/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/070410.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, April 10, 2007, Vol. 11, No. 84 Headlines ADAMS STREET: 1998-1 Class A-3 Notes Paid & S&P Withdraws Rating ALLEGHENY TECH: Moody's Lifts Rating on $300 Million Notes to Ba2 AMERICAN MOULDING: Hires McGrane Greenfield as Litigation Counsel AMERICAN TIRE: Good Performance Cues Moody's Stable Outlook AMERISTAR CASINOS: Moody's Reviews Resorts Deal & Holds Ratings AMERISTAR CASINOS: S&P Holds BB Rating After Resorts Deal Review ASSET BACKED: Moody's Warns of Downgrade from New Century Loans BALLY TECHNOLOGIES: Form 10-K Filing Cues S&P's Developing Watch BEAR STEARNS: Fitch Puts Low-B Ratings on Classes J-O Certificates BGF INDUSTRIES: Dec. 31 Balance Sheet Upside-Down by $33.1 Mil. BIG WEST OIL: Moody's Rates $400 Million Senior Secured Loan at B1 C-BASS MORTGAGE: Moody's Rates Class B-4 Certificates at Ba1 CARRINGTON MORTGAGE: Fitch Rates 2007 Class M-10 Notes at BB+ CCS EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors CINEMARK INC: Posts $8.4 Mil. Net Income in Year Ended December 31 CONSOLIDATED EMPLOYER MANAGEMENT: Case Summary & 24 Creditors CYBERCARE INC: Chapter 11 Plan Proposes to Satisfy all Creditors CYPRESSWOOD LAND: Involuntary Chapter 11 Case Summary CYTOCORE INC: Sept. 30 Balance Sheet Upside-Down by $4.1 Million DELTA AIR: Moody's Puts Low-B Ratings on $2.5 Billion Exit Loan DVI MEDICAL: Fitch Cuts Ratings on Six Equipment Securitizations EASI FINANCE: Moody's Puts Low-B Ratings on Class B-7 to B-9 Notes ENTRAVISION COMMS: Good Performance Cues S&P's Positive Outlook ERNEST WEHMAN: Case Summary & Six Largest Unsecured Creditors FIRST FRANKLIN: Moody's Junks Rating on Two Certificate Classes FORD CREDIT: Fitch Ups Rating on 33 & Upgrades 11 ABS Classes G.R. DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors GAYLORD ENT: Planned Sale of Bass Pro Stake Cues S&P's Pos. Watch GMACM MORTGAGE: S&P Holds Low-B Ratings on 29 Certificate Classes GOODYEAR TIRE: Sale Engineering Biz Cues Fitch's Positive Outlook GRAHAM PACKAGING: Fitch Cuts Rating on Sr. Sec. Facility to B HM RIVERGROUP: S&P Affirms B- Corp. Credit Ratings & Ends Watch INTERACTIVE MOTORSPORTS: Posts $3.8 Mil. Equity Deficit in 2006 JAMES RIVER COAL: Moody's Junks Ratings & Says Outlook is Negative LONE STAR: Moody's Upgrades Rating on Senior Unsecured Bond MANNA CONSTRUCTION: Voluntary Chapter 11 Case Summary MERRILL LYNCH: S&P Junks Rating on Series 2004-SL1 Class B-3 Notes MORGAN STANLEY: Moody's May Downgrade 8 New Century Loan Deals MORGAN STANLEY: Moody's Junks Rating on 2002-AM1 Class B-1 Certs. NORD RESOURCES: Losses Cue Mayer Hoffman's Going Concern Doubt PALM DRIVE HEALTH CARE DISTRICT: Case Summary & XX Creditors PALM DRIVE: S&P Junks Rating on Parcel Tax Revenue Bonds QUEST TRUST: S&P Cuts Ratings on Two Classes & Retains Neg. Watch RECYCLED PAPER: Covenant Problems Spur Moody's to Cut Ratings RECYCLED PAPER: Covenant Breach Prompts S&P's Negative Watch REMINGTON ARMS: Cerberus Deal Prompts S&P to Watch CCC+ Rating RGIS HOLDINGS: Moody's Rates $575 Million Senior Loans at Ba3 SABRE HOLDINGS: Moody's Junks Rating on $800 Million Senior Notes SANDY'S PRODUCE: Case Summary & seven Largest Unsecured Creditors SEARS HOLDINGS: Earns $1.5 Billion in Year Ended February 3, 2007 SECURUS TECH: Posts $20.1 Million Net Loss in Year Ended Dec. 31 SIMOM WORLDWIDE: BDO Seidman Raises Going Concern Doubt SMART MODULAR: Earns $14 Million in Second Quarter Ended Feb. 28 SOUTH STREET: S&P Puts D Rating on Class B-2 Notes SUNTRUST ALTERNATIVE: S&P Watching 2005-1F Class B-5's B Rating SYNAGRO TECH: Stockholders Agrees To Merge With the Carlyle Group TECHNICAL OLYMPIC: Fitch Lowers Issuer Default Rating to B- THERMADYNE HOLDINGS: Form 10-K Filing Prompts S&P's Postive Watch UNITED COMPONENTS: Posts $8.7 Mil. Net Loss in Year Ended Dec. 31 VISTEON CORP: Facility Amendment Cues Fitch to Cut Debt's Rating WASTE CONNECTIONS: Moody's Withdraws Ba2 Corporate Family Rating WASTE REDUCTION: Case Summary & 40 Largest Unsecured Creditors WELLMAN INC: Moody's Confirms Single-B & Caa Ratings XEROX CAPITAL: S&P Puts B+ Rating on $27 Mil. Synthetic Securities * Cooley Godward Wins for Unsecured Creditors in Norstan's Case * TMA Recognizes Howard Brownstein... [not sure] ********* ADAMS STREET: 1998-1 Class A-3 Notes Paid & S&P Withdraws Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'CC' rating on the class A-3 notes issued by Adams Street CBO 1998-1 Ltd., an arbitrage high-yield CBO transaction managed by Guggenheim Investment Management LLC. Prior to its withdrawal, the rating had inadvertently been placed on CreditWatch positive due to an administrative error. The withdrawal follows the redemption of the class A-3 notes. Analytic services provided by Standard & Poor's Ratings Services are the result of separate activities designed to preserve the independence and objectivity of ratings opinions. ALLEGHENY TECH: Moody's Lifts Rating on $300 Million Notes to Ba2 ----------------------------------------------------------------- Moody's Investors Service upgraded Allegheny Technologies Inc.'s corporate family rating to Ba1 from Ba2 and its probability of default rating to Ba1 from Ba2. In a related rating action, Moody's raised the ratings on ATI's $300 million 8.375% notes to Ba2 from B1 and upgraded the ratings on Allegheny Ludlum Corporation's (a wholly owned subsidiary) $150 million 6.95% debentures to Ba1 from Ba2. The rating outlook is stable. The upgrade reflects the strengthening in ATI's operating performance and debt protection metrics over recent years, driven by improved market conditions in key end use segments of its high performance metals and flat rolled operating segments, sustainable cost reductions, particularly in its legacy obligations, and emphasis on value added products in its flat rolled products segment. Moody's expects ATI to continue to benefit from a robust operating environment, driven principally by the strength of its key end markets and management of its commodity exposures, to demonstrate a sustainable level of improved performance, and to continue to fund its capital investments in a disciplined fashion. ATI's stable outlook reflects Moody's expectation that the company will continue to evidence strong earnings performance and cash flow generation over the next twelve to fifteen months given its backlog in the high performance segment, reflecting key long-term agreements with key customers, and its management of its commodity flat rolled segment business. A key impediment to an upgrade to an investment grade rating remains the secured nature of the company's revolving credit facility. ATI's Ba1 corporate family rating reflects its position as a leading producer of specialty titanium and stainless steel products, its technological capabilities, which contribute to its ability to provide necessary product to markets served, its moderate leverage, its improved sustainable cost position relative to its historical position, and the favorable business environment for many of the key end markets upon which the company is focused. ATI's strategic refocusing on its higher value added business in its flat rolled segment and its solid business focus and financial profile, together with improved fundamentals in markets served, particularly aerospace, defense, chemical processing and power generation are expected to contribute to a sustainable level of improved earnings and cash flow generation and debt protection metrics. Additionally, the company significantly improved its underfunded pension position in 2006. This funding position is expected to reduce retirement benefit expense in 2007 by $50 million in 2007. However, the corporate family rating also considers the company's limited scale in flat-rolled products (55% revenues in 2006) relative to other North American producers, which is expected to contribute to operating volatility, particularly during downcycles, end markets that are characterized by a high degree of cyclicality, and its relatively high, although improving, legacy costs. In addition, the corporate family rating considers ATI's medium exposure to the aerospace and defense industry (30% of 2006 sales) but acknowledges the strength of this business over the next two years based upon backlog levels and order lead times. Moody's notes that ATI has managed to lower its cost profile over recent years, primarily the result of headcount reductions and renegotiated labor agreements, which should help mitigate the degree of performance volatility relative to historical levels. The ratings on ATI's debt issuance and on its operating subsidiary Allegheny Ludlum, reflect the application of Moody's loss given default rating methodology and the position of the respective debt issuances in the waterfall structure, with the obligations at Allegheny Ludlum, as an operating subsidiary, ranking ahead of the obligations of its parent holding company, ATI. Upgrades: Issuer: Allegheny Ludlum Corporation Senior Unsecured Guaranteed Debenture, Upgraded to Ba1 (LGD 4, 55%) from Ba2 (LGD 4, 53%) Issuer: Allegheny Technologies Inc. Probability of Default Rating, Upgraded to Ba1 from Ba2 Corporate Family Rating, Upgraded to Ba1 from Ba2 Senior Unsecured Notes, Upgraded to Ba2 (LGD 5, 89%) from B1 (LGD 6, 90%) Moody's previous rating action on ATI was on December 5, 2005, when Moody's upgraded its corporate family rating to Ba2, its senior unsecured notes to Ba3, and Allegheny Ludlum's debentures to Ba2. The ratings on the senior unsecured notes were revised to B1 following the implementation of Moody's Loss-Given-Default (LGD) rating methodology in September 2006. ATI, headquartered in Pittsburgh, PA, is a producer and distributor of flat-rolled stainless steel and specialty metals, including nickel alloys, titanium alloys, and superalloys, as well as various engineered products. ATI generated revenues of $4.9 billion in 2006. AMERICAN MOULDING: Hires McGrane Greenfield as Litigation Counsel ----------------------------------------------------------------- (joel) The U.S. Bankruptcy Court for the Eastern District of California gave American Moulding & Millwork Company permission to employ McGrane Greenfield LL as its special litigation counsel. The firm is expected to: a. complete the investigation by providing a written, confidential analysis of the merits of potential claims detailing the major strengths and weaknesses with the potential prosecution of the claims suitable for sharing with potential counsel that may be retained or interviewed with respect to bringing the claims, and b. meet with the Debtors, through its disbursing agent and representative Development Specialist Inc. and Appalachian Woods Products to provide conclusions and information orally. Thomas A. Willoughby, Esq., at Felderstein Fitzgerald Willboughby & Pascuzzi LLP, tells the Court that the Debtor will pay a flat fee of $50,000 for this engagement. To the best of the Debtor's knowledge the firm does not hold any interest adverse and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Headquartered in Sanford, North Carolina, American Moulding and Millwork Company -- http://www.amfurniture.com/-- is a supplier of real wood furniture and cabinetry. The company filed for chapter 11 protection on Oct. 6, 2005 (Bankr. E.D. Calif. Case No. 05-34431). Thomas A. Willoughby, Esq., at Felderstein Fitzgerald Willoughby & Pascuzzi LLP represents the Debtor in its restructuring efforts. Lawyers at Parkinson Phinney represent the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed $17,663,776 in assets and $18,481,093 in debts. AMERICAN TIRE: Good Performance Cues Moody's Stable Outlook ----------------------------------------------------------- Moody's Investors Service revised American Tire Distributors, Inc.'s ratings outlook to stable from negative. At the same time, the rating agency affirmed the company's Corporate Family Rating of B3 and unsecured note rating of Caa1 and renewed the Speculative Grade Liquidity rating of SGL-2. The stable outlook reflects the progress the company achieved during the last year in its operating performance and credit metrics, and the rating agency's expectations that these trends should continue. Despite weak replacement tire demand in North America during 2006 and higher manufacturer prices for tires, ATD was able to effectively manage its working capital investment, which facilitated free cash flow generation and debt reduction, and to grow its EBITDA. As a result, several quantitative risk measures improved. ATD's volumes and earnings are anticipated to increase in the coming year from a combination of modest unit growth and continuing mix shift toward higher profit performance tires. Consequently, ATD's is likely to continue to generate free cash flow and maintain adequate coverage ratios for the rating category over the intermediate term. Consolidation of two acquisitions and a FIFO layer of lower cost tires contributed to higher EBITDA generation during 2006. In addition, level SG&A expenses as a percent of revenues helped stabilize operating margins. ATD generated approximately $56 million of free cash flow during 2006 from a combination of a reduction in working capital, higher EBITDA, and collection of a tax refund. After funding acquisitions of approximately $20 million, revolving credit borrowings were lowered by roughly $34 million from year end 2005 balances. As a result, debt/EBITDA stood at 6.5 times at December 31, 2006 compared to 7.1 times a year earlier. Interest coverage remained weak at roughly 1 time for the year on an EBIT/interest basis, but 1.2 times on an EBITA/interest basis. The B3 Corporate Family rating recognizes ATD's aggressive financial leverage and low interest coverage. It also incorporates the strengths of its scale and competitive position, the relative stability of replacement tire demand, the granularity of its customer base, and prospects for free cash flow generation. The rating further acknowledges ATD's dependency on purchases from a limited number of tire manufacturers and suppliers, geographic concentration of revenues in the United States, uncertainties associated with a strategy which will likely involve future acquisitions, and the characteristically low margins associated with distribution businesses. The stable outlook has developed as a result of higher EBITDA achieved in 2006, lower debt levels and expectations that recent trends in free cash flow generation should continue. As a result, quantitative risk measures are likely to exhibit moderate improvement over the intermediate period. The company is positioned to continue to offer an attractive value proposition to both customers and suppliers as the breadth of tire SKUs expands. The diversity of its customer channels, breadth of its footprint across the U.S., consistent margins and management of working capital should lead to stable free cash flow generation in future periods. The stable outlook is further supported by the company's liquidity profile. The SGL-2 liquidity rating represents good liquidity over the next 12 months. The rating considers ATD's capacity for free cash flow generation over the coming year. It further reflects significant available commitments under its revolving credit facility with minimal constraints from financial covenants. Substantially all assets are pledged under its secured revolving credit, which limits the ability to develop incremental alternative liquidity. Rating changed: Outlook to stable from negative Ratings affirmed: Corporate Family Rating, B3 Senior unsecured notes, Caa1 Rating renewed: Speculative Grade Liquidity, SGL-2 American Tire Distributors, Inc., headquartered in Huntersville, NC, is a wholesale distributor of tires, custom wheels, and related service equipment. In 2006 the company had revenues of approximately $1.6 billion. AMERISTAR CASINOS: Moody's Reviews Resorts Deal & Holds Ratings --------------------------------------------------------------- Moody's Investors Service affirmed Ameristar Casinos Inc.'s Ba3 corporate family rating, B1 probability of default rating, Ba3/LGD-3 bank loan rating, and positive ratings outlook in response to the company's announcement that it has entered into a definitive agreement with Resorts International Holdings, LLC to acquire its subsidiary that owns and operates Resorts East Chicago for $675 million in cash. The purchase price represents about a 10.5 EBITDA multiple. The affirmation considers that the acquisition of Resorts East Chicago is consistent with the company's growth strategy of doubling EBITDA over the next three to five years through internal growth and acquisitions. The affirmation also anticipates that the acquired casino, currently considered an under performing property, will benefit from Ameristar's strong operating ability and additional investment into the property. The positive outlook considers the assumption that the transaction will be entirely debt financed, and that although Ameristar's leverage is expected to increase as a result of its stated growth strategy, the company will benefit from its increased size and greater diversification into regional markets with favorable demographic and supply/demand trends. Pro forma for the acquisition of Resorts East Chicago, debt/EBITDA is about 4.7 times (x). Going forward, Ameristar's leverage is expected to peak above 5.0x as a result of its overall growth strategy. Ameristar has historically maintained low leverage. Debt/EBITDA has been below 3.5x over the past three fiscal years. For fiscal 2006, debt/EBITDA was about 3.3x. A successful closing of the transaction along with continued improvement in operating results, adherence to the company's stated growth strategy, and continued demonstration of its conservative approach with respect to pursuing acquisitions, could result in a one-notch upgrade of Ameristar's corporate family rating to Ba2 by the end of 2007. However, ratings could be negatively impacted by a large scale debt financed acquisition, although any rating decision related to this type of acquisition would consider the positive effects of a further increase in size and diversification relative to any increase in leverage. Financing details have not been announced at this time and the transaction is not contingent upon a financing commitment. The transaction is subject to satisfactory completion of due diligence (the due diligence period ends Apr. 22, 2007), receipt of regulatory approvals, and other customary closing conditions. During the due diligence period, Ameristar has the unconditional right to terminate the purchase agreement without penalty. Ameristar expects to complete the transaction in the fourth quarter of 2007. Moody's most recent action on Ameristar occurred on September 28, 2006 when Probability of Default ratings and LGD assessments were assigned to the company as part of the general roll-out of the LGD product. Ameristar Casinos, Inc. (NASDAQNM: ASCA) owns and operates seven hotel/casinos in six markets. The company's portfolio of casinos consists of: Ameristar St. Charles (St. Louis market); Ameristar Kansas City; Ameristar Council Bluffs (Omaha market); Ameristar Vicksburg; Ameristar Blackhawk (Denver market); and Cactus Petes and the Horseshu in Jackpot, Nevada (Idaho market). AMERISTAR CASINOS: S&P Holds BB Rating After Resorts Deal Review ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook for Las Vegas, Nev.-based Ameristar Casinos Inc. to negative from stable. Concurrently, S&P affirmed all ratings on the company, including the 'BB' corporate credit rating. "The outlook revision follows Ameristar's announcement today that it has entered into a definitive agreement with Resorts International Holdings LLC to acquire its subsidiary that owns and operates Resorts East Chicago for $675 million in cash, subject to satisfactory completion of due diligence, receipt of regulatory approvals, and other customer closing conditions," said Standard & Poor's credit analyst Guido DeAscanis III. In addition, Ameristar has announced that it intends to significantly expand and renovate the facility. As a result of this transaction, S&P says, "we expect that Ameristar's credit measures will be somewhat weak for the rating during the intermediate term, with leverage, as measured by total debt to EBITDA, expected to rise to the mid-5x area. Management has previously indicated its intention to aggressively grow the company, setting the goal of doubling its size in the next three to five years. With the East Chicago transaction, Ameristar has little room to accomplish additional debt funded transactions within the current rating. The company has not yet announced its financing plans for East Chicago. If the deal is fully financed with bank debt, our bank loan rating could potentially be downgraded by one notch, depending on whether we anticipate that lenders would realize sufficient recovery of principal in a payment default scenario to warrant it remaining one notch higher than the corporate credit rating. We will evaluate this once financing plans are made public." ASSET BACKED: Moody's Warns of Downgrade from New Century Loans --------------------------------------------------------------- Moody's Investors Service has placed under review for possible downgrade fourteen tranches from eight deals originated by New Century Mortgage Corporation in 2001, 2002, and 2003. The collateral backing these classes consists of primarily first lien, fixed and adjustable-rate, subprime mortgage loans. The certificates have been placed on review for possible downgrade based upon recent and expected pool losses and the resulting erosion of credit support. Overcollateralization amounts in all of the transactions are currently below their floors and pipeline losses are likely to cause further erosion of the overcollateralization, which could put pressure on the subordinate tranches. Furthermore, existing credit enhancement levels may be low given the current projected losses on the underlying pools. Complete rating actions are: Issuer: Asset Backed Securities Corporation Home Equity Loan Trust -- Series 2001-HE1, Class B, current rating Ba1, under review for possible downgrade Issuer: Morgan Stanley Dean Witter Capital I Inc. -- Series 2001-NC3, Class B-1, current rating Ba1, under review for possible downgrade -- Series 2002-NC2, Class B-1, current rating Ba1, under review for possible downgrade -- Series 2002-NC4, Class M-2, current rating Aa2, under review for possible downgrade -- Series 2002-NC4, Class B-1, current rating Baa3, under review for possible downgrade -- Series 2002-NC4, Class B-2, current rating B1, under review for possible downgrade -- Series 2003-NC2, Class B-1, current rating Baa2, under review for possible downgrade -- Series 2003-NC2, Class B-2, current rating Baa3, under review for possible downgrade Issuer: Morgan Stanley Capital I Inc. -- Series 2003-NC4, Class B-2, current rating Baa2, under review for possible downgrade -- Series 2003-NC4, Class B-3, current rating Baa3, under review for possible downgrade Issuer: New Century Home Equity Loan Trust -- Series 2003-2, Class M-3, current rating Baa2, under review for possible downgrade -- Series 2003-2, Class M-4, current rating Baa3, under review for possible downgrade -- Series 2003-3, Class M-5, current rating Baa2, under review for possible downgrade -- Series 2003-3, Class M-6, current rating Baa3, under review for possible downgrade BALLY TECHNOLOGIES: Form 10-K Filing Cues S&P's Developing Watch ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its CreditWatch implications on its ratings for Bally Technologies Inc. to developing from negative. The corporate credit rating on the company is 'B-'. The ratings were initially placed on CreditWatch on Sept. 9, 2005, and several rating actions have occurred since the original CreditWatch listing. "The revision to CreditWatch with developing implications reflects the progress made by the company to move closer to becoming current on its SEC filings," noted Standard & Poor's credit analyst Guido DeAscanis. As of today, Bally is current through the filing of its 10-K for the fiscal year ended June 30, 2006. In addition, based on recent company announcements, Bally has generated good operating results during past few quarters. Developing implications suggest that ratings could be affected either positively or negatively, depending on future events. The potential for a rating upgrade exists if Bally Technologies completes the filing of all outstanding restated financial reports and operating performance trends positively. Should the company continue to experience delays in the filing of its financial reports and its access to capital is affected as a result, a negative rating action could be considered. BEAR STEARNS: Fitch Puts Low-B Ratings on Classes J-O Certificates ------------------------------------------------------------------ Fitch Ratings affirmed Bear Stearns Commercial Mortgage Securities Trust 2006-TOP22, commercial mortgage pass-through certificates, as: -- $85.7 million class A-1 at 'AAA'; -- $212 million class A-2 at 'AAA'; -- $95.1 million class A-3 at 'AAA'; -- $81.5 million class A-AB at 'AAA'; -- $563.8 million class A-4 at 'AAA'; -- $195.2 million class A-1A at 'AAA'; -- $170.5 million class A-M at 'AAA'; -- $125.7 million class A-J at 'AAA'; -- Interest only class X at 'AAA'; -- $32 million class B at 'AA'; -- $12.8 million class C at 'AA-'; -- $25.6 million class D at 'A'; -- $14.9 million class E at 'A-'; -- $14.9 million class F at 'BBB+'; -- $14.9 million class G at 'BBB'; -- $8.5 million class H at 'BBB-'; -- $10.7 million class J at 'BB+'; -- $2.1 million class K at 'BB'; -- $6.4 million class L at 'BB-'; -- $2.1 million class M at 'B+'; -- $2.1 million class N at 'B'; -- $4.3 million class O at 'B-'. Fitch does not rate the $12.8 million class P. The rating affirmations are the result of stable performance and minimal paydown since issuance. As of the March 2007 remittance report, the transaction has paid down 0.7% to $1.69 billion from $1.70 billion at issuance. To date there have been no delinquent or specially serviced loans. Fitch reviewed the most recent operating data available from the master servicer for the 13 credit assessed loans in the transaction: Chesterbrook/Glenhardie Portfolio (7.1%), Alderwood Mall (6%), Mervyns Portfolio (3.5%), 60 Thompson Street (1.7%), Embassy Suites Sacramento (1.3%), Blakely Hotel (1.1%), Federal Express Facility (0.9%), Lakeview US GSA Center (0.9%), Marriott Courtyard - Fort Lauderdale (0.7%), Tamarack Garden Apartments (0.7%), Oak Ridge Estates (0.7%), Rudgate Silver Springs MHC (0.6%) and Alexandria Apartments (0.4%). Based on their stable performance the loans maintain their investment grade credit assessments. BGF INDUSTRIES: Dec. 31 Balance Sheet Upside-Down by $33.1 Mil. --------------------------------------------------------------- (SEC 10K) - Melanie BGF Industries Inc. reported $33.1 million in total stockholders' deficit, resulting from $83.7 million in total assets and $116.8 million in total liabilities as of Dec. 31, 2006. Accumulated deficit as of Dec. 31, 2006, stood at $68.1 million. For the year ended Dec. 31, 2006, the company had a net income of $7 million, as compared with a net loss of $4.9 million a year earlier. Net sales in 2006 totaled $177.4 million, as compared with net sales in 2005 of $152.9 million. Liquidity and Financial Condition The company's primary sources of liquidity are cash flows from operations and borrowings under its financing arrangements. Its future need for liquidity will arise primarily from interest payments on the $83.5 million principal amount of its outstanding 10.25% Senior Subordinated Notes, principal and interest payments on the Wells Fargo Foothill Inc. Loan, and the funding of capital expenditures and working capital requirements. There are no mandatory payments of principal on the Senior Subordinated Notes scheduled prior to their maturity in Jan. 15, 2009. Based upon the company's current and anticipated levels of operations, it believes, but cannot guarantee, that cash flows from operations, together with availability under the WFF Loan, will be adequate to meet the company's liquidity needs for the next twelve months. As of Dec. 31, 2006, amounts outstanding under the WFF Loan totaled $5.8 million, which consisted solely of $5.8 million under the term loan. Availability under the revolver as of Dec. 31, 2006, and March 12, 2007, was $14.7 million and $20.7 million, respectively. This availability has been reduced by a reserve to allow for the annual interest payments on the Senior Subordinated Notes. The reserve for interest payments is increased by $200,000 per week and is reset to zero when such payment is made. As of Dec. 31, 2006, and March 12, 2007, the outstanding reserves totaled $4 million and $1.5 million, respectively. The company held $3.6 million in cash and cash equivalents as of Dec. 31, 2006. It held zero cash and cash equivalents in the prior year. Net cash provided by operating activities was $9.5 million for 2006, as compared with $7.2 million in 2005. The increase was primarily the result of an increase in net income, offset by an increase in working capital. Net cash used in investing activities was $2.7 million and $2.3 million in 2006 and 2005, respectively, and was the result primarily of purchases of property, plant and equipment. Net cash used in financing activities was $3.2 million for 2006, as compared with $5 million for 2005, and was primarily the result of payments on the revolving credit facility and the term loan. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd5 Outlook for 2007 Sales trends during January, February and March 2007 increased from the average monthly sales for the last quarter of 2006. However, the company expects sales to be somewhat lower for the full year in 2007. The company plans to continue its efforts to maintain inventory level consistent with sales. However, there can be no assurance that sales will continue at this same level during the remainder of 2007. About BGF Industries Headquartered in Greensboro, North Carolina, BGF Industries, Inc., a wholly owned subsidiary of NVH, Inc., -- http://www.bgf.com/-- manufactures woven and non-woven glass fiber fabrics in North America. The company also produces other high performance fabrics. * * * BGF Industries Inc. carries Caa2 Corporate Family Rating for and upgraded its Ca rating on $86.7 million Senior Subordinated Notes due 2009 to Caa3. Moody's assigned those debentures an LGD4 rating suggesting note holders will experience a 67% loss in case of default. BIG WEST OIL: Moody's Rates $400 Million Senior Secured Loan at B1 ------------------------------------------------------------------ Moody's Investors Service assigned B1 Corporate Family and B1 Probability of Default Ratings to Big West Oil, LLC and a B1 (LGD 3; 46%) rating to its $400 million 7 year senior first secured Term Loan B. The rating outlook is stable. BWO will draw $180 million at closing and must draw the balance within 15 months. TLB is first secured principally by BWO's Salt Lake City and Bakersfield, California refineries. TLB will fund the majority of a $680 million project to double Bakersfield's high value gasoline and diesel output by upgrading its existing comparatively large component of very low value gas oil (approximately 33% of production). BWO is wholly-owned by private Flying J Inc. (FJI) which has a long successful history in refining and marketing. TLB is non-recourse to FJI. The ratings reflect an expected generally strong sector refining margin environment and regionally strong margins where BWO operates; the Salt Lake City refinery's long profitable history; Bakersfield's expected return to positive cash flow this fiscal year after significant negative cash flow last year and breakeven last-twelve-month cash flow; a reasonably viable project that may further greatly boost Bakersfield's profitability; and our view that BWO's large seasoned parent is a source of significant implied credit support. BWO expects substantial Bakersfield cash flow this year due to increased run time after its late 2006 turnaround, expected higher margins from a pending restart of an idle unit that would partially upgrade a portion of its gas oil stream, and more consistent crude oil sourcing and higher average throughput rates. The ratings are restrained by high leverage; the project awaits environmental and regulatory approval to proceed and has faced challenges, with especially sharp opposition to its alkylation unit whose design uses hydrofluoric acid as one of its catalysts; project cost overrun, delay, and post-completion performance risk; low margins until upgrade completion, largely due to negative margins on Bakersfield's gas oil production; the uncertain degree to which Bakersfield will be profitable in fiscal years ending (FYE) January 31, 2008 and 2009 after negative EBITDA last year; substantially negative FYE January 2008 and 2009 cash flow after heavy capital spending; the likely drain on cash flow due to BWO's permitted full statutory income tax payments to FJI; and an inconsistent, though improving, ability to source full crude oil throughput for Bakersfield. Additional basic risks include the lack of a turnkey contract to complete the project by date certain at known cost; inherent uncertainty whether the existing refinery and completed project will perform to design specifications; project costs are not fully pre-funded (though Bakersfield will run in its existing mode pending completion); the uncertain impact on prices of doubling BWO's diesel and gasoline production; the lack of an escrow feature to repay debt if the project does not proceed; and, while BWO's two refinery portfolio partially diversifies the inherent risk of material unscheduled downtime, loss of either Salt Lake City or Bakersfield cash flow would have significant negative impact given BWO's leverage and heavy capital spending. Though leveraged, FJI is a large diversified business engaged in refining, gasoline and diesel retailing (providing durable core cash flow), refined product pipelines (Longhorn Pipeline), industrial banking, and a range of other services provided to its trucking company clientele. FJI believes it is the largest North American diesel retailer. Independent engineer Turner, Mason & Company believes the Bakersfield and Fresno markets can absorb Bakersfield's higher gasoline and diesel production, albeit at a lower price. Longer- term, Bakersfield may gain additional downstream integration if FJI completes a planned high volume travel plaza in its supply area, adding to FJI's two existing plazas in its supply area. Bakersfield will generate low margins until it takes an intermediate step of restarting an idle unit this month to reduce the sulfur and nitrogen content of a portion of its very low value gas oil stream. As it is, that stream has earned negative margins. Margins are also impacted by BWO paying well over field posting prices to buy crude oil and paying large premiums to buy necessary alkylate and natural gasoline feedstock, which may continue after project completion. Though operating in a region of ample indigenous crude oil supply, a high majority of San Joaquin Valley crude oil production is owned by major oil companies. BWO believes it has made considerable progress in improving the volumes and terms of its crude oil purchases. The Bakersfield project includes a 19,200 barrel per day fluid catalytic cracker, a 25,000 bpd gas oil hydrotreater, a 9,000 bpd alkylation using hydrofluoric acid technology, and a 41 million cubic feet per day hydrogen plant. If successful, the full completed project would boost margins substantially. With insufficient cracking and hydrotreating capacity downstream from the crude oil distillation tower, Bakersfield yields a low less than 60% gasoline and diesel volume from its crude oil and intermediate blendstock feed and a high over 40% of very low value gas oil, fuel oil cutter, pet coke, and liquid petroleum gas. The upgrade is designed to increase the gasoline and diesel yield to somewhat over 90% of throughput by converting most of the current 33% yield of high sulfur high nitrogen gas oil and fuel oil cutter to the higher value products. Consulting engineer Turner, Mason & Company believes the project has the potential to boost EBITDA by $150 million to over $200 million in markets comparable to the 2005 through current period. BWO's estimates exceed Turner, Masons. In the recent strong markets, Salt Lake City generates roughly $110 million to $135 million in EBITDA, assuming no scheduled or unscheduled downtime. BWO's pro-forma peak debt would include the $400 million Term Loan B and roughly $90 million (depending on cash flow and cash distributions to FJI) of borrowings under BWO's unrated $200 million working capital secured bank revolver, supported by approximately $311 million of members' equity. Back-up liquidity resides in the bank revolver. Big West Oil., LLC and Flying J Inc. are headquartered in Ogden, Utah. FJI operates one of the largest nationwide travel plaza networks, in a joint venture with ConocoPhillips, and a rapidly growing Canadian convenience store and gasoline retailing joint venture with Shell Oil. C-BASS MORTGAGE: Moody's Rates Class B-4 Certificates at Ba1 ------------------------------------------------------------ Moody's Investors Services has assigned a Aaa rating to the senior certificates issued by C-BASS Mortgage Loan Trust 2007-CB3, and ratings ranging from Aa1 to Ba1 to the mezzanine and subordinate certificates in the deal. The securitization is backed by adjustable-rate and fixed-rate subprime residential mortgage loans acquired by C-BASS. The collateral was originated by Wilmington Finance Inc. (26%), People's Choice Home Loan, Inc. (20%), and New Century Mortgage Corporation (19%). No other originator has originated more than 10% of the mortgage loans. The ratings are based primarily on the credit quality of the loans and on the protection against credit losses provided by subordination, overcollateralization, excess spread, and a swap agreement. Moody's expects collateral losses to range from 4.85% to 5.35%. Litton Loan Servicing LP will service the loans in the transaction. Moody's has assigned Litton Loan Servicing LP its top servicer quality rating of SQ1 as a primary servicer of subprime residential mortgage loans. The complete rating actions are: C-BASS Mortgage Loan Trust 2007-CB3, C-BASS Mortgage Loan Asset-Backed Certificates Series 2007-CB3 -- Class A-1, Assigned Aaa -- Class A-2, Assigned Aaa -- Class A-3, Assigned Aaa -- Class A-4, Assigned Aaa -- Class A-5, Assigned Aaa -- Class M-1, Assigned Aa1 -- Class M-2, Assigned Aa2 -- Class M-3, Assigned Aa3 -- Class M-4, Assigned A1 -- Class M-5, Assigned A2 -- Class M-6, Assigned A3 -- Class B-1, Assigned Baa1 -- Class B-2, Assigned Baa2 -- Class B-3, Assigned Baa3 -- Class B-4, Assigned Ba1 CARRINGTON MORTGAGE: Fitch Rates 2007 Class M-10 Notes at BB+ ------------------------------------------------------------- Fitch Ratings rates Carrington Mortgage Loan Trust, series 2007- FRE1 certificates as: -- $733.9 million classes A-1, A-2, A-3, and A-4 'AAA'; -- $58.5 million class M-1 'AA+'; -- $40.4 million class M-2 'AA'; -- $20.7 million class M-3 'AA-'; -- $17.7 million class M-4 'A+'; -- $16.7 million class M-5 'A'; -- $15.1 million class M-6 'A-'; -- $14.6 million class M-7 'BBB+'; -- $13.6 million class M-8 'BBB'; -- $12.6 million class M-9 'BBB-'; -- $14.1 million class M-10 'BB+'. The 'AAA' rating on the senior certificates reflects the 27.30% total credit enhancement provided by the 5.80% class M-1, the 4.00% class M-2, the 2.05% class M-3, the 1.75% class M-4, the 1.65% class M-5, the 1.50% class M-6, the 1.45% class M-7, the 1.35% class M-8, the 1.25 % privately placed class M-9, the 1.40% privately placed class M-10, and the overcollateralization. The initial and target OC is 5.10%. All certificates have the benefit of monthly excess cash flow to absorb losses. In addition, the ratings reflect the quality of the loans, the integrity of the transaction's legal structure as well as the capabilities of EMC Mortgage Corporation (rated 'RPS1' by Fitch) as servicer and Wells Fargo Bank, N.A. as trustee. The collateral pool consists of 3,935 fixed and adjustable rate mortgages. As of the closing date, the mortgage loans have an aggregate balance of $1,009,443,457.62. The weighted average loan rate is approximately 8.103%. The weighted average original term to maturity is 359 months. The average principal balance of the mortgage loans as of the cut-off date is approximately $256,505. The weighted average original loan-to-value ratio is 78.9% and the weighted average borrower credit score was 608. The properties are primarily located in California (25.45%), New York (14.16%) and Florida (10.85%). Fremont Investment & Loan (FIL) is a California industrial bank headquartered in Brea, California. Fremont Investment & Loan conducted business in 45 states and the District of Columbia and its primary source of originations was through licensed mortgage brokers. A recent regulatory filing disclosed that Fremont General Corp., FIL, and FMT's wholly owned subsidiary, Fremont General Credit Corp. will enter into a formal cease-and-desist order (C&D) with the Federal Deposit Insurance Corp. FMT also announced it intends to exit the subprime residential lending business and is engaged in discussions regarding sale of the business. CCS EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------ (Nikki) Debtor: CCS Equipment, Inc. 1917 South 14th Street Union Gap P.O. Box 9974 Yakima, WA 98909 Bankruptcy Case No.: 07-01160 Type of Business: The debtor manufactures fruit, grain and vegetable grading, cleaning and sorting of machines. Chapter 11 Petition Date: April 6, 2007 Court: Eastern District of Washington (Spokane/Yakima) Judge: Judge Frank L Kurtz Debtor's Counsel: Metiner G Kimel, Esq. Kimel Law Offices 1115 West Lincoln Avenue, Suite 105 Yakima, WA 98902 Tel: (509) 452-1115 Fax: (509) 452-1116 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 ------ --------------- ------------ GREEFA $353,707 Langstraat 12 Tricht, Netherlands 4196 JB Internal Revenue Service $166,593 P.O. Box 21126 Philadelphia, PA 18114 G.P. Graders $112,000 8-12 Gilby Road Mt Waverly 3149, Victoria/Australia Larson Gross $32,037 West Coast Metals $26,794 American Steel $25,921 FJARLI Foundation $18,025 Alaskan Copper & Brass $17,397 R H Brown Co. $14,943 Banner Bank Leasing Yakima $9,485 Department of Labor & Industries $9,218 Columbia Electric Supply $6,012 Wanatchee Quality Welding $4,827 Picatti Bros, Inc $4,606 Cardinal Industrial Finishes $4,457 Grainger $4,203 Red Lion Hotel $3,409 J & L Industrial Supply $3,284 Pacific Power $3,234 Power Motion $3,073 CINEMARK INC: Posts $8.4 Mil. Net Income in Year Ended December 31 ------------------------------------------------------------------ (SEC 10K\tcrla) - Melanie Cinemark Inc. reported that its net income for the year ended Dec. 31, 2006, was $8.4 million, as compared with net income of $22.4 million for the year ended Dec. 31, 2005. The decrease in net income for the year ended Dec. 31, 2006, was primarily due to goodwill impairment charges and increased interest expense. Goodwill impairment charges were $13.6 million during the year ended Dec. 31, 2006. As a result of the Century acquisition, total assets increased about $1.3 billion. The company's interest expense increased about $24.5 million during the year ended Dec. 31, 2006, primarily due to a new senior secured credit facility, which was entered into to finance a portion of the purchase price for the Century acquisition, payoff debt assumed in the Century acquisition and payoff the company's former senior secured credit facility. During the year ended Dec. 31, 2006, the company completed a share exchange with its newly formed parent, Cinemark Holdings, Inc. As a result of the share exchange, which occurred on Oct. 5, 2006, the company was required to push down the accounting basis of its stockholders as of the date of the share exchange, which resulted in a higher basis than historically presented. The company's financial statements are reflective of its historical basis for periods prior to the share exchange, referred to as predecessor, and reflective of the new basis for periods subsequent to the share exchange, referred to as successor. Revenues increased to $1.2 billion for the year ended Dec. 31, 2006, from revenues of $1 billion for the year ended Dec. 31, 2005. The increase was primarily related to a 7.6% increase in attendance, a 10.2% increase in average ticket prices, and a 9.1% increase in concession revenues per patron, all of which were favorably impacted by the acquisition of Century Theatres that was completed on Oct. 5, 2006. The company's operating income for the year ended Dec. 31, 2006, was $137.3 million, as compared with operating income of $118.9 million for the year ended Dec. 31, 2005. The company's total assets increased about $747.5 million, including $508.8 million of goodwill, as a result of the share exchange. It had $689.3 million in stockholders' equity, resulting from $3.2 billion in total assets, $2.5 billion in total liabilities and $16.6 million in minority interests as of Dec. 31, 2006. Its Dec. 31, 2006 balance sheet also showed strained liquidity with $206.4 million in total current assets available to pay $230.8 million in total current liabilities. During the year ended Dec. 31, 2006, the company opened 21 theatres with a total of 232 screens; and on Oct. 5, 2006, the company completed its acquisition of Century Theatres, adding an additional 77 theatres with 1,017 screens. On Dec. 31, 2006, the company's aggregate screen count was 4,488, with screens in the U.S., Canada, Mexico, Argentina, Brazil, Chile, Ecuador, Peru, Honduras, El Salvador, Nicaragua, Costa Rica, Panama and Colombia. As of Dec. 31, 2006, the company had signed commitments to open 17 new theatres with 227 screens during 2007. It also had signed commitments to open 11 new theatres with 155 screens subsequent to 2007. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd3 About Cinemark Inc. Cinemark Inc. -- http://www.cinemark.com/-- operates 202 theatres and 2,469 screens in 34 states in the United States and operates 112 theatres and 932 screens internationally in 13 countries, mainly Mexico, South and Central America. Cinemark was founded in 1987 by its chief executive officer and chairman of the Board, Lee Roy Mitchell. In 2004 a controlling interest in Cinemark was sold to Madison Dearborn Capital Partners. Cinemark was among the first theatre exhibitors to offer advanced real-time Internet ticketing at its own website. * * * As reported in the Troubled Company Reporter-Latin America on March 9, 2007, Moody's Investors Service placed the Secured Bank Credit Facility Rating of Cinemark Inc.'s subsidiary, Cinemark USA Inc., on review for possible downgrade following Cinemark USA's disclosed tender offer for its 9% Senior Subordinated Notes. The bank credit facility is currently rated at Ba2. Cinemark Inc. carries Moody's B1 Corporate Family Rating and Positive Outlook. CONSOLIDATED EMPLOYER MANAGEMENT: Case Summary & 24 Creditors ------------------------------------------------------------- (Louie) Lead Debtor: Consolidated Employer Management Solutions, Inc. P.O. Box 132 Oriskany, NY 13424 Bankruptcy Case No.: 07-10992 Debtor-affiliates filing separate chapter 11 petitions: Entity Case No. ------ -------- Coastal Employers, Inc.-- California 07-10994 Coastal Employers, Inc.-- New York 07-10995 Type of Business: The Debtors are engaged in the temporary staffing business. See http://www.coastalemployers.com/about.htm Chapter 11 Petition Date: April 4, 2007 Court: Central District Of California (Santa Ana) Judge: Robert N. Kwan Debtors' Counsel: Robert P. Goe, Esq. Goe & Forsythe, L.L.P. 660 Newport Center Drive, Suite 320 Newport Beach, CA 92660 Tel: (949) 467-3780 Fax: (949) 721-0409 Total Assets: $8,686,387 Total Debts: $9,020,282 A. Consolidated Employer Management Solutions, Inc's Three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Reinsurance Co. of America insurance $7,225,523 c/o Mr. James Kernan 1310 Utica Street Oriskany, NY 13424 Internal Revenue Service taxes $1,099,855 P.O. Box 21126 Philadelphia, PA 19114 Employment Development Dept. taxes $694,904 Bankruptcy Group M.I.C. 92E P.O. Box 826880 Sacramento, CA 94280-0001 B. Coastal Employers, Inc.-- California's Four Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AIG Insurance $7,800,000 c/o James Hennessy 300 South Riverside Plaza, Suite 2100 Chicago, IL 60606 Internal Revenue Service payroll taxes $6,970,663 10 Broad Street Utica, NY 13501 Reinsurance Co. of America workers $3,950,612 c/o Mr. James Kernan compensation 1310 Utica Street Oriskany, NY 13424 E.D.D. payroll taxes $1,300,515 3321 Power Inn Road Sacramento, CA 95826 C. Coastal Employers, Inc.-- New York's 17 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AIG Insurance workers $15,074,425 c/o James Hennessy compensation 300 South Riverside Plaza, claims Suite 2100 Chicago, IL 60606 ACE American Insurance Co. insurance $1,818,631 c/o Mr. Benjamin Hollensbee premiums 525 West Monroe Street Chicago, IL 60661 Internal Revenue Service payroll taxes $953,226 10 Broad Street New York, NY 13501 E.D.D. payroll taxes $547,473 3321 Power Inn Road Sacramento, CA 95826 Robertson Ryan & brokerage fees $174,000 Associates, Inc. A.F.C.O. Premium Finance insurance premium $109,877 financing Summit Park, L.L.C. landlord $43,000 A-1 Credit Co. insurance premium $14,638 financing The New Directions Group, Inc. trade-debt $12,422 Wells Fargo Bank credit card $5,146 purchases Golden State Overnight trade debt-mailing $4,655 services Kaiser Permanents health insurance $3,315 Federal Express trade debt-mailing $1,223 services Summit Software trade-debt $1,200 Law Offices of Douglas Holmes legal fees $1,080 Global Crossing trade-debt $1,000 AT&T telephone bills $856 CYBERCARE INC: Chapter 11 Plan Proposes to Satisfy all Creditors ---------------------------------------------------------------- (Cecil) Cybercare Inc. and its Debtor-affiliates have delivered a disclosure statement describing its Chapter 11 Plan of Reorganization to the U.S. Bankruptcy Court for the Middle District of Florida. Treatment of Claims All Class 1 Priority Claims shall be paid in cash, in deferred monthly payments over a period not exceeding six years from the date of assessment on the first business day after Chapter 11 Plan have been approved. The Secured Class 2 Tax Claims will be paid in full when the Plan is consummated. Class 3 Secured Claim of Cast-Crete Corporation as DIP Lender with respect to any Secured post-petition DIP Financing shall be paid through the issuance of New Stock of Reorganized CyberCare. Tang Entities' Classes 4 through 6, General Unsecured Claims will get security interests in the Debtors' accounts receivable, furniture, fixtures and equipment. The Secured Claim of CC Fortune secured by the pledge of the CyberTech Common Stock will be satisfied throughp: (a) the transfer to of an 80% ownership interest in the Licensee of all of CyberCare's and CyberTech's rights to the Technology and Intellectual Property, and (b) the issuance of warrants to purchase additional shares of New CyberCare Stock outside of North America. The Secured Claim of CC Fortune will be paid from the Outreach Proceeds in accordance with the Outreach Stay Relief Order. Judgment Lien Class 7 Creditors will receive the value of their Secured Claims through the surrender of the tangible personal property. Allowed Unsecured Class 8(A) Claims against CyberCare will receive a Pro Rata distribution of a number of shares of New Stock from the Unsecured Stock Pool equal to the Holders of such Claims' Unsecured Stock Pool Share. Class 8(B) Unsecured Claims against CyberTech will receive New CyberCare Stock. The Tang Entities Unsecured Claims against CyberTech shall be allowed in the aggregate amount of $12 million and will receive New CyberCare Stock having a value of $4 million. Cast-Crete's Class 9 Unsecured Claim of will receive 100% shares of the total New Stock in the Reorganized CyberTech issued under the Plan. No distributions will be made on account of Intercompany Class 10 Claims. Holders of Allowed CyberCare Class 11 Equity Interests shall receive a prorata distribution of New Stock from the Equity Stock Pool. The New Stock to be distributed to Class 11 Equity Interests would otherwise be distributed to the DIP Lender and to the Tang Entities as their Unsecured Stock Pool Share. All Class 12 CyberTech Equity Interests will be surrendered and cancelled. Plan Funding The Debtor will enter into an Exit Financing Facility with Cast- Crete or a related entity. Reorganized CyberCare intends to utilize the proceeds of the Exit Financing Facility to pay Administrative Expenses, fund obligations under the Plan and provide Reorganized CyberCare with the working capital and liquidity necessary to conduct its post-Confirmation operations. After the Effective Date, Cast-Crete will transfer to CyberTech such medical and healthcare related technology and Intellectual Property, commonly known as the Vital Trust and Health Centrix businesses and systems, in exchange for the issuance of additional New Stock of CyberTech and/or debt. On the Effective Date, Reorganized CyberCare shall be authorized to issue up to 250 million shares of New Stock. On the Effective Date, Reorganized CyberCare will issue or be deemed to have issued 100 million shares of the New Stock. After the Effective Date, Reorganized CyberCare also proposes to issue additional New Stock or debt to fund the future acquisitions, to satisfy the Exit Financing in whole or in part, or for other business purposes. Headquartered in Tampa, Florida, CyberCare, Inc., fka Medical Industries of America, Inc. (PINKSHEETS: CYBR) is a holding company that owns service businesses, including a physical therapy and rehabilitation business, a pharmacy business, and a healthcare technology solutions business. The Company and its debtor- affiliate, CyberCare Technologies, Inc., filed for chapter 11 protection on Oct. 14, 2005 (Bankr. M.D. Fla. Case No. 05-27268). Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Prosser represents the Debtors in their restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in the Debtors' case. When the Debtors filed for protection from their creditors, they listed $5,058,955 in assets and $26,987,138 in debts. CYPRESSWOOD LAND: Involuntary Chapter 11 Case Summary ----------------------------------------------------- (Shimmy) Alleged Debtor: Cypresswood Land Partners, I c/o Robert A. Zamorano 319 Tynebridge Lane Houston, TX 77024 Case Number: 07-32437 Involuntary Petition Date: April 4, 2007 Court: Southern District of Texas (Houston) Judge: Jeff Bohm Petitioner's Counsel: Vincent P. Slusher, Esq. Beirne Maynard & Parsons, LLP 1700 Pacific Avenue, Suite 4400 Dallas, TX 75201 Tel: (214) 237-4314 Fax: (214) 237-4340 Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ Stephen A. Morrow Joint Venture Unknown 13231 Champion Forest Drive, Agreement dated Suite 214 8/2/2004 between Houston, TX 77069 Stephen Morrow & Redwood Properties LLC CYTOCORE INC: Sept. 30 Balance Sheet Upside-Down by $4.1 Million ---------------------------------------------------------------- Cytocore Inc.'s balance sheet at Dec. 31, 2006, showed $1.2 million in total assets and $5.3 million in total liabilities, resulting in a $4.1 million total stockholders' deficit. The company's balance sheet at Dec. 31, 2006, also showed strained liquidity with $1.1 million in total current assets available to pay $5.3 million in total current liabilities. Cytocore Inc. reported a net loss of $1.3 million on net revenues of $21,000 for the third quarter ended Sept. 30, 2006, compared with a net loss of $2.4 million on net revenues of $24,000 for the same period ended Sept. 30, 2005. The decrease in net loss in the third quarter of 2006 resulted from a reduction of interest expense of $2,201,000, partially offset by the increase in selling, general and administrative expenses of $1,248,000. Of this increase, $982,000 resulted primarily from the non-cash charge for warrants issued to officers and directors of $725,000 and for warrants issued for professional services of $256,000. The remaining increase was due to increases in R&D and SG&A expenses due to the company resuming operations. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2006, are available for free at http://researcharchives.com/t/s?1cd0 About Cytocore Inc. CytoCore Inc. (OTC BB: CYCR) -- http://www.cytocoreinc.com/-- is a publicly traded biotechnology company that is developing a proteomic-based method of screening and diagnosis for endometrial and cervical cancer. The company's major product is called the InPath(TM) System and is comprised of four distinct components: the e Collector(TM), protein-based biochemical cocktails and Slide Based Tests, the AIPS(TM) microscope platform, and a drug delivery system for treating cervical lesions. DELTA AIR: Moody's Puts Low-B Ratings on $2.5 Billion Exit Loan --------------------------------------------------------------- Moody's Investors Service assigned new ratings to Delta Air Lines, Inc. debt, including a B2 corporate family rating, a Ba2 (LGD2, 19%) on the first lien facilities, and a B2 (LGD3, 46%) on the second lien facilities. Moody's also assigned a Speculative Grade Liquidity Assessment of SGL-2. The outlook is stable. Delta expects to emerge from bankruptcy by the end of April 2007. "With the cost reduction achieved through the bankruptcy reorganization, the airline's extensive route network and initiatives to realign capacity for improved profitability, Delta is positioned to be an effective network carrier", according to Moody's analyst George Godlin. The restructuring has significantly improved financial metrics. Delta's operating costs following emergence from bankruptcy should be among the lowest of the network carriers, and permit the carrier to compete more effectively and better withstand ongoing industry challenges. Financial improvements through bankruptcy are projected to exceed $3 billion on an annualized basis and are likely to be sustainable. However, Moody's notes that the average age of Delta's fleet is more than 11 years, and the airline has only approximately 60 narrow body aircraft scheduled for delivery over the next several years. Consequently, maintenance expense is likely to increase as these aircraft age, and Delta is likely to incur significant capital expenditures over time to address the re-fleeting issue. Delta's plans to improve cash flow through revenue growth could be more challenging, however. Delta has a number of initiatives to close the gap between its Revenue per Available Seat Mile and the average RASM for other network carriers. These include a focus on more origination and destination traffic (rather than lower margin connecting traffic), shifting capacity from domestic routes to the higher yielding international destinations and better matching aircraft gauge to route density. The operating environment, however, is expected to remain difficult given high fuel costs and intense competition on domestic routes from other mainline carriers as well as Low Cost Carriers. In addition, other carriers have been shifting capacity to international routes, and the capacity could increase even more as the European carriers in particular take advantage of direct access to more US destinations under the open-skies legislation that is expected to become effective during 2008. The stable outlook reflects Moody's expectation that Delta's post- emergence cost structure, revenue growth strategies and adequate cash on hand will provide satisfactory flexibility to withstand some of the near term competitive challenges in the industry. In addition, Delta should generate strong free cash flow over the near term, which will steadily improve key credit metrics including Retained Cash Flow to Debt, Debt to EBITDA and EBIT to Interest. Downward pressure on the ratings could occur if Delta's EBITDA margin declines lower than 15%, or if Debt to EBITDA (using Moody's standard adjustments) exceeds 7 times or EBIT to interest expense (using Moody's standard adjustments) falls below 1 times. Given rising fuel costs and medium term capital expenditures associated with refleeting, Delta's ratings could come under pressure if balance sheet liquidity or cash flow significantly declines from anticipated levels. The rating could be raised if internally-generated cash flow is sufficient to sustain EBIT to Interest (using Moody's standard adjustments) greater than 2 times and Retained Cash Flow to Debt greater than 15%. The SGL-2 Speculative Grade Liquidity Rating reflects the expectation of good liquidity over the coming 12 months. Delta is likely to generate strong free cash flow over the near term and steadily add to its cash balance upon emergence from bankruptcy. Moody's expects Delta will remain in compliance with all of its covenants in the near term. The SGL rating also reflects the company's limited borrowing capacity, since substantially all of Delta's assets that currently secure Delta's DIP facility also currently serve as collateral for the post-emergence credit facility. Delta is expected to have approximately $2.8 billion in balance sheet cash and equivalents upon emergence from bankruptcy in April 2007. Up to $2.5 billion in exit financing consists of a first-lien revolving credit facility of $500 million, a first-lien term loan facility of $1 billion, and a second-lien term loan of $1 billion. These facilities will be guaranteed by Delta's direct and indirect domestic subsidiaries and collateralized by security interests in substantially all of Delta's assets that currently secure Delta's DIP facility including aircraft, spare parts, route authorities, real estate and unrestricted cash. Proceeds from the new financing will be used to repay approximately $2.0 billion of Delta's DIP loans, with the remainder available for working capital and general corporate purposes. Assignments: Issuer: Delta Air Lines, Inc. Corporate Family Rating of B2 Probability of Default Rating of B2 First Lien Bank Revolving Credit Facility, Assigned a rating of Ba2, (LGD2, 19%) First Lien Term Loan, Assigned a rating of Ba2, (LGD2, 19%) Second Lien Term Loan, Assigned a rating of B2, (LGD3, 46%) Speculative Grade Liquidity Assessment of SGL-2. Delta Air Lines, Inc., a major airline that provides scheduled passenger service throughout North America, the Caribbean, Latin America, Europe, Africa and Asia, is headquartered in Atlanta, Georgia. DVI MEDICAL: Fitch Cuts Ratings on Six Equipment Securitizations ---------------------------------------------------------------- Fitch Ratings cut its long-term and Distressed Recovery ratings for these DVI transactions: DVI Receivables X L.L.C., series 1999-2 -- Class A-4 notes downgraded to 'C/DR6' from 'CC/DR4'; -- Class B, C, D and E notes remain at 'C/DR6'. DVI Receivables XI L.L.C., series 2000-1 -- Class A-4 notes downgraded to 'CC/DR2' from 'CCC/DR1'; -- Class B, C, D and E notes remain at 'C/DR6'. DVI Receivables XII L.L.C., series 2000-2 -- Class A-4 notes remain at 'CCC/DR1'; -- Class B notes remain at 'CC/DR4'; -- Class C notes remain at 'CC/DR5'; -- Class D notes downgraded to 'C/DR6' from 'CC/DR5'; -- Class E notes remain at 'C/DR6'. DVI Receivables XIV L.L.C., Series 2001-1 -- Class A-4 notes remain at 'CC/DR1'; -- Class B notes remain at 'CC/DR4'; -- Class C and D notes remain at 'CC/DR5'; -- Class E notes remain at 'C'; DR lowered to 'DR6' from 'DR5'. DVI Receivables XVII L.L.C., Series 2002-1 -- Class A-3a and A-3b notes remain at 'CCC'; DR lowered to 'DR4' from 'DR3'; -- Class B, C, D, and E notes remain at 'C/DR6'. DVI Receivables XVIII L.L.C., Series 2002-2 -- Class A-3a and A-3b notes remain at 'CCC/DR1'; -- Class B notes remain at 'CC/DR4'; -- Class C notes remain at 'CC/DR6'; -- Class D notes downgraded to 'C/DR6' from 'CC/DR6'; -- Class E notes remain at 'C/DR6'. The ratings on these DVI transactions remain unchanged: DVI Receivables VIII L.L.C., Series 1999-1 -- Class C notes remain at 'C/DR6'; -- Class D notes remain at 'C/DR6'; -- Class E notes remain at 'C/DR6'. DVI Receivables XVI L.L.C., Series 2001-2 -- Class A-3 notes remain at 'CC/DR2'; -- Class A-4 notes remain at 'CC/DR2'; -- Class B notes remain at 'C/DR6'; -- Class C notes remain at 'C/DR6'; -- Class D notes remain at 'C/DR6'; -- Class E notes remain at 'C/DR6'. DVI Receivables XIX L.L.C., Series 2003-1 -- Class A-3a notes remain at 'CCC/DR2'; -- Class A-3b notes remain at 'CCC/DR2'; -- Class B notes remain at 'C/DR6'; -- Class C-1 notes remain at 'C/DR6'; -- Class C-2 notes remain at 'C/DR6'; -- Class D-1 notes remain at 'C/DR6'; -- Class D-2 notes remain at 'C/DR6'; -- Class E-1 notes remain at 'C/DR6'; -- Class E-2 notes remain at 'C/DR6'. Fitch's actions are based on continued loan performance deterioration as reflected in the servicer reports for the period ending Feb. 28, 2007. Since last review on Jan. 16, 2007, Fitch noted additional losses in six of the transactions, as well as an increasing accumulation of interest shortfalls in four of the transactions. Furthermore, various contracts have been restructured over a longer amortization period, effectively reducing the amount of cash available to the noteholders on a monthly basis. Using assumptions consistent with historical DVI securitization performance, Fitch ran a series of cash flow runs for each transaction to determine the appropriate rating movements, if any. Fitch has had discussions with U.S. Bancorp Portfolio Services, which replaced DVI, Inc. as servicer for each of the securitizations under the terms of each transaction's Contribution and Servicing Agreement in February 2004. Since taking over servicing duties, USBPS has been successful in working out and realizing recoveries on previously defaulted contracts. Fitch will continue to closely monitor performance of the transactions, will have regular contact with USBPS, and may raise, lower or withdraw ratings as appropriate. EASI FINANCE: Moody's Puts Low-B Ratings on Class B-7 to B-9 Notes ------------------------------------------------------------------ Moody's Investors Service has assigned ratings to approximately $24 million of Class B3, Class B4, Class B5, Class B6, Class B7, Class B8 and Class B9 certificates issued in by EASI Finance Limited Partnership 2007-1 Synthetic Transaction. The synthetic securitization is backed by a $4 billion reference portfolio E*Trade Bank, originated adjustable-rate (61%) and fixed-rate (39%) prime quality Jumbo and conforming-balance mortgage loans held by E*Trade Bank. The ratings are based primarily on the credit quality of the loans and on the loss coverage for each rated tranche. Moody's expects losses on the reference portfolio to range from 0.15% to 0.25%. The complete rating actions are: Issuer: EASI Finance Limited Partnership 2007-1 Co-Issuer: EASI Finance DE Corporation 2007-1 EASI Synthetic Investment Notes, Series 2007-1 Class B-3, Assigned A2 Class B-4, Assigned A3 Class B-5, Assigned Baa2 Class B-6, Assigned Baa3 Class B-7, Assigned Ba1 Class B-8, Assigned Ba2 Class B-9, Assigned Ba3 ENTRAVISION COMMS: Good Performance Cues S&P's Positive Outlook --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Entravision Communications Corp. to positive from stable. At the same time, Standard & Poor's affirmed its 'B+' long-term corporate credit rating on the company. The Santa Monica, Calif.-based Spanish-language media company had $497.8 million of total debt outstanding as of Dec. 31, 2006. "The outlook revision reflects the company's strong operating performance relative to the industry, solid liquidity position, and maintenance of lower leverage even after aggressive share buybacks and continued acquisitions in2006," said Standard & Poor's credit analyst Michael Altberg. The rating on Entravision reflects the company's high debt levels, intensifying Spanish-language media competition, and the potential for advertising volatility. These factors are only partially offset by Entravision's long-term strategic relationship with shareholder Univision Communications Inc. (B/Negative/--), broadcasting's good margin potential and discretionary cash flow- generating capabilities, and resilient station asset values. ERNEST WEHMAN: Case Summary & Six Largest Unsecured Creditors ------------------------------------------------------------- (Shimmy) Debtors: Ernest William Wehman, Jr. Janie Raye Wehman 1416 West Goodwin Street Pleasanton, TX 78064 Bankruptcy Case No.: 07-50862 Chapter 11 Petition Date: April 3, 2007 Court: Western District of Texas (San Antonio) Judge: Ronald B. King Debtors' Counsel: Robert L. Barrows, Esq. Warren Drugan & Barrows, P.C. 800 Broadway San Antonio, TX 78215 Tel: (210) 226-4131 Total Assets: $1,242,818 Total Debts: $2,512,779 Debtors' Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ U.S. Small Business Deed of Trust $800,000 Administration Secured: Building 2, Suite 200 $48,390 17319 San Pedro Avenue Unsecured: San Antonio, TX 78232 $751,610 Prinsburg State Bank $536,000 508 3rd Street Secured: P.O. Box 38 $76,000 Prinsburg, MN 56281-0038 Unsecured: $460,000 Jo Ann McFarland Loan $100,000 1014 Harvey Street Pleasanton, TX 78064 State Bank Loan $95,000 Deed of Trust $71,300 Secured: $20,910 Unsecured: $50,390 First National Bank of Deficiency $25,000 George West Wells Fargo Bank Deficiency $23,798 FIRST FRANKLIN: Moody's Junks Rating on Two Certificate Classes --------------------------------------------------------------- Moody's Investors Service has downgraded eight certificates from two deals issued in 2003 by First Franklin Mortgage Loan Trust. The transactions are backed by first-lien fixed and adjustable- rate subprime mortgage loans. The rating actions reflect Moody's view of the projected losses versus remaining credit enhancement provided to the various tranches of these deals by subordination, overcollateralization and excess spread. Both deals have seen rapid deterioration to overcollateralization (OC) in recent months. OC for Series 2003-FFH1 was completely depleted in February, and the junior-most Class B was fully written down due to losses in the March distribution period, at which time losses were also first realized by Class M-6. Losses are eventually expected to reach the Class M-5; timing for this depends on the pace of liquidations and losses to the deal. OC available to Series 2003-FFH2 deteriorated to $0.35mm in the most recent reporting period, and losses are expected to cause writedowns to Class B in coming months. Complete rating actions are: Issuer: First Franklin Mortgage Loan Trust Downgrade: -- Series 2003-FFH1, Class. M-3, downgraded to Baa2 from A3; -- Series 2003-FFH1, Class. M-4, downgraded to B2 from Baa1; -- Series 2003-FFH1, Class. M-5, downgraded to Caa3 from Baa3; -- Series 2003-FFH1, Class. M-6, downgraded to C from B1; -- Series 2003-FFH2, Class. M-4, downgraded to Baa3 from Baa1; -- Series 2003-FFH2, Class. M-5, downgraded to B2 from Baa2; -- Series 2003-FFH2, Class. M-6, downgraded to Caa3 from Baa3; -- Series 2003-FFH2, Class. B, downgraded to C from Ba2. FORD CREDIT: Fitch Ups Rating on 33 & Upgrades 11 ABS Classes ------------------------------------------------------------- Fitch Ratings has affirmed 33 classes and upgraded 11 classes of 7 Ford Credit Auto Owner Trust asset-backed transactions, as follows: Series 2004-A -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes affirmed at 'AAA'; -- Class C notes upgraded to 'AAA' from 'AA'; -- Class D notes upgraded to 'AA' from 'A'. Series 2005-A -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes upgraded to 'AAA' from 'AA'; -- Class C notes upgraded to 'AA' from 'A'; -- Class D notes upgraded to 'A' from 'BBB+'; Series 2005-B -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes upgraded to 'AAA' from 'AA'; -- Class C notes upgraded to 'AA' from 'A-'; -- Class D notes upgraded to 'BBB+' from BB+'. Series 2005-C -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes upgraded to 'AA' from 'A'; -- Class C notes upgraded to 'A' from 'BBB+'; -- Class D notes upgraded to 'BBB' from 'BB+'. Series 2006-A -- Class A-2A notes affirmed at 'AAA'; -- Class A-2B notes affirmed at 'AAA'; -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes upgraded to 'AA' from 'A'; -- Class C notes upgraded to 'A' from 'BBB+'; -- Class D notes upgraded to 'BBB' from 'BB+'. Series 2006-B -- Class A-1 notes affirmed at 'F1+'; -- Class A-2A notes affirmed at 'AAA'; -- Class A-2B notes affirmed at 'AAA'; -- Class A-3 notes affirmed at 'AAA'; -- Class A-4 notes affirmed at 'AAA'; -- Class B notes affirmed at 'A'; -- Class C notes affirmed at 'BBB+'; -- Class D notes affirmed at 'BB+'. Series 2006-C -- Class A-1 notes affirmed at 'F1+'; -- Class A-2A notes affirmed at 'AAA'; -- Class A-2B notes affirmed at 'AAA'; -- Class A-3 notes affirmed at 'AAA'; -- Class A-4A notes affirmed at 'AAA'; -- Class A-4B notes affirmed at 'AAA'; -- Class B notes affirmed at 'A'; -- Class C notes affirmed at 'BBB+'; -- Class D notes affirmed at 'BB+'. The rating upgrades are a result of increased available credit enhancement in excess of expected remaining losses. Under the credit enhancement structure, the bonds can now withstand stress scenarios consistent with the upgraded ratings and still make full and timely payments of principal and interest. G.R. DEVELOPMENT: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- (Louie) Debtor: G.R. Development, Inc. 8350 South Kyrene, Suite 112 Tempe, AZ 85284 Bankruptcy Case No.: 07-01470 Chapter 11 Petition Date: April 4, 2007 Court: District of Arizona (Phoenix) Judge: Redfield T. Baum Sr. Debtor's Counsel: Michael W. McGrath, Esq. Mesch, Clark & Rothschild, P.C. 259 North Meyer Avenue Tucson, AZ 85701-1090 Tel: (520) 624-8886 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 ------ --------------- ------------ Nutraceutical open account $225,000 P.O. Box 12850 Ogden, UT 84412-2850 Now Foods open account $81,528 395 Glen Ellyn Road Bloomingdale, IL 60108 Threshold Enterpises, Ltd. open account $58,793 23 Janis Way Scotts Valley, CA 95056 Eas Ross Products Division open account $57,422 Reliance open account $50,000 Nature's Plus open account $43,837 Optimum Nutrition open account $42,039 Irwin Naturals open account $38,155 Enzymatic Therapy open account $32,698 Country Life open account $29,467 New Chapter open account $20,452 Barlean's open account $20,000 Garden of Life open account $16,891 Super Nutrition open account $12,489 Cintas open account $12,000 Renew Life open account $9,046 Carlson Laboratories, Inc. open account $9,046 Vital Pharmaceuticals, VPX open account $8,375 Jarrow Formulas open account $7,572 Jay Robb open account $8,780 GAYLORD ENT: Planned Sale of Bass Pro Stake Cues S&P's Pos. Watch ----------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings for Gaylord Entertainment Co., including the 'B' corporate credit rating, on CreditWatch with positive implications following the announcement by Gaylord on April 3 that it has entered into an agreement to sell its equity stake in Bass Pro Group LLC to Bass Pro for $222 million. The sale is expected to close in the June 2007 quarter. Gaylord is expected to use the Bass Pro sale proceeds to fund its hotel expansion plans. The CreditWatch listing reflects Standard & Poor's expectation that borrowings to fund Gaylord's capital spending will be lower than previously expected, and that credit measures could improve over the next few years and be sustained at levels consistent with higher ratings. As of December 2006, Gaylord has spent $262 million of a projected total of $870 million, which incorporates cost overruns, to build Gaylord National Resort and Convention Center near Washington D.C. Gaylord is expected to use its new $1 billion credit facility to fund expansions, including remaining spending to develop Gaylord National, although a lower amount of borrowings would be needed following the sale of Bass Pro. In addition, Standard & Poor's currently expects that Gaylord National would have a strong opening, which is currently estimated to be in April 2008. Total lease-adjusted debt to EBITDA was just more than 6x at December 2006. Leverage is expected to spike in 2007and decline after the Gaylord National opening. "We will resolve the CreditWatch listing after our review of Gaylord's expected financial profile following the Bass Pro sale," said Standard & Poor's credit analyst Emile Courtney. "We will incorporate a review of future expansion plans at the company's existing Gaylord Opryland hotel and a potential new development in Chula Vista, Calif." GMACM MORTGAGE: S&P Holds Low-B Ratings on 29 Certificate Classes ----------------------------------------------------------------- Standard & Poor's Ratings Services today affirmed its ratings on 221 classes of certificates from 29 series issued by GMACM Mortgage Loan Trust. The affirmations reflect the stable performance of the collateral backing the transactions. Current and projected credit support is sufficient at the current rating levels. While these deals have seasoned between 11 and 48 months, delinquencies and losses have been relatively low as of the March 2007 distribution period. This shelf consists primarily of prime jumbo deals. However, it also includes one ReREMIC, three Alt-A, and three document-deficient transactions. Credit support for the prime and Alt-A transactions is provided strictly by subordination, while the scratch-and-dent document-deficient transactions are supported by subordination, excess interest, and overcollateralization (O/C). The ReREMIC transaction (series 2004-JR1) is supported by the underlying certificates (rated 'AAA') from the 2003-J8 transaction. Three of these transactions do not have any delinquencies, while eight remain free of serious delinquencies. Total delinquencies for the remaining deals range from 0.73% (series 2003-J6) to 9.43% (series 2005-AF2), and serious delinquencies (90-plus days, foreclosures, and REO) range from 0.07%(series 2005-AR5) to 3.66% (series 2005-AF2) of the current respective principal balances. Cumulative losses remain low for this shelf, and 17 deals have not realized any losses to date. Cumulative realized losses for the remaining deals range from 0.01% (series 2004-AR2) to 0.51% (series 2003-GH1) of the original respective principal balances. Nine of the 12 deals that have incurred losses have cumulative loss percentages of less than six basis points. Overall, performance remains positive for all of the transactions. The collateral consists primarily of fixed-, adjustable-rate first-lien mortgage loans secured by one- to four-family residential properties. Ratings Affirmed GMACM Mortgage Loan Trust Series Class Rating ------ ----- ------ 2003-J1 A-2, A-3, A-4, A-5, A-6, A-8 AAA 2003-J1 A-9, A-10, PO, IO AAA 2003-J2 A-2, A-7, A-8, A-9, PO, IO AAA 2003-GH1 A-3, A-4, A-5 AAA 2003-GH1 M-1 AA 2003-GH1 M-2 A 2003-GH1 B BBB 2003-J3 A-1, A-2, PO, IO AAA 2003-J4 1-A-1, 2-A-1, 3-A-1, IO AAA 2003-J4 M-1 AA 2003-J4 M-2 A 2003-J4 M-3 BBB 2003-J4 B-1 BB 2003-J4 B-2 B 2003-AR1 A-3, A-4, A-5, A-6, X AAA 2003-AR1 M-1 AA 2003-AR1 M-2 A 2003-AR1 M-3 BBB 2003-AR1 B-1 BB 2003-AR1 B-2 B 2003-J5 A-1, A-2, A-3, IO AAA 2003-J5 M-1 AA 2003-J5 M-2 A 2003-J5 M-3 BBB 2003-J5 B-1 BB 2003-J5 B-2 B 2003-J6 A-1, A-2, A-3, A-4, A-5, A-6 AAA 2003-J6 A-7, A-8, A-9, PO, IO AAA 2003-J6 M-1 AA 2003-J6 M-2 A 2003-J6 M-3 BBB 2003-J6 B-1 BB 2003-J6 B-2 B 2003-J7 A-1, A-2, A-3, A-4, A-5, A-6 AAA 2003-J7 A-7, A-8, A-9, A-10, PO, IO AAA 2003-J7 M-1 AA 2003-J7 M-2 A 2003-J7 M-3 BBB 2003-J7 B-1 BB 2003-J7 B-2 B 2003-AR2 A-I-1, A-II-1, A-II-2, A-II-3 AAA 2003-AR2 A-II-4, A-III-1, A-III-3 AAA 2003-AR2 A-III-4, A-III-5, A-IV-1 AAA 2003-AR2 X-II, X-III AAA 2003-AR2 M-1 AA 2003-AR2 M-2 A 2003-AR2 M-3 BBB 2003-AR2 B-1 BB 2003-AR2 B-2 B 2003-J8 A, PO, IO AAA 2003-GH2 A-2, A-3, A-4 AAA 2003-GH2 M-1 AA 2003-GH2 M-2 A 2003-GH2 B BBB 2003-J10 A-1, A-2, A-3, PO, IO AAA 2003-J10 M-1 AA 2003-J10 M-2 A 2003-J10 M-3 BBB 2003-J10 B-1 BB 2003-J10 B-2 B 2003-JR1 A-1, A-2, A-3, A-4, A-5, A-6 AAA 2003-JR1 A-7, A-8, A-9, A-10, A-11 AAA 2003-JR1 A-12, A-13 AAA 2003-AR1 I-1-A, I-2-A, I-3-A, I-4-A AAA 2003-AR1 II-1-A, II-2-A, II-3-A, II-4-A AAA 2003-AR1 I-M-1, II-M-1 AA 2003-AR1 I-M-2, II-M-2 A 2003-AR1 I-M-3, II-M-3 BBB 2003-AR1 I-B-1, II-B-1 BB 2003-AR1 I-B-2, II-B-2 B 2004-AR2 1-A, 2-A, 3-A, 4-A AAA 2004-AR2 5-A-I, 5-A-II AAA 2004-AR2 M-1 AA 2004-AR2 M-2 A 2004-AR2 M-3 BBB 2004-AR2 B-1 BB 2004-AR2 B-2 B 2004-GH1 A-2, A-3, A-4, A-5, A-6 AAA 2004-GH1 M-1 AA 2004-GH1 M-2 A 2004-GH1 B BBB 2005-AR1 1-A-1, 1-A-2, 1-A-3, 2-A, 3-A AAA 2005-AR1 4-A, 5-A AAA 2005-AR1 M-1 AA 2005-AR1 M-2 A 2005-AR1 M-3 BBB 2005-AR1 B-1 BB 2005-AR1 B-2 B 2005-AR2 1-A, 2-A, 3-A, 4-A AAA 2005-AR2 M-1 AA 2005-AR2 M-2 A 2005-AR2 M-3 BBB 2005-AR2 B-1 BB 2005-AR2 B-2 B 2005-AA1 1-A-1, 2-A-1, 2-A-2 AAA 2005-AA1 M-1 AA 2005-AA1 M-2 A 2005-AA1 M-3 BBB 2005-AA1 B-1 BB 2005-AA1 B-2 B 2005-AR3 1-A, 2-A-1, 2-A-2, 3-A-1 AAA 2005-AR3 3-A-2, 3-A-3, 3-A-4, 4-A-1 AAA 2005-AR3 4-A-2, 4-A-3, 4-A-5, 5-A-1 AAA 2005-AR3 5-A-2 AAA 2005-AR3 M-1 AA 2005-AR3 M-2 A 2005-AR3 M-3 BBB 2005-AR3 B-1 BB 2005-AR3 B-2 B 2005-AR4 1-A, 2-A-1, 2-A-2, 3-A-1 AAA 2005-AR4 3-A-2, 4-A-1, 4-A-2, 5-A-1 AAA 2005-AR4 5-A-2, R AAA 2005-AR4 M-1 AA 2005-AR4 M-2 A 2005-AR4 M-3 BBB 2005-AR4 B-1 BB 2005-AR4 B-2 B 2005-AF1 A-1, A-2, A-3, A-4, A-5, A-6 AAA 2005-AF1 A-7, A-8, A-9, A-11, A-12 AAA 2005-AF1 A-13, PO, IO AAA 2005-AR5 1-A-1, 1-A-2, 2-A-1, 2-A-2 AAA 2005-AR5 3-A-1, 3-A-2, 4-A-1, 4-A-2 AAA 2005-AR5 5-A-1, R AAA 2005-AR5 B-2 B 2005-AR6 1-A-1, 1-A-2, 2-A-1, 2-A-2 AAA 2005-AR6 3-A-1, 3-A-2, 4-A-1, 4-A-2 AAA 2005-AR6 R AAA 2005-AR6 M-1 AA 2005-AR6 M-2 A 2005-AR6 M-3 BBB 2005-AR6 B-1 BB 2005-AR6 B-2 B 2005-AF2 A-1, A-2, PO, IO, R AAA 2005-AF2 M-1 AA 2005-AF2 M-2 A 2005-AF2 M-3 BBB 2005-AF2 B-1 BB 2005-AF2 B-2 B 2006-AR1 1-A-1, 1-A-2, 2-A-1, 2-A-2 AAA 2006-AR1 3-A-1, 3-A-2, R AAA 2006-AR1 M-1 AA 2006-AR1 M-2 A 2006-AR1 M-3 BBB 2006-AR1 B-1 BB 2006-AR1 B-2 B 2006-J1 A-1, A-2, A-3, A-4, A-6, A-7 AAA 2006-J1 PO, IO, R AAA 2006-AR2 1-A-1, 1-A-2, 2-A-1, 2-A-2 AAA 2006-AR2 3-A-1, 3-A-2, 4-A-1, 4-A-2 AAA 2006-AR2 5-A-1A, 5-A-1B, 5-A-2, R AAA 2006-AR2 M-1 AA 2006-AR2 M-2 A 2006-AR2 M-3 BBB 2006-AR2 B-1 BB 2006-AR2 B-2 B GOODYEAR TIRE: Sale Engineering Biz Cues Fitch's Positive Outlook ----------------------------------------------------------------- Fitch Ratings has affirmed ratings for: The Goodyear Tire & Rubber Company: -- Issuer Default Rating 'B'; -- $1.5 billion first-lien credit facility 'BB/RR1'; -- $1.2 billion second-lien term loan 'BB/RR1'; -- $300 million third-lien term loan 'B/RR4'; -- $650 million third-lien senior secured notes 'B/RR4'; -- Senior unsecured debt 'CCC+/RR6'. Goodyear Dunlop Tires Europe B.V. -- EUR505 million European secured credit facilities 'BB/RR1' Fitch also revised the Rating Outlook to Positive from Stable. GT had approximately $7.2 billion of debt outstanding at Dec. 31, 2006 prior to the paydown of bank loans in January. The revision of the rating outlook to Positive follows GT's announcement in March 2007 that it had reached an agreement to sell the Engineered Products business for $1.475 billion. The company has indicated that it will use part of the proceeds to reduce debt although specific plans have not yet been announced. An eventual upgrade of GT's ratings would be dependent on the amount of debt paid down, improvement in demand for replacement tires in North America, and GT's ability to realize anticipated improvements in its cost structure, particularly in North America. GT has also stated that it may consider issuing equity that would further support its long-term plan to reduce leverage. Rating concerns include raw material costs, competitive pricing in certain international markets, and substantial cash requirements for capital expenditures, pension contributions, and working capital requirements to rebuild inventory following the labor strike that was resolved at the end of 2006. In addition, under the terms of its contract with the USW, GT plans to fund a Voluntary Employees' Beneficiary Association (VEBA) trust for $1 billion, of which up to $300 million may be funded by stock. Operating profit in 2006 was significantly affected by strike costs of approximately $361 million in 2006, and GT estimates additional strike-related costs in 2007 will be an additional $205 million-$240 million. These concerns could eventually be mitigated by improvements in GT's free cash flow related to the planned closure of the Tyler, Texas plant in 2008 and the company's forecast for a decline in pension contributions after 2007. In addition, interest expense can be expected to decline as GT reduces debt, and GT estimates it will realize annual cash savings of $145 million from the transfer of OPEB liabilities to the VEBA trust. GT is currently in the process of amending and extending its bank facilities for similar amounts under improved terms. The facilities include a $1.5 billion first-lien revolver (new maturity in 2013), a $1.2 billion second-lien term loan (new maturity in 2014), and GDTE's EUR505 million first-lien credit facilities (new maturity in 2012). GT's third-lien bank term loan is not being amended. The bank facilities are expected to be completed in April 2007. Fitch's Recovery Ratings are a relative indicator of creditor recovery prospects on a given obligation within an issuers' capital structure in the event of a default. GRAHAM PACKAGING: Fitch Cuts Rating on Sr. Sec. Facility to B ------------------------------------------------------------- Fitch Ratings has downgraded Graham Packaging Company, L.P.'s senior secured first-lien credit facility to 'B/RR3' from 'B+/RR2'. Ratings on the senior secured second-lien facility were withdrawn. In addition, Fitch affirmed these ratings on Graham and its subsidiary GPC Capital Corp. I: -- Issuer default rating 'B-'; -- Senior unsecured notes 'CCC+/RR5'; -- Senior subordinated notes 'CCC/RR6'. The Rating Outlook is Stable. Approximately $2.5 billion of debt is covered by the ratings. On April 3, 2007, Graham announced fiscal 2006 results and the arrangement of new term loans through a third amendment under its 2004 credit agreement. The new loans increase the existing senior secured first-lien term loan B by $305 million from $1,570 million to $1,875 million. Proceeds were used to pay off $250 million of the second-lien term loan C, pay down $50 million of the revolver, and $5 million of associated fees and expenses. The downgrade of the senior secured credit facility reflects Fitch's expectations for reduced recovery prospects in a distressed scenario given the additional $300 million of first- lien financing which reduces the anticipated recovery rate for this class to the 'RR3' category (51%-70% recovery) from the 'RR2' category (71%-90% recovery). Although total secured debt outstanding does not change materially, and leverage through the bank debt remains in the mid-4 times(x) multiple range, the risk to the first-lien class has changed given the larger amounts outstanding and no significant change in estimated estate value available for distribution in a distressed scenario. The lower recovery prospects and reduced junior debt outstanding as cushion are key considerations. There are a few modest positives for the company stemming from the new financing. The new covenant package is somewhat less restrictive and reduces the likelihood the company will trip covenants. The interest coverage test was eliminated, the total leverage ratio test was changed to a net senior leverage ratio test, and the mandatory prepayment clause was waived for fiscal 2006. Graham anticipates annual savings of more than $5 million in interest expense by paying off the term loan C. While the revised covenants provide Graham with greater flexibility, from a creditor's perspective there are fewer protections under the new terms, further justifying the one-notch downgrade. Graham's current ratings reflect leading market shares across its product categories, strong customer relationships, on-site integration with many customers, investment in proprietary technology, and favorable product packaging trends toward plastics. Rating concerns include high leverage, typically negative free cash flow, resin price volatility, customer concentration, the risk of customer vertical integration, and moderate or declining sales growth in three out of four product categories. The Stable Outlook reflects the relatively steady demand in Graham's key end markets, including the food and beverage markets. The Outlook benefits from Graham's positive free cash generation in 2006. Graham's 2006 results trended lower than expected. Although revenue grew 1.9% with system wide container unit volumes up 3.7%, gross margin continued to contract, falling 50 basis points year- over-year to 10.9%. While gross profit was positively impacted by volume growth, raw material inflation and price erosion offset these gains. Loss of pricing power and continued margin erosion are key concerns that will be monitored going forward. Favorably, the company reported positive free cash flow in 2006 of $72.4 million versus negative $137.6 million prior year, as capital spending was reduced by nearly $70 million and working capital was a $104 million source of funds compared to a $55 million use prior year. The EBITDA calculation used in determining covenant compliance includes significant adjustments for non-recurring items, project start-up costs, and certain costs related to acquisition integration. For fiscal 2006 the company reported covenant compliance EBITDA of $418.2 million yielding senior net leverage of about 4.5x compared to the new requirement of 5.5x under the revised credit agreement. Total gross leverage was 6.1x at year- end. Fitch estimates liquidity as of December 31, 2006, adjusted for the amended credit agreement, of about $260 million, consisting of $13 million in cash and an estimated $246 million in revolver availability. Debt maturities are modest in the next several years. Graham Packaging Company, L.P., an operating company, is a leading manufacturer of plastic packaging and containers. Graham and its subsidiary, GPC Capital Corp. I, are co-issuers and co-obligors on all outstanding debt. Graham is owned by Graham Packaging Holdings, a private holding company whose primary asset is its 100% direct ownership of Graham. Holdings is a guarantor on all indebtedness. Holdings is in turn majority owned by The Blackstone Group. HM RIVERGROUP: S&P Affirms B- Corp. Credit Ratings & Ends Watch --------------------------------------------------------------- Standard & Poor's Ratings Services has affirmed its ratings, including the 'B-' corporate credit ratings, on HM Rivergroup PLC and its subsidiary, Riverdeep Interactive Learning USA Inc., and removed them from CreditWatch. The ratings were originally placed on CreditWatch with negative implications on March 2, 2007,based on concerns about a possible delay in filing these financial statements. "We based our affirmation on the company's releasing audited financial statements for its two predecessor companies," said Standard & Poor's credit analyst Hal F. Diamond. The company filed its statements on April 2, 2007, for the fiscal period ended Dec. 21, 2006. The outlook is stable. Consolidated total debt and preferred stock at Dec. 31, 2006, totaled roughly $3.5 billion. The ratings on Dublin, Ireland- based HM Rivergroup reflect heightened financial risk resulting from the company's December 2006 leveraged acquisition of Houghton Mifflin Holding Co. Inc. Standard & Poor's is also concerned about the deterioration in the combined group's credit measures and about challenges that may arise in integrating the two businesses. These concerns are somewhat mitigated by the company's good business positions in the educational publishing industry. INTERACTIVE MOTORSPORTS: Posts $3.8 Mil. Equity Deficit in 2006 --------------------------------------------------------------- (SEC 10K) - Melanie Interactive Motorsports & Entertainment Corp. reported that as of Dec. 31, 2006, the company had $1.9 million in total assets and $5.8 million in total liabilities, resulting to $3.9 million in total shareholders' deficit. The company had a $598,154 net loss on $5.4 million total revenues for the year ended Dec. 31, 2006, as compared with $1.1 million net loss on $4.8 million total revenues for the year ended Dec. 31, 2005. During the year 2006, revenues consisted of company owned store revenues of $1.9 million, revenue shares of $383,523, leasing revenues of $69,667, sales of simulator systems of $2.8 million, and special events sales of $217,010. Total cost of sales in 2006 totaled $1.3 million, down from total cost of sales of $547,234 in 2005. Current assets totaled $726,018 at Dec. 31, 2006, as compared with $868,703 on Dec. 31, 2005. Current liabilities totaled $3.8 million on Dec. 31, 2006, as compared with $3.9 million on Dec. 31, 2005. As such, these amounts represent an overall decrease in working capital of $111,511 from Dec. 31, 2005. The company had $9.4 million in accumulated deficit as of Dec. 31, 2006. The company had $216,323 in cash as of Dec. 31, 2006, as compared with $353,180 at Dec. 31, 2005, a decrease of $136,857. This decrease in cash for the year 2006 relates principally to the pay down of invoices to vendors in the second half of 2006. At Dec. 31, 2006, the company had balances of $96,000 on the 2004 Note Payable, $1.8 million on the 2004 Race Car Simulator Corporation borrowing, and $122,500 on the 2005 Agreement. The company amortizes the RCS Borrowing and recognizes the associated revenue over the five-year period of the borrowing. It decreased the RCS Borrowing by $408,382 and $305,407 in 2006 and 2005, respectively. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd1 About Interactive Motorsports Headquartered in Indianapolis, Indiana, Interactive Motorsports & Entertainment Corp. (OTCBB: IMTS) through its wholly owned subsidiary, Perfect Line Inc., engages in the ownership and operation of NASCAR Silicon Motor Speedway racing centers in the U.S. It operates three NASCAR Silicon Motor Speedway stores that offer NASCAR-branded entertainment products. The company also has revenue share agreements with third parties allowing them to use its NASCAR racing simulators and software, as well as sells and leases simulators and licenses software to third parties. It owns and operates revenue share racing centers in malls, family entertainment centers, amusement parks, casinos, and auto malls. JAMES RIVER COAL: Moody's Junks Ratings & Says Outlook is Negative ------------------------------------------------------------------ Moody's Investors Service lowered James River Coal Company's corporate family rating to Caa3 from Caa2 and its senior unsecured rating to Ca from Caa3 (LGD5, 75%). At the same time, Moody's assigned a negative outlook and affirmed the SGL-4 speculative grade liquidity rating, indicating weak liquidity. The downgrade and negative outlook were prompted by Moody's belief that the poor geologic and operating conditions at the company's mines will result in ongoing challenges to meet production targets, which, in combination with escalating costs and soft coal prices in Central Appalachia, will contribute to a continuation of poor earnings and negative free cash flow. The lowering of the rating and outlook also reflect James River's weak liquidity, and Moody's belief that the company will most likely require covenant relief as early as the June 2006 quarter end to maintain access to its $35 million revolving credit facility. The covenants governing the company's new credit agreements are very tight, and Moody's is concerned that James River will fall short of the minimum required EBITDA targets at the end of the second, third, and fourth quarters of this year. Moody's anticipates that over the course of the next nine months the company's internally generated cash and cash on hand ($20 million at February 28, 2007) will be insufficient to cover interest payments, working capital and capex. Without continued revolver availability, Moody's believes it will be very difficult for James River to continue its operations as a going concern absent the supplementation of liquidity with the outright sale of coal assets. Ratings downgraded are: -- Corporate Family Rating, to Caa3 from Caa2 -- Probability of Default Rating, to Caa3 from Caa2 -- $150 million 9.375% Senior Unsecured Notes due 2012, to Ca (LGD5, 75%) from Caa3 Outlook action: -- Changed to negative from ratings under review for possible downgrade Moody's last rating action on James River was, in February 2007, to lower its corporate family rating to Caa2 from Caa1, lower its senior unsecured rating to Caa3 from Caa2, and commence a review for possible further downgrade. James River Coal Company, based in Richmond Virginia, is engaged in the mining and marketing of steam and industrial coal and had revenues in 2006 of $565 million. LONE STAR: Moody's Upgrades Rating on Senior Unsecured Bond ----------------------------------------------------------- Moody's Investors Service changed Dyckerhoff's issuer rating and the rating of the guaranteed bond issued by its US subsidiary Lone Star Industries from Ba1 to Baa3. The outlook for both ratings is positive. At the same time, Moody's has upgraded the short term rating for Dyckerhoff AG from Not Prime to P-3 and has withdrawn Dyckerhoff's corporate family rating and Lone Star's LGD rating. The rating change reflects: (1) Dyckerhoff's further improved operating results in 2006 and Moody's expectation that the improved results will be sustainable, (2) its further improved adjusted leverage ratio in the financial year 2006 which includes Moody's adjustment for the 100% guarantee of Lone Star's outstanding bond, although Lone Star's cash flows are only consolidated proportionally with 48.5%; however, Lone Star has also provided a EUR160 million guarantee on a senior basis to Dyckerhoff, thereby making available its cash flow to creditors of Dyckerhoff; (3) the general potential for high free cash flows due to flexible maintenance capex requirements, (4) the expectation of an ongoing solid construction industry in Germany combined with a continuing stable pricing structure, (5) the company's advantageous position in some of the strongest growing economies in Eastern Europe, namely Poland, the Czech Republic, Ukraine and Russia, as well as its participation in RC Lone Star, a US cement manufacturer, jointly owned with its parent Buzzi Unicem, (6) the profile of Dyckerhoff's parent company Buzzi Unicem SpA, which, in Moody's view, continues to provide additional credit strength to that of Dyckerhoff. The rating, however, also takes into account: (A) the company's small size compared to its competitors, (B) limited regional diversification with high vulnerability in the event of a serious and long lasting downturn in one of its major markets, and (C) considerable weighting of the profitable US assets, which are consolidated proportionally with the 48.5% shareholding, on the group's overall performance, exacerbated by the group's complex structure. When calculating Dyckerhoff's debt ratios, Moody's has not included the proportional amount of the private placements of its indirect US subsidiary RC (EUR 269 million), as this obligation is on-lent to and fully guaranteed by Buzzi Unicem Upgrades: Issuer: Dyckerhoff AG -- Issuer Rating, Upgraded to a range of Baa3 to P-3 from a range of Ba1 to NP -- Senior Unsecured Commercial Paper, Upgraded to P-3 from NP Issuer: Lone Star Industries Inc. -- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3 from Ba1 Withdrawals: Issuer: Dyckerhoff AG -- Corporate Family Rating, Withdrawn, previously rated Ba1 Issuer: Lone Star Industries Inc. -- Senior Unsecured Regular Bond/Debenture, Withdrawn, previously rated 50 - LGD4 Headquartered in Wiesbaden, Germany, Dyckerhoff AG is an established cement producer. It is among the market leaders domestically, in Europe and is also represented in the US via its 48.5% owned subsidiary RC Lonestar. The Group's sales for 2006 amounted to EUR 1.4 billion. Dyckerhoff is majority-owned by Italian cement producer BuzziUnicem. MARYLAND ECONOMIC: Moody's Lowers Rating on Housing Bonds to B2 --------------------------------------------------------------- Moody's Investors Service has downgraded the rating to B2 from B1 on the Maryland Economic Development Corporation's Senior Student Housing Revenue Bonds (University of Maryland, Baltimore Project), Series 2003A. Approximately $33.85 million of the original $34.40 million remains outstanding. The downgrade reflects the likelihood that the debt service reserve fund may continue to be tapped over the short term to meet debt service, and the expectation that the project will continue to perform below underwriting expectations in the next few years. This is notwithstanding the near 100% current physical occupancy and positive steps taken by the University, the new property manager and the owner to reverse the negative cash flow that the project has experienced over the past two fiscal years. The rating outlook has been revised to stable reflecting the new rating level. Credit Strengths: -- The willingness by the University to provide the project with limited resources to prevent further draws on the reserves in an effort to give the project more time to stabilize. -- The new property manager, Capstone Management Corp., with experience nationally and in the State of Maryland in privatized student housing, has taken positive steps to rebuild the project's reputation and relationships with each school within the University, as reflected by near 100% occupancy for the current fiscal year. Additionally, Capstone's management fee is subordinated to debt service. -- Strong oversight by MEDCO, as both issuer for the bonds and owner of the project. -- As confirmed by recent site visit by Moody's, the project is constructed beautifully and centrally located in close proximity to several of the graduate schools within the University. Credit Challenges: -- The debt service reserve fund currently remains under- funded following the withdrawal of approximately $480,000 for October 1, 2006 debt service payment. -- In order to achieve financial stability, the property manager is implementing 7% average annual rent increases over the next several years despite of newly constructed apartments coming online in downtown Baltimore. -- Absence of a long-term financial or legal commitment from the University, the University System of Maryland, or the State of Maryland. Recent Developments/Results: Since Moody's rating action last March, the project withdrew approximately $480,000 from its debt service reserve fund to make the October 1, 2006 debt service payment. The reserve fund remains under-funded and it is our expectation that the project will not be able to replenish the fund in the near term and may continue to access it to meet debt service coverage. The project did not tap the reserve fund on April 1, 2007 to meet interest- only debt service. Based on un-audited operating statements for the first six months of the current fiscal year and reports from the owner, the project is generating revenues at the expected level per the 2007 budget, and either at or below the budget levels with regards to operating expenses. The new property manager at the renamed Fayette Square now lives at the facility and the management office remains on-site. The physical appearance of the housing is nice and appealing as verified by a recent Moody's site visit. Occupancy for Fall 2006 and Spring 2007 is reported to be 99% and 98% respectively, a significant increase from 71% at the end of the last fiscal year. Nevertheless, to achieve higher occupancy, MEDCO and Capstone decided to maintain the rents at previous levels this year, which levels were already lower than what was necessary to meet underwriting projections. MEDCO and Capstone feel confident that residents desiring to live at Fayette Square will be able to absorb rent increases despite competition off-campus, and they implemented rent increases of 7% on average starting in fiscal year 2008 and plan to implement similar rate increases the following year. In spite of these positive steps taken by MEDCO, the University and Capstone, we believe that the economics of the project remain weak given the substantial declines in financial performance of the last two years and the deficiencies in both the debt service reserve fund and the repair and replacement reserve fund. Outlook The rating outlook over the course of the next 18 months is stable given the rating downgrade to B2. What could change the rating - UP -- A substantial increase in debt service coverage and stabilized occupancy. -- Replenished reserves. What could change the rating - DOWN -- An ongoing depletion of debt service reserves. MANNA CONSTRUCTION: Voluntary Chapter 11 Case Summary ----------------------------------------------------- (Nikki) Debtor: Manna Construction Corporation 601 Williams Street Mooresville, NC 28115 Bankruptcy Case No.: 07-50297 Chapter 11 Petition Date: April 4, 2007 Court: Western District of North Carolina (Wilkesboro) Judge: J. Craig Whitley Debtor's Counsel: James H. Henderson, Esq. James H. Henderson, P.C. 1201 Harding Place Charlotte, NC 28204-2248 Tel: (704) 333-3444 Fax: (704) 333-5003 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor has no unsecured creditors who are not insiders. MERRILL LYNCH: S&P Junks Rating on Series 2004-SL1 Class B-3 Notes ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its rating on the class B-3 certificates from Merrill Lynch Mortgage Investors Trust Series 2004-SL1 to 'CCC' from 'B'. Concurrently, the rating was removed from CreditWatch, where it was placed with negative implications on Aug. 22, 2006. At the same time, the ratings on the remaining classes from this transaction were affirmed. The lowered rating reflects actual and projected credit support that is insufficient to maintain a 'B' rating. The reduced credit support is due to realized losses that have continually eroded overcollateralization. As of the March 2007 distribution date, overcollateralization was below its target balance of $12,506,281 by approximately 92%. Serious delinquencies (90-plusdays, foreclosure, and REO) represent 9.91% of the current pool balance, and cumulative realized losses represent 6.00% of the original pool balance. The rating on class B-3 was removed from CreditWatch negative because it was lowered to 'CCC'. According to Standard & Poor's surveillance practices, ratings lower than 'B-' on classes of certificates or notes from RMBS transactions are not eligible to be on CreditWatch negative. The collateral supporting this transaction consists of closed-end, fixed-rate mortgages secured by second liens on residential properties. Rating Lowered and Removed from Creditwatch Negative Merrill Lynch Mortgage Investors Trust Series 2004-SL1 Rating Class To From ----- -- ---- B-3 CCC B/Watch Neg Ratings Affirmed Merrill Lynch Mortgage Investors Trust Series 2004-SL1 Class Rating ----- ------ S AAA B-1 BBB B-2 BBB- MORGAN STANLEY: Moody's May Downgrade 8 New Century Loan Deals -------------------------------------------------------------- Moody's Investors Service has placed under review for possible downgrade fourteen tranches from eight deals originated by New Century Mortgage Corporation in 2001, 2002, and 2003. The collateral backing these classes consists of primarily first lien, fixed and adjustable-rate, subprime mortgage loans. The certificates have been placed on review for possible downgrade based upon recent and expected pool losses and the resulting erosion of credit support. Overcollateralization amounts in all of the transactions are currently below their floors and pipeline losses are likely to cause further erosion of the overcollateralization, which could put pressure on the subordinate tranches. Furthermore, existing credit enhancement levels may be low given the current projected losses on the underlying pools. Complete rating actions are: Issuer: Asset Backed Securities Corporation Home Equity Loan Trust -- Series 2001-HE1, Class B, current rating Ba1, under review for possible downgrade Issuer: Morgan Stanley Dean Witter Capital I Inc. -- Series 2001-NC3, Class B-1, current rating Ba1, under review for possible downgrade -- Series 2002-NC2, Class B-1, current rating Ba1, under review for possible downgrade -- Series 2002-NC4, Class M-2, current rating Aa2, under review for possible downgrade -- Series 2002-NC4, Class B-1, current rating Baa3, under review for possible downgrade -- Series 2002-NC4, Class B-2, current rating B1, under review for possible downgrade -- Series 2003-NC2, Class B-1, current rating Baa2, under review for possible downgrade -- Series 2003-NC2, Class B-2, current rating Baa3, under review for possible downgrade Issuer: Morgan Stanley Capital I Inc. -- Series 2003-NC4, Class B-2, current rating Baa2, under review for possible downgrade -- Series 2003-NC4, Class B-3, current rating Baa3, under review for possible downgrade Issuer: New Century Home Equity Loan Trust -- Series 2003-2, Class M-3, current rating Baa2, under review for possible downgrade -- Series 2003-2, Class M-4, current rating Baa3, under review for possible downgrade -- Series 2003-3, Class M-5, current rating Baa2, under review for possible downgrade -- Series 2003-3, Class M-6, current rating Baa3, under review for possible downgrade MORGAN STANLEY: Moody's Junks Rating on 2002-AM1 Class B-1 Certs. ----------------------------------------------------------------- Moody's Investors Service has downgraded one class of certificates issued by Morgan Stanley Dean Witter Capital I Inc Trust in 2002. The action is based on an analysis of credit enhancement provided by subordination, overcollateralization and excess spread relative to expected losses. The transaction is backed by first-lien adjustable-rate subprime mortgage loans. The complete rating action is: Issuer: Morgan Stanley Dean Witter Capital I Inc. Trust Downgrade: Series 2002-AM1, Class. B-1, downgraded to Caa2 from B3. NORD RESOURCES: Losses Cue Mayer Hoffman's Going Concern Doubt -------------------------------------------------------------- (SEC 10K) - Melanie Mayer Hoffman McCann PC, in Denver, raised substantial doubt about Nord Resources Corporation's ability to continue as a going concern citing significant operating losses after auditing the company's financial statements for the years ended Dec. 31, 2006, and 2005. The company incurred a net loss of $6.3 million and $3.1 million during the years ended Dec. 31, 2006, and 2005, respectively. For the years ended Dec. 31, 2006, and 2005 the company did not generate any revenues. Total other income were $935,097 and $90,418 for the years 2006 and 2005, respectively. As of Dec. 31, 2006, the company's balance sheet showed total assets of $3.7 million and total liabilities of $10.2 million, resulting to total stockholders' deficit of $6.6 million. Accumulated deficit as of Dec. 31, 2006, was $92.5 million. The company held $1 million in cash and cash equivalents as of Dec. 31, 2006. The company anticipates that its current cash to be adequate to cover care and maintenance activities at the Johnson Camp Mine through November 2007, assuming that it is successful in obtaining extensions of, or refinancing, its outstanding indebtedness beyond their current maturities. The company's December 31 balance sheet also showed strained liquidity with $1 million in total current assets available to pay $10 million in total current liabilities. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd7 About Nord Resources Based in Tucson, Ariz., Nord Resources Corporation (Pink Sheets: NRDS) -- http://www.nordresources.com/-- is an emerging copper producer, which controls a 100% interest in the Johnson Camp SX-EW copper project in Arizona. Nord's near term objective is to resume mining and leaching operations at the Johnson Camp mine, which has been on care and maintenance status since August 2003. Nord has decided to proceed with its mine plan bases on an updated feasibility study that was completed in October 2005, subject to raising sufficient financing. PALM DRIVE HEALTH CARE DISTRICT: Case Summary & XX Creditors ------------------------------------------------------------ (Louie) Debtor: Palm Drive Health Care District dba Palm Drive Hospital 501 Petaluma Avenue Sebastopol, CA 95472 Bankruptcy Case No.: 07-10388 Type of Business: The Debtor owns and operates the Palm Drive Hospital. See http://www.palmdrivehospital.com/ Chapter 11 Petition Date: April 5, 2007 Court: Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: David J. Heaslett, Esq. P.O. Box 340 Graeagle, CA 96103 Tel: (916) 836-4625 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million Debtor's XX Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Pharmacare trade debt $476,289 77 East Sontera Boulevard, Suite 300 San Antonio, TX 78258 Shawndra Simpson loan to district $200,000 290 Frey Road Santa Rosa, CA 95409 H.R.G., Inc. trade debt $123,580 120 South First Avenue, Suite 200 Sandpoint, ID 83864 H.F.S. Consultants trade debt $106,378 Travel Nurse Solutions trade debt $104,110 Anethesia/Anelgesia Medical trade debt $74,500 Group Physiotherapy Association trade debt $70,466 Heldsburg District Hospital trade debt $67,848 PG&E utilities $67,446 Spectron $65,249 Beyers, Costin Case attorney fees $61,475 Owens & Minor trade debt $60,915 Maxim Healthcare Staffing trade debt $58,908 Olympus Financial trade debt $54,724 Aureus Nursing Service $51,344 Onward Healthcare Staffing $47,380 Fisher Healthcare trade debt $43,262 G.E. Medical Systems trade debt $43,018 Neighborcare $42,882 American Nursing Services $40,117 PALM DRIVE: S&P Junks Rating on Parcel Tax Revenue Bonds -------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'C' from 'B' on Palm Drive Health Care District, Calif.'s parcel tax revenue bonds series 2005 and GO bonds series 2000. "The rating action reflects the district board's vote to file for bankruptcy protection under Chapter 9," said Standard & Poor's credit analyst Misty Newland. "The ratings remain on CreditWatch with negative implications, reflecting the uncertainties surrounding the situation and regarding the district's ability to meet debt service requirements." The next payments are due on Aug. 1 for the GO bonds and Oct. 1 for the parcel tax bonds. Standard & Poor's also has no information on whether funds are or will be available for debt service payment. In similar situations, Standard & Poor's has been unable to receive legal comfort on the status and availability of the parcel taxes for bond holders in a bankruptcy filing. QUEST TRUST: S&P Cuts Ratings on Two Classes & Retains Neg. Watch ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its ratings on Class M-5 from Quest Trust's series 2004-X2 and Class M-7 from Quest Trust's series 2004-X2. Both ratings remain on CreditWatch, where they were placed with negative implications Jan. 19, 2007. In addition, the ratings on Class M-4 from series 2004-X2 and Class M-6 from series 2004-X3 were placed on CreditWatch negative. Furthermore, the remaining ratings from both transactions were affirmed The lowered ratings and CreditWatch placements reflect excessive realized losses that have continuously reduced overcollateralization. During the previous six remittance periods, realized losses have outpaced excess spread by approximately $271,834 for series 2004-X2 and $397,600 for series 2004-X3. The failure of excess spread to cover monthly losses has resulted in an erosion of O/C. As of the March 2007 distribution date, O/C was below its target balance by approximately 45% for series 2004-X2 and 52% for series 2004-X3. For series 2004-X2, cumulative realized losses represent 4.46% of the original pool balance, while severely delinquent loans (90-plus days, foreclosure, and REO) represent 22.58% of the current pool balance. For series 2004-X3, cumulative realized losses represent 3.59% of the original pool balance, while severely delinquent loans represent 18.87% of the current pool balance. Standard & Poor's will continue to monitor the performance of these transactions. If realized losses continue to outpace excess interest, and the level of O/C continues to decline, we will take further negative rating actions. Conversely, if realized losses no longer outpace monthly excess interest, and O/C rebuilds towards its target balance, we will affirm the ratings and remove them from CreditWatch. The affirmations are based on credit support percentages that are sufficient to maintain the current ratings. Credit support for these transactions is provided through a combination of subordination, excess spread, and O/C. The pools initially consisted of performing, reperforming, conventional, subprime, fixed- and adjustable-rate mortgage loans. The mortgage loans are secured primarily by first liens on one- to four-family residential properties. Ratings Lowered and Remaining on Creditwatch Negative Quest Trust Rating Series Class To From ------ ----- -- ---- 2004-X2 M-5 BB/Watch Neg BBB-/Watch Neg 2004-X3 M-7 B/Watch Neg BB/Watch Neg Ratings Placed on Creditwatch Negative Quest Trust Rating Series Class To From ------ ----- -- ---- 2004-X2 M-4 BBB/Watch Neg BBB 2004-X3 M-6 BB+/Watch Neg BB+ Ratings Affirmed Quest Trust Series Class Rating ------ ----- ------ 2004-X2 A AAA 2004-X2 M-1 AA 2004-X2 M-2 A 2004-X2 M-3 BBB+ 2004-X3 A-1, A-2, A-3, A-4 AAA 2004-X3 M-1 AA 2004-X3 M-2 A 2004-X3 M-3 BBB+ 2004-X3 M-4 BBB 2004-X3 M-5 BBB RECYCLED PAPER: Covenant Problems Spur Moody's to Cut Ratings ------------------------------------------------------------- Moody's Investors Service downgraded Recycled Paper Greetings, Inc.'s corporate family rating to B3 from B2, and lowered the ratings of the company's first and second lien senior secured credit facilities. The ratings were also placed under review for possible downgrade. The downgrade was prompted by weaker than expected operating performance, and the fact that RPG violated the financial covenants governing its first and second lien credit agreements for the quarter ended January 26, 2007. Additionally, the company has not sought a waiver, and thus, currently does not have access to its $20 million revolving credit facility. RPG has initiated discussions with its lenders to negotiate a new amendment, which the company plans to complete in the short-term. Moody's understands that RPG is currently operating with a small cash balance that will support interim operating needs until a new amendment is approved by lenders. Ratings Downgraded: -- Corporate family rating, to B3 from B2; -- Probability-of-default rating, to B3 from B2; -- $20 million first lien senior secured revolving credit facility due 2010, to B1 from Ba3 (LGD3, 30%); -- $117.75 million first lien senior secured term loan due 2011, to B1 from Ba3 (LGD3, 30%); -- $79.55 million second lien senior secured term loan due 2012, to Caa2 from Caa1 (LGD5, 85%). Moody's review will focus on: (1) RPG's ability to secure an amendment to its credit facilities and meet the April 30th interest payment due under these facilities; (2) its ability to comply with any revised financial covenants and maintain adequate financial flexibility; (3) its ability to reverse a recent decline in operating performance; (4) the prospects for future debt reduction given its high interest expense and material slotting fees paid to its largest retail customers; and 5) its ability to grow the business in light of weaker than anticipated sales growth to date. Recycled Paper Greetings, Inc., based in Chicago, IL, designs, manufactures, and distributes greetings cards and social expression products throughout the U.S. and Canada. RECYCLED PAPER: Covenant Breach Prompts S&P's Negative Watch ------------------------------------------------------------ Standard & Poor's Ratings Services placed its 'B' corporate credit and other ratings on Chicago, Ill.-based Recycled Paper Greetings Inc. on CreditWatch with negative implications, meaning that the ratings could be lowered or affirmed following the completion of our review. Total debt outstanding at the company was about $197.3 million as of Jan. 26, 2007. "The CreditWatch placement reflects the company's violation of its total leverage, first-lien leverage, interest coverage, and fixed charge covenants on its bank credit agreements," said Standard & Poor's credit analyst Bea Chiem. Liquidity is very limited as the company does not have access to its $20 million revolver, and has minimal cash. Additionally, RPG has a $5.5 million interest payment due April 30, 2007. RPG is currently seeking a waiver and amendment. "We will monitor RPG's ability to obtain a waiver and amend its financial covenants, and its ability to restore liquidity to meet its near-term interest payment requirement," said Ms. Chiem. Standard & Poor's will review the company's operating and financial plans before resolving the CreditWatch listing. REMINGTON ARMS: Cerberus Deal Prompts S&P to Watch CCC+ Rating -------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'CCC+' corporate credit rating, on Remington Arms Co. Inc. on CreditWatch with positive implications, based on improving business operations. Separately, Remington announced that an affiliate of Cerberus Capital Management L.P. will acquire Remington for about $370 million. Firearms and ammunition manufacturer Remington's revenue and EBITDA increased by 8.6% and 28.5% year-over-year, respectively, driven by successive price increases. "Although these price increases were defensive in nature to offset higher raw-material costs, and customers' tolerance for ongoing price hikes is considerably uncertain, Remington has been able to recoup some of these costs and modestly improve its profitability to closer-to-historical levels," said Standard & Poor's credit analyst Andy Liu. "Most importantly, Remington was able to generate very modest positive free cash flow." In resolving the CreditWatch listing, Standard & Poor's will evaluate the company's new capital structure once it has been determined. We currently believe that the acquisition will add no incremental debt to Remington's highly leveraged capital structure. RGIS HOLDINGS: Moody's Rates $575 Million Senior Loans at Ba3 ------------------------------------------------------------- Moody's Investors Service assigned new ratings to RGIS Holdings, LLC in connection with the sale of a majority share of RGIS' equity to The Blackstone Group and GS Mezzanine Partners. Moody's assigned these proposed ratings: -- $75 million senior secured revolving credit facility due 2013, rated Ba3 (LGD3, 30%) -- $500 million senior secured term loan due 2014, rated Ba3 (LGD3, 30%) -- Corporate Family Rating, rated B2 -- Probability of Default Rating, Rated B2 Moody's will withdraw the following ratings upon close of the proposed facilities: -- $90 million senior secured first lien revolving credit facility due 2011, rated B2 (LGD3, 33%) -- $310 million senior secured first lien term loan due 2013, rated B2 (LGD3, 33%) Moody's said that it expects to withdraw RGIS's existing debt ratings in connection with the refinancing of this debt upon closing of the sale. The proceeds from this new indebtedness will be utilized to retire the existing preferred equity (including the accrued, payment-in-kind dividend accretion), repay existing senior bank debt and pay transaction fees and expenses. The assignment of a B2 Corporate Family rating primarily reflects the following factors: 1) high leverage; 2) modest free cash flow; and 3) weak interest coverage resulting from the re-leveraging of the company's balance sheet to effect the sale of a controlling interest in the company to The Blackstone Group and GS Mezzanine Partners. Factors that serve to mitigate the above concerns include the company's leading market share as the largest outsourced inventory verification provider in the U.S., the company's solid customer retention rate, its highly variable cost structure and its solid new business win rate. The stable ratings outlook reflects Moody's expectation that RGIS will continue to drive top-line revenue growth through the development of new business with existing clients and through the seasoning of its international beachheads with the latter in a controlled and disciplined manner. Moody's also anticipates that the company will continue to report stronger gross and EBITDA margins as a result of across-the-board technology upgrades in its U.S. operations as well as improving economies of scale in its international operations. The ratings could be downgraded if the company loses key customer relationships or encounters difficulties in improving its EBITDA margins through the implementation of various cost savings and productivity initiatives, the recent roll-out of its next generation audit technology and the maturation of its international operations, resulting in a deterioration of free cash flow to adjusted debt to under 3% on a sustained basis. RGIS' ratings could also come under pressure if the company embarks upon a major acquisition, accelerates its international expansion beyond plan or pays a significant dividend, thereby increasing total debt to EBITDA above 7.5 times on a sustained basis. Conversely, the ratings could come under upward pressure in the event that adjusted free cash flow to adjusted debt improves to a range of 5% to 10% or if adjusted debt to EBITDA declines below 5.5 times on a sustained basis. For more details, please refer to the Credit Opinion dated April 5, 2007 on Moodys.com Headquartered in Auburn Hills, Michigan, RGIS is the leading supplier of inventory services for retailers, warehouses, and distributors. Revenues for the fiscal year ended December 31, 2006 equaled $620 million. SABRE HOLDINGS: Moody's Junks Rating on $800 Million Senior Notes ----------------------------------------------------------------- Moody's Investors Service downgraded the rating for Sabre Holdings' existing $800 million senior unsecured notes to Caa1 from Baa3 and assigned a B1 first time rating to Sabre Inc.'s first lien senior secured credit facilities ($3.0 billion term loan and $500 million revolver). Concurrently, Moody's assigned to Sabre a first time corporate family rating of B2 and a stable rating outlook. The downgrade of the existing notes and assignment of the new ratings reflect the company's significant increase in financial leverage following the March 30, 2006 closing of the company's acquisition by Silver Lake Partners and Texas Pacific Group. The downgrade concludes a review for possible downgrade initiated in December 2006 on the company's take private announcement. The acquisition is valued at approximately $5.4 billion, including the assumption of approximately $800 million senior unsecured notes. The B2 corporate family rating reflects the significant increase in financial leverage, with $2.8 billion of additional debt from the take private transaction. The rating also reflects the company's leading position in the global distribution system and online travel processing markets. The company's size, as measured by its pretax income, and returns, as measured by its returns on assets, are similar to business services peers rated B2, supportive of the overall B2 corporate family rating. The company's financial leverage, as measured by the ratios of debt to EBITDA and free cash flow to debt, and interest coverage, as measured by EBIT to interest expense, are similar to business services peers rated B2, supportive of the overall B2 corporate family rating. The company's business profile, as measured by its client, product, and geographic concentrations are similar to business services peers rated B3, unsupportive of the overall B2 corporate family rating. For further information, please refer to Moody's credit opinion for Sabre. The stable rating outlook reflects Moody's expectation that the company will continue to generate strong GDS business operating cash flow, will adhere to debt reduction, and will generate cost savings such that the company's ratio of debt to EBITDA subsides to below 6.0x subsequent to March 2008. The stable rating outlook also reflects Moody's expectation that the financial performance of Travelocity (Sabre's online consumer travel processing business) will continue to improve. What Could Change the Rating -- Up Sabre's B2 rating could experience upward rating pressure if the company were to continue to demonstrate further organic revenue and earnings growth and lower financial leverage, such that its financial leverage, as measured by the ratio of debt to EBITDA adjusted for leases, were to be contained to less than 5.5 times. What Could Change the Rating -- Down Sabre's rating could experience downward rating pressure if air travel bookings by GDS means were to decline faster than current levels (approximate low single digit or less annual percentage declines), or the company were to be unable to achieve sufficient cost savings such that, subsequent to March 2008, the company's ratio of debt to EBITDA (adjusted for leases) were to approach or exceed 6.6 times. Ratings assigned: -- B2 Corporate Family Rating -- $3.015 billion Sabre Inc. Senior Secured Term Loan facility due 2014, B1, LGD 3, 36% -- $500 million Sabre Inc. Senior Secured Revolving Credit Facility due 2013, B1, LGD 3, 36% Ratings downgraded: -- $400 million Sabre Holdings Senior Unsecured Notes due August 2011, to Caa1, LGD 5, 88% -- $400 million Sabre Holdings Senior Unsecured Notes due March 2016, to Caa1, LGD 5, 88% Headquartered in Southlake, Texas, Sabre is a leading worldwide travel services processor. SANDY'S PRODUCE: Case Summary & seven Largest Unsecured Creditors ------------------------------------------------------ (Nikki) Debtor: Sandy's Produce Market & Vitamins, LLC 12171 Katy Freeway Houston, TX 77079 Bankruptcy Case No.: 07-32428 Type of Business: The Debtor sells organic goods and specializes in produce and products for vegetarian and low-carb lifestyles. Chapter 11 Petition Date: April 4,2007 Court: Southern District of Texas (Houston) Judge: Jeff Bohm Debtor's Counsel: Barbara Mincey Rogers, Esq. Rogers, Anderson & Bensey PLLC 2200 North Loop West, Suite 310 Houston, TX 77018 Tel: (713) 957-0100 Fax: (713) 957-0105 Estimated Assets: $10,000 to $100,000 Estimated Debts: $1 Million to $100 Million Debtor's Seven Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital One Goods and Services $22,834 P.O. Box 34631 Seattle, WA 98124-1631 Enzymatic Therapy Goods and services $18,188 825 Challenger Drive Green Bay, WI 54303 Now Natural Goods and services $17,103 395 South Glen Road Bloomingdale, IL 60108 Third Coast Produce Goods and services $15,844 3145 Produce Row Houston, TX 77023 Duncan Coffee Goods and Services $13,743 8955 Clarkcrest Houston, TX 77063 Champion Electric Services Electric service $13,219 PO Box 4190 Houston, TX 77210-4190 DRDA, Certified Public Goods and services $11,275 Accountants 2525 Bay Area Boulevard #460 Houston, TX 77058 SEARS HOLDINGS: Earns $1.5 Billion in Year Ended February 3, 2007 ----------------------------------------------------------------- (SEC 10K) - Melanie Sears Holdings Corp. earned $1.5 billion on $53 billion total revenues for the year ended Feb. 3, 2007, versus $858 million net income on $49.1 billion total revenues for the comparable year ended Jan. 28, 2006. The company generated $53 billion in merchandise sales and services and zero credit and financial products revenues in 2006, versus $48.9 billion in merchandise sales and services and $231 million in credit and financial products revenues in the prior year. The increase in fiscal 2006 revenues, as compared to reported revenues for fiscal 2005, was primarily due to the inclusion of Sears for the entire year in fiscal 2006 and, to a lesser degree, the inclusion of an additional week of sales in fiscal 2006. As of Feb. 3, 2007, the company listed $30.1 billion in total assets and $17.4 billion in total liabilities, resulting to $12.7 billion in total shareholders' equity. The company had cash and cash equivalents of $4 billion at Feb. 3, 2007 as compared to $4.4 billion at Jan. 28, 2006. The decline in cash and cash equivalents from Jan. 28, 2006, was primarily attributable to share repurchases of $816 million, debt repayments, net of new borrowings of $434 million, capital expenditures of $513 million, and cash used in the acquisition of additional interests in Sears Canada of $282 million, partially offset by cash flows from operating activities of $1.4 billion, which included pension contributions of $355 million, and an increase in merchandise inventories. The company generated about $1.4 billion in operating cash flows during fiscal 2006, as compared with $2.3 billion in fiscal 2005. Net cash flows used by investing activities totaled $663 billion in fiscal 2006, as compared with $635 million provided in fiscal 2005. Investing cash flows in both years were heavily impacted by a number of significant transactions. Net cash used in financing activities was $1.3 billion in fiscal 2006, reflecting share repurchases of $816 million and debt repayments of $434 million, net of new borrowings. Of the total share repurchases, $806 million of the total was made pursuant to the company's common share repurchase program. Net cash used in financing activities was $2 billion in fiscal 2005. Uses and Sources of Liquidity The company's primary need for liquidity is to fund seasonal working capital requirements of its retail businesses, capital expenditures and for general corporate purposes. The company believes that these needs will be adequately funded by the Company's operating cash flows, credit terms from vendors, current balances in cash and cash equivalents and, to the extent necessary, borrowings under the company's $4 billion, five-year credit agreement. At Feb. 3, 2007, $3.8 billion was available under this facility. As of Feb. 3, 2007, the company had $196 million of letters of credit outstanding under the Credit Agreement with $3.8 billion of availability remaining under the Credit Agreement. There were no direct borrowings under the facility during fiscal 2006. The company has a letter of credit agreement with a commitment amount of up to $1 billion. The LC Agreement, which is renewable annually upon agreement of the parties, is scheduled for renewal in August 2007. As of Feb. 3, 2007, there were $686 million of letters of credit outstanding under the LC Agreement. The company had $690 million posted as collateral under the LC Agreement and $32 million of cash was posted as collateral for self-insurance programs as of Feb. 3, 2007. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd8 About Sears Holdings Based in Hoffman Estates, Illinois, Sears Holdings Corp. (NASDAQ: SHLD) -- http://www.searsholdings.com/-- has about 3,400 full-line and specialty retail stores in the U.S., Canada and Puerto Rico. Sears Holdings is a home appliance retailer as well as a retailer of tools, lawn and garden, home electronics, and automotive repair and maintenance. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including well-known labels as Lands' End, Jaclyn Smith, and Joe Boxer, as well as the Apostrophe and Covington brands. Sears Holdings, the parent company of Kmart and Sears, was formed in connection with the March 24, 2005 Merger of these two companies. * * * Sears Holdings Corp. carries Standard & Poor's Ratings Service's 'BB+' Long-Term Foreign and Local Issuer Credit Ratings. The company carries Moody's Ba1 Issuer, Long-Term Corporate Family, and Probability of Default Ratings. It also carries Fitch's 'BB' Issuer Default Rating, 'BB' Senior notes rating, and 'BBB-' Secured bank facility rating. SECURUS TECH: Posts $20.1 Million Net Loss in Year Ended Dec. 31 ---------------------------------------------------------------- (Business Wire/March 30, 2007) SECURUS Technologies Inc. reported a net loss of $20.1 million on total revenue of $400.6 million for the year ended Dec. 31, 2006, compared with a net loss of $9.1 million on total revenue of $377.2 million for the year ended Dec. 31, 2005. Earnings before interest, income taxes, depreciation and amortization "EBITDA" was $39.4 million for the year ended Dec. 31, 2006, as compared to $39.1 million for the year ended Dec. 31, 2005. SECURUS Technologies generated $340.2 million of prime contracting, or Direct Provisioning, revenues during the year ended Dec. 31, 2006, as compared to $303.2 million in 2005, representing a strong 12% annual growth rate in this business segment. The strong increase in prime contracting revenue was partially offset by a decline in telecommunications services revenue and solutions services revenue. Telecommunications services revenue was $13.4 million for the year ended Dec. 31, 2006, as compared to $25.3 million in 2005. Solutions services revenue was $45.7 million for the year ended Dec. 31, 2006, as compared to $47.4 million in 2005. Equipment sales and other revenue totaled $1.1 million in 2006, down from $1.3 million in 2005. Operating income was $9.2 million for the year ended Dec. 31, 2006, as compared to operating income of $15.3 million in 2005. Richard Falcone, chief executive officer stated, "I am very pleased with our continuing strong performance in our prime contracting business and our ability to post steady overall operating results despite our declining wholesale businesses. We are well-positioned to continue to grow our prime contracting market share in the future, and I am particularly excited to see that our substantial investments to develop our new VOIP architecture are starting to pay-off. Over subsequent quarters, we expect to see significant reductions in our capital expenditures while allowing us to deliver exciting new products and services to our correctional facility clients. Over time, as we gradually deploy the VOIP architecture to our account base, we also expect to obtain noticeable operating cost savings. With the early success of our new architecture, the significant opportunity we have to continue to grow our direct business, and our ability to now see an end within the next several years to the declining trend in our wholesale businesses, I am very optimistic and confident about our ability to grow, revenue, EBITDA and free cash flow in the future." At Dec. 31, 2006, the company's balance sheet showed $259.6 million in total assets and $311.5 million in total liabilities, resulting in a $51.9 million total stockholders' deficit. The company's balance sheet at Dec. 31, 2006, also showed strained liquidity with $76.4 million in total current assets available to pay $90.9 million in total current liabilities. 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?1cce As of Dec. 31, 2006, the company had $212.3 million in total debt outstanding. As of Dec. 31, 2006, the company had unused capacity of $26.8 million under its working capital credit facility. Net cash provided by operating activities was $19.1 million for the year ended Dec. 31, 2006, compared with net cash provided by operating activities of $29.8 million for 2005. Net cash provided by operating activities for the year ended Dec. 31, 2006, consisted primarily of net income before considering non-cash expenses, such as $30.3 million of depreciation and amortization and $10.6 million of non-cash interest expense. Cash used in investing activities was $27.1 million for the year ended Dec. 31, 2006, and $26.3 million for the year ended Dec. 31, 2005, representing capital expenditures consisting of equipment and contract acquisition costs associated with new and renewal activity in the direct call provisioning business. About SECURUS Technologies SECURUS Technologies Inc. -- http://www.t-netix.com/-- provides cell phone service of a different nature. The company gets 80% of its revenues from the provision of telecommunications services to more than 3,000 correctional facilities across the US. The company designs, implements, and maintains telecommunications systems and provides collect, pre-paid, and debit calling for inmates. It also sells jail management software, as well as applications for record management and computer-aided dispatch. Parent company H.I.G. Capital acquired T-NETIX and Evercom Inc. in 2004 and combined them the following year. * * * SECURUS Technologies Inc. carries Moody's Investors Service's "B3' Corporate Family Rating, 'B2' Sr. Secured Debt Rating, and 'B3' Probability of Default Rating. Outlook is stable. SIMOM WORLDWIDE: BDO Seidman Raises Going Concern Doubt ------------------------------------------------------- (Ronald/SEC) BDO Seidman LLP, in Los Angeles, expressed substantial doubt about Simon Worldwide Inc.'s ability to continue as a going concern after auditing the company's financial statements for the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's stockholders' deficit and significant losses from operations. The auditing firm also cited that the company has no operating revenue and faces significant legal actions. Simon Worldwide Inc. reported a net loss of $1.9 million for the year ended Dec. 31, 2006, compared with a net loss of $3.2 million for the year ended Dec. 31, 2005. The company reported zero revenues in both reportable periods. The company ceased its promotions business following the termination of its approximately 25-year relationship with McDonald's Corp. on Aug. 21, 2001, and the termination of its nine-year relationship with Philip Morris on Aug. 23, 2001. The firm was dealt a severe blow in 2001 due to an alleged scheme in which a Simon employee rigged McDonald's famous Monopoly game by hoarding winning game pieces. Tainted by the scandal, McDonald's dropped the company. The company's second-largest client, Philip Morris, followed soon after. At Dec. 31, 2006, the company's balance sheet showed $26.6 million in total assets, $1.4 million in total liabilities, and $32.4 million in redeemable preferred stock, resulting in a $7.2 million total stockholders' deficit. 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?1cd4 Pending Litigation As a result of the embezzlement by one of its employees, Simon Worldwide Inc. is currently facing numerous consumer class action and representative action lawsuits in Illinois and multiple jurisdictions nationwide and in Canada. About Simon Worldwide Simon Worldwide Inc. (Other OTC: SWWI.PK) -- once offered an array of promotional marketing services, including brand identity programs, special events marketing, licensing, and merchandising. SMART MODULAR: Earns $14 Million in Second Quarter Ended Feb. 28 ---------------------------------------------------------------- March 28 /PRNewswire-FirstCall/ SMART Modular Technologies (WWH) Inc. reported net income of $14 million on net sales of $239.1 million for the second quarter ended Feb. 28, 2007, compared with net income of $783,000 on net sales of $163.7 million for the second quarter of fiscal 2006. Gross profit for the second quarter of fiscal 2007 was $41.2 million, up 39% compared to $29.7 million for the second quarter of fiscal 2006. SMART ended the second quarter of fiscal 2007 with $107.4 million in cash and cash equivalents. "Our second quarter results mark another period of solid performance and growth for SMART. The increase in gross profit in a declining ASP environment demonstrates strong customer demand for our high quality value add products and services," stated Iain MacKenzie, president and chief executive officer of SMART. "We strengthened our leadership position in the high-end memory module and subsystem markets with the introduction of three new innovative products during the quarter, one of which is being packaged and shipped from our Brazil facility, leveraging the cost efficiency, technology and time-to-market advantages of our global design and manufacturing capabilities. Additionally, we continue to gain traction with our revenue diversification strategy and have garnered favorable customer response to our embedded PC and industrial Flash product families, particularly our XceedUltra solid state serial ATA drive -- the industry's fastest SATA solid state drive, with sustained read speeds greater than 100MB/second and write speeds greater than 60MB/second. "This new product family is targeted at the high growth enterprise computing and storage markets and is designed for streaming video- on-demand, internet search, online transaction processing, and other data-intensive storage applications. Our robust product pipeline creates the opportunities for us to continue to grow our embedded and TFT-LCD display businesses." At Feb. 28, 2007, the company's balance sheet showed $472.9 million in total assets, $293.3 million in total liabilities, and $179.6 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Feb. 28, 2007, are available for free at http://researcharchives.com/t/s?1cd2 As of Feb. 28, 2007, the company had total long-term indebtedness of $81.3 million aggregate principal amount of its senior secured floating rate notes outstanding, and had approximately $35 million of borrowing capacity available under its senior secured credit facility. About SMART Modular SMART Modular Technologies (WWH) Inc. (Nasdaq: SMOD) -- http://www.smartm.com/--designs, manufactures and supplies electronic subsystems to original equipment manufacturers, or OEMs. SMART offers more than 500 standard and custom products to OEMs engaged in the computer, industrial, networking, gaming, telecommunications, and embedded application markets. * * * Moody's Investors Service assigned a B2 rating to SMART Modular Technologies (WWH) Inc.'s $125 million senior secured second lien notes due 2012 issued under Rule 144A. Standard & Poor's Ratings Services assigned its B+ corporate credit rating to Fremont, California-based SMART Modular Technologies (WWH) Inc. SOUTH STREET: S&P Puts D Rating on Class B-2 Notes -------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings on the class A-3L and A-3 notes issued by South Street CBO 2000-1 Ltd., a high-yield arbitrage CBO transaction managed by Colonial Advisory Services Inc., and removed them from CreditWatch positive, where they were placed Jan. 16, 2007. At the same time, the ratings on the class A-4L, A-4A, A-4C, and B-2 notes were lowered, and the ratings on the class A-4L and B-2 notes were removed from CreditWatch with negative implications, where they were also placed Jan. 16, 2007. Concurrently, the 'AAA' rating on the class A-2L notes was affirmed The downgrades reflect factors that have negatively affected the credit enhancement available to support the notes since the last downgrade in April 2005. These factors primarily include an increase in defaults and deterioration of the transaction's overcollateralization ratios. Based on the Feb. 17, 2007, trustee report, which was used for our analysis, the deal held $37.19 million in securities (approximately 37.0% of the collateral pool) rated 'CCC' or lower. This compares with $19.25 million in securities rated 'CCC' or lower in April 2005. Furthermore, in the note valuation report, dated Nov. 17, 2006, the transaction has used $1.09 million from its principal account to make interest payments on the class A-4 notes. The combination of credit deterioration and the application of proceeds from the principal account toward interest on the class A-4 notes has reduced the credit support available to the class A notes, which has lowered the par coverage ratios. According to the February 2007 report, the transaction was failing its class A and B overcollateralization ratio tests. The class A and B overcollateralization ratios were at 87.22% and 66.19%, respectively, compared with the respective minimum required ratios of 110.0% and 103.0%. Standard & Poor's will continue to monitor the results of current cash flow runs to determine the level of future defaults the rated tranches can withstand under various stressed default timing and interest rate scenarios while still paying all of the interest and principal due on the notes. The results of these cash flow runs will be compared with the projected default performance of the performing assets in the collateral pool to determine whether the ratings currently assigned to the notes remain consistent with the amount of credit enhancement available. Ratings Affirmed and Removed from Creditwatch Positive South Street CBO 2000-1 Ltd. Rating Class To From Current Balance ----- -- ---- --------------- A-3L BBB+ BBB+/Watch Pos $15,000,000 A-3 BBB+ BBB+/Watch Pos $30,000,000 Ratings Lowered and Removed from Creditwatch Negative South Street CBO 2000-1 Ltd. Rating Class To From Current Balance ----- -- ---- --------------- A-4L CC CCC-/Watch Neg $20,000,000 B-2 D CC/Watch Neg $5,320,000 Ratings Lowered South Street CBO 2000-1 Ltd. Rating Class To From Current Balance ----- -- ---- --------------- A-4A CC CCC- $8,000,000 A-4C CC CCC- $10,000,000 Rating Affirmed South Street CBO 2000-1 Ltd. Class Rating ----- ------ A-2L AAA Transaction Information Issuer: South Street CBO 2000-1 Ltd. Co-issuer: South Street CBO 2000-1 (Delaware) Corp. Current manager: Colonial Advisory Services Inc. Underwriter: Bear Stearns & Co. Inc. Trustee: JPMorgan Chase Bank N.A. Transaction type: High-yield arbitrage CBO TRANCHE INITIAL CURRENT INFORMATION REPORT ACTION Date (MM/YYYY) 06/2000 04/2007 Class A-2L note rating AAA AAA Class A-3L note rating AAA BBB+ Class A-3 note rating AAA BBB+ Senior class A OC test (%) 142.45 140.91 Senior class A OC min. (%) 120.00 120.00 Class A-4L note rating A- CC Class A-4A note rating A- CC Class A-4C note rating A- CC Class A OC test (%) 120.46 87.22 Class A OC test min. (%) 110.00 110.0 Class B-1 note rating NR NR Class B-2 note rating BB- D Class B-3 note rating NR NR Class B OC test (%) 111.25 66.19 Class B OC test min. (%) 103.00 103.00 OC - Overcollateralization. NR - Not rated. SUNTRUST ALTERNATIVE: S&P Watching 2005-1F Class B-5's B Rating --------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B' rating on the class B-5 certificates from SunTrust Alternative Loan Trust Series 2005-1F on CreditWatch with negative implications. At the same time, the ratings on the remaining classes from the same transaction were affirmed. The CreditWatch placement reflects high delinquencies in the collateral pool. Credit support for this transaction is derived from subordination only. As of the March 2007 remittance period, the credit support for class B-5, the most subordinate class, was approximately $2.69 million, while the loans in foreclosure and REO reached $15.55 million. Total delinquencies and severe delinquencies (90-plus-days, foreclosure, and REO) constituted 9.10% and 3.34%of the current pool balance, respectively. This deal has incurred few losses since issuance. Standard & Poor's will continue to closely monitor the performance of this transaction. If the delinquent loans cure and move out the delinquency pipeline, we will affirm the rating on class B-5 and remove it from CreditWatch. Conversely, if delinquencies cause substantial realized losses in the coming months and erode credit enhancement, we will take further negative rating action on this class. The affirmations are based on credit support percentages that are sufficient to maintain the current ratings. This transaction was initially backed by Alt-A conforming and jumbo mortgage loans secured by first liens on one- to four-family residential properties. Rating Placed on Creditwatch Negative SunTrust Alternative Loan Trust Series 2005-1F Rating Class To From ----- -- ---- B-5 B/Watch Neg B Ratings Affirmed SunTrust Alternative Loan Trust Series 2005-1F Class Rating ----- ------ 1-A-1, 1-A-2, 1-A-3, 1-A-4, 1-A-5, 1-A-6, 1-A-7 AAA 1-A-8, 1-IO, 1-A-R, 2-A-1, 2-A-2, 2-A-3, 2-A-4 AAA 2-A-5, 2-A-6, 2-A-7, 2-A-8, 3-A-1, 4-A-1 AAA CB-IO, X-PO AAA B-1 AA B-2 A B-3 BBB B-4 BB SYNAGRO TECH: Stockholders Agrees To Merge With the Carlyle Group ----------------------------------------------------------------- (BUSINESS WIRE March 29) Synagro Technologies, Inc. has disclosed that its stockholders approved the Agreement and Plan of Merger among Synagro, Synatech Holdings, Inc. and Synatech, Inc., whereby Synagro will become a wholly owned subsidiary of Parent, an affiliate of The Carlyle Group. As a result of this approval, the merger was completed on April 2, 2007, in accordance with the terms of the Merger Agreement. Additionally, as contemplated by the Merger Agreement, Synagro's Board of Directors has declared a cash dividend to all of its stockholders of record as of the close of business, on March 29, 2007, as contemplated by the Merger Agreement. The amount of the dividend will be $0.10 per share multiplied by a fraction, the numerator of which is the number of days beginning on Feb. 28, 2007 and ending on the closing date of the merger, and the denominator of which is 90 days as provided in the Merger Agreement. The dividend was paid after the closing of the merger. About Carlyle Founded in 1987, The Carlyle Group -- http://www.carlyle.com/-- is a private equity firm with $56 billion under management. Carlyle invests in buyouts, venture & growth capital, real estate and leveraged finance in Asia, Europe and North America, focusing on aerospace & defense, automotive & transportation, consumer & retail, energy & power, healthcare, industrial, technology & business services and telecommunications & media. The firm has invested $26.4 billion of equity in 601 transactions for a total purchase price of $126.5 billion. The Carlyle Group employs more than 780 people in 18 countries. In the aggregate, Carlyle portfolio companies have more than $68 billion in revenue and employ more than 200,000 people around the world. About Synagro Tech Headquartered in Houston, Texas, Synagro Technologies, Inc. (Nasdaq:SYGR)(ArcaEx:SYGR) -- http://www.synagro.com/-- offers water and wastewater residuals management services focusing on the beneficial reuse of organic, nonhazardous residuals resulting from the wastewater treatment process, including drying and pelletization, composting, product marketing, incineration, alkaline stabilization, land application, collection and transportation, regulatory compliance, dewatering, and facility cleanout services. * * * As reported in the Troubled Company Reporter on March 13, 2007, Standard & Poor's Ratings Services assigned bank loan and recovery ratings to Synagro Technologies Inc.'s $540 million of proposed credit facilities, which will consist of a $100 million six-year first-lien revolving credit facility, a $290 million seven-year first-lien term loan B, and a $150 million seven-and-a- half year second-lien term loan. TECHNICAL OLYMPIC: Fitch Lowers Issuer Default Rating to B- ----------------------------------------------------------- Fitch Ratings has downgraded Technical Olympic USA, Inc.'s Issuer Default Rating to 'B-' from 'B+'. TOA's ratings remain on Rating Watch Negative. In addition, these ratings are downgraded: -- Secured revolving credit facility to 'B+/RR1' from 'BB'; -- Senior unsecured notes to 'CCC+/RR5' from 'B'; -- Senior subordinated debt to 'CCC-/RR6' from 'CCC+'. Fitch assigned a Recovery Rating of 'RR1' to TOA's secured revolving credit facility, indicating outstanding (90%-100%) recovery prospects for holders of this debt issue. Although an 'RR1' would typically warrant a three-notch upgrade (from the 'B-' IDR) to 'BB-', Fitch is assigning a 'B+' rating to the secured revolving credit facility, reflecting the very weak housing environment in most of TOA's key markets. Fitch assigns an 'RR5' to TOA's senior unsecured notes, indicating below average (10%-30%) recovery for unsecured bond holders in a default scenario. Fitch also assigned an 'RR6' to TOA's senior subordinated debt, representing poor (0%-10%) recovery prospects. Fitch applied a liquidation value analysis for these recovery ratings, which was roughly comparable to the enterprise value using the going concern method. The downgrades reflect the continued challenging market conditions in most of TOA's markets, negative trends in operating margins and credit metrics, and the potential for TOA to incur significant additional debt associated with the proposed global solution for the company's Transeastern joint venture. The company's ratings remain on Rating Watch Negative for the possibility of further actions. This takes into account Fitch's expectation that the challenging housing environment will continue to put pressure on the company's operating results and credit metrics. Additionally, it is likely that the company would need to seek further amendments to its secured revolving credit facility if a resolution is reached with regards to its Transeastern joint venture. The Rating Watch will in part be resolved by the completion of the proposed global settlement of the Transeastern joint venture. In this currently challenging environment, management of the balance sheet and cash flow generation will also be taken into account in regards to the Rating Watch status. Fitch will also continue to closely monitor the trends of the broad housing market in its assessment of the appropriate credit ratings for all homebuilders. The company is currently in discussions with the lenders of its troubled Transeastern joint venture regarding a global solution for this JV. The proposal contemplates that either the joint venture or the successor to some or all of its assets will become a wholly or majority owned subsidiary of TOA. The proposal also contemplates paying the joint venture's $400 million of senior debt in full through the incurrence of additional debt. A settlement with the joint venture's mezzanine lenders, if one is reached, could result in, among other things, the issuance of equity and/or debt securities by TOA or one of its subsidiaries, and the joint venture. If the settlement is accepted by the various parties and the joint venture is consolidated into TOA's balance sheet, the company's credit metrics are expected to deteriorate even further with the significant debt burden from the proposed settlement. TOA's gross margins, excluding impairment charges, declined 440 bps during the fourth quarter of 2006 compared to the same period in 2005. The company, like most homebuilders, continues to offer increased sales incentives to maintain sales in light of challenging market conditions. TOA's interest coverage ratio declined from 5.1 times (x) during 2005 to 4x during 2006. This ratio is expected to decline further in 2007. TOA recently amended its secured revolving credit agreement to reduce the EBITDA to interest incurred ratio from the current 2x requirement to 1.35x for the third and fourth quarters of 2007. Total homebuilding debt to EBITDA increased from 2.1x for fiscal year 2005 to 2.6x for fiscal year 2006. Total homebuilding debt to capital increased to 57.8% at the conclusion of 2006 compared to 47.4% at the end of 2005. Shareholders' equity declined by $196.4 million during 2006 due to $575.6 million in charges during the year ($155.5 million in impairment charges and option write-offs, $275 million of estimated pre-tax loss contingency relating to the potential restructuring of the Transeastern JV, and $145.1 million relating to the impairment of TOA's investment in Transeastern). TOA typically options or purchases land only after necessary entitlements have been obtained so that development or construction may begin as market conditions dictate. The company extensively uses lot options. At present approximately 61% of its lots are controlled through options and 7% through joint ventures (excluding the Transeastern JV) - among the higher percentages of the public builders that Fitch tracks. TOA has a small number of specific performance options. A modest amount of its owned or optioned land is unentitled. The company currently has refundable and nonrefundable deposits aggregating $229.6 million and had issued letters of credit of approximately $257.8 million associated with its option contracts. A portion of this represents the capital at risk should TOA not go forward with the exercise of its options. The company currently has about 8.9 years of lots controlled (including unconsolidated joint ventures) based on last 12 months deliveries. TOA typically looks to manage about 1.5 to 2 years of owned land and between 3 to 4 years of optioned land. Fitch anticipates that TOA will take a more cautious stance on land purchases during 2007, and that inventories, which have been growing into mid-2006, will decline in 2007. Fitch anticipates that liquidity will improve as cash flow comparisons in 2007 should be stronger that in 2006. The company has an $800 million secured revolving credit facility maturing in March 2010. At the end of 2006, TOA had no borrowings under the revolving credit facility and had issued letters of credit totaling $294.9 million. The company has about $275 million of borrowing base availability as of Dec. 31, 2006. The company's availability under its credit agreement would have been $478.8 million at the end of the year had all mortgage requirements been satisfied. The company is currently in the process of satisfying the mortgage requirements under its revolver and anticipates substantially completing this process by April 2007. TOA's stock has a small float, and there has not been share repurchase in the past. The company pays a small dividend. THERMADYNE HOLDINGS: Form 10-K Filing Prompts S&P's Postive Watch ----------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on Thermadyne Holdings Corp., including its 'CCC' corporate credit rating, on CreditWatch with positive implications following the company's successful filing of its 2006 Form 10-K and the most recent amendments to its credit facility. Thermadyne previously delayed filing in order to allow new internal accounting staff and independent auditors KPMG LLP sufficient time to review of financial statements and to obtain consent to include prior-year financial statements from the company's previous independent accounting firm, Ernst & Young LLP. The company is currently SEC compliant and expects to file first quarter 2007 financials in May. Additionally, as a result of the March 2007 amendment to its credit facility, Thermadyne was in compliance with its Dec. 31, 2006 covenants. Standard & Poor's will review Thermadyne's near-term operating prospects and its capacity to comply with recently amended financial covenants and meet scheduled interest payments. Furthermore, an upgrade is contingent upon successful filing of the company's first quarter 2007 Form 10Q filing. UNITED COMPONENTS: Posts $8.7 Mil. Net Loss in Year Ended Dec. 31 ----------------------------------------------------------------- March 21, 2007 United Components Inc. reported a net loss of $8.7 million on net sales of $906.1 million for the year ended Dec. 31, 2006, compared with a net loss of $4.5 million on net sales of $812.7 million for the year ended Dec. 31, 2005. Net income from continuing operations was $6.1 million for 2006, including $18.8 million in special charges net of tax, primarily costs relating to the acquisition of ASC Industries Inc. and facilities consolidation costs, compared to a net loss from continuing operations of $7.6 million for 2005, including $22.9 million in special charges net of tax, primarily related to impairment write-downs of a trademark, software assets and property and equipment. Net income from discontinued operations was $2.1 million in 2006 compared to $3.1 million in 2005. The after-tax loss on the sale of the discontinued operations was $16.9 million in 2006, versus none in 2005. Fourth Quarter Results Net income from continuing operations for the fourth quarter was $2.1 million, including $4.5 in special charges net of tax, primarily costs related to the acquisition of ASC Industries Inc. Excluding these charges, adjusted net income from continuing operations would have been $6.6 million for the quarter. Adjusted net income from continuing operations for the fourth quarter of 2005 was $1.8 million, excluding $20.2 million in special charges net of tax. Revenue in the fourth quarter of $222.7 million increased $31.8 million compared to the year-ago quarter. The quarter included $20.5 million in sales by water pump manufacturer ASC Industries, which was acquired by UCI during the second quarter. On a comparable basis (excluding ASC sales), the company reported revenue increases in the retail and heavy duty channels, a decline in the OEM channel, with sales flat in the traditional and original equipment service channels. "United Components finished 2006 on a strong note, both operationally and strategically," said Bruce Zorich, chief executive officer of UCI. "In a very competitive market, our initiatives in facilities consolidation, procurement and targeted revenue growth allowed us to achieve an improvement in performance over last year. Strategically, with the divestiture of our last non-core business, Flexible Lamps, and the continued success of our integration of ASC, we believe the new UCI is well positioned for growth in 2007 and beyond." "As we head into 2007, we are focused on expanding UCI into an efficient global manufacturer," continued Zorich. "Building on our ongoing targeted new business efforts in North America, we have identified a number of international opportunities for sales growth. In addition, continuing to leverage ASC's China operations, we are working on global sourcing and manufacturing initiatives across all of our businesses." As of Dec. 31, 2006, the company's debt stood at $500.6 million, after a debt repayment of $30 million of its senior credit facility borrowings in October. The company ended the quarter with $31.5 million in cash. At Dec. 31, 2006, the company's balance sheet showed $1,002.5 million in total assets, $757.7 million in total liabilities, and $$244.8 million in total shareholders' 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?1cd6 Discontinued Operations On June 30, 2006, UCI sold its driveline components operation and its specialty distribution operation. The driveline components and specialty distribution operations were sold to two separate buyers for a combined $33.4 million of cash, net of fees and expenses. In connection with the driveline components transaction, UCI retained $4.9 million of pension liabilities. UCI recorded a combined after-tax loss of $18.5 million on these sales. On Nov. 30, 2006, UCI sold its lighting systems operation. The lighting systems operation was sold for $37.2 million in cash, net of fees and expenses. In 2006, UCI recorded a $1.6 million after- tax gain on the sale. Acquisition of ASC Industries On May 25, 2006, UCI acquired all of the outstanding capital stock of ASC Industries Inc. and its subsidiaries. ASC is a manufacturer and distributor of water pumps, with 2005 revenues of $98 million. The preliminary ASC Acquisition purchase price, including $4.4 million of fees and expenses was $127.4 million. In addition, UCI assumed $12 million of ASC debt and certain other ASC obligations related to the acquisition. About United Components United Components Inc. -- http://www.ucinc.com/-- is among North America's largest and most diversified companies servicing the vehicle replacement parts market. The company supplies a broad range of products to the automotive, trucking, marine, mining, construction, agricultural and industrial vehicle markets. The company's customer base includes leading aftermarket companies as well as a diverse group of original equipment manufacturers. * * * As reported in the Troubled Company Reporter on Dec. 14, 2006, Moody's Investors Service assigned a Caa2 rating to the unguaranteed senior unsecured notes of UCI Holdco Inc., the ultimate parent of United Components Inc. The rating agency also lowered the Corporate Family and Probability of Default ratings to B3 from B2, and repositioned these ratings at the Holdco level. Standard & Poor's Ratings Services lowered its corporate credit rating on United Components Inc. to 'B+' from 'BB-' and its rating on UCI's $230 million senior subordinated notes to 'B-' from 'B'. VISTEON CORP: Facility Amendment Cues Fitch to Cut Debt's Rating ---------------------------------------------------------------- Fitch Ratings has taken these actions regarding the ratings of Visteon Corp.: -- Issuer Default Rating affirmed 'CCC'; -- Senior Secured Bank Facility affirmed 'B/RR1'; -- Senior unsecured downgraded to 'CC/RR6' from 'CCC-/RR5'. Approximately $2.8 billion of debt is covered by these ratings. The Rating Outlook is Negative. Fitch's rating actions reflect Visteon's bank facility amendment, which increases the size of the term loan by $500 million to a total of $1.5 billion, adds a $200 million accordion feature, and increases collateral. The affirmation of the amended senior secured bank facility rating is based upon Fitch's assessment that the recovery of the facility in a distressed scenario will still be in the 'RR1' category (recovery of 91%-100%) due to the revised collateral package, as described below. The downgrade of the senior unsecured recovery rating to the 'RR6' category (0%-10% recovery estimate) reflects Fitch's expectation of reduced recovery in a distressed scenario as a result of the increase in senior secured indebtedness and the increase in encumbered assets. Fitch's ratings recognize Visteon's additional liquidity from the announced $500 million term loan amendment, restructuring progress, increasing customer diversification, and global manufacturing footprint. However, Fitch's concerns and its Negative Rating Outlook are based on Visteon's dependence on Ford Motor Company, negative free cash flow, highly levered balance sheet, the company's substantial restructuring needs, as well as the potential for customer manufacturing disruptions due to a financially weakened base of suppliers other than Visteon and its customers' union issues. Visteon's term-loan amendment provides the banks with additional collateral, including a 65% stock pledge of additional first-tier foreign subsidiaries and Halla. Halla is a publicly traded Korean automotive supplier which is 70% owned by Visteon, of which, only 5% will now be unencumbered. The amendment also provides for slight increases to certain allowed indebtedness. Other than the limitations on indebtedness, Visteon's existing covenants remain unchanged, including the lack of financial covenants. WASTE CONNECTIONS: Moody's Withdraws Ba2 Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service withdrew the Ba2 Corporate Family Rating of Waste Connections, Inc. for business reasons. Waste Connections, Inc., based in Folsom, CA, is a regional, integrated solid waste services company. Through its operating subsidiaries, it provides solid waste collection, transfer, disposal and recycling services to residential, industrial and commercial clients in secondary markets of the Western and Southern US. In fiscal 2006, Waste Connections, Inc. generated approximately $824 million in revenues. WASTE REDUCTION: Case Summary & 40 Largest Unsecured Creditors -------------------------------------------------------------- (Shimmy) Debtor: Waste Reduction by Waste Reduction, Inc. 28080 Grand River Avenue, Suite 208 Farmington Hills, MI 48336 Bankruptcy Case No.: 07-46741 Debtor-affiliate filing separate chapter 11 petition: Entity Case No. ------ -------- Sterile Technology Industries, Inc. 07-46746 Type of Business: The Debtors provide environmentally responsible solutions for clean up services, such as non- incineration based decontamination, bio- containment and disposal of medical, biologic, and liquid effluent wastes. See http://www.wr2.net/ Chapter 11 Petition Date: April 5, 2007 Court: Eastern District of Michigan (Detroit) Judge: Steven W. Rhodes Debtors' Counsel: Debra Beth Pevos, Esq. Wallace M. Handler, Esq. Sullivan, Ward, Asher & Patton, P.C. 25800 Northwestern Highway, Suite 1000 Southfield, MI 48075 Tel: (248) 746-2842 Fax: (248) 746-2760 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million A. Waste Reduction by Waste Reduction, Inc.'s 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ David Lovenheim $1,181,868 11056 Windermere Boulevard Fishers, IN 46038 Robert Orben $457,992 1080 Pintail Court Columbus, IN 47201 Tony Moarvec $425,159 P.O. Box 2127 Columbus, OH 47202-2127 Mike Stimak $184,429 Dugan SSP $169,179 Industrial & Environmental $160,598 Dr. Gordon Kaye $158,452 Untha Shredders $148,121 Dr. Peter Weber $138,239 Janet McKee $130,689 WSF Industries, Inc. $119,829 Gerald Lyons $108,298 Jeff Morse $106,000 Dr. David Bloom $102,318 George E. Booth Company, Inc. $100,959 BKD, LLP $97,625 Feldmeier Equipment, Inc. $93,689 TEQ Solutions, Inc. $93,275 Bingham McHale $75,757 Harris Beach LLP $73,176 B. Sterile Technology Industries, Inc.'s 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Mac Sheet Metal $128,805 802 North Sherman Drive Indianapolis, IN 46201 Material Transfer $67,653 1214 Lincoln Road P.O. Box 218 Allegan, MI 49010 Bellkins Metal Fabricating $59,230 5219 Elmwood Avenue Indianapolis, IN 46203 Bright Sheet Metal Co., Inc. $44,701 David Cushen Electrical Contractors $40,995 Richard Redpath $35,022 Howson & Howson $26,520 Underwood Machinery Transportation Inc. $24,647 Freight Masters Systems, Inc. $19,353 Kinsley Construction $19,000 Lanham & Sons Mechanical, Inc. $14,437 Universal C & R $12,445 C & E Sales, Inc. $9,404 Platt Enterprise $7,533 W.W. Grainger, Inc. $6,500 McMaster Carr Supply Co. $5,724 Olympus Automation, Ltd. $5,603 White Brokerage $4,800 Motion Industries, Inc. $4,263 Fastenal Company $3,371 WELLMAN INC: Moody's Confirms Single-B & Caa Ratings ----------------------------------------------------- Moody's Investors Service confirmed the B3 corporate family rating for Wellman, Inc., and the existing ratings on the company's debt and revised the outlook to negative. This concludes the review started November 1, 2006, when Wellman's corporate family rating was downgraded to B3 from B2 and kept under review for further downgrade. The ratings are: Wellman, Inc. -- Corporate family rating -- B3 -- Probability of default rating -- B3 -- $185mm First lien term loan due 2009 -- B1, LGD3, 31% -- $265mm Second lien term loan due 2010 -- Caa1, LGD5, 78% The rating confirmation reflects the improving operating environment for the company's products and ongoing efforts to restructure its business, which should provide increased financial flexibility. Wellman has announced price increases in 2007 and expects stronger product demand in the second quarter to improve free cash flow. Moody's expects that the company's restructuring of its US operations will result in cost savings and proceeds from planned asset sales will be applied towards debt reductions. The negative outlook reflects uncertainty about Wellman's ability to improve its low margins, operating losses, and to maintain at least $45 million of availability under its revolving credit facility. The outlook also reflects Moody's beliefs that the PET resin industry cash margins will decline further in 2007 due to new capacity additions and Asian imports. Although Moody's expects the company's liquidity to improve modestly in 2007 due to one-time cash inflows, depressed margins and deteriorating market conditions will likely prevent the company from keeping its fixed charge ratio above 1.0x. If Wellman allows the availability under its $225 million revolver to fall below $45 million for eight consecutive days and its fixed charge coverage ratio is less than 1.0x, it could result in an event of default under the credit agreement if not waived by the banks. In Moody's opinion, given the strong collateral coverage on the revolver, Wellman should be able to obtain such a waiver, if required. However, the collateral coverage does not guarantee that they will receive a waiver, especially if the company remains free cash flow negative over the next 12-24 months. The outlook might be moved to stable if the company were successful in improving its operating margins, selling non-core assets, reducing debt, refinancing existing debt prior to its maturity and industry conditions were supportive of the rating. Wellman could potentially generate a significant amount of cash from several one-time items over the next 12-24 months. The company estimates that working capital improvements, operational improvements, insurance proceeds relating to Hurricane Katrina damages and the sale of non-core US and European assets may provide more than $100 million over the next 12-18 months. While these one-time items would greatly improve the company's liquidity, Wellman ultimately needs to improve its margins and operating cash flows which remain susceptible to raw material volatility and pressure on prices and margins from lower cost competitors and imports. There is little upward pressure on the ratings currently and any future upgrade would require the company to generate meaningful levels of free cash flow and largely reduce the outstanding revolver balance with cash from the one-time items mentioned above. If Wellman remains free cash flow negative and does not generate meaningful cash from the one-time items mentioned above, Moody's could lower the company's ratings. Wellman manufactures and markets PET (polyethylene terephthalate) packaging resins under the PermaClear brand name and polyester staple fibers under the Fortrel brand name. Wellman operates five manufacturing sites -three in the US, one in Ireland and one in the Netherlands. Wellman is headquartered in Fort Mill, South Carolina and had revenues from continuing operations of $1.3 billion for the LTM ended December 31, 2006. XEROX CAPITAL: S&P Puts B+ Rating on $27 Mil. Synthetic Securities ------------------------------------------------------------------ Standard & Poor's Ratings Services placed its 'B+' rating on the $27 million corporate-backed trust securities certificates issued by CorTS Trust for Xerox Capital Trust I on CreditWatch with positive implications. The rating action reflects the April 2, 2007, placement of the rating on the underlying securities, the $27 million 8% series B capital securities due Feb. 1, 2027, issued by Xerox Capital Trust I (a subsidiary of Xerox Corp.) on CreditWatch with positive implications. The CorTS certificate issue is a pass-through transaction that is weak-linked to the underlying collateral, Xerox Capital Trust I's $27 million 8% series B capital securities. * Cooley Godward Wins for Unsecured Creditors in Norstan's Case --------------------------------------------------------------- [company PR/shimmy] Cooley Godward Kronish LLP has prevailed for the unsecured creditors of Norstan Apparel Shops Inc. and its debtor-affiliates, in the denial of a motion to dismiss a $67 million fraudulent transfer lawsuit arising out of a $53 million leveraged buyout and an earlier distribution of $14 million to insider shareholders. The Honorable Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York issued the decision on March 30. The lawsuit, on behalf of the unsecured creditors, asserts that in the months before declaring bankruptcy, Norstan made distributions of $14 million to the company shareholders and thereafter leveraged its own stock to transfer $53 million to those same shareholders. "It is the view of unsecured creditors that these transfers were constructively fraudulent," said Cooley partner Ronald R. Sussman, Esq. In addition to Sussman, Cooley Partner Lawrence C. Gottlieb, Esq. and Associates Jeff Cohen, Esq., Seth Van Aalten, Esq. and Michael Klein, Esq. advised on the matter. About Norstan Apparel Based in Long Island City, New York, Norstan Apparel Shops Inc. dba Fashion Cents, operates 229 retail stores selling women's budget-priced apparel. The stores are located in 24 states throughout the Midwestern, Midsouthern, Mid-Atlantic and southeastern regions of the United States. The company and its debtor-affiliates filed for chapter 11 protection on April 8, 2005 (Bankr. E.D.N.Y. Case No. 05-15265). Merritt A. Pardini, Esq. and Jeff J. Friedman, Esq., at Katten Muchin Zavis Rosenman, and C. Nathan Dee, Esq., at Cullen & Dykman, LLP, represent the Debtors in their restructuring efforts. Jay R. Indyke, Esq., at Kronish Lieb Weiner & Hellman LLP represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed total assets of $19,637,000 and total debts of $44,776,000. About Cooley Godward Kronish Cooley Godward Kronish LLP's -- http://www.cooley.com/-- 580 attorneys have an entrepreneurial spirit and deep, substantive experience and are committed to solving clients' most challenging legal matters. From small companies with big ideas to international enterprises with diverse legal needs, Cooley Godward Kronish has the breadth of legal resources to enable companies of all sizes to seize opportunities in today's global marketplace. The firm represents clients across a broad array of dynamic industry sectors, including real estate, technology, life sciences, financial services, tax, retail and energy. The firm has full-service offices in major commercial, government and technology centers: Palo Alto, San Francisco and San Diego in California; New York City; Reston, Va.; Broomfield, Colo.; and Washington, DC. * TMA Recognizes Howard Brownstein... [not sure] ---------------------------------------------------------------- [company PR/shimmy] The Turnaround Management Association and Turnarounds & Workouts recognized Howard Brod Brownstein, a Certified Turnaround Professional and principal of NachmanHaysBrownstein, Inc., for his contributions to the corporate renewal industry. "I am impressed with Howard's dedication and creativity in furthering TMA's mission," said TMA Past Chairman and NHB Principal Thomas D. Hays, III, CTP. "Everyone at NHB is proud of him and his contributions to the corporate renewal industry." Howard Brownstein was selected as the Outstanding Individual Contribution award recipient from among the 7,800 members of the Turnaround Management Association. The award is given to an individual whose dedication and commitment has made a lasting contribution not only to TMA, but also to the corporate renewal industry worldwide. Brownstein received the honor during the TMA 2007 Spring Conference awards dinner held at the Four Seasons Las Colinas in Dallas on Friday, March 30, 2007. Mr. Brownstein was also recently recognized as one of the "People to Watch - 2007: Business Professionals Making Their Mark" by the leading industry publication Turnarounds & Workouts. A specialist in turnaround management for over fifteen years, Brownstein leads turnaround assignments for NHB's clients, and maintains principal responsibility for the firm's transactional activities and for the marketing of its services to clients. He has led client assignments in many industries, advising senior management or fulfilling a senior management role. He serves on the International Board of Directors of the Turnaround Management Association, and its Executive and Audit Committees. He is a member of the Board of the American Bankruptcy Institute and co- chairs its Mid Atlantic region. He also is the Vice President - International of the Association of Certified Turnaround Professionals and serves on its Board. He is a frequent speaker at professional and educational programs, including Harvard Business School, Villanova Law School, Northeastern University, the American Bankruptcy Institute, the American Bar Association, and TMA. He is a regular contributor to journals and periodicals, and has served on the Editorial Board of The Journal of Corporate Renewal, and currently serves as a Contributing Editor of ABF Journal. Mr. Brownstein is a graduate of Harvard University, where he obtained J.D. and M.B.A. degrees, and of the University of Pennsylvania, where he obtained B.S. and B.A. degrees from the Wharton School and the College of Arts and Sciences. He is admitted to the bars of Pennsylvania, Massachusetts and Florida, but does not actively practice law. He also served in the U.S. Air Force Reserve attaining the rank of First Lieutenant in the Medical Service Corps. About NachmanHaysBrownstein Based in Philadelphia, NachmanHaysBrownstein, Inc. is a turnaround and crisis management firms, having been included among the "Outstanding Turnaround Firms" in Turnarounds & Workouts for the past eleven consecutive years. NHB demonstrates leadership in corporate renewal by creating value and preserving capital through crisis management, strategic workout, responsible party and wind down services to financially challenged companies throughout America. NHB focuses on producing lasting performance improvement and maximizing the business' value to stakeholders by providing the leadership and credibility required to reconcile the client's objectives, economic reality and available alternatives to establish an achievable goal. NHB also maintains offices in Atlanta, Boston, New York and Wilmington, Delaware. ********* 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, Melvin C. Tabao, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Nikki Frances S. Fonacier, Tara Marie A. Martin, and Peter A. Chapman, Editors. Copyright 2007. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***