/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/070222.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, February 22, 2007, Vol. 11, No. 45 Headlines ACURA PHARMACEUTICALS: Completes Drawn Down of $2 Mil. Financing ADELPHIA COMMS: Commences Initial Distributions To Creditors ADELPHIA COMMS: Wants ESPN's $210 Million Admin. Claims Denied ADVANCED MARKETING: Bid Procedures on Sale of Assets Approved ADVANCED MULTI: U.S. Trustee Appoints Three-Member Official Panel ADVANCED MULTI: Gets Interim Court Approval of DIP Financing ALEXIS NIHON: Terminates Combination Agreement With Cominar AMERICAN COLOR: Poor Performance Cues S&P's Junk Credit Rating AMF BOWLING: Earns $261,000 in Quarter Ended December 31 AVITAR INC: December 31 Balance Sheet Upside-Down by $8.9 Million AZCO MINING INC: Stark Winter Schenkein Raises Going Concern Doubt BANC OF AMERICA: Moody's Holds B1 Rating on Class X-LHN Certs. BANCAFE INT'L: $51 Million Pact with RCM Administrator Approved BIOTECH RESEARCH: Moody's Rates $235 Mil. Senior Facilities at B1 C and C PROPERTIES: Voluntary Chapter 11 Case Summary CALPINE CORP: Board Says HCP's Offer Still Superior to Khanjee's CATHOLIC CHURCH: Davenport Wants to Hire Three Real Estate Agents CATHOLIC CHURCH: Spokane Wants Claims Figured For Voting Purposes CATHOLIC CHURCH: Court OKs Kate Pflaumer as Spokane Tort Reviewer CELESTICA INC: Yourman Represents Shareholders in Class Suit CELLSTAR CORP: Earns $4.8 Million in Fiscal Year Ended November 30 CENTURY ALUMINUM: Posts $119.1 Million Net Loss in 4th Qtr. 2006 CHARTER COMM: Taps J.P. Morgan, et al. to Expand $6.85BB Facility CHASE MORTGAGE: Fitch Affirms Low-B Ratings on 10 Cert. Classes CHATTEM INC: Earns $45.1 Million in Year Ended Nov. 30, 2006 CIFC FUNDING: S&P Rates $17 Million Class B-2L Certificates at BB COHR HOLDINGS: Moody's Assigns B2 Corporate Family Rating COINMACH SERVICE: Earns $860,000 in Third Quarter 2007 DAYTON SUPERIOR: Dec. 31 Balance Sheet Upside-Down by $101 Million DERRICK PATTERSON: Case Summary & 15 Largest Unsecured Creditors EAGLE INSURANCE: New Jersey Superior Court Approves Rehabilitation EARTHSHELL CORP: Section 341(a) Meeting Scheduled on February 27 EARTHSHELL CORP: U.S. Trustee Appoints Three-Member Official Panel EARTHSHELL CORP: Official Committee Taps Arent Fox as Counsel ELIZABETH ARDEN: Reports 18.8% Increase in Sales for 2nd Q FY 2007 EMI GROUP: WMG Shareholders Needn't Notify Interests Over EMI Deal EMTA HOLDINGS: Appoints James G. MacNeil Jr. as VP for R&D ENESCO GROUP: U.S. Trustee Appoints Three-Member Official Panel ENESCO GROUP: Committee Retains Adelman & Gettleman as Counsel FURNITURE BRANDS: Moody's Cuts Rating on $400 Mil. Facility to Ba1 GALAXY NUTRITIONAL: Dec. 31 Balance Sheet Upside-Down by $2 Mil. HOLLY MARINE: Hires Marwedel Minichello as Special Counsel HOLLY MARINE: U.S. Trustee Appoints Five-Member Official Committee HUE LY: Case Summary & 11 Largest Unsecured Creditors LE NATURE'S INC: Ch. 11 Trustee Wants Access to Cash Collateral LE NATURE'S: Trustee Taps Gordon Brothers for Latrobe Plant Sale LE NATURE'S: Merrill Lynch Wants Cases Converted Back to Chap. 7 MORTGAGE ASSET: Fitch Holds B Rating on Class 15-B-5 Certificates MORTGAGE ASSET: Fitch Holds BB Rating on Class B-I-4 Certificates MORTGAGE ASSET: Fitch Holds BB Ratings on Class B-4 Certificates MOVIE GALLERY: Refinancing Cues S&P to Lift Credit Rating to B- NEW SAIGON: Case Summary & 20 Largest Unsecured Creditors PACIFIC LUMBER: Region 19 Trustee Wants Venue Moved to California PACIFIC LUMBER: Selects Blackstone Group as Financial Advisor PHILOSOPHY INC: Moody's Rates $235 Mil. Senior Facilities at B1 POLYAIR INTER PACK: Voluntarily Delists from AMEX PT HOLDINGS: Court Sets April 2 as General Claims Bar Date PT HOLDINGS: U.S. Trustee Appoints Five-Member Official Committee PT HOLDINGS: Committee Retains Graham & Dunn as Bankruptcy Counsel QUEBECOR MEDIA: Posts $169.7 Million Net Loss in 2006 RADNOR HOLDINGS: Taps James Carroll as Chief Liquidation Officer REFCO INC: Judge Drain Approves AIDMA Settlement Agreement REFCO INC: U.S. Court Approves RCM-Bancafe $51 Million Agreement REMOTEMDX: Posts $7.8 Million Loss in Quarter Ended December 31 RLM FLOORING: High Court Denies Owner's Chapter 7-to-13 Conversion ROGERS CABLE: Good Credit Profile Prompts DBRS to Upgrade Rating ROGERS COMMS: DBRS Lifts Issuer Rating to BB (high) from BB RONDA LITTLE: Case Summary & Nine Largest Unsecured Creditors ROUGE INDUSTRIES: Seeks March 20 Exclusive Plan Filing Deadline SALON MEDIA GROUP: Earns $306,000 in Quarter Ended December 31 SEA CONTAINERS: Committees Seek To Create Info Sharing Protocol SEA CONTAINERS: GNER Signs GBP20 Mil. Lease to Expand Train Fleet SERACARE LIFE: Human Clinical Specimen Biz Sale to BioServe Okayed SHAW COMMUNICATIONS: Good Performance Cues DBRS to Upgrade Ratings SIRIUS SATELLITE: XM Merger Prompts S&P's Positive CreditWatch SIRIUS SATELLITE: XM Merger Cues Moody's Developing Outlook SYNOVICS PHARMACEUTICALS: Miller Ellin Raises Going Concern Doubt TECO EXCAVATION: Case Summary & 20 Largest Unsecured Creditors THOMAS BESHORE: Case Summary & 10 Largest Unsecured Creditors TIME AMERICA: December 31 Balance Sheet Upside-Down by $2.8 Mil. TRANSAX INTERNATIONAL: Commits to Repay $1.6 Million Investment UBS BRINSON: Moody's Eyes Downgrade on Junked Senior Notes Rating VALASSIS COMMUNICATIONS: Earns $51.3 Million in Year Ended Dec. 31 VIDEON CABLESYSTEMS: DBRS Lifts BB(high) Rating on Senior Loan WARNER MUSIC: Shareholders Need Not Notify Interests Over EMI Deal XM SATELLITE: Sirius Merger Prompts S&P's Positive CreditWatch XM SATELLITE: Sirius Merger Cues Moody's Developing Outlook * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ********* ACURA PHARMACEUTICALS: Completes Drawn Down of $2 Mil. Financing ---------------------------------------------------------------- Acura Pharmaceuticals Inc. has completed the draw down of the $2 million November 2006 bridge funding commitment from Essex Woodlands Health Ventures V, L.P., Care Capital Investments II, L.P., Care Capital Offshore Investments II, L.P., Galen Partners III, L.P., Galen Partners International III, L.P. and Galen Employee Fund III, L.P. In November and December 2006 and January 2007, the company had drawn a total of $1.404 million against the November Bridge Loan Commitment. On Feb. 20, 2007, the company received the remainder of $596,000 under the November Bridge Loan Commitment. Advances under the November Bridge Loan Commitment bear interest at the rate of 10% per annum, are secured by a lien on all assets of the company and its subsidiary, mature on March 31, 2007 and are senior to all other company debt. Including the $596,000 secured, the company has a total of $8.7 million in bridge loans outstanding and due on March 31, 2007. Cash Reserves The company estimates that its current cash reserves will fund operations through mid-to-late March 2007. To continue operating thereafter, the company must raise additional financing or enter into appropriate collaboration agreements with third parties providing for cash payments to the company. No assurance can be given that the company will be successful in obtaining any such financing or in securing collaborative agreements with third parties on acceptable terms that such financing or collaborative agreements will provide for payments to the company sufficient to continue funding operations. In the absence of such financing or third-party collaborative agreements, the company will be required to scale back or terminate operations or seek protection under applicable bankruptcy laws. About Acura Pharmaceuticals Headquartered in Palatine, Illinois, Acura Pharmaceuticals, Inc. (OTCBB:ACUR) -- http://www.acurapharm.com/-- is a specialty pharmaceutical company engaged in research, development and manufacture of innovative and proprietary abuse deterrent, abuse resistant and tamper resistant formulations intended for use in orally administered opioid-containing prescription analgesic products. Acura is actively collaborating with contract research organizations for laboratory and clinical evaluation and testing of product candidates formulated with its Aversion(R) Technology. Going Concern Doubt As reported in the Troubled Company Reporter on Aug. 8, 2006, BDO Seidman LLP expressed substantial doubt about Acura's ability to continue as a going concern after auditing the company's 2005 financial statements. The auditing firm pointed to the company's recurring losses from operations and net capital deficiency at Dec. 31, 2005. ADELPHIA COMMS: Commences Initial Distributions To Creditors ------------------------------------------------------------ Pursuant to Adelphia Communications Corp. and its debtor- affiliates' Plan of Reorganization, which became effective on Feb. 13, 2007, Quest Turnaround Advisors LLC and its designees have assumed responsibility for managing the ACOM Debtors and the implementation of the ACOM Debtors' Plan of Reorganization. The ACOM Debtors' Board of Directors was deemed removed pursuant to that Plan. Adelphia filed a Form 15 with the U.S. Securities and Exchange Commission to suspend its reporting obligations under the Securities Exchange Act of 1934. Adelphia has begun initial distributions of cash, shares of Time Warner Cable Inc.'s Class A Common Stock and Contingent Value Vehicle Interests to certain classes of Claims. Actual distributions may vary due to rounding, ACOM disclosed in a news release. To calculate the number of initial shares being distributed, ACOM used a deemed value of $34.63 per share of TWC Stock. Initial distributions of cash and shares of Time Warner Cable Class A Common Stock are being made to holders of these classes of Claims: Initially Distributed Shares of TWC Cash Per Stock Per $1,000 $1,000 Principal Principal Class Description CUSIP Amount Amount ----- ----------- ----- --------- ----------- SD 4 Subsidiary Debtor Trade N/A $656 17.00000 Claims Against ACOM Debtors, except for the Rigas Managed Entity Debtors SD 4 Subsidiary Debtor Trade N/A 512 13.00000 Claims Against RME Debtors SD 5 Subsidiary Debtor Other N/A 498 13.00000 Unsecured Claims Against ACOM Debtors, except RME Debtors SD 6 9.500% Senior Notes 156503AG9 710 8.11988 due March 1, 2005, issued by Century Communications Corp. SD 6 8.875% Senior Notes 156503AH7 702 8.02892 due January 15, 2007, issued by Century SD 6 8.750% Senior Notes 156503AJ3 686 7.84960 due October 1, 2007, issued by Century SD 6 8.375% Senior Notes 156503AK0 698 7.98628 due November 15, 2017, issued by Century SD 6 8.375% Senior Notes due 156503AL8 694 7.93325 December 15, 2007, issued by Century SD 6 Zero Coupon Senior 156503AN4 415 4.75099 Discount Notes due and January 15, 2008, 156503AM6 issued by Century SD 6 Zero Coupon Senior 156503AF1 634 7.25468 Discount Notes due March 15, 2003, issued by Century SD 7 FPL Note Claims Class N/A 644 15.60615 SD 8 11.875% Series A Senior 35921QAB0 766 13.77928 Discount Notes due Sept. 15, 2007 issued by FrontierVision Holdings, L.P. SD 8 11.875% Series B Senior 35921XAB5 766 13.77927 Discount Notes due Sept. 15, 2007 issued By FrontierVision Holdings, L.P. SD 9 11.000% Senior 35921LAA3 738 19.11607 Subordinated Notes due October 15, 2006, issued by FrontierVision Operating Partners, L.P. and FrontierVision Capital Corp. SD 10 10.625% Senior Notes 68162YAC0 761 17.83578 due November 15, 2006, issued by Olympus Communications, L.P., and Olympus Capital Corp. ACC 3 9-7/8% Senior Debentures 006848AF2 N/A 14.82228 due March 1, 2005, issued by ACOM ACC 3 9-1/2% Senior 006848AK1 N/A 14.86590 Pay-In-Kind Notes due February 15, 2004, issued by ACOM ACC 3 9-7/8% Senior Notes due 006848AP0 N/A 14.82228 March 1, 2007, issued by ACOM ACC 3 10-1/2% Senior Notes 006848AR6 N/A 15.04356 due July 15, 2004, issued by ACOM ACC 3 9-1/4% Senior Notes due 006848AS4 N/A 14.68304 October 1, 2002, issued by ACOM ACC 3 8-3/8% Senior Notes due 006848AU9 N/A 14.85432 February 1, 2008, issued by ACOM ACC 3 8-1/8% Senior Notes due 006848AW5 N/A 14.89185 July 15, 2003, issued by ACOM ACC 3 7-1/2% Senior Notes due 006848AZ8 N/A 14.85192 January 15, 2004, issued by ACOM ACC 3 7-3/4% Senior Notes due 006848BC8 N/A 14.86789 January 15, 2009, issued by ACOM ACC 3 7-7/8% Senior Notes due 006848BD6 N/A 14.54261 May 1, 2009, issued by ACOM ACC 3 9-3/8% Senior Notes due 006848BE4 N/A 15.19627 November 15, 2009, issued by ACOM ACC 3 10-7/8% Senior Notes 006848BF1 N/A 14.73754 due October 1, 2010, issued by ACOM ACC 3 10-1/4% Senior Notes 006848BJ3 N/A 15.15036 due June 15, 2011, issued by ACOM ACC 3 10-1/4% Senior Notes 006848BK0 N/A 14.59381 due November 1, 2006, issued by ACOM ACC 4 ACC Trade Claims N/A N/A 11.00000 ACC 5 ACC Other Unsecured N/A N/A 11.00000 Claims ACC 6 6.0% Convertible 006848BG9 N/A N/A Subordinated Notes due February 15, 2006, issued by ACOM ACC 7 3.25% Convertible 006848BH7 N/A N/A Subordinated Notes due May 1, 2021, issued by ACOM The estimated additional shares of TWC Class A Common Stock distributable in connection with the True Up Mechanism contained in the Plan at three-sample assumed potential values for the TWC Class A Common Stock are: Add'l TWC Stock Shares Per $1,000 Principal Amnt., At Sample Share Prices (Distributed Through the True-Up Mechanism) ---------------------- Class Description $27.70 $34.63 $41.69 ----- ----------- ------ ------ ------ SD 4 Subsid. Debtor Trade Claims 8.00000 3.00000 0 Against ACOM Debtors, except RME Debtors SD 4 Subsidiary Debtor Trade 6.00000 2.00000 0 Claims Against RME Debtors SD 5 Subsidiary Debtor Other 6.00000 2.00000 0 Unsecured Claims Against ACOM Debtors, except RME Debtors SD6 9.500% Senior Notes due 4.09753 1.65405 0 March 1, 2005, issued by Century SD 6 8.875% Senior Notes due 4.05163 1.63552 0 Jan. 15, 2007, issued by Century SD 6 8.750% Senior Notes due 3.96114 1.59899 0 Oct. 1, 2007, issued by Century SD 6 8.375% Senior Notes due 4.03011 1.62683 0 Nov. 15, 2017, issued by Century SD 6 8.375% Senior Notes due 4.00335 1.61603 0 Dec. 15, 2007, issued by Century SD 6 Zero Coupon Senior Discount 2.39749 0.96779 0 Notes due Jan. 15, 2008, issued by Century SD 6 Zero Coupon Senior Discount 3.66092 1.4778 0 Notes due March 15, 2003, issued by Century SD 7 FPL Note Claims Class 7.87533 3.17903 0 SD 8 11.875% Series A Senior 6.95343 2.80689 0 Discount Notes due Sept. 15, 2007, issued by FV Holdings SD 8 11.875% Series B Senior 6.95343 2.80689 0 Discount Notes due Sept. 15, 2007 issued by FV Holdings SD 9 11.000% Senior Subordinated 9.64654 3.89402 0 Notes due Oct. 15, 2006, issued by FV Operating & FV Capital SD 10 10.625% Senior Notes due 9.00047 3.63322 0 Nov. 15, 2006, issued by Olympus Communications & Olympus Capital ACC 3 9-7/8% Senior Debentures due 0 2.53755 4.25455 March 1, 2005, issued by ACOM ACC 3 9-1/2% Senior Pay-In-Kind 0 2.545 4.26707 Notes due Feb. 15, 2004, issued by ACOM ACC 3 9-7/8% Senior Notes due 0 2.53755 4.25455 March 1, 2007, issued by ACOM ACC 3 10-1/2% Senior Notes due 0 2.57543 4.31807 July 1, 2004, issued by ACOM ACC 3 9-1/4% Senior Notes due Oct 1, 0 2.51371 4.21458 2002, issued by ACOM ACC 3 8-3/8% Senior Notes due Feb 1, 0 2.54303 4.26375 2008, issued by ACOM ACC 3 8-1/8% Senior Notes due 0 2.54946 4.27452 July 15, 2003, issued by ACOM ACC 3 7-1/2% Senior Notes due 0 2.54262 4.26306 Jan. 15, 2004, issued by ACOM ACC 3 7-3/4% Senior Notes due 0 2.54536 4.26764 Jan. 15, 2009, issued by ACOM ACC 3 7-7/8% Senior Notes due 0 2.48967 4.17427 May 1, 2009 issued by ACOM ACC 3 9-3/8% Senior Notes due 0 2.60158 4.36190 Nov. 15, 2009, issued by ACOM ACC 3 10-7/8% Senior Notes due Oct 1, 0 2.52304 4.23023 2010, issued by ACOM ACC 3 10-1/4% Senior Notes due June 15, 0 2.59372 4.34872 2011, issued by ACOM ACC 3 10-1/4% Senior Notes due Nov 1, 0 2.49843 4.18897 2006, issued by ACOM ACC 4 ACC Trade Claims 0 1.00000 3.00000 ACC 5 ACC Other Unsecured Claims 0 1.00000 3.00000 ACC 6 6.0% Convertible Subordinated N/A N/A N/A Notes due Feb. 15, 2006, issued by ACOM ACC 7 3.25% Convertible Subordinated N/A N/A N/A Notes due May 1, 2021, issued by ACOM The amount and timing of distributions pursuant to the True Up Mechanism and as a result of the release of the escrows, reserves and holdbacks are subject to the terms and conditions of the Plan and numerous other conditions and uncertainties, many of which are outside the control of ACOM and its subsidiaries. In addition, pursuant to the Plan, the Adelphia Contingent Value Vehicle, a Delaware Statutory Trust, was formed to hold certain litigation claims against ACOM's third-party lenders, accountants and other parties. Initial distributions of CVV Interest are being made to certain classes of Claims: CVV Units Per Aggregate No. Per $1,000 of CVV Units Description Principal Amnt. Issued ----------- -------------- -------------- Subsidiary Debtor Trade Claims N/A N/A Against ACOM Debtors, except RME Debtors Subsidiary Debtor Trade Claims N/A N/A Against RME Debtors Subsidiary Debtor Other Unsecured N/A N/A Claims Against ACOM Debtors, except RME Debtors 9.500% Senior Notes due Series Arahova Series Arahova March 1, 2005 issued by 435 108,736,618 Century Senior Notes due January 1, Series Arahova Series Arahova issued by Century 430 107,518,481 8.750% Senior Notes due Series Arahova Series Arahova October 1, 2007, issued by 420 94,605,385 Century 8.375% Senior Notes due Series Arahova Series Arahova November 15, 2017, issued by 428 42,778,989 Century 8.375% Senior Notes due Series Arahova Series Arahova December 15, 2007, issued by 425 42,494,964 Century Zero Coupon Senior Discount Series Arahova Series Arahova Notes due January 15, 2008 254 153,966,268 issued by Century Zero Coupon Senior Discount Series Arahova Series Arahova Notes due March 15, 2003, 389 172,538,962 issued by Century FPL Note Claims Class Series FPL Series FPL 211 25,575,129 11.875% Series A Senior Series FV Series FV Discount Notes due Sept. 15, 263 62,567,076 2007 issued by FV Holdings 11.875% Series B Senior Series FV Series FV Discount Notes due Sept. 15, 263 24,032,924 2007 issued by FV Holdings 11.000% Senior Subordinated N/A N/A Notes due October 15, 2006, issued by FV Operating & FV Capital 10.625% Senior Notes due Series Olympus Series Olympus November 15, 2006, issued by 85 17,000,000 Olympus Communications and Olympus Capital 9-7/8% Senior Debentures due Series ACC-1 Series ACC-1 March 1, 2005, issued by ACOM 977 126,988,828 9-1/2% Senior Pay-In-Kind Series ACC-1 Series ACC-1 Notes due February 15, 2004, 980 31,200,994 issued by ACOM 9-7/8% Senior Notes due Series ACC-1 Series ACC-1 March 1, 2007, issued by ACOM 977 341,893,000 10-1/2% Senior Notes due Series ACC-1 Series ACC-1 July 15, 2004, issued by ACOM 991 148,713,050 9-1/4% Senior Notes due Series ACC-1 Series ACC-1 Oct. 1, 2002, issued by ACOM 968 314,489,818 8-3/8% Senior Notes due Series ACC-1 Series ACC-1 Feb. 1, 2008, issued by ACOM 979 293,684,593 8-1/8% Senior Notes due Series ACC-1 Series ACC-1 July 15, 2003, issued by ACOM 981 147,213,290 7-1/2% Senior Notes due Series ACC-1 Series ACC-1 Jan. 15, 2004, issued by ACOM 979 97,879,078 7-3/4% Senior Notes due Series ACC-1 Series ACC-1 Jan. 15, 2009, issued by ACOM 980 293,952,972 7-7/8% Senior Notes due Series ACC-1 Series ACC-1 May 1, 2009 issued by ACOM 958 335,442,058 9-3/8% Senior Notes due Series ACC-1 Series ACC-1 Nov. 15, 2009, issued by ACOM 1,001 500,742,257 10-7/8% Senior Notes due Series ACC-1 Series ACC-1 October 1, 2010, issued by ACOM 971 728,439,382 10-1/4% Senior Notes due Series ACC-1 Series ACC-1 June 15, 2011, issued by ACOM 998 998,458,683 10-1/4% Senior Notes due Series ACC-1 Series ACC-1 Nov. 1, 2006, issued by ACOM 962 480,890,170 ACC Trade Claims Series ACC-2 Series ACC-2 983 83,887,174 ACC Other Unsecured Claims Series ACC-3 Series ACC-3 868 46,129,088 6.0% Convertible Subordinated Series ACC-4 Series ACC-4 Notes due Feb. 15, 2006, issued 1,254 1,081,692,251 by ACOM 3.25% Convertible Subordinated Series ACC-4 Series ACC-4 Notes due May 1, 2021, issued by 1,234 709,276,020 ACOM Initial distributions of CVV Interests are also being made to certain classes of Equity Interests under the Plan: Aggregate No. CVV Units of CVV Units Class Description Per Share Issued ----- ----------- --------- ------------- ACC 8 13% Series B Redeemable Series ACC-6B Series ACC-6B Cumulative Exchangeable 100 150,000,000 Preferred Stock issued by ACOM with a mandatory redemption date of July 15, 2009 ACC 8 5.5% Series D Series ACC-6D Series ACC-6D Convertible Preferred 200 575,000,000 Stock issued by ACOM ACC 8 7.5% Series E Series ACC-6E/F ACC-6E/F Mandatory Convertible 25.67708 354,343,704 Preferred Stock issued by ACOM with a mandatory conversion date of November 15, 2004 ACC 8 7.5% Series F Series ACC-6E/F ACC-6E/F Mandatory Convertible 25.28125 581,468,750 Preferred Stock issued by ACC with a mandatory conversion date of February 1, 2005 ACC 9 Class A Common Stock, Series ACC-7 Series ACC-7 par value $0.01 1 229,787,271 ACOM divulged that units in the various series of interests in the Adelphia Contingent Value Vehicle that are outstanding are: No. of Units Estimated Reserved for Estimated No. of Units Disputed and Total No. Series CUSIP No. Outstanding Other Claims of Units ------ --------- ------------ ------------ --------- RF 00685R847 115,000,000 0 115,000,000 Arahova 00685R102 722,639,670 0 722,639,670 FrontierVision 00685R201 86,600,000 0 86,600,000 FPL 00685R862 25,575,129 0 25,575,129 Olympus 00685R300 17,000,000 0 17,000,000 ACC-1 00685R409 4,839,988,173 0 4,839,988,173 ACC-2 00685R508 83,887,174 247,408,818 331,295,992 ACC-3 00685R607 46,129,088 223,573,904 269,702,992 ESL 00685R854 0 17 17 ACC-4 00685R706 1,790,968,271 0 1,790,968,271 ACC-5 00685R805 0 458 458 ACC-6B 00685R839 150,000,000 0 150,000,000 ACC-6B1 00685R821 0 3 3 ACC-6D 00685R813 575,000,000 0 575,000,000 ACC-6D1 00685R797 0 4 4 ACC-6EF 00685R789 935,812,454 0 935,812,454 ACC-6EF1 00685R771 0 5 5 ACC-7 00685R870 229,787,271 0 229,787,271 ACC-7A 00685R763 19,293,139 464 19,293,603 The estimated number of units outstanding includes those issued or to be issued in connection with Initial Distributions under the Adelphia Plan of Reorganization. With respect to Series ESL, ACC-5, ACC-6B1, ACC-6D1, ACC-6EF1, and ACC-7A, one Unit has been reserved with respect to each holder of a Disputed Claim under the Plan. Therefore, it is possible that upon resolution of those Disputed Claims, additional Units could be issued. With respect to all other Series of CVV Interests, the number of reserved Units is the maximum number of additional Units expected to be issued if all Disputed Claims to which those Units relate were allowed. Parties-in-interest are directed to send their inquiries regarding the distributions under the Plan and the CVV Interests to http://creditor.inquiries@adelphia.com/ About Adelphia Comms Based in Coudersport, Pennsylvania, Adelphia Communications Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a cable television company. Adelphia serves customers in 30 states and Puerto Rico, and offers analog and digital video services, Internet access and other advanced services over its broadband networks. The company and its more than 200 affiliates filed for Chapter 11 protection in the Southern District of New York on June 25, 2002. Those cases are jointly administered under case number 02-41729. Willkie Farr & Gallagher represents the Debtors in their restructuring efforts. PricewaterhouseCoopers serves as the Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of Unsecured Creditors. Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates, collectively known as Rigas Manged Entities, are entities that were previously held or controlled by members of the Rigas family. In March 2006, the rights and titles to these entities were transferred to certain subsidiaries of Adelphia Cablevision, LLC. The RME Debtors filed for chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642). Their cases are jointly administered under Adelphia Communications and its debtor-affiliates chapter 11 cases. (Adelphia Bankruptcy News, Issue No. 165; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). ADELPHIA COMMS: Wants ESPN's $210 Million Admin. Claims Denied -------------------------------------------------------------- Adelphia Communications Corp. and its debtor-affiliates ask the Honorable Robert E. Gerber of the U.S. Bankruptcy Court for the Southern District of New York to summarily deny ESPN Inc., et al.'s requests for payment of their $210,105,000 administrative expense claims, as a matter of law, without subjecting the estates to the costs of discovery and an evidentiary hearing. In separate pleadings, the ESPN parties-in-interest had asked the Court to allow their administrative expense claims in their entirety: (a) ESPN, Inc., ESPN Classic, Inc., and ESPN Enterprises, Inc.; (b) ABC Cable Networks Group, International Family Entertainment, Inc., and SOAPnet L.L.C.; and (c) Walt Disney Internet Group, doing business as Buena Vista Internet Group. ESPN, et al.'s claims arose from breaches of certain agreements for programming services and Internet content entered into by each of the Claimants with Adelphia Communications Corporation in the ordinary course of its business, relates Lisa Hill Fenning, Esq., at Dewey Ballantine LLP, in Los Angeles, California. Ms. Fenning told the Court that on July 31, 2006, ACOM unilaterally terminated the Agreements in violation of its obligations under it, causing the Claimants to suffer damages for lost revenues and profits due under the agreements over the remaining terms of the Agreements. Since the Agreements are postpetition, ordinary course contracts, the asserted damage claims are entitled to allowance and payment as administrative priority claims, Mr. Fenning asserted. Accordingly, the Claimants asked the Court for payment of their administrative expenses claims, in these aggregate amounts: Claimant Amount -------- ------ ESPN entities $198,368,000 ABC Cable entities 5,115,000 Walt Disney 6,622,000 Among others, Ms. Fenning argued that: (a) Under the binding Second Circuit Precedent in In re Klein Sleep Products, Inc., 78 F.3d 18 (2nd Cir. 1996), ACOM is fully liable for administrative priority damage claims if it terminated postpetition contracts without justification; (b) ACOM had no contractual right to terminate the Agreements upon its sale of substantially all of its assets on July 31, 2006; (c) in connection with Walt Disney's claim, ACOM breached its obligations to deliver the Walt Disney content to its subscribers for the full term of ACOM's Agreement with Walt Disney; (d) in connection with the ESPN entities' claim, ACOM breached its obligations to deliver all services to its subscribers for the full term of the Agreements; (e) ACOM breached its obligations to pay fees at the contract rates for the full term of the Agreements; (f) ACOM violated the implied covenant of good faith and fair dealing by failing to ensure the continued operation of the cable systems or the continued delivery of Walt Disney content under the terms of the Agreements; and (g) the Claimants' lost revenues constitute the appropriate measure of their damages. Parties Agree on Reserve Pursuant to a stipulation, the ACOM Debtors agreed to establish a separate reserve for the administrative expense claims of ESPN, et al. The Stipulation describes the terms of the establishment of the Dedicated Reserve for the Claimants. Consistent with its prior practice of maintaining the confidentiality of the terms of its dealings with programmers, the ACOM Debtors seek the Court's consent to file the Stipulation under seal and to provide for only limited disclosure and service due to the confidential nature of the agreement and the terms of the Dedicated Reserve reached by the parties. Accordingly, Judge Gerber authorized the ACOM Debtors to file the Stipulation under seal. Claims Not Supported by 14 Postpetition Programming Contracts, ACOM Debtors say Terence K. McLaughlin, Esq., at Willkie Farr & Gallagher LLP, argues that ESPN, et al.'s administrative expense claims are not supported by the plain and unambiguous terms contained within the "four corners" of the ACOM Debtors' 14 postpetition programming contracts with the claimants. Mr. McLaughlin notes that the thrust of ESPN, et al.'s argument is that the sale of all of the ACOM Debtors' cable systems on July 31, 2006, did not provide the Debtors with a right to terminate the Programming Contracts. Thus, according to ESPN, et al., the ACOM Debtors continue to be obligated to pay monthly fees for the remaining terms of those contracts. Mr. McLaughlin, however, argues that all monthly fees owed by the ACOM Debtors to ESPN, et al., under the Programming Contracts are calculated on a per "Adelphia Subscriber" basis. Upon the consummation of the Sale Transaction, there were no more Adelphia Subscribers. On the four corners of the Programming Contracts, the ACOM Debtors can owe no further monthly payments after consummation of the Sale Transaction, Mr. McLaughlin contends. Mr. McLaughlin explains that the ACOM Debtors' objection raises only the threshold issue whether the administrative expense claims should be denied as a matter of law based on the four corners of the Programming Contracts. If the Court concludes that the plain and unambiguous terms of the Programming Contracts, interpreted objectively without resort to inadmissible parol evidence, do not mandate denial of ESPN, et al.'s requests as a matter of law, the parties agree that the Court should defer making any ruling until they are afforded a full opportunity to take discovery and present evidence at an evidentiary hearing. The Official Committee of Unsecured Creditors in the ACOM Debtors' bankruptcy case supports the Debtors' contentions. ACOM Files McLaughlin's Statement Under Seal The ACOM Debtors sought and obtained the Court's authority to file under seal Mr. McLaughlin's statement in connection with ESPN, et al.'s request for administrative expense claim payment. Annexed to Mr. McLaughlin's statement are the ACOM Debtors' 14 postpetition programming contracts with ESPN, et al. Mr. McLaughlin explained that ESPN, Inc., et al., had claimed that the Programming Contracts are "subject to strong confidentiality provisions" and "contain highly sensitive commercial information" about their rates and terms, thus, those contracts should only be provided under seal. The ACOM Debtors propose to serve McLaughlin's statement to: (i) the United States Trustee for the Southern District of New York; (ii) counsel for each of the official committees in the ACOM Debtors' Chapter 11 cases; (iii) counsel for ESPN, Inc., et al.; and (iv) other parties as the Court may order, or agreed by the ACOM Debtors and ESPN, Inc., et al. About Adelphia Comms Based in Coudersport, Pennsylvania, Adelphia Communications Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a cable television company. Adelphia serves customers in 30 states and Puerto Rico, and offers analog and digital video services, Internet access and other advanced services over its broadband networks. The company and its more than 200 affiliates filed for Chapter 11 protection in the Southern District of New York on June 25, 2002. Those cases are jointly administered under case number 02-41729. Willkie Farr & Gallagher represents the Debtors in their restructuring efforts. PricewaterhouseCoopers serves as the Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of Unsecured Creditors. Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates, collectively known as Rigas Manged Entities, are entities that were previously held or controlled by members of the Rigas family. In March 2006, the rights and titles to these entities were transferred to certain subsidiaries of Adelphia Cablevision, LLC. The RME Debtors filed for chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642). Their cases are jointly administered under Adelphia Communications and its debtor-affiliates chapter 11 cases. (Adelphia Bankruptcy News, Issue No. 165; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). ADVANCED MARKETING: Bid Procedures on Sale of Assets Approved ------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware approved the qualified transaction procedures proposed by Advanced Marketing Services Inc. and designated Baker & Taylor as stalking horse bidder. The approval follows the announcement by the Debtor that it has entered into a letter of intent with Baker & Taylor, the world's largest book distributor, to sell the majority of its assets, excluding Publishers Group West Inc., pursuant to Section 363 of the United States Bankruptcy Code. The letter of intent is subject to the negotiation of a definitive asset purchase agreement and will require the Court approval. Following an auction, if necessary, the company anticipates a closing by March 15, 2007, as per the requirements of the letter of intent. The Hon. Christopher S. Sontchi ruled that the Debtors will provide these stalking horse protections to Baker & Taylor, in cash and at the closing of an alternative transaction: (a) a break-up fee in an amount equal to 2% of the sum of (i) $20,000,000, (ii) the minimum Selected APG Inventory Purchase Price, (iii) Advanced Marketing Services Inc.'s and Baker & Taylor's jointly established good faith estimate of the APG Product Prepayment Price, and (iv) AMS' and Baker & Taylor's jointly established good faith estimate of the Accounts Receivable Price; and (b) Baker & Taylor's reasonable and documented out-of-pocket fees and costs, including costs of counsel, not exceeding $300,000. These Stalking Horse Protections are entitled to status and payment as super-priority administrative expenses in the Debtors' Chapter 11 cases, Judge Sontchi added. Offer Deadline Binding offers to purchase all or any defined portion of the assets to be sold under the APA between the Debtors and Baker & Taylor may be submitted on or before Feb. 27, 2007, at 5:0O p.m. Although a Qualified Offer may be subject to some contingencies, any contingencies will be considered by AMS when evaluating and comparing Qualified Offers. Offer Evaluation Process On March 1, 2007, at 10:00 a.m., a meeting will be held at the offices of the Debtors' counsel, if AMS determines that proceeding with the Offer Evaluation Process is appropriate. Initial Qualified Offers will be considered only if they exceed the offer for the assets by Baker & Taylor plus the Stalking Horse Protections -- calculated under the assumption that the Stalking Horse Protections will equal approximately $2,000,000. Successive Qualified Offers will be considered only if they exceed the previous offer by $500,000. The Debtors may recess the Offer Evaluation Process from time to time in their discretion to assess Qualified Offers or permit participants to alter or increase their Qualified Offers. The Debtors may conduct the Offer Evaluation Process as an auction, a series of negotiations or whatever other means it determines in its business judgment. Multiple Lots The Offer Evaluation Process may proceed in multiple lots, provided that any participant will have an opportunity to submit a Qualified Offer on one or more lots or on all lots together, and the Debtors will be free to accept the Qualified Offer or Offers that, alone or in conjunction with others, the Debtors deems to comprise the highest and best offer available. Inventory Unless the Debtors' inventory is sold pursuant to a Qualified Offer approved by the Bankruptcy Court, the Debtors will propose and file with the Bankruptcy Court a program to provide for the return of the Debtors' inventory to the publishers that sold the inventory for values and on terms as agreed by the Debtors and the Official Committee of Unsecured Creditors, or as otherwise ordered by the Bankruptcy Court. The program will be effective after payment of the Closing Payoff Amount. Upon the conclusion of the Offer Evaluation Process, the Debtors will file and serve a supplement identifying the highest and best Qualified Offers, and seek approval of the sale of their assets pursuant to Sections 363 and 365 of the Bankruptcy Code to the party or parties submitting Qualified Offers. The Court sets the hearing on the Sale Motion to March 5, 2007. The Court directs the Debtors to file a schedule of proposed cure amounts for all executory contracts proposed to be assumed and assigned under the Sale Motion. Any objections to (a) the Sale Motion or (b) the proposed cure amounts set forth in the Proposed Cure Schedule must be filed no later than 5:00 p.m. EST, on Feb. 28, 2007. Any objections to the ability of Buyers to provide adequate assurances of future performance under any executory contract proposed to be assumed and assigned under the Sale Motion may be presented at the March 5 Sale Hearing. "We are pleased to enter into this letter of intent with Baker & Taylor and believe it marks a significant milestone in the restructuring of our business," said Gary Rautenstrauch, President and CEO of AMS. "Baker & Taylor is a recognized leader in the book distribution industry and has the experience to seamlessly assume operations and continue meeting the needs of our customers." "An agreement with AMS will represent an important strategic addition to Baker & Taylor's business. We are excited about the opportunity to work with AMS to foster and broaden the commitment to customer service and operational excellence that AMS is known for," stated Richard Willis, Chairman, President and CEO of Baker & Taylor. About Baker & Taylor Baker & Taylor, founded in 1828, is the world's leading distributor of books, video, and music products to public and academic libraries. It is also a global leader in the distribution of books and entertainment products to many of the country's leading brick and mortar retailers, Internet retailers, as well as thousands of independent book, music and video stores. Baker & Taylor is based in Charlotte, North Carolina and is ranked in the top 250 US private companies by Forbes magazine. It serves customers in 125 countries around the world and has six distribution facilities strategically located throughout the country. Baker & Taylor is a portfolio company of Castle Harlan Partners IV, L.P. About Castle Harlan Castle Harlan, founded in 1987, invests in controlling interests in the buyout and development of middle-market companies in North America and Europe. Its team of 20 investment professionals has completed 48 acquisitions since its inception with a total value in excess of $9 billion. The firm traces its roots to the start of the institutionalized private-equity business in the late 1960's. Castle Harlan's current portfolio companies, which employ more than 42,000 people, include Ames True Temper, a leading manufacturer of lawn and garden tools and accessories; RathGibson, a leader in the manufacture of stainless steel and high alloy precision-welded tubing; and, Perkins & Marie Callender's Inc., which operates and franchises 618 family restaurants in the United States and Canada. About Advanced Marketing Based in San Diego, California, Advanced Marketing Services, Inc. -- http://www.advmkt.com/-- provides customized merchandising, wholesaling, distribution and publishing services, currently primarily to the book industry. The company has operations in the U.S., Mexico, the United Kingdom and Australia and employs approximately 1,200 people Worldwide. The company and its two affiliates, Publishers Group Incorporated and Publishers Group West Incorporated filed for chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos. 06-11480 through 06-11482). Suzzanne S. Uhland, Esq., Austin K. Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers, LLP, represent the Debtors as Lead Counsel. Chun I. Jang, Esq., Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards, Layton & Finger, P.A., represent the Debtors as Local Counsel. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of more than $100 million. The Debtors' exclusive period to file a chapter 11 plan expires on Apr. 28, 2007. (Advanced Marketing Bankruptcy News, Issue No. 7; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) ADVANCED MULTI: U.S. Trustee Appoints Three-Member Official Panel ----------------------------------------------------------------- The U.S. Trustee for Region 9 appointed three creditors to serve on an Official Committee of Unsecured Creditors in Advanced Multi Product Group Inc.'s Chapter 11 case. The Creditors Committee consists of: 1. Pier Group Packaging, LLC 1099 Fairway Boulevard Troy, MI 48085-6100 Tel: (248) 761-4800 Fax: (248) 928-0433 Attn: Dean Aldo 2. John Secco 18530 Mack Ave, Suite 256 Grosse Pointe, MI 48236 Tel: (313) 885-5100 Fax: (313) 885-0382 3. James F. Pugsley 3535 Huntington Avenue Windsor, Ontario N9E 3N1 Canada Tel: (866) 528-5680 Fax: (519) 977-6938 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Headquartered in Auburn Hills, Michigan, Advanced Multi Product Group Inc. manufactures plastic and metal parts for motor vehicles. The company filed for chapter 11 protection on Jan. 22, 2007 (Bankr. E.D. Mich. Case No. 07-41267). Arnold S. Schafer, Esq., Jason W. Bank, Esq., Leon N. Mayer, Esq., and Michael E. Baum, Esq., at Schafer and Weiner, PLLC, represent the Debtor. Franklin Advisors serves as the Debtor's financial advisor. When the Debtor filed for protection from its creditors, it listed $27,482,516 in total assets and $14,915,282 in total debts. ADVANCED MULTI: Gets Interim Court Approval of DIP Financing ------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Michigan gave Advanced Multi Product Group Inc. interim authorization to borrow money from Rockland Business Credit LLC and other lenders. The Debtor has borrowed $114,432 from its postpetition lenders. The Debtor will use the loan proceeds in accordance with its financing agreements with its postpetition lenders and a budget. A full-text copy of that budget is available for free at: http://bankrupt.com/misc/AdvancedMultiDIPbudget.pdf Among others, the Debtor will use the funds provided by Rockland to pay its payroll, taxes, inventory suppliers, overhead and other expenses necessary for the continued operation of its business, and the management and preservation of its assets and properties. Rockland has consented to a carve-out for professional fees -- $180,000 each for Schafer & Weiner as the Debtor's counsel and for Franklin Advisors, and an unspecified amount for counsel to the Official Committee of Unsecured Creditors. The Debtor and Rockland are also parties to a prepetition credit agreement. As of January 23, 2007, the Debtor owed Rockland $7,774,263, consisting of: * Revolving Loan -- $4,280,804 principal, $50,399 interest, and $7,760 in fees * Term Loan -- $3,399,999 principal and $35,298 interest The prepetition debt is secured by perfected and valid first priority security interests in and liens on all of the Debtors' assets. The Debtors do not dispute the validity of those liens and security interests. The postpetition loan from Rockland is secured by first priority security interests in and liens on the Collateral. Headquartered in Auburn Hills, Michigan, Advanced Multi Product Group Inc. manufactures plastic and metal parts for motor vehicles. The company filed for chapter 11 protection on Jan. 22, 2007 (Bankr. E.D. Mich. Case No. 07-41267). Arnold S. Schafer, Esq., Jason W. Bank, Esq., Leon N. Mayer, Esq., and Michael E. Baum, Esq., at Schafer and Weiner, PLLC, represent the Debtor. Franklin Advisors serves as the Debtor's financial advisor. When the Debtor filed for protection from its creditors, it listed $27,482,516 in total assets and $14,915,282 in total debts. ALEXIS NIHON: Terminates Combination Agreement With Cominar ----------------------------------------------------------- Cominar Real Estate Investment Trust has waived its five-day right to match the all-cash offer of $18.60 per unit from Homburg Invest Inc. to acquire all the issued and outstanding units of Alexis Nihon Real Estate Investment Trust that it does not already own. Alexis Nihon has therefore terminated the combination agreement with Cominar and entered into a definitive support agreement with Homburg under which Alexis Nihon will support the Homburg Offer. Cominar has also waived, under certain circumstances, its right to a $12.5 million termination fee but only in relation to the Homburg Offer. The trustees of Alexis Nihon, after having received a fairness opinion from its financial advisor CIBC World Markets Inc., have unanimously determined (Robert A. Nihon abstaining) that as of Feb. 20, the Homburg Offer is fair to the unitholders of Alexis Nihon and is in the best interests of Alexis Nihon and its unitholders, and unanimously recommend (Robert A. Nihon abstaining) to the unitholders of Alexis Nihon to accept the Homburg Offer and tender their units to the Homburg Offer. Gerard A. Limoges, chairman of Alexis Nihon's transaction committee, said, "Alexis Nihon's board of trustees unanimously supports the Homburg Offer on the basis that it provides excellent value to Alexis Nihon unitholders and reflects the strategic value of Alexis Nihon to Homburg as a platform for growth in the province of Quebec." Full details of the Homburg Offer will be included in Homburg's offer and take-over bid circular which will be mailed in due course to unitholders of Alexis Nihon, together with the trustees' circular of Alexis Nihon recommending acceptance of the Homburg Offer. The Homburg Offer will trigger the right of the holders of Alexis Nihon convertible debentures to request that their Alexis Nihon convertible debentures be purchased on the 30th day following the completion of the Homburg Offer for a price equal to 101% of the principal amount of each Alexis Nihon convertible debenture plus any accrued and unpaid interest thereon. The support agreement between Alexis Nihon and Homburg contains customary provisions prohibiting each of Alexis Nihon and Homburg from soliciting any other acquisition proposal but allowing termination in certain circumstances, including receipt of an unsolicited bona fide acquisition proposal from a third party that its board of trustees, in the exercise of its fiduciary duties, and in accordance with the terms and conditions of the support agreement, finds to be superior to the Homburg Offer, subject to the payment by Alexis Nihon of a termination fee to Homburg of $12.5 million. The support agreement also allows Alexis Nihon to continue to declare and pay its monthly cash distributions to its unitholders in the ordinary course of business, although Alexis Nihon's Distribution Reinvestment Plan shall remain suspended. Alexis Nihon has cancelled its special meeting of unitholders scheduled for Feb. 22, 2007. About Alexis Nihon REIT The REIT currently owns interests in 65 office, retail, and industrial properties, including a 426-unit multi-family residential property, located in the greater Montreal area and the National Capital Region. The REIT's portfolio has an aggregate of 9.1 million square feet of leasable area, of which 0.4 million square feet is co-owned. * * * As reported in the Troubled Company Reporter on Dec. 6, 2006, Dominion Bond Rating Service placed the debt rating of BB (low) and the stability rating of STA-4 (low) of Alexis Nihon Real Estate Investment Trust Under Review with Positive Implications following the announcement that Cominar Real Estate Investment Trust will acquire all of the Alexis Nihon's issued and outstanding shares. On Aug. 11, 2006, the Troubled Company Reporter reported that Dominion Bond Rating Service confirmed the Issuer ratings of Alexis Nihon Real Estate Investment Trust at BB (low) with a Stable trend. AMERICAN COLOR: Poor Performance Cues S&P's Junk Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on Brentwood, Tennessee-based American Color Graphics Inc. The corporate credit rating was lowered to 'CCC' from 'CCC+'. The rating outlook is negative. "The rating action follows the company's earnings announcement for the third quarter ended Dec. 31, 2006, in which operating performance suffered due to continued negative pricing trends and operational challenges associated with a specific printing plant," said Standard & Poor's credit analyst Guido DeAscanis. "In addition to indications pointing toward the plant troubles continuing through at least the following quarter, we also do not anticipate meaningful improvement in the pricing environment over the near-to-intermediate term. As a result, ACG's liquidity position is expected to continue to weaken during the company's fiscal years ending March 31, 2007 and 2008." In September 2006, ACG initiated a revolving accounts receivable facility, which provides the company with an additional source of financing for up to $35 million. About $28 million was available under this facility as of Dec. 31, 2006. Standard & Poor's expect this source of liquidity to gradually erode during the next several quarters as the company funds operating needs, and makes interest payments under its second-lien senior notes. The 'CCC' rating reflects the company's weak liquidity position and high debt leverage, the intensely competitive market conditions in the retail advertising insert segment of the print industry, and the expectation that these market conditions will continue over the near-to-intermediate term. During the nine months ended Dec. 31, 2006, ACG reported revenue growth of 2.8%, but EBITDA declined approximately 10%, to $31.4 million. Notwithstanding the favorable impact of changes in customer and product mix, margin pressure continued to stem from competitive pricing pressures. In addition, due to difficulties at one of its production plants during the third quarter, the company was forced to outsource a meaningful portion of volumes, which resulted in higher costs. Selling, general, and administrative costs remained fairly stable as a percentage of sales during the period. Debt leverage, as measured by adjusted total debt to EBITDA, remained weak, at more than 9x for the 12 months ended Dec. 31, 2006, while EBITDA coverage of interest expense was less than 1x. AMF BOWLING: Earns $261,000 in Quarter Ended December 31 -------------------------------------------------------- AMF Bowling Worldwide Inc. reported $261,000 of net income on $128 million of revenues for the second quarter ended Dec. 31, 2006, compared with $4.5 million of net income on $127 million of revenues for the same period ended Dec. 31, 2005. The $1 million increase in revenues is attributable to an increase of $6 million in revenues from the bowling centers (Centers) segment, offset by a decrease of $5 million from the bowling equipment (Products) segment attributable to Products no longer being fully consolidated during the 2007 quarter. The significant decrease in net income is mainly due to a $4.6 million impairment charge related to the company's investment in the joint venture with Italian-based Qubica, S.p.A. Based on a deterioration in the financial results of the joint venture during the 2007 second quarter, the company decided the impairment was other than temporary. The amount of the impairment was determined based on a third party valuation. Additionally, the company recorded a $1.9 million loss on the extinguishment of debt related to the voluntary $30 million term loan payment in the second quarter of fiscal 2007. Cost of goods sold and selling, general and administrative expenses decreased $4.8 million in the second quarter of fiscal 2007. Bowling center operating expenses increased $2.6 million. Depreciation and amortization expenses decreased $272,000 in the fiscal 2007 quarter. Total income tax provision increased to $1.1 million in the fiscal 2007 quarter from a $74,000 benefit in the fiscal 2006 quarter. During the second quarter of fiscal 2007, the company also recorded a $406,000 loss related to the operating results from the joint venture. At Dec. 31, 2006, the company's balance sheet showed $308.5 million in total assets, $243.4 million in total liabilities, and $65.1 million in total stockholders' equity. The company's balance sheet at Dec. 31, 2006, also showed strained liquidity with $42 million in total current assets available to pay $59.8 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?1a15 Cash Flows Net cash provided by operating activities was $18.7 million in the first six months of fiscal 2007 ended Dec. 31, 2006, compared with net cash used in operating activities of $3.5 million in the same period in fiscal 2006. Net cash used in investing activities was $21.3 million in the first six months of fiscal 2007 compared with $5.5 million in the prior six month period. During fiscal 2006 the company received $17.5 million return of cash from the joint venture at the completion of that transaction and an additional $7.6 million for the sale of two excess properties and other assets. Purchases of capital expenditures were lower in fiscal 2007 compared to fiscal 2006. This is a result of timing as opposed to any change in spending trends. Net cash used in financing activities was $30.3 million in the first six months of fiscal 2007 compared with $700,000 in fiscal 2006. During the fiscal 2007 period, the company made two voluntary payments on the Term Loan totaling $30 million. As of Dec. 31, 2006, the company had approximately $21.2 million available for borrowing under the company's $40 million revolving loan commitment maturing in February 2009, with no amounts outstanding and approximately $18.8 million of issued but undrawn standby letters of credit. About AMF Bowling Worldwide AMF Bowling Worldwide Inc. -- http://www.amf.com/-- and its subsidiaries are engaged in the business of operating bowling centers and hold an interest in a business that manufactures and sells bowling equipment. AMF has 358 centers in operation as of Dec. 31, 2006, and is comprised of 345 centers in the U.S. and 13 bowling centers operating outside the U.S. On Oct. 7, 2005, the company entered into the Joint Venture with Italian-based Qubica S.p.A. and contributed its business in exchange for a 50% equity interest. * * * AMF Bowling Worldwide Inc. carries Moody's Ba2 corporate family rating, B3 Bank Loan Debt rating, and B3 senior subordinated debt rating. AVITAR INC: December 31 Balance Sheet Upside-Down by $8.9 Million ----------------------------------------------------------------- Avitar Inc. reported a $943,388 net loss on $1,045,027 of sales for the three months ended Dec. 31, 2006, compared with $891,929 net loss with no revenues for the comparable period in 2005. At Dec. 31, 2006, the company's balance sheet showed $2,055,961 in total assets and $7,852,516 in total liabilities resulting in stockholders' deficit of $8,981,437. The company's December 31 balance sheet also showed strained liquidity with $985,510 in total current assets available to pay $4,467,830 in total current liabilities. A full-text copy of the regulatory filing is available for free at http://ResearchArchives.com/t/s?1a20 Going Concern Doubt As reported in the Troubled Company Reporter on Jan. 4, 2007, BDO Seidman LLP, in Boston, Massachusetts, expressed substantial doubt about Avitar Inc.'s ability to continue as a going concern after auditing the company's financial statements for the year ended Sept. 30, 2006. The auditing firm pointed to the company's recurring losses from operations, working capital and stockholders as of Sept. 30, 2006. About Avitar Avitar Inc. (OTC BB: AVTI.OB )-- http://www.avitarinc.com/-- develops, manufactures and markets innovative and proprietary products. Their field includes the oral fluid diagnostic market, the disease and clinical testing market, and customized polyurethane applications used in the wound dressing industry. Avitar manufactures ORALscreen(R), the world's first non-invasive, rapid, onsite oral fluid test for drugs-of-abuse, as well as HYDRASORB(R), an absorbent topical dressing for moderate to heavy exudating wounds. Avitar is also developing diagnostic strategies for disease and clinical testing in the estimated $25 billion in- vitro diagnostics market. Conditions targeted include influenza, diabetes, and pregnancy. AZCO MINING INC: Stark Winter Schenkein Raises Going Concern Doubt ------------------------------------------------------------------ Stark Winter Schenkein & Co. LLP, in Denver, Colorado, expressed substantial doubt about Azco Mining Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended June 30, 2006. The auditing firm cited that the company has suffered recurring losses from operations, has no current source of operating revenues, and needs to secure financing. Azco Mining Inc. reported a $5.4 million net loss on $16,237 of sales for the fiscal year ended June 30, 2006, compared with a $1.6 million net loss on $54,844 of sales for the fiscal year ended June 30, 2005. Full-text copies of the company's consolidated financial statements for the year ended June 30, 2006, are available for free at http://researcharchives.com/t/s?1a18 Sales decreased due primarily to decreased sales of mica-filled plastic pellets in fiscal 2006. No revenue was generated from the sale of feldspathic sand in fiscals 2006 or 2005, due to the curtailment of operations at the company's crushing and concentrating facilities at the Black Canyon mine in November 2002. Production, exploration and mining costs increased in fiscal 2006 to $212,489 from $136,714 in fiscal 2005. General and administrative expense increased in fiscal 2006 to $1.2 million from $1 million in fiscal 2005. Stock-compensation expense increased in fiscal 2006 to $2.2 million from $252,690 in fiscal 2005, mainly attributable to a $1.1 million expense for investor relations and financial consulting services, a $250,000 expense recognized on stock issued to an officer and to a director for the payment of accrued expenses and a $600,000 expense recognized for stock issued to an officer for the rights, title and interest in a mineral lease. Other expense in fiscal 2006 were $1.8 million as compared to $214,460 for fiscal 2004. The increase is mainly attributable to a non-cash loss on derivative instrument liability of $1.4 million in fiscal 2006 as compared to a gain on derivative instrument liability of $65,721 in fiscal 2005. In fiscal 2006, accretion of discounts on notes payable and lease liability and interest expense increased $171,225 over fiscal 2005. This was offset by increased other income in fiscal 2006 comprised of forgiveness of debt of $60,603 and interest income of $18,569. At June 30, 2006, the company's balance sheet showed $5.2 million in total assets and $10.7 million in total liabilities, resulting in a $5.5 million total stockholders' deficit. The company's balance sheet at June 30, 2006, also showed strained liquidity with $1.6 million in total current assets available to pay $7.1 million in total current liabilities. About Azco Mining Azco Mining Inc. (Other OTC: AZMN.PK) -- http://www.azco.com/-- is a mining and exploration company. The company owns the Summit gold-silver property and a mill site and processing equipment in southwestern New Mexico, mineral lease rights to the Ortiz gold property in north-central New Mexico, a high-quality mica mine and processing facility near Phoenix, and a large resource of micaceous iron oxide in La Paz County, Arizona. BANC OF AMERICA: Moody's Holds B1 Rating on Class X-LHN Certs. -------------------------------------------------------------- Moody's Investors Service upgraded the ratings of two classes and affirmed the ratings of 16 classes of Banc of America Large Loan, Inc., Commercial Mortgage Pass-Through Certificates, Series 2005-MIB1 as: -- Class A-1, $474,233,929, Floating, affirmed at Aaa -- Class A-2, $224,731,407, Floating, affirmed at Aaa -- Class X-1A, Notional, affirmed at Aaa -- Class X-1B, Notional, affirmed at Aaa -- Class X-2, Notional, affirmed at Aaa -- Class X-3, Notional, affirmed at Aaa -- Class X-4, Notional, affirmed at Aaa -- Class X-5, Notional, affirmed at Aaa -- Class B, $43,025,500, Floating, upgraded to Aaa from Aa1 -- Class C, $51,187,425, Floating, upgraded to Aaa from Aa3 -- Class K-LH, $3,318,190, Floating, affirmed at Ba1 -- Class X-LHK, Notional, affirmed at Ba1 -- Class L-LH, $4,457,744, Floating, affirmed at Ba2 -- Class X-LHL, Notional, affirmed at Ba2 -- Class M-LH, $2,872,501, Floating, affirmed at Ba3 -- Class X-LHM, Notional, affirmed at Ba3 -- Class N-LH, $2,329,064, affirmed at B1 -- Class X-LHN, Notional, affirmed at B1 The Certificates are collateralized by 11 whole loans, two pari passu whole loans and one senior participation interest, which range in size from 0.8% to 22.3% of the trust balance based on current principal balances. As of the Feb. 15, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 17.0% to $1.04 billion from $1.26 billion at securitization as a result of the payoff of four loans and property releases and amortization associated with the Lodgian Hotel Portfolio Loan. Moody's current weighted average loan to value ratio is 67.8%, compared to 69.8% at securitization. Moody's is upgrading Classes B and C due to the increased credit support from the loan payoffs, the improved performance of the Westin New York at Times Square Loan and property releases and amortization associated with the Lodgian Hotel Portfolio Loan. The Westin New York at Times Square Loan is secured by an 863-room, full-service hotel located in the Times Square submarket of Manhattan. The hotel was built in 2002. Moody's classifies the New York City full-service hotel market as Green in its fourth quarter 2006 Red-Yellow-GreenTM report. RevPAR for the year-to-date period ending November 2006 was $296.81, compared to $256.53 at securitization. Moody's LTV is 60.7%, compared to 67.4% at securitization. Moody's current shadow rating is Baa1, compared to Baa3 at securitization. JW Marriott Desert Ridge Resort is secured by a 950-room, full-service hotel located in Phoenix, Arizona. The hotel was built in 2002 and features the two largest non-Las Vegas ballrooms in the Western U.S. and two on-site 18-hole golf courses. Moody's classifies the Phoenix full-service hotel market as Green in its fourth quarter 2006 Red-Yellow-GreenTM report. RevPAR for the year-to-date period ending September 2006 was $161.00, compared to $146.30 at securitization. Moody's LTV is 63.7%, the same as at securitization. The Toys "R" Us -- De Portfolio Loan is secured by 89 free-standing properties located in 26 states including 60 Toys "R "Us and 25 Babies "R" Us retail stores and four distribution facilities with a total rentable area of approximately 7.5 million square feet. All of the facilities are structured with absolute net master leases. Toys "R" Us, Inc. has a Moody's LT corporate family rating of B2 with a negative outlook. Toys "R" Us reported a 4.1% increase in same store sales for the nine week holiday period ended Dec. 30, 2006 and the Babies "R" Us division reported a 6.0% increase for the same period. Toys "R" Us became a private company in July 2005 when it was acquired by the loan sponsor consisting of affiliates of Bain Capital Partners, LLC, Kohlberg Kravis Roberts & Co. and Vornado Realty Trust. Moody's LTV is 71.9%, the same as at securitization. Moody's current shadow rating is Baa3, the same as at securitization. The USX Tower Loan is secured by a 64-story Class A office building containing 2.3 million square feet of rentable space and located in Pittsburgh, Pennsylvania. The property is Pittsburgh's largest and is considered its most desirable office tower. As of November 2006 the building was 81.0% leased, compared to 80.8% at securitization. The two largest tenants are United States Steel Corporation and PNC Bank. Moody's classifies the Pittsburgh CBD office market as Yellow in its fourth quarter 2006 Red-Yellow- GreenTM report. Moody's LTV is 68.8%, compared to 67.9% at securitization. The Toys "R" Us -- MPO Portfolio Loan is secured by 46 retail properties located in three states with structured master leases. The portfolio contains 1.94 million square feet of rentable space. The loan sponsor consists of affiliates of Bain Capital Partners, LLC, Kohlberg Kravis Roberts & Co. and Vornado Realty Trust. Moody's LTV is 79.2%, the same as at securitization. BANCAFE INT'L: $51 Million Pact with RCM Administrator Approved --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York approved a settlement between Bancafe International Bank Ltd. and Refco Capital Markets Ltd., an affiliate of Refco Inc., through its duly appointed plan administrator PricewaterhouseCoopers and Marc S. Kirschner. The settlement (i) reflects a resolution on Bancafe's part to allow the setoff required by a guarantee agreement and (ii) avoids the need for future litigation concerning the Bancafe claims. Bancafe filed in July 2006 Claim No. 10132 for $207,934,213 and Claim No. 10133 for $173,559 against Refco Capital Markets. The Bancafe Claims are premised on certain securities customer account relationships that existed between RCM and Bancafe before RCM's bankruptcy filing. Pursuant to certain account relationships, Bancafe guaranteed certain obligations of an affiliated entity, Vipasa International Investments Corp., under a Guaranty and Transfer Authorization Agreement with RCM. As of RCM's bankruptcy filing, Vipasa owed RCM at least $154,456,433 as a result of its account relationships with RCM, which amount Bancafe guaranteed. Pursuant to an order of the High Court of Barbados, PricewaterhouseCoopers EC Inc. has been appointed as custodian to wind up Bancafe's affairs. PricewaterhouseCoopers has filed a Petition for Recognition of Foreign Main Proceeding in the U.S. Bankruptcy Court for the Southern District of Florida. Following arm's-length negotiations, PricewaterhouseCoopers and Marc S. Kirschner, as duly appointed plan administrator for RCM pursuant to the Dec. 15, 2006, Plan Confirmation order, agreed that: (a) Claim No. 10132 will be allowed as an RCM Securities Customer Claim for $51,535,144, to achieve agreements regarding properly allowable claim amounts and applicable set-offs; (b) Claim No. 10133 will be allowed as an RCM Securities Customer Claim for $173,559; and (c) all other amounts asserted in the Bancafe Claims, whether liquidated, unliquidated, contingent or otherwise, will be disallowed. About Refco Inc. Based in New York, Refco Inc. -- http://www.refco.com/-- is a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London and Singapore. In addition to its futures brokerage activities, Refco is a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco is one of the largest global clearing firms for derivatives. The company and 23 of its affiliates filed for chapter 11 protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Luc A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents the Official Committee of Unsecured Creditors. Refco reported $16.5 billion in assets and $16.8 billion in debts to the Bankruptcy Court on the first day of its chapter 11 cases. The Debtors' Amended Plan was confirmed on Dec. 15, 2006. (Refco Bankruptcy News, Issue No. 56 & 57; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). About Bancafe International Bancafe International Bank Ltd. offered financial services. PricewaterhouseCoopers EC Inc. has been appointed as custodian to wind up Bancafe's affairs, pursuant to an order of the High Court of Barbados. PwC EC, as Bancafe's administrator, filed a chapter 15 petition on Dec. 19, 2006 (Bankr. S.D. Fla. Case No. 06-16712). Gregory S. Grossman, Esq., at Astigarraga Davis Mullins & Grossman, P.A., represents the administrator. PwC EC estimated that Bancafe had $1 million to $10 million in assets and more than $100 million in debts when it filed the chapter 15 petition. BIOTECH RESEARCH: Moody's Rates $235 Mil. Senior Facilities at B1 ----------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to $235 million in first lien senior secured bank credit facilities being entered into by Philosophy Inc. and BioTech Research Laboratories, Inc. as joint and several obligors. Moody's also assigned a B2 corporate family rating to the borrowers' ultimate parent holding company -- Philosophy Acquisition Company, Inc. A $50 million second lien senior secured term loan being entered into by Philosophy Inc. and BioTech will not be rated. Proceeds from the credit facilities combined with new cash equity from The Carlyle Group will be used to fund Carlyle's acquisition of a majority stake and controlling interest in the company. The ratings outlook is stable. Final ratings are subject to review of documentation and receipt of audited financial statements for Dec. 31, 2006. This is a first time rating of the company. Philosophy's B2 rating and stable outlook is constrained by its small scale and highly concentrated customer base, offset to some degree by the company's strong operating momentum, above average profitability and diversified product portfolio within the beauty care segment. While Moody's recognizes Philosophy's unique branding and the potential for significant future revenue growth, the ratings incorporate the high execution risk and potential for increased competition. Moody's also notes that while the company's product portfolio is well diversified, with opportunities for additional category launches, Philosophy's market share in any one category remains quite low. More importantly, Philosophy needs to maintain its distinct product qualities and new product development in order to sustain consumer loyalty, revenue growth and strong profitability metrics. Philosophy's ratings are also driven by its pro forma credit metrics that are consistent with a B2 profile. Pro forma Debt to EBITDA and EBIT to Interest ratios are expected to be approximately 5.0x and 2.2x respectively at closing. While Moody's recognizes the significant amount of equity capital that is included in the pro forma capital structure, net income will likely be breakeven after accounting for sizable interest expense and non-cash amortization of goodwill. Nevertheless, funds from operations will be sufficient to adequately cover required capital expenditures and working capital requirements with the possibility of some modest near-term debt reduction. These ratings were assigned: * Philosophy Acquisition Company, Inc. -- Corporate family rating at B2; -- Probability-of-default rating at B2; * Philosophy, Inc. -- $35 million senior secured revolving credit facility due 2013 at B1, LGD3, 41%; and -- $200 million first lien senior secured term loan due 2014 at B1, LGD3, 41%. Philosophy, Inc. and BioTech Research Laboratories, Inc. are co- borrowers under the first lien senior secured credit facilities. Philosophy Acquisition Company, Inc. is the parent company of Philosophy, Inc. and BioTech Research Laboratories, Inc., headquartered in Phoenix, Arizona. Philosophy was founded in 1996 and develops, manufactures and markets premium personal care products under the Philosophy brand. The company operates in several personal care categories including premium skin care, fragrances, bath & body, and to a lesser extent, color cosmetics. Primary channels of distribution include direct response television and prestige retailers such as Nordstrom and Sephora. C and C PROPERTIES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: C and C Properties Inc. P.O. Box 220 Union, MS 39365 Bankruptcy Case No.: 07-50082 Chapter 11 Petition Date: January 24, 2007 Court: Southern District of Mississippi (Gulfport Division) Judge: Edward Ellington Debtor's Counsel: Jeffrey Kyle Tyree, Esq. Melanie T. Vardaman, Esq. Harris Jernigan & Geno, PPLC P O Box 3380 Ridgeland, MS 39158-3380 Tel: (601) 427-0048 Fax: (601) 427-0050 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor said it has no unsecured creditors. CALPINE CORP: Board Says HCP's Offer Still Superior to Khanjee's ---------------------------------------------------------------- The Board of Trustees of Calpine Commercial Trust, on behalf of Calpine Power Income Fund, has advised unitholders that the unsolicited alternative takeover proposal from Khanjee Power Generation, LLC, an affiliate of Khanjee Holding Inc., was not superior to an offer of $13 in cash per Trust Unit from HCP Acquisition Inc. The Board's determination was based on: * the definition of a superior proposal in an agreement between HCP Acquisition Inc. and the Fund; and * the advice from its financial advisor, BMO Capital Markets, and its legal advisor, Blake Cassels & Graydon LLP. As a result, the Board has reaffirmed its recommendation that unitholders accept the Harbinger offer. The Board's determination followed written clarifications provided by Khanjee to an initial proposal it provided on February 5. The reasons for the Board's determination were: * Khanjee's proposal was subjected to negotiation of a support agreement with the Fund on unspecified terms. As a result, no assurance that a support agreement acceptable to the Fund could be negotiated. As a result, the Khanjee proposal was, an option in favour of Khanjee. * The Khanjee proposal was conditional on having the right to acquire certain assets, comprised of the management agreement and certain partnership units. The insolvent Calpine Canada Power Ltd. currently owns those assets. The right to acquire those assets was awarded to Harbinger by the Alberta Court of Queen's Bench following an auction. Khanjee has applied to the Court to set aside the Court Order and reopen the auction. The Court has previously rejected applications to reopen the auction. * Khanjee did not demonstrate that it had any firm commitment to finance the proposed transaction. Khanjee's financial capacity to complete the transaction was dependent, among other things, on financing from a Luxembourg private company. Information on the financial capacity of such company provided to the Fund by Khanjee was more than one year old. Accordingly, the Board was not assured that Khanjee has sufficient financial capacity to complete the transaction. * Khanjee will not be required to obtain necessary approvals, including regulatory approvals, for its proposal. About Calpine Power Income Fund Calpine Power Income Fund (TSE: CF.UN) -- http://www.calpinepif.com/-- is an unincorporated open-ended trust that invests in electrical power assets. The Fund indirectly owns interests in power generating facilities in British Columbia, Alberta and California. In addition, the Fund owns a participating loan interest in a power plant in Ontario and has made a loan to Calpine Canada Power Ltd. The Fund is managed by Calpine Canada Power Ltd., which is headquartered in Calgary, Alberta. The Fund has 61,742,288 Trust Units outstanding. About Calpine Corp. Based in San Jose, California, Calpine Corp. (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas- fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company previously produced a portion of its fuel consumption requirements from its own natural gas reserves. However, in July 2005, the company sold substantially all of its remaining domestic oil and gas assets to Rosetta Resources Inc. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. Calpine Corp. has until June 20, 2007, to file a plan, and until Aug. 20, 2007, to solicit acceptances to that plan. CATHOLIC CHURCH: Davenport Wants to Hire Three Real Estate Agents ----------------------------------------------------------------- The Diocese of Davenport seeks permission from the Honorable Lee M. Jackwig of the U.S. Bankruptcy Court for the Southern District of Iowa to employ three real estate agents to market three parcels of its surplus real estate, specifically: * Ruhl & Ruhl Realtors, Inc., to sell its duplex located at 2762 Scott St., in Davenport, Iowa; * Mel Foster Co., Inc., to sell a family residential house located at 803 E. 39th St., in Davenport, Iowa; and * Ruhl Commercial Company to sell a 25-acre farm located at 3718 Telegraph Rd., in Davenport, Iowa. Richard A. Davidson, Esq., at Lane & Waterman, LLP, in Davenport, Iowa, relates that since the Diocese's bankruptcy filing, the Diocese has determined that these Properties are no longer necessary and are a burden to the estate. Mr. Davidson says each of the real estate agents is a licensed real estate brokerage located in Davenport. Each Agent will be paid a 7% commission only upon sale of the Properties. If any acceptable offers are received prior to accepting any offers, Davenport will petition the Court for authority to sell the property pursuant to Section 363 of the Bankruptcy Code, and for authority to pay the real estate agents a commission pursuant to the listing agreements, Mr. Davidson adds. Employment of the real estate agents will maximize the value of the Properties and the distribution of assets to the unsecured creditors, Mr. Davidson tell Judge Jackwig. He adds that none of the Agents have any connection with Davenport or its estate and that they are all "disinterested persons." The Diocese of Davenport in Iowa filed for chapter 11 protection (Bankr. S.D. Ia. Case No. 06-02229) on October 10, 2006. Richard A. Davidson, Esq., at Lane & Waterman LLP, represents the Davenport Diocese in its restructuring efforts. Hamid R. Rafatjoo, Esq., and Gillian M. Brown, Esq., of Pachulski Stang Zhiel Young Jones & Weintraub LLP represent the Official Committee of Unsecured Creditors. In its schedules of assets and liabilities, the Davenport Diocese reported $4,492,809 in assets and $1,650,439 in liabilities. (Catholic Church Bankruptcy News, Issue No. 77; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Spokane Wants Claims Figured For Voting Purposes ----------------------------------------------------------------- The Diocese of Spokane asks the U.S. Bankruptcy Court for the Eastern District of Washington to temporarily allow and estimate at one dollar per claim, all tort claims that have not been disallowed, for purposes of voting to accept or reject the Joint Plan of Reorganization filed by Spokane and the other Plan Proponents. The request is expressly limited to temporary allowance because the final allowance, liquidation and distribution will take place as set forth in the Plan, Shaun M. Cross, Esq., at Paine Hamblen Coffin Brooke & Miller LLP, in Spokane, Washington, explains. According to Mr. Cross, there are more than 169 remaining unliquidated claims against the Diocese that will be affected by the estimation. He contends that it would be extremely expensive and time consuming to liquidate the Tort Claims prior to confirmation of the Plan. Plan confirmation could be delayed by as much as six months if Tort Claims are not temporarily allowed and estimated for voting purposes. Moreover, without the temporary allowance, the Plan Proponents will be unable to determine whether holders of Tort Claims have accepted or rejected the Plan. Mr. Cross says Spokane, the Tort Claimants' Committee, the Future Claims Representative and the Association of Parishes have agreed to estimation of claims for voting purposes at $1. Moreover, the Tort Litigants Committee has agreed to recommend the Plan to its constituents and consents to the estimation. The Tort Litigants Committee and the Tort Claimants' Committee have likewise considered the impact of the proposed estimation of $1 per vote on their constituents and the fact that individuals who assert large monetary claims will be impacted by equating their votes with those who may have smaller monetary claims. Both committees support the request based on the cost and time- savings that will be realized by the proposed estimation process. Mr. Cross tells Judge Williams. The Roman Catholic Church of the Diocese of Spokane filed for chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on Dec. 6, 2004. Michael J. Paukert, Esq., at Paine, Hamblen, Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed $11,162,938 in total assets and $81,364,055 in total debts. The Diocese of Spokane, the Tort Claimants Committee, the Future Claims Representative, and the Executive Committee of the Association of Parishes delivered an Amended Plan of Reorganization, and a Disclosure Statement describing that Plan to the Court on Feb. 1, 2007. (Catholic Church Bankruptcy News, Issue No. 77; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Court OKs Kate Pflaumer as Spokane Tort Reviewer ----------------------------------------------------------------- The Honorable Patricia C. Williams of the U.S. Bankruptcy Court for the Eastern District of Washington authorized the Diocese of Spokane, the Official Committee of Tort Claimants, the Future Claims Representative, and the Executive Committee of the Association of Parishes -- proponents to the Joint Plan of Reorganization -- and the Official Committee of Tort Litigants to employ Kate Pflaumer as Tort Claim Reviewer under the Plan. Judge Williams declares that Kate Pflaumer and her paralegal or clerical employees are "authorized persons," and are permitted to (i) know the identity of confidential claimants, and (ii) review the confidential proofs of claim for sexual abuse. As reported in the Troubled Company Reporter on Feb. 1, 2007, the significance of the role of the TCR is demonstrated by: 1. Proof of Abuse -- The TCR receives all records and documents produced by the Tort Claimant, and has all the rights and powers of the Diocese to take Discovery. It is within the sole discretion of the TCR to assess the credibility and competency of the evidences in order to promote justice. 2. Determinations by TCR and Requests for Reconsideration -- The TCR's determination of the Tort Claim is deemed final, unless the Tort Claimant makes a timely request for reconsideration. Consequently, the TCR's determination of the request for consideration will be deemed final and not subject to appeal. The other responsibilities of the TCR include: (a) Determining the allowance of the Tort Claim, pursuant to either the Convenience Process, the Compromise Process, or the Matrix Process; (b) Estimating the aggregate amount of the Matrix Tort Claims, the Litigation Tort Claims, and Non-Releasing Litigation Tort Claims; and establishing the Matrix Fund, the Litigation Fund, and the Non-Releasing Litigation Fund; (c) Taking sworn oral statements from certain Class 7 Tort Claimants regarding the abuse suffered by the claimants; and (d) Reviewing and analyzing the confidential Proofs of Claim for sexual abuse records, and gaining further understanding of the nature and scope of sexual abuse in the Catholic Church in general, and in the Diocese of Spokane in particular. In exchange for her services, Ms. Pflaumer will be paid an hourly rate of $300. She will also be paid an hourly rate of $150 for travel time. Ms. Pflaumer will rent an office space in Spokane, Wash., and at her discretion, employ a legal secretary or legal assistant to be compensated timely by the Diocese. An office for the TCR in the Spokane area and a legal assistant located there are essential to the efficient administration of the TCR's duties. Moreover, these and similar overhead items are case- and function-specific and are not ordinary "overhead." These items are compensable in full as part of the TCR's professional fees. Ms. Pflaumer will make periodic applications for compensation and cost reimbursement to be paid by the Bankruptcy Estate, except for her rent and salary for her secretary or assistant, which will be paid promptly and directly by the Diocese. The payments by the Diocese or the Bankruptcy Estate will apply against the Diocese's Note as provided in the Plan. Post-confirmation, her fees, costs and expenses will be treated as part of the fees and expenses of the Plan; paid by the Plan Trust; and must be submitted to the Bankruptcy Court for approval. The Plan Proponents and the Tort Litigants' Committee assured the Court that Ms. Pflaumer is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The Roman Catholic Church of the Diocese of Spokane filed for chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on Dec. 6, 2004. Michael J. Paukert, Esq., at Paine, Hamblen, Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed $11,162,938 in total assets and $81,364,055 in total debts. The Diocese of Spokane, the Tort Claimants Committee, the Future Claims Representative, and the Executive Committee of the Association of Parishes delivered an Amended Plan of Reorganization, and a Disclosure Statement describing that Plan to the Court on Feb. 1, 2007. (Catholic Church Bankruptcy News, Issue No. 77; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CELESTICA INC: Yourman Represents Shareholders in Class Suit ------------------------------------------------------------ Celestica Inc.'s shareholders who purchased or acquired the securities of the company during the period July 27, 2006, through Dec. 12,2006, were represented by Yourman Alexander & Parekh LLP, in filing lawsuits seeking class action status against the company. The lawsuits allege, in part, that the company and certain of its officers and directors violated federal securities laws by issuing statements, concerning the company's financial performance and future prospects, that were materially false and misleading when made. It was further alleged that when making these statements, the company failed to disclose and misrepresented the fact that the company was experiencing declining demand in its Mexican operations and in its Information Technology and Communications market segments, and therefore had no reasonable basis to project adjusted earnings per share ranging from $0.12 to $0.20. The shareholders said the lawsuits were pending in the United States District Court for the Southern District of New York. The shareholders disclosed that the shares of Celestica declined when this undisclosed information became public. About Celestica Inc. Headquartered in Toronto, Canada, Celestica, Inc. (NYSE: CLS) -- http://www.celestica.com/-- is a global provider of electronics manufacturing services to original equipment manufacturers in the information technology and communications industry. For the year ended December 2006, the company generated adjusted EBITDA totaling $274 million from $8.8 billion in net sales. * * * Celestica Inc.'s 7-5/8% Senior Subordinated Notes due 2013 carry Moody's Investors Service's 'B2' rating, Fitch's 'B+' rating and Standard & Poor's 'B' rating. CELLSTAR CORP: Earns $4.8 Million in Fiscal Year Ended November 30 ------------------------------------------------------------------ Cellstar Corp. reported $4.8 million of net income on $943.1 million of revenues for the fiscal year ended Nov. 30, 2006, compared with a $24.6 million net loss on $987.7 million of revenues for the year ended Nov. 30, 2005. Revenues decreased $44.6 million in fiscal 2006, primarily due to a decrease of $54.1 million in North American Region revenues predominantly due to a decrease in the company's insurance replacement business of $73.3 million as a result of the loss of the majority of the lock/line LLC business in April 2006, as well as a decrease of $10.8 million in the indirect channel business, partially offset by an increase of $21.8 million in the region's regional carrier group business. Gross profit increased $15.1 million from $50.3 million in 2005 to $65.4 million in 2006. Gross profit as a percentage of revenues was 6.9% in 2006, compared to 5.1% in 2005. Selling, general and administrative expenses decreased from $51.2 million in 2005 to $50.5 million in 2006. In fiscal 2006, there was a reduction in payroll and benefits of $1.1 million in the North American and Corporate segments combined as the company continued to align overhead expenses with the remaining operations. The company recognized a gain of $566,000 related to the redemption of $10.5 million of senior notes at a 1 percent discount on Sept. 7, 2006, which also includes the reversal of interest previously accrued. The company recognized a $2.4 million expense, absent in fiscal 2005, associated with the Comunicacion Inalambrica Inteligente S.A. de C.V. (CII) joint venture in the company's Mexico operations. The company had an income tax expense of $2.8 million in 2006 compared to $845,000 of expense in 2005. The company recorded a $585,000 income from discontinued operations of the company's Asia-Pacific region in fiscal 2006 compared to a $17.3 million loss in fiscal 2005. In 2005, the company sold its operations in the PRC, Hong Kong and Taiwan, completing its exit of the Asia-Pacific Region. At Nov. 30, 2006, the company's balance sheet showed $236 million in total assets, $219.2 million in total liabilities, and $16.8 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Nov. 30, 2006, are available for free at http://researcharchives.com/t/s?1a1d At Nov. 30, 2006, the company had $28.6 million in cash and cash equivalents, compared to $10.7 million at Nov. 30, 2005. The increase in cash and cash equivalents at Nov. 30, 2006, was due to $15.6 million net cash provided by operating activities in fiscal 2006. About CellStar Corp. Coppell, Texas-based CellStar Corp. (OTC Pink Sheets: CLST) -- http://www.cellstar.com/-- is a distributor of wireless products and provider of distribution and value-added logistics services to the wireless communications industry, serving network operators, agents, resellers, dealers, and retailers with operations in the North American and Latin American Regions. * * * CellStar Corp. carries Moody's Investors Service's Ca Subordinated Debt rating. CENTURY ALUMINUM: Posts $119.1 Million Net Loss in 4th Qtr. 2006 ---------------------------------------------------------------- Century Aluminum Company reported a net loss of $119.1 million for the fourth quarter of 2006. Reported fourth quarter results were impacted by a net after-tax charge of $174.3 million for mark-to- market adjustments on forward contracts that do not qualify for cash flow hedge accounting and by a gain on the sale of surplus land. The dilutive effect of the convertible notes, options and performance shares would reduce Basic EPS by $0.06 per share. For the fourth quarter of 2005, the company reported a net loss of $148.7 million. Reported results for this quarter were impacted by an after-tax charge of $164.6 million for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting. The dilutive effect of the options and performance shares would reduce Basic EPS by $0.01 per share. Recent highlights include: * 2006 was a record year for primary aluminum shipments (up 10 percent over 2005), net sales (up 38 percent), operating income (up 144 percent) and net cash provided by operations (up 37 percent). * The expansion of the Grundartangi, Iceland plant to 220,000 tonnes was completed in December, on schedule and on budget. * The further expansion of Grundartangi to 260,000 tonnes is proceeding on schedule and on budget. * Hawesville achieved record production and safety results in 2006. * Ravenswood, which was impacted by a labor-related potline shutdown in August, is now operating normally. * The company continues to make progress on the Helguvik greenfield project. For 2006, Century reported a net loss of $41.0. Total year results include a net after-tax charge of $241.7 million ($7.46 per basic share) for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting and by a gain on the sale of surplus land. The dilutive effect of the convertible notes, options and performance shares would reduce Basic EPS by $0.17 per share. For 2005, the company reported a net loss of $116.3 million. Reported results for this year were impacted by an after-tax charge of $198.2 million for mark-to-market adjustments on forward contracts that do not qualify for cash flow hedge accounting. The dilutive effect of the options and performance shares would reduce Basic EPS by $0.01 per share. Sales for the fourth quarter of 2006 were $424.4 million compared with $292.9 million for the fourth quarter of 2005. Shipments of primary aluminum for the 2006 fourth quarter were 181,675 tonnes, compared with 156,015 tonnes shipped in the year-ago quarter. Sales for 2006 were $1.6 billion compared with $1.1 billion for 2005, and total 2006 primary aluminum shipments of 679,939 tonnes compared with 615,842 tonnes shipped in 2005. "In a year of robust commodity markets, we achieved important milestones and posted record results," said President And Chief Executive Officer Logan W. Kruger. "We concluded labor contracts with the United Steelworkers at both of our operated U.S. smelters. The innovative agreement with the power provider at Ravenswood provides for shared gains at today's metal prices and an acceptable rate during lower market environments. Hawesville achieved the highest production in the plant's 36-year history. "At Nordural, we completed a major brownfield expansion from 90,000 to 220,000 tonnes on schedule and budget. We secured the energy required to accelerate a further expansion to 260,000 tonnes from late 2008 to the fourth quarter of 2007; this project also remains on schedule and on budget. We achieved a significant milestone for our Helguvik greenfield venture when we signed a memorandum of understanding with Iceland's two major geothermal power providers to purchase electrical energy for the project. "I am pleased with the performance of the entire Century team. We enter 2007 as a larger and more competitive company, well positioned for further profitable growth." About Century Aluminum Company Headquartered in Monterey, California, Century Aluminum Company (NASDAQ:CENX) -- http://www.centuryca.com/-- owns and operates a 244,000 mtpy plant at Hawesville, Kentucky; a 170,000 mtpy plant at Ravenswood, West Virginia; and a 90,000 mtpy plant at Grundartangi, Iceland. The company also owns a 49.67% interest in a 222,000 mtpy reduction plant at Mt. Holly, South Carolina. ALCOA Inc. owns the remainder of the plant and is the operating partner. Century also holds a 50% share of the 1.25 million mtpy Gramercy Alumina refinery in Gramercy, Louisiana and related bauxite assets in Jamaica. * * * As reported in the Troubled Company Reporter on Oct. 18, 2006, Moody's Investors Service confirmed its Ba3 Corporate Family Rating for Century Aluminum Company. CHARTER COMM: Taps J.P. Morgan, et al. to Expand $6.85BB Facility ----------------------------------------------------------------- Charter Communications Inc. has engaged J.P. Morgan Securities Inc., Banc of America Securities LLC, and Citigroup Global Markets Inc. to arrange and syndicate a refinancing and expansion of the existing $6.85 billion senior secured credit facilities of its subsidiary, Charter Communications Operating, LLC. The proposed transaction included: * a new $8.05 billion Senior Secured Credit Facilities, consisting of a $1.5 billion Revolving Credit Facility; * a $1 billion New Term Facility; * a $5 billion Refinancing Term Loan; and * a $550 million Second Lien Term Loan. Charter would use a portion of the additional proceeds from the Transaction to redeem up to $550 million floating rate notes due 2010 issued by CCO Holdings, LLC and up to $187 million 8.625% senior notes due 2009 issued by Charter Communications Holdings, LLC. Charter would benefit from extended debt maturities and improved liquidity, subjected to market conditions. Charter expected that the transaction would be completed within the next few weeks. About Charter Communications Headquartered in St. Louis, Missouri, Charter Communications Inc. (NASDAQ:CHTR) -- http://www.charter.com/-- is a broadband communications company and a publicly traded cable operator in the United States. Charter provides advanced broadband services, including Charter Digital(R) video entertainment programming, Charter High-Speed(TM) Internet access service, and Charter Telephone(TM) services. Charter Business(TM)provides scalable, tailored and cost-effective broadband communications solutions such as business-to-business Internet access, data networking, video and music entertainment services and business telephone. Charter's advertising sales and production services are sold under the Charter Media(R) brand. * * * As reported in the Troubled Company Reporter on Feb. 15, 2007, Standard & Poor's Ratings Services placed its ratings on St. Louis, Missouri-based cable television provider, Charter Communications Inc. and its subsidiary Charter Communications Holdings LLC, including the 'CCC+' corporate credit ratings, on CreditWatch with positive implications. CHASE MORTGAGE: Fitch Affirms Low-B Ratings on 10 Cert. Classes --------------------------------------------------------------- Fitch Ratings has affirmed these Chase Mortgage Finance Trust transactions: Series 2005-A1 -- Class A at 'AAA'; -- Class M at 'AA'; -- Class B-1 at 'A'; -- Class B-2 at 'BBB'; -- Class B-3 at 'BB'; -- Class B-4 at 'B'. Series 2005-A2 -- Class A at 'AAA'; -- Class M at 'AA'; -- Class B-1 at 'A'; -- Class B-2 at 'BBB'; -- Class B-3 at 'BB'; -- Class B-4 at 'B'. Series 2005-S1 -- Class A at 'AAA'; -- Class M at 'AA'; -- Class B-1 at 'A'; -- Class B-2 at 'BBB'; -- Class B-3 at 'BB'; -- Class B-4 at 'B'. Series 2005-S2 -- Class A at 'AAA'; -- Class M at 'AA'; -- Class B-1 at 'A'; -- Class B-2 at 'BBB'; -- Class B-3 at 'BB'; -- Class B-4 at 'B'. Series 2005-S3 -- Class A at 'AAA'; -- Class M at 'AA'; -- Class B-1 at 'A'; -- Class B-2 at 'BBB'; -- Class B-3 at 'BB'; -- Class B-4 at 'B'. The affirmations, affecting approximately $4.6 billion of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. In addition, all of the above transactions have experienced growth in CE and have suffered no losses to date. The collateral for the above transaction consists of 15-year and 30-year mortgage loans extended to prime borrowers and secured by first liens on one- to four-family residential properties. In addition, the loans underlying the 'A' series transactions are adjustable-rate and the loans underlying the 'S' series transactions are fixed-rate. The loans were originated or acquired by Chase Manhattan Mortgage Corporation and are serviced by Chase Home Finance, LLC, which is rated 'RPS1' by Fitch. As of the January 2007 distribution date, the pool factors range from 84% to 92%. In addition, the transactions are seasoned from 13 months to 21 months. CHATTEM INC: Earns $45.1 Million in Year Ended Nov. 30, 2006 ------------------------------------------------------------ Chattem Inc. reported $45.1 million of net income on $300.5 million of revenues for the year ended Nov. 30, 2006, compared with $36 million of net income on $279.3 million of revenues for the year ended Nov. 30, 2005. Total revenues increased 11% over the prior year excluding sales of pHisoderm(R), which was divested in November 2005. Revenue growth for fiscal year 2006 was led by Gold Bond, Dexatrim, Selsun, BullFrog and Pamprin along with the new product launch of Icy Hot Pro-Therapy. Net income for the fourth quarter of fiscal 2006 was $4.9 million, compared to $2.4 million in the prior year quarter. In the fourth quarter of fiscal 2006, the company recorded a reserve for Icy Hot Pro-Therapy retail and in-house inventory exposure totaling $5.3 million which resulted in negative sales for the brand and higher costs of sales during the fiscal fourth quarter of 2006. Total revenues for the fourth quarter of fiscal 2006 were $65.1 million, compared to total revenues of $63.9 million in the prior year quarter, representing a 2% increase. Revenue growth for the quarter was driven by the continued strength of the Gold Bond, Dexatrim, BullFrog and Pamprin businesses offset by a reduction in sales of Icy Hot Pro-Therapy resulting from a reserve for retail returns recorded in the fourth quarter. Financial Highlights Gross margin for fiscal 2006 was 68.7%, compared to 71.4% during fiscal 2005 largely attributable to the launch of Icy Hot Pro- Therapy, which has lower gross margins than the company's other products. Advertising and promotion expense was 32% for fiscal 2006 compared to 27.5% during fiscal 2005, due primarily to increased spending to support the company's new product introductions. Selling, general and administrative expenses decreased to 15.6% during fiscal 2006 compared to 16.9% during fiscal 2005 reflecting lower restricted stock and variable compensation expense, offset by share-based payment expense under SFAS 123R. During fiscal 2006, the company repurchased 1.2 million shares at an average cost of $33.57 per share, or $39.3 million in the aggregate. The company completed a private offering of $125 million 2% Convertible Senior Notes, the proceeds of which were used to fund in part the acquisition of brands from Johnson & Johnson. The company successfully resolved its Dexatrim PPA litigation and recovered $19.3 million, net of legal expenses. "From a capital structure perspective, we completed a $125 million convertible debt offering on very attractive terms and repurchased, during the first nine months of the fiscal year, 1.2 million shares of our common stock at an average price of $33.57 per share. Also, the Dexatrim(R) PPA litigation was brought to closure with the receipt of $19.3 million before taxes, or about $0.65 per share. "Operationally, Chattem experienced a very good year with solid growth in sales led by strong performances from Gold Bond(R), Dexatrim, BullFrog(R), Pamprin(R) and Selsun(R), the latter in spite of unprecedented competitive pressures from Head & Shoulders(R). "Somewhat offsetting these positive events was the launch of Icy Hot(R) Pro-Therapy(TM) which, while contributing to sales growth, experienced disappointing overall performance resulting in a direct operating loss of about $0.20 and $0.40 per share in the fourth quarter and fiscal year, respectively, for the brand. Looking ahead to fiscal 2007, we anticipate another excellent year with continued impressive performance of the base business, smooth integration of the acquired brands and management of Icy Hot Pro- Therapy at about break-even levels." At Nov. 30, 2006, the company's balance sheet showed $415.3 million in total assets, $279.7 million in total liabilities, and $135.6 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Nov. 30, 2006, are available for free at http://researcharchives.com/t/s?1a1c Acquisition of Brands On Jan. 2, 2007, the company completed the closing of the previously announced agreement to acquire the U.S. rights to five leading consumer and over-the-counter brands from Johnson & Johnson for $410 million. The acquired brands include ACT(R), an anti-cavity mouthwash/mouth rinse; Cortizone, a hydrocortisone anti-itch product; Unisom(R), an OTC sleep aid; Kaopectate(R), an anti-diarrhea product; and Balmex(R), a diaper rash product. The acquisition was funded in part with the proceeds from a new $300 million term loan arranged and led by Bank of America pursuant to a Fifth Amendment to and restatement of the company's Credit Agreement, with the remaining funds principally provided through the use of a portion of the proceeds derived from the company's previously announced sale of $125 million 2% Convertible Senior Notes due 2013. "The company completed another outstanding year in fiscal 2006, highlighted by several key events. Most significantly, we reached an agreement to acquire five major brands from Johnson & Johnson, a transaction which subsequently closed on Jan. 2, 2007," said Chief Executive Officer Zan Guerry. About Chattem Chattem Inc. (NASDAQ: CHTT) -- http://www.chattem.com/-- is a leading marketer and manufacturer of a broad portfolio of branded over the counter healthcare products, toiletries and dietary supplements. The company's portfolio of products includes well- recognized brands such as Icy Hot(R), Gold Bond(R), Selsun Blue(R), ACT(R), Cortizone and Unisom(R). Chattem conducts a portion of its global business through subsidiaries in the United Kingdom, Ireland and Canada. * * * As reported in the Troubled Company Reporter on Dec. 5, 2006, Moody's Investors Service affirmed the Ba3 corporate family rating of Chattem Inc. and lowered the senior subordinated rating to B2 from B1. Moody's said the outlook is stable. CIFC FUNDING: S&P Rates $17 Million Class B-2L Certificates at BB ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary ratings to CIFC Funding 2007-1 Ltd./CIFC Funding 2007-1 LLC's $374 million floating-rate notes due 2021. The preliminary ratings are based on information as of Feb. 20, 2007. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect: -- The credit enhancement provided to each class of notes through the subordination of cash flows to the more junior classes and income notes; -- The transaction's cash flow structure, which was subjected to various stresses requested by Standard & Poor's; -- The experience of the portfolio manager; and -- The legal structure of the transaction, including the bankruptcy remoteness of the issuer. Preliminary Ratings Assigned CIFC Funding 2007-1 Ltd. CIFC Funding 2007-1 LLC Class Rating Amount ----- ------ ------------ A-1L AAA $100,000,000 A-1LAt AAA $77,800,000 A-1LAr* AAA $75,000,000 A-1LB AAA $38,200,000 A-2L AA $24,000,000 A-3L A $25,000,000 B-1L BBB $17,000,000 B-2L BB $17,000,000 Income notes NR $34,725,000 * Variable-funding note. NR - Not rated. COHR HOLDINGS: Moody's Assigns B2 Corporate Family Rating --------------------------------------------------------- Moody's assigned a B1 rating to the proposed first lien credit facilities and a B2 Corporate Family Rating to Cohr Holdings, Inc., dba Masterplan. Proceeds from the proposed facilities will be used to purchase the equity of Masterplan from the former sponsor group, repay existing long-term indebtedness and pay transaction fees and expenses. The assignment of a Corporate Family Rating of B2 primarily reflects the following factors: 1) weak financial metrics: primarily high leverage and modest free cash flow; 2) significant customer concentration which is somewhat offset by the existence of long-term contracts and a high customer retention rate; and 3) Masterplan's positioning as a very small player in the highly competitive market for diagnostic imaging and biomedical equipment maintenance and repair services. Other factors that serve to depress the rating are the capitated nature of the company contracts and its reliance on technology to effectively manage its highly dispersed network of technicians. The impact of the above negative factors is lessened by the quality of the company's client relationships, the cash flow stability afforded by the company's contracts, the lack of direct government reimbursement risk and the minimal capital expenditure and working capital requirements inherent in the company's business model. The stable outlook anticipates that Masterplan will endeavor to reduce customer concentration as it adds new contract wins while continuing to retain existing customer relationships. Moody's also expects that the company will take a measured approach to acquisitions within its existing industry space and that such acquisitions will be immediately accretive to cash flow. These are the rating actions: -- $20 million revolving credit facility, due 2013, B1, LGD3, 35% -- $130 million senior secured term loan B1, due 2013, B1, LGD3, 35% -- Corporate Family Rating, B2 -- Probability of Default Rating, B2 Masterplan is the leading independent service organization in the diagnostic imaging and biomedical equipment maintenance and repair services industry. The company maintains technicians in both equipment modalities at over 300 separate facilities across 32 states. COINMACH SERVICE: Earns $860,000 in Third Quarter 2007 ------------------------------------------------------ Coinmach Service Corp. earned $860,000 of net income on $140,971,000 of revenues for the three months ended Dec. 31, 2006, compared to a $2,666,000 net loss on $138,744,000 of revenues for the three months ended Dec. 31, 2005. The company's balance sheet at Dec. 31, 2006, showed total assets of $894,792,000, total liabilities of $786,912,000, and total stockholders' equity of $107,880,000. The company's December 31 balance sheet also showed strained liquidity with $68,284,000 in total current assets available to pay $84,482,000 in total current liabilities. Commenting on the results, Stephen Kerrigan, the company's chairman and chief executive officer, said, "[s]everal factors have contributed to the continuing overall improvement in financial results. In the route operations, same store sales continue to improve due to ongoing occupancy rate improvements coupled with pricing strategies implemented throughout the company's diverse operating regions. Additionally, the acquisition of American Sales Inc. in April 2006 is contributing to the improved financial performance. Appliance Warehouse, our rental equipment division, continues to grow, generating record quarterly revenues and EBITDA. Finally, we have improved the margins of our distribution business, Super Laundry, which reflect the restructuring efforts implemented this past year." "Given the company's financial performance for the nine months ended Dec. 31, 2006, we are optimistic that during the remainder of the 2007 fiscal year, we will continue to build upon the financial improvements reported to date. In that regard, we intend to continue the emphasis on pricing strategies to drive same store sales improvements. Additionally, we anticipate that the integration and resulting expansion of ASI will contribute to the improved financial results as the college and university bidding season approaches in early fiscal 2008. Finally, we expect to expand Appliance Warehouse in coming months into two new operating regions which should enhance growth in revenues and cash flow at our rental operations," Mr. Kerrigan added. The company's revenue increased by approximately $2.3 million, or 2%, for the three-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. Revenue increased by approximately $11.7 million, or 3%, for the nine-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. Route revenue for the three months ended Dec. 31, 2006, increased by approximately $3.3 million, or 3%, over the prior year's corresponding period. Route revenue for the nine months ended Dec. 31, 2006, increased by approximately $10.7 million, or 3%, over the prior year's corresponding period. The increase was primarily due to an improvement in same store sales driven by the company's pricing strategies and the general recovery in occupancy rates throughout the company's operating regions, as well as additional revenue generated from the American Sales Inc. acquisition. The company acquired American Sales Inc. on April 3, 2006, for a purchase price of $15.0 million. ASI was a laundry service provider to colleges and universities in the mid-west. Rental revenue for the three months ended Dec. 31, 2006, increased by approximately $0.4 million, or 4%, over the prior year's corresponding period. Rental revenue for the nine months ended December 31, 2006 increased by approximately $2.1 million, or 8%, over the prior year's corresponding period. The increase was primarily the result of the company's continuing internal growth of the machine base in existing areas of operations during the current and prior years, as well as the result of a "tuck-in" acquisition during the prior year. Distribution revenue for the three months ended Dec. 31, 2006, decreased by approximately $1.4 million, or 19%, over the prior year's corresponding period as compared to the prior year's corresponding period. Distribution revenue for the nine months ended Dec. 31, 2006, decreased by approximately $1.1 million, or 6%, from the prior year's corresponding period. The decrease was primarily due to decreased equipment sales. Sales from the distribution business unit are sensitive to general market and economic conditions. General and administrative expenses decreased by approximately $0.5 million for the three-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. General and administrative expenses increased by less than $0.1 million for the nine-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. The decrease in general and administrative expenses was primarily due to the timing of employee benefit costs, professional fees, audit and legal fees associated with being a public company, as well as costs related to continued procedures in order to comply with the Sarbanes-Oxley Act of 2002. As a percentage of revenues, general and administrative expenses were approximately 2% for the three-month and the nine-month periods ended Dec. 31, 2006, and Dec. 31, 2005. Depreciation and amortization expense decreased by approximately $0.2 million, or less than 1%, for the three-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. Depreciation and amortization expense decreased by approximately $1.0 million, or 2%, for the nine-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. The decrease in depreciation and amortization expense was primarily due to a reduction in depreciation expense relating to reduced capital expenditures made in prior years. Amortization of advance location payments decreased by approximately $0.1 million, or 2%, for the three-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. Amortization of advance location payments increased by approximately $0.5 million, or 4%, for the nine-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. The increase in amortization expense for the nine-month period is primarily due to the timing of leases signed or renewed, as such related advance location payments are capitalized and amortized over the life of the applicable leases. Amortization of intangibles increased by less than $0.1 million, or 1%, for the three-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. Amortization of intangibles increased by approximately $0.2 million, or 2%, for the nine-month period ended Dec. 31, 2006, as compared to the prior year's corresponding period. The increase was primarily due to additional amortization expense relating to the acquisitions. Full-text copies of the company's financial statements for the quarter ended Dec. 31, 2006, are available for free at: http://researcharchives.com/t/s?1a19 About Coinmach Service Corp. Based in Plainview, New York, Coinmach Service Corp. provides outsourced laundry equipment services for multifamily housing properties in North America. * * * As reported in the Troubled Company Reporter on Dec. 7, 2006, Standard & Poor's Ratings Services revised its outlook on Plainview, New York-based Coinmach Service Corp. to negative from stable. At the same time, existing ratings on CSC, including its 'B' corporate credit rating, were affirmed. DAYTON SUPERIOR: Dec. 31 Balance Sheet Upside-Down by $101 Million ------------------------------------------------------------------ Dayton Superior Corp. reported a fourth quarter net loss of $10 million and a full year net loss of $18 million. Fourth quarter 2006 sales totaled a record $116 million, up 14% over the fourth quarter of 2005. Product sales were $88 million, an increase of 5% from the fourth quarter of 2005. Rental revenue of $18 million increased 36% from $14 million in the fourth quarter of 2005 - the result of an improving rental market. Used rental equipment sales more than doubled to $10 million over the fourth quarter of 2005 due to higher customer demand. Used rental equipment sales may vary significantly from quarter to quarter. The company reported a net loss of $10 million for the fourth quarter of 2006, as compared to $88 million for the fourth quarter of 2005. The fourth quarter of 2005 included a $64 million impairment of goodwill that did not recur in 2006. 2006 full year sales were $479 million, up $60 million, or 14%, from 2005. Product sales were $388 million, an increase of $35 million, or 10%, from 2005. Unit volume was higher due to improving markets, and higher sales prices also contributed to the increase in product sales. Rental revenue of $63 million for 2006 increased 27% from $49 million in 2005 due to an improving rental market. Used rental equipment sales increased to $28 million for 2006 from $17 million in 2005 due to customer demand. The company reported a net loss of $18 million for 2006, compared to $115 million in 2005. At Dec. 31, 2006, the company's balance sheet showed total assets of $321,635,000 and total liabilities of $423,179,000, resulting in a shareholders' deficit of $101,544,000. Public Offering In December 2006, the company successfully completed an initial public offering and raised $87 million in net proceeds. Eric R. Zimmerman, Dayton Superior's President and Chief Executive Officer said, "2006 was a year of substantial and positive change for Dayton Superior. Our markets improved as did our execution. The combined result was significantly improved financial performance allowing the successful IPO in December 2006. We still have much work to do, but our 2006 performance places a solid foundation under our continuous improvement plans. Current weather challenges aside, as we look through 2007, we are encouraged by the momentum in the non-residential building markets and look forward to regularly appraising our shareholders of our progress." About Dayton Superior Dayton Superior Corporation -- http://www.daytonsuperior.com/-- (NASDAQ:DSUP) provides specialized products consumed in non- residential, concrete construction, and is the largest concrete forming and shoring rental company serving the domestic, non- residential construction market. The company's products can be found on construction sites nationwide and are used in non- residential construction projects, including: infrastructure projects, such as highways, bridges, airports, power plants and water management projects; institutional projects, such as schools, stadiums, hospitals and government buildings; and commercial projects, such as retail stores, offices and recreational, distribution and manufacturing facilities. DERRICK PATTERSON: Case Summary & 15 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Derrick L. Patterson 153 Hermer Circle Atlanta, GA 30311 Bankruptcy Case No.: 07-61961 Chapter 11 Petition Date: February 5, 2007 Court: Northern District of Georgia (Atlanta) Judge: Margaret Murphy Debtor's Counsel: Diana McDonald, Esq. Diana McDonald, LLC Suite C - George Towne Creek 2800 Peachtree Industrial Boulevard Duluth, GA 30097 Tel: (678) 542-2255 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 15 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Home Depot Credit Services $10,000 Processing Center Des Moines, IA 50364 Atlanta Water $10,000 55 Trinity Avenue Atlanta, GA 30335-0330 Chase $16,854 P.O. Box 15153 Wilmington, DE 19886-5650 Citi Cards $8,101 Georgia Power Payments $7,000 Capital One $7,431 Discover $6,146 Bank of America $5,000 Gas South $4,000 Georgia Natural Gas $4,000 Bellsouth Pro Center $1,300 Dekalb Water $500 Creative Loafing Newspaper $250 Clayton County Water Authority $200 JC Penny Credit Services $50 Customer Service EAGLE INSURANCE: New Jersey Superior Court Approves Rehabilitation ------------------------------------------------------------------ The Superior Court of New Jersey granted the application of Steven H. Goldman, the Commissioner of the Department of Banking and Insurance, for the rehabilitation of Eagle Insurance Company and its subsidiaries. The Court's ensuing order for rehabilitation appointed Mr. Goldman as rehabilitator of Eagle. A copy of the Order of Rehabilitation is available for public inspection during regular business hours at these locations: a) Eagle Insurance Company 999 Stewart Avenue Bethpage, NY 11714 b) New Jersey Department of Banking and Insurance Office of the Solvency Regulation 8th Floor 20 West State Street Trenton, NJ 08625 c) Superior Court of New Jersey Mercer County, Chancery Division General Equity Part 5th Floor 210 South Broad Street Trenton, NJ 08650 Headquartered in Bethpage, New York, Eagle Insurance Company is a subsidiary of Robert Plan Corp., a provider of insurance products and services to individuals, businesses, and the insurance industry. EARTHSHELL CORP: Section 341(a) Meeting Scheduled on February 27 ---------------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of EarthShell(R) Corp.'s creditors at 10:00 a.m., on Feb. 27, 2007, at Room 2112, 2nd Floor, J. Caleb Boggs Federal Building, in Wilmington, Delaware. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code 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 Lutherville, Maryland, EarthShell(R) Corporation (OTCBB: ERTH) -- http://www.earthshell.com/-- is a technology company and innovator of a revolutionary development in food service packaging. The company makes fast-food packaging from biodegradable materials like limestone and food starch. The company filed for chapter 11 protection on Jan. 19, 2007 (Bankr. D. Del. Case No. 07-10086). Derek C. Abbott, Esq., at Morris, Nichols, Arsht & Tunnell, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $16,173 and total debts of $11,865,460. The Debtor's exclusive period to file a chapter 11 reorganization plan expires on May 19, 2007. Asset Sale The Court authorized the Debtor to sell its assets at an auction set for March 26, 2007. Bids must be submitted by March 23, 2007, with a $300,000 good faith deposit. Earthshell Acquisition Corp., an affiliate of ReNewable Products, Inc., is the stalking horse bidder. EARTHSHELL CORP: U.S. Trustee Appoints Three-Member Official Panel ------------------------------------------------------------------ The U.S. Trustee for Region 3, appointed three creditors to serve on an Official Committee of Unsecured Creditors in EarthShell(R) Corp.'s Chapter 11 case. The Creditors Committee consists of: 1. Richard M. DiPasquale 722 Ridgemont Circle Escondido, CA 92027 Tel: (858) 231-0339 Fax: (858) 271-5043 2. Huhtamaki Oyj Lansituulentie 7 FIN-02100 Espoo, Finland Tel: 358-(0)10-686-7000 Fax: 358-(0)10 686-7992 Attn: Annina Bergstrom 3. Alcalde & Fay 2111 Wilson Boulevard, 8th Floor Arlington, VA 22201 Tel: (703) 841-0626 Fax: (703) 243-2874 Attn: Kevin Fay Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Headquartered in Lutherville, Maryland, EarthShell(R) Corporation (OTCBB: ERTH) -- http://www.earthshell.com/-- is a technology company and innovator of a revolutionary development in food service packaging. The company makes fast-food packaging from biodegradable materials like limestone and food starch. The company filed for chapter 11 protection on Jan. 19, 2007 (Bankr. D. Del. Case No. 07-10086). Derek C. Abbott, Esq., at Morris, Nichols, Arsht & Tunnell, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $16,173 and total debts of $11,865,460. The Debtor's exclusive period to file a chapter 11 reorganization plan expires on May 19, 2007. Asset Sale The Court authorized the Debtor to sell its assets at an auction set for March 26, 2007. Bids must be submitted by March 23, 2007, with a $300,000 good faith deposit. Earthshell Acquisition Corp., an affiliate of ReNewable Products, Inc., is the stalking horse bidder. EARTHSHELL CORP: Official Committee Taps Arent Fox as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in EarthShell(R) Corp.'s chapter 11 case asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain Arent Fox LLP as its bankruptcy counsel. Arent Fox will: (a) assist, advise and represent the Committee in its consultation with the Debtor relative to the administration of this chapter 11 case; (b) assist, advise and represent the Committee in analyzing the Debtor's assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales or dispositions; (c) attend meetings and negotiate with the representatives of the Debtor and secured creditors; (d) assist and advise the Committee in its examination and analysis of the conduct of the Debtor's affairs; (e) assist the Committee in the review, analysis and negotiation of any plans of reorganization that may be filed and to assist the Committee in the review, analysis and negotiation of the disclosure statement accompanying any plan of reorganization; (f) assist the Committee in the review, analysis, and negotiation of any financing or funding agreements; (g) to take all necessary action to protect and preserve the interests of the Committee, including, without limitation, the prosecution of actions on its behalf, negotiations concerning all litigation in which the Debtor is involved, and review and analysis of all claims filed against the Debtor's estate; (h) generally prepare on behalf of the Committee all necessary motions, applications, answers, orders, reports and papers in support of positions taken by the Committee; (i) appear, as appropriate, before this Court, the Appellate Courts, and other Courts in which matters may be heard and to protect the interests of the Committee before said Courts and the United States Trustee; and (j) perform all other necessary legal services in this case. Schuyler G. Carroll, Esq., a partner at Arent Fox, tells the Court that professionals of the firm bill: Designation Hourly Rate ----------- ----------- Partners $440 - $720 Of Counsel $440 - $705 Associates $265 - $490 Paraprofessionals $140 - $235 Mr. Carroll assures the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Carroll can be reached at: Schuyler G. Carroll, Esq. Arent Fox LLP 1675 Broadway 225 West 52d Street New York, NY 10019 Tel: (212) 484-3955 http://www.arentfox.com/ Headquartered in Lutherville, Maryland, EarthShell(R) Corporation (OTCBB: ERTH) -- http://www.earthshell.com/-- is a technology company and innovator of a revolutionary development in food service packaging. The company makes fast-food packaging from biodegradable materials like limestone and food starch. The company filed for chapter 11 protection on Jan. 19, 2007 (Bankr. D. Del. Case No. 07-10086). Derek C. Abbott, Esq., at Morris, Nichols, Arsht & Tunnell, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $16,173 and total debts of $11,865,460. The Debtor's exclusive period to file a chapter 11 reorganization plan expires on May 19, 2007. Asset Sale The Court authorized the Debtor to sell its assets at an auction set for March 26, 2007. Bids must be submitted by March 23, 2007, with a $300,000 good faith deposit. Earthshell Acquisition Corp., an affiliate of ReNewable Products, Inc., is the stalking horse bidder. ELIZABETH ARDEN: Reports 18.8% Increase in Sales for 2nd Q FY 2007 ------------------------------------------------------------------ Elizabeth Arden Inc.'s net sales increased 18.8% to $410.8 million for the three months ended Dec. 31, 2006, from $345.9 million in the comparable period of the prior year. Net income for the three months ended Dec. 31, 2006, was $26.2 million compared to net income of $33.1 million in the same period last year. The company's earnings for the second quarter of fiscal 2007 were impacted by transition and integration expenses associated with the Company's recent acquisitions. Elizabeth Arden's balance sheet at Dec. 31, 2006, showed total assets of $913,833,000, total liabilities of $614,364,000, and total shareholders' equity of $299,469,000. Commenting on the results, E. Scott Beattie, Chairman, President and Chief Executive Officer of Elizabeth Arden Inc., said, "[w]e are pleased with our second quarter results and the general execution of our business. Our better than planned earnings reflect the strength of our broad-based business model, which spans multiple retail channels and geographies, as well as the strength of our brand portfolio. Overall, the recent acquisitions are performing ahead of our original expectations. We have completed the transition of the distribution activities out of the Sovereign Sales facility and are on schedule to integrate all remaining functions during the third fiscal quarter." "Although With Love.Hilary Duff ranked among the top three Fall fragrance launches at U.S. department stores, our recently launched fragrances were short of our internal retail sales expectations, largely due to a softer than expected holiday season for fragrances at U.S. department stores, Beattie added. The rest of our business units, however, performed at or better than plan." The increase in net sales is due to approximately $51 million of higher sales of distributed fragrances, primarily due to the Sovereign acquisition, net of the loss of distributed brands previously manufactured by Unilever Cosmetics. Also contributing to the increase was an increase of approximately $17 million in net sales from new brands, including the with Love...Hilary Duff fragrance and the brands acquired as part of the Riviera acquisition, and an increase of approximately $12 million from higher sales of Elizabeth Arden branded skin care and color products, primarily in international markets. Partially offsetting these increases is approximately $6 million of lower sales of the Britney Spears fragrances in U.S. department stores due to the absence of a major product launch for the holiday season. Pricing changes had an immaterial effect on net sales. Gross profit increased by 8.4% for the three months ended Dec. 31, 2006 compared to the three months ended Dec. 31, 2005. The increase in gross profit was primarily due to the higher sales volumes. Gross margin decreased to 38.5% for the three months ended Dec. 31, 2006, from 42.1% for the three months ended Dec. 31, 2005, due to (i) a higher proportion of the company's net sales coming from distributed fragrances, which traditionally operate at lower gross margins than the company's owned and licensed fragrance brands, as a result of the Sovereign acquisition, and (ii) transition costs associated with the acquisition of Riviera Concepts Inc. and Sovereign Sales LLC. Selling, general and administrative expenses increased 25.8% for the three months ended Dec. 31, 2006 over the three months ended December 31, 2005. The increase was principally due to higher promotional and product development costs of $10.0 million mainly related to new fragrance launches, employee compensation costs that were primarily incentive related of $8.3 million, and the unfavorable effect of foreign exchange rates of $0.9 million. Also contributing to the increase were transition costs associated with the Riviera and Sovereign acquisitions. Interest expense, net of interest income, increased by 28.0% for the three months ended Dec. 31, 2006, compared to the three months ended Dec. 31, 2005. The increase is a result of higher average borrowings under the company's credit facility primarily due to the approximately $88.0 million of cash paid at closing for the Sovereign acquisition in August 2006. Net income for the three months ended December 31, 2006 was $25.9 million as compared to $33.1 million for the three months ended December 31, 2005. The decrease was primarily a result of lower income from operations due to the higher selling, general and administrative expenses, partially offset by higher net sales, gross profit and a decrease in the provision for income taxes. Full-text copies of the company's financial statements for the quarter ended Dec. 31, 2006, are available for free at: http://researcharchives.com/t/s?1a1b About Elizabeth Arden Elizabeth Arden (NASDAQ: RDEN) -- http://www.elizabetharden.com/ -- is a global prestige beauty products company. The Company's portfolio of brands includes the fragrance brands of Elizabeth Arden: Red Door, Red Door Revealed, Elizabeth Arden 5th Avenue, Elizabeth Arden after five, Elizabeth Arden green tea, and Elizabeth Arden Provocative Woman; the fragrance brands of Elizabeth Taylor: White Diamonds and Passion; the fragrances brands of Britney Spears: curious, curious In Control and fantasy; the Daytona 500 and GANT adventure men's fragrances; and the fragrances White Shoulders, Geoffrey Beene's Grey Flannel, the Halston brands, Halston and Halston Z-14, PS Fine Cologne for Men, Design and Wings; the Elizabeth Arden skin care lines, includingCeramide and Eight Hour Cream, PREVAGE(TM) anti-aging treatment and the Elizabeth Arden color cosmetics line. * * * As reported in the Troubled Company Reporter on Sept. 28, 2006, Moody's Investors Service confirmed its Ba3 Corporate Family Rating for Elizabeth Arden and upgraded its B2 rating on the Company's $225 million senior subordinated notes to B1. In addition, Moody's assigned an LGD5 rating to notes, suggesting noteholders will experience a 70% loss in the event of a default. EMI GROUP: WMG Shareholders Needn't Notify Interests Over EMI Deal ------------------------------------------------------------------ Warner Music Group Corp. clarifies that its shareholders will not be required to notify their interests in WMG securities under Rule 8 of the U.K. Takeover Code relating to dealings by interested persons in its relevant securities. Warner Music confirms that any possible offer for EMI Group plc is likely to be solely in cash. As a further result of this clarification, WMG will not be required to disclose details under Rule 2.10 of the UK Takeover Code relating to the number of its relevant securities in issue. Warner Music also confirms that it has approached EMI Group about a possible acquisition of its entire equity on Jan. 24, 2007, after it obtained the Independent Music Publishers and Labels Association's agreement to support it before the European Commission and other relevant regulatory authorities. If Warner Music were to make an offer for EMI Group within the meaning of the U.K. Takeover Code, Warner Music has agreed with IMPALA to implement some measures, including: * providing specified funding for (but taking no equity participation in) the recently announced Merlin initiative, the new global digital rights licensing platform established by the independent music labels to represent the world's independent music sector; * ensuring the divestiture of certain recorded music assets to reinforce the market power of the independent sector; and * pursuing various other behavioral commitments, which have the aim of benefiting the recorded music market as a whole and, in particular, the independent music sector. By setting a new framework for the relationship between a combined Warner Music and EMI Group and the independent music sector, Warner Music believes that the agreement reached with IMPALA and the measures envisaged under it improves the prospects for regulatory approval of WMG and EMI's combination. The agreement between WMG and IMPALA does not require IMPALA to change its position in relation to any other pending regulatory and legal proceedings. IMPALA will maintain its position that the Sony/BMG and Universal/BMG transactions continue to raise competition issues unless suitable remedies are offered. WMG believes that there is a compelling strategic, commercial, and financial logic in a combination of the two companies and that such a combination should maximize benefits for the shareholders of both companies. WMG's approach to EMI, however, remains in the preliminary stages and there can be no certainty that the discussions will result in any specific transaction. About IMPALA The Independent Music Publishers and Labels Association was established in April 2000 as a non-profit making organization with the purpose of ensuring assistance and fair market access to independent record companies and music publishers. IMPALA has an all-independent membership, which represents the interests of the independent music sector. IMPALA members include main independent companies such as Beggars Group (UK), !K7 (Germany), Epitaph (US/NL), Naive (France), PIAS Group (Belgium), Wagram (France), as well as national trade associations from the UK (AIM), France (UPFI), Germany (VUT), Spain (UFI), Italy (PMI), Denmark (DUP), Norway (FONO), Israel (PIL), Sweden (SOM), and the Catalonian association APECAT. About Warner Music Group Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- became the only stand-alone music company to be publicly traded in the United States in May 2005 that operates through numerous international affiliates and licensees in more than 50 countries. Warner Music is home to a collection of record labels in the music industry including Asylum, Atlantic, Bad Boy, Cordless, East West, Elektra, Lava, Maverick, Nonesuch, Reprise, Rhino, Rykodisc, Sire, Warner Bros., and Word. About EMI Group Headquartered in London, United Kingdom, EMI Group PLC -- http://www.emigroup.com/-- is the world's largest independent music company, operating directly in 50 countries and with licensees in a further 20. The group has operations in China, Brazil, and Hungary. The group employs over 6,600 people. Revenues in 2005 were near GBP2 billion and operating profit generated was over GBP225 million. EMI Music operates the world famous recording facilities Abbey Road Studios in London and Capitol Studios in Los Angeles. * * * As reported in the Troubled Company Reporter on Feb. 7, 2007, Standard & Poor's Ratings Services lowered its long-term corporate credit and senior unsecured debt ratings on U.K.-based music group EMI Group PLC to 'BB-' from 'BB'. The 'B' short-term rating was affirmed. At the same time, the long-term corporate credit rating and debt ratings were put on CreditWatch with negative implications. EMTA HOLDINGS: Appoints James G. MacNeil Jr. as VP for R&D ---------------------------------------------------------- EMTA Holdings Inc. has appointed James G. MacNeil, Jr., Ph.D. to its executive team as Vice President of Research and Development. Mr. MacNeil will manage the research and development of EMTA's evolving family of innovative products that enhance engine performance, reduce fuel consumption, extend equipment life, reduce emissions and promote environmental safety. R&D is essential to EMTA's growth. Mr. MacNeil will have charge of expanding of the company's intellectual property portfolio, testing its products in new applications, and consistently improving existing products while developing new technology. The R&D facilities of EMTA Holdings Inc. are located at EMTA's subsidiary Synergyn, in Durant, Okla. Prior to joining EMTA, Mr. MacNeil was the General Manager of Dover Chemical's Hammond Works, a division of Dover Chemical Corporation that specializes in fuel and lubricant additives. Previously, he had served Dover Chemical in various business and marketing management positions since 1995. He received his Ph.D. in Organic Chemistry from the University of Iowa in 1992. Edmond L. Lonergan, EMTA Holdings CEO and president, said, "We are very pleased that Jim MacNeil has decided to join our team. He brings a tremendous amount of experience in developing successful commercial products in our target markets. He has been involved in more than 20 different product launches and brings both a developmental and marketing mentality to our company." Mr. MacNeil stated, "I'm extremely excited to be joining the EMTA team. I believe that my background is ideally suited to help bring the XenTxT product line and the other EMTA products to the next level of their development." About EMTA Headquartered in Scottsdale, Arizona, EMTA Holdings Inc. (OTCBB: EMHD), is a holding company currently engaged in providing innovative solutions to conserve energy usage, particularly for petroleum-based fuels. The company makes the XenTx line of automotive energy conservation products. The company has developed unique products that are sold to industrial and commercial customers as well as to retail consumers. In addition, the company is currently developing three new lubrication products and is interested in identifying future merger opportunities. * * * At Dec. 31, 2006, EMTA Holdings' balance sheet showed a stockholders' deficit of $2,777,208, compared with a deficit of $2,141,769, at Sept. 30, 2006. ENESCO GROUP: U.S. Trustee Appoints Three-Member Official Panel --------------------------------------------------------------- The U.S. Trustee for Region 11, appointed three creditors to serve on an Official Committee of Unsecured Creditors in Enesco Group, Inc. and its debtor-affiliates chapter 11 cases. The Creditors Committee consists of: 1. Victradco Ltd. No. 1, Section 4 7F Zhong Xiad East Road Taipei 106, Taiwan Representative: Terry Chang 2. Disney Enterprises, Inc. 500 South Buena Vista Street Burbank, CA 91521 Representative: Alec M. Lipkind The Walt Disney Co. 77 West 66th Street, 15th Floor New York, NY 10023 3. Jim Shore Design, Inc. 426 North Main Street Health Springs, SC 29058 Representatives: Michael Molinaro Stanley F. Orszula Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About Enesco Group Headquartered in Itasca, Illinois, Enesco Group, Inc. --- http://www.enesco.com/-- is a producer of giftware, and home and garden d,cor products. Enesco's product lines include some of the world's most recognizable brands, including Disney, Heartwood Creek, Nickelodeon, Cherished Teddies, Lilliput Lane, Border Fine Arts, among others. Enesco distributes products to a wide array of specialty gift retailers, home d,cor boutiques and direct mail retailers, as well as mass-market chains. The company serves markets operating in Europe, Australia, Mexico, Asia and the Pacific Rim. With subsidiaries in Europe, Canada and a business unit in Hong Kong, Enesco's international distribution network leads the industry. Enesco Group and its two affiliates, Enesco International Ltd. and Gregg Manufacturing, Inc., filed for chapter 11 protection on Jan. 12, 2007 (Bankr. N.D. Ill. Lead Case No. 07-00565). Shaw Gussis Fishman Glantz Wolfson & Tow and Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors. The Debtors' financial condition as of Nov. 30, 2006, showed total assets of $155,350,698 and total debts of $107,903,518. The Debtors' exclusive period to file a chapter 11 plan of reorganization expires on May 12, 2007. Asset Sale As reported in the Troubled Company Reporter on Feb. 19, 2007, EGI Acquisition, LLC, an affiliate of Tinicum Capital Partners II, L.P., a private investment partnership, completed the purchase of substantially all of the assets of Enesco Group, Inc. and the assumption of certain of Enesco's unsecured liabilities. The Court approved the transaction. ENESCO GROUP: Committee Retains Adelman & Gettleman as Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in Enesco Group, Inc. and its debtor-affiliates chapter 11 cases obtained permission from the U.S. Bankruptcy Court for the Northern District of Illinois to retain Adelman & Gettleman, Ltd., as its bankruptcy counsel. Adelman & Gettleman is expected to: (a) advise the Committee with respect to its duties and powers in these cases; (b) consult with the Debtors, its counsel and other professionals concerning the administration of these cases; (c) assist the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors, the operation of the Debtors' businesses and the desirability of the continuance of such businesses, and any other matter relevant to these cases or the formulation of a plan; (d) participate with the Committee in the formulation of a plan, if appropriate under the circumstances; (e) assist the Committee in requesting the appointment of a trustee or examiner, should such action be necessary; and (f) perform such other legal services as may be required in the interest of creditors. The Committee discloses that the firm's attorneys bill: Professional Hourly Rate ------------ ----------- Howard L. Adelman, Esq. $440 Chad H. Gettleman, Esq. $440 Henry B. Merens, Esq. $440 Brad A. Berish, Esq. $415 Mark A. Carter, Esq. $415 Adam P. Silverman, Esq. $385 Nathan Q. Rugg, Esq. $340 Steven B. Chaiken, Esq. $250 Mr. Gettleman, a shareholder of Adelman & Gettleman, assures the Court that his firm does not represent any interest adverse to the Debtors or their estates. Mr. Gettleman can be reached at: Chad H. Gettleman, Esq. Adelman & Gettleman, Ltd. 53 West Jackson Boulevard, Suite 1050 Chicago, Illinois 60604-3701 Tel: (312) 435-1050 Fax: (312) 435-1059 http://www.adelmangettlemanlaw.com/ About Enesco Group Headquartered in Itasca, Illinois, Enesco Group, Inc. --- http://www.enesco.com/-- is a producer of giftware, and home and garden d,cor products. Enesco's product lines include some of the world's most recognizable brands, including Disney, Heartwood Creek, Nickelodeon, Cherished Teddies, Lilliput Lane, Border Fine Arts, among others. Enesco distributes products to a wide array of specialty gift retailers, home d,cor boutiques and direct mail retailers, as well as mass-market chains. The company serves markets operating in Europe, Australia, Mexico, Asia and the Pacific Rim. With subsidiaries in Europe, Canada and a business unit in Hong Kong, Enesco's international distribution network leads the industry. Enesco Group and its two affiliates, Enesco International Ltd. and Gregg Manufacturing, Inc., filed for chapter 11 protection on Jan. 12, 2007 (Bankr. N.D. Ill. Lead Case No. 07-00565). Shaw Gussis Fishman Glantz Wolfson & Tow and Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors. The Debtors' financial condition as of Nov. 30, 2006, showed total assets of $155,350,698 and total debts of $107,903,518. The Debtors' exclusive period to file a chapter 11 plan of reorganization expires on May 12, 2007. Asset Sale As reported in the Troubled Company Reporter on Feb. 19, 2007, EGI Acquisition, LLC, an affiliate of Tinicum Capital Partners II, L.P., a private investment partnership, completed the purchase of substantially all of the assets of Enesco Group, Inc. and the assumption of certain of Enesco's unsecured liabilities. The Court approved the transaction. FURNITURE BRANDS: Moody's Cuts Rating on $400 Mil. Facility to Ba1 ------------------------------------------------------------------ Moody's Investors Service downgraded the rating on Furniture Brands' unsecured revolver to Ba1 from Baa3, concluding a review for possible downgrade initiated in December 2006. At the same time, Moody's assigned a Ba1 corporate family rating and a Ba1 probability of default rating to Furniture Brands. The rating outlook is stable. The downgrade was based on deterioration in the company's margins and credit metrics over the past 2 years and continuing challenges in addressing weakness in its Broyhill brand, which combined with moderating demand trend in its higher end brands, will likely preclude a return to previous operating margins and cash flow for the foreseeable future. Furniture Brands' mid-tier brand, Broyhill, has struggled over the past few years as the company attempted to revise its cost structure and realign its pricing strategy. "Although some of the company's higher end brands are not as large as Broyhill in terms of revenue, in the past their strength (profitability) provided a buffer against the operating struggles. However, with softness now creeping in across all brands, Moody's believes there is a risk that the company's operating difficulties will linger." said Kevin Cassidy, Vice President/Senior Analyst at Moody's. Mr. Cassidy added that "these difficulties have diminished operating cash flow (cash from operations less working capital changes) by almost 35% since 2004 and that Moody's does not expect operating cash flow to return to its previous levels over the next few years." Ratings assigned: -- Corporate family rating at Ba1; -- Probability of default rating at Ba1; Rating downgraded: -- $400 million guaranteed revolving credit facility, due 2011, to Ba1, LGD4, 59% from Baa3. Based in St. Louis, Missouri, Furniture Brands manufactures, sources and sells case goods, stationary and upholstery products, and other home furniture products. Revenues for the year ended Dec. 31, 2006 approximated $2.4 billion. GALAXY NUTRITIONAL: Dec. 31 Balance Sheet Upside-Down by $2 Mil. ---------------------------------------------------------------- Galaxy Nutritional Food Inc. filed its fourth quarter financial statements for the three months ended Dec. 31, 2006, with the Securities and Exchange Commission on Feb. 13, 2006. The company reported a $726,184 net loss on $6,110,619 of sales for the three months ended Dec. 31, 2006, compared with $11,754,981 net loss with no revenues in the comparable period of 2005. At Dec. 31, 2006, the company's balance sheet showed $4,069,716 in total assets and $6,242,449 in total liabilities resulting in $2,172,733 of stockholders' deficit. The company's December 31 balance sheet also showed strained liquidity with $3,859,432 in total current assets available to pay $5,953,864 in total current liabilities. A full-text copies of the regulatory filing is available for free at http://ResearchArchives.com/t/s?1a21 Going Concern Doubt Auditors working for BDO Seidman LLP, in Atlanta, Georgia, raised substantive doubt as to Galaxy Nutritional Foods, Inc.'s ability to continue as a going concern after auditing the Company's financial statements for the years ended March 31, 2006, and 2005. The auditors pointed to the company's default of its notes payable, recurring operating losses from operations, negative working capital and stockholders' deficiencies. About Galaxy Nutritional Foods headquartered in Orlando, Florida, Galaxy Nutritional Foods, Inc. (OTCBB: GXYF) -- http://www.galaxyfoods.com/-- develops and globally markets plant-based cheese and dairy alternatives, as well as processed organic cheese and cheese food to grocery and natural foods retailers, mass merchandisers and foodservice accounts. Veggie, the leading brand in the grocery cheese alternative category and the Company's top selling product group, is primarily merchandised in the produce section and provides calcium and protein without cholesterol, saturated fat or trans- fat. Other popular brands include: Rice, Veggy, Vegan, and Wholesome Valley. Galaxy Nutritional Foods, Inc. is dedicated to developing nutritious products to meet the taste and dietary needs of today's increasingly health conscious consumers. HOLLY MARINE: Hires Marwedel Minichello as Special Counsel ---------------------------------------------------------- The Honorable Susan P. Sonderby of the United States Bankruptcy Court for the Northern District of Illinois gave Holly Marine Towing Inc. permission to employ Marwedel Minichello & Reeb P.C., as its special counsel. The firm is expected to: a) render legal advice with respect to issues of admiralty and maritime law, including, but not limited to, issues related to maritime liens, the sale and transfer of vessels and other matters; b) assist in the financial reorganization of the Debtor; c) take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is or becomes involved, and the evaluation and objections to claims filed against the estate; and d) render legal advice and perform all other legal services related to admiralty and maritime law in connection with the foregoing and the Debtor's Chapter 11 case. The firm's professionals and their billing rates are: Professionals Designation Hourly Rates ------------- ----------- ------------ Warren J. Marwedel, Esq. Attorney $225 Shari L. Friedman, Esq. Attorney $215 William P. Ryan, Esq. Associate $210 Designations Hourly Rates ------------ ------------ Attorneys & Partners $215-$225 Associates $125-$225 Paralegals $60-$125 William P. Ryan, Esq., an attorney and member of the firm, assures the Court that the firm does not hold any interest adverse to the Debtor's estate and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mr. Ryan can be reached at: William P. Ryan, Esq. Merwedel Minichello & Reeb, P.C. 10 South Riverside Plaza, Suite 720 Chicago Illinois 60606 Tel: (312) 902-1600 Fax: (312) 902-9900 http://www.mmr-law.com/ Headquartered in Chicago, Illinois, Holly Marine Towing Inc. provides towing and tugboat services. The company filed for Chapter 11 protection on Jan. 8, 2007 (Bankr. N.D. Il. Case No. 07-00266). Paul M. Bauch, Esq., at Bauch & Michaels LLC, represent the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in the Debtor's bankruptcy proceedings. When the Debtor filed for protection from its creditors, it estimated assets and debts of more than $100 million. HOLLY MARINE: U.S. Trustee Appoints Five-Member Official Committee ------------------------------------------------------------------ The U.S. Trustee for Region 11 appointed five creditors to serve on an Official Committee of Unsecured Creditor in Holly Marine Towing Inc.'s chapter 11 case: 1. Sheryl L. Metzger Luhr Bros., Inc. 250 W. Sand Bank Road Columbia, Il 62236-1044 2. Jack Purvis Purvis Marine 1 PIM St., Sault Sante Marie Ontario, Canada P6A 3G3 3. Jerome A. Piszczor Warren Oil Co. 7439 W. Archer Summit, Il 60501 4. Peter L. Kelly McAsphalt Industries/Sterling Fuels 8800 Sheppard Avenue East Scarsborough, Ontario M1B5R4 5. Dave Frankum Glen Daulton P.O. Box 1016 Union City, TN 38281 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the chapter 11 cases to a liquidation proceeding. Headquartered in Chicago, Illinois, Holly Marine Towing Inc. provides towing and tugboat services. The company filed for Chapter 11 protection on Jan. 8, 2007 (Bankr. N.D. Il. Case No. 07-00266). Paul M. Bauch, Esq., at Bauch & Michaels LLC, represent the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in the Debtor's bankruptcy proceedings. When the Debtor filed for protection from its creditors, it estimated assets and debts of more than $100 million. HUE LY: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------- Debtor: Hue Ngoc To Ly aka Campus Mini Mart 1133 Evelyn Avenue Albany, CA 94706 Bankruptcy Case No.: 07-40513 Type of Business: The Debtor's partner, John Le Tung, filed for chapter 11 protection on January 18, 2007 (Bankr. N.D. Ca. Case No. 07-40169). Chapter 11 Petition Date: February 21, 2007 Court: Northern District of California (Oakland) Debtor's Counsel: Darya Sara Druch, Esq. 1 Kaiser Plaza, Suite 480 Oakland, CA 94612 Tel: (510) 465-1788 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Loretta and Roger Woo Deed of Trust $3,100,000 Wing Har Ng Secured: 1922 Jerrold Avenue $2,000,000 San Francisco, CA 94124 Unsecured: $3,100,000 Loan $350,000 California Mortgage and Realty Deed of Trust $3,684,333 62 First Street, 4th Floor Secured: San Francisco, CA 94105 $2,762,000 c/o Robert Kaplan Unsecured: Two Embarcadero Center $1,821,492 5th Floor San Francisco, CA 94111-3824 Bank Americard Visa Credit Card $60,681 P.O. Box 15716 Purchases Wilmington, DE 19886-5716 American Express Credit Card $30,425 Centurion Ban Purchases Citibank Visa Credit Card $15,844 Purchases Discover Card Credit Card $14,679 Purchases Southwest Visa (Chase) Credit Card $13,503 Purchases Citibank (West) Line of Credit $9,726 Countrywide Home Loans Deed of Trust $140,000 Secured: $762,000 Unsecured: $7,122 Wells Fargo Bank Line of Credit $6,663 Alameda County - Tax Collector $6,466 Secured: $2,000,000 Unsecured: $6,466 $5,196 Secured: $762,000 Unsecured: $5,196 LE NATURE'S INC: Ch. 11 Trustee Wants Access to Cash Collateral --------------------------------------------------------------- R. Todd Neilson, the Chapter 11 Trustee in Le Nature's Inc. and its debtor-affiliates' bankruptcy cases, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania for permission to use the cash collateral securing repayment of the Debtors' debts to Wachovia Bank, National Association and other lenders party to an Amended and Restated Credit Agreement, dated Sept. 1, 2006. Pending a final hearing, the Trustee seeks the Court's authority to spend up to $220,000 through March 15, 2007, in accordance with a budget. A full-text copy of that Budget is available for free at http://ResearchArchives.com/t/s?1a25 At the Final Hearing, the Trustee wants permission to use the Cash Collateral in accordance with the Budget through and including June 30, 2007. The Trustee is hopeful that a liquidating plan will be confirmed by the end of May 2007. The Debtors owe Wachovia at least $278,000,000, as of November 2006. To secure repayment of these obligations, the Debtors granted the Lenders liens and security interests on all of their cash, proceeds, and cash equivalents. The Trustee needs cash to conduct an orderly wind down of the Debtors' business, sell remaining assets, resolve ownership disputes, and preserve and restore the data, documents and information necessary to prosecute estate causes of action. The Trustee must pay the ongoing costs of administration, including wages and payroll taxes for the Debtors' remaining employees, utilities and other costs at the Latrobe, Pennsylvania bottling plant, administrative expenses incurred prior to the Trustee's appointment and professional fees and expenses, incurred through the conclusion of the Debtors' cases. To adequately protect the Lenders for the use of collateral in which they assert a security interest or other lien, the Trustee proposes to grant a replacement lien in favor of the Lenders in the Debtors' present and after-acquired assets having the same priority and to the same extent and validity as the Lenders' respective asserted prepetition security interests and other liens. About Le-Nature's Inc. Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. -- http://www.le-natures.com/-- makes bottled waters, teas, juices and nutritional drinks. Its brands include Kettle Brewed Ice Teas, Dazzler fruit juice drinks and lemonade, and AquaAde vitamin-enriched water. Four unsecured creditors of Le-Nature's filed an involuntary chapter 7 petition against the company on Nov. 1, 2006 (Bankr. W.D. Pa. Case No. 06-25454). On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's Holdings Inc., and Tea Systems International Inc., filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code. Judge McCullough converted Le Nature's Inc.'s case to a chapter 11 proceeding. The Debtors' cases are jointly administered. Douglas Anthony Campbell, Esq., at Campbell & Levine, LLC, represents the Debtors in their restructuring efforts. The Court appointed R. Todd Neilson as Chapter 11 Trustee. Dean Z. Ziehl, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub LLP, represent the Chapter 11 Trustee. David K. Rudov, Esq., at Rudov & Stein represents the Official Committee of Unsecured Creditors. Louis A. DePaul, Jr., Esq., at Manion McDonough & Lucas represents the Ad Hoc Lenders' Committee. When the Debtors filed for bankruptcy, they estimated less than $100,000 in assets and more than $100 million in debts. LE NATURE'S: Trustee Taps Gordon Brothers for Latrobe Plant Sale ---------------------------------------------------------------- R. Todd Nielson, the Chapter 11 Trustee in Le Nature's Inc. and its debtor-affiliates' bankruptcy cases, seeks the Court's permission to employ Gordon Brothers Industrial LLC and Harry Davis & Company as his exclusive sales agent for the sale of real and personal property relating to the Debtors' bottling operations and warehouse facilities in Latrobe, Pennsylvania. The Trustee also wants Court approval to sell the Debtors' Latrobe Plant in a turnkey sale or auction, free and clear of liens, claims and interests. Gordon Brothers will advance $8 million to the Trustee, interest free. The advance will be repaid from the first proceeds of the sale after payment of commissions and reimbursement of expenses. The Trustee needs the money because there is presently no other available source of funding for the sale. The Trustee and Gordon Brothers have entered into an agreement that establishes an expedited sale process while also providing a reasonable opportunity to achieve a sale to a turnkey buyer. The Trustee believes the value of the Assets will be higher to a turnkey buyer who can recommence production for the summer months, if possible, during which the demand for bottled water and soft drinks is at its peak. Secured parties, lessors and other creditors are pressing the Trustee to sell the Assets quickly. As sales agent, Gordon Brothers will: (a) conduct an appropriate advertising and promotional campaign to sell the Assets in a turnkey sale or auction; (b) consult with and assist the Trustee in any discussion or negotiations with a turnkey buyer regarding price and other terms in any letter of intent or definitive sale agreement; (c) prepare the Personal Property for auction and conduct of an auction sale if a turnkey sale is not achieved or to auction any Assets not sold to a turnkey buyer, including providing qualified personnel necessary to supervise and conduct any auctions; (d) provide other related services deemed necessary or prudent to effectively conduct the sale or auction of the Assets; and (e) use commercially reasonable efforts to assist the Trustee and the Debtors in the identification of which purported equipment lessors and secured lenders have interests in and determining the values of those items and assets whether or not those items are included in the Assets to be sold. The parties' agreement provides for the sale of the Assets to be completed in a 120-day period. The Trustee has the option to adjust the period. For any turnkey sales where a definitive agreement is entered into within 90 days of the approval of Gordon Brothers' employment, the firm will be paid a 7% commission of the gross sale proceeds, except for a sale to three identified excluded buyers who had previously contacted the Debtors or the Trustee for whom the commission will be 5%. For any sales where a definitive agreement is entered into after 90 days, the firm's commission will be increased to 7.5%, including for the special buyers. With respect to one of the special buyers, Premier Manufacturing LLC/Greenwood 361 LLC, the Trustee seeks the Court's authority to pay a 1% commission of the gross proceeds to Keen Consultants LLC in the event that Premier timely enters into a definitive agreement and a turnkey sale to Premier by the Trustee is consummated. In the event of an auction sale of any Assets, Gordon Brothers will be entitled to a 10% buyer's premium for the auction of Personal Property, which will be added to the final sales price and an additional 3% for sales that occur on the Internet which 3% will be paid by Gordon Brothers to the Internet service provider. The firm's commission for the auction of the real property will be 5% of the gross proceeds if there is no participating broker, and 6% if a co-broker is engaged in connection with the marketing. The Agreement also provides for reimbursement of actual and reasonable out-of-pocket expenses up to $250,000. According to the Trustee, lessors have objected to repayment of the Advance from the proceeds of their collateral other than for sale-related fees and costs. The lessors assert that the repayment should be allocated solely to the proceeds of collateral of the Secured Lenders. The Secured Lenders have not agreed to this. About Le-Nature's Inc. Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. -- http://www.le-natures.com/-- makes bottled waters, teas, juices and nutritional drinks. Its brands include Kettle Brewed Ice Teas, Dazzler fruit juice drinks and lemonade, and AquaAde vitamin-enriched water. Four unsecured creditors of Le-Nature's filed an involuntary chapter 7 petition against the company on Nov. 1, 2006 (Bankr. W.D. Pa. Case No. 06-25454). On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's Holdings Inc., and Tea Systems International Inc., filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code. Judge McCullough converted Le Nature's Inc.'s case to a chapter 11 proceeding. The Debtors' cases are jointly administered. Douglas Anthony Campbell, Esq., at Campbell & Levine, LLC, represents the Debtors in their restructuring efforts. The Court appointed R. Todd Neilson as Chapter 11 Trustee. Dean Z. Ziehl, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub LLP, represent the Chapter 11 Trustee. David K. Rudov, Esq., at Rudov & Stein represents the Official Committee of Unsecured Creditors. Louis A. DePaul, Jr., Esq., at Manion McDonough & Lucas represents the Ad Hoc Lenders' Committee. When the Debtors filed for bankruptcy, they estimated less than $100,000 in assets and more than $100 million in debts. LE NATURE'S: Merrill Lynch Wants Cases Converted Back to Chap. 7 ---------------------------------------------------------------- Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services Inc., asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to covert Le Nature's Inc. and its debtor-affiliates' chapter 11 cases back to chapter 7. Representing Merrill Lynch, Joel M. Walker, Esq., at Duane Morris LLP, in Pittsburgh, Pennsylvania, points out it is undisputed that the Debtors ceased their operations shortly after Nov. 1, 2006, when an involuntary chapter 7 petition was filed against them. "The Debtors do not have any prospect of pursuing anything other than a liquidation," Mr. Walker asserts. Mr. Walker adds that the Debtors have incurred more than $3 million in professional fees during the three months in which their cases have been pending in chapter 11 and yet they have not liquidated their primary asset -- a bottling facility in Latrobe, Pennsylvania. Merrill Lynch is the largest equipment lessor in the Latrobe facility. Merrill Lynch supports any move to sell the Latrobe facility as a turnkey operation. The sale process is expected to cost more than $4 million. Merrill Lynch notes that the Chapter 11 Trustee in the Debtors' cases proposes to expend an additional $4 million -- largely in professional fees and expenses -- during a four-month period to pursue various litigation claims, and to negotiate and confirm a liquidating plan. "It makes no sense to confirm a plan of liquidation under the present circumstances," Mr. Walker says. Merrill argues that the Debtors' cases should be converted to chapter 7 so that the Latrobe facility can be quickly and efficiently liquidated; any litigation claims can be effectively pursued by a chapter 7 trustee without duplication of efforts and excessive costs; and proceeds of the recoveries can be distributed in accordance with applicable law or settlements. About Le-Nature's Inc. Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. -- http://www.le-natures.com/-- makes bottled waters, teas, juices and nutritional drinks. Its brands include Kettle Brewed Ice Teas, Dazzler fruit juice drinks and lemonade, and AquaAde vitamin-enriched water. Four unsecured creditors of Le-Nature's filed an involuntary chapter 7 petition against the company on Nov. 1, 2006 (Bankr. W.D. Pa. Case No. 06-25454). On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's Holdings Inc., and Tea Systems International Inc., filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code. Judge McCullough converted Le Nature's Inc.'s case to a chapter 11 proceeding. The Debtors' cases are jointly administered. Douglas Anthony Campbell, Esq., at Campbell & Levine, LLC, represents the Debtors in their restructuring efforts. The Court appointed R. Todd Neilson as Chapter 11 Trustee. Dean Z. Ziehl, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub LLP, represent the Chapter 11 Trustee. David K. Rudov, Esq., at Rudov & Stein represents the Official Committee of Unsecured Creditors. Louis A. DePaul, Jr., Esq., at Manion McDonough & Lucas represents the Ad Hoc Lenders' Committee. When the Debtors filed for bankruptcy, they estimated less than $100,000 in assets and more than $100 million in debts. MORTGAGE ASSET: Fitch Holds B Rating on Class 15-B-5 Certificates ----------------------------------------------------------------- Fitch has affirmed Mortgage Asset Securitization Transactions Seasoned Securitization Trust's mortgage-pass through certificates: Series 2004-1 Pool 1 -- Class A at 'AAA'; -- Class 15-B-3 at 'BBB'; -- Class 15-B-4 at 'BB'; -- Class 15-B-5 at 'B'. Series 2004-1 Pools 2, 3, & 4 -- Class A at 'AAA'. Series 2004-2 -- Class A affirmed at 'AAA'. Series 2005-1 -- Class A affirmed at 'AAA'. The affirmations, affecting approximately $701 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. In addition, CE has increased modestly in all transactions. Series 2004-2 is a resecuritization of MSSTR 2004-1, classes 2-A-1 through 2-A-4 and 2-A-6 all of which maintain a 'AAA' rating with Fitch. The collateral underlying the other transactions consists of loans that have been previously included in mortgage loan pools of earlier securitizations. In addition, some of the loans were delinquent at or prior to the MSSTR transaction's issuance. The loans are primarily prime, conventional, fully amortizing, 15-year and 30-year, fixed-rate and adjustable-rate mortgage loans secured by first liens on one- to four-family residential properties. The loans were acquired by UBS from various originators and are serviced by various servicers. All of the above transactions are master serviced by Wells Fargo Bank N.A., which is rated 'RMS1' by Fitch. The pool factors range from 40% to 56%. The seasoning ranges from 22 months to 28 months. MORTGAGE ASSET: Fitch Holds BB Rating on Class B-I-4 Certificates ----------------------------------------------------------------- Fitch has affirmed Mortgage Asset Securitization Transactions Alternative Loan Trust mortgage pass-through certificates: Series 2005-1 Total 1-5 -- Class A at 'AAA'; -- Class B-I-1 at 'AA'; -- Class B-I-2 at 'A'; -- Class B-I-3 at 'BBB' -- Class B-I-4 at 'BB' Series 2005-1 Total 6&7 -- Class A at 'AAA' The affirmations, affecting approximately $323 million of the outstanding certificates, reflect a stable relationship between credit enhancement and expected loss. All of the affirmed classes have experienced a growth in credit enhancement of 1.4x the original levels. The collateral of the above transaction consists of conventional, fully amortizing, 15-year and 30-year, fixed-rate mortgage loans secured by first liens on one- to four-family residential properties. The loans were acquired by UBS from various originators and are serviced by various servicers. In addition, the transaction is master serviced by Wells Fargo Bank Minnesota, N.A., which is rated 'RMS1' by Fitch. As of the January 2007 distribution date, the pool factor for both groups is 67% and the transaction is seasoned 24 months. MORTGAGE ASSET: Fitch Holds BB Ratings on Class B-4 Certificates ---------------------------------------------------------------- Fitch has affirmed Mortgage Asset Securitization Transactions, Inc.'s mortgage pass-through certificates: Series 2005-1 -- Class A at 'AAA'; -- Class B-1 at 'AA'; -- Class B-2 at 'A'; -- Class B-3 at 'BBB'; and -- Class B-4 at 'BB'. The affirmations affect approximately $231 million of the outstanding certificates and reflect a stable relationship between credit enhancement and expected loss. The above transaction has suffered no collateral loss since its initial rating. In addition, all of the affirmed classes have experienced a growth in credit enhancement of 0.8x the original levels. The collateral of the above transactions consists of conventional, fully amortizing, 15-year and 30-year, fixed-rate, prime mortgage loans secured by first liens on one- to four-family residential properties. All of the loans were acquired by UBS from various originators and are serviced by various servicers. The transaction is master serviced by Wells Fargo Bank. N.A., which is rated 'RMS1' by Fitch. As of the January 2007 distribution date, the transaction has a pool factor of 85% and is seasoned 20 months. MOVIE GALLERY: Refinancing Cues S&P to Lift Credit Rating to B- --------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings, including the corporate credit rating, on Dothan, Alabama-based Movie Gallery Inc. to 'B-' from 'CCC+'. The outlook is stable. This action reflects the additional financial flexibility and liquidity provided to Movie Gallery as a result of refinancing the company's credit facility. At the same time, Standard & Poor's assigned its bank loan and recovery ratings to the company's proposed $650 million senior secured first-lien credit facilities maturing in 2012, consisting of a $525 million term loan, a $25 million synthetic LOC, and a $100 million revolving credit facility. The first-lien facilities are rated 'B-' with a recovery rating of '4', indicating the expectation for marginal recovery of principal in the event of payment default. In addition, Standard & Poor's assigned the $250 million second-lien term loan maturing in 2012 a credit rating of 'CCC' with a recovery rating of '5', indicating the expectation for negligible recovery of principal in the event of payment default. The ratings reflect the risks of operating in a mature and declining video rental industry and the company's dependence on decisions made by movie studios, among other factors. "We would consider a negative outlook if industry fundamentals continue to decline and the company's operating performance deteriorates moderately," said Standard & Poor's credit analyst David Kuntz. NEW SAIGON: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: New Saigon Inc. 950-952 International Boulevard Oakland, CA 94606 Bankruptcy Case No.: 07-40512 Chapter 11 Petition Date: February 21, 2007 Court: Northern District of California (Oakland) Debtor's Counsel: Darya Sara Druch, Esq. 1 Kaiser Plaza, Suite 480 Oakland, CA 94612 Tel: (510) 465-1788 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ California Mortgage and Realty Deed of Trust $3,684,000 62 First Street, 4th Floor Secured: San Francisco, CA 94105 $1,800,000 Unsecured: $2,671,378 Youngs Market Goods $37,861 P.O. Box 30145 Los Angeles, CA 90030 Wells Fargo Bank Line of Credit $27,114 P.O. Box 29487 Phoenix, AZ 85038-9487 H&N Foods International Goods $19,048 5580 south Alameda Street Vernon, CA 90058 First Worls Asian Trading Goods $17,954 41888 Christy Street Fremont, CA 954538 Evershing International Goods $16,679 TV Food $14,240 Roxy Tradering $12,853 Sun Lee $10,293 LHC Enterprises Goods $8,633 Olson Meat Company $8,181 Clausen Meat Packing Inc. $8,144 Seafood Connection $6,374 Chevalier International (USA) Goods $5,841 JY Foods Inc. $4,832 Sun Hing Foods $4,804 JFC International $4,783 Sunnyvale Seafood $4,433 Thai Kee Trading Co. $4,228 Vanquest Trading $3,887 PACIFIC LUMBER: Region 19 Trustee Wants Venue Moved to California ----------------------------------------------------------------- Charles F. McVay, the U.S. Trustee for Region 19, asks the U.S. Bankruptcy Court for the Southern District of Texas to transfer the venue of the Pacific Lumber and its debtor-affiliates' jointly administered bankruptcy cases Debtors' to the U.S. Bankruptcy Court of the Northern District of California. Christine A. March, Esq., in Corpus Christi, Texas, asserts that all facts available to the U.S. Trustee point to the conclusion that the California Debtors created Scotia Development LLC principally to establish a basis for venue in Texas and thus avoid the requirement that they file their bankruptcy cases in California. Scotia Development was formed as a Texas entity just a month after The Pacific Lumber Company first consulted with a Texan bankruptcy counsel, Ms. March notes. It has minimal business activities, assets or liabilities, and has no employees. Moreover, Scotia Development is engaged in a line of business unrelated to the 130-year old, northern California timber and forest products business of the other Debtor affiliates. Scotia Development owns business, assets and liabilities of negligible value of consequence on the other Debtor affiliates' efforts to reorganize, Ms. March adds. Ms. March contends that other factors weigh in favor of the transfer of venue: * The Debtors have thousands of creditors and parties-in- interest, the vast majority of whom are located in California. In contrast, Scotia Development has at most two unsecured creditors. * Scotia, California, is approximately 2,000 miles from Corpus Christi, Texas. To reach the Texas Court from Scotia requires a full day of travel. The distance would be reduced if the cases are transferred to the Northern District of California. Majority of the professionals of the Debtors and the Official Committee of Unsecured Creditors are also in California. * The witnesses that may be necessary in the Debtors' cases are more likely to be based in California, near the California Debtors' business and the northern California timber industry. * The bulk of the Debtors' assets are literally rooted in Humboldt County, California. In contrast, the Debtors have negligible assets in Corpus Christi. The economic administration of the Debtors' estate should also be weighed so that the venue is proximate and accessible to the Debtors' management, professionals, operations, assets and creditors, Ms. March maintains. Avoidance actions that may be brought on behalf of the estates will likely reflect the California-heavy demographic of the Debtors' creditors, Ms. March continues. It would be an unnecessary and extreme burden on the defendants if they had to defend themselves in Texas instead of California, the U.S. Trustee avers. A state's interest in having local controversies decided within its borders should also weigh in favor of the transfer, the U.S. Trustee notes. The state of California in its own Motion to Transfer Venue readily point to the environmental regulation, proceedings and litigation currently pending in California to which the Debtors are parties. "The interest of justice and the convenience of the parties would be best served if (the Debtors') cases were transferred to the Northern District of California," the U.S. Trustee says. About Pacific Lumber Headquartered in Oakland, California, The Pacific Lumber Company -- http://www.palco.com/-- and its subsidiaries operate in several principal areas of the forest products industry, including the growing and harvesting of redwood and Douglas-fir timber, the milling of logs into lumber and the manufacture of lumber into a variety of finished products. Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned subsidiaries of Pacific Lumber. Scotia Pacific, Pacific Lumber's largest operating subsidiary, was established in 1993, in conjunction with a securitization transactions pursuant to which the vast majority of Pacific Lumber's timberlands were transferred to Scotia Pacific, and Scotia Pacific issued Timber Collateralized Notes secured by substantially all of Scotia Pacific's assets, including the timberlands. Pacific Lumber, Scotia Pacific, and four other subsidiaries filed for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case Nos. 07-20027 through 07-20032). Jeffrey L. Schaffer, Esq., William J. Lafferty, Esq., and Gary M. Kaplan, Esq., at Howard Rice Nemerovski Canady Falk & Rabkin, A Professional Corporation is Pacific Lumber's lead counsel. Nathaniel Peter Holzer, Esq., Harlin C. Womble, Jr. , Esq., and Shelby A. Jordan, Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific Lumber's co- counsel. Kathryn A. Coleman, Esq., and Eric J. Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia Pacific's lead counsel. John F. Higgins, Esq., and James Matthew Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-counsel. When Pacific Lumber filed for protection from its creditors, it listed estimated assets and debts of more than $100 million. Scotia Pacific listed total assets of $932,000,000 and total debts of $765,978,335. The Debtors' exclusive period to file a chapter 11 plan expires on May 18, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No. 5, http://bankrupt.com/newsstand/or 215/945-7000). PACIFIC LUMBER: Selects Blackstone Group as Financial Advisor ------------------------------------------------------------- The Pacific Lumber Company asks the U.S. Bankruptcy Court for the Southern District of Texas for authority to employ The Blackstone Group L.P. as its financial advisor to provide advice regarding the Debtor's restructuring. As PALCO's financial advisor, Blackstone Group will: (a) assist in the evaluation of PALCO's businesses and prospects; (b) assist in the development of PALCO's long-term business plan and related financial projections; (c) assist in the development of financial data and presentations to the Court, the Board of Directors, various creditors and other third parties; (d) analyze PALCO's financial liquidity; (e) evaluate PALCO's debt capacity and alternative capital structures; (f) analyze various restructuring scenarios and the potential impact of these scenarios on the ability to maximize PALCO's estate; (g) provide strategic advice with regard to the Plan; (h) assist in the evaluation of and raising of debt and equity as new financing; (i) participate in negotiations among the Debtors and its creditors, suppliers, lessors and other interested parties, as appropriate; (j) value securities offered by PALCO in connection with a plan; (k) provide expert witness testimony as needed; and (l) provide other advisory services as are customarily provided in connection with the analysis and negotiation of a plan as requested and mutually agreed. Blackstone's anticipated services do not encompass: (a) other investment banking services or transactions that may be undertaken at PALCO's request; (b) responsibility for designing or implementing any initiatives to improve PALCO's operations, profitability, cash management or liquidity; (c) representations or warranties about PALCO's ability to successfully improve its operations, maintain or secure sufficient liquidity to operate its business, raise new financing on any particular set of terms or successfully consummate a plan. After considering various alternative candidates, Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., in Corpus Christi, Texas, relates that PALCO selected Blackstone as its financial advisor because of the firm's diverse experience and extensive knowledge in the fields of advisory services and bankruptcy. PALCO will pay Blackstone these fees for the financial advisory services contemplated: 1. A $50,000 monthly advisory fee commencing on the Effective Date, and payable on each monthly anniversary of the Effective Date with the final payment due on March 18, 2007; 2. An ongoing monthly fee based on the level of work required of Blackstone payable commencing on April 18, 2007; 3. A $850,000 restructuring fee payable after the consummation of a plan; 4. A debt financing fee of 2% of the total facility size of any debt financing arranged by Blackstone; and 5. An equity financing fee of 4% of the total equity capital secured by Blackstone from third party sources. Steven Zelin, senior managing director of Blackstone, relates that the firm was retained by PALCO on a prepetition basis to represent it in its restructuring and reorganization efforts, and was paid a $200,000 retainer and a $25,000 expense advance. In January 2007, the Firm received an additional $39,133 for actual out-of-pocket expenses. Mr. Zelin assures the Court the Blackstone is a "disinterested person" as defined under Section 101(14) of the Bankruptcy Code. Blackstone's members and employees are not: -- creditors, equity security holders or insiders of PALCO; and -- and were not directors, officers or employees of PALCO, within two years before the Petition Date. About Pacific Lumber Headquartered in Oakland, California, The Pacific Lumber Company -- http://www.palco.com/-- and its subsidiaries operate in several principal areas of the forest products industry, including the growing and harvesting of redwood and Douglas-fir timber, the milling of logs into lumber and the manufacture of lumber into a variety of finished products. Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned subsidiaries of Pacific Lumber. Scotia Pacific, Pacific Lumber's largest operating subsidiary, was established in 1993, in conjunction with a securitization transactions pursuant to which the vast majority of Pacific Lumber's timberlands were transferred to Scotia Pacific, and Scotia Pacific issued Timber Collateralized Notes secured by substantially all of Scotia Pacific's assets, including the timberlands. Pacific Lumber, Scotia Pacific, and four other subsidiaries filed for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case Nos. 07-20027 through 07-20032). Jeffrey L. Schaffer, Esq., William J. Lafferty, Esq., and Gary M. Kaplan, Esq., at Howard Rice Nemerovski Canady Falk & Rabkin, A Professional Corporation is Pacific Lumber's lead counsel. Nathaniel Peter Holzer, Esq., Harlin C. Womble, Jr. , Esq., and Shelby A. Jordan, Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific Lumber's co- counsel. Kathryn A. Coleman, Esq., and Eric J. Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia Pacific's lead counsel. John F. Higgins, Esq., and James Matthew Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-counsel. When Pacific Lumber filed for protection from its creditors, it listed estimated assets and debts of more than $100 million. Scotia Pacific listed total assets of $932,000,000 and total debts of $765,978,335. The Debtors' exclusive period to file a chapter 11 plan expires on May 18, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No. 5, http://bankrupt.com/newsstand/or 215/945-7000). PHILOSOPHY INC: Moody's Rates $235 Mil. Senior Facilities at B1 --------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to $235 million in first lien senior secured bank credit facilities being entered into by Philosophy Inc. and BioTech Research Laboratories, Inc. as joint and several obligors. Moody's also assigned a B2 corporate family rating to the borrowers' ultimate parent holding company -- Philosophy Acquisition Company, Inc. A $50 million second lien senior secured term loan being entered into by Philosophy Inc. and BioTech will not be rated. Proceeds from the credit facilities combined with new cash equity from The Carlyle Group will be used to fund Carlyle's acquisition of a majority stake and controlling interest in the company. The ratings outlook is stable. Final ratings are subject to review of documentation and receipt of audited financial statements for Dec. 31, 2006. This is a first time rating of the company. Philosophy's B2 rating and stable outlook is constrained by its small scale and highly concentrated customer base, offset to some degree by the company's strong operating momentum, above average profitability and diversified product portfolio within the beauty care segment. While Moody's recognizes Philosophy's unique branding and the potential for significant future revenue growth, the ratings incorporate the high execution risk and potential for increased competition. Moody's also notes that while the company's product portfolio is well diversified, with opportunities for additional category launches, Philosophy's market share in any one category remains quite low. More importantly, Philosophy needs to maintain its distinct product qualities and new product development in order to sustain consumer loyalty, revenue growth and strong profitability metrics. Philosophy's ratings are also driven by its pro forma credit metrics that are consistent with a B2 profile. Pro forma Debt to EBITDA and EBIT to Interest ratios are expected to be approximately 5.0x and 2.2x respectively at closing. While Moody's recognizes the significant amount of equity capital that is included in the pro forma capital structure, net income will likely be breakeven after accounting for sizable interest expense and non-cash amortization of goodwill. Nevertheless, funds from operations will be sufficient to adequately cover required capital expenditures and working capital requirements with the possibility of some modest near-term debt reduction. These ratings were assigned: * Philosophy Acquisition Company, Inc. -- Corporate family rating at B2; -- Probability-of-default rating at B2; * Philosophy, Inc. -- $35 million senior secured revolving credit facility due 2013 at B1, LGD3, 41%; and -- $200 million first lien senior secured term loan due 2014 at B1, LGD3, 41%. Philosophy, Inc. and BioTech Research Laboratories, Inc. are co- borrowers under the first lien senior secured credit facilities. Philosophy Acquisition Company, Inc. is the parent company of Philosophy, Inc. and BioTech Research Laboratories, Inc., headquartered in Phoenix, Arizona. Philosophy was founded in 1996 and develops, manufactures and markets premium personal care products under the Philosophy brand. The company operates in several personal care categories including premium skin care, fragrances, bath & body, and to a lesser extent, color cosmetics. Primary channels of distribution include direct response television and prestige retailers such as Nordstrom and Sephora. POLYAIR INTER PACK: Voluntarily Delists from AMEX ------------------------------------------------- Polyair Inter Pack Inc. wrote the American Stock Exchange that it intends to file a Form 25 with the Securities and Exchange Commission in order to voluntarily delist its common shares from AMEX and deregister its Shares under the Securities Exchange Act of 1934, as amended. The company wants the delisting to be effective on March 12, 2007. Following the delisting of the company's Shares from AMEX, and the deregistration of the company's Shares under Section 12(b) of the Exchange Act, the company intends to file a Form 15 with the SEC. Immediately upon filing of the Form 15, the company will no longer be required to file certain reports, including Form 20-F and 6-K, with the SEC. Victor D'Souza, the company's interim chief executive officer, commented "This decision is a natural extension of our recent reorganization and cost control measures. The complexity of securities regulatory compliance in the United States and the administrative burdens and increasing costs associated with being a United States reporting company have significantly increased in the past few years, particularly in light of Sarbanes-Oxley requirements. Overall, these complexities and administrative burdens with their associated costs combined with the cost of maintaining two listings and multi-jurisdictional filings far outweigh any benefits derived from our AMEX listing." The company's Board of Directors unanimously approved the delisting and deregistration of the Shares, noting that the Toronto Stock Exchange is the primary trading market for the Shares, with the TSX trading volume far exceeding the trading volume of the Shares on AMEX. The company does not believe that its shareholders in the United States will be materially prejudiced by a voluntary delisting from AMEX and the termination of the registration of the Shares under the Exchange Act since the nature and scope of publicly available information about the Company required by Canadian securities laws is substantially the same as the information such shareholders are currently receiving and such U.S. shareholders will continue to be able to trade PPK Shares through the facilities of the TSX. About Polyair Inter Pack Headquartered in Toronto, Ontario, Polyair Inter Pack Inc. (TSX: PPK)(AMEX: PPK) -- http://www.polyair.com/-- manufactures and distributes packaging products. These products are sold to distributors and retailers across North America. The company operates nine manufacturing facilities, seven of which are in the U.S. where it generates the majority of its sales. For the years ended Oct. 31, 2006, and 2005, the company posted net losses of $23,507,000 and $15,669,000. As reported in the Troubled Company Reporter on Jan. 25, 2007, the Ontario Supreme Court of Justice approved the Plan of Arrangement of Polyair's Canadian pool subsidiary, Cantar Pool Products Limited. The Plan of Arrangement does not affect Polyair's packaging business, which continues to operate as a standalone business through separate subsidiaries in the normal course. PT HOLDINGS: Court Sets April 2 as General Claims Bar Date ---------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington set 5:00 p.m. P.T., on April 2, 2007, as the deadline for all persons owed money by PT Holdings Company Inc. and its debtor- affiliates to file their proofs of claim on account of claims arising prior to Jan. 29, 2007. Additionally, governmental units have until 5:00 p.m. on July 30, 2007 to file proofs of claim against any of the Debtors. Claims be sent or hand delivered on or before the respective bar dates to: U.S. Bankruptcy Court for the Western District of Washington 700 Stewart Street, #6301 Seattle, WA, 98101 Attn: Port Townsend Paper Corp. PT Holdings Company, Inc., through its wholly owned subsidiary Port Townsend Paper Corporation -- http://www.ptpc.com/-- produces fiber-based lightweight containerboard in the U.S. and corrugated products in western Canada. The Port Townsend Paper family of companies employs approximately 800 people and annually produces more than 320,000 tons of unbleached Kraft pulp, paper and linerboard at its mill in Port Townsend, Washington. The company also operates three Crown Packaging Plants, two BoxMaster Plants, and the Crown Creative Group, located in British Columbia and Alberta. The company and its two affiliates, PTPC Packaging Co. Inc., and Port Townsend Paper Corporation filed for chapter 11 protection on Jan. 29, 2007 (Bankr. W.D. Wash. Lead Case No. 07-10340). Gayle E. Bush, Esq., and Katriana L. Samiljan, Esq., at Bush Strout & Kornfeld, represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets of more than $100 million. The Debtors' exclusive period to file a plan expires on May 29, 2007. PT HOLDINGS: U.S. Trustee Appoints Five-Member Official Committee ----------------------------------------------------------------- The U.S. Trustee for Region 18 appointed five creditors to serve on an Official Committee of Unsecured Creditors in PT Holdings Company, Inc. and its debtor-affiliates' chapter 11 cases. The Creditors Committee consists of: 1. Brad D. Kirkbride President Mary's River Lumber Company 4515 Northeast Elliott Circle Corvallis, OR 97330 Tel: (541) 752-0122 Fax: (541) 766-4995 2. Ken Rasmussen Manager Metro Waste Paper Recovery, Inc. 12345 - 104th Avenue Surrey, BC V3V 3H2 Canada Tel: (604) 580-3070 Fax: (604) 930-9170 3. Gerry Lane General Manager Allen Logging Co. 176462 Highway 101 Forks, WA 98331 Tel: (360) 374-6000 Fax: (360) 374-9341 4. Paul Stutesman VP and General Manager Merrill & Ring 813 East 8th Street Port Angeles, WA 98362 Tel: (360) 452-0344 Fax: (360) 452-2015 Alternate: Don J. Hoy Controller & Treasurer Tel: (360) 452-2367 or (360) 452-0309 5. William T. Hermann Secretary/Treasurer Hermann Brothers Logging & Construction 2095 Blue Mountain Road Port Angeles, WA 98362 Tel: (360) 452-3341 Fax: (360) 457-9265 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About PT Holdings PT Holdings Company, Inc., through its wholly owned subsidiary Port Townsend Paper Corporation -- http://www.ptpc.com/-- produces fiber-based lightweight containerboard in the U.S. and corrugated products in western Canada. The Port Townsend Paper family of companies employs approximately 800 people and annually produces more than 320,000 tons of unbleached Kraft pulp, paper and linerboard at its mill in Port Townsend, Washington. The company also operates three Crown Packaging Plants, two BoxMaster Plants, and the Crown Creative Group, located in British Columbia and Alberta. The company and its two affiliates, PTPC Packaging Co. Inc., and Port Townsend Paper Corporation filed for chapter 11 protection on Jan. 29, 2007 (Bankr. W.D. Wash. Lead Case No. 07-10340). Gayle E. Bush, Esq., and Katriana L. Samiljan, Esq., at Bush Strout & Kornfeld, represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets of more than $100 million. The Debtors' exclusive period to file a plan expires on May 29, 2007. PT HOLDINGS: Committee Retains Graham & Dunn as Bankruptcy Counsel ------------------------------------------------------------------ The Official Committee of Unsecured Creditors appointed in PT Holdings Company, Inc. and its debtor-affiliates' chapter 11 cases obtained permission from the U.S. Bankruptcy Court for the Western District of Washington to retain Graham & Dunn PC as its bankruptcy counsel. Graham & Dunn is expected to: a. provide legal advice with respect to the duties and powers of the Committee in this case; b. assist the Committee in investigation of the acts, conduct, assets, liabilities, financial condition of the debtor, and operation of the debtor's business, including the status of any secured creditors; c. review potential sales of assets, disposition of leases and contracts, and formulation and confirmation of a plan of reorganization; and d. perform such other legal services as may be required in the interests of the creditors, including investigation and identification of preference and other avoidance actions. The Committee discloses that Mark D. Northrup, Esq., a shareholder at Graham & Dunn, will be the lead counsel. Mr. Northrup charges $345 per hour for his services. Mr. Northrup can be reached at: Mark D. Northrup, Esq. Graham & Dunn PC Pier 70 2801 Alaskan Way Suite 300 Seattle, WA 98121-1128 Tel: (206) 340-9628 Fax: (206) 340-9599 http://www.grahamdunn.com/ About PT Holdings PT Holdings Company, Inc., through its wholly owned subsidiary Port Townsend Paper Corporation -- http://www.ptpc.com/-- produces fiber-based lightweight containerboard in the U.S. and corrugated products in western Canada. The Port Townsend Paper family of companies employs approximately 800 people and annually produces more than 320,000 tons of unbleached Kraft pulp, paper and linerboard at its mill in Port Townsend, Washington. The company also operates three Crown Packaging Plants, two BoxMaster Plants, and the Crown Creative Group, located in British Columbia and Alberta. The company and its two affiliates, PTPC Packaging Co. Inc., and Port Townsend Paper Corporation filed for chapter 11 protection on Jan. 29, 2007 (Bankr. W.D. Wash. Lead Case No. 07-10340). Gayle E. Bush, Esq., and Katriana L. Samiljan, Esq., at Bush Strout & Kornfeld, represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets of more than $100 million. The Debtors' exclusive period to file a plan expires on May 29, 2007. QUEBECOR MEDIA: Posts $169.7 Million Net Loss in 2006 ----------------------------------------------------- Quebecor Media Inc. generated total revenues of $3.01 billion in 2006, an increase of $308.0 million or 11.4%. All of Quebecor Media's business segments, with the exception of Broadcasting, reported higher revenues. Quebecor Media's operating income rose $69.2 million (9.4%), to $802.8 million in 2006, mainly as a result of higher operating income in the Cable segment ($99.2 million or 24.0%). "Quebecor Media continued growing its revenues and operating income in 2006," said Pierre Karl Peladeau, president and chief executive officer of Quebecor Inc. "The strong performance was spearheaded by the Cable segment, which posted significant increases in revenue and operating income driven by record customer growth for its digital cable television, Internet access and cable telephone services. Upheaval continued in the business environment for the Broadcasting and Newspapers segments with the growth of new media and proliferation of content distribution platforms, leading to changing consumer habits. Quebecor Media's strategy in response to these changes has been to turn the new challenges into business opportunities by, among other things, pursuing a convergence strategy." Quebecor Media recorded a net loss of $169.7 million in 2006, compared with net income of $96.5 million in 2005. The unfavorable variance of $266.2 million was essentially due to the impact of the recognition of a $342.6 million loss on debt refinancing in 2006 (compared with a $60.0 million loss in 2005). The refinancing operations will significantly reduce Quebecor Media's financial expenses in comparison with the expenses that would otherwise have been incurred. Recognition of a $148.4 million non-cash charge for goodwill impairment in the Broadcasting segment and a $31.6 million non-cash charge for impairment of broadcasting licenses also contributed to the unfavorable variance. These unfavorable factors were partially offset by the impact of the $69.2 million increase in operating income and a $60.7 million decrease in financial expenses in 2006. Fourth Quarter 2006 In the fourth quarter of 2006, Quebecor Media's revenues increased by $91.6 million (12.1%) to $847.8 million. All of Quebecor Media's business segments reported higher revenues. Quebecor Media's operating income rose by $26.0 million (12.2%), compared with the fourth quarter of 2005, to $239.4 million, mainly because of a $29.3 million (26.5%) increase in operating income in the Cable segment. Quebecor Media recorded a net loss of $97.1 million in the fourth quarter of 2006, compared with net income of $58.4 million in the same period of 2005. The unfavorable variance of $155.5 million was mainly due to recognition in the fourth quarter of 2006 of non-cash charges totaling $179.2 million for impairment of goodwill and of a broadcasting license. About Quebecor Media Quebecor Media, a subsidiary of Quebecor Inc. (TSX: QBR.MV.A, QBR.SV.B) -- http://www.quebecor.com/-- owns operating companies in numerous media-related businesses: Videotron ltee, the largest cable operator in Quebec and a major Internet Service Provider and provider of telephone and business telecommunications services; Sun Media Corporation, Canada's largest national chain of tabloids and community newspapers; TVA Group Inc., operator of the largest French language general-interest television network in Quebec, a number of specialty channels, and the English language general- interest station SUN TV; Canoe Inc., operator of a network of English and French language Internet properties in Canada; Nurun Inc., an important interactive technologies and communications agency in Canada, the United States and Europe; companies engaged in book publishing and magazine publishing; and companies engaged in the production, distribution and retailing of cultural products, namely Archambault Group Inc., the largest chain of music stores in eastern Canada, TVA Films, and Le SuperClub Videotron ltee, a chain of video and video game rental and retail stores. * * * As reported in the Troubled Company Reporter on Jan. 31, 2007, Dominion Bond Rating Service confirmed the ratings of Quebecor Media Inc. at BB (low) and B (high) for its secured bank debt and senior notes. The trends are Stable. RADNOR HOLDINGS: Taps James Carroll as Chief Liquidation Officer ---------------------------------------------------------------- Radnor Holdings Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to approve their engagement of Carroll Services LLC to provide certain wind-down and liquidation services. The Debtors also ask the Court to permit James Patrick Carroll to serve as their Chief Liquidation Officer and on the Board of Directors of Radnor, pursuant to an engagement letter. Mr. Radnor will replace Paul Finigan, the former sole independent director on Radnor's Board who resigned late last year. Stan Springel of Alvarez & Marsal LLC, who was the Debtors' Chief Restructuring Officer, also left Radnor following the sale of substantially all of the Debtors' assets in November 2006. Carroll Services, through the efforts of Mr. Carroll and any additional officers, will: (a) analyze assets and potential causes of action remaining with the Debtors after the sale of substantially all of their assets; (b) analyze liabilities and potential liabilities of the Debtors; (c) assist the Debtors in developing, negotiating, and pursuing a liquidating plan of reorganization; (d) serve as a principal contact with the company's senior secured creditors, the Official Committee of Unsecured Creditors, and other parties-in-interest with respect to the Debtors' bankruptcy cases and their financial and operational matters; and (e) assist the Debtors in all bankruptcy-related matters. Mr. Carroll charges $350 per hour. The firm will charge its usual and customary rates for additional officers. The Debtors agree to indemnify Mr. Carroll and any additional officers to the same extent as the most favorable indemnification it extends to its officers or directors. Mr. Carroll and each additional officer will also be covered as an officer or director under Radnor's existing director and officer liability insurance policy. "To the best of my knowledge, information and belief, Carroll Services has not represented any of the Debtors' parties-in- interest in connection with matters relating to the Debtors, their estates, assets, or businesses, and will not represent other entities, which are creditors of, or have other relationships to, the Debtors," Mr. Carroll assures the Court. The firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Radnor, Pennsylvania, Radnor Holdings Corporation -- http://www.radnorholdings.com/-- manufactured and distributed a broad line of disposable food service products in the United States, and specialty chemicals worldwide. The Debtor and its affiliates filed for chapter 11 protection on Aug. 21, 2006 (Bankr. D. Del. Case No. 06-10894). Gregg M. Galardi, Esq., and Mark L. Desgrosseilliers, Esq., at Skadden, Arps, Slate, Meagher, represent the Debtors. Donald J. Detweiler, Esq., and Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serve the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed total assets of $361,454,000 and total debts of $325,300,000. REFCO INC: Judge Drain Approves AIDMA Settlement Agreement ---------------------------------------------------------- The Honorable Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York approved a settlement among Refco F/X Associates LLC, AIDMA Co. Ltd., and RefcoFX Japan K.K., pursuant to Rule 9019(a) of the Federal Rules of Bankruptcy Procedure. As reported in the Troubled Company Reporter on Feb. 16, 2007, pursuant to the Dec. 15, 2006, order confirming Refco Inc.'s Chapter 11 Plan, RJM LLC, as Plan Administrator of the Refco Inc. and its debtor-affiliates' Chapter 11 cases, formed a non-Japan Refco F/X Associates LLC customer committee, which has consent rights with respect to any settlement regarding the litigation involving FXA's assets in Japan. FXA operated an online retail foreign exchange trading business under a Facilities Management Agreement between Refco Group Ltd. LLC and its designated subsidiaries, including FXA, and Forex Capital Markets LLC on a Web-based trading platform created and maintained by FXCM. Richard Levin, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, relates that approximately 35% of FXA's retail customer account balances are attributable to clients in Japan. To facilitate the Japan Clients' ability to make deposits and withdrawals to and from their foreign exchange trading account, FXA determined that it was desirable to open a Japanese yen denominated bank account. However, Mr. Levin notes, since FXA was not domiciled in Japan, FXCM formed a Japanese entity -- RefcoFX Japan K.K. -- to open and maintain a Japanese yen denominated account at the Hong Kong Shanghai Banking Corp. The shares in Refco Japan are presently held by FXCM. While the Japan Clients entered into client agreements with FXA rather than with Refco Japan, the Japan Clients' funds were deposited into Refco Japan's HSBC Account. Mr. Levin states that the HSBC Account currently holds Japanese yen valued at approximately $32,000,000. The Reorganized Debtors currently estimate that claims filed by Japan Clients total approximately $38,000,000. Japanese Civil Actions Forty-eight Japan Clients have commenced three separate civil actions in Japan against Refco Japan, asserting claims for the return of funds deposited by those clients and have obtained provisional attachment orders against the funds in the HSBC Account. The attachment orders have restricted FXA's and Refco Japan's ability to transfer the funds in the HSBC Account under Japanese law. In October 2006, FXA commenced an Adversary Proceeding in the Court against FXCM, Refco Japan, HSBC, and the FXA Japan Clients. FXA also commenced legal actions in Japan seeking declaratory judgment that the funds in the HSBC Account are property of FXA's estate and for turnover of those funds. In the alternative, the Turnover Action seeks declaratory relief that the shares in Refco Japan held by FXCM are property of the FXA estate and for turnover of the shares. Consequently, Refco Japan has sought to dismiss the Turnover Action for lack of personal jurisdiction. AIDMA Claim AIDMA Co., Ltd., is one of the largest Japanese clients of FXA. AIDMA's FXA foreign exchange account balances as of July 31, 2006, aggregate to JPY1,258,833,316, or about $10,600,000, subject to fluctuation with the dollar-yen exchange rate. Although AIDMA is not currently a plaintiff in the Japanese Civil Actions, it has asserted that its rights in the funds held in the HSBC Account are superior to the claims of non-Japan clients. FXA Settles With AIDMA & Refco Japan The Agreement provides, among others, that: (a) AIDMA will be paid JPY723,829,157, or approximately $6,100,000, which represents 57.5% of AIDMA's July 2006 yen-denominated FX Account balance; (b) AIDMA will be reimbursed $100,000 to cover its attorneys' fees; and (c) AIDMA will be entitled to receive an additional payment that would provide an equivalent aggregate percentage recovery if FXA, Refco Japan, and FXCM settle with a Japan Client on or before December 31, 2007, for a higher percentage recovery than 57.5% of AIDMA's FX Account balance. The parties further agree that all payments will be made from the HSBC Account in Japanese yen, and will be in full and final settlement of any and all claims that AIDMA has against Refco Japan, FXCM, or the Debtors or their estates. Upon receipt of the settlement payment, AIDMA will withdraw any proofs of claim it has filed in the Debtors' cases. The Refco Administrator asserts that the AIDMA Settlement is reasonable considering that: (i) the trust and tort claims raised by AIDMA and the other Japan Clients raise complex factual and legal issues of both U.S. and Japanese laws, including issues of cross- border enforcement of judgments, that present substantial litigation risks to both sides; and (ii) the resolution of the Japan Clients' claims is further complicated by the fact that: * FXA does not presently control Refco Japan; * there is no stay of actions against Refco Japan or the funds held in the HSBC Account; and * Refco Japan and the HSBC Account are located outside of the U.S. and are subject to the laws of Japan. About Refco Inc. Based in New York, Refco Inc. -- http://www.refco.com/-- is a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London and Singapore. In addition to its futures brokerage activities, Refco is a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco is one of the largest global clearing firms for derivatives. The company and 23 of its affiliates filed for chapter 11 protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Luc A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents the Official Committee of Unsecured Creditors. Refco reported $16.5 billion in assets and $16.8 billion in debts to the Bankruptcy Court on the first day of its chapter 11 cases. The Debtors' Amended Plan was confirmed on Dec. 15, 2006. (Refco Bankruptcy News, Issue No. 56 & 57; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). REFCO INC: U.S. Court Approves RCM-Bancafe $51 Million Agreement ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York approved a settlement between Bancafe International Bank Ltd. and Refco Capital Markets Ltd., an affiliate of Refco Inc., through its duly appointed plan administrator PricewaterhouseCoopers and Marc S. Kirschner. The settlement (i) reflects a resolution on Bancafe's part to allow the setoff required by a guarantee agreement and (ii) avoids the need for future litigation concerning the Bancafe claims. Bancafe filed in July 2006 Claim No. 10132 for $207,934,213 and Claim No. 10133 for $173,559 against Refco Capital Markets. The Bancafe Claims are premised on certain securities customer account relationships that existed between RCM and Bancafe before RCM's bankruptcy filing. Pursuant to certain account relationships, Bancafe guaranteed certain obligations of an affiliated entity, Vipasa International Investments Corp., under a Guaranty and Transfer Authorization Agreement with RCM. As of RCM's bankruptcy filing, Vipasa owed RCM at least $154,456,433 as a result of its account relationships with RCM, which amount Bancafe guaranteed. Pursuant to an order of the High Court of Barbados, PricewaterhouseCoopers EC Inc. has been appointed as custodian to wind up Bancafe's affairs. PricewaterhouseCoopers has filed a Petition for Recognition of Foreign Main Proceeding in the U.S. Bankruptcy Court for the Southern District of Florida. Following arm's-length negotiations, PricewaterhouseCoopers and Marc S. Kirschner, as duly appointed plan administrator for RCM pursuant to the Dec. 15, 2006, Plan Confirmation order, agreed that: (a) Claim No. 10132 will be allowed as an RCM Securities Customer Claim for $51,535,144, to achieve agreements regarding properly allowable claim amounts and applicable set-offs; (b) Claim No. 10133 will be allowed as an RCM Securities Customer Claim for $173,559; and (c) all other amounts asserted in the Bancafe Claims, whether liquidated, unliquidated, contingent or otherwise, will be disallowed. About Bancafe International Bancafe International Bank Ltd. offered financial services. PricewaterhouseCoopers EC Inc. has been appointed as custodian to wind up Bancafe's affairs, pursuant to an order of the High Court of Barbados. PwC EC, as Bancafe's administrator, filed a chapter 15 petition on Dec. 19, 2006 (Bankr. S.D. Fla. Case No. 06-16712). Gregory S. Grossman, Esq., at Astigarraga Davis Mullins & Grossman, P.A., represents the administrator. PwC estimated that Bancafe had $1 million to $10 million in assets and more than $100 million in debts when it filed the chapter 15 petition. About Refco Inc. Based in New York, Refco Inc. -- http://www.refco.com/-- is a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries are members of principal U.S. and international exchanges, and are among the most active members of futures exchanges in Chicago, New York, London and Singapore. In addition to its futures brokerage activities, Refco is a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco is one of the largest global clearing firms for derivatives. The Company and 23 of its affiliates filed for chapter 11 protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Luc A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP, represents the Official Committee of Unsecured Creditors. Refco reported $16.5 billion in assets and $16.8 billion in debts to the Bankruptcy Court on the first day of its chapter 11 cases. The Debtors' Amended Plan was confirmed on Dec. 15, 2006. (Refco Bankruptcy News, Issue No. 56 & 57; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). REMOTEMDX: Posts $7.8 Million Loss in Quarter Ended December 31 --------------------------------------------------------------- RemoteMDx reported operating revenue of $988,000 for the quarter ended December 31, 2006, a 450% increase compared to $219,000 for the same period last year. The primary reason for the increase was the introduction of the TrackerPAL unit that started a full- scale deployment in December of 2006 and will demonstrate continued revenue growth throughout the calendar year of 2007. Even though the company had a $7.8 million loss (of which a large portion was non cash) for the quarter ended December 31, 2006, the company did have positive cash flow from operating activities in excess of $500,000 for the quarter. During the three months ended December 31, 2006, the company purchased $7.1 million in monitoring equipment and ended the quarter with $18 million in assets and $11 million in liabilities. Relationship with SSV RemoteMDx also further clarified its contractual relationship with Seguridad Satelital Vehicular (SSV) for the country of Mexico. SSV is a privately owned firm that was founded in 1970. It has a variety of subsidiaries and products ranging from consumer electronics to telematics and telecommunications. In 1999 it started its vehicle tracking service under the name of "GTE Rastreo Vehicular" through its distribution relationship with GTE. It is through this division that it has established numerous government relationships as it helps the Mexican Federal Police and other local police departments track their officers' vehicles and also aid in recovering stolen vehicles. Their Web site is http://www.gtenet.com.mx/which also contains information concerning TrackerPAL in Mexico. The specifics of the contract are that in order for SSV to maintain exclusivity in Mexico it must purchase and put into a monitoring state 10,000 units during the first 16 months of the contract; an additional 10,000 units must be purchased and maintained for the next 12 months and finally another 10,000 units for the following 12 months for a total of 30,000 units. The total value of the contract just on unit sales is a minimum of $18 million. In addition, the Company will assist SSV with software and monitoring controls for which RemoteMDx will receive through its subsidiary SecureAlert $2 per day per unit royalty. This revenue stream is neither subject to the special dividend that SecureAlert normally pays nor the normal monitoring costs incurred by the Company. Ultimately, the gross profit from this contract could exceed $21,000,000 per year. Settlement The company has also entered into a settlement agreement with plaintiffs Michael Sibbett and HGR Enterprises, resolving all claims asserted in litigation against the company. About RemoteMDx Headquartered in Sandy, Utax, RemoteMDx Inc. (OTC BB: RMDX.OB) -- http://www.remotemdx.com/-- together with its subsidiaries, markets and sells patented wireless location technologies and related monitoring services, as well as develops, markets, and sells personal security, senior supervision, and monitoring services in the United States. The company's products include MobilePAL, a mobile emergency response device that locates persons in distress and dispatch the closest emergency services to their location, and TrackerPAL, a tracking device, which is used to monitor convicted offenders in the criminal justice system. The company also sells medical diagnostic stains and equipment to laboratories throughout the United States. Going Concern Doubt As reported in the Troubled Company Reporter on Jan. 5, 2007, Hansen, Barnett & Maxwell, in Salt Lake City, Utah, expressed substantial doubt about RemoteMDx's ability to continue as a going concern after auditing the company's financial statements for the year ended Sept. 30, 2006. Thee auditing firm pointed to the company's recurring operating losses and accumulated deficit. RemoteMDx Inc. reported a $24.4 million net loss on $1.1 million of sales for the year ended Sept. 30, 2006, compared with an $11.5 million net loss on $861,868 of sales for the year ended Sept. 30, 2005. At Sept. 30, 2006, the company's balance sheet showed $12.2 million in total assets, $6.2 million in total liabilities, $3.6 million in series A preferred stock, and $2.3 million in total stockholders' deficit. RLM FLOORING: High Court Denies Owner's Chapter 7-to-13 Conversion ------------------------------------------------------------------ The United States Supreme Court handed down its decision yesterday denying a debtor the right under 11 U.S.C. Sec. 706(a) to convert his chapter 7 case, in which he concealed assets from his creditors, to a chapter 13 proceeding. On March 11, 2003, Robert Louis Marrama, the owner of RLM Flooring, Inc., filed a voluntary petition under Chapter 7 (Bankr. D. Mass. Case No. 03-11987). Mark DeGiacomo serves as the Chapter 7 trustee of that estate. Citizens Bank of Massachusetts loaned approximately $250,000 to RLM Flooring and Mr. Marrama guaranteed RLM's debt to the bank. Citizens, represented by G. Eric Brunstad, Esq., at Bingham McCutchen LLP, is Mr. Marrama's largest creditor. Citizens commended adversary proceedings in the bankruptcy court to deny Mr. Marrama a discharge under chapter 7 and to unwind some prepetition transactions (Bankr. D. Mass. Adv. Pro. Nos. 03-1443 and 03-1448). Several months before Mr. Marrama commenced his voluntary chapter 7 bankruptcy case, he refinanced real estate that he owned in Maine and transferred most of the proceeds of the refinancing to an account in the name of his girlfriend. He then transferred the real estate itself to a trust for his benefit and installed his girlfriend as trustee. After Mr. Marrama commenced his bankruptcy case, he failed to disclose these transactions (as well as his entitlement to a sizeable tax refund), and listed the real property in the trust as worthless (when in fact it had substantial value). When the Trustee questioned the transactions and indicated that he would recover the real estate for the benefit of creditors, Mr. Marrama responded by attempting to convert his chapter 7 case to a proceeding under chapter 13 to avoid the Trustee (who would be displaced automatically if the case were converted to chapter 13 under 11 U.S.C. Sec. 348(e)). The bankruptcy court denied Mr. Marrama's attempt to convert on the ground that Mr. Marrama had acted in bad faith and to prevent abuse of the bankruptcy system. The facts get even worse; Mr. Marrama filed materially false schedules, he lied at the 341 Meeting; and he initiated a new Chapter 13 case the day after the U.S. Supreme Court granted certiorari in his old case. The new case was dismissed on the grounds that, under Sec. 109(e), he was ineligible to be a Chapter 13 debtor. See In re Marrama, 345 B. R. 458, 463-464, and n. 10 (Bankr. D. Mass. 2006). "[H]onest but unfortunate debtors . . . possess an absolute right to convert their cases from Chapter 7 to Chapter 13 [and that's] the vast majority of the hundreds of thousands of individuals who file Chapter 7 petitions each year," Justice Stevens writes in the majority opinion. But the five-justice majority holds that Mr. Marrama isn't an honest but unfortunate debtor. Justice Alito, joined by Chief Justice Roberts and Justices Scalia and Thomas, says in his dissent that under the clear terms of the Bankruptcy Code, a debtor who initially files a petition under Chapter 7 has the absolute right to convert the case to another chapter without any requirement for a "good faith" finding by a bankruptcy judge. The minority says that the Bankruptcy Code includes several means to redress a debtor's bad faith, and its wrong for the majority to add one more that the Congress didn't codify. The decision from which the High Court granted review is Marrama v. Citizens Bank of Mass. (In re Marrama), 445 F.3d 518 (1st Cir. 2006). The District Court's decision is reported at 331 B.R. 10 (D. Mass 2005) (Saris, J.), which affirmed Judge Hillman's decision in the bankruptcy court ROGERS CABLE: Good Credit Profile Prompts DBRS to Upgrade Rating ---------------------------------------------------------------- Dominion Bond Rating Service upgraded the rating of the Senior Secured Notes & Debentures of Rogers Cable Inc. to BBB (low) from BB (high). The trend is now Stable. The rating change follows the upgrade of the company to BB (high) with a Positive trend on Dec. 21, 2006. DBRS has also upgraded the ratings of Rogers Wireless Inc. to BBB (low) and BB (high), and the parent of both companies, Rogers Communications Inc. (RCI), to BB (high). The upgrade reflects continued strong improvements to Rogers Cable's credit profile, driven by a solid performance in the company's core cable and Internet segments, and continued improvements in the entire Rogers group of companies. Additionally, on a go-forward basis, DBRS expects Rogers Cable to continue to improve its key credit metrics, with external gross debt-to-EBITDA of roughly 2.6x and cash flow-to-debt exceeding approximately 0.28x by the end of 2007. In addition to EBITDA growth, DBRS notes the company has repaid $450 million in notes, which matured on Feb. 6, 2007. DBRS expects the company to continue to improve its free cash flow deficit, which was reduced to approximately $325 million for 2006, and was funded through free cash generation at Rogers Wireless. DBRS anticipates the company's free cash flow deficit will improve to roughly $150 million by the end of 2007 as a result of strong growth in cash flow from operations and the elimination of a dividend payable to RCI. This will be offset by higher capital expenditures related to growth in its core cable-subscriber base and the support of its expansion into the business services market. DBRS expects continued improvement in the company's financial ratios attributable to operating performance and strong execution. However, DBRS does not anticipate further significant debt reduction at Rogers Cable in the near term. DBRS will continue to view the company's credit profile in conjunction with that of Rogers Wireless and RCI. From a consolidated perspective, DBRS notes RCI is expected to generate nearly $1 billion in positive free cash flow in 2007, with a strong contribution from Rogers Wireless. ROGERS COMMS: DBRS Lifts Issuer Rating to BB (high) from BB ----------------------------------------------------------- Dominion Bond Rating Service upgraded the Issuer Rating of Rogers Communications Inc. to BB (high) from BB. The rating action is a result of upgrades to both Rogers Wireless Inc. to BBB (low) and BB (high) and to Rogers Cable Inc. to BBB (low). The trends on all companies are now Stable. DBRS continues to maintain a rating differential on RCI that is one notch lower than Rogers Wireless and Rogers Cable, reflecting the company's structural subordination and dependence on its operating subsidies to finance its operating expenditures and dividends to public RCI shareholders. DBRS notes RCI currently has no debt outstanding. On a consolidated basis, Rogers Communications' credit metrics have improved in 2006, with gross debt-to-EBITDA reaching 2.71x and cash flow-to-debt approaching 0.30x. DBRS expects further improvement in Rogers Communications' consolidated metrics in 2007, with gross debt-to-EBITDA and cash flow-to-debt expected to reach roughly 2.2x and 0.33x by the end of 2007, respectively. DBRS expects the consolidated RCI group to generate free cash flow of nearly $1 billion in 2007, with strong contributions from Rogers Wireless. DBRS notes Rogers Wireless continues to demonstrate significant revenue and EBITDA growth. Additionally, Rogers Cable continues to demonstrate strong performance, with growth driven by its core cable and Internet segments and robust subscriber growth in cable telephony. DBRS expects Rogers Wireless to generate roughly $750 million of free cash flow in 2007, which is expected to be used to finance Rogers Communications' external funding requirements, and help Rogers Cable to repay a $450 million note that matured in February 2007. RONDA LITTLE: Case Summary & Nine Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Ronda Little Randall Little dba Advanced Building and Grading P.O. Box 1030 Villa Rica, GA 30180 Bankruptcy Case No.: 07-62811 Chapter 11 Petition Date: February 21, 2007 Court: Northern District of Georgia (Atlanta) Judge: C. Ray Mullins Debtor's Counsel: M. Denise Dotson, Esq. Jones & Walden, LLC 21 Eighth Street, Northeast Atlanta, GA 30309 Tel: (404) 564-9300 Fax: (404) 564-9301 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Caterpillar Financial Tractor $109,000 P.O. Box 730681 Dallas, TX 75373 Citizen Bank & Trust 20 Lots/15.02 Acres $707,671 P.O. Box 2127 Little Ridge Subd. Secured: Carrolton, GA 30112 Post Road, Winston, $700,000 Georgia Dean Grading, Inc. Judgment Lien $85,805 c/o Phillip Siegel 230 Peachtree Street, Suite 2500 Atlanta, GA 30303 MCB $58,232 Citizen Bank & Trust $56,280 CBT Card Services Credit Card $7,854 Paulding County Tax Commission Property Taxes $6,429 Union Plus Credit Card $5,177 Carroll Electric Membership Co. Utilities $2,656 ROUGE INDUSTRIES: Seeks March 20 Exclusive Plan Filing Deadline --------------------------------------------------------------- Rouge Industries and its debtor-affiliates asks the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to: a) file a plan until March 20, 2007; and b) solicit acceptances to that plan until May 21, 2007. The Debtors have filed 14 prior motions for the extension of their exclusive periods. Their exclusive period to file a plan expired on Feb. 20, 2007. Pension Benefit Dispute The Debtors have recently begun to make some progress with the Pension Benefit Guaranty Corp. and the International Union, United Automobile Aerospace and Agricultural Implement Workers of America and its Local 600 in addressing outstanding matters related to four defined pension plans and related claims of the PBGC and UAW. Litigation has been pending for several years among the PBGC, the UAW and the Debtors in the U.S. District Court for the Eastern District of Michigan pursuant to which the PBGC is seeking the involuntary termination of the Pension Plans. Additionally, the PBGC has filed 48 claims against the Debtors asserting aggregate liabilities of $117 million plus additional unliquidated amounts related to the Pension Plans. The PBGC alleges that its claims are entitled, at least in part, to priority status in the Debtors' bankruptcy cases. The UAW, in turn, maintains that it may have the right to assert additional claims against the Debtors' estates related to the termination of the Pension Plans. The Debtors reserve all rights and defenses in respect of the claims asserted by the PBGC and UAW. Two settlement conferences recently have been held with the PBGC and the UAW. A third meeting, which was planned for Feb. 8, 2007, has been postponed to allow the parties to review information and to allow the PBGC to submit a settlement proposal. The intent is to have the meeting the first week of March. While significant issues remain to be resolved among the Debtors, the PBGC, UAW and the Debtors' other stakeholders, the Debtors tell the Court that some progress is being made and that the interests of their estates and creditors are best served by further exploring the possibility of settlement of the pension plan termination litigation and related claims with UAW and the PBGC, who together hold the vast majority of unsecured claims against the Debtors' estates. Accordingly, the Debtors intend to defer the filing of a plan and disclosure statement to allow the negotiations to continue. If, however, it becomes apparent to them that adequate progress in negotiations with the PBGC and UAW is not being made, the Debtors tell the Court that they reserve the right to proceed with the plan process, which undertakings may include, if appropriate, the filing of motions to estimate the claims of the PBGC and UAW for plan confirmation or distribution purposes. The Court will convene a hearing on March 16, 2007, at 11:30 a.m. ET to consider the Debtors' request. Objections to the motion, if any, are due by 4:00 p.m. ET on March 9, 2007. About Rouge Industries Headquartered in Dearborn, Michigan, Rouge Industries Inc., an integrated producer of flat-rolled steel, filed for chapter 11 protection on October 23, 2003 (Bankr. D. Del. Case No. 03-13272). Adam G. Landis, Esq., at Landis Rath & Cobb LLP and Alicia Beth Davis, Esq., at Morris Nichols Arsht & Tunnell represent the Debtors. Kurt F. Gwynne, Esq., and Richard Allen Keuler, Jr., Esq., at Reed Smith LLP serve as counsel to the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed $558,131,000 in total assets and $558,131,000 in total debts. On Dec. 19, 2003, the Court approved the sale of substantially all of the Debtors' assets to SeverStal N.A. for $285.5 million. The Asset Sale closed on Jan. 30, 2005. SALON MEDIA GROUP: Earns $306,000 in Quarter Ended December 31 -------------------------------------------------------------- Salon Media Group Inc. reported $306,000 of net income on $2.8 million of revenues for the third quarter of fiscal 2007 ended Dec. 31, 2006, compared with $95,000 of net income on $2.1 million of revenues for the same period in fiscal 2005. The increase in revenues was mainly due to the 60% increase in advertising revenues which reflects an industry wide trend of corporations earmarking more funds for internet advertising. Advertising revenues increased to $2.2 million for the quarter ended Dec. 31, 2006, from $1.4 million for the quarter ended Dec. 31, 2005. Income from operations in the third quarter of fiscal 2007 was $306,000 compared with $94,000 in the third quarter of fiscal 2006. At Dec. 31, 2006, the company's balance sheet showed $6.6 million in total assets, $1.7 million in total liabilities, and $4.9 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?19f4 Going Concern Doubt As reported in the Troubled Company Reporter on July 5, 2006, Burr, Pilger & Mayer LLP expressed substantial doubt about Salon Media Group Inc.'s ability to continue as a going concern after auditing the company's financial statements for the fiscal year ended March 31, 2006. The auditor pointed to the company's recurring losses, negative cash flows from operations and accumulated deficit. About Salon Media Founded in 1995, Salon Media Group Inc. (OTC: SLNM.OB) -- http://www.salon.com/ -- is an Internet media company that produces a network of ten subject-specific Web sites, hosts two online subscription communities, and features Salon Premium, a paid subscription service. SEA CONTAINERS: Committees Seek To Create Info Sharing Protocol --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Sea Containers Ltd. and the Official Committee of Unsecured Creditors of Sea Containers Services Ltd. jointly ask the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to clarify that Section 1102(b)(3)(A) of the Bankruptcy Code does not authorize or require them to provide access to the Debtors' confidential and other non-public proprietary information, or to privileged information, to the creditors they represent. The Official Committees, however, agree that they will provide access to Privileged Information to any party so long as it is not Confidential Information and the relevant privilege was held and controlled solely by an Official Committee. Pursuant to the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005, each of the Committees is required to provide access to information for creditors it represents. Derek C. Abbott, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Delaware, relates that the Debtors operate in a competitive industry where the dissemination of confidential information to parties who are not bound by any confidentiality agreement could be disastrous to the Debtors. Confidential Information includes business strategies and intended initiatives. If the Debtors' general creditors could require an Official Committee to give them access to Confidential Information in the Committee's possession, the information could easily become public and could be used by competitors to the detriment of the Debtors' business operations, Mr. Abbott points out. Mr. Abbott notes that other Confidential Information, including compensation levels or other employee information, is of a sensitive nature and their public disclosure would affect employee morale and similar problems for the Debtors, and violate federal and state privacy laws. According to Mr. Abbott, the request will benefit the Committees and their constituents by permitting them to receive Confidential Information from the Debtors without the fear that individual creditors could force them to breach confidentiality. "Unless it is made clear that the risk of dissemination of Privileged Information does not exist, the estate representation structure envisioned by the Bankruptcy Code would become immediately dysfunctional," he adds. About Sea Containers Based in Hamilton, Bermuda, Sea Containers Ltd. (NYSE: SCRA, SCRB) -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On October 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they reported US$1.7 billion in total assets and US$1.6 billion in total debts. (Sea Containers Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) The Debtors' exclusive period to file a plan expires on June 12, 2007. They have until Aug. 11, 2007, to solicit acceptances to that plan. SEA CONTAINERS: GNER Signs GBP20 Mil. Lease to Expand Train Fleet ----------------------------------------------------------------- Sea Containers Ltd.'s railway subsidiary, Great North Eastern Railway, has leased two diesel High Speed Trains, Transport Briefing reports. According to Transport, the High Speed Trains, which were previously used by Midland Mainline, were procured by GNER from Porterbrook Leasing Company and will be overhauled during the next two years as part of a GBP20,000,000 leasing package. The acquisition was in connection with its new 12 additional weekday services between Yorkshire, the East Midlands and London. The new run was approved by United Kingdom's Office of Rail Regulation and is set for launching on May 21, 2007. With the HSTs, GNER will be able to run a half hourly service between Leeds and London King's Cross and will provide an additional 1,600,000 seats a year. Based in Hamilton, Bermuda, Sea Containers Ltd. (NYSE: SCRA, SCRB) -- http://www.seacontainers.com/-- provides passenger and freight transport and marine container leasing. Registered in Bermuda, the company has regional operating offices in London, Genoa, New York, Rio de Janeiro, Sydney, and Singapore. The company is owned almost entirely by United States shareholders and its primary listing is on the New York Stock Exchange (SCRA and SCRB) since 1974. On October 3, the company's common shares and senior notes were suspended from trading on the NYSE and NYSE Arca after the company's failure to file its 2005 annual report on Form 10-K and its quarterly reports on Form 10-Q during 2006 with the U.S. Securities and Exchange Commission. Through its GNER subsidiary, Sea Containers Passenger Transport operates Britain's fastest railway, the Great North Eastern Railway, linking England and Scotland. It also conducts ferry operations, serving Finland and Estonia as well as a commuter service between New York and New Jersey in the U.S. Sea Containers Ltd. and two subsidiaries filed for chapter 11 protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156). Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they reported US$1.7 billion in total assets and US$1.6 billion in total debts. (Sea Containers Bankruptcy News, Issue No. 11; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) The Debtors' exclusive period to file a plan expires on June 12, 2007. They have until Aug. 11, 2007, to solicit acceptances to that plan. SERACARE LIFE: Human Clinical Specimen Biz Sale to BioServe Okayed ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of California gave SeraCare Life Sciences Inc. authority to sell its interests in the business it acquired from Genomics Collaborative Inc. to BioServe Biotechnologies Ltd. The business involves the sale of human clinical specimens and their accompanying medical information for use in drug discovery. The Debtor seeks to dispose of the business as it continues to sustain losses (approximately $2,000,000 per year) and deplete assets of the estate. Pursuant to an asset purchase agreement entered into by the Debtor and BioServe, consideration for the assets consists of: a) $2,000,000 cash, which will be paid to the Debtor upon closing; b) payment, in the ordinary course, of assumed liabilities; and c) a royalty of 7.5% on all net sales of BioServe related to the business for the initial 12 month period beginning on the date of closing of the contemplated transaction and for each of the next 16 three-month periods thereafter. The purchase price will also be subject to reduction by the amount (if any) by which the book value of SeraCare's tissue inventory as of the closing is less than 90% of the book value of the tissue inventory as of Sept. 30, 2006, provided that no purchase price adjustment will be made so long as 90% or more of the book value of the inventory as of Sept. 30, 2006, is transferred to BioServe. BioServe will assume all of Debtor's right, title and interest as a party to certain executory contracts with respect to the business, with all cure obligations, if any, being the responsibility of the Debtor. Court Confirms Plan As reported in the Troubled Company Reporter on Feb. 21, 2007, the Court confirmed the First Amended Plan of Reorganization jointly proposed by SeraCare Life Sciences Inc. and its Ad Hoc Committee of Equityholders. The Court determined that the Plan satisfies the 16 standards for confirmation under Section 1129(a) of the Bankruptcy Code. Overview of the Plan As reported in the Troubled Company Reporter on Jan. 4, 2007, the Plan provides that the Debtor to reorganize, and that current shareholders fund a restructuring of the company's balance sheet. The Joint Plan is based on a rights offering. The rights offering will be available to current shareholders on a pro rata basis. Each shareholder will be entitled to purchase a pro rata share, out of all current shareholders, of 4,250,000 new shares to be issued at a price of $4.75 per share. In connection with the Plan, members of the Equity Committee have committed to fully participate in the Rights Offering. In addition, members of the Equity Committee will act as backstop purchasers, and have committed to purchase all unexercised subscription rights. The Equity Committee is comprised of: (i) The Wolfson Group, with approximately 3.5% of the shares, (ii) Harbinger Capital Partners Master Fund I Ltd. and Harbinger Capital Partners Special Situations Fund L.P., with approximately 20.7% of the shares, and (iii) Black Horse Capital LP, with approximately 7.3% of the shares. Treatment of Claims Under the Plan, Administrative Claims, Priority Tax Claims, Priority Claims, and Bank Claims, will be paid in full and in cash. Junior Secured Note Claims will be paid in full and in cash subject to defenses, setoffs and counterclaims. Miscellaneous Secured Claims will be assumed by Reorganized SeraCare subject to defenses, setoffs and counterclaims. Commerce Bank Claims will also be assumed by Reorganized SeraCare. Acceleration of these two claims will be deemed rescinded as of the effective date of the Plan. General Unsecured Claims will be paid in full and in cash with interest. Governmental Section 510(b) Claims will also be paid in full and in cash. Holders Nongovernmental Section 510(b) Claims will, at the election of the Plan Proponents, either be: (a) paid in full and in cash of the allowed or estimated amount of the claims, or (b) receive Initial Reorganized SeraCAre Common Stock with a value equal to the product of: * the allowed or estimated amount of the claim divided by, * the sum of the total estimated and allowed amounts of Nongovernmental Claims and net enterprise value of the Debtor as of the confirmation date. The Debtor relates that if the election is made to pay Non- governmental Claims in cash, holders of Common-Stock Interest will receive, for each common stock: (i) one share of the Initial Reorganized SeraCare Common Stock; and (ii) their Pro Rata Share of the Subscription Rights. Otherwise, holders will receive their pro rate share of all Initial Reorganized SeraCare Common Stock not distributed to Nongovernmental Claim holders and their pro rata share of the Subscription Rights. On the effective date of the Plan, all Common-Stock Option Interests will be exchanged, as permitted by the terms of the relevant option agreements and option plans, for corresponding options of Reorganized SeraCare. About SeraCare Life Based in Oceanside, California, SeraCare Life Sciences, Inc. -- http://www.seracare.com/-- develops and manufactures biological based materials and services for diagnostic tests, commercial bioproduction of therapeutic drugs, and medical research. The Company filed for chapter 11 protection on March 22, 2006 (Bankr. S.D. Calif. Case No. 06-00510). Garrick A. Hollander, Esq., Paul J. Couchot, Esq., Peter W. Lianides, Esq., and Sean A. O'Keefe, Esq., at Winthrop Couchot represent the Debtor. The Official Committee of Unsecured Creditors selected Henry C. Kevane, Esq., and Maxim B. Litvak, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub LLP, as its counsel. Thomas E. Patterson, Esq., and Martin R. Barash, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, Mark I. Bane, Esq., and D. Ross Martin, Esq., at Ropes & Gray LLP, represent the Ad Hoc Committee of Equityholders. When the Debtor filed for protection from its creditors, it listed $119.2 million in assets and $33.5 million in debts. SHAW COMMUNICATIONS: Good Performance Cues DBRS to Upgrade Ratings ------------------------------------------------------------------ Dominion Bond Rating Service upgraded the Senior Notes rating of Shaw Communications Inc. and the Senior Unsecured Debentures rating of Videon CableSystems Inc. to BBB (low) from BB (high). DBRS also upgraded Shaw's Canadian Originated Preferred Securities to Pfd-3 (low) from Pfd-4, reflecting a less significant amount of COPrS in the capital structure. The trends on all the ratings are Stable. DBRS changed the trends on the ratings to Positive on Feb. 22, 2005, and confirmed the ratings and trends on Oct. 27, 2005, and on Nov. 13, 2006. The upgrade reflects Shaw's strong cable franchise, which has demonstrated good EBITDA and subscriber growth to date, led by its core cable and Internet segments and strong subscriber growth from its cable telephony service. As such, EBITDA has improved to roughly $1 billion for the 12 months ended Nov. 30, 2006, and the company now maintains well over 2.2 million basic cable subscribers and more than 1.35 million Internet subscribers. Additionally, the company's financial risk profile has improved to date; however, DBRS notes Shaw's use of free cash flow has largely been directed toward dividend payments rather than debt reduction. Nevertheless, the company has executed well and should continue to grow into its current rating category comfortably based on DBRS's expectations of future profitability and EBITDA growth. DBRS expects Shaw to continue to demonstrate strong EBITDA growth in fiscal 2007, which should continue to help improve key credit metrics going forward. As such, DBRS expects gross debt-to-EBITDA to improve to approximately 3x and cash flow-to-debt to exceed 0.20x by the end of fiscal 2007. DBRS also notes continued improvement and growth within the Canadian cable industry has benefited by a "triple-play" offering that has increased emphasis and uptake of bundled services, which continues to be a key driver for EBITDA growth and improved profitability. In addition, DBRS notes, to date, competition for Shaw in its markets has been rational and largely based on quality of service rather than aggressive pricing and promotional activity. SIRIUS SATELLITE: XM Merger Prompts S&P's Positive CreditWatch -------------------------------------------------------------- Standard & Poor's Ratings Services placed all its ratings, including the 'CCC' corporate credit rating, on New York City-based Sirius Satellite Radio Inc. on CreditWatch with positive implications, following the company's definitive agreement to an all-stock "merger of equals" with XM Satellite Radio Holdings Inc.. Under the terms of the agreement, Sirius shareholders will own 50% of the combined company and XM shareholders will receive 4.6 shares of Sirius common stock for each share of XM they own. As of Sept. 30, 2006, the company had approximately $1.08 billion in outstanding debt. "If the transaction is completed as proposed, without the incurrence of additional debt," said Standard & Poor's credit analyst Michael Altberg, "we would likely raise the ratings as a result of the combined company's stronger business profile and quicker path to positive free cash flow." SIRIUS SATELLITE: XM Merger Cues Moody's Developing Outlook ----------------------------------------------------------- Moody's Investors Service affirmed the existing debt ratings of SIRIUS Satellite Radio, Inc. and changed the outlook to developing from stable in connection with the company's Feb. 19, 2007 report that SIRIUS and XM Satellite Radio Holdings, Inc. have entered into a definitive merger agreement. The proposed transaction will combine the two companies in a tax-free, all-stock merger of equals with a combined enterprise value of $13 billion, including net debt of approximately $1.6 billion. Under the agreement, XM shareholders will receive a fixed exchange ratio of 4.6 shares of SIRIUS common stock for each share of XM they own. The transaction, which is subject to shareholder and regulatory approvals, is expected to close by the end of 2007, pending regulatory approval. The developing outlook reflects Moody's view that over the intermediate term, these potential revenue and cost synergies could impact the combined company's free cash flow and other credit metrics and provide upward momentum to its rating. However, the impact on the credit metrics is dependent on the size and timing of these synergies as well as costs associated with realizing these synergies including those related to making the two companies' technological architectures inter-operable. Given the uncertain nature of the impact of the cost synergies and enhanced operating leverage on the credit metrics including free cash flow, and the regulatory challenges to completing the merger, Moody's maintains Sirius' Caa1 corporate family rating at this time. These ratings are affected: * Sirius Satellite Radio, Inc. -- Corporate family rating, Caa1 -- Probability-of-default rating, B3 -- 9 5/8% senior notes due 2013, Caa1, LGD4, 65% SIRIUS Satellite Radio, Inc., located in New York, is a satellite radio broadcaster. SYNOVICS PHARMACEUTICALS: Miller Ellin Raises Going Concern Doubt ----------------------------------------------------------------- Miller Ellin & Company LLP in New York expressed substantial doubt about Synovics Pharmaceuticals Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Oct. 31, 2006, and 2005. The auditing pointed to the company's significant losses and negative cash flows. Synovics Pharmaceuticals Inc. reported an $8.6 million net loss on $10.5 million of revenues for the fiscal year ended Oct. 31, 2006, compared with a $2.8 million net loss on $8,192 of revenues for the fiscal year ended Oct. 31, 2005. The increase in revenues, cost of revenues and gross profit was solely the result of the company's acquisition of Kirk Pharmaceuticals LLC in May 2006. The increase in net loss is due primarily to the $4.4 million increase in selling, general, and administrative expenses, the $3.1 million increase in interest expense and the $821,705 increase in equity in the loss of InCon Processing. At Oct. 31, 2006, the company's balance sheet showed $38.9 million in total assets, $25.8 million in total liabilities, and $13.1 million in total stockholders' equity. The company's balance sheet at Oct. 31, 2006, also showed strained liquidity with $7.7 million in total current assets available to pay $13.1 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the year ended Oct. 31, 2006, are available for free at http://researcharchives.com/t/s?1a11 To date, the company's operations have not generated sufficient cash flow to satisfy the company's capital needs. The company has financed its operations primarily through the private sale of common stock and warrants and debt securities. About Synovics Pharmaceuticals Based in Phoenix, Arizona, Synovics Pharmaceuticals Inc. (OTC BB: SYVC.OB) -- http://www.synovics.com/-- is a specialty pharmaceutical company engaged in the development, manufacturing and commercialization of oral controlled-release generic drugs and improved formulations of previously approved drugs. TECO EXCAVATION: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: TeCo Excavation, LLC P.O. Box 900 Georgetown, TX 78627 Bankruptcy Case No.: 07-10279 Type of Business: The Debtor is a commercial construction company providing excavation and site work. Chapter 11 Petition Date: February 20, 2007 Court: Western District of Texas (Austin) Judge: Frank R. Monroe Debtor's Counsel: B. Weldon Ponder, Jr., Esq. Building 3, Suite 200 4601 Spicewood Springs Road Austin, TX 78759-7841 Tel: (512) 342-8222 Fax: (512) 342-8444 Financial Condition as of Feb. 15, 2007: Total Assets: $1,536,000 Total Debts: $2,377,617 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Regions Bank Security Interest $350,000 P.O. Box 1471 Little Rock, AR 72203 Caterpillar Financial Security Interest $174,134 Services Corp. 2120 West End Avenue P.O. Box 340001 Nashville, TN 37203 CIT Group Security Interest $155,032 EF FILE # 55603 Los Angeles, CA 90074-5603 LBX Financial Services Security Interest $147,677 REF No. 24640262 P.O. Box 41601 Philadelphia, PA 19101 Volvo Financial Services Security Interest $110,462 P.O. Box 724700236 Philadelphia, PA 19170-0236 Key Equipment Finance Payment Security Interest $92,488 Processing P.O. Box 203901 Houston, TX 77216-3901 Austin Asphalt, LP Materials supplier $80,451 6300 Commerce Drive, Suite 150 Irving, TX 75063 Statewide Materials Trucking services $73,367 Transport Ltd. P.O. Box 1080 Manor, TX 78653 RTI Hot Mix, Ltd. Materials supplier $40,328 P.O. Box 2989 Pflugerville, TX 78691 Kinney's Commercial Inc. Plumbing $30,000 P.O. Box 1430 Subcontractor Pflugerville, TX 78691 Wheeler Coatings Asphalt L.P. Materials supplier $27,720 3099 N IH-35 Round Rock, TX 78664-2407 SemMaterials LP Materials supplier $21,092 Department 2254 Tulsa, OK 74182 Johnson Oil Company Fuel and oil $20,180 P.O. Drawer 1959 supplier Gonzales, TX 78629 for trucks Melendrez Brothers Trucking Trucking services $16,776 Inc. 11609 Moore Road Austin, TX 78719 Monson Trucking, Inc. Trucking services $16,050 P.O. Box 5336 Round Rock, TX 78664 RSC Equipment Rental Equipment rental $11,875 3506 Chapman Lane charges Austin, TX 78744 ABC Erosion Control, Inc. Labor & materials $11,247 c/o State Bank subcontractor P.O. Box 27847 for erosion fence Austin, TX 78755 Allied Insurance Insurance premiums $9,866 3820 109th St. Dept 2179 for workers' Des Moines, IA 50391-2179 compensation Centex Materials LLC York $9,098 As Agent 3801 S. Capital of Texas Highway Suite 250 Austin, TX 78704 CitiBusiness Aadvantage Card Credit Card $7,996 P.O. Box 44180 Jacksonville, FL 32231 THOMAS BESHORE: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Thomas Woodrow Beshore 3409 Terry Ridge Road Fort Collins, CO 80524 Bankruptcy Case No.: 07-11025 Type of Business: A member of the Debtor, Beshore Brothers LLC, filed for Chapter 11 protection on April 22, 2003 (Bankr. D. Colo. Case No. 03-17408). Chapter 11 Petition Date: February 9, 2007 Court: District of Colorado (Denver) Judge: Howard R. Tallman Debtor's Counsel: David S. Oppenheim, Esq. David S. Oppenheim & Associates, P.C. 7700 East Arapahoe Road, Suite 350 Englewood, CO 80112-6111 Tel: (303) 773-8189 Total Assets: $1,414,296 Total Debts: $1,544,268 Debtor's 10 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Lakeside Garden Apartment et al. $221,181 c/o Fairfield & Woods 1700 Lincoln, Suite 2400 Denver, CO 80203-4524 $28,726 Secured: $307,275 Unsecured: $14,601 Centennial Bank of The West Bank Loan $91,000 P.O. Box 5847 Secured: Fort Collins, CO 80217 $255,000 Unsecured: $91,000 World Savings Bank Loan $320,369 320 East Harmony Road Secured: Fort Collins, CO 80525 $255,000 Unsecured: $65,369 Tom French Trade Debt $16,000 Chase Bank Bank Loan $8,000 Bank of America Bank Loan $7,000 Gary Derrick Trade Debt $5,000 Surgical Associates of Trade Debt $233 Greeley P.C. Big Thompson Medical Group Trade Debt $225 McKee Medical Center $123 TIME AMERICA: December 31 Balance Sheet Upside-Down by $2.8 Mil. ---------------------------------------------------------------- Time America Inc. filed its fourth quarter financial statements for the three months ended Dec. 31, 2006, with the Securities and Exchange Commission on Feb. 14, 2006. The company reported a $163,489 net loss on $2,082,340 of revenues for the three months ended Dec. 31, 2006, compared with $593,768 net loss with no revenues in the comparable period of 2005. At Dec. 31, 2006, the company's balance sheet showed $3,309,716 in total assets and $5,976,066 in total liabilities resulting in $2,873,985 of stockholders' deficit. The company's December 31 balance sheet also showed strained liquidity with $2,791,494 in total current assets available to pay $4,329,698 in total current liabilities. A full-text copies of the regulatory filing is available for free at http://ResearchArchives.com/t/s?1a22 Going Concern Doubt As reported in the Troubled Company Reporter on Oct. 24, 2006, Semple & Cooper LLP expressed substantial doubt about Time America Inc.'s ability to continue as a going concern after auditing the company's financial statements for the fiscal year ended June 30, 2006, citing as reasons the recurring losses from operations and net capital deficiency. About Time America Time America, Inc. -- http://www.timeamerica.com/-- develops, manufactures and markets a line of time and labor management software and hardware products. These products are designed to improve productivity by automating time and attendance, workforce scheduling and management of labor resources. Target markets are small to mid-sized companies from 25 to 2,000 or more employees. Solutions are offered in a 100% web-based application service provider model, as well as client/server and PC-based application. TRANSAX INTERNATIONAL: Commits to Repay $1.6 Million Investment --------------------------------------------------------------- Transax International Limited has entered into a Standstill Agreement with its Series A Preferred Shareholder, Cornell Capital Partners LP. The company also signed a similar Standstill Agreement with convertible note holder Scott and Heather Grimes. Under the terms of the agreements, and subject to the conditions specified therein, the Preferred Stockholder and Convertible Note Holder have agreed that they will not convert or sell any of their holdings during the standstill period, which extends until April 30, 2007. As a result of the agreement, the company has committed to a full repayment of the $1.6 million equity investment along with the redemption premium to Cornell as well as a similar arrangement for the $225,000 convertible debenture to Scott and Heather Grimes. A full-text copy of Cornell's Standstill Agreement is available for free at http://ResearchArchives.com/t/s?1a23 A full-text copy of the Grimeses' Standstill Agreement is available for free at http://ResearchArchives.com/t/s?1a24 Stephen Walters, president and CEO of Transax, commented, "'Last month we announced our intent of selling our Brazilian operations and satisfying all outstanding liabilities. To this extent, we have signed these standstill agreements with the anticipation of closing the proposed transaction in the coming weeks. These agreements are the first step to ultimately reducing our liabilities, as well as alleviating concerns within the investment community regarding our obligations." About Transax International Limited Based in Miami, Florida, Transax International Limited (OTCBB: TNSX) -- http://www.transax.com/-- utilizing its proprietary MedLink(TM) technology, provides a service similar to credit card processing for the health insurance and providers industries. A Transax transaction consists of: approving eligibility, authorization, auto-adjudication of the health claim, and generating the claim payable files -- provided instantaneously in "real time" -- regardless of method of claim generation. The company has three subsidiaries: TDS Telecommunication Data Systems LTDA provides services in Brazil; Transax Australia Pty Ltd. provides services in Australia; and Medlink Technologies, Inc., initiates research and development. At Sept. 30, 2006, the company's balance sheet showed $2,003,214 in total assets, $6,179,904 in total liabilities, resulting in a $4,176,690 total stockholders' deficit. UBS BRINSON: Moody's Eyes Downgrade on Junked Senior Notes Rating ----------------------------------------------------------------- Moody's Investors Service reported that as part of the rating monitoring process, it has placed the notes issued by UBS Brinson CBO Limited, a collateralized debt obligation issuance, on watch for possible downgrade: * $13,200,000 Class B Senior Subordinated Fixed Rate Notes due 2012 -- Prior Rating: Caa1 -- Current Rating: Caa1, on watch for possible downgrade According to Moody's, the rating action reflects the deterioration in the credit quality of the underlying collateral pool, which consists primarily of high-yield corporate bonds. Moody's noted that the transaction, which closed in September of 1999, is currently failing the Maximum Weighted Average Rating Test, the Class B Par Value Test, the Class A Interest Coverage Test and the Class B Interest Coverage Test, as reported in the trustee report dated Dec. 30, 2006. VALASSIS COMMUNICATIONS: Earns $51.3 Million in Year Ended Dec. 31 ------------------------------------------------------------------ Valassis Communications Inc. earned $51.3 million of net income on $1 billion of revenues for the year ended Dec. 31, 2006, compared with $95.4 million of net income on $1.1 billion of revenues for the year ended Dec. 31, 2005. The significant decrease in net income is primarily due to the negative effects of the intense competitive pricing pressure in the Free-standing Inserts (FSI) segment and lower volumes and competitive pricing pressure in the Neighborhood Targeted segment. Results for 2006 also include after-tax charges of $24.6 million related to the pending ADVO Inc. acquisition and related litigation which was settled in December 2006 and $1.4 million related to the close-down of both the French agency business and eSettlement business unit of NCH Marketing Services Inc. The decrease in revenues is mainly attributable to the decline in Free-standing Inserts segment revenues which continues to be negatively impacted by an intense competitive pricing environment. Valassis also experienced a significant decline in the Neighborhood Targeted segment. Cost of sales was $789.6 million in 2006 compared to $836.3 million in 2005. Gross margin in 2006 was 24.3%, compared to 26.1% in 2005. The continued decrease in gross margin percentage from 2006 compared to 2005 was primarily the result of competitive pricing issues in the FSI segment. Additionally, the gross margin percentage was negatively impacted by a change in mix resulting in a larger percentage of sales from lower margin products. Selling, general and administrative expenses increased in 2006 to $151.4 million versus $142.7 million in 2005, primarily due to $16.1 million in legal and professional expenses related to the merger agreement and related litigation between Valassis and ADVO incurred during 2006 as well as $3.6 million in expenses related to the close-down of the French agency business and eSettlement business unit of NCH. These expenses were partly offset by restructuring charges of $6.9 million in 2005 related to the full integration of the components of the Household Targeted business segment, which resulted in the elimination of PreVision as a stand-alone entity, right-sizing of coupon-clearing operations primarily in Europe and other efficiency-related headcount reductions. Interest expense was $24.7 million in 2006, compared to $10.9 million in 2005. The increase in expense is due largely to $13.8 million in charges related to the termination of a $400 million interest-rate swap contract and premiums paid for two separate $400 million interest-rate swap contracts. These contracts were entered into as a bridge hedge for a portion of the acquisition financing related to the pending ADVO acquisition. Included in other income for 2004 is a $6.5 million gain due to the settlement of a property claim related to a fire at the Corby, England facility. Income tax expense represents 38.6% of earnings before income taxes in 2006 compared to 34.8% in 2005 and 35.8% in 2004. The increase in the effective tax rate is the result of the majority of the $16.1 million in legal and professional expenses incurred in 2006 related to the litigation between Valassis and ADVO, which was settled in December 2006, not being deductible. At Dec. 31, 2006, the company's balance sheet showed $801.4 million in total assets, $633.8 million in total liabilities, and $167.6 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?1a0a Acquisition of ADVO Inc. On July 5, 2006, Valassis Communications, Inc. signed a Merger Agreement with ADVO Inc. a Delaware corporation, and Michigan Acquisition Corp., a wholly owned subsidiary of Valassis. Under the Merger Agreement, Michigan Acquisition Corp. will merge with ADVO. After the merger, ADVO will become a wholly owned subsidiary of Valassis. Valassis filed suit on Aug. 30, 2006, seeking to rescind its $1.3 billion merger agreement with ADVO based on fraud and material adverse changes. On Dec. 19, 2006, the companies agreed to dismiss, with prejudice, the lawsuit between the parties. Pursuant to the amended Merger Agreement, the company will acquire all of the outstanding shares of common stock of ADVO for $33.00 in cash per share. The company's obligations under the amended Merger Agreement are not conditioned on obtaining financing and there are no conditions to close other than the approval of ADVO's stockholders and the absence of any injunction or other legal restraint to the merger. Sources and Uses of Cash Cash and cash equivalents totaled $52.6 million at Dec. 31, 2006, versus $64.3 million at Dec. 31, 2005. Cash flow from operating activities was $49.8 million in 2006, compared to $116.2 million in 2005. Net cash used in investing activities was $50.6 million primarily as a result of $30.5 million in net purchases of auction-rate securities and capital expenditures of $16.3 million. This compared with $133,000 net cash provided by investing activities in 2005. Cash used in financing activities was $12.6 million for 2006, primarily driven by repayment of $14.4 million of debt. This compared with net cash used in financing activities of $135.4 million in 2005. The company suspended its share repurchase program in February 2006, therefore cash used in financing activities was significantly lower in 2006 than in 2005. At Dec. 31, 2006, Valassis' debt was $259.9 million, which consisted of $100.0 million of its 6 5/8% Senior Notes due 2009 and $160 million of Senior Convertible Notes due 2033. About Valassis Headquartered in Livonia, Michigan, Valassis Communications Inc. (NYSE: VCI) -- http://www.valassis.com/-- provides marketing services to consumer-packaged goods manufacturers, retailers, technology companies and other customers with operations in the United States, Europe, Mexico and Canada. Valassis' products and services portfolio includes: newspaper-delivered promotions and advertisements such as inserts, sampling, polybags and on-page advertisements; direct-to-door advertising and sampling; direct mail; Internet-delivered marketing; loyalty marketing software; coupon and promotion clearing; and promotion planning and analytic services. Valassis subsidiaries include Valassis Canada, Promotion Watch, Valassis Relationship Marketing Systems, LLC and NCH Marketing Services Inc. * * * As reported in the Troubled Company Reporter on Feb. 20, 2007, Standard & Poor's Ratings Services assigned its B- rating to Valassis Communications Inc.'s proposed $590 million senior unsecured notes. The B+ corporate credit rating on Valassis was affirmed. Rating outlook is stable. VIDEON CABLESYSTEMS: DBRS Lifts BB(high) Rating on Senior Loan -------------------------------------------------------------- Dominion Bond Rating Service upgraded the Senior Notes rating of Shaw Communications Inc. and the Senior Unsecured Debentures rating of Videon CableSystems Inc. to BBB (low) from BB (high). DBRS also upgraded Shaw's Canadian Originated Preferred Securities to Pfd-3 (low) from Pfd-4, reflecting a less significant amount of COPrS in the capital structure. The trends on all the ratings are Stable. DBRS changed the trends on the ratings to Positive on Feb. 22, 2005, and confirmed the ratings and trends on Oct. 27, 2005, and on Nov. 13, 2006. The upgrade reflects Shaw's strong cable franchise, which has demonstrated good EBITDA and subscriber growth to date, led by its core cable and Internet segments and strong subscriber growth from its cable telephony service. As such, EBITDA has improved to roughly $1 billion for the 12 months ended Nov. 30, 2006, and the company now maintains well over 2.2 million basic cable subscribers and more than 1.35 million Internet subscribers. Additionally, the company's financial risk profile has improved to date; however, DBRS notes Shaw's use of free cash flow has largely been directed toward dividend payments rather than debt reduction. Nevertheless, the company has executed well and should continue to grow into its current rating category comfortably based on DBRS's expectations of future profitability and EBITDA growth. DBRS expects Shaw to continue to demonstrate strong EBITDA growth in fiscal 2007, which should continue to help improve key credit metrics going forward. As such, DBRS expects gross debt-to-EBITDA to improve to approximately 3x and cash flow-to-debt to exceed 0.20x by the end of fiscal 2007. DBRS also notes continued improvement and growth within the Canadian cable industry has benefited by a "triple-play" offering that has increased emphasis and uptake of bundled services, which continues to be a key driver for EBITDA growth and improved profitability. In addition, DBRS notes, to date, competition for Shaw in its markets has been rational and largely based on quality of service rather than aggressive pricing and promotional activity. WARNER MUSIC: Shareholders Need Not Notify Interests Over EMI Deal ------------------------------------------------------------------ Warner Music Group Corp. clarifies that its shareholders will not be required to notify their interests in WMG securities under Rule 8 of the U.K. Takeover Code relating to dealings by interested persons in its relevant securities. Warner Music confirms that any possible offer for EMI Group plc is likely to be solely in cash. As a further result of this clarification, WMG will not be required to disclose details under Rule 2.10 of the UK Takeover Code relating to the number of its relevant securities in issue. Warner Music also confirms that it has approached EMI Group about a possible acquisition of its entire equity on Jan. 24, 2007, after it obtained the Independent Music Publishers and Labels Association's agreement to support it before the European Commission and other relevant regulatory authorities. If Warner Music were to make an offer for EMI Group within the meaning of the U.K. Takeover Code, Warner Music has agreed with IMPALA to implement some measures, including: * providing specified funding for (but taking no equity participation in) the recently announced Merlin initiative, the new global digital rights licensing platform established by the independent music labels to represent the world's independent music sector; * ensuring the divestiture of certain recorded music assets to reinforce the market power of the independent sector; and * pursuing various other behavioral commitments, which have the aim of benefiting the recorded music market as a whole and, in particular, the independent music sector. By setting a new framework for the relationship between a combined Warner Music and EMI Group and the independent music sector, Warner Music believes that the agreement reached with IMPALA and the measures envisaged under it improves the prospects for regulatory approval of WMG and EMI's combination. The agreement between WMG and IMPALA does not require IMPALA to change its position in relation to any other pending regulatory and legal proceedings. IMPALA will maintain its position that the Sony/BMG and Universal/BMG transactions continue to raise competition issues unless suitable remedies are offered. WMG believes that there is a compelling strategic, commercial, and financial logic in a combination of the two companies and that such a combination should maximize benefits for the shareholders of both companies. WMG's approach to EMI, however, remains in the preliminary stages and there can be no certainty that the discussions will result in any specific transaction. About IMPALA The Independent Music Publishers and Labels Association was established in April 2000 as a non-profit making organization with the purpose of ensuring assistance and fair market access to independent record companies and music publishers. IMPALA has an all-independent membership, which represents the interests of the independent music sector. IMPALA members include main independent companies such as Beggars Group (UK), !K7 (Germany), Epitaph (US/NL), Naive (France), PIAS Group (Belgium), Wagram (France), as well as national trade associations from the UK (AIM), France (UPFI), Germany (VUT), Spain (UFI), Italy (PMI), Denmark (DUP), Norway (FONO), Israel (PIL), Sweden (SOM), and the Catalonian association APECAT. About EMI Group Headquartered in London, United Kingdom, EMI Group PLC -- http://www.emigroup.com/-- is the world's largest independent music company, operating directly in 50 countries and with licensees in a further 20. The group has operations in China, Brazil, and Hungary. The group employs over 6,600 people. Revenues in 2005 were near GBP2 billion and operating profit generated was over GBP225 million. EMI Music operates the world famous recording facilities Abbey Road Studios in London and Capitol Studios in Los Angeles. About Warner Music Group Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- became the only stand-alone music company to be publicly traded in the United States in May 2005 that operates through numerous international affiliates and licensees in more than 50 countries. Warner Music is home to a collection of record labels in the music industry including Asylum, Atlantic, Bad Boy, Cordless, East West, Elektra, Lava, Maverick, Nonesuch, Reprise, Rhino, Rykodisc, Sire, Warner Bros., and Word. * * * As reported in the Troubled Company Reporter on Feb. 16, 2007, Standard & Poor's Ratings Services revised its outlook on Warner Music Group Corp. to negative from stable, while affirming all ratings, including the 'BB-' corporate credit rating, on the company. XM SATELLITE: Sirius Merger Prompts S&P's Positive CreditWatch -------------------------------------------------------------- Standard & Poor's Ratings Services placed all its ratings, including the 'CCC+' corporate credit rating, on Washington, D.C.-based XM Satellite Radio Holdings Inc. and XM Satellite Radio Inc., which are analyzed on a consolidated basis, on CreditWatch with positive implications, following the company's definitive agreement to an all-stock "merger of equals" with Sirius Satellite Radio Inc. Under the terms of the agreement, XM shareholders will receive 4.6 shares of Sirius common stock for each share of XM they own. As of Sept. 30, 2006, the company had approximately $1.375 billion in outstanding debt. "Upgrade potential is expected to be limited to one notch," said Standard & Poor's credit analyst Michael Altberg, "and will depend on the timing of achieving expected cost savings and on the magnitude of capital investment needed for the integration of the two companies' technology infrastructures." If FCC approval is not forthcoming, the company will be faced with an ongoing challenge to grow its subscriber base sufficiently to reach positive cash flow on its current operating expense and capital requirements. XM SATELLITE: Sirius Merger Cues Moody's Developing Outlook ----------------------------------------------------------- Moody's Investors Service affirmed the existing debt ratings of XM Satellite Radio Holdings, Inc. and its subsidiary XM Satellite Radio, Inc. and changed the outlook to developing from stable in connection with the company's Feb. 19, 2007 report that XM and SIRIUS Satellite Radio, Inc. have entered into a definitive merger agreement. The proposed transaction will combine the two companies in a tax-free, all-stock merger of equals with a combined enterprise value of $13 billion, including net debt of approximately $1.6 billion. Under the agreement, XM shareholders will receive a fixed exchange ratio of 4.6 shares of SIRIUS common stock for each share of XM they own. The transaction, which is subject to shareholder and regulatory approvals, is expected to close by the end of 2007, pending regulatory approval. The developing outlook reflects Moody's view that over the intermediate term, these potential revenue and cost synergies could impact the combined company's free cash flow and other credit metrics and provide upward momentum to its rating. However, the impact on the credit metrics is dependent on the size and timing of these synergies as well as costs associated with realizing these synergies including those related to making the two companies' technological architectures inter-operable. Given the uncertain nature of the impact of the cost synergies and enhanced operating leverage on the credit metrics including free cash flow, and the regulatory challenges to completing the merger, Moody's maintains XM's Caa1 corporate family rating at this time. These ratings are affected: * XM Satellite Radio Holdings, Inc. -- Corporate family rating, Caa1 -- Probability-of-default rating, Caa1 -- 1.75% convertible senior notes due 2009, Caa3, LGD5, 89% * XM Satellite Radio, Inc. -- Secured revolver, B1, LGD1, 5% -- Senior floating rate notes due 2013, Caa1, LGD3, 49% -- 9.75% senior notes due 2014, Caa1, LGD3, 49% XM Satellite Radio Holdings, Inc., located in Washington D.C., is a satellite radio broadcaster. * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- Recent chapter 11 cases filed with assets and liabilities below $1,000,000: In re Woodhollow Loft, Inc. Bankr. N.D. Ind. Case No. 07-20206 Chapter 11 Petition filed February 2, 2007 See http://bankrupt.com/misc/innb07-20206.pdf In re Worldwide Enterprises at Milton Avenue, LLC Bankr. S.D.N.Y. Case No. 07-22095 Chapter 11 Petition filed February 6, 2007 See http://bankrupt.com/misc/nysb07-22095.pdf In re D.E. Brooks Enterprises Inc. Bankr. W.D. Okla. Case No. 07-10311 Chapter 11 Petition filed February 8, 2007 See http://bankrupt.com/misc/okwb07-10311.pdf In re RUSI, Inc. Bankr. E.D. Pa. Case No. 07-10808 Chapter 11 Petition filed February 8, 2007 See http://bankrupt.com/misc/paeb07-10808.pdf In re Coleman Communications Corp. Bankr. W.D. N.Y. Case No. 07-00511 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/nywb07-00511.pdf In re General Kinetics Inc. Bankr. W.D. Pa. Case No. 07-70111 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/pawb07-70111.pdf In re Rex Marsee Designs Bankr. E.D. Tenn. Case No. 07-10565 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/tneb07-10565.pdf In re Schillings Carpet, Inc. Bankr. W.D. Pa. Case No. 07-10175 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/pawb07-10175.pdf In re SEJ3, L.P. Bankr. E.D. Pa. Case No. 07-10840 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/paeb07-10840.pdf In re The Aspen Street Corp. Bankr. E.D. Pa. Case No. 07-10858 Chapter 11 Petition filed February 9, 2007 See http://bankrupt.com/misc/paeb07-10858.pdf In re Hawke Realty, Inc. Bankr. E.D. Mich. Case No. 07-42697 Chapter 11 Petition filed February 12, 2007 See http://bankrupt.com/misc/mieb07-42697.pdf In re Manlius Car Wash, Inc. Bankr. N.D. N.Y. Case No. 07-30264 Chapter 11 Petition filed February 12, 2007 See http://bankrupt.com/misc/nywb07-30264.pdf In re RKC & A, Inc. Bankr. W.D. Mich. Case No. 07-00970 Chapter 11 Petition filed February 12, 2007 See http://bankrupt.com/misc/miwb07-00970.pdf In re Johnny Rockets of Ohio, Inc. Bankr. S.D. Ohio Case No. 07-10533 Chapter 11 Petition filed February 13, 2007 See http://bankrupt.com/misc/ohsb07-10533.pdf In re Pro Tech Automotive, Inc. Bankr. E.D. Mich. Case No. 07-42764 Chapter 11 Petition filed February 13, 2007 See http://bankrupt.com/misc/mieb07-42764.pdf In re Richard Duane Gilbertson Bankr. W.D. Wis. Case No. 07-10486 Chapter 11 Petition filed February 13, 2007 See http://bankrupt.com/misc/wiwb07-10486.pdf In re Robert E. Baker, Jr. Bankr. D. Mass. Case No. 07-10864 Chapter 11 Petition filed February 13, 2007 See http://bankrupt.com/misc/mab07-10864.pdf In re Societa Devoti Santa Lucia Bankr. W.D. Pa. Case No. 07-20893 Chapter 11 Petition filed February 13, 2007 See http://bankrupt.com/misc/pawb07-20893.pdf In re Howard James Ackerman Bankr. S.D. Fla. Case No. 07-10944 Chapter 11 Petition filed February 14, 2007 See http://bankrupt.com/misc/flsb07-10944.pdf In re Raw Wood Furniture, Inc. Bankr. N.D. Okla. Case No. 07-10228 Chapter 11 Petition filed February 14, 2007 See http://bankrupt.com/misc/oknb07-10228.pdf In re Resource Properties, Inc. Bankr. E.D. La. Case No. 07-10271 Chapter 11 Petition filed February 14, 2007 See http://bankrupt.com/misc/laeb07-10271.pdf In re TA Smith Associates, Inc. Bankr. N.D. N.Y. Case No. 07-10434 Chapter 11 Petition filed February 14, 2007 See http://bankrupt.com/misc/nynb07-10434.pdf In re Alicia Maria Restrepo Bankr. S.D. Fla. Case No. 07-10974 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/flsb07-10974.pdf In re Blagio Restaurant Inc. Bankr. E.D. N.Y. Case No. 07-40723 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/nyeb07-40723.pdf In re Christopher McAllister Bankr. D. N.H. Case No. 07-10310 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/nhb07-10310.pdf In re It's The Law Legal Services, P.C. Bankr. E.D. Mich. Case No. 07-30512 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/mieb07-30512.pdf In re Lee May Enterprises LLC Bankr. N.D. Ga. Case No. 07-62544 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/ganb07-62544.pdf In re MB 2, Inc. Bankr. S.D. Tex. Case No. 07-31174 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/txsb07-31174.pdf In re McAllister Construction Holdings, LLC Bankr. D. N.H. Case No. 07-10309 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/nhb07-10309.pdf In re Springdale Grocery, Inc. Bankr. W.D. Ark. Case No. 07-70424 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/arwb07-70424.pdf In re Tennessee Granite And Marble, LLC Bankr. M.D. Tenn. Case No. 07-01091 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/tnmb07-01091.pdf In re Theta Technologies Inc. Bankr. N.D. Calif. Case No. 07-40456 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/canb07-40456.pdf In re Trinity Electrical Construction Co., LLC Bankr. E.D. N.C. Case No. 07-00296 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/nceb07-00296.pdf In re Valdez Heli-Camps, Inc. Bankr. D. Alaska Case No. 07-00060 Chapter 11 Petition filed February 15, 2007 See http://bankrupt.com/misc/akb07-00060.pdf In re 2 Bar O Country Store, Inc. Bankr. D. Ariz. Case No. 07-00226 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/azb07-00226.pdf In re Atlantic Port Richmond International Logistics, Inc. Bankr. E.D. Pa. Case No. 07-11002 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/paeb07-11002.pdf In re Capitol Arms Bankr. D. Alaska Case No. 07-00064 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/akb07-00064.pdf In re Jeffrey L. Culver Bankr. W.D. Wis. Case No. 07-10520 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/wiwb07-10520.pdf In re Neighborhood Family Doctor, Inc. Bankr. S.D. Fla. Case No. 07-11013 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/flsb07-11013.pdf In re Prosthetic Dentistry of Mt. Lebanon, P.C. Bankr. W.D. Pa. Case No. 07-20964 Chapter 11 Petition filed February 16, 2007 See http://bankrupt.com/misc/pawb07-20964.pdf In re 5914 Magnolia Partnership Bankr. N.D. Ill. Case No. 07-02785 Chapter 11 Petition filed February 18, 2007 See http://bankrupt.com/misc/ilnb07-02785.pdf In re Derby Fish and Lobster Corp. Bankr. D. Mass. Case No. 07-10980 Chapter 11 Petition filed February 19, 2007 See http://bankrupt.com/misc/mab07-10980.pdf In re Raymond Authur Burris Bankr. S.D. Ind. Case No. 07-01092 Chapter 11 Petition filed February 19, 2007 See http://bankrupt.com/misc/insb07-01092.pdf In re Second City Holding Company, Inc. Bankr. W.D. N.C. Case No. 07-30346 Chapter 11 Petition filed February 19, 2007 See http://bankrupt.com/misc/ncwb07-30346.pdf In re SouthendBrewing Ventures L.P. Bankr. W.D. N.C. Case No. 07-30343 Chapter 11 Petition filed February 19, 2007 See http://bankrupt.com/misc/ncwb07-30343.pdf In re Bank & Business Systems, Inc. Bankr. N.D. Ga. Case No. 07-40419 Chapter 11 Petition filed February 20, 2007 See http://bankrupt.com/misc/ganb07-40419.pdf In re Fantasy Boutique of Boca, LLC Bankr. S.D. Fla. Case No. 07-11045 Chapter 11 Petition filed February 20, 2007 See http://bankrupt.com/misc/flsb07-11045.pdf ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marie Therese V. Profetana, Shimero R. Jainga, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Jason A. Nieva, Cherry A. Soriano-Baaclo, Melvin C. Tabao, Tara Marie A. Martin, Frauline S. Abangan, and Peter A. Chapman, Editors. Copyright 2007. All rights reserved. ISSN: 1520-9474. 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