash proceeds available after royalties and operating costs have been paid), and Nabors will contribute 20 percent in exchange for a 20-percent net profits interest in such wells. Once a specified payout is achieved, Lehman's and Nabors' net profits interest will convert to an overriding royalty interest in the wells for the remainder of the wells' productive lives. The remaining 30 percent of the $500 million of capital will be contributed by El Paso as part of its existing 2003 and 2004 capital budget. Under the terms of the agreements, all parties have a right to cease further investment with 30 days notice. It is anticipated that 54 percent of the estimated $500 million total capital will be invested under agreements with El Paso Production Company and El Paso Production GOM Inc. and the balance invested with El Paso Production Oil & Gas USA, L.P. "We are excited about this opportunity to have Lehman and Nabors participate in our drilling program," said Rod Erskine, president of El Paso's production segment. "These agreements allow us to accelerate the drilling of our inventory within our existing capital spending budget." El Paso Corporation (S&P, B+ L-T Corporate Credit Rating, Negative) is the leading provider of natural gas services and the largest pipeline company in North America. The company has core businesses in pipelines, production, and midstream services. Rich in assets, El Paso is committed to developing and delivering new energy supplies and to meeting the growing demand for new energy infrastructure. For more information, visit http://www.elpaso.com * * * Nabors Has This to Say Gene Isenberg, Nabors' Chairman and CEO commented on the investment, "We are pleased to have an opportunity to invest in this attractive group of prospects with such a well respected operator as El Paso. Their prospects inventory is known to be of high-quality and they have an excellent track record of execution in the E & P Business. We welcome the opportunity to broaden our relationship." The Nabors companies own and operate almost 600 land drilling and 933 land workover and well-servicing rigs worldwide. Offshore, Nabors operates 44 platforms, 17 jack-ups, and three barge rigs in the domestic and international markets. Nabors markets 30 marine transportation and support vessels, primarily in the US Gulf of Mexico. In addition, Nabors manufactures top drives and drilling instrumentation systems and provides comprehensive oilfield hauling, engineering, civil construction, logistics and facilities maintenance, and project management services. Nabors participates in most of the significant oil, gas and geothermal markets in the world. EQUITY INNS: Raises $22MM from Common & Preferred Equity Sales -------------------------------------------------------------- Equity Inns, Inc. (NYSE: ENN), has completed a sale of 2,000,000 shares of common stock to certain advisory clients of Cohen & Steers Capital Management, Inc. The sale is being made pursuant with the Company's existing shelf registration statement previously filed with and declared effective by the Securities and Exchange Commission. The shares were priced at a net price of $7.55, representing a 2.5% discount from the trailing ten day closing average of $7.74. The net proceeds from the sale, after expenses, are expected to be approximately $15.0 million. Simultaneously, the Company sold 287,500 shares of 8.75% Series B Cumulative Preferred Stock (liquidation preference of $25 per share), to certain advisory clients of Cohen & Steers Capital Management, Inc. with net proceeds, after expenses, expected to be $7.2 million. The Series B Preferred Stock may be redeemed at par at the election of the Company on or after August 11, 2008. These securities have no stated maturity, sinking fund or mandatory redemption and are not convertible into any other securities of the Company. Howard Silver, President and Chief Operating Officer of Equity Inns commented, "We believe that these transactions were an efficient and cost effective way to raise capital." The Company expects to use the combined $22.2 million of proceeds for acquisitions and to repay a portion of its outstanding borrowings under the Company's line of credit. Phillip H. McNeill, Sr., Chairman of Equity Inns stated, "We are pleased that these transactions will enable us to reduce our debt and strengthen our balance sheet. We expect to re-deploy the capital as opportunities to purchase strategic lodging assets emerge. This should position Equity Inns for improved profitability and increased shareholder value." The Series B Preferred Stock trades on the New York Stock Exchange under the symbol ENN PrB. Equity Inns, Inc. (S&P, B+ Corporate Credit Rating, Negative) is a self-advised REIT that focuses on the upscale extended stay, all- suite and midscale limited-service segments of the hotel industry. The company owns 94 hotels with 12,100 rooms located in 34 states. For more information about Equity Inns, visit the company's Web site at http://www.equityinns.com EXIDE TECH.: Wants to Create Subsidiaries and Transfer Assets ------------------------------------------------------------- Exide Technologies and its debtor-affiliates seek the Court's authority to create new subsidiaries and transfer certain assets to these subsidiaries. Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub P.C., in Wilmington, Delaware, relates that the Debtors' Amended Plan contemplates several steps to reconfigure the Debtors' corporate structure. The Plan streamlines the Debtors' organization structure and makes it more tax efficient, and facilitates the financing and ownership of the Debtors' foreign su