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/raid1/www/Hosts/bankrupt/TCR_Public/070411.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, April 11, 2007, Vol. 11, No. 85 Headlines ABDUL GHAFOOR: Case Summary & 16 Largest Unsecured Creditors AEQUICAP INSURANCE: A.M. Best Says Financial Strength is Fair AMERISTAR CASINOS: Buys Resort International Unit for $657 Million AMKOR TECHNOLOGY: Bank of Korea Approves Unit's $300 Million Loan AMKOR TECHNOLOGY: Moody's Lifts Senior Unsec. Notes' Rating to B1 AMTROL INC: Court OKs Huron Consulting to Give Valuation Services ANTHONY EMPOSIMATO: Case Summary & Largest Unsecured Creditor APPALACHIAN REGIONAL: Labor Strike Cues Fitch's Negative Watch APOGEE TECHNOLOGY: Miller Wachman Raises Going Concern Doubt BCAP LLC: Moody's Rates Class II-B-3 Certificates at Ba2 BEAR STEARNS: Moody's Puts Low-B Ratings on Six Securities BEAZER HOMES: Fitch Holds BB+ Ratings and Says Outlook is Negative BUCKEYE PACIFIC: Case Summary & Nine Largest Unsecured Creditors C AND C PROPERTIES: Files Schedules of Assets and Liabilities CARLYLE HIGH: S&P Rates $12 Million Class E Notes at BB CHATTEM INC: Prices Offering of $85 Mil. Convertible Senior Notes CITATION CORPORATION: Joint Plan's Effective Date is April 6 COMMUNITY HEALTH: A.M. Best Puts Ratings Under Negative Review COUDERT BROTHERS: Hires Edwin Matthews as Special Counsel CYBERCARE INC: Files Amended Chapter 11 Plan in Florida DAIMLERCHRYSLER AG: Kerkorian Offers $4.5 Billion for Chrysler DAIMLERCHRYSLER AG: Board Names Dr. Manfred Bischoff as Chairman DAVIDSON DIVERSIFIED: Ernst & Young Raises Going Concern Doubt DELTA AIR: Republic Airways Sells Claim for $44.59 Million DIAMONDBACK DELIVERY: Case Summary & 19 Largest Creditors ECV DEVELOPMENT: Plan Proposes to Pay All Creditors in Full ELGIN NATIONAL: Moody's Revises Outlook to Developing ENERGY PARTNERS: Provides Update on Offer and Consent Solicitation ENHERENT CORP: December 31 Balance Sheet Upside-Down by $1 Million ENVIRONMENTAL SYSTEMS: Moody's to Withdraw Rating on Lack of Info ENVISION HEALTHCARE: Case Summary & 3 Largest Unsecured Creditors FAMILYMEDS GROUP: Shareholders Approve Plan of Liquidation FOSTER WHEELER: Earns $262 Million in Year Ended December 29 FOSTER WHEELER: Good Performance Cues Moody's to Lift Ratings FOUR B DEVELOPMENT: Files Schedules of Assets and Liabilities GSAA HOME: Moody's Rates Class B-3 Certificates at Ba2 GUARDIAN TECHNOLOGIES: Goodman & Co. Raises Going Concern Doubt HOVNANIAN ENTERPRISES: High Leverage Cues Moody's to Cut Ratings HOVNANIAN ENTERPRISES: Fitch Holds Ratings & Says Outlook is Neg. HUISH DETERGENTS: S&P Rates $700 Million Facilities at B IASIS HEALTHCARE: Moody's Junks Rating on $300 Million PIK Loan INDEPENDENCE VII: Fitch Holds BB+ Rating on $5.4 Million Notes INDYMAC RESIDENTIAL: Moody's Rates Class B Certificates at Ba1 INSIGNIA VESSEL: Moody's Puts Corporate Family Rating at B2 INTERNATIONAL RECTIFIER: Committee Finds Accounting Irregularities INTERNATIONAL RECTIFIER: Moody's Review Ratings & May Downgrade INTERNATIONAL RECTIFIER: Material Weakness Cues S&P's Neg. Watch ION MEDIA: Clarifies Information on Recapitalization Proposals IPCS INC: Moody's Affirms B3 Rating and Says Outlook is Developing IPCS INC: Aggressive Financial Policy Cues S&P's Negative Outlook IRAJ ISADPAHNAH: Voluntary Chapter 11 Case Summary ITC HOMES: Judge Hollowell Confirms Amended Reorganization Plan JMJ PROPERTIES: Voluntary Chapter 11 Case Summary JOAN FABRICS: Files for Bankruptcy in Delaware JOAN FABRICS: Case Summary & 30 Largest Unsecured Creditors KB HOME: Financial Filing Cues S&P to Remove Negative CreditWatch KNOLOGY INC: Completes $255 Million PrairieWave Acquisition LSI LOGIC: Merges With Agere Systems & Atlas Acquisition LSI CORP: Agere Merger Cues S&P to Upgrade Negative to BB MAGSTAR TECHNOLOGIES: Virchow Krause Raises Going Concern Doubt MESABA AVIATION: Minnesota Court Confirms Chapter 11 Plan METCARE RX: Organizational Meeting Scheduled on April 19 MICHAEL ALOYAN: Case Summary & Eight Largest Unsecured Creditors MICHAEL OWENS: Case Summary & 17 Largest Unsecured Creditors MIRANT CORPORATION: Board Exploring Strategic Alternatives MISSISSIPPI FARM: A.M. Best Withdraws Ratings on Company's Request NORMA AURELIO: Case Summary & Four Largest Unsecured Creditors NORSTAN APPAREL: Creditors Win $67MM Fraudulent Transfer Lawsuit OWNIT MORTGAGE: Wants to Reject Unexpired Leases & Contracts PACER INT'L: Share Repurchase Increase Cues S&P to Hold Ratings PACIFIC LUMBER: Panel Hires Pachulski Stang as Bankruptcy Counsel PACIFIC LUMBER: Taps Morrison as Special Litigation Counsel PENN TREATY: A.M. Best Holds Ratings and Retains Negative Review PENNSYLVANIA REAL: Earns $19 Million in Quarter Ended December 31 PLEASANT CARE: Section 341(a) Meeting Scheduled on April 27 PLEASANT CARE: Wants to Hire Levene Neale as Bankruptcy Counsel PLEASANT CARE: U.S. Trustee Appoints Five-Member Official Panel PRICELINE.COM INC: Good Revenue Cues S&P's Positive Outlook REMINGTON ARMS: To Sell Assets to Cerberus for $370 Million ROCKAWAY BEDDING: Case Summary & 20 Largest Unsecured Creditors SENTRY TECHNOLOGY: SF Partnership Raises Going Concern Doubt SKI COUNTRY: Case Summary & 25 Largest Unsecured Creditors SONA MOBILE: Losses Cue Horwath Orenstein's Going Concern Doubt SOUTHPARK COMMUNITY: Files Schedules of Assets and Liabilities SOUTHPARK COMMUNITY: Wants Plan Filing Period Stretched to July 28 ST. MARY: Completes Private Placement of 3.5% Convertible Notes STRUCTURED ADJUSTABLE: S&P Puts D Rating on Class M3 Certificates STRUCTURED ASSET: Moody's Rates Class B5 Certificates at B2 STRUCTURED ASSET: S&P Lowers Ratings on Class B Certificates to B SYNAGRO TECHNOLOGIES: S&P Affirms Ratings on $540 Million Facility TEC ELECTRIC: Organizational Meeting Scheduled for April 17 TECHNICAL OLYMPIC: Liquidity Pressures Cue S&P's Negative Watch TEXAS STATE HOUSING: Sufficient Funds Prompt S&P's Stable Outlook TNS INC: S&P Rates Proposed $240 Million Credit Facility at BB- TRAINER WORTHAM: Fitch Holds BB Rating on Preference Shares UNISOURCE ENERGY: Earns $67.4 Million in Year Ended December 31 URS CORP: Earns $113 Million in Fiscal Year Ended December 31 VIOQUEST PHARMACEUTICALS: J.H. Cohn Raises Going Concern Doubt WCI COMMUNITIES: Earns $9 Million in Year Ended December 31 WELLMAN INC: Appoints Mark Ruday as Vice President of Operations * John Campo and John Kinzey Join Dreier as Partners * Upcoming Meetings, Conferences and Seminars ********* ABDUL GHAFOOR: Case Summary & 16 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Abdul Ghafoor Kalsoom Bibi Ghafoor aka Blue Star Gas & Minimart aka Blue Star Gas 2201 Putnam Street Antioch, CA 94509 Bankruptcy Case No.: 07-41009 Chapter 11 Petition Date: April 4, 2007 Court: Northern District of California (Oakland) Judge: Leslie J. Tchaikovsky Debtor's Counsel: Peter C. Pappas, Esq. 2400 Sycamore Drive, Suite 40 Antioch, CA 94509 Tel: (925) 754-0772 Total Assets: $2,423,925 Total Debts: $2,267,721 Debtor's 16 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ State Board of Equalization business debt $221,910 P.O. Box 942879 Sacramento, CA 94279 C.E.S. Controlled business debt $101,810 Environmental P.O. Box 401 Oakley, CA 94561 Tax Care business debt $15,900 1310 Monument Drive Concord, CA 94519 Contra Costa Health consumer debt $13,700 Firstside Bank consumer debt $13,000 value of unsecured: $9,000 Valero business debt $5,400 L.A. Commercial Group business debt $5,200 consumer debt $2,440 Richmond Sanitary Service business debt $3,100 AT&T Universal consumer debt $2,845 Bay Alarm business debt $2,796 Southern Wine & Spirit business debt $2,500 Northern Leasing System consumer debt $3,640 Franchise Tax Board business debt $1,800 Jetro Cash & Carry consumer debt $1,670 Commercial Collection Service business debt $1,515 M.T.C. Distribution consumer debt $1,500 AEQUICAP INSURANCE: A.M. Best Says Financial Strength is Fair ------------------------------------------------------------- A.M. Best Co. has downgraded the financial strength rating to B- (Fair) from B+ (Good) and has assigned an issuer credit rating of "bb-" to AequiCap Insurance Company of Fort Lauderdale, Fla. The outlook for both ratings is negative. These rating actions reflect the company's significant reduction in risk-adjusted capitalization to a vulnerable level as of year- end 2006 due to substantial adverse loss reserve development in the commercial automobile line of business, significant premium growth and reinsurance dependence. The adverse development was related to the settlement in 2006 of a backlog of large bodily injury claims from prior accident years. Although the company has taken significant corrective action to improve and track claims handling, A.M. Best is concerned with the historical lack of internal controls demonstrated in the claims operations, which led to this development. As a result of this reserve charge, aggregate reported earnings over the last five years were unfavorable. The negative outlook is reflective of the execution risk associate with management's corrective actions to improve earnings and risk-adjusted capitalization. These negative rating factors are modestly offset by the advantage the company receives from its affiliated managing general underwriter, AequiCap Program Administrators, through, which management has the flexibility to shift business to and from the insurance company, depending on market conditions. The ratings also recognize the corrective actions implemented to establish more accurate loss reserve levels, improve claims handling and plans to improve risk-adjusted capitalization. In addition, demonstrated financial support from the parent organization is evidenced by significant capital contributions over the last five years. However, debt at the parent has increased in recent years, resulting in high financial leverage. Founded in 1899, A.M. Best Company is a full-service credit rating organization dedicated to serving the financial services industries, including the banking and insurance sectors. AMERISTAR CASINOS: Buys Resort International Unit for $657 Million ------------------------------------------------------------------ Ameristar Casinos Inc. entered into a purchase agreement with Resort International Holdings LLC to acquire its subsidiary RIH Acquisitions IN LLC's outstanding membership interest for $657 million in cash, subject to a post-closing working capital adjustment. The closing of the acquisition is subject for approval by the Indiana Gaming Commission and other regulatory authorities, antitrust preclearance, completion of the company's investigation and other customary closing conditions. The company can terminate the Agreement, without penalty, on or before April 22, 2007, if its $25 million deposit will be returned. The company further said that the Closing of the acquisition is not subject to a financing condition. The company expects to complete the acquisition in the fourth quarter of 2007. A full-text copy of Resorts and Ameristar's Purchase Agreement is available for free at http://ResearchArchives.com/t/s?1ce1 About Ameristar 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). * * * As reported in the Troubled Company Reporter on April 10, 2007, 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. AMKOR TECHNOLOGY: Bank of Korea Approves Unit's $300 Million Loan ----------------------------------------------------------------- Amkor Technology Inc. reported that its subsidiary Amkor Technology Korea Inc. has received approval from the Bank of Korea, with respect to the $300 million 7-year secured credit facility with Woori Bank. The proceeds of this loan have been drawn, and were used to refinance and refund the outstanding principal on Amkor's $300 million second lien term loan due October 2010, and together with an additional $12.1 million in prepayment fees and accrued interest funded by Amkor Amkor Technology said that this transaction discharges all of its obligations under the second lien term loan, as well as the subsidiary guarantees and collateral securing the term loan. As reported in the Troubled Company Reporter on April 4, 2007, Amkor Korea entered into a 7-year $300 million secured credit facility with Woori Bank. The loan is guaranteed on an unsecured basis by Amkor Technology and bears interest at Woori's base rate plus 50 bps and amortizes in 28 equal quarterly payments through April 2014. About Amkor Technology Chandler, Arizona-based Amkor Technology, Inc. (NASDAQ: AMKR) -- http://www.amkor.com/-- provides advanced semiconductor assembly and test services. The company offers semiconductor companies and electronics original equipment manufacturers a complete set of microelectronic design and manufacturing services. The company has factories and operations in China, Japan, Korea, Philippines, Singapore and Taiwan. The company also has marketing and sales office locations in the U.S., China, France, Japan, Korea, the Philippines, Singapore, Taiwan and the United Kingdom. AMKOR TECHNOLOGY: Moody's Lifts Senior Unsec. Notes' Rating to B1 ----------------------------------------------------------------- Moody's Investors Service upgraded the rating on Amkor Technology, Inc.'s senior unsecured notes to B1 from B2 and simultaneously withdrew the Ba2 rating on the guaranteed senior secured second lien term loan following its refinancing with a new $300 million secured term loan maturing 2014 issued by Amkor's South Korean subsidiary. The ratings on the company's subordinated notes as well as the corporate family and speculative grade liquidity ratings were affirmed. The ratings outlook is stable. The one notch upgrade of the senior unsecured notes reflects a lower loss-given-default point estimate (40% from 48%) and effectively less secured debt in the capital structure despite the legal name of the new obligation, as we believe that the collateral value of the new debt has minimal value, if any, in a distressed scenario (i.e., 100% deficiency claim). The new loan, which will be issued by Amkor Technology Korea, Amkor's wholly-owned South Korean subsidiary, will be secured to substantially all land, building and equipment at this operating entity and guaranteed on an unsecured basis by Amkor. Moody's views constructively the maturity extension as well as the new loan's improved pricing, which should result in annual interest expense savings of roughly $10 million. This rating was upgraded: $1,162 million Senior Unsecured Notes with various maturities to B1 (LGD-3, 40%) from B2 (LGD-3, 48%) This rating was withdrawn: $300 million Guaranteed Senior Secured 2nd Lien Term Loan due 2010 -- Ba2 (LGD-1, 7%) These ratings were affirmed: Corporate Family Rating -- B2 Probability of Default Rating -- B2 $22 million 10.5% Senior Subordinated Notes due 2009 -- Caa1 (LGD- 5, 81%) $190 million 2.5% Convertible Senior Subordinated Notes due 2011 -- Caa1 (LGD-5, 89%) Speculative Grade Liquidity Rating -- SGL-2 Chandler, AZ-based Amkor Technology, Inc. is one of the largest providers of contract semiconductor assembly and test services for integrated semiconductor device manufacturers as well as fabless semiconductor operators. Revenues for the twelve months ended December 2006 were $2.7 billion. AMTROL INC: Court OKs Huron Consulting to Give Valuation Services ----------------------------------------------------------------- Amtrol Inc. and its debtor affiliates obtained permission from the U.S. Bankruptcy Court for the District of Delaware to employ Huron Consulting Services LLC to provide fresh start reporting and valuation services. Huron is a multi-disciplined consulting firm with practices in bankruptcy, financial restructuring advisory, valuation and litigation-related services for public and private companies, lenders, creditors, equity holders and impartial constituents. Huron Consulting is expected to assist in matters pertaining to the Debtors' Chapter 11 reorganization and emergence, and will undertake consulting services pertaining to the Debtors' adoption of generally accepted accounting principles for companies in chapter 11, defined as SOP 90-7. The Debtor relates that these services fall into two discreet work streams, Fresh-Start Consulting and Valuation Consulting. The Fresh-Start Consulting task includes: a) assisting the management with financial reporting matters, specifically advisory assistance in the interpretation and application of SOP 90-7; b) assisting the management in applying fresh-start adjustment and preparing disclosures for the projected financial information for the disclosure statement; and c) preparing the substantiation of fresh-start balance sheet under SOP 90-7. Valuation Consulting work requires: a) performing a preliminary analysis of the fair value of the Debtors' intangible assets; and b) perform a valuation of all the intangible assets and certain liabilities. Huron Consulting will also perform other Consulting Services, required by the Debtor, including: a) assistance in performing year-end goodwill impairment analysis; and b) assistance in preparation of the Monthly operating Reports, statement of financial Affairs and Schedules of Assets and Liabilities. John J. Sullivan, Managing Director of Huron Consulting, tells the Court of the Firm's professionals bill: Professional Hourly Rate ------------ ----------- Managing Director $575 - $650 Director $425 - $500 Manager $325 - $400 Associate $250 - $300 Analyst $175 - $225 The Debtor tells the Court that the firm will bill a flat fee of $50,000 for valuation services. Mr. Sullivan assures the Court that the Firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in West Warwick, Rhode Island, Amtrol Inc. -- http://www.amtrol.com/-- manufactures and markets water storage and pressure control products, water heaters and cylinders. The company's major products include pressure tanks used in well water, hydronic heating and potable hot water applications, indirect-fired water heaters, and both LPG and disposable refrigerant gas cylinders. The company and three of its affiliates filed for chapter 11 protection on Dec. 18, 2006 (Bankr. D. Del. Lead Case No. 06-11446). Douglas Gray, Esq., Stuart J. Brown, Esq., and William E. Chipman Jr., Esq., at Edwards Angell Palmer & Dodge LLP, represent the Debtors. The Debtor's financial advisor is Miller Buckfire & Co., LLC. Kara Hammond Coyle, Esq., and Pauline K. Morgan, Esq., at Young Conaway Stargatt & Taylor LLP, represent the Official Committee of Unsecured Creditors. As of Apr. 1, 2006, the Debtors' consolidated financial condition showed $229,270,000 in total assets and $235,802,000 in total debts. The Debtors' exclusive period to file a chapter 11 reorganization plan expires on April 17, 2007. ANTHONY EMPOSIMATO: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------- Debtor: Anthony Emposimato 109 North Forest Drive Short Hills, NJ 07078 Bankruptcy Case No.: 07-14642 Chapter 11 Petition Date: April 3, 2007 Court: District of New Jersey (Newark) Debtor's Counsel: Barry E. Levine, Esq. 101 Gibraltar Drive, Suite 2F Morris Plains, NJ 07950 Tel: (973) 538-2084 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's Largest Unsecured Creditor: Entity Claim Amount ------ ------------ American Express $44,000 Newark, NJ 07102 APPALACHIAN REGIONAL: Labor Strike Cues Fitch's Negative Watch -------------------------------------------------------------- Fitch Ratings has placed Appalachian Regional Healthcare, Inc.'s 'BB+' on Rating Watch Negative. The rating action was triggered by a labor strike resulting from an expiration of contracts between ARH and the United Steel Workers, which represents approximately 60% of ARH's workforce, on April 1, 2007. Fitch understands that ARH has implemented contingency plans for nursing and technician coverage. Although there is uncertainty regarding the timing and outcome of ongoing labor contract negotiations, Fitch considers it likely that the labor dispute will negatively affect ARH's creditworthiness. Moreover, ARH realized an approximately 40% reduction in utilization statistics, though mainly in outpatient services, since the strike began. ARH has a limited level of flexibility within the current rating category and, therefore, any material weakening of the credit profile would likely result in a rating downgrade in the near term. Fitch will continue to monitor this situation and any impact on the operational and financial profiles of ARH. APOGEE TECHNOLOGY: Miller Wachman Raises Going Concern Doubt ------------------------------------------------------------ Miller Wachman LLP raised substantial doubt about Apogee Technology 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 recurring operating losses and negative cash flows from operations. For the years ended Dec. 31, 2006, and 2005, the company incurred a net loss of $3 million. It reported total revenues of $1.9 million for 2006 and total revenues of $5.2 million for 2005. The company's balance sheet as of Dec. 31, 2006, showed total assets of $3.6 million and total liabilities of $710,187, resulting to total stockholders' equity of $2.9 million. Its balance sheet as of Dec. 31, 2006, also showed an accumulated deficit of $15.7 million, as compared with an accumulated deficit of $12.7 million as of Dec. 31, 2005. The company's principal source of liquidity at Dec. 31, 2006, consisted of about $3.1 million in cash and cash equivalents with a working capital of about $2.4 million. The company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Substantially all of its cash is held in high quality money market funds comprised of short-term, fixed income securities earning interest at 4.94% at Dec. 31, 2006. This compares to about $5.5 million in cash and cash equivalents as of Dec. 31, 2005. In addition, as of Dec. 31, 2006, the company had working capital of about $2.4 million, compared with a working capital of about $5 million at December 31, 2005. As of Dec. 31, 2006m and Dec. 31, 2005, the company had no debt. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cef About Apogee Technology Apogee Technology Inc. (AMEX: ATA) -- http://www.apogeemems.com/- - designs and develops intradermal and dermal drug delivery systems while it further develops and markets sensor solutions based upon the company's proprietary nanotechnology and Micro- Electromechanical Systems and drug delivery technologies. BCAP LLC: Moody's Rates Class II-B-3 Certificates at Ba2 -------------------------------------------------------- Moody's Investors Service has assigned Aaa ratings to the senior certificates issued by BCAP LLC Trust 2007-AA2 and ratings ranging from Aa1 to Ba2 to the subordinate certificates in the deal. The securitization is backed by Countrywide Home Loans, Inc. and Wells Fargo Bank, National Association originated Alt-A mortgage loans. It is segregated into two distinct certificate groups. Certificate group I is backed by Countrywide Home Loans, Inc. originated adjustable-rate first lien mortgage loans. Certificate group II is backed by Wells Fargo Bank, National Association originated fixed-rate first lien mortgage loans. Certificate group I ratings are based primarily on the credit quality of the loans, and on the protection from subordination, overcollateralization, excess spread, and an interest rate swap agreement provided by Barclays Bank PLC. Moody's expects collateral losses in loan group I to range from 0.90% to 1.10%. Certificate group II ratings are based primarily on the credit quality of the loans, and on the protection against credit losses provided by subordination. Moody's expect collateral losses in loan group II to range from 0.70% to 0.90%. Countrywide Home Loans Servicing LP will service the mortgage loans in loan group I and Wells Fargo Bank, National Association will service the mortgage loans in loan group II. Moody's has assigned Wells Fargo Bank, National Association a servicer quality rating of SQ1. The complete rating actions are: Issuer: BCAP LLC Trust 2007-AA2 Certificate group I ratings: Cl. I-1-A, assigned Aaa Cl. I-2-A-1, assigned Aaa Cl. I-2-A-2, assigned Aaa Cl. I-M-1, assigned Aa1 Cl. I-M-2, assigned Aa2 Cl. I-M-3, assigned Aa3 Cl. I-M-4, assigned A1 Cl. I-M-5, assigned A2 Cl. I-M-6, assigned Baa1 Cl. I-M-7, assigned Baa2 Cl. I-M-8, assigned Baa3 Certificate group II ratings: Cl. II-1-A-1, assigned Aaa Cl. II-1-A-2, assigned Aaa Cl. II-1-A-3, assigned Aaa Cl. II-1-A-4, assigned Aaa Cl. II-1-A-5, assigned Aaa Cl. II-1-A-6, assigned Aaa Cl. II-1-A-7, assigned Aaa Cl. II-1-A-8, assigned Aaa Cl. II-1-A-9, assigned Aaa Cl. II-1-A-10, assigned Aaa Cl. II-1-A-11, assigned Aaa Cl. II-1-A-12, assigned Aaa Cl. II-1-A-13, assigned Aaa Cl. II-1-A-14, assigned Aaa Cl. II-1-A-15, assigned Aaa Cl. II-1-PO, assigned Aaa Cl. II-1-IO, assigned Aaa Cl. II-AR, assigned Aaa Cl. II-2-A-1, assigned Aaa Cl. II-2-PO, assigned Aaa Cl. II-2-IO, assigned Aaa Cl. II-M-1, assigned Aa2 Cl. II-B-1, assigned A2 Cl. II-B-2, assigned Baa2 Cl. II-B-3, assigned Ba2 BEAR STEARNS: Moody's Puts Low-B Ratings on Six Securities ---------------------------------------------------------- Moody's Investors Service has assigned definitive ratings to securities issued by Bear Stearns Commercial Mortgage Securities Trust Series 2007--PWR15. The provisional ratings issued on March 6, 2007 have been replaced with these ratings: - Class A-1, $85,700,000, rated Aaa - Class A-2, $254,000,000, rated Aaa - Class A-3, $71,800,000, rated Aaa - Class A-AB, $101,500,000, rated Aaa - Class A-4, $975,216,000, rated Aaa - Class A-1A, $306,757,000, rated Aaa - Class A-M, $155,710,000, rated Aaa - Class A-J, $117,113,000, rated Aaa - Class X-1, $2,807,104,970*, rated Aaa - Class B, $52,633,000, rated Aa2 - Class C, $28,072,000, rated Aa3 - Class D, $38,597,000, rated A2 - Class E, $28,071,000, rated A3 - Class F, $38,598,000, rated Baa1 - Class G, $28,071,000, rated Baa2 - Class H, $28,071,000, rated Baa3 - Class J, $10,527,000, rated Ba1 - Class K, $7,017,000, rated Ba2 - Class L, $10,527,000, rated Ba3 - Class M, $3,509,000, rated B1 - Class N, $7,018,000, rated B2 - Class O, $7,018,000, rated B3 - Class P, $31,579,970, rated NR * Approximate notional amount Moody's has assigned definitive ratings to additional class of certificates: - Class A-4FL, $170,000,000, rated Aaa - Class A-MFL, $125,000,000, rated Aaa - Class A-JFL, $125,000,000, rated Aaa - Class X-2, $2,749,530,000*, rated Aaa * Approximate notional amount BEAZER HOMES: Fitch Holds BB+ Ratings and Says Outlook is Negative ------------------------------------------------------------------ Fitch Ratings affirms Beazer Homes USA, Inc.'s (NYSE:BZH) ratings as: -- Issuer Default Rating 'BB+'; -- $1.56 billion senior unsecured debt 'BB+'; -- $1 billion unsecured bank credit facility 'BB+'. The Rating Outlook has been revised to Negative from Stable. The Negative Outlook for Beazer reflects the more challenging outlook for homebuilders, the current and expected near-term deterioration in credit metrics for Beazer, and pressures from credit tightening, which particularly affect entry-level buyers (a significant customer focus at Beazer), and high cancellation rates which add to speculative inventory totals. The very recent departure of James O'Leary, the CFO, to take the CEO position at another company depletes senior management ranks at an inopportune time. Extensive media focus on the company's mortgage banking activities in one metropolitan market and a subsequent HUD inquiry may, for a time, divert management attention. The housing sector is in the midst of a meaningful, multi-year downturn. Beazer has been increasing its sales and marketing efforts focusing on reducing speculative inventory (enlarged by unusually high cancellation rates), reducing its lot supply, reassessing land positions, renegotiating option contracts, and reducing overhead and direct construction costs. During this current downturn Beazer has, as have most builders, leveraged the financial flexibility of land options, walking away from overpriced lots (forfeiting its deposits). These builders also have reported meaningful charges associated with write-downs of land values. Fitch will be monitoring broad housing market trends as well as company specific activity, such as land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, and free cash flow trends. Fitch is sensitive to the potential of covenant violation for some of the homebuilders, particularly that of interest coverage. The possibility of the housing downturn continuing longer and becoming deeper than anticipated could have broad ratings implications for homebuilders. Risk factors for Beazer include the inherent cyclicality of the homebuilding industry. The ratings also manifest the company's historical aggressive growth strategy, moderate exposure to the sluggish Midwest, on-going share repurchase program, and Beazer's relative size. Ratings for Beazer are influenced by the company's operational record during the past decade and the financial progress that the company had achieved. Since the company went public in 1994, it has been an active consolidator in the homebuilding industry, which has contributed to its above-average growth. As a consequence, it has realized higher debt levels than its peers in recent years, especially following the Crossmann Communities acquisition. Management has generally exhibited an ability to quickly and successfully integrate its acquisitions, although Crossmann was an exception to the pattern. In any case, as the company has significant geographic breadth there should be less use of acquisitions going forward, and acquisitions are likely to be moderate relative to Beazer's current size. The company's focus will be on organic growth in existing markets by increasing depth and breadth within those markets. The company is committed to maintaining a net debt to capitalization ratio of 45%-50%. Beazer has grown rapidly since going public in 1994. The company has made eight acquisitions since its IPO. They have varied in size, but cumulatively have contributed meaningfully to Beazer's growth. The acquisitions have helped the company to build its position in certain markets, but primarily have enabled the company to enter new markets. The acquisitions typically were funded by cash on the balance sheet and debt and to a lesser degree by stock. Now that Beazer is in most of the markets it covets, it has adequate geographic diversity. As a corporate entity Beazer now has good scale. Future acquisitions are likely to be bolt-on purchases of smaller, private companies in existing or adjacent Beazer markets as the company looks to increase metropolitan market scale so that it leverages its fixed costs. The key analysis as to whether an acquisition will be made is return on capital. Beazer believes that dominant size (typically top 5-10 ranking) in major metropolitan markets offers key competitive advantage, especially in a consolidating industry. A number of Beazer's major markets rank in the top 20 markets in size in the U.S. and have historically been among the faster growing markets in the country. In certain key markets, notably Las Vegas, metro Washington D.C. and California, land is generally in short supply (from an intermediate and long-term perspective), largely because of government constraints. But Beazer is well positioned in those markets as to current land reserves and access to new land. In most cases the company options or purchases land only after necessary entitlements have been obtained so that development or construction may begin as market conditions dictate. The use of non-specific performance rolling options gives the company the ability to renegotiate price/terms or void the option which limits downside risk in market downturns, and provides the opportunity to hold land with minimal investment. The company wrote off $63 million in land deposits and pre- acquisition costs during fiscal 2006 and the first quarter of fiscal 2007. At the end of Beazer's fiscal 2007 first quarter 49% of the 83,422 total lots were owned, while 51% were controlled through options. Total lots controlled represented 4.8 years of land based on LTM deliveries of 17,500. The company's closings, orders and land position (lots) are reasonably well dispersed among its major markets/regions. Traditionally Beazer has emphasized true starter entry-level (economy) product, a position reinforced by the Crossmann acquisition, and to a lesser degree first and second move-up buyers (value and style). Since fiscal 2003 the company has scaled up its offerings at higher price points within entry level and above. In some markets value products were introduced for the first time. As of Dec. 31, 2006 Beazer had $150.3 million in cash and equivalents and the company had no borrowings and available borrowings of approximately $324.2 million under the revolving credit facility at that date. The revolving credit facility matures on Aug. 21, 2009. Net debt to capitalization was 49.8% at Dec. 31, 2006. The company had irregularly purchased modest amounts of its stock in the past and did not repurchase stock in fiscal 2005. On Nov. 18, 2005, the board expanded the outstanding stock repurchase authorization from 2 million shares as of Sept. 30, 2005 to 10 million shares. The decision to restrain land purchases, especially in the Midwest, initially enabled the board to authorize the redirection of capital to increased share repurchase. The company expects to execute the repurchase program by the conclusion of fiscal 2008. In fiscal 2006, 3.65 million shares were repurchased at a cost of $205.4 million. No stock was repurchased in the fiscal 2007 first quarter. Fitch anticipates restraint as to Beazer's share repurchase this fiscal year; 5.4 million shares remain in Beazer's share repurchase authorization. Beazer pays a modest dividend. BUCKEYE PACIFIC: Case Summary & Nine Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Buckeye Pacific, L.L.C. 20645 North Pima Road, Suite 120 Scottsdale, AZ 85255-5595 Bankruptcy Case No.: 07-01481 Type of Business: The Debtor sells lumber and building materials in wholesale. See http://www.buckeyepacific.com/ Chapter 11 Petition Date: April 4, 2007 Court: District of Arizona (Phoenix) Judge: Randolph J. Haines Debtor's Counsel: Michael W. Carmel, Esq. 80 East Columbus Avenue Phoenix, AZ 85012-4965 Tel: (602) 264-4965 Fax: (602) 277-0144 Total Assets: $10,000,000 Total Debts: $45,799,250 Debtor's Nine Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Wood Patel & Associates, Inc. $460,964 2051 West Northern, Suite 100 Phoenix, AZ 85021 c/o [contact person not identified] Wood Patel & Associates, Inc. 2051 West Northern, Suite 100 Phoenix, AZ 85021 Fluid Solutions $215,492 1121 East Missouri Avenue, Suite 100 Phoenix, AZ 85014 c/o [contact person not identified] Fluid Solutions 1121 East Missouri Avenue, Suite 100 Phoenix, AZ 85014 Tel: (602) 274-6725 St. Clair Meyers Partners, L.L.C. $90,000 8891 Research Drive Irvine, CA 92618 c/o [contact person not identified] St. Clair Meyers Partners, L.L.C. 8891 Research Drive Irvine, CA 92618 Gallagher & Kennedy $11,342 Palmieri, Tyler, Weiner, et al. $9,692 Vollmer & Associates, Inc. $5,017 J.Z.M.K. $3,332 L.P.A. $2,270 Saddingtopn Shusko, L.L.P. $1,140 C AND C PROPERTIES: Files Schedules of Assets and Liabilities ------------------------------------------------------------- C and C Properties delivered to the U.S. Bankruptcy Court for the Southern District of Mississippi its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property $12,500,000 B. Personal Property C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,120,000 E. Creditors Holding Unsecured Priority Claims $93,097 F. Creditors Holding Unsecured Nonpriority Claims $4,803,868 ----------- ----------- Total $12,500,000 $10,016,965 Based in Union, Mississippi, C and C Properties, Inc. develops real estate properties. The company filed for Chapter 11 protection on January 24, 2007 (Bankr. S.D. Miss. Case No. 07-50082). Jeffery Kyle Tyree, Esq. and Melanie T. Vardaman, Esq., at Harris Jernigan & Geno, PPLC, represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed estimated assets and liabilities of $1 million to $100 million. CARLYLE HIGH: S&P Rates $12 Million Class E Notes at BB ------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary ratings to Carlyle High Yield Partners X Ltd./ Carlyle High Yield Partners X Inc.'s $366 million floating-rate notes due 2022. The preliminary ratings are based on information as of April 9, 2007. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect: -- The credit enhancement provided through the subordination of cash flows to the more junior classes and by the preferred shares; -- The transaction's cash flow structure, which was subjected to various stresses requested by Standard & Poor's; and -- The legal structure of the transaction, including the bankruptcy remoteness of the issuer. Preliminary Ratings Assigned Carlyle High Yield Partners X Ltd./ Carlyle High Yield Partners X Inc. Class Rating Amount ----- ------ ------------ A-1 AAA $128,500,000 A-2a AAA $155,000,000 A-2b AAA $17,500,000 B AA $16,000,000 C (deferrable) A $21,000,000 D (deferrable) BBB $16,000,000 E (deferrable) BB $12,000,000 Preferred shares NR $34,000,000 * NR - Not rated. CHATTEM INC: Prices Offering of $85 Mil. Convertible Senior Notes ----------------------------------------------------------------- Chattem Inc. has priced its offering of $85 million aggregate principal amount of Convertible Senior Notes due 2014 in an offering pursuant to Rule 144A under the Securities Act of 1933, as amended, through the initial purchaser of the Notes. Chattem also granted the initial purchaser of the Notes a 13-day option to purchase up to an additional $15 million aggregate principal amount of Notes solely to cover over-allotments, if any. The issuance of the Notes is expected to close on today, April 11, 2007. The Notes will pay interest semiannually at a rate of 1.625% per annum. The Notes will be convertible at an initial conversion rate of 13.6617 shares per $1,000 principal amount of Notes, which is equal to an initial conversion price of $73.20 per share. This represents a 24% conversion premium based on the last reported sale price of $59.03 per share on the NASDAQ Global Select Market on April 4, 2007. In certain circumstances, the Notes will be convertible into cash up to the principal amount, with any excess conversion value being convertible into cash, shares of Chattem common stock or a combination of cash and common stock, at Chattem's option. Chattem estimates that the net proceeds from the offering of Notes will be $83 million after deducting the initial purchaser's discount and estimated offering expenses. Chattem intends to use $25 million of the offering proceeds to fund a convertible note hedge transaction to be entered into with an affiliate of the initial purchaser, which transaction is intended to offset Chattem's exposure to potential dilution upon conversion of the Notes. Chattem will also enter into a separate warrant transaction with an affiliate of the initial purchaser that, together with the convertible note hedge transaction, will have the effect of increasing the effective conversion price to Chattem to $94.45, which represents a 60% conversion premium. Chattem plans on using proceeds from the warrant transaction, estimated at $15 million and the net proceeds from the Note offering to repay amounts outstanding under its credit facility. This notice does not constitute an offer to sell or the solicitation of an offer to buy securities. Any offers of the securities will be made only by means of an offering memorandum. Chattem's issuance of the Notes and the shares of Chattem common stock issuable upon conversion of the Notes have not been, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction. Such securities may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. About Chattem Inc. Chattem Inc. (NASDAQ: CHTT) -- http://www.chattem.com/-- is a marketer and manufacturer of a broad portfolio of branded over the counter healthcare products, toiletries and dietary supplements. The company's portfolio of products includes well- recognized brands such as Icy Hot(R), Gold Bond(R), Selsun Blue(R), ACT(R), Cortizone and Unisom(R). Chattem conducts a portion of its global business through subsidiaries in the United Kingdom, Ireland and Canada. * * * Chattem Inc.'s 7% Exchange Senior Subordinated Notes due 2014 carry Moody's Investors Service's 'B2' rating and Standard & Poor's 'B' rating. CITATION CORPORATION: Joint Plan's Effective Date is April 6 ------------------------------------------------------------ Citation Corp. and its debtor-subsidiaries disclosed that the effective date of their Prepackaged Joint Plan of Reorganization occurred on April 6, 2007, after the satisfaction or waiver of all conditions to the effectiveness of the Plan. Plan Confirmation The U.S. Bankruptcy Court for the Northern District of Alabama confirmed the Debtors' Plan on April 5, 2007. The Court also approved the Debtors' accompanying Disclosure Statement as it contains adequate information within the meaning of Sections 1125 and 1126(b) of the Bankruptcy Code. The Subsidiary Debtors are Citation Foundry Corp.; Citation Camden Casting Center, Inc.; Skokie Castings, Inc.; Interstate Southwest, Ltd.; Citation Wisconsin Forging, LLC; Texas Foundries, Ltd.; TSC Texas, LLC; ISW Texas Corp.; and Texas Steel Corp. Plan Satisfies 16 Steps Toward Confirmation Specifically, Judge Mitchell held that the Plan satisfies the 16 statutory requirements necessary to confirm a plan pursuant to Section 1129(a) of the Bankruptcy Code: (A) The Plan complies with the applicable provisions of Section 1129(a)(l), which encompasses the requirements of Sections 1122 and 1123 governing classification of claims and interests and contents of the Plan. (B) The Plan satisfies Section 1129(a)(2), in that: * the Debtors are proper debtors under Section 109, and proper Plan proponents under Section 1121(a); * the Debtors have complied with applicable provisions of the Bankruptcy Code, except as otherwise provided or permitted by Court orders; and * the Debtors have complied with the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and solicitation procedures order in transmitting the Plan, the Disclosure Statement, the ballots and related documents and notices. (C) The Debtors have proposed the Plan in good faith and not by any means forbidden by law, thereby satisfying Section 1129(a)(3). (D) Any payment made or to be made by the Debtors for services or for costs and expenses in or in connection with the Debtors' Chapter 11 cases has been approved by, or is subject to the approval of, the Court as reasonable, thus satisfying Section 1129(a)(4). (E) In accordance with Section 1129(a)(5), the Debtors have disclosed the manner in which each of the directors that will serve as of the Plan Effective Date will be appointed, consistent with the interests of creditors and with public policy. (F) The Debtors are not subject to any governmental regulatory commission with jurisdiction, after Plan confirmation, over their rates, hence, Section 1129(a)(6) is not applicable. (G) The Plan satisfies Section 1129(a)(7), in that the liquidation analysis and other evidence proffered or adduced at the Plan confirmation hearing are persuasive and credible; have not been controverted by other evidence; and establish that each holder of a Claim or Equity Interest in an impaired Class either (x) has accepted the Plan or (y) will receive or retain property of a value that is not less than the amount that it would receive if the Debtors were liquidated under Chapter 7. (H) Class 3 Other Secured Claims, Class 4 Other Priority Claims, Class 5 General Unsecured Claims and Class 8 Equity Interests in Subsidiaries are unimpaired by the Plan. Under Section 1126(f) and the Solicitation Procedures Order, Claimholders are conclusively presumed to have accepted the Plan. Class 1 Pre-Petition Secured Revolver Claims, Class 2 Pre-Petition Secured Term Loan Claims, Class 6 Preferred Equity Interests and Class 7 Common Equity Interests have voted to accept the Plan in accordance with Sections 1126(c) and (d). (I) The treatment of Administrative Expense Claims and Priority Tax Claims under the Plan satisfies the requirements of Section 1129(a)(9)(A) to (C). (J) Class 1 Prepetition Secured Revolver Claims, Class 2 Prepetition Secured Term Loan Claims, Class 6 Preferred Equity Interests, and Class 7 Common Equity Interests are impaired classes of Claims that have voted to accept the Plan, determined without including any acceptance of the Plan by "insiders," thus satisfying Section 1129(a)(10). (K) The Plan satisfies Section 1129(a)(11) in that Plan confirmation is not likely to be followed by liquidation or the need for further financial reorganization of the Debtors. The Reorganized Debtors' projected financial information attached to the Disclosure Statement is credible and persuasive, and has not been the subject of any objection. The Debtors will have adequate capital to meet their ongoing obligations. Accordingly, the Plan is feasible, thus satisfying the requirements of Section 1129(a)(11). (L) All fees payable under 28 U.S.C. Section 1930 have been paid or will be paid pursuant to the Plan, thereby satisfying Section 1129(a)(12). (M) Pursuant to the Plan, the Reorganized Debtors will continue to pay all retiree benefits of the Debtors for the duration of the period for which they have obligated themselves to provide those benefits, hence, satisfying Section 1129(a)(13). (N) Citation is not required by a judicial or administrative order, or by statute, to pay a domestic support obligation, thus, Section 1129(a)(14) is inapplicable. (O) Citation is not an individual, and accordingly, Section 1129(a)(15) is inapplicable. (P) Citation is a moneyed, business, or commercial corporation, hence, Section 1129(a)(16) is inapplicable. Judge Mitchell further waived the imposed 10-day stay of the Plan Confirmation Order pursuant to Rule 3020(e) of the Federal Rules of Bankruptcy Procedure. Judge Mitchell authorized the Debtors to consummate the Plan and transactions immediately upon entry of the Confirmation Order and satisfaction or waiver of certain conditions set forth in the Plan. Judge Mitchell noted that the Plan's principal purpose is not the avoidance of taxes or application of Section 5 of the Securities Act of 1933. She held that the Plan is in the best interests of the Debtors' creditors. $95,000,000 Exit Facility In conjunction with the Plan Effective Date, Judge Mitchell authorized the Reorganized Debtors to enter into a Restructured Credit Agreement with , which will provide extensions of credit of up to an aggregate of $95,000,000, with JPMorgan Chase Bank, N.A., as administrative and collateral agent. On or before the Effective Date, the commitments under the DIP Facility will terminate, all amounts owing under or in respect of the DIP Facility will be paid in full in cash and any outstanding letters of credit under and in connection with the DIP Facility will have been paid or satisfied, or the Debtors will have provided cash collateral to a DIP Agent in accordance with the terms of the DIP Facility. Moreover, Judge Mitchell ruled that all executory contracts or unexpired leases assumed by the Debtors during their bankruptcy cases or under the Plan will be assigned and transferred to, and remain in full force and effect for the benefit of, the Reorganized Debtors, notwithstanding any provision in that contract or lease that purports to prohibit assignment or transfer, or that enables or requires termination of the contract or lease. Effect of "Gatekeeper" Limitation Judge Mitchell ruled that the Plan provisions relating to requirements that an action on a Potentially Insured Claim must be commenced or maintained in the first instance in the Court will be given effect only until the Plan's "substantial consummation" has occurred. However, nothing limits the Court's jurisdiction as provided by applicable law or other provisions of the Plan or the Confirmation Order. Substantial Consummation of the Plan, as defined in Section 1101(2), will be deemed to occur on the Effective Date. Plan Confirmation Objections Overruled Judge Mitchell overruled Plan Confirmation objections filed by J. Thomas Corbett, Chief Deputy Bankruptcy Administrator for the Northern District of Alabama; Hasbrouck Haynes, Jr., as trustee of a May 31, 2005 General Unsecured Creditors Trust Agreement between him and Citation Corp.; AVCO Corp., on behalf of its Textron Lycoming Reciprocating Engine Division; and Liberty Mutual Insurance Company. The Bankruptcy Administrator tried to block the confirmation of the Plan, asserting that the Plan appears to violate the absolute priority rule pursuant to Section 1129(b)(2)(B)(ii). He insisted that the Plan failed to provide for the present value of Class 5 unsecured claims, thus, the Plan should not be confirmed. The Creditors Trustee also objected to the Plan to the extent that it impairs any beneficiaries of the Trust or alters any legal, equitable or contractual rights of the beneficiaries of the Trust, since: -- the Plan does not ratify and reaffirm the terms of the Trust and the New Subordinated Note; and -- the Plan includes third party releases. AVCO asserted that the impairment of its rights and other unsecured creditors prohibits Plan confirmation. According to AVCO: -- the Plan failed to accurately disclose which classes are unimpaired, and failed to provide treatment for certain creditors in violation of Sections 1123(a)(2) and (3); -- the Disclosure Statement does not contain adequate information regarding the impairment of unsecured creditors, but instead denies impairment; -- votes obtained on the basis of the Disclosure Statement cannot form the basis of a consensual plan pursuant to Section 1125(a)(1); -- Class 5 is impaired, has not consented to the Plan, and equity holders retain an interest prohibiting confirmation pursuant to Section 1129(a)(8) and (b)(2)(B)(ii); and -- the Plan improperly classifies all unsecured claims together in Class 5, despite the fact that some members of the class are impaired and others are unimpaired. Liberty Mutual reserved its rights to raise related issues at the confirmation hearing if: (i) the Debtors' intention with respect to the rights, claims, and interests of Liberty Mutual changes; (ii) the Plan is subsequently modified in ways that threaten to adversely affect Liberty Mutual's rights, claims, or interests; or (iii) the agreed provisions of the Plan Confirmation Order addressing Liberty Mutual's concerns are withdrawn or modified without its agreement. Following good-faith discussions with Liberty Mutual's counsel, the Debtors agreed to amend and restate the Plan to add certain definitions on Liberty Mutual's claims, insurance policy, insurance-related contract, insured claim, and insurance security. Under the Plan, Insurance Security means the collateral held by Liberty Mutual securing the Debtors' obligations that consist of $665,000 in cash deposits and $11,981,804 in letters of credit, representing: -- a $10,100,000 letter of credit for Liberty Mutual's benefit; -- a $613,501 letter of credit for Travelers Insurance Company's benefit; -- a $775,000 letter of credit for the Illinois Industrial Commission's benefit; -- a $350,000 letter of credit for the benefit of Alabama Department of Industrial Relations, Workers Compensation Division; -- a $100,000 letter of credit for the benefit of TIG Insurance Company; and -- a $43,303 letter of credit for the benefit of the Alabama Self-Insured Workers' Compensation Fund. Judge Mitchell approved the Plan amendments. A full-text copy of the Plan Confirmation Order is available at no charge at http://ResearchArchives.com/t/s?1cec About Citation Corporation Headquartered in Birmingham, Alabama, Citation Corporation -- http://www.citation.net/-- designs, develops and manufactures cast, forged and machined components for the capital and durable goods industries, including the automotive and industrial markets. Citation uses aluminum, steel, gray iron, and ductile iron as the raw materials in its various manufacturing processes. The Debtor and its debtor-affiliates previously filed for protection on Sept. 18, 2004 (Bankr. N.D. Ala. Case No. 04-08130). Michael Leo Hall, Esq., and Rita H. Dixon, Esq., at Burr & Forman LLP, represented the Debtors in their first bankruptcy. Judge Tamara O. Mitchell confirmed the company's Second Amended Joint Plan of Reorganization on May 18, 2005. The Debtor and 11 debtor-affiliates filed for their second bankruptcy on March 12, 2007 (Bankr. N.D. Ala. Case Nos. 07-01153 to 07-01162). David S. Heller, Esq., at Latham & Watkins LLP, and Michael Leo Hall, Esq., at Burr & Forman LLP, represent the Debtors. Citation's schedules filed with the Court showed total assets of $157,242,049 and total debts of $253,270,918. The Debtors exclusive period to file a chapter 11 plan expires on July 10, 2007. (Citation Corp. Bankruptcy News, Issue No. 5, http://bankrupt.com/newsstand/or 215/945-7000). COMMUNITY HEALTH: A.M. Best Puts Ratings Under Negative Review -------------------------------------------------------------- A.M. Best Co. has placed the financial strength rating of B (Fair) of Community Health Plan and its insurance subsidiary, Community Health Plan Insurance Company under review with negative implications. Both companies are domiciled in Saint Joseph, Missouri. This rating action reflects the deteriorated level of capitalization at both CHP and CHPIC due to underwriting losses sustained in 2006. Capitalization has historically been thin at both entities; however, current levels do not meet A.M. Best's threshold for the current rating level. Additionally, commercial membership has declined substantially having lost several major group accounts, and earnings have been weak over the past several years. Partially offsetting these weaknesses is the explicit support the companies receive from the parent, Heartland Health, a financially stable non-profit integrated health care delivery system. The rating of both CHP and CHPIC will remain under review with negative implications pending A.M. Best's discussions with HH's management regarding appropriate levels of capital that should be infused into the health plans in order to maintain the current rating and the health plan's strategy to maintain rating appropriate levels of capital in the future. Founded in 1899, A.M. Best Company is a full-service credit rating organization dedicated to serving the financial services industries, including the banking and insurance sectors. COUDERT BROTHERS: Hires Edwin Matthews as Special Counsel --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York gave Coudert Brothers LLP permission to employ Edwin S. Matthews, Jr., Esq., of Baker & Mckenzie LLP, as its special counsel. As reported in the Troubled Company Reporter on March 22, 2007, the Debtor disclosed that Mr. Matthews was an attorney of Coudert before joining Baker & McKenzie in September 2005. The Debtor told the Court that Mr. Matthews will continue to represent the Debtor in connection with: * its claim for attorneys' fees in Donald M. Paradis v. William J. Brady, et al., Case No. CIV 03-150-N-BLW in the U.S. District Court for the District of Idaho; and * a civil action brought by Donald M. Paradis against Kootenai County in Idaho and certain present and former County officials under Section 1983 of Title 42 of the US Code. The Debtor will pay Mr. Matthews, on a contingency fee basis, 50% of any amount recovered with regards to the cases mentioned. Mr. Matthews assured the Court that he is disinterested as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Matthews can be reached at; Edwin S. Matthews, Jr., Esq. Baker & Mckenzie LLP 1114 Avenue of the Americas New York, New York 10036 Tel: (212) 626-4100 Fax: (212) 310-1600 http://www.bakernet.com/ Coudert Brothers LLP was an international law firm specializing in complex cross border transactions and dispute resolution. The firm had operations in Australia and China. The Debtor filed for Chapter 11 protection on Sept. 22, 2006 (Bankr. S.D.N.Y. Case No. 06-12226). John E. Jureller, Jr., Esq., and Tracy L. Klestadt, Esq., at Klestadt & Winters, LLP, represents the Debtor in its restructuring efforts. Brian F. Moore, Esq., and David J. Adler, Esq., at McCarter & English, LLP, represent the Official Committee of Unsecured Creditors. In its schedules of assets and debts, Coudert listed total assets of $29,968,033 and total debts of $18,261,380. CYBERCARE INC: Files Amended Chapter 11 Plan in Florida ------------------------------------------------------- Cybercare Inc. and its debtor-affiliate, CyberCare Technologies, Inc., delivered a disclosure statement explaining their Amended Chapter 11 Plan of Reorganization with the U.S. Bankruptcy Court for the Middle District of Florida. Under the Amended Plan, CyberCare will continue its corporate existence as a publicly traded holding company whose primary assets, as of the Effective Date will be the stock of Cast-Crete Corporation. After the Effective Date, Cast-Crete will transfer to CyberTech medical and healthcare related technology and Intellectual Property, in exchange for the issuance of additional New Stock of CyberTech or debt. Plan Funding The Debtor tells the Court that it will enter into an Exit Financing Facility with Cast-Crete Corp. or a related entity. Proceeds of the Exit Financing will be used 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. Treatment of Claims Under the Amended Plan, all Priority Claims and Tax Claims will be paid in full. The secured claim of Cast-Crete, as DIP Lender, will be paid and satisfied through the issuance of New Stock of Reorganized CyberCare. Cast-Crete's unsecured claim will be satisfied through 100% shares of the total New Stock in the Reorganized CyberTech issued under the Plan. The Debtors disclose that the security interests of Anthony Tang and related entities are unperfected and avoidable pursuant to Section 544 of the Bankruptcy Code and thus will be treated as a general unsecured claim. This does not include however, C.C. Fortune Venture, LLC's security interest in the Outreach Note and lien asserted in CyberTech's Common Stock, as well as, Manford Investments, LLC's Manford set-off rights. CC Fortune's secured claim with respect to the Common Stock will be satisfied through: (a) the transfer to CC Fortune, or its nominee, of an 80% ownership interest in the Licensee of all of CyberCare's and CyberTech's rights to the Technology and Intellectual Property, subject to the Licensee's obligations to issue a sub-license back to CyberTech; and (b) the issuance of warrants to purchase additional shares of New CyberCare Stock outside of North America. CC Fortune's secured claim on the Outreach Note will be paid from the Outreach Proceeds in accordance with the Outreach Stay Relief Order. The Judgment Lien Creditors will receive the value of their Secured Claims through the surrender of the tangible personal property, other than Causes of Action, and the right to enforce the Lien against the property in accordance with the priority of the said Lien. Judgment Lien Creditors are:: A. Razzak Tai, M.D.; Phoenix Leasing, Inc.; Equilease Financial Services, Inc. ("Equilease"); Capital Publishing; General Electric Capital; International Business Machines Corp.; and Rodger Hochman. General Unsecured Creditors will receive, in satisfaction of their claims, a pro rata distribution of a number of shares of New Stock from the Unsecured Stock Pool equal to the Holders of the Claims' Unsecured Stock Pool Share, provided that the shares of the New Stock that would be distributed to the Tang Entities on account of their Allowed Unsecured Claims against CyberCare will be contributed to the Equity Stock Pool for distribution to the Holders of Equity Interests. Holders of Equity Interests in CyberCare will receive a pro rata distribution of New Stock from the Equity Stock Pool based on the proportional amount of Common Stock previously held by the Holder as to all outstanding Common Stock as of the bankruptcy filing. CyberTech's Equity Interests however, will be cancelled. No distributions will be made on account of Intercompany Claims. About CyberCare 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. DAIMLERCHRYSLER AG: Kerkorian Offers $4.5 Billion for Chrysler ------------------------------------------------------------- DaimlerChrysler AG has received a new offer of up to $4.5 billion in cash from Tracinda Corp., an investment firm owned by billionaire Kirk Kerkorian, published reports say. Meanwhile, Magna International Inc. and private-equity group Cerberus Capital Management LP have each submitted tenders for Chrysler, with Blackstone Group LP and Centerbridge Capital Partners LLC presenting a joint bid for the ailing unit, Bloomberg News relates. Tracinda plans to offer United Auto Workers union a "substantial portion" of Chrysler equity in exchange for lower healthcare cost for hourly workers, the Wall Street Journal reveals. According to reports, Mr. Kerkorian's tender also depends on whether Chrysler enters into a "satisfactory" labor contract with the UAW and if Daimler agrees to share part of the troubled unit's unfunded pension liabilities and retiree heath-care costs amounting to US$15 billion. In a letter to DaimlerChrysler CEO Dieter Zetsche, Jerome B. York, Mr. Kerkorian's longtime lieutenant and former Chrysler CFO, wrote: "Investors that feel the need to show 'mark to market' results in their funds in relatively short time frames (just a few years) will not be willing to invest as necessary over an unusually lengthy period of time to achieve the necessary end results. Long term, patient investing has been Tracinda's approach." Mr. Kerkorian previously said he wants "a true partnership" with the company's workers, including the investment of "necessary new funds" to help boost Chrysler's product spending, reports claim. This is Mr. Kerkorian's second attempt to acquire Chrysler, following a failed $25 million hostile bid in 1995 that later led to Chrysler's 1998 merger with Daimler-Benz AG of Germany, The Scotsman states. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA: DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam, and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DAIMLERCHRYSLER AG: Board Names Dr. Manfred Bischoff as Chairman ---------------------------------------------------------------- The Supervisory Board of DaimlerChrysler AG elected Dr. Manfred Bischoff, Chairman of the Board of Directors of the European Aeronautic Defence and Space Company, as its new Chairman with immediate effect. Dr. Bischoff succeeds Hilmar Kopper, who was a member of the Supervisory Board for 17 years. The former chairman of the Supervisory Board of Deutsche Bank AG was elected as a member of the Supervisory Board of Daimler-Benz AG on Jan. 4, 1990, and on March 7 of that year, the Supervisory Board elected him as its Chairman. Previously, the Annual Meeting of DaimlerChrysler AG on April 4, 2007, elected Prof. Dr. Clemens Boersig, Chairman of the Supervisory Board of Deutsche Bank AG, as a new member of the Supervisory Board replacing Hilmar Kopper. Mr. Clemens Borsig's period of office lasts until the end of the Annual Meeting in 2012. In addition, Manfred Bischoff was elected as the new Chairman of the Presidential Committee and succeeds Hilmar Kopper also in this position. The new member of the Presidential Committee is Dr. rer. pol. Manfred Schneider, Chairman of the Supervisory Board of Bayer AG. New Supervisory Board member Clemens Borsig succeeds Hilmar Kopper as a member of the Audit Committee. The Chairman of the Audit Committee is still Bernhard Walter, former chairman of the Board of Management of Dresdner Bank AG. DaimlerChrysler's shareholders also approved the distribution of a dividend for 2006 of EUR1.50 per share (prior year: EUR1.50 per share). The total dividend distribution amounts to EUR1.542 billion. The item of the agenda "Allocation of Unappropriated Profit" was approved with 99.81% of the votes cast. The members of the Board of Management were ratified with percentages ranging from 97.06 to 97.07%, the members of the Supervisory Board were ratified with percentages ranging from 96.07 to 96.22%. The additional items of the agenda submitted by shareholders were only approved with a maximum of 5.2% of the votes cast and therefore rejected. Approximately 7,900 shareholders attended the Annual Meeting at the Berlin Messe exhibition center (prior year: 8,100). 39.19% of the shareholders' voting rights were represented at the Annual Meeting. On April 5, 2007, the dividend will be paid out to those shareholders who held shares on April 4, 2007. About DaimlerChrysler Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX) (FRA: DCX) -- http://www.daimlerchrysler.com/-- develops, manufactures, distributes, and sells various automotive products, primarily passenger cars, light trucks, and commercial vehicles worldwide. It primarily operates in four segments: Mercedes Car Group, Chrysler Group, Commercial Vehicles, and Financial Services. The company's worldwide operations are located in: Canada, Mexico, United States, Argentina, Brazil, Venezuela, China, India, Indonesia, Japan, Thailand, Vietnam and Australia. The Chrysler Group segment offers cars and minivans, pick-up trucks, sport utility vehicles, and vans under the Chrysler, Jeep, and Dodge brand names. It also sells parts and accessories under the MOPAR brand. The Chrysler Group is facing a difficult market environment in the United States with excess inventory, non-competitive legacy costs for employees and retirees, continuing high fuel prices and a stronger shift in demand toward smaller vehicles. At the same time, key competitors have further increased margin and volume pressures -- particularly on light trucks -- by making significant price concessions. In addition, increased interest rates caused higher sales & marketing expenses. In order to improve the earnings situation of the Chrysler Group as quickly and comprehensively, measures to increase sales and cut costs in the short term are being examined at all stages of the value chain, in addition to structural changes being reviewed as well. DAVIDSON DIVERSIFIED: Ernst & Young Raises Going Concern Doubt -------------------------------------------------------------- Ernst & Young LLP raised substantial doubt on Davidson Diversified Real Estate III, LP's ability to continue as a going concern after auditing the partnership's consolidated financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the partnership's recurring operating losses and accumulated deficit. Ernst & Young also reported that on April 4, 2006, and affiliate of the Managing General Partner demanded payment in full of its outstanding advances and related accrued interest. For the year ended Dec. 31, 2006, the partnership reported a net loss of $1.4 million on total revenues of $4 million, as compared with a net income of $5.7 million on total revenues of $3.8 million for the year-ago period. The partnership had total assets of $12.2 million and total liabilities of $21.4 million, resulting to total partners' deficit of $9.2 million. At Dec. 31, 2006, the partnership had cash and cash equivalents of approximately $282,000, as compared with $1.2 million at Dec. 31, 2005. The decrease in cash and cash equivalents was due to about $564,000 and $352,000 of cash used in operating and investing activities, respectively. Cash used in investing activities consisted of property improvements and replacements. The partnership invests its working capital reserves in interest bearing accounts. There were no distributions to the partners for the years ended Dec. 31, 2006 and 2005. A full-text copy of the partnership's annual report is available for free at http://ResearchArchives.com/t/s?1cdd About Davidson Diversified Based in Greenville, South Carolina, Davidson Diversified Real Estate III, LP, is a Delaware limited partnership organized in July 1985. The partnership's primary business is to operate and hold for investment existing income-producing residential real estate properties. It receives income from its property and is responsible for operating expenses, capital improvements and debt service payments under mortgage obligations secured by the property. The general partners are Davidson Diversified Properties Inc., the managing general partner; Freeman Equities, Ltd., the associate general partner; and David W. Talley and James T. Gunn, the individual general partners. DELTA AIR: Republic Airways Sells Claim for $44.59 Million ---------------------------------------------------------- Delta Air Lines' unsecured creditor, Republic Airways Holdings Inc. disclosed that it has sold the company's $91 million prepetition claim in Delta Air's bankruptcy for $44.59 million. The transaction will close today, April 11, 2007. On March 27, 2007, The United States Bankruptcy Court for the Southern District of New York approved the Delta Connection Agreement between Delta Air and Republic Airways, Chautauqua Airlines and Shuttle America. About Republic Airways Headquartered in Indianapolis, Indiana, Republic Airways Holdings (NASDAQ:RJET), is an airline holding company that owns Chautauqua Airlines, Republic Airlines and Shuttle America. The airlines offer scheduled passenger service on over 1,000 flights daily to 108 cities in 36 states, Canada, Mexico and the Bahamas through airline services agreements with six U.S. airlines. All of the airlines' flights are operated under their airline partner brand, such as AmericanConnection, Delta Connection, United Express, US Airways Express, Continental Express and Frontier Airlines. The airlines currently employ approximately 3,900 aviation professionals and operate 189 regional jets. About Delta Air Headquartered in Atlanta, Ga., Delta Air Lines (OTC:DALRQ) -- http://www.delta.com/-- is the world's second-largest airline in terms of passengers carried and the leading U.S. carrier across the Atlantic, offering daily flights to 502 destinations in 88 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. The company and 18 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents the Debtors in their restructuring efforts. Timothy R. Coleman at The Blackstone Group L.P. provides the Debtors with financial advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured Creditors with legal advice. John McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James S. Feltman at Mesirow Financial Consulting, LLC, serve as the Committee's financial advisors. As of June 30, 2005, the Company's balance sheet showed $21.5 billion in assets and $28.5 billion in liabilities. Plan Update The Debtors filed a chapter 11 plan of reorganization and disclosure statement explaining that plan on Dec. 19, 2007. On Jan 19, 2007, they filed revisions to the plan and disclosure statement, and submitted further revisions to the plan on Feb. 2, 2007. On Feb. 7, 2007, the Court approved the adequacy of the Debtors' disclosure statement. The hearing to consider confirmation the Debtors' plan is scheduled on April 25, 2007. DIAMONDBACK DELIVERY: Case Summary & 19 Largest Creditors --------------------------------------------------------- Debtor: Diamondback Delivery Corporation 2435 East Pecan Road Phoenix, AZ 85040 Bankruptcy Case No.: 07-01567 Type of Business: The Debtor provides long-distance trucking services. See http://diamondbackdelivery.com/ Chapter 11 Petition Date: April 9, 2007 Court: District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Donald W. Powell, Esq. Carmichael & Powell, P.C. 7301 North 16TH Street, Suite 103 Phoenix, AZ 85020 Tel: (602) 861-0777 Fax: (602) 870-0296 Total Assets: $83,500 Total Debts: $1,209,334 Debtor's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Labor Ready $70,652 c/o Clovis & Roche' P.O. Box 1164 Metairie, LA 70004 Osborne Properties Limited Partnership $42,588 c/o William F. King 2901 North Central Avenue, Suite 1000 Phoenix, AZ 85012 Exxon/Roadrunner $30,127 2440 West 12th Street, Suite 6 Tempe, AZ 85281 Midco Courier $28,616 Prudential Overall Supply $22,606 Kraus Anderson Insurance $10,512 Dave Buterbaugh $8,894 N.A.P.A. Genuine Auto Parts $8,828 Around the Clock Refrigeration, Heating & Air $6,946 Conditioning Lincoln General Insurance Company $6,817 Intertel $6,176 X.O. Communications $6,162 American Work Force $6,093 D.H. Pace Door Service $5,974 C.Y.C. $5,500 Allied Waste $5,354 Moyes Storey $4,615 Prodivers $2,204 Valley Towing $1,812 ECV DEVELOPMENT: Plan Proposes to Pay All Creditors in Full ----------------------------------------------------------- ECV Development LLC has delivered a disclosure statement describing its Chapter 11 Plan of Reorganization to the U.S. Bankruptcy Court for the Southern District of California. Treatment of Claims Class 1 Tax Claims of Imperial County amounting to $5,938 will be paid in full plus 10% interest from the proceeds of the sale of the Debtor's 23 partially improved lots in the City of El Centro, California. Emvest Mortgage Fund, and other holders of Class 2 Secured Claims will receive 100% of their claims from the proceeds of the loan secured by a first deed of trust on the 23 partially improved lots, and in part from the sale of those lots. Holders of Class 3 General Unsecured Claims will also be paid in full, subject to the availability of funds from the proceeds of the sale of the property. Plan Funding The Debtor discloses that it has a sum of $9,750 in a debtor-in- possession bank account. The Debtor said it will obtain a loan of $1,500,000 secured by a first deed of trust on the 23 partially improved lots. From the proceeds of the loan, the Debtor will pay 23 $32,000 notes based upon the amount of $38,951 each, plus interest of $27,2006 from the date of their notice of default. The Debtor proposes to sell the real property as finished lots, subject to completion of improvements. Headquartered in Carlsbad, California, ECV Development LLC first filed for chapter 11 protection on July 28, 2006 (Bankr. S.D. Calif. Case No. 06-02001). The motion was dismissed on November 28, 2006. The Debtor filed for its Second Chapter 11 Protection on January 8, 2007 (Bankr. S.D. Calif. Case No. 07- 00052). Raymond R. Lee, Esq. of Suppa, Trucchi & Henein LLP represents the Debtor in its restructuring efforts. All of the Debtor's creditors are insiders. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtor sought protection from its creditors, it listed assets and debts between $1 million to $100 million. ELGIN NATIONAL: Moody's Revises Outlook to Developing ----------------------------------------------------- Moody's Investors Service has revised Elgin National Industries' outlook to developing from negative in light of GFI Energy Ventures, LLC's acquisition of a majority stake in the company on March 29, 2007. As per the indenture governing Elgin's $74 million 11% senior notes due 2007, rated Caa3, the company is obligated to offer to repurchase all outstanding notes at 101% of the principal amount, including any accrued and unpaid interest. The offer to repurchase the notes will be made within 20 days following the acquisition date above. Subsequent to the expected redemption of all outstanding 11% senior notes, Moody's anticipates withdrawing all ratings pertaining to Elgin including the company's Caa2 corporate family rating. Elgin National Industries, Inc., headquartered in Downers Grove, Illinois, is a holding company. Its subsidiaries manufacture and market industrial equipment and provide engineering services supporting specialized industries such as oil and gas drillers as well as coal and mineral processors. ENERGY PARTNERS: Provides Update on Offer and Consent Solicitation ------------------------------------------------------------------ Energy Partners Ltd. has disclosed the preliminary results in connection with its cash tender offer to purchase any and all of its outstanding 8-3/4% Senior Notes due 2010 and related consent solicitation to amend the indenture pursuant to which the Notes were issued. As of 5:00 p.m., New York City time, on April 5, 2007, tenders and consents had been received from holders of a majority of the outstanding Notes. Accordingly, the requisite consents to adopt the proposed amendments to the indenture governing the Notes have been received, and a supplemental indenture to effect the proposed amendments described in the Offer to Purchase and Consent Solicitation Statement dated March 26, 2007 has been executed. As the company has executed the supplemental indenture, tendered Notes may no longer be withdrawn and consents delivered may no longer be revoked, except in the limited circumstances described in the Offer to Purchase. The Offer remains open and is scheduled to expire at 12:00 midnight, New York City time, on April 20, 2007, unless extended or earlier terminated by the company. The completion of the tender offer and consent solicitation is subject to the satisfaction or waiver by the company of a number of conditions, as described in the Offer to Purchase. The Offer is subject to the satisfaction or waiver of certain conditions, including the closing of the Company's equity self- tender offer, the consummation of the requisite financing to purchase the Notes, and certain other customary conditions. Complete terms and conditions of the Offer are described in the Offer to Purchase, copies of which may be obtained from the information agent and depositary for the Offer: Mackenzie Partners, Inc. Tel: (800) 322-2885 (US toll-free), and (212) 929-5500 (collect). The company has engaged Banc of America Securities LLC to act as the exclusive dealer manager in connection with the Offer. Questions regarding the Offer may be directed to: Banc of America Securities LLC High Yield Special Products Tel: (888) 292-0070 (US toll-free), and (704) 388-9217 (collect) About Energy Partners Headquartered in New Orleans, La., Energy Partners Ltd. (NYSE: EPL) -- http://www.eplweb.com/-- is an independent oil and natural gas exploration and production company. Founded in 1998, the company's operations are focused along the U. S. Gulf Coast, both onshore in south Louisiana and offshore in the Gulf of Mexico. * * * As reported in the Troubled Company Reporter on Mar. 14, 2007, Moody's Investors Service downgraded Energy Partners, Ltd.'s Corporate Family Rating to B3 from B2 and its Probability of Default Rating to B3 from B2 following the conclusion of the company's strategic alternative process. ENHERENT CORP: December 31 Balance Sheet Upside-Down by $1 Million ------------------------------------------------------------------ enherent Corp. reported total capital deficiency of $1 million, resulting from total assets of $10 million and total liabilities of $11.1 million as of Dec. 31, 2006. The company's December 31 balance sheet also showed strained liquidity with total current assets of $5.1 million available to pay total current liabilities of $7.8 million. The company reported an accumulated deficit of $28.3 million as of Dec. 31, 2006, slightly up from an accumulated deficit of $28 million as of Dec. 31, 2005. Net loss for the year ended Dec. 31, 2006, was $297,509 on total revenues of $30.1 million, as compared with net loss for the year ended Dec. 31, 2005, of $743,505 on total revenues of $27.3 million. The company has incurred losses from the years ended Dec. 31, 1999, through the year ended Dec. 31, 2006. For the years ended Dec. 31, 2005, 2004, 2003 and 2002, the company reported a net loss of $700,000, $700,000, $500,000 and $6.1 million, respectively. Service revenues increased to $27.5 million for the year ended Dec. 31, 2006, from $23.8 million for the prior year. Equipment and software revenues decreased 25.4% to $2.6 million for the year ended Dec. 31, 2006, from $3.5 million for the prior year. Operating expenses decreased to $6.5 million for the year ended Dec. 31, 2006, from $6.7 million for the prior year. Interest expense increased to $739,000 for the year ended Dec. 31, 2006, from $643,000 for the prior year. Liquidity and Capital Resources The company has three subordinated notes relating to prior Dynax acquisitions bearing interest rates of between prime and prime plus 1%. As of Dec. 31, 2006, the aggregate balance outstanding was $710,000, representing $457,000 of principal and $253,000 of accrued interest. The acquisition notes are subordinated to Ableco. The company has a three-year $150,000 note payable relating to the repurchase of enherent's Preferred Stock in 2004 bearing interest of 4%. Annual principal payments of $50,000 are due commenced on April 15, 2005. As of Dec. 31, 2006, the principal balance outstanding was $50,000. The company has compensation payable to a former board chairman of Dynax pursuant to the terms of a separation agreement. Amounts owed under the separation agreement are payable in quarterly installments of $31,000 bearing imputed interest of 8.6% through March 2008. As of Dec. 31, 2006, the balance outstanding was $150,000, net of imputed interest. As of Dec. 31, 2006, the company's long-term obligations with maturities of less than one year totaling $3.6 million consist of the Ableco revolving asset based credit facility of $2.9 million, capital leases of $40,000, compensation payable to the former chairman of $115,000, and subordinated notes in the aggregate amount of $603,000. Cash and cash equivalents were $632,000 at Dec. 31, 2006, as compared with $321,000 at Dec. 31, 2005. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1ce7 About enherent Corp. Based in New York City, enherent Corp. (OTC BB: ENHT) -- http://www.enherent.com/-- provides information technology services in the U.S. Its services include IT consultative resource and staffing, systems integration, application development, and network and security. The company also distributes computer hardware and software products. The company primarily serves insurance, financial services, banking, retail distribution, apparel, home healthcare, and pharmaceutical industries. ENVIRONMENTAL SYSTEMS: Moody's to Withdraw Rating on Lack of Info ----------------------------------------------------------------- Moody's Investors Service confirmed the ratings of Environmental Systems Products Holdings Inc. and these will subsequently be withdrawn. The ratings are being withdrawn because Moody's believes it lacks adequate information to maintain a rating. The ratings were placed under review for possible downgrade on March 21, 2007 following financial performance that was below expectations and resulting constraints on financial flexibility. As part of that action, the Corporate Family Rating was downgraded to B3 from B2, which resulted in a corresponding downgrade of all instrument ratings. Moody's confirmed the ratings, subject to withdrawal: The Ba3 (LGD 2, 11%) rated $5 million senior secured first lien revolving credit facility due 2008; The Ba3 (LGD 2, 11%) rated remaining $55 million senior secured first lien Term Loan B due 2008; The Caa1 (LGD4, 66%) rated $162 million guaranteed second lien senior secured term loan due 2010; The B3 Corporate Family Rating; The B3 Probability of Default Rating. Environmental Systems Products Holdings Inc., with 2006 revenues of approximately $206 million, is headquartered in East Granby, Connecticut. Through its Envirotest Systems Corp. operating subsidiary (approximately 82% of revenues), the company operates centralized vehicle emission testing programs under multi-year contracts entered into with state, provincial and municipal governments. Through its Environmental Systems Products, Inc. operating subsidiary (approximately 17% of revenues), the company designs, assembles and sells vehicle emission testing equipment to decentralized facilities. ESP is a privately held company, of which approximately 68% is controlled by Credit Suisse Private Equity. ENVISION HEALTHCARE: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Envision Healthcare, Inc. 9191 Towne Centre Drive, Suite 400 San Diego, CA 92122 Bankruptcy Case No.: 07-01539 Type of Business: The Debtor is a magnetic resonance imaging center that is wholly-owned by Miracor Diagnostics, Inc. Chapter 11 Petition Date: March 29, 2007 Court: Southern District of California (San Diego) Judge: Peter W. Bowie Debtor's Counsel: Christopher H. Bayley, Esq. Snell & Wilmer, L.L.P. One Arizona Center, 400 East Van Buren Phoenix, AZ 85004-2202 Tel: (602) 382-6000 -- and -- William A. Bramley, III, Esq. 110 Juniper Street San Diego, CA 92101 Tel: (619) 232-1400 Fax: (619) 232-2541 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's Three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hitachi Capital America Corp. equipment loan $1,521,424 21925 Network Place value of Chicago, IL 60673-1219 security: $250,000 G.E. Healthcare Financial equipment lease $15,388 P.O. Box 641419 Pittsburgh, PA 15264-1419 Hitachi Medical Systems trade debt $13,250 America P.O. Box 714228 Columbus, OH 43271-4228 FAMILYMEDS GROUP: Shareholders Approve Plan of Liquidation ---------------------------------------------------------- At a special meeting, shareholders of Familymeds Group, Inc. voted for the approval of each of the proposals set forth in the proxy statement filed by the company with the Securities and Exchange Commission on March 12, 2007. Shareholders voted to approve the sale of a majority of pharmacy assets to Walgreen Co. and Walgreen Eastern Co. Inc. Shareholders also voted to approve and adopt a plan of complete liquidation and dissolution of the company and the transactions contemplated thereby pursuant to which the company will be dissolved and liquidated. Headquartered in Farmington, Connecticut, Familymeds Group, Inc. (Nasdaq: FMRX) -- http://www.familymeds.com/-- is a pharmacy and medical specialty product provider formed by the merger on Nov. 12, 2004, of DrugMax, Inc., and Familymeds Group, Inc. Familymeds operates 86 locations, including 7 franchised locations in 14 states under the Familymeds Pharmacy and Arrow Pharmacy & Nutrition Center brand names. Familymeds offers a comprehensive selection of brand name and generic pharmaceuticals, non- prescription healthcare-related products, and diagnostic supplies to its patients, physicians, clinics, long- term care and assisted living centers. As of Sept. 30, 2006, the company's balance sheet showed a stockholders' deficit of $7,364,000, compared to a deficit of $11,293,000 at Dec. 31, 2005. FOSTER WHEELER: Earns $262 Million in Year Ended December 29 ------------------------------------------------------------ Foster Wheeler Ltd. reported net income of $262 million on operating revenues of $3,495 million for the year ended Dec. 29, 2006. This compares with a net loss of $109.7 million on operating revenues of $2,200 million for the year ended Dec. 30, 2005. Results of operations for 2006 includes an asbestos-related net gain of $100.1 million, $27.4 million in charges relating to successful debt reduction initiatives and the voluntary termination of the company's former domestic credit agreement, and $7.1 million in costs relating to the closure of the Global Power Group's Canadian office. Excluding these items, net income for the year was $196.4 million. "2006 was an outstanding year for Foster Wheeler. I would like to congratulate our management team and recognize all of our employees worldwide for transforming the earning capability of this company to a level that far exceeds any prior period in our company's 116-year history," said Raymond J. Milchovich, chairman and chief executive officer. "The combination of the commercial and operational excellence demonstrated by our Global E&C Group and its 47 percent increase in capacity during 2006 has driven our company's earnings and earnings growth and positioned us for a very bright future." Consolidated earnings before income taxes, interest expense, depreciation and amortization for the full-year 2006 was $399.5 million, compared with EBITDA for the full-year 2005 of $8.7 million. At Dec. 29, 2006, the company's balance sheet showed $2,566 million in total assets, $2,502.3 million in total liabilities, $983,000 in temporary equity, and $62.7 million in total shareholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Dec. 29, 2006, are available for free at http://researcharchives.com/t/s?1ce8 Cash and Liquidity The company had $630 million of cash and short-term investments at year-end 2006. This total cash balance compares with $509.7 million at the end of the third quarter of 2006, and $372.7 million at year-end 2005. The substantial cash increase during 2006 resulted primarily from net cash generated by operations of $263.7 million, driven by the very strong operating performance in the Global E&C Group. Asbestos Management Program The company recorded a net gain from its asbestos management program in 2006 of $100.1 million, reflecting a $115.6 million gain from four insurance settlements and the successful appeal of a court decision in the company's pending asbestos-related insurance coverage litigation, and a $15.5 million charge in the fourth quarter of 2006 resulting from the company's year-end update of its 15-year estimate of its asbestos liabilities and related assets. About Foster Wheeler Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/-- is a global company offering, through its subsidiaries, a broad range of design, engineering, construction, manufacturing, project development and management, research and plant operation services. Foster Wheeler serves the refining, upstream oil and gas, LNG and gas-to-liquids, petrochemicals, chemicals, power, pharmaceuticals, biotechnology and healthcare industries. The corporation is based in Hamilton, Bermuda, and its operational headquarters are in Clinton, N.J. FOSTER WHEELER: Good Performance Cues Moody's to Lift Ratings ------------------------------------------------------------- Moody's Investors Service has upgraded the corporate family rating of Foster Wheeler LLC to Ba3 from B1 and the existing rating on its $350 million senior secured domestic credit facility to Baa3 from Ba1. The upgrade reflects the company's continued improvement in earnings, cash flow and liquidity coupled with Moody's expectation for the current strength in end-market demand to persist and for FWC's profitable execution of projects currently in backlog. The new ratings reflect both the overall probability of default of the company, to which Moody's assigned a Ba3 rating, and the family loss given default assessment of LGD4. The rating outlook is positive. The key rating factors driving the upgrade and positive outlook include: 1) the current strength of the global E&C end-markets, which should continue to drive growth in FWC's bookings and backlog, 2) an improving global power outlook, a market in which Foster Wheeler should benefit from a series operational and management upgrades in 2006, 3) Moody's expectation for the continued free cash flow generation despite the ongoing drag from asbestos settlements funded from operations, 4) a significantly improved liquidity position, bolstered by unrestricted cash balances of $611 million at December 31, 2006 and $100 million borrowing capacity under its $350 million senior secured revolving credit facility, and 5) the company's conservative financial policies, including the maintenance of low leverage and the focus on re- investing cash in its core businesses over shareholder enhancement activities. Ratings upgraded with a positive outlook: * Corporate family rating to Ba3; * Probability of default rating to Ba3; * $350 million senior secured domestic credit facility to Baa3, LGD1, 3%. Moody's previous rating action on FWC was the Oct. 16, 2006 upgrade of the $350 million senior secured domestic credit facility to Ba1 from Ba3. Foster Wheeler Ltd, headquartered in Hamilton, Bermuda, is a leading industrial engineering, construction, maintenance, and related technical service company. Consolidated operating revenues were $3.5 billion in 2006. FOUR B DEVELOPMENT: Files Schedules of Assets and Liabilities ------------------------------------------------------------- Four B Development Corp. delivered to the U.S. Bankruptcy Court for the District of Massachusetts its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property $14,600,000 B. Personal Property $35,259 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,908,000 E. Creditors Holding Unsecured Priority Claims $455,581 F. Creditors Holding Unsecured Nonpriority Claims $1,877,366 ----------- ---------- Total $14,635,259 $8,240,947 Headquartered in Spencer, Massachusetts, Four B Development Corp. constructs golf courses. The company filed for Chapter 11 protection on January 23, 2007 (Bankr. D. Mass. Case No. 07-40254). Kevin C. McGee, Esq. and Philip F. Coppinger, Esq. of Seder & Chandler LLP represent the Debtor in its restructuring efforts. No Official Creditors Committee was appointed in this case. When the Debtor filed for bankruptcy, it listed an estimated assets and debts of $1 million to $100 million. GSAA HOME: Moody's Rates Class B-3 Certificates at Ba2 ------------------------------------------------------ Moody's Investors Service has assigned a rating of Aaa to the senior certificates issued by GSAA Home Equity Trust 2007-4, and ratings ranging from Aa1 to Ba2 to the mezzanine and subordinate certificates in the deal. The securitization is backed by adjustable-rate, Alt-A mortgage loans originated or acquired by GreenPoint Mortgage Funding, Inc. (36.38%), Goldman Sachs Mortgage Company (35.98%), National City Mortgage Co. (12.60%), IndyMac Bank, F.S.B. (12.50%), and one other originator. 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 an interest rate swap agreement. Moody's expects collateral losses to range from 1.10% to 1.30%. Avelo Mortgage, L.L.C., GreenPoint Mortgage Funding, Inc., IndyMac Bank, F.S.B., and National City Mortgage Company will service the loans. Wells Fargo Bank, N.A. will act as master servicer. Moody's has assigned IndyMac Bank, F.S.B. its servicer quality rating of SQ2 as a primary servicer of prime mortgage loans. Furthermore, Moody's has assigned Wells Fargo Bank N.A. its top servicer quality rating of SQ1 as master servicer. The complete rating actions are: GSAA Home Equity Trust 2007-4 Asset-Backed Certificates, Series 2007-4 Cl. A-1, Assigned Aaa Cl. A-2, Assigned Aaa Cl. A-3A, Assigned Aaa Cl. A-3B, Assigned Aaa Cl. M-1, Assigned Aa1 Cl. M-2, Assigned Aa2 Cl. M-3, Assigned Aa3 Cl. M-4, Assigned A1 Cl. M-5, Assigned A2 Cl. M-6, Assigned A3 Cl. B-1, Assigned Baa1 Cl. B-2, Assigned Baa2 Cl. B-3, Assigned Ba2 GUARDIAN TECHNOLOGIES: Goodman & Co. Raises Going Concern Doubt --------------------------------------------------------------- Goodman & Company, LLP raised substantial doubt about Guardian Technologies International Inc.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the company's significant operating losses since inception and dependence on its ability to raise additional funding through debt or equity financing to continue operations. As a result, the company may not be able to continue to meet obligations as they come due. The company had a net loss of $10.1 million on net revenues of $488,111 for the year ended Dec. 31, 2006, as compared with a net loss of $13.1 million on net revenues of $432,186 for the year ended Dec. 31, 2005. As of Dec. 31, 2006, the company had total assets of $3.7 million and total liabilities of $6.7 million, resulting to total stockholders' deficit of $3 million. The company's December 31 balance sheet also showed strained liquidity with total current assets of $947,955 available to pay total current liabilities of $3.4 million. It also listed an accumulated deficit of $59.1 million as of Dec. 31, 2006, up from an accumulated deficit of $49.1 million a year earlier. During fiscal 2006, the company's cash and cash equivalents decreased by $1.7 million to $737,423. This decrease was the result of $4.5 million in lower financing activities from fiscal 2006, and was offset by a decrease in cash used in operating activities of $851,674, and the reduction of $427,054 for the purchase of equipment. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cea About Guardian Technologies Headquartered in Herndon, Virginia, Guardian Technologies Int'l Inc. (OTCBB: GDTI) -- http://www.guardiantechintl.com/-- is a technology company that designs and develops sophisticated imaging informatics solutions for the aviation/homeland security and healthcare markets. HOVNANIAN ENTERPRISES: High Leverage Cues Moody's to Cut Ratings ---------------------------------------------------------------- Moody's Investors Service lowered all of the ratings of K. Hovnanian Enterprises, Inc., including its corporate family rating to Ba2 from Ba1, ratings on the senior notes to Ba2 from Ba1, ratings on the subordinated notes to B1 from Ba2, and rating on the trust preferred stock to B1 from Ba2. The ratings outlook was changed to negative from stable. The downgrades were in part a result of the company's continuing higher debt leverage and negative cash flow over the past four quarters, as the housing market has experienced a steep decline. One of the enduring premises of our ratings for homebuilders is that negative cash flow occurs for homebuilders during good times because the companies are growing rapidly, with the offset being that cash flow should turn robustly positive during a market slowdown as inventories are allowed to burn off. However, the company experienced negative cash flow in its fiscal first quarter and on a rolling 12-month basis (negative $489 million for LTM 1/31/07), although cash flow was modestly positive for the most recent six months. As a result, Hovnanian had outstanding borrowings under its revolving credit facility as of January 31, 2007, and Moody's does not expect the company to pay down the revolver's outstanding balance fully by the end of fiscal 2007, in part due to the anticipated retirement of $150 million of notes coming due in October. Finally, Moody's projects the company's debt to capitalization to remain around 55% at year-end 2007-a metric that we deem to be too high for a Ba1 credit, especially at this point of the housing cycle. The negative outlook reflects Moody's expectation of continuing weakening in Hovnanian's earnings-based metrics, including interest coverage, gross margins, and return on assets. Moody's places a great deal of emphasis on interest coverage, covenant compliance, and the headroom under a company's interest coverage covenant. Hovnanian's interest coverage covenant is currently set at 1.75 times, but it only becomes effective when the debt leverage ratio (net debt to adjusted tangible net worth) increases to above 2.10 times. Thus, Moody's is not expecting covenant compliance to become a problem in 2007. However, the company's EBITDA to interest incurred ratio for fiscal 2007 is projected by Moody's to be under 2.5 times, which is considered to be below an appropriate level for the current rating. Support for the company's current ratings is provided by the company's large revenue base (though expected to decline in 2007) and widespread geographic, product, and price point diversification. Going forward, the company's ratings could be lowered again if cash flow were to remain negative for full year fiscal 2007, if Moody's were to expect debt leverage to exceed 55% at fiscal-year end 2007, or if earnings (before land impairment and option abandonment charges) were to turn negative in any quarter. The outlook could be restored to stable if the company were to start generating significant amounts of positive cash flow, reduce debt leverage below 50%, and rebuild its interest coverage protection. These rating actions were taken: * Corporate family rating lowered to Ba2 from Ba1; * Probability of default rating lowered to Ba2 from Ba1; * Senior notes ratings lowered to Ba2 from Ba1; * LGD (Loss-given-default) assessment and rate on the senior notes changed to LGD3, 44% from LGD3, 45%; * Senior subordinated notes ratings lowered to B1 from Ba2; * LGD (Loss-given-default) assessment and rate on the senior subordinated notes confirmed at LGD6, 91%; * Preferred stock rating lowered to B1 from Ba2; * LGD (Loss-given-default) assessment and rate on the preferred stock confirmed at LGD6, 96%; Established in 1959 and headquartered in Red Bank, New Jersey, Hovnanian Enterprises, Inc. designs, constructs and markets single-family detached homes and attached condominium apartments and townhouses. Homebuilding revenues and net income (before preferred dividends) for the trailing twelve month period that ended January 31, 2007 were $5.8 billion and $11 million, respectively. HOVNANIAN ENTERPRISES: Fitch Holds Ratings & Says Outlook is Neg. ----------------------------------------------------------------- Fitch Ratings has affirmed Hovnanian Enterprises, Inc. (NYSE: HOV) as: -- Issuer Default Rating 'BB+'; -- $1.66 billion senior unsecured debt 'BB+'; -- $1.5 billion unsecured bank credit facility 'BB+'; -- $400 million senior subordinated notes 'BB-'; -- $135 million series A perpetual preferred stock 'B+'. Fitch has also revised HOV's Rating Outlook to Negative from Stable. The Negative Outlook for HOV reflects the more challenging outlook for homebuilders, the current and expected near term deterioration in credit metrics for the company which are similar to the trends being experienced by others in the industry, and pressures from credit tightening in the mortgage markets, which particularly affect the entry level buyer, as well as high cancellation rates, which add to speculative inventory totals. While HOV targets a diverse product type and customer base, certain of the company's operations are predominantly targeted toward entry-level buyers and are thus more susceptible to tightening availability in the mortgage markets. The company is expanding its community count this fiscal year by about 10%, a reduced level of growth from the strategy set in motion by the company a few years ago, but still reflecting growth in communities and thus inventories in fiscal 2007. This growth may result in better order comparisons, but possibly at the expense of some liquidity. The housing sector is in the midst of a meaningful, multi-year downturn. HOV has been increasing its sales and marketing efforts, focusing on reducing speculative inventory (enlarged by unusually high cancellation rates), reducing its lot supply, reassessing its land positions, renegotiating option contracts and, where possible, reducing overhead and direct construction costs. During this current downturn HOV, like most builders, has leveraged the financial flexibility of land options, walking away from overpriced lots (forfeiting its deposits). These builders have reported meaningful charges associated with such option walk- aways, as well as write downs of land values on owned land parcels. Fitch will be monitoring broad housing market trends as well as company-specific activity, such as land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, and free cash flow trends. Fitch is sensitive to the potential of covenant violation for some of the homebuilders, particularly that of interest coverage. However, HOV is less exposed to a default under its credit facility related to interest coverage than most of its peers because the interest coverage covenant in the company's $1.5 billion unsecured credit facility does not trigger a default if leverage is below a certain threshold. The possibility of the housing downturn continuing longer and becoming deeper than anticipated could have broad ratings implications for homebuilders. Risk factors for HOV include the inherent cyclicality of the homebuilding industry. The ratings also manifest HOV's historically aggressive, yet controlled growth strategy, concentration in California (20% of consolidated deliveries in fiscal 2006) and the company's relative size. Ratings for HOV are influenced by the company's successful execution of its business model, conservative land policies and geographic, price point and product line diversity. HOV has been an active consolidator in the homebuilding industry which had contributed to above average growth during the past seven years, but has kept debt levels somewhat higher than its peers. Management has also exhibited an ability to quickly and successfully integrate its acquisitions. In any case, now that HOV has reached current scale there may be somewhat less use of acquisitions going forward and acquisitions may be smaller relative to the company's current size. Significant insider ownership aligns management's interests with HOV's long term financial health. HOV employs conservative land and construction strategies. The company typically purchases land only after necessary entitlements have been obtained so that development or construction may begin as market conditions dictate. HOV extensively uses lot options. The use of land option contracts without specific performance clauses gives HOV the ability to renegotiate price/terms or void the option which limits down side risk in market downturns and provides the opportunity to hold land with minimal investment. (HOV wrote off option deposits and predevelopment expenses and took land impairment charges of $336.2 million in fiscal 2006, and during the fiscal 2007 first quarter the company took $100.6 million of charges, including write offs of intangibles associated with a Fort Myers company acquired in August of 2005). At present 62.9% of its lots are controlled through options - a higher percentage than most public builders. Total consolidated lots, including those owned, were 91,158 at Jan. 31, 2007. This represents a 4.7 year supply based on latest twelve months home deliveries. However, HOV has one of the lowest owned lot positions in the industry, typically owning only a one to two year supply. An estimated 85%-90% of its homes are pre-sold. The balance is homes under construction or homes completed in advance of a customer's order. HOV's unconsolidated joint venture activity is growing, but is still moderate in size and conservatively levered Fitch estimates that in recent years at least half of HOV's growth has resulted from a series of acquisitions - seventeen during the past eight years. (However, in each of the last five years more than 90% of HOV's growth in earnings has come from operations owned more than one year.) The acquisitions have enabled HOV to grow its position and increase market share, often broadening product and customer bases in existing markets. They have also enabled HOV to enter new markets. The combinations typically were funded by stock and retained earnings and to a lesser degree by debt. At times there were earn-outs which reduced risk and served to retain key management. HOV's acquisition strategy focuses on purchasing smaller builders and land portfolios in current markets and on making selected acquisitions in new markets if there is a good strategic fit and appropriate returns can be achieved. The key analysis will be return on capital as to whether an acquisition will be executed. Fitch believes that management would balance debt and stock as acquisition currency to maintain current credit ratios. HOV is publicly committed to maintaining an average net debt/equity ratio of 1.0:1.0. HOV maintains a $1.5 billion revolving and letter of credit facility. The facility contains an accordion feature under which the aggregate commitment can be increased to $2 billion subject to the availability of additional commitments. As of Jan. 31, 2007 the outstanding balance under the agreement was $225.7 million. Also, as of the end of first quarter-2007 (1Q'07) HOV had issued $179.3 million of letters of credit which reduces cash available under the agreement. The revolving credit agreement matures in May 2011. HOV has irregularly purchased moderate amounts of its stock in the past. HOV repurchased 600,000 shares of common stock in fiscal 2005 at a cost of $34 million and repurchased 700,000 shares of common stock at a cost of $26.6 million in fiscal 2006. 200,000 shares were repurchased at a cost of $6.3 million in the first quarter of fiscal 2007. 612,668 shares remain in the current Class A common stock repurchase authorization as of January 31, 2007. HOV's share repurchase activities in fiscal 2007 are expected to focus on countering the dilution from option issuance. HUISH DETERGENTS: S&P Rates $700 Million Facilities at B -------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Salt Lake City, Utah-based laundry detergent manufacturer Huish Detergents Inc. At the same time, Standard & Poor's assigned its loan and recovery ratings to Huish's planned first- and second-lien bank facilities. The $700 million first-lien facilities were rated 'B', with a recovery rating of '2', indicating an expectation of substantial (80% to 100%) recovery of principal in the event of a payment default. The $275 million second-lien facility was rated 'CCC+' with a '5' recovery rating, indicating the expectation for negligible (0% to 25%) recovery of principal in the event of a payment default. The outlook is stable. Proceeds from the planned bank facilities will be used to help fund the acquisition of Huish by Vestar Capital Partners. "The ratings on Huish reflect its highly leveraged pro forma capital structure, narrow product focus, limited geographic diversity, and its participation in the mature and highly competitive U.S. detergent segment of the consumer products industry," said Standard & Poor's credit analyst Patrick Jeffrey. These risks were mitigated somewhat by leading market positions in the private-label and value segments of the U.S. detergent industry, and the company's stable operating performance. IASIS HEALTHCARE: Moody's Junks Rating on $300 Million PIK Loan --------------------------------------------------------------- Moody's assigned a Ba2 rating to the proposed senior secured credit facilities of IASIS Healthcare LLC. Moody's also assigned a Caa1 rating to the proposed $300 million PIK loan issued at the parent company, IASIS Healthcare Corporation. Moody's also affirmed the B3 rating on the existing senior subordinated notes of IASIS Healthcare LLC. Further, Moody's withdrew the B1 Corporate Family Rating from IASIS Healthcare LLC and assigned a B2 Corporate Family Rating to IASIS Healthcare Corporation, the highest level in the corporate structure with rated debt. Moody's also changed the outlook to stable from negative. The proceeds of the new senior secured credit facilities are expected to be used to repay amounts outstanding on the company's current senior secured credit facility, including amounts drawn on the revolver to fund the $82 million acquisition of Glenwood Regional Medical Center, fund capital projects, including the completion of Mountain Vista Medical Center in Mesa, Ariz., and for general corporate purposes. Funds from the PIK loan will be used to fund a $297 million payment to equity holders. The B2 Corporate Family Rating reflects the increase in financial leverage following the proposed recapitalization as well as the expectation that free cash flow will remain constrained, and will likely be negative, in the near term as IASIS continues implementing its capital investment plan. Moody's expects the company to spend the majority of its cash flow on capital projects, including the construction of Mountain Vista Medical Center. The stable outlook reflects the likelihood of negative free cash flow in the near term as IASIS continues to invest in new and existing facilities. However, the outlook also considers Moody's expectation for a stable reimbursement environment and a continuation of the company's disciplined approach to acquisitions. Further, the outlook reflects Moody's expectation of continued growth in same-facility revenue per adjusted admission and patient volumes driven by services added at the company's facilities as a result of the recent capital spending. A summary of Moody's rating actions: IASIS Healthcare Corporation * $300 million senior PIK loan, rated Caa1 (LGD6, 92%) * Corporate Family Rating, assigned B2 * Probability of Default Rating, assigned B2 IASIS Healthcare LLC * $200 million senior secured revolving credit facility due 2013, rated Ba2 (LGD2, 20%) * $40 million senior secured synthetic LC facility, rated Ba2 (LGD2, 20%) * $439 million senior secured term loan due 2014, rated Ba2 (LGD2, 20%) * $150 million senior secured delayed draw term loan due 2014, rated Ba2 (LGD2, 20%) * $475 senior subordinated notes due 2014, affirmed B3 (LGD5, 73%) * Corporate Family Rating, withdrew B1 * Probability of Default Rating, withdrew B1 Ratings to be withdrawn at the close of the transaction: * $250 million senior secured revolving credit facility due 2010, Ba2 (LGD2, 23%) * $425 million senior secured term loan due 2011, Ba2 (LGD2, 23%) Ratings are subject to review of final documentation. IASIS Healthcare LLC, a wholly owned subsidiary of IASIS Healthcare Corporation, is headquartered in Franklin, Tennessee. IASIS is an owner operator of acute care hospitals in high growth urban and suburban markets. As of December 31, 2006, IASIS operated 14 acute care hospitals and one behavioral health hospital. On January 31, 2007, IASIS acquired Glenwood Regional Medical Center in West Monroe, LA. The company is also currently constructing a new 171 bed hospital in Mesa, Arizona. IASIS also owns and operates Health Choice Arizona, Inc., a Medicaid and Medicare managed health plan in Phoenix. Moody's estimates that the company's net revenue for the twelve months ended December 31, 2006 approximated $1.7 billion. INDEPENDENCE VII: Fitch Holds BB+ Rating on $5.4 Million Notes -------------------------------------------------------------- Fitch has affirmed eight classes of floating-rate notes issued by Independence VII CDO, Ltd. These rating actions are the result of Fitch's review process and are effective immediately: -- $360,000,000 class A-1A at 'AAA'; -- $60,000,000 class A-1B at 'AAA'; -- $30,600,000 class A-2 at 'AAA'; -- $60,000,000 class B at 'AA'; -- $28,500,000 class C at 'AA-'; -- $15,000,000 class D at 'A-'; -- $24,900,000 class E at 'BBB'; -- $5,400,000 class F at 'BB+'. Independence VII is a cash collateralized debt obligation managed by Declaration Management and Research LLC that closed March 28, 2006. The portfolio is composed of residential mortgage-backed securities, commercial mortgage-backed securities, asset-backed securities and CDOs. Included in this review, Fitch discussed the current state of the portfolio with the asset manager. All overcollateralization and interest coverage tests are passing the covenants. Credit enhancement levels have remained stable. The Weighted Average Coupon is 6%, passing the covenant of 5.9%, Weighted Average Spread is 2%, passing the covenant of 1.9%, and Weighted Average Life is 3.2, passing the covenant of 6.3. The ratings of the class A-1, A-2, B and C notes address the likelihood that investors will receive timely payments of interest and the ultimate repayment of principal. The ratings of the class D, E and F notes address the likelihood that investors will receive ultimate payment of scheduled and compensating interest and the ultimate repayment of principal. The ratings are based on the quality and mixture of portfolio assets, credit enhancement through excess spread, subordination, collateral coverage and the sound legal structure of the transaction. Fitch will continue to monitor and review this transaction for future rating adjustments. INDYMAC RESIDENTIAL: Moody's Rates Class B Certificates at Ba1 -------------------------------------------------------------- Moody's Investors Service has assigned Aaa ratings to the senior Class A certificates, Baa2 to the Class M certificates and Ba1 to the Class B certificates issued by IndyMac Residential Mortgage- Backed Trust Series 2007-L1. The securitized pool is comprised of residential lot loans originated by IndyMac Bank F.S.B. The ratings of the Class A certificates are primarily based on the presence of an irrevocable financial guaranty insurance policy issued by Aaa-rated Ambac Assurance Company that guarantees certain interest and principal payment shortfalls. Additionally, the ratings of all certificates are based on the quality of the collateral and the levels of protection afforded by structural subordination, overcollateralization and excess spread. The 2007-L1 collateral pool is considered by Moody's to be of comparable credit quality to other recent IndyMac lot loan deals with an expected loss in the 3.40% to 3.90% range. IndyMac Bank F.S.B. will be the servicer of the lot loans. Issuer: IndyMac Residential Mortgage-Backed Trust 2007-L1 Cl. A, Assigned Aaa Cl. M, Assigned Baa2 Cl. B, Assigned Ba1 INSIGNIA VESSEL: Moody's Puts Corporate Family Rating at B2 ----------------------------------------------------------- Moody's Investors Service assigned a corporate family rating of B2 to Insignia Vessel Acquisition, LLC, a wholly owned indirect subsidiary of Oceania Cruise Holdings, Inc., and the associated loss given default rating of LGD4, 50%, and the probability of default (PDR) rating at B2. The rating outlook is stable. Moody's also assigned ratings to several bank facilities, subject to final documentation, that will be used to refinance Oceania's existing bank facilities as a result of a change of control triggered by the company's strategic partnership with Apollo Management L.P. Apollo will purchase an approximate 60% ownership interest in Oceania for $325 million via a perpetual PIK preferred security. Approximately $275 million of the proceeds of the PIK preferred will be distributed to existing shareholders while the remainder is expected to be used to secure new ship orders. The joint and several borrowers under the bank facility will be Insignia Vessel Acquisition, LLC, Regatta Acquisition, LLC and Nautica Acquisition, LLC, that each own one cruise vessel. All three borrowers are owned by an intermediate holding company, Oceania Cruises, Inc. (Oceania Cruises) that is in turn owned by Oceania. The facility is guaranteed by Oceania Cruises and is secured by three passenger cruise vessels. The assigned CFR is lower than the methodology implied rating because of the company's high pro-forma leverage, reliance on a small fleet of ships, limited operating history and Moody's expectation that the company will seek to grow its fleet which could cause leverage to spike when new ships are delivered several years in the future. These considerations are not sufficiently offset by the company's overall A mapping with respect to profitability. Oceania's small scale of operations make its earnings vulnerable to a potentially material decline if a ship were to be out of service for any reason. Moody's has concerns regarding the ultimate size of the market niche Oceania targets and the likelihood the fleet will grow substantially, as well as the existence of better capitalized and significantly larger competitors that weights the rating down. Nevertheless, Oceania has established a good initial track record of ramping up operations to profitability, and establishing relationships with key travel agencies to support distribution of its cruise product. The Company appears to have discovered a relatively untapped and profitable market niche largely ignored by its larger peers and one that is supported by favorable demographic trends and strong forward bookings. Any new ships that may be added to the fleet are expected to be financed with new secured debt borrowed by to be formed restricted subsidiaries of Oceania Cruises. The rating outlook is stable in light of solid forward booking trends at rising price levels. Bank ratings assigned: $40 million 5- year, senior secured first lien revolving credit facility guaranteed by Oceania Cruises at B1, LGD3, 39% $300 million 6-year, senior secured first lien term loan guaranteed by Oceania Cruises at B1, LGD3, 39% $75 million 7-year, senior secured second lien term loan guaranteed by Oceania Cruises at Caa1, LGD6, 90% Rating to be withdrawn: Oceania Cruise Holdings, Inc. Corporate family rating -- B2 Probability of default rating -- B2 Loss Given Default Assessment -- LGD4, 50% Insignia Vessel Acquisition, LLC $25 million 5- year, senior secured first lien revolving credit - B1, LGD3, 41% $300 million 6-year, senior secured first lien term loan - B1, LGD3, 41% $75 million 7-year , second lien term loan -- Caa1, LGD6, 92% Moody's last rating action occurred on March 1, 2007 when Oceania's rating outlook was changed to negative. Oceania Cruise Holdings, Inc. owns three passenger identical cruise ships that each have 698 berths (2,094 in total) operating under the brand name of Oceania Cruises. The Company targets the upper premium segment of the cruise industry with destination-oriented cruises that maximize on-shore activities. Oceania's principal areas of operation include the Mediterranean, Northern Europe, South America, the Caribbean and the Far East. The Company was formed in 2002 and began operating in 2003 when it entered into a charter (lease) arrangement to operate the first of three ships. Oceania is headquartered in Miami, Florida. INTERNATIONAL RECTIFIER: Committee Finds Accounting Irregularities ------------------------------------------------------------------ International Rectifier Corporation's Audit Committee of its Board of Directors has determined that the company's financial statements for the quarters ended December 31, 2006, September 30, 2006, March 31, 2006, December 31, 2005 and September 30, 2005, and for the year ended June 30, 2006, included in the company's Quarterly Reports on Form 10-Q and the Annual Report on Form 10-K for such periods, should no longer be relied upon. It has not yet been determined whether and to what extent financial statements for earlier periods may have been affected by the matters discovered in the investigation. Based on the interim results of this investigation, the Audit Committee has determined that material weaknesses in the internal control over financial reporting exist at a foreign subsidiary, and consequently the Audit Committee also determined that management's report on internal control over financial reporting as of June 30, 2006, included in the company's Annual Report on Form 10-K for the year then ended, should no longer be relied upon. The ongoing investigation has discovered some accounting irregularities at a foreign subsidiary. These accounting irregularities include, among other things, premature revenue recognition of product sales. The investigation is continuing and additional information will be sought to enable the Audit Committee to determine the extent by which accounts receivable, revenues and possibly other entries in the financial statements may have been misstated in any given accounting period, including possibly periods preceding the year ended June 30, 2006. The Audit Committee is working with management to determine the extent to which accounting errors exist and require any restatement of the financial statements for prior periods. As of the date hereof, the company is unable to provide a reasonable estimate of the impact of the accounting errors on its financial statements and is unable to predict the likelihood, amount or the timing of any possible restatement. At present, the company anticipates that it will be unable to file within the required time period, its Quarterly Report on Form 10-Q for the period ending March 31, 2007, until the investigation is completed. The company's analyst day planned for May 11, 2007 has been postponed. About International Rectifier International Rectifier Corporation (NYSE:IRF) -- http://www.irf.com./ manufacturers computers, appliances, automobiles, and defense systems rely on IR's power management software. INTERNATIONAL RECTIFIER: Moody's Review Ratings & May Downgrade --------------------------------------------------------------- Moody's Investors Service placed the corporate family and long- term debt ratings of International Rectifier Corporation under review for possible downgrade following the company's recent Form 8-K announcement of an internal investigation related to accounting irregularities at a foreign subsidiary, prompting the company to issue a statement of non-reliance on prior financial reports. The review reflects the possibility that IRF will be required to restate its quarterly financial statements from September 2005 through December 2006 and annual financial statement for the fiscal year ended June 30, 2006, indicating material weaknesses in the company's disclosure and internal control over financial reporting. It also reflects the uncertainty surrounding the magnitude of possible accounting restatements related to premature revenue recognition. Finally, the review for possible downgrade considers IRF's expected delayed filing of its March 31, 2007 Form 10-Q, pending the resolution of the internal investigation into the accounting irregularities, which could trigger a technical default under the company's bank credit agreement. Although Moody's does not expect a potential liquidity situation in the near term given the company's sizable cash position, if IRF is unable to timely file its financial statements with the 30-day cure period or obtain a waiver from the banks, this could also prompt a default and/or acceleration of the convertible notes if the banks issue a payment blockage notice under the note indenture following a non-payment default of any senior debt. In its review, Moody's will assess the progress of IRF's internal investigation of the accounting irregularities and subsequent impact on revenues, profitability and accounts receivable; materiality of financial charges/restatements, if any; potential liquidity issues, if any; and the possible longer term impact of the investigation. The ratings could be revised downward if IRF's internal review is not completed within the one-month cure period or there is a finding of misconduct, resulting in further delay and/or material restatements of the company's financial reports. Further concerns regarding weaknesses in disclosure and internal controls, systems and procedures could also prompt a ratings downgrade. Conversely, upon a favorable resolution of the internal investigation coupled with the filing of the March 2007 quarterly report with no significant restatements within the cure period, the ratings could be affirmed and the outlook returned to positive. These ratings were placed on review for possible downgrade: * Ba3 for Corporate Family Rating * Ba3 for Probability of Default Rating * B1 (LGD4, 68%) for $540 million 4.25% Senior Subordinated Notes International Rectifier Corp., headquartered in El Segundo, Califonia, is a leading designer, manufacturer and marketer of power management semiconductors and the leading worldwide supplier of MOSFETs. INTERNATIONAL RECTIFIER: Material Weakness Cues S&P's Neg. Watch ---------------------------------------------------------------- Standard & Poor's Rating Services placed its 'BB' corporate credit and other ratings for International Rectifier Corp. on CreditWatch with negative implications. "The action follows IR's announcement that the audit committee of its board of directors has determined that the company's financial statements for the fiscal year ended June 30 2006 and quarters from September 2005 through December 2006, and possibly for earlier periods, should no longer be relied upon because of material weaknesses in the internal control over financial reporting at a foreign subsidiary," said Standard & Poor's credit analyst Bruce Hyman. The company is now unable to provide a reasonable estimate of the impact of the accounting errors on its financial statements and is unable to predict the likelihood, amount, or the timing of any possible restatement. The company does not expect to timely file its March 2007 10-Q. IR's substantial liquidity (cash and financial assets totaled $1.4 billion at December 31, 2006, compared with $550 million rated debt) should cushion the downside risk to the rating. S&P will monitor events to assess what impact, if any, these developments may have on our ratings for IR. ION MEDIA: Clarifies Information on Recapitalization Proposals -------------------------------------------------------------- ION Media Networks, Inc. has provided information on the recapitalization proposals it has received. The company is disclosing this information in part to correct inaccuracies in press reports from sources not known to or authorized by the company. The company received a restructuring proposal from Citadel Limited Partnership and NBC Universal, Inc., well as a restructuring proposal from an ad hoc group of holders of its 13-1/4% preferred stock. The Citadel Proposal was most recently amended and re- submitted on March 29, 2007, to include, among other things, the offer to invest $100 million of new capital into the company in conjunction with the proposed recapitalization. The company's Board of Directors and a Special Committee of the Board, in consultation with their respective legal and financial advisors, continue to carefully evaluate both proposals. The company reiterates that it does not face any liquidity issues, nor are any such issues caused by or related to either the exercise or expiration of NBCU's call right on May 7, 2007. The company's preferred stockholders are not creditors and cannot compel the company to make a bankruptcy filing. On April 2, 2007, majority of the holders of the outstanding shares of the company's 13-1/4% preferred stock, have elected Eugene I. Davis and Ted S. Lodge as directors of the company, and the holders of a majority of the outstanding shares of the company's 9-3/4% convertible preferred stock have elected Ronald W. Wuensch and Diane P. Baker as directors of the company. The proposals received, including their most recent amendments, are included as exhibits to the company's Current Reports on Form 8-K, dated Jan. 18, 2007, Feb. 23, 2007, and March 30, 2007 and Feb. 20, 2007 filed with the Securities and Exchange Commission. About ION Media ION Media Networks Inc. (AMEX: ION) -- http://www.ionmedia.tv/-- owns and operates a broadcast television station group and ION Television, reaching over 90 million U.S. television households via its nationwide broadcast television, cable and satellite distribution systems. ION Television currently features popular television series and movies from the award-winning libraries of Warner Bros., Sony Pictures Television, CBS Television and NBC Universal. In addition, the network has partnered with RHI Entertainment, which owns over 4,000 hours of acclaimed television content, to provide high-quality primetime programming beginning July 2007. Utilizing its digital multicasting capability, ION Media Networks has launched several new digital TV brands, including qubo, a television and multimedia network for children formed in partnership with Scholastic, Corus Entertainment, Classic Media and NBC Universal, as well as ION Life, a television and multimedia network dedicated to health and wellness for consumers and families. * * * ION Media Network Inc.'s preferred stocks carry Moody's Investors Service's 'Caa2' rating. Standard and Poor's assigned a 'CCC+' rating on its long-term foreign and local issuer credit. The outlook is negative. IPCS INC: Moody's Affirms B3 Rating and Says Outlook is Developing ------------------------------------------------------------------ Moody's Investors Service has affirmed its B3 corporate family rating for iPCS, Inc., following the company's announcement that it is issuing $475 million of Senior Floating Rate Notes, to be used, along with approximately $55 million of cash on hand, to refinance its existing $290 million of Senior Notes (11.5% and 11.375% both due in 2012), and fund a $185 million special dividend to common stockholders. The company's SGL-3 rating has also been affirmed. Moody's has changed its outlook for iPCS to developing. The new notes comprise of $300 million of First Lien Senior Secured Notes and $175 million of Second Lien Senior Secured Notes. Pro-forma for the transaction, iPCS' adjusted leverage (adjusted for leases) is expected to increase to approximately 6.8x immediately after the close of the transaction before dropping to 5.4x by year-end 2008, a level acceptable to current ratings. The company's upgraded network and strengthened distribution channels is leading to lower churn and faster subscriber growth, which in turn is expected to contribute to margin and earnings growth. This anticipated progress however, is negatively impacted by increasing bad debt expense, higher interest expense resulting from the company's significantly increased debt burden and a difficult relationship with Sprint Nextel. "iPCS' outlook change is primarily based on Moody's concerns about the financial and operating implications associated with the on- going disputes and lawsuit that the company is currently engaged in with its 'mother', Sprint," says Moody's Vice President Dennis Saputo. The lawsuit is an appeal by Sprint Nextel of a ruling by the Illinois trial court, which ordered Sprint Nextel, among other things, to cease owning, operating, and managing Nextel's wireless network in parts of the company's service territory. As of December 31, 2006, iPCS had $6.3 million in litigation expenses associated with this and its other lawsuit (since decided favorably for iPCS and final). While the company expects a ruling from the appellate court either later this year or early 2008, legal expenses continue to mount, and could become quite large, especially if the litigation lingers. The disputes involve rates Sprint Nextel charges iPCS for back office services and reciprocal roaming rates. iPCS objects to Sprint's proposed rates and has initiated arbitration to resolve the back office services charges while evaluating its options on the roaming rates. Had the rates proposed by Sprint for 2007 been in effect during 2006, iPCS would have incurred about $13 million in additional expenses. If iPCS were to be successful in lowering these charges, both its earnings and financial profile could become stronger than we currently envision. At this point-in-time, the ultimate outcome of the litigation and disputes with Sprint remain uncertain, and could have a material impact on iPCS' financial performance. If Sprint prevails in the rate dispute, the lawsuit lingers or becomes more expensive than currently anticipated or iPCS' relationship with Sprint deteriorates further, iPCS' operating and financial profile may well come under significant pressure, which could have negative implications for the rating. However, the company could outperform expectations if it sustains recent operating improvements, the dispute over charges is resolved in iPCS' favor whilst the original ruling of the Illinois trial court is upheld, and Sprint does not further appeal. Moody's has taken these rating actions: At iPCS, Inc: Corporate Family Rating -- B3 affirmed Probability of Default Rating - B3, downgraded from B2 $300 million First Lien Senior Secured Floating Rate Notes due 2013 -- B1 assigned, LGD2-27% $175 million Second Lien Senior Secured Floating Rate Notes due 2014 -- Caa1 assigned, LGD5-75% Withdrawals: At Horizon PCS Escrow Company: $125 million 11.375% Senior Notes due 2012, previously rated B3, LGD4-68% At Horizon PCS, Inc: Corporate Family Rating, previously rated B3 Probability of Default Rating, previously rated B2 SGL Rating, previously rated SGL-3 At iPCS Escrow Company, $165 million 11 ½ Senior Notes due 2012, previously rated B3, LGD4-68% iPCS is an affiliate of Sprint Nextel Corporation headquartered in Schaumburg, IL. As such, it relies on Sprint for a number of its competitive advantages, such as some of its distribution relationships, spectrum position, roaming revenues, and support services. IPCS INC: Aggressive Financial Policy Cues S&P's Negative Outlook ----------------------------------------------------------------- Standard & Poor's Rating Services revised the outlook on Schaumburg, Illinois-based iPCS Inc. to negative from stable, and affirmed its 'B-' corporate credit rating. "The outlook revision reflects our concerns that iPCS' financial policy is becoming more aggressive at a time when its strained affiliate relationship with Sprint Nextel Corp. is negatively affecting operations," said Standard & Poor's credit analyst Susan Madison. Simultaneously, S&P assigned a 'B-' rating to $300 million of proposed first-lien senior secured notes to be issued by iPCS. S&P also assigned a '4' recovery rating to the notes, indicating expectations for marginal (25%-50%) recovery of principal in the event of a payment default. A 'CCC' rating and '5' recovery rating, indicating expectations for negligible (0%-25%) recovery of principal in the event of a payment default, were assigned to the company's proposed $175 million of senior secured second-lien notes due 2014. The second-lien notes carry a payment-in-kind "toggle" feature, which enables the issuer, at its discretion, to pay interest either in cash or in-kind. The notes are being sold under Rule 144A with registration rights. Proceeds from the two note issues, along with about $54 million of cash on hand, will be used to refinance the company's outstanding 11.5% and 11.375% senior notes and fund a $186 million dividend, or about $11 per share, to common shareholders. iPCS is a Sprint PCS affiliate serving about 590,900 subscribers. It has the exclusive right to provide Sprint PCS digital wireless services to 80 markets in Illinois, Michigan, Pennsylvania, Indiana, Iowa, Ohio, and Tennessee, or a total of 15 million licensed population equivalents. Debt outstanding for the consolidated company at Dec. 31, 2006, pro forma for the proposed new notes, totaled about $475 million. IRAJ ISADPAHNAH: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Iraj Isadpahnah 777 Atherton Novato, CA 94945 Bankruptcy Case No.: 07-10391 Chapter 11 Petition Date: April 5, 2007 Court: Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtor's Counsel: Fayedine Coulter, Esq. 1 Kaiser Plaza, Suite 601 Oakland, CA 94612 Tel: (510) 839-2245 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor does not have any creditors who are not insiders. ITC HOMES: Judge Hollowell Confirms Amended Reorganization Plan --------------------------------------------------------------- The Honorable Eileen W. Hollowell of the U.S. Bankruptcy Court for the District of Arizona confirmed ITC Homes Inc.'s Amended Chapter 11 Plan of Reorganization. Judge Hollowell determined that the Amended Plan satisfies the standards set forth in Section 1129 of the Bankruptcy Code. Overview of the Plan Under the Amended Plan, the Debtor proposes that holders of Class 3 Claims will retain their liens and security interests and will be paid in accordance with the terms and conditions in the loan documents evidencing the Class 3 creditors' claims. To the extent an allowed secured claim is a claim for real property taxes, the claim will be paid, together with interest, at the statutory rate, as and when the lot to which the lien attached is sold to a third party buyer. Class 4 general unsecured claims are entitled to deferred pro rata payments, together with interest from and after the effective date of the Plan, at the rate of 5% per annum, over a period not to exceed six months. The secured claims of First National Bank of Arizona -- the Debtor's only primary secured lender -- will be in paid in full and in cash, in accordance with the loan and security documents evidencing the Bank's claims as modified pursuant to the Cash Collateral Stipulation, and except that: (i) for so long as the Debtor will not be in default under the Cash Collateral Stipulation, as modified by the Plan, FNBA will not be entitled to receive or retain any claim for accrued interest in excess of the non-default rate stated in the FNBA loan and security documents; and (ii) notwithstanding anything contained in the Cash Collateral Stipulation to the contrary, and provided the Debtor will not be in default, the date on which the claims will be paid in full will be a date that is not more than 18 months following the effective date of the Plan. M&S Unlimited LLC's general unsecured insider claim will be paid without interest only after claims in classes 1, 2, 4 and 5 have been paid in full, while M&S and its owners Moshe and Susie Gedalia's contingent and unliquidated insider claims under an FNBA loan guarantee will not receive anything under the Plan. Existing shareholders of the Debtor will not receive any distribution on account of their interests unless and until all sums due all claims in other classes are paid in full pursuant to the Plan. The Debtor explains that because the Plan provides for a 100% repayment, and because there is no need for infusion of additional capital in order to implement it, no new capital is necessary or required to be contributed by the exiting interest holder under the Plan for the equity holders to retain their interest in the Debtor under the Plan. Vail, Arizona-based ITC Homes, Inc. -- http://www.itchomesinc.net/ -- develops residential real estates. The Company filed for chapter 11 protection on Jan. 26, 2006 (Bankr. D. Ariz. Case No. 06-00053). Scott D. Gibson, Esq., at Gibson, Nakamura & Decker, PLLC, represents the Debtor. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtor filed for protection from its creditors, it estimated assets and debts of $10 million to $50 million. JMJ PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: J.M.J. Properties, L.L.C. One Canal Place 365 Canal Street, Suite 2550 New Orleans, LA 70130 Tel: (985) 781-5195 Bankruptcy Case No.: 07-10638 Chapter 11 Petition Date: April 9, 2007 Court: Eastern District of Louisiana (New Orleans) Judge: Jerry A. Brown Debtor's Counsel: Jeffrey L. Oakes, Esq. Orrill, Cordell & Beary, L.L.C. 1010 Common Street, Suite 3100 New Orleans, LA 70112 Tel: (504) 299-8724 Fax: (504) 299-8735 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million The Debtor did not file a list of its 20 largest unsecured creditors. JOAN FABRICS: Files for Bankruptcy in Delaware ---------------------------------------------- Joan Fabrics Corporation and its wholly owned subsidiary Madison Avenue Design, filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code with the U.S. Bankruptcy COurt for the District of Delaware. The company intends to utilize the Chapter 11 process to reorganize its business and financial operations. During this process Joan Fabrics and Madison Avenue Designs will be fully operational serving their more than 700 clients in the residential, hospitality and contract sectors in the Canadian, Mexican and US markets. Carl Marks Advisory Group, a business advisory and interim management firm, has taken over day-to-day operations. Former president and CEO Elkin McCallum stepped down last week, but remains on the Board. "Joan Fabrics has many positive advantages as a business," Richard Heller, chief operating officer, said. "They ran into some recent challenges due to the downturn in the US textile industry caused by, among other factors, increased foreign competition. However, their quality products, strong customer base and excellent design team provide a solid foundation for the business to be restructured and emerge successfully from Chapter 11." Joan Fabrics' 700 employees are unaffected by this filing. Customers should expect business as usual in terms of products, delivery and service. The companies entered into debtor in possession financing agreements with their lenders, led by Bank of America as its administrative agent and its factor CIT. Joan Fabrics and Madison Avenue designs have received debtor-in-possession financing of more than $10 million dollars. "This will allow the company to meet its cash needs and give the company opportunities to explore strategic options to determine the company's future, Heller noted. "The company is already in contact with a number of firms who have expressed interest in acquiring some or all of our operating units. The company believes that such a sale will provide the most advantageous result for its employees, customers and creditors." About Joan Fabrics Joan Fabrics, founded in 1932, manufactures top quality woven jacquard and velour fabrics. The companies have manufacturing facilities in North Carolina and an affiliate entity in Mexico. Annually, Joan Fabrics introduces over 1500 new open line designs and provides exclusive designs for the distributor trade and "jobbers" who supply product to the interior design trade and other related businesses. In order to maintain its competitive edge, Joan Fabrics collaborates with a major retail furniture chain, offering an in-store collection of mid-to-high end fabrics. JOAN FABRICS: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------- Lead Debtor: Joan Fabrics Corporation 100 Vesper Executive Park Tyngsboro, MA 01879-2710 Tel: (978) 649-5626 Fax: (978) 649-9142 Bankruptcy Case No.: 07-10479 Debtor-affiliate filing separate chapter 11 petitions: Entity Case No. ------ -------- Madison Avenue Designs, L.L.C. 07-10480 Type of Business: The Debtors manufacture automotive and furniture upholstery fabrics. Chapter 11 Petition Date: April 10, 2007 Court: District of Delaware (Delaware) Debtors' Counsel: Curtis A. Hehn, Esq. Laura Davis Jones, Esq. Michael Seidl, Esq. Pachulski, Stang, Ziehl, Young, Jones & Weintraub, L.L.P. 919 North Market Street, 16th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 --- and --- Richard E. Mikels, Esq. Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. One Financial Center Boston, MA 02111 Tel: (617) 542-6000 Fax: (617) 542-2241 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ U.N.F.I. trade $4,831,051 7201 West Friendly Avenue Greensboro, NC 27410 Pension Benefit Guaranty unfunded benefit $3,300,000 Corp. plan Office of the General Counsel 1200 K. Street, N.W. Washington, D.C. 20005 American Fibers and Yarns Co. trade $1,277,880 55 Vilcom Circle, Suite 300 Chapel Hill, NC 27514 Valdese Manufacturing Company trade $813,665 312 Columbo Street Valdese, NC 28690 Staubil Corp. trade $540,493 201 Parkway West Duncan, SC 29334 R.L. Stowe Mills, Inc. trade $537,153 100 North Main Street Belmont, NC 28012 The C.I.T. Group/E.F. trade $510,950 1540 West Fountainhead Parkway Tempe, AZ 85282 Carollna Mills, Inc. trade $487,489 618 North Carolina Avenue Maiden, NC 28650 Hess Corporation trade $429,077 1 Hess Plaza Woodbridge, NJ 07095 Grover Industries, Inc. trade $354,213 219 Laurel Avenue Grover, NC 28073 Gaston County Tax Collector tax $315,508 128 West Main Avenue Gastonia, NC 28052 Para-Chem trade $271,124 862 SE Main Street Simpsonville, SC 29681 Kennetex, Inc. trade $239,598 Carotex trade $211,876 G.P. Fabrication trade $211,517 Catawba County Tax tax $199,902 Duke Energy trade $178,299 Crypton trade $174,579 Giorgini Silvano trade $170,826 BB&T Factors Corp. trade $168,400 Noveon, Inc. trade $162,178 G.M.A.C. trade $160,421 Fred C. Church, Inc, trade $154,017 Parkdale trade $148,362 Rutherford County Tax tax $137,232 Wallace Sales Co. trade $135,624 P.S.N.C. Energy utility $133,603 United Parcel Service trade $133,022 Lonfil America Chenille Yarns trade $117,798 Applied Textiles, Inc. trade $112,961 KB HOME: Financial Filing Cues S&P to Remove Negative CreditWatch ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' corporate credit and senior note ratings and its 'BB-' senior subordinated note rating on KB Home and removed them from CreditWatch, where they were placed with negative implications on Oct. 25, 2006. The outlook is negative. The rating actions affect $1.65 billion of senior notes and $750 million of senior subordinated notes. "The CreditWatch removals follow the completion of the company's internal investigation into its stock option practices and the subsequent filing of its delayed third-quarter 2006 financials, which cured previously issued notices of technical default," explained Standard & Poor's credit analyst George Skoufis. The affirmed ratings acknowledge the company's good liquidity position, specifically its demonstrated ability to generate substantial positive free operating cash flow, and a renewed focus on strengthening the balance sheet. These positive factors currently offset a very challenging housing market that will negatively affect earnings and stress already weakening coverage measures. The negative outlook reflects Standard & Poor's expectation that earnings will continue to weaken, putting pressure on coverage measures, particularly if rising delinquencies and foreclosures lead to tighter credit underwriting and/or less available credit; this would affect KB Home's first-time and first-time move-up buyers. While ratings improvement is unlikely in the near term, Standard & Poor's would consider lowering the ratings if coverage measures deteriorate materially for a prolonged period of time or if the company's liquidity position, which currently supports the ratings, deteriorates due to further housing market erosion. KNOLOGY INC: Completes $255 Million PrairieWave Acquisition ----------------------------------------------------------- Knology Inc. disclosed that it has completed its acquisition of PrairieWave Communications. In connection with the transaction, Knology entered into a $555 million first lien term loan facility with proceeds used to fund the $255 million acquisition purchase price, refinance the company's existing first lien and second lien credit facilities, and pay related transaction costs. The $555 million facility bears interest at LIBOR plus 2.25% and has a term of five years with 1% principal amortization annually with the balance due at maturity. The new credit arrangement also includes a $25 million revolving credit facility, which is not being used in connection with the acquisition or refinancing. "This is an exciting transaction for the company," Rodger L. Johnson, president and chief executive officer of Knology, Inc. said. "PrairieWave is a highly successful, customer-focused business that will expand Knology's footprint by adding meaningful scale to the company's existing operations. PrairieWave has achieved excellent bundled penetration and attractive EBITDA and free cash flow margins, and the company believes this acquisition will complement its continued focus on organic growth in the existing Knology markets. The new credit facility will simplify the company's capital structure and lower the company's debt cost of capital, thereby allowing the company to maximize free cash flow for its investors." Credit Suisse acted as financial advisor to Knology and was the lead arranger for the financing. Jefferies & Companies, Inc. acted as syndication agent for the financing. Daniels & Associates, L.P, advised PrairieWave. About PrairieWave PrairieWave Communications is a voice, video and high-speed internet broadband services provider in the Rapid City and Sioux Falls, South Dakota regions, including portions of Minnesota and Iowa. About Knology Headquartered in West Point, Georgia, Knology Inc. (NASDAQ-GM: KNOL) -- http://www.knology.com/--- provides interactive communications and entertainment services in the Southeast. Knology serves both residential and business customers with one of the most technologically advanced broadband networks in the country. Innovative offerings include over 200 channels of digital cable TV, local and long distance digital telephone service with the latest enhanced voice messaging features, and high-speed Internet access, which enables consumers to quickly download video, audio and graphic files using a cable modem. Knology's fiber-based business products include Passive Optical Network (PON), which supplies IP architecture with segmented voice and data bandwidth, and Managed Integrated Network Solutions (MATRIX), an integrated IP-based technology which converges data and voice. * * * As reported in the Troubled Company Reporter on Feb. 20, 2007, Standard & Poor's Rating Services assigned its 'B' bank loan rating and '4' recovery rating to Knology, Inc.'s proposed $555 million senior secured first-lien term loan and $25 million revolver. Also, Standard & Poor's affirmed the 'B' corporate credit rating. The outlook is stable. Also reported on in the TCR on Feb. 19, 2007, Moody's Investors Service affirmed Knology, Inc.'s B2 corporate family rating, changed the probability of default rating to B3 and changed the outlook to stable from developing following the proposed financing for its $255 million cash acquisition of PrairieWave. LSI LOGIC: Merges With Agere Systems & Atlas Acquisition -------------------------------------------------------- LSI Logic Corp. reported that it merged with Agere Systems Inc. and Atlas Acquisition Corp., LSI's wholly-owned subsidiaries. Each share of Agere common stock issued and outstanding was converted into the right to receive 2.16 shares of LSI common stock, and approximately 368 million shares of LSI common stock will be issued to former Agere stockholders. LSI has acquired Agere's assets. Pursuant to the terms of the Merger Agreement, the Board of Directors of Agere appointed Richard S. Hill, Arun Netravali, and Michael J. Mancuso, LSI Board of Directors. Messrs. Hill, Netravali, and Mancuso were Agere directors before the Merger. Additionally, Mr. Mancuso was appointed on April 2, 2007, to the Audit Committee of the LSI Board of Directors and will serve as chairman. A full-text copy of Certificate Of Ownership and Merger is available for free at http://ResearchArchives.com/t/s?1ce4 A full-text copy of the Supplemental Indenture No.2 is available for free at http://ResearchArchives.com/t/s?1ce5 About LSI Logic Based in Milpitas, California, LSI Logic Corporation (NYSE: LSI) -- http://www.lsi.com/-- is a leading provider of silicon-to- systems solutions that are used at the core of products that create, store and consume digital information. LSI offers a broad portfolio of capabilities including custom and standard product ICs, host bus and RAID adapters, storage area network solutions and software applications. LSI CORP: Agere Merger Cues S&P to Upgrade Negative to BB --------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Milpitas, California-based LSI Corp. to 'BB' from 'BB-' and removed the rating from CreditWatch, where it was placed with positive implications on March 15, 2007. The outlook is positive. The ratings increase reflects the completion of its share-funded merger with Agere Systems Inc., with an expected broader business base than the predecessor companies, and good free cash flows as a fabless manufacturer. The merger was completed on April 2, 2007. Prior to the merger, LSI Corp. was known as LSI Logic Corp. Our ratings on Agere are withdrawn. "Our ratings on LSI Corp. reflect the company's reliance on a relatively limited customer base and lack of presence in the merchant semiconductor market, and somewhat constrained growth and profitability," said Standard & Poor's credit analyst Bruce Hyman. Marketplace trends favoring adjacent technologies could further constrain revenue and profitability growth for ASIC suppliers over time. These are partly offset by the company's good niche semiconductor market position, the benefits of an outsourced manufacturing model, moderate leverage and good liquidity, and expectations that free cash flows will be much less volatile than had been the case when the predecessor companies were manufacturing-centric chip suppliers. LSI is a leading supplier of application-specific integrated circuits and multicustomer application-specific standard products used in data networking routers and switches, DVD recorders and other digital entertainment devices, and data storage equipment; the company also supplies storage systems. The merger broadens the suite of semiconductors in the company's disk drive product line, adds a degree of diversity through Agere's chips for data networking devices and wireless handsets, and brings a substantial degree of intellectual property from the company's historical position as Bell Laboratories' semiconductor business. Given the inherently long design cycles and highly customized nature of the ASIC market, the company does not serve the merchant semiconductor market, and its revenues largely depend on the marketplace success of its existing customer base. MAGSTAR TECHNOLOGIES: Virchow Krause Raises Going Concern Doubt --------------------------------------------------------------- Virchow, Krause & Company, LLP raised substantial doubt about MagStar Technologies Inc.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses from operations and total liabilities exceeding total assets. The company's balance sheet as of Dec. 31, 2006, reflected total stockholders' deficit of $2.5 million, resulting from total assets of $2.2 million and total liabilities of $4.7 million. Accumulated deficit as of Dec. 31, 2006, stood at $28.1 million, down from $28.9 million a year earlier. For the year ended Dec. 31, 2006, the company had a net income of $813,702, versus a net income for the prior year of $192,844. Net sales for 2006 went up to $10 million, from net sales in 2005 of $8.1 million. At Dec. 31, 2006, the company had working capital of $586,603, as compared with a working capital deficit of $3 million at Dec. 31, 2005. The increase in the working capital is due to debt restructuring, modification of lease agreements and as a result of profits during 2006. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1ceb About MagStar Technologies Headquartered in Hopkins, Minnesota, MagStar Technologies Inc. (OTC BB: MGST) -- http://www.magstar.com/-- develops and manufactures centrifuges, conveyors, medical devices, spindles, and sub assemblies for medical, magnetic, motion control and industrial original equipment manufacturers. The company manufactures close tolerance bearing-related assemblies for the medical device industry. The company also contract manufactures biometric identification assemblies, spindles, precision slides and complex magnetic assemblies. Its products are sold throughout the U.S. and North America, Europe, and Asia. MESABA AVIATION: Minnesota Court Confirms Chapter 11 Plan --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Minnesota has confirmed Mesaba Aviation Inc., dba Mesaba Airlines' Plan of Reorganization. The confirmation sets the stage for the Debtor to emerge from Chapter 11 in the latter part of April. In confirming the plan, the Court determined that the Plan had been accepted by creditors and otherwise satisfied the requirements of the Bankruptcy Code. The company's creditors voted overwhelmingly in support of the Plan. The Plan implements a stock purchase and reorganization agreement with Northwest Airlines Corporation under which Mesaba would become a wholly-owned subsidiary of Northwest Airlines. "The confirmation of the company's Plan by the Bankruptcy Court validates 18 months of work to make Mesaba a sustainable regional carrier, positioned to become a wholly-owned subsidiary of Northwest Airlines," John Spanjers, Mesaba president and COO, said. "The company is capable of great things moving forward and that's been demonstrated by the exceptional commitment and professionalism of its employees during this difficult time in the company's history." Mesaba intends to exit from Chapter 11 bankruptcy protection in the final week of April 2007 when the POR becomes effective and the acquisition by Northwest Airlines will be completed. Mesaba's comprehensive restructuring plan reduces costs by $68 million a year secures its core business with Northwest for the 49 Saab 340Bs and positions the company for future growth opportunities. Already, Mesaba is moving quickly through the Federal Aviation Administration certification and training process to begin operating the first of 36 Bombardier Canadair Regional Jet (CRJ) 900s for Northwest Airlines. As a result of its on-going restructuring initiatives, Mesaba has achieved reductions in its fixed costs, vendor costs, aircraft and engine leases, and labor costs. "Mesaba employees have made a considerable sacrifice to achieve this cost structure," Mr. Spanjers said. "The company is pleased to be in a position to recall a number of its furloughed team members and provide opportunity for all employees with the addition of the CRJ900 to the company's fleet." About Mesaba Aviation Headquartered in Eagan, Minnesota, Mesaba Aviation Inc., dba Mesaba Airlines -- http://www.mesaba.com/-- operates as a Northwest Airlink affiliate under code-sharing agreements with Northwest Airlines(OTC:NWACQ.PK). The company filed for chapter 11 protection on Oct. 13, 2005 (Bankr. D. Minn. Case No. 05- 39258). Michael L. Meyer, Esq., at Ravich Meyer Kirkman McGrath & Nauman PA, represents the Debtor in its restructuring efforts. Craig D. Hansen, Esq., at Squire Sanders & Dempsey, L.L.P., represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed total assets of $108,540,000 and total debts of $87,000,000. METCARE RX: Organizational Meeting Scheduled on April 19 -------------------------------------------------------- Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, will hold an organizational meeting to appoint an official committee of unsecured creditors in Metcare Rx Pharmaceutical Services Group, LLC and its debtor-affiliates' chapter 11 cases at 10:00 a.m., on April 19, 2007, at the U.S. Trustee's Office, Room 2106, 21st Floor, in Newark, New Jersey. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. However, a representative of the Debtor will attend and provide background information regarding the cases. Creditors interested in serving on a Committee should complete and return to the U.S. Trustee a statement indicating their willingness to serve on an official committee. Official creditors' committees, constituted under Section 1102 of the Bankruptcy Code, ordinarily consist of the seven largest creditors who are willing to serve on a committee. In some Chapter 11 cases, the U.S. Trustee is persuaded to appoint multiple creditors' committees. Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes that the reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About Metcare Rx Based in Cedar Grove, New Jersey, Metcare Rx Pharmaceutical Services Group, LLC and its affiliates -- http://www.metcarerx.com/-- form a full-service pharmacy management company that offers customized solutions and comprehensive pharmacy managed care services. The Debtor and its affiliates filed for Chapter 11 protection on April 3, 2007 (Bankr. D. N.J. Case Nos. 07-14612 through 07-14620). Bruce J. Wisotsky, Esq., at Norris, McLaughlin & Marcus, P.A., represents the Debtors in their restructuring efforts. When the Debtors filed for protection from its creditors, they listed estimated assets and debts of $1 million to $100 million. MICHAEL ALOYAN: Case Summary & Eight Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Michael Aloyan aka Mikael V. Aloyan aka Mikael Aloyan 1425 West Road La Habra Heights, CA 90631 Tel: (323) 954-9144 Bankruptcy Case No.: 07-12861 Type of Business: The Debtor, a convicted bribery figure, owns the Hub City Solid Waste Services, a solid waste hauling company. The Debtor filed a $20 million lawsuit against the City of Compton in October 2004 after the latter terminated a 15-year, no-bid, $100 million contract with his company. The city promptly filed a countersuit against the Debtor and the company waging the contract broke state law. In December 2004, the unanimous jury verdict awarded the city $22,402,759 million on its cross-complaint, jointly and severally against the Debtor and his company individually. Chapter 11 Petition Date: April 9, 2007 Court: Central District Of California (Los Angeles) Judge: Ellen Carroll Debtor's Counsel: Philip D. Dapeer, Esq. 99 Hampshire Road, Suite 105 Westlake Village, CA 91361 Tel: (323) 954-9144 Total Assets: $0 Total Debts: $21,407,839 Debtor's Eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ City of Compton trade debt $21,474,836 205 South Willowbrook Avenue Compton, CA 90220 c/o Gregory E. Stone 21550 Oxnard Street, Suite 200 Woodland Hills, CA 91361 Tel: (818) 999-2269 DaimlerChrysler $28,049 c/o MacDowell & Associates 3636 Birch Street, Suite 290 Newport Beach, CA 92660 Citicards $15,000 P.O. Box 6408 The Lakes, NV 88901 Jaguar Credit $7,574 Discover Card $7,000 Bank of America $3,792 Saks Fifth Avenue $2,870 Macy's $2,713 MICHAEL OWENS: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------ Debtors: Michael M. Owens Kazan W. Owens dba J&L Grocery dba Owens Express P.O. Box 1161 Granite Falls, NC 28630 Bankruptcy Case No.: 07-50308 Chapter 11 Petition Date: April 9, 2007 Court: Western District of North Carolina (Wilkesboro) Judge: J. Craig Whitley Debtors' Counsel: David G. Gray, Esq. 81 Central Avenue Asheville, NC 28801 Tel: (828) 254-6315 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtors' 17 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Lutz Corp. $448,000 PO Box 1952 Shelby, NC 28151-1952 Leon Holder Wholesale $234,281 PO Box 117 Elk Park, NC 28622 First Funds $105,000 240 West 35th Street New York, NY 10001 H. T. Hackney $83,000 Bank of America $21,480 Bank of America $17,985 Beneficial $15,058 Chase Visa $14,279 Bank of America $14,014 Chase Visa $10,403 Bank of America $9,104 Western Piedmont Iwanna $5,692 CitiGroup/CitiBank Corp. $5,440 Card Chase Visa $4,334 American Express $2,456 Wachovia Prime Equity $1,919 Line Citi Cards $1,634 MIRANT CORPORATION: Board Exploring Strategic Alternatives ---------------------------------------------------------- Mirant Corporation's board of directors has decided to explore strategic alternatives to enhance stockholder value. The company has made significant progress in implementing the program it disclosed in July and August 2006 to sell its Philippine business and six U.S. natural gas-fired plants, which are expected to close in the second quarter of 2007, and its Caribbean business, which is expected to close in mid-2007. In light of the status of the disposition program, the board will consider in the exploration process whether the interests of stockholders would be best served by returning excess cash from the sale proceeds to stockholders, with the company continuing to operate its retained businesses or, alternatively, whether greater stockholder value would be achieved by entering into a transaction with another company, including a sale of the company in its entirety. The company does not expect to consider making an acquisition as part of this exploration process. JPMorgan will serve as the financial advisor in this process. "The company is commencing this exploration of alternatives in order to provide its stockholders with the greatest possible value," Edward R. Muller, chairman and chief executive officer, said. At this time, there can be no assurance that any transaction will be pursued, other than the dispositions that Mirant has taken, or that any transaction that is pursued would be consummated. The company does not intend to disclose developments with respect to the exploration of strategic alternatives unless and until its board of directors has completed its evaluation or approved a specific transaction. As a result of this information, the company will not provide earnings guidance during the exploration process. The company also noted that Mirant's certificate of incorporation contains in Article 17 certain transfer restrictions that are intended to preserve the value of the company's substantial tax loss carryforwards. These restrictions apply when holders of 5% or more of the company's stock own in the aggregate at least 35% of the company's stock. When these provisions apply, persons holding 5% or more of the company's stock cannot acquire additional stock, and persons holding less than 5% of the company's stock cannot become 5% holders. Currently, much as 26% of the company's stock is held by or committed to holders of more than 5% of the company's stock. As of Feb. 28, 2007, the number of outstanding shares of Mirant common stock to be taken into account for purposes of calculating ownership under Article 17 was 256 million. The company has filed a Current Report on Form 8-K that contains additional information about its tax position. Copies of Mirant's certificate of incorporation and are available on the company's website or at http://ResearchArchives.com/t/s?1ce2. About Mirant Corporation Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR) -- http://www.mirant.com/-- is an energy company that produces and sells electricity in North America, the Caribbean, and the Philippines. Mirant owns or leases more than 18,000 megawatts of electric generating capacity globally. Mirant Corporation filed for chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03- 46590), and emerged under the terms of a confirmed Second Amended Plan on Jan. 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtors in their successful restructuring. When the Debtors filed for protection from their creditors, they listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on Jan. 3, 2006. Mirant Bowline, LLC, Mirant Lovett, LLC, Mirant New York, Inc., and Hudson Valley Gas Corporation, were not included and have yet to submit their plans of reorganization. (Mirant Bankruptcy News, Issue No. 119; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000). * * * Moody's Investors Service's assigned 'B2' on Mirant Corporation's long-term family rating and 'B2' on probability of default rating. The outlook is stable. Standard and Poor's assigned a 'B+' on the company's long-term foreign and local issuer credit rating. Fitch gave a 'B+' on the company's long-term issuer default rating. MISSISSIPPI FARM: A.M. Best Withdraws Ratings on Company's Request ------------------------------------------------------------------ A.M. Best Co. has downgraded the financial strength rating to C- (Weak) from C+ (Marginal) and assigned an issuer credit rating of "cc" to Mississippi Farm Bureau Mutual Insurance Company of Jackson, Mississippi. The outlook for both ratings is negative. The FSR downgrade is attributable to continued surplus deterioration as a result of reserve strengthening associated with the company's losses from Hurricane Katrina and ongoing uncertainty regarding final loss settlements. Subsequently, A.M. Best has withdrawn the FSR and ICR and assigned a category NR-4 (Company Request). This rating action reflects management's decision to withdraw from the interactive rating process, as MFB has ceased writing business. Founded in 1899, A.M. Best Company is a full-service credit rating organization dedicated to serving the financial services industries, including the banking and insurance sectors. NORMA AURELIO: Case Summary & Four Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Norma Aurelio aka Norma Salvatera Aurelio dba Salvatera-Aurelio Small Family Home 1409 South Beacon Street San Pedro, CA 90731 Bankruptcy Case No.: 07-12844 Chapter 11 Petition Date: April 9, 2007 Court: Central District Of California (Los Angeles) Judge: Ernest M. Robles Debtor's Counsel: James T. King, Esq. King & Associates 315 West Arden Avenue, Suite 28 Glendale, CA 91203 Tel: (818) 242-1100 Fax: (818) 242-1012 Estimated Assets: $10,000 to $100,000 Estimated Debts: $1 Million to $100 Million Debtor's Four Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Option One Mortgage Corp. $729,000 3 Ada Irvine, CA 92618 Argent Mortgage Co., L.L.C. $567,000 1 City Boulevard West, Suite 1500 Orange, CA 92868 Infinity Insurance Co. $1,568 P.O. Box 830693 Birmingham, AL 35283-0693 Credit Collection Services $142 For the Infinity Group NORSTAN APPAREL: Creditors Win $67MM Fraudulent Transfer Lawsuit ---------------------------------------------------------------- The Honorable Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York denied, on March 30, a motion to dismiss the $67 million fraudulent transfer lawsuit against Norstan Apparel Shops Inc. The lawsuit, on behalf of the Official Committee of 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 Ronald R. Sussman, Esq., a partner at Cooley Godward Kronish LLP, the law firm representing the unsecured creditors. In addition to Mr. 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. OWNIT MORTGAGE: Wants to Reject Unexpired Leases & Contracts ------------------------------------------------------------ Ownit Mortgage Solutions Inc asks permission from the United States Bankruptcy Court for the Central District of California to reject unexpired leases and executory contracts. The Debtor tells the Court that in light of the closing of all of its office locations with the exception of its headquarters, it doesn't need the leases and contracts going forward. Rejection of these leases and contracts will eliminate the possibility that the Debtor may be exposed to further administrative expense claims. Further, none of these leases and contracts has any value to the estate. Due to the type of equipment leased and the services delivered, the Debtor concluded that the expense involved in attempting to market the agreements and assuming and assigning them would outstrip any possible value in the agreements. A list of the unexpired leases and executory contracts is available for free at http://ResearchArchives.com/t/s?1cee Headquartered in Agoura Hills, California, Ownit Mortgage Solutions Inc. is a subprime mortgage lender, which specializes in making loans to borrowers with poor credit or limited incomes. The Debtor filed for chapter 11 protection on Dec. 28, 2006 (Bankr. C.D. Calif. Case No. 06-12579). Ira D. Kharasch, Esq., Linda F. Cantor, Esq., Jonathan J. Kim, Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub LLP, represent the Debtor. Stutman, Treister & Glatt represents the Official Committee of Unsecured Creditors. The Debtor's schedules show total assets of $697,550,849 and total liabilities of $819,131,179. The Debtor's exclusive period to file a chapter 11 plan expires on April 27, 2007. PACER INT'L: Share Repurchase Increase Cues S&P to Hold Ratings --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' corporate credit rating on Pacer International Inc. The affirmation follows the freight transportation company's announcement that it has increased its share repurchase authorization by $100 million. S&P believes that healthy cash generation and currently strong cash flow protection measures should allow Pacer to pursue share repurchases and still maintain credit protection measures within acceptable levels. At the same time, Standard & Poor's withdrew the 'BB' bank loan rating and '2' recovery rating following Pacer's refinancing of the old facility with a new, unrated, facility. The outlook is stable. The Concord, California-based company has about $400 million of lease-adjusted debt. "Ratings reflect Pacer's exposure to cyclical and competitive pressures; a somewhat aggressively leveraged balance sheet that includes significant operating lease obligations; the potential for acquisitions; and the likelihood of profit pressures over the near term," said Standard & Poor's credit analyst Lisa Jenkins. "Partially offsetting these challenges are the company's solid niche position in the freight transportation and logistics industry, a somewhat variable cost structure, and ongoing efforts to improve productivity." Pacer's operations are centered around two key business areas: wholesale intermodal and retail logistics. Pacer's intermodal business transports cargo containers stacked two high on specially designed railcars. Pacer has well-established relationships with rail carriers that provide linehaul and terminal services for the company and give Pacer access to a 50,000-mile rail network. Pacer is currently in the process of transitioning to new vendor arrangements with its rail carriers. The form and impact of these changes are currently uncertain, but ratings assume that they would not have a material impact on the company's operations. Pacer's logistics offerings include intermodal marketing, truck transportation brokerage, freight forwarding, freight consolidation and handling, and supply chain management services. Pacer's increased emphasis on logistics services in recent years has increased its exposure to competitive and cyclical pressures. To mitigate cyclical pressures, Pacer relies on contracts and operating arrangements with railroads, independent trucking operators, and leasing companies. A significant portion of its equipment leases allow for cancellation within three months or less. This reliance on leased equipment and contracts for the use of others' facilities reduces Pacer's capital spending requirements, but also makes Pacer more vulnerable to equipment shortages and service disruptions by its partners. The wholesale business is currently benefiting from strong international intermodal demand. Performance in the retail segment is still depressed, but is being addressed through yield and business development initiatives. Pacer recently announced its plans to consolidate some operations, reduce headcount, and invest in new technology systems. While the company has stated that these actions should reduce costs by approximately $10 million annually when fully implemented, they will likely result in restructuring charges and increased expenses in 2007. Ratings incorporate an expectation that credit measures will remain near current levels. Should current restructuring activities or competitive challenges result in greater-than- expected earnings pressures, or should share repurchases or acquisitions lead to a deterioration in the credit profile, the outlook could be revised to negative or the rating could be lowered, depending upon the magnitude of the deterioration. An outlook change to positive is considered unlikely. PACIFIC LUMBER: Panel Hires Pachulski Stang as Bankruptcy Counsel ----------------------------------------------------------------- The Hon. Judge Richard S. Schmidt of the United States Bankruptcy Court for the Southern District of Texas has authorized the Official Committee of Unsecured Creditors appointed in Pacific Lumber Company and its debtor-affiliates' bankruptcy cases to retain Pachulski Stang Ziehl Young Jones & Weintraub LLP as its general bankruptcy counsel effective as of Jan. 30, 2007. The fees and expenses incurred by Pachulski in the Debtors' cases will be allocated among Scotia Development LLC, The Pacific Lumber Company, Britt Lumber Co. Inc., Salmon Creek LLC, and Scotia Inn Inc., on the one hand, and Scotia Pacific LLC, on the other hand, in the same proportion as the general unsecured debt of the PALCO Debtors as compared to the general unsecured debt of Scopac, the Court rules. Pending further Court order, Pachulski's fees and expenses will be allocated and paid on an interim basis as 95% to the PALCO Debtors and 5% to Scopac. In the event that a separate committee is appointed in either the PALCO Debtors or Scopac cases, Pachulski's fees and expenses will be allocated with the Pachulski Retention Order through the date of formation of that additional committee. All parties' right to subsequently challenge the allocation of fees and expenses in any subsequent interim or final fee application submitted by the Committee's counsel is preserved. As reported in the Troubled Company Reporter on March 2, 2007, the Official Committee of Unsecured Creditors selected Pachulski Stang because of its extensive expertise and knowledge in the area of insolvency, business reorganizations and creditors' rights, making it highly qualified to represent the Committee. As the Committee's counsel, Pachulski Stang is expected to assist, advise and represent the Committee in: (a) its consultations with the Debtors and other creditor constituencies or parties-in-interest regarding the administration of the cases; (b) the analysis of the Debtors' assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales, other asset dispositions, financing arrangements and cash collateral stipulations or proceedings; (c) connection with any review of management, compensation issues, analysis of retention or severance benefits or other management related issues; (d) any manner relevant to reviewing and determining the Debtors' rights and obligations under the unexpired leases and executory contracts; (e) the investigation of the Debtors' acts, conduct, assets, liabilities and financial condition, the operation of the Debtors' business and the desirability of the continuance of any portion of the business, and any other matters relevant to the cases or to the formulation of a plan;, (f) its participation in the negotiation, formulation and drafting of one or more plans of reorganization; (g) issues concerning the appointment of a trustee or examiner under Section 1104 of the Bankruptcy Code; (h) the performance of all of its duties and powers under the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure and in the performance of other services as are in the interests of those represented by the Committee; and (i) the evaluation of the claims and any litigation matters. Pachulski Stang will be paid based on the firm's customary hourly rates in effect. The current hourly rates for Pachulski Stang principal attorneys handling the Committee's representation are: Attorney Hourly Rate -------- ----------- John D. Fiero, Esq. $495 Maxim B. Litvak, Esq. $450 The hourly rates of Pachulski Stang's other attorneys and paraprofessionals are: Professionals Hourly Rate ------------- ----------- Other attorneys $795 - $375 Paralegals $210 - $145 Law Library Director $195 Law Clerks $95 - $75 The firm will also be reimbursed for its actual and necessary out-of-pocket expenses. John D. Fiero, Esq., a partner at Pachulski Stang, clarified that the Firm will not seek compensation for the non-working travel time to or from the Texas Court incurred by Mr. Litvak, or reimbursement of any expenses incurred by Mr. Litvak. Other Pachulski Stang attorneys, including Mr. Fiero, however, will be permitted to seek compensation for non-working travel time to the Texas Court, and reimbursement of expenses from the Debtors, to the extent permitted by the Court. Mr. Fiero assured the Court that Pachulski Stang does not hold, or represent any entity having an adverse interest in connection with the Debtors or their bankruptcy cases, and is qualified to represent the Committee under Sections 328 and 1103 of the Bankruptcy Code. About Pacific Lumber Headquartered in Oakland, California, The Pacific Lumber Company -- http://www.palco.com/-- and its subsidiaries operate in several principal areas of the forest products industry, including the growing and harvesting of redwood and Douglas-fir timber, the milling of logs into lumber and the manufacture of lumber into a variety of finished products. Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned subsidiaries of Pacific Lumber. Scotia Pacific, Pacific Lumber's largest operating subsidiary, was established in 1993, in conjunction with a securitization transaction pursuant to which the vast majority of Pacific Lumber's timberlands were transferred to Scotia Pacific, and Scotia Pacific issued Timber Collateralized Notes secured by substantially all of Scotia Pacific's assets, including the timberlands. Pacific Lumber, Scotia Pacific, and four other subsidiaries filed for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case Nos. 07-20027 through 07-20032). Jeffrey L. Schaffer, Esq., William J. Lafferty, Esq., and Gary M. Kaplan, Esq., at Howard Rice Nemerovski Canady Falk & Rabkin, A Professional Corporation is Pacific Lumber's lead counsel. Nathaniel Peter Holzer, Esq., Harlin C. Womble, Jr. , Esq., and Shelby A. Jordan, Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific Lumber's co- counsel. Kathryn A. Coleman, Esq., and Eric J. Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia Pacific's lead counsel. John F. Higgins, Esq., and James Matthew Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-counsel. When Pacific Lumber filed for protection from its creditors, it listed estimated assets and debts of more than $100 million. Scotia Pacific listed total assets of $932,000,000 and total debts of $765,978,335. The Debtors' exclusive period to file a chapter 11 plan expires on May 18, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No. 12, http://bankrupt.com/newsstand/or 215/945-7000). PACIFIC LUMBER: Taps Morrison as Special Litigation Counsel ----------------------------------------------------------- Pacific Lumber Company, Scotia Pacific Company LLC and Salmon Creek LLC ask the United States Bankruptcy Court for the Southern District of Texas for authority to employ Morrison & Foerster LLP as their special litigation counsel in connection with the Lawsuit against California as well as a number of actions involving environmental and regulatory issues, nunc pro tunc to Jan. 18, 2007. The Debtors also seek the Court's authority to employ Morrison & Foerster as special litigation counsel in connection with any new litigation on environmental and regulatory issues commenced by or against any of the Debtors. Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., in Corpus Christi, Texas, relates that in 1996, the Debtors entered into the historic Headwaters Agreement with the Federal government and the state of California, which involved: (i) the sale of substantial old growth redwood timberlands to the Federal and State governments; and (ii) the implementation of comprehensive ongoing permits and approvals regarding harvesting activities on the Debtors' over 200,000 acres of Timberlands. The historic accord resulted in the most stringent environmental restrictions ever placed on timber harvesting, Mr. Holzer says. In December 2006, The Pacific Lumber Company and Scotia Pacific Company LLC commenced a lawsuit -- the Partial Contingency Litigation -- against California in the California Superior Court of Fresno County (Case No. 06 CE CG 042221) to recover damages for breach of the Headwaters Agreement. Under the Lawsuit, the Debtors alleged that California's actions restricted Scopac's ability to harvest timber as allowed under the Headwaters Agreement, which prevented them from remaining economically viable. Mr. Holzer relates that prior to Jan. 18, 2007, Debtors hired Morrison & Foerster as their special litigation counsel in numerous proceedings, including these matters -- Hourly Rate Matters: 1. Environmental Protection Information Center & Sierra Club v. California Department Of Forestry & Fire Protection & California Department of Fish & Game, Case No. S1405471, an action filed in the California Supreme Court. California Court of Appeal Case Nos. A108410 and A108478. 2. The People of the State of California v. Pacific Lumber Company, Scotia Pacific Company LLC & Salmon Creek LLC, currently pending in the California Court of Appeal, Case No. A112028. 3. Environmental Protection Information Center v. Pacific Lumber Company, Scotia Pacific Company LLC, Environmental Protection Agency & Christine Todd Whitman, filed in the U.S. District Court for the Northern District of California, Case No. C01-2821 MHP. 4. Northern California River Watch v. Pacific Lumber Company filed in the U.S. District Court for the Northern District of California, Case No. C 06-03556 MMC. 5. Pacific Lumber Company & Scotia Pacific Company LLC v. State Water Resources Control Board commenced in the California Superior Court of Humboldt County, Case No. CV050516. 6. Davies v. Schectman commenced in the California Superior Court of Humboldt County, Case No. DR010441. As a result of its prior work with the Debtors, the firm is uniquely familiar with the Debtors, their assets and their business, Edgar B. Washburn, Esq., a member of Morrison & Foerster, says. Morrison & Foerster will carefully coordinate its efforts with the Debtors' other counsel so as to prevent any duplication of effort to the fullest extent practical. Subject to periodic adjustments, Morrison & Foerster intends to charge the Debtors based on its hourly rates range of $475 to $675 for attorneys, and $210 for paralegals. Mr. Washburn assures the Court that Morrison & Foerster neither holds nor represents an interest adverse to the Debtors and their estates, and is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. Mr. Washburn has prepared a Supplemental Declaration in relation to the proposed retention of Morrison & Foerster. Mr. Holzer notes that the Washburn Declaration contains the specifics of the contingency arrangement between the Debtors and Morrison & Foerster with respect to the Partial Contingency Litigation, which could be analyzed and potentially used by adverse parties to their tactical advantage, and to the Debtors' detriment. Thus, the Debtors seek the Court's permission to file The Washburn Declaration under seal. About Pacific Lumber Headquartered in Oakland, California, The Pacific Lumber Company -- http://www.palco.com/-- and its subsidiaries operate in several principal areas of the forest products industry, including the growing and harvesting of redwood and Douglas-fir timber, the milling of logs into lumber and the manufacture of lumber into a variety of finished products. Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned subsidiaries of Pacific Lumber. Scotia Pacific, Pacific Lumber's largest operating subsidiary, was established in 1993, in conjunction with a securitization transaction pursuant to which the vast majority of Pacific Lumber's timberlands were transferred to Scotia Pacific, and Scotia Pacific issued Timber Collateralized Notes secured by substantially all of Scotia Pacific's assets, including the timberlands. Pacific Lumber, Scotia Pacific, and four other subsidiaries filed for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case Nos. 07-20027 through 07-20032). Jeffrey L. Schaffer, Esq., William J. Lafferty, Esq., and Gary M. Kaplan, Esq., at Howard Rice Nemerovski Canady Falk & Rabkin, A Professional Corporation is Pacific Lumber's lead counsel. Nathaniel Peter Holzer, Esq., Harlin C. Womble, Jr. , Esq., and Shelby A. Jordan, Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific Lumber's co- counsel. Kathryn A. Coleman, Esq., and Eric J. Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia Pacific's lead counsel. John F. Higgins, Esq., and James Matthew Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-counsel. When Pacific Lumber filed for protection from its creditors, it listed estimated assets and debts of more than $100 million. Scotia Pacific listed total assets of $932,000,000 and total debts of $765,978,335. The Debtors' exclusive period to file a chapter 11 plan expires on May 18, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No. 12, http://bankrupt.com/newsstand/or 215/945-7000). PENN TREATY: A.M. Best Holds Ratings and Retains Negative Review ---------------------------------------------------------------- A.M. Best Co. has commented that the financial strength rating of B (Fair) and the issuer credit ratings of "bb" of Penn Treaty American Corporation's [NYSE: PTA] subsidiaries remain unchanged and under review with negative implications. Penn Treaty's subsidiaries include Penn Treaty Network America Insurance Company, American Network Insurance Company and American Independent Network Insurance Company of New York (New York, NY). All companies are domiciled in Allentown, PA unless otherwise specified. On March 26, 2007, Penn Treaty filed its 2005 10-K. Penn Treaty's delay in filing its 2006 audited GAAP financials is of concern to A.M. Best. A.M. Best believes Penn Treaty's "old" long-term care block, whose performance is not reflected in its statutory operating results, will again show weak results when its 2006 GAAP financials are made public. In A.M. Best's opinion, its GAAP results for 2006 could continue to be problematic if Penn Treaty's experience is similar to other long-term care insurers. Penn Treaty is filing additional, large increases on a sizeable portion of this block of business. A.M. Best believes it may be difficult to gain regulatory approval on a timely basis, which could further negatively impact the "old" block's performance. A.M. Best's concerns include: -- The delay in filing its GAAP financial statements has negatively impacted Penn Treaty's sales efforts, as well as slowed other facets of its business plan. -- The performance of its "old" block of business (written prior to December 31, 2001 and currently 100% reinsured by Imagine International Reinsurance, Ltd.) has been problematic for many years. Although this business has been reinsured and does not impact statutory financial statements, earnings and losses from this block do impact GAAP financials. Large reserve charges have occurred historically for this block, which Penn Treaty plans to eventually recapture. Given the numerous reserve charges and ongoing issues surrounding its "old" long-term care block, A.M. Best remains concerned with the reserve adequacy of this business. -- Penn Treaty is highly reliant on one reinsurer for coverage on its "old" block of business, as well as all new business it writes. -- Given that a large portion of its bond portfolio was invested during the second half of 2005, rising interest rates have a negative impact on the value of Penn Treaty's bond portfolio and its GAAP capitalization, which was the case in 2006. -- Penn Treaty continues to incur high audit, consulting and general expense levels. -- Penn Treaty will continue to experience delays in filing its audited GAAP financials for an unknown period of time. The company currently estimates that its GAAP financials will not be completed on a timely basis until it files its third quarter 2007 results. -- Any impact the company's ongoing issues might have on its future financial flexibility. Penn Treaty will remain under review while A.M. Best continues to monitor a number of items that affect Penn Treaty's ratings, which include: -- Any potential changes in the reinsurance program or in the treaty agreement -- Ongoing disruption for new business opportunities -- Regulatory relationships that Penn Treaty has including how they impact the company's attempts to implement rate increases and expectations from key regulators -- Reserve adequacy on the "old" block of business, which has experienced poor results on a GAAP basis -- A.M. Best's monitoring of company provided projections to actual results Presently, it is unclear when A.M. Best will conclude its review of Penn Treaty. A.M. Best has requested that Penn Treaty provide more frequent updates on various items on its operations. A final rating outcome will be released once A.M. Best assesses how these issues could impact the organization. Founded in 1899, A.M. Best Company is a full-service credit rating organization dedicated to serving the financial services industries, including the banking and insurance sectors. PENNSYLVANIA REAL: Earns $19 Million in Quarter Ended December 31 ----------------------------------------------------------------- Pennsylvania Real Estate Investment Trust reported net income of $19 million on total revenue of $126.5 million for the fourth quarter ended Dec. 31, 2006, compared with net income of $19.4 million on total revenue of $120.6 million for the same period ended Dec. 31, 2005. For the year ended Dec. 31, 2006, net income was $28 million on total revenue of $464.6 million, compared with net income of $57.6 million on total revenue of $434.4 million in 2005. The decrease in net income in 2006 was due to a $17.2 million increase in depreciation and amortization expense, $9.4 million less in gains on sales of real estate in 2006, and $4 million of executive separation expenses. The depreciation and amortization expense in 2006 includes a $7.6 million increase in depreciation and amortization expense from properties acquired during 2005 and $2.8 million of additional depreciation and amortization expense that was recorded in connection with the reclassification of Schuylkill Mall, in Frackville, Pa., from held-for-sale to continuing operations. Same store net operating income increased $1.4 million for the fourth quarter of 2006, an increase of 1.8% from the fourth quarter of 2005. For 2006, same store net operating income increased by $1.5 million compared to 2005. Same store results represent retail properties that the company owned for the full periods presented. "During 2006, our sales per square foot grew 4.4%, exceeding the industry average as reported by the International Council of Shopping Centers. Five of our malls generated sales in excess of $450 per square foot in 2006, up from only two at the end of 2005," said Joseph Coradino, president of PREIT Services LLC and PREIT-RUBIN Inc. "This growth, when combined with the substantial completion of eight mall renovations and redevelopments in 2006, the announcement of the Cherry Hill Mall, Plymouth Meeting Mall, and Voorhees Town Center projects, and a portfolio with average sales in excess of $350 per square foot, presents a compelling platform for national retailers." At Dec. 31, 2006, the company's balance sheet showed $3,145.6 million in total assets, $2,101.9 million in total liabilities, $114.4 million in minority interest, and $929.3 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?1ce0 Net cash provided by operating activities totaled $158.8 million for the year ended Dec. 31, 2006, and $129.7 million for the year ended Dec. 31, 2005. Cash provided by operating activities in 2006 as compared to 2005 was favorably impacted by a 6% increase in consolidated net operating income, partially offset by a 17% increase in interest expense. Cash flows in 2006 also were impacted by lower incentive compensation payments, as $5 million in payments related to an executive long term incentive compensation plan were made in 2005. Cash flows used in investing activities were $182.1 million in 2006, compared to cash flows used in investing activities of $326 million in 2005. Cash flows provided by financing activities were $16.3 million in 2006, compared to $179 million provided in 2005. Cash flows provided by financing activities for the year ended Dec. 31, 2006, were affected by $152.1 million of net proceeds from the financing of mortgage loans on Valley Mall and Woodland Mall. Portions of these cash flows were applied toward aggregate net credit facility repayments of $10.5 million, dividends and distributions of $106.2 million and principal installments on mortgage notes payable of $22.8 million. Financing activities in 2005 included the repayment of the mortgages on Cherry Hill Mall, Magnolia Mall and Willow Grove Park. About Pennsylvania Real Pennsylvania Real Estate Investment Trust (NYSE: PEI) -- http://www.preit.com/-- was founded in 1960 and is one of the first equity Real Estate Investment Trusts in the U.S. The company has a primary investment focus on retail shopping malls and power centers located in the Mid-Atlantic region and eastern half of the United States. As of Dec. 31, 2006, the company's portfolio consists of 57 retail properties. The company has 50 retail operating properties in 13 states, including 39 shopping malls and 11 strip and power centers, and seven properties under development. The company is headquartered in Philadelphia. Pennsylvania. * * * As reported in the Troubled Company Reporter on Feb. 28, 2007, Fitch Ratings affirmed the 'B+' preferred stock rating on Pennsylvania Real Estate Investment Trust. Fitch also affirmed the 'BB' Issuer Default Rating of PREIT. PLEASANT CARE: Section 341(a) Meeting Scheduled on April 27 ----------------------------------------------------------- The United States Trustee for Region 16 will convene a meeting of Pleasant Care Corporation and its debtor-affiliates' creditors at 9:00 a.m., on April 27, 2007, at Room 2610, 725 South Figueroa Street, in Los Angeles, California. This is the first meeting of creditors required under Section 341(a) of the U.S. Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Based in La Canada, California, Pleasant Care Corporation and its affiliates -- http://www.pleasantcare.com/-- provide nursing home care. The company and four of its affiliates filed for chapter 11 protection on March 22, 2007 (Bankr. C.D. Calif. Lead Case No. 07-12312). When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. PLEASANT CARE: Wants to Hire Levene Neale as Bankruptcy Counsel --------------------------------------------------------------- Pleasant Care Corporation and its debtor-affiliates ask authority from the U.S. Bankruptcy Court for the Central District of California to employ Levene, Neale, Bender, Rankin & Brill LLP as their bankruptcy counsel. Levene Neale will: a. advise the Debtors with regard to the requirements of the Court, the U.S. Trustee, the U.S. Bankruptcy Code and Rules as they pertain to the Debtors; b. advise the Debtors with regard to certain rights and remedies of their bankruptcy estates and the rights, claims and interests of creditors; c. represent the Debtors in any proceeding or hearing in the Court involving their estates unless the Debtors are represented in such proceeding or hearing by other special counsel; d. conduct examinations of witnesses, claimants or adverse parties and represent the Debtors in any adversary proceeding; e. prepare and assist the Debtors in the production of reports, applications, pleadings and orders; f. represent the Debtors with regard to obtaining use of debtor-in-possession financing and cash collateral; g. assist the Debtors in the negotiation, formulation, preparation and confirmation of a plan of reorganization and the preparation and approval of a disclosure statement; h. perform any other legal services for the Debtors. Ron Bender, Esq., a partner at Levene Neale, tells the Court that the Firm's professionals bill: Professional Hourly Rate ------------ ----------- Ron Bender, Esq. $525 Monica Y. Kim, Esq. $495 Jacqueline L. Rodriguez, Esq. $405 Mr. Bender assures the Court that the Firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Bender can be contacted at: Ron Bender, Esq. Levene, Neale, Bender, Rankin & Brill LLP 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 http://www.lnbrb.com/ Based in La Canada, California, Pleasant Care Corporation and its affiliates -- http://www.pleasantcare.com/-- provide nursing home care. The company and four of its affiliates filed for chapter 11 protection on March 22, 2007 (Bankr. C.D. Calif. Lead Case No. 07-12312). When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. PLEASANT CARE: U.S. Trustee Appoints Five-Member Official Panel --------------------------------------------------------------- The United States Trustee for Region 16, appointed five creditors to serve in an Official Committee of Unsecured Creditors for Pleasant Care Corporation and its debtor-affiliates' chapter 11 cases. The five committee members are: 1. Twin Med LLC c/o Steve Rechnitz, CEO 11333 Greenstone Avenue Santa Fe Springs, CA 90670 Tel: (323) 582-9900 Fax: (323) 588-4403; 2. Healthcare Services Group, Inc. c/o Thomas Cook, President 3220 Tillman Drive Ben Salem, PA 19020 Tel: (800) 523-2248 Fax: (215) 639-2152; 3. Comprehensive Therapy c/o Bina Bhatia, Partner 1261 Oakhaven Lane Arcadia, CA 91006 Tel: (626) 353-8030; 4. Diary King c/o Allan Dalfen, President 815 Thompson Avenue Glendale, CA 91201 Tel: (818) 243-6455; 5. SEIU, United Healthcare Workers West c/o Christian L. Raisner, Esq. 1001 Marina Village Parkway, Suite 200 Alameda, CA 94501 Tel: (510) 337-1001 Fax: (510) 337-1023; Based in La Canada, California, Pleasant Care Corporation and its affiliates -- http://www.pleasantcare.com/-- provide nursing home care. The company and four of its affiliates filed for chapter 11 protection on March 22, 2007 (Bankr. C.D. Calif. Lead Case No. 07-12312). Ron Bender, Esq., Monica Y. Kim, Esq., and Jacqueline L. Rodriguez, Esq., at Levene, Neale, Bender, Rankin & Brill LLP, represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. PRICELINE.COM INC: Good Revenue Cues S&P's Positive Outlook ----------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including the 'B' corporate credit rating, on online travel agency Priceline.com Inc. on CreditWatch with positive implications. "The positive CreditWatch listing indicates the possibility of upward rating movement based on good revenue and profitability growth and a solid competitive position in Europe," said Standard & Poor's credit analyst Andy Liu. The strong financial performance was driven by Booking.com, the company's European hotel-booking engine, and Priceline.com's "name your own price" domestic travel services. Booking.com increased gross bookings 101% year-over-year and is gaining market share. This resulted primarily from Booking.com's better hotel coverage of secondary and tertiary tourist destinations in Europe. It will take some time for competitors to build up coverage in these markets. Priceline.com's opaque travel services did well because of better airline ticket availability and easier comparison with the prior year. In resolving the CreditWatch listing, Standard & Poor's will be looking at Priceline.com's performance over the coming months, with any upgrade being limited to one notch. This rating(s) was initiated by Standard & Poor's. It may be based solely on publicly available information and may or may not involve the participation of the issuer's management. Standard & Poor's has used information from sources believed to be reliable, but does not guarantee the accuracy, adequacy, or completeness of any information used. REMINGTON ARMS: To Sell Assets to Cerberus for $370 Million ----------------------------------------------------------- Remington Arms Company Inc. has agreed to be acquired by an affiliate of Cerberus Capital Management L.P., as part of a agreement between Cerberus and RACI Holding, Inc. for $370 million Under the purchase agreement, the acquisition will include the assumption of all of Remington Arms' approximate $252 million of funded indebtedness related to the Revolving Credit Facility, 10.5% Senior Subordinated Notes due 2011. "This transaction is an acknowledgment of the Remington tradition, its strong brand," Tommy Millner, CEO of Remington said "and the excellent products built over 191 years through innovation and by our dedicated employees. Further, this new partnership signals our intent to continue the path of enhancing our production capabilities and product offerings, in order to further grow our presence domestically and internationally." "This agreement will also fuel the Research & Development of products that offer solutions to the needs of our customers worldwide," Said Millner, "and provide further value to the user, whether hunting waterfowl with our new 105CTI Titanium receiver based shotgun or fighting terrorism as a member of our Armed Forces, with our M24SWS Sniper Weapon System." "We look to the future with great optimism in terms of enhanced sales and marketing worldwide and additional new business development, while we continue to focus on building into our products the quality and reliability that has benefited our customers for close to 200 years." said Millner. Credit Suisse Securities (USA) LLC will be the financial advisor to Cerberus with respect to its acquisition of Remington. The company expects the transaction to close in June 2007. About Remington Arms Headquartered in Madison, North Carolina, Remington Arms Company Inc. -- http://www.remington.com/-- manufactures and markets rifles, shotguns, ammunition, and hunting accessories. The company distributes its products throughout the U.S. and over 55 foreign countries. * * * 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. ROCKAWAY BEDDING: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Rockaway Bedding, Inc. 1578 Sussex Turnpike Building One Randolph, NJ 07869 Bankruptcy Case No.: 07-14890 Debtors-affiliate filing separate chapter 11 petitions: Entity Case No. ------ -------- Rockaway Bedding of Pennsylvania, Inc. 07-14892 Rockaway Bedding of Maryland, Inc. 07-14894 Rockaway Bedding of Delaware, Inc. 07-14895 Rockaway Bedding of Connecticut, Inc. 07-14896 Rockaway Bedding of 48th Street, Inc. 07-14897 Rockaway Bedding Centers of New York, Inc. 07-14898 Type of Business: The Debtors sell beds, mattresses and futons. See http://www.rockawaybedding.com/ Chapter 11 Petition Date: April 9, 2007 Court: District of New Jersey (Newark) Debtors' Counsel: David H. Stein, Esq. Duane Morris, L.L.P. 744 Broad Street, Suite 1200 Newark, NJ 07102 Tel: (973) 424-2000 Fax: (973) 424-2001 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Lead Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Tempur-Pedic, Inc. $2,103,513 P.O. Box 632852 Cincinnati, OJ 45263-2852 J.L. Media-Newspapers $2,016,616 1600 Route 22 Union, NJ 07063 Simmons Company $1,619,322 P.O. Box 945655 Atlanta, GA 30394 Sealy Mattress Co. of N.J., Inc. $1,203,467 P.O. Box 828561 Philadelphia, PA 19182-8561 Serta Mattress Co. $844,786 15 Houghtailing Road West Coxsackie, NY 12192 Sterns & Foster $592,778 Sealy Mattress Co. of N.J., Inc. Philadelphia, PA 19182-8561 Fashion Bed Group $581,268 c/o Leggett & Platt Carthage, MO 64836 United Sleep Products $540,402 412 Oak Street Denver, PA 17517 King Koil $536,985 1112 Kingwood Avenue Norfolk, VA 23502 Kenyon Press, Inc. $522,298 P.O. Box 710 Sherburne, NY 13460-0710 J.L. Media-Advo $453,478 1600 Route 22 Union, NJ 07063 Kimberly Enterprises, Inc. $277,302 100 Hoffman Place Hillside, NJ 07205 Comfort Solutions by King Koil $265,845 1112 Kingwood Avenue Norfolk, VA 23502 J.L. Media-Radio/TV/Cable $224,781 Star Ledger $220,592 Cigna $193,329 Laberge Landscaping $164,979 Excel Bedding, Inc. $158,538 Oxford Healthcare $102,832 One Communication $101,862 SENTRY TECHNOLOGY: SF Partnership Raises Going Concern Doubt ------------------------------------------------------------ SF Partnership LLP raised substantial doubt about the ability of Sentry Technology Corporation 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 recurring losses from operations, reduced levels of revenue and decreased consolidated financial position as result of not meeting its business plan. The company reported had a net loss of $2.3 million on total revenues of $12.1 million for the year ended Dec. 31, 2006, as compared with a net loss of $1.7 million on total revenues of $13.6 million for the year ended Dec. 31, 2005. As of Dec. 31, 2006, the company had total assets of $8.8 million, total liabilities of $7 million, and minority interests of $1.2 million, resulting to total stockholders' deficit of $648,000. Accumulated deficit as of Dec. 31, 2006, was $48.7 million, as compared with accumulated deficit of $46.4 million as of Dec. 31, 2005. Cash and cash equivalents were $360,000 and short-term investments were $259,000 as of Dec. 31, 2006. The company net cash used in operating activities was $1.1 million. Investing activities in 2006 provided short-term investments of $138,000 offset by $112,000 for the purchase of manufacturing equipment at the company's 51% owned labeling plant. The company generated $992,000 in net cash from financing activities in 2006 through an increase in borrowings under its credit facilities. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1cd9 About Sentry Technology Sentry Technology Corporation (OTC BB: SKVY) in Ronkonkoma, New York -- http://www.sentrytechnology.com/-- designs, sells, installs and services Radio Frequency and Electro-Magnetic electronic article surveillance systems and Closed Circuit Television solutions. The CCTV product line features the proprietary SentryVision SmartTrack patented traveling surveillance system. The company's products are used by retailers to deter shoplifting and internal theft and by industrial and institutional customers to protect assets and people. SKI COUNTRY: Case Summary & 25 Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Ski Country Imports, Inc. dba Ouray Sportswear 5200 East Evans Avenue Denver, CO 80222 Bankruptcy Case No.: 07-13365 Debtor-affiliate filing separate chapter 11 petitions: Entity Case No. ------ -------- Ouray Sportswear Wyoming, Inc. 07-13367 Type of Business: The Debtor designs, produces, embroiders and screen prints apparel for wholesale distribution in resort, promotional and corporate markets. See http://www.ouraysportswear.com/ Chapter 11 Petition Date: April 9, 2007 Court: District of Colorado (Denver) Judge: Howard R. Tallman Debtors' Counsel: Lee M. Kutner, Esq. Kutner Miller Brinen, P.C. 303 East 17th Avenue, Suite 500 Denver, CO 80203 Tel: (303) 832-2400 Total Assets: $8,699,047 Total Debts: $8,455,008 A. Ski Country Imports, Inc's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Orloxi trade debt $1,868,226 145 South State College Boulevard Suite 250 Brea, CA 92821 Imprints Wholesale trade debt $158,880 Department 1879 Denver, CO 80291 Mainland Sewing Headwear $134,445 Manufacturing Room 1001-1005 10/F Tower 11 Enterprise Charles M. Schayer & trade debt $112,529 Company Sunneway trade debt $109,166 Green Source Marketing & trade debt $99,383 Sales Gerald M. Greenberg $75,551 Shining Crown Hats $63,660 Cit Group/Commercial Services $58,358 Elliot Group $52,570 Sprint Press Denver $48,221 Wells Fargo Century, Inc. $44,742 Headstart Licensed Products $37,693 W.G. Musselman $34,169 Hicare Apparels Pvt. Ltd. $27,692 De Lage Landen Financial $26,030 Services S.M.L. Bell Manufacturing $26,473 The C.I.T. Group/Commercial $24,362 Services Midwest Motor Express, Inc. trade debt $4,669 Beimar, Inc. trade debt $4,575 B. Ouray Sportswear Wyoming, Inc 's Five Largest Unsecured Creditors: Entity Claim Amount ------ ------------ MX5 Partners, L.L.C. $2,863 22 Plains Drive Buffalo, WY 82834 Richmond Graphic Products $2,632 20 Industrial Drive Smithfield, RI 02917 Interchange Equipment, Inc. $265 90 Dayton Avenue Passaic, NJ 07055 Sarah Sandman $66 Scott Mussleman $16 SONA MOBILE: Losses Cue Horwath Orenstein's Going Concern Doubt --------------------------------------------------------------- Horwath Orenstein LLP raised substantial doubt about Sona Mobile Holdings Corp.'s ability to continue as a going concern citing company's recurring losses from operations after auditing the Sona Mobile's financial report as at Dec. 31, 2006, and 2005. The company posted a net loss of $8.5 million for the year ended Dec. 31, 2006, as compared with a net loss of $6.7 million for the year ended Dec. 31, 2005. Net revenues for the year 2006 were $398,134, down from net revenues for the year 2005 of $565,489. As of Dec. 31, 2006, the company listed total assets of $6.1 million and total liabilities of $1.1 million, resulting to total stockholders' equity of $5 million. Accumulated deficit for 2006 was $16 million, up from an accumulated deficit for 2005 of $7.5 million. At Dec. 31, 2006, the company had total cash and cash equivalents of $5.7 million held in current and short-term deposit accounts. The company believes that based on its current level of spending, this cash will only be sufficient to fund its operations until September 2007. Based on its current business plan, the company will be obligated to seek additional financing before that time. Since inception in November 2003 through Dec. 31, 2006, the company raised about $20 million in equity financing. In 2006, this included the sale of 2,307,693 shares of its common stock and warrants to purchase 1,200,000 shares of its common stock to Shuffle Master for $3 million in January 2006. The Shuffle Master warrants have an exercise price of $2.025 per share and expire on July 12, 2007. The sale of these shares and the issuance of the warrants were in connection with a strategic alliance distribution and licensing agreement between the company and Shuffle Master. There were capital expenditures of $50,209 for the fiscal year ended Dec. 31, 2006. About $94,000 of property, plant and equipment was converted to operating leases during the fiscal year ending Dec. 31, 2006. At Dec. 31, 2006, the company had no long-term debt. A full-text copy of the company's annual report is available for free at http://ResearchArchives.com/t/s?1ced About Sona Mobile Sona Mobile Holdings Corp. located in New York City (OTC BB: SNMB) -- http://www.sonamobile.com/-- is a wireless software and service provider that specializes in value-added applications to data-intensive vertical and horizontal market segments including the gaming industry. Through its subsidiaries, the company develops, markets and sells wireless data application software for mobile devices, which enables secure execution of real time transactions on a flexible platform over cellular or Wi-Fi networks, and is compatible with most wireless devices that are Internet enabled. SOUTHPARK COMMUNITY: Files Schedules of Assets and Liabilities -------------------------------------------------------------- Southpark Community Hospital, LLC delivered to the U.S. Bankruptcy Court for the Western District of Louisiana, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $12,800,000 B. Personal Property $13,753,910 C. Property Claimed as Exempt D. Creditors Holding $16,624,345 Secured Claims E. Creditors Holding $384,381 Unsecured Priority Claims F. Creditors Holding $5,497,332 Unsecured Nonpriority Claims ----------- ----------- Total $26,553,910 $22,506,058 About Southpark Community Based in Lafayette, Louisiana, Southpark Community Hospital, LLC -- http://www.southparkhospital.com/-- provides personalized, quality, professional, and comprehensive health care services. The Debtor filed for Chapter 11 protection on November 30, 2006 (Bankr. W.D. La. Case No. 06-51053). Brandon A. Brown, Esq. and Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis, & Eagan, LLP, represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed estimated assets and debts of $1 million to $100 million. SOUTHPARK COMMUNITY: Wants Plan Filing Period Stretched to July 28 ------------------------------------------------------------------ Southpark Community Hospital, LLC asks the U.S. Bankruptcy Court for the Western District of Louisiana to extend, until July 28, 2007, the exclusive period wherein it can file a plan of reorganization. The Debtor also asks the Court to extend until Sept. 26, 2007, the period in which it can solicit acceptances of that plan. The Debtor says that an extension is warranted since it is still in the process of analyzing its options with respect to the plan structure, and needs the additional time to solidify its financial position and work with proposed financing sources. The Court will hold a hearing on April 17, 2007, to consider the Debtor's request. About Southpark Community Based in Lafayette, Louisiana, Southpark Community Hospital, LLC -- http://www.southparkhospital.com/-- provides personalized, quality, professional, and comprehensive health care services. The Debtor filed for Chapter 11 protection on November 30, 2006 (Bankr. W.D. La. Case No. 06-51053). Brandon A. Brown, Esq. and Louis M. Phillips, Esq., at Gordon, Arata, McCollam, Duplantis, & Eagan, LLP, represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed estimated assets and debts of $1 million to $100 million. ST. MARY: Completes Private Placement of 3.5% Convertible Notes --------------------------------------------------------------- St. Mary Land & Exploration Company has completed the private placement of 3.5% senior convertible notes due 2027. The total principal amount of notes issued was $287.5 million, which includes the exercise by the initial purchasers of an option to purchase an additional $37.5 million of the notes. The notes are convertible under certain circumstances, into shares of St. Mary common stock at a conversion price of $54.42 per share. Upon conversion of the notes, holders will receive cash or shares of St. Mary common stock or any combination thereof, solely at the election of the company. The notes bear interest at a fixed rate of 3.5%, payable semi- annually, and beginning on April 1, 2012 the company may be required to pay contingent interest on the notes under certain circumstances. The notes are unsecured senior obligations and rank equal in right of payment with all of St. Mary's existing and any future unsecured senior debt. The notes are also senior in right of payment to any future subordinated debt. St. Mary may redeem the notes at its option in whole or in part beginning on April 6, 2012 at a cash redemption price equal to 100% of the principal amount plus accrued and unpaid interest. Holders may require the company to repurchase all or a portion of the notes on each of April 1, 2012, April 1, 2017 and April 1, 2022, at a purchase price equal to 100% of the principal amount plus accrued and unpaid interest. On April 1, 2012, the company may pay the repurchase price in cash, in shares of St. Mary common stock, or in any combination of cash and common stock. On April 1, 2017 and April 1, 2022, the holders may elect redemption of the notes and St. Mary will be required to pay the repurchase price in cash. In addition, holders may require St. Mary to repurchase for cash all or a portion of the notes upon the occurrence of certain events. St. Mary intends to use the net proceeds from the private placement of the notes to repay outstanding borrowings under its revolving credit facility. The notes and the common stock issuable upon conversion of the notes have not been registered under the Securities Act of 1933 or any state securities laws. Unless so registered, the notes and common stock issued upon conversion of the notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act of 1933 and applicable state securities laws. About St. Mary Land & Exploration Based in Denver, Colorado, St. Mary Land & Exploration Company (NYSE: SM) -- http://www.stmaryland.com-- is engaged in the exploration, exploitation, development, acquisition, and production of natural gas and crude oil in five core areas in the United States. The company invests in oil and gas producing assets that provide a superior return on equity while preserving underlying capital, resulting in a return on equity to stockholders that reflects capital appreciation as well as the payment of cash dividends. * * * As reported in the Troubled Company Reporter on April 2, 2007, Standard & Poor's Ratings Services assigned its 'BB-' corporate credit rating to oil and gas exploration and production company St. Mary Land & Exploration Co. The outlook is stable. STRUCTURED ADJUSTABLE: S&P Puts D Rating on Class M3 Certificates ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on class M3 from Structured Adjustable Rate Mortgage Loan Trust's series 2004- 9XS to 'D' from 'CCC'. Concurrently, the 'A' rating on the class M2 certificates was placed on CreditWatch with negative implications. In addition, the ratings on classes A and M1, the remaining classes from this transaction, were affirmed. The lowered rating and negative CreditWatch placement reflect a cumulative write-down of $152,960 to the class M3 certificates. The transaction's failure to produce excess spread contributed to the write-down to the class M3 certificates. As of the March 2007 remittance period, cumulative realized losses were $178,300, or 0.06% of the original pool balance. The class M3 certificates absorbed approximately 86% of the total losses; the remaining 14% was covered by monthly excess spread. The transaction has not produced excess spread since the April 2006 distribution date. The affirmations are based on credit support percentages that are sufficient to maintain the current ratings. Credit support is provided through a combination of excess spread and subordination. The underlying collateral consists of conventional, fully amortizing, adjustable-rate mortgage loans, which are secured by first liens on one- to four-family residential properties. Rating Lowered Structured Adjustable Rate Mortgage Loan Trust Mortgage loan asset-backed certificates series 2004-9XS Rating ------ Series Class To From ------ ----- -- ---- 2004-9XS M3 D CCC Rating Placed on Creditwatch Negative Structured Adjustable Rate Mortgage Loan Trust Mortgage loan asset-backed certificates series 2004-9XS Rating ------ Series Class To From ------ ----- -- ---- 2004-9XS M2 A/Watch Neg A Ratings Affirmed Structured Adjustable Rate Mortgage Loan Trust Mortgage loan asset-backed certificates series 2004-9XS Series Class Rating ------ ----- ------ 2004-9XS A AAA 2004-9XS M1 AA STRUCTURED ASSET: Moody's Rates Class B5 Certificates at B2 ----------------------------------------------------------- Moody's Investors Service has assigned an Aaa rating to the senior certificates issued by Structured Asset Securities Corporation Mortgage Loan Trust, Series 2007-RF1 and ratings ranging from Aa2 to B2 to subordinate certificates in the deal. The securitization is backed by Wells Fargo (79%), First Horizon (13%), and other mortgage lenders (8%) originated, adjustable-rate (8%) and fixed-rate (92%), FHA/VA mortgage loans acquired by Lehman Brothers Holding Inc. The Certificates ratings are based on the credit quality of the underlying loans and the insurance provided by FHA and the guarantee provided by the VA. Moody's expects collateral losses to range from 0.40% to 0.50%. The Federal Housing Administration (FHA) is a federal agency within the Department of Housing and Urban Development (HUD) whose mission is to expand opportunities for affordable home ownership, rental housing, and healthcare facilities. The Department of Veterans Affairs (VA), formerly known as the Veterans Administration, is a cabinet level agency of the federal government. The rating of this pool is based on the credit quality of the underlying loans and the insurance provided by FHA and the guarantee provided by the VA. Approximately 89% of the loans have insurance provided by FHA and 11% from the VA. The rating is also based on the structure and legal integrity of the transaction. Wells Fargo Bank, N.A. (Wells Fargo), First Horizon Home Loan Corporation, GMAC, and Aurora Loan Services LLC (Aurora), will service the mortgage loans and Aurora will act as master servicer. Moody's has assigned Wells Fargo its servicer quality rating of SQ2 as a special servicer of residential mortgage loans. Moody's has assigned Aurora its servicer quality rating of SQ2- as a special servicer of residential mortgage loans. Moody's has assigned Aurora its servicer quality rating of SQ1- as a master servicer of residential mortgage loans. The complete rating actions are: Structured Asset Securities Corporation Mortgage Loan Trust Series 2007-RF1 Cl. 1-A, Assigned Aaa Cl. 1-AIO, Assigned Aaa Cl. 2-A, Assigned Aaa Cl. B1, Assigned Aa2 Cl. B2, Assigned A2 Cl. B3, Assigned Baa2 Cl. B4, Assigned Ba2 Cl. B5, Assigned B2 Cl. R, Assigned Aaa STRUCTURED ASSET: S&P Lowers Ratings on Class B Certificates to B ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on the class B certificates from Structured Asset Securities Corp. Mortgage Loan Trust 2005-GEL3 to 'B' from 'BB' and placed it on CreditWatch with negative implications. In addition, the ratings on the remaining classes from this transaction were affirmed. The lowered rating and CreditWatch placement reflect realized losses that have been continuously exceeding monthly excess interest. During the previous six remittance periods, monthly losses have exceeded excess interest by approximately 2.54x. The failure of excess interest to cover monthly losses has resulted in a continuous erosion of overcollateralization. As of the March 2007 distribution date, O/C was below its target balance by approximately 65%. Serious delinquencies (90-plus days, foreclosure, and REO) represent 17.11% of the current pool balance, while cumulative realized losses represent 1.21% of the original pool balance. S&P will continue to closely monitor the performance of class B. If losses continue to exceed excess interest and O/C is eroded further, we will take additional negative ration action on this class. Conversely, if losses are covered by excess interest and O/C remains near its target balance, S&P will affirm the rating and remove it from CreditWatch. The affirmations are based on credit support percentages that are sufficient to maintain the current ratings. Credit support for this transaction is provided by a combination of subordination, excess spread, and O/C. The underlying collateral consists of document-deficient, outside-the-guidelines, and reperforming mortgage loans that are secured by first and second liens on one- to four-family residential properties. Rating Lowered and Placed on Creditwatch Negative Structured Asset Securities Corp. Mortgage Loan Trust 2005-GEL3 Rating ------ Class To From ----- -- ---- B B/Watch Neg BB Ratings Affirmed Structured Asset Securities Corp. Mortgage Loan Trust 2005-GEL3 Class Rating ----- ------ A, M1 AAA M2 AA+ M3 A+ M4 A- M5 BBB+ M6 BBB- SYNAGRO TECHNOLOGIES: S&P Affirms Ratings on $540 Million Facility ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Synagro Technologies Inc. to 'B' from 'B+' and removed the corporate credit rating from CreditWatch where it had been placed with negative implications on Jan. 30, 2007. The outlook is stable. In addition, Standard & Poor's affirmed its bank loan and recovery ratings on Synagro's $540 million senior secured bank facility. "These rating actions were anticipated and follow The Carlyle Group's recently completed acquisition of Synagro," said Standard & Poor's credit analyst Robyn Shapiro. The ratings on Houston, Texas-based Synagro reflect its highly leveraged capital structure, a narrow scope of operations that results in limited diversity, some vulnerability of operating performance to government regulation, energy costs and weather conditions, and competition from larger and well-financed direct and indirect participants. These factors are partially offset by the company's leading position as a national service provider of wastewater residuals management, offering a full range of services; the essential nature of services provided to municipalities and industrial customers; and the high percentage of sales under long-term contracts. With annual revenues of about $350 million, Synagro manages the organic, non-hazardous biosolids generated by public and privately owned water and wastewater treatment facilities. TEC ELECTRIC: Organizational Meeting Scheduled for April 17 ----------------------------------------------------------- Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, will hold an organizational meeting to appoint an official committee of unsecured creditors in Tec Electric, Inc. and Tec Realty, LLC's chapter 11 cases at 2:00 p.m., on April 17, 2007, at the U.S. Trustee's Office, Room 2106, 21st Floor, in Newark, New Jersey. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. However, a representative of the Debtor will attend and provide background information regarding the cases. Creditors interested in serving on a Committee should complete and return to the U.S. Trustee a statement indicating their willingness to serve on an official committee. Official creditors' committees, constituted under Section 1102 of the Bankruptcy Code, ordinarily consist of the seven largest creditors who are willing to serve on a committee. In some Chapter 11 cases, the U.S. Trustee is persuaded to appoint multiple creditors' committees. Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtors' expense. They may investigate the Debtors' business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes that the reorganization of the Debtors is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About Tec Electric Based in Pompton Plains, New Jersey, Tec Electric, Inc. and its affiliate, Tec Realty, LLC, are electrical contractors. The Debtors filed for Chapter 11 protection on March 23, 2007 (Bankr. D. N.J. Case Nos. 07-14001 and 07-14002). Gary K. Norgaard, Esq., at Stern, Lavinthal, Frankenberg & Norgaard, represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed total assets of $2,883,975, and total liabilities of $7,733,164. TECHNICAL OLYMPIC: Liquidity Pressures Cue S&P's Negative Watch --------------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on Technical Olympic USA Inc. on CreditWatch with negative implications. The CreditWatch listings reflect S&P's expectation that corporate debt and liquidity pressures will significantly increase upon the anticipated settlement of a dispute with creditors of the company's EH/Transeastern LLC joint venture. In August 2005, Technical Olympic acquired a 50% interest in Transeastern Properties Inc. At that time, Transeastern owned or controlled approximately 22,000 home sites throughout Florida. When the housing cycle turned, the Transeastern joint venture was unable to generate sufficient cash flow to support its highly leveraged capital structure, resulting in operating losses and asset impairments. On Nov. 30, 2006, Transeastern had $811 million of liabilities (including $625 million of debt) and just $471 million of assets after impairments. According to Transeastern's auditors, this capital deficit raises questions about the company's ability to remain a going concern. Additionally, Transeastern creditors have alleged events of default under Technical Olympic's completion and carve-out guarantees, and have demanded full payment of principal plus forbearance and other fees. Of particular concern is an assertion by mezzanine lenders that they could direct a voluntary bankruptcy at Transeastern, which would trigger full recourse to Technical Olympic. While Technical Olympic disputes the creditor claims, it has initiated settlement discussions, which would include the incurrence of corporate debt to repay the joint venture's $400 million of senior obligations and possibly all or part of $225 million of outstanding mezzanine debt. In this situation, S&P estimate that Technical Olympic's pro forma leverage ratio would approximate 70% of capital. This would raise doubts about the company's ability to remain compliant with a temporarily revised interest coverage covenant governing an $800 million secured credit facility once the covenant is reset to 2.0x in the first quarter of 2008. If the Transeastern dispute is settled as contemplated, S&P will lower the corporate credit rating on Technical Olympic one notch to 'B-' and revise our outlook to negative. If the dispute is not settled amicably, we will lower the corporate credit rating and leave it on CreditWatch negative, reflecting the uncertain consequences of potentially costly and distracting litigation. Longer-term stabilization of Technical Olympic's credit profile is contingent upon the release of all Transeastern-related litigation claims, the timely liquidation of certain assets and subsequent corporate debt reduction, and an improvement in Technical Olympic's core housing markets. Hollywood, Florida-based Technical Olympic is a mid-sized regional homebuilder with $2.8 billion of assets as of Dec. 31, 2006, and a current stock market capitalization of approximately $233 million. In 2006, the company sold 11,775 homes in Florida, the Mid-Atlantic, Texas, and the western U.S. Ratings Placed on Creditwatch Negative Technical Olympic USA Inc. To From -- ---- Corporate credit B/Watch Neg/-- B/Negative/-- Senior unsecured B-/Watch Neg B- Subordinated CCC+/Watch Neg CCC+ TEXAS STATE HOUSING: Sufficient Funds Prompt S&P's Stable Outlook ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its underlying rating outlook on Texas State Affordable Housing Corp.'s series 2001A multifamily housing revenue bonds to stable from negative. At the same time, Standard & Poor's affirmed its 'CCC' underlying SPUR on the corporation's series 2001A bonds. The outlook revision reflects sufficient funds in the debt service reserve fund to supplement debt service payments in the near future. The bonds are credit enhanced by MBIA, and will continue to have a 'AAA' standard long-term rating based on the bond insurance, which will remain in place for this issue. The trustee, Wells Fargo Bank N.A., informed Standard & Poor's that it drew on the series 2001A debt service reserve fund to make the April 1, 2007, payment on the bonds. After the draw, there was $3.7 million left in the series 2001A debt service reserve fund, below the $4.9 million which is required by the trust indenture. TNS INC: S&P Rates Proposed $240 Million Credit Facility at BB- --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Reston, Virginia-based TNS Inc. The outlook remains stable. "At the same time, S&P assigned our 'BB-' bank loan rating and '3' recovery rating to the company's proposed new $240 million first- lien credit facility, indicating that lenders can expect meaningful (50-80%) recovery of principal in the event of payment default," said Standard & Poor's credit analyst David Tsui. All ratings are based on preliminary offering statements and are subject to review upon final documentation. Funds will be used to pay for a special dividend of about $98 million, and to repay outstanding debt on the company's existing credit facility. The ratings reflect TNS' narrow addressed market, declining domestic POS business, customer concentrations, and increased leverage. These factors are partially offset by a solid market position in its addressed niche and prospects for continued international expansion. TNS provides data communications services for transaction-oriented applications globally, call signaling and database access services to the telecommunication industry, and secure data and voice network services to the financial services industry. Revenues were approximately $287 million for the year ended Dec. 31, 2006. TRAINER WORTHAM: Fitch Holds BB Rating on Preference Shares ----------------------------------------------------------- Fitch affirms 5 classes of notes issued by Trainer Wortham First Republic CBO III Ltd. These affirmations are the result of Fitch's review process. These rating actions are effective immediately: -- $139,019,604 Class A-1 notes at 'AAA'; -- $60,750,000 Class A-2 notes at 'AAA'; -- $9,000,000 Class B notes at 'AA' ; -- $8,000,000 Class C notes at 'A' -- $13,651,023 Class D notes at 'BBB'. -- $6,525,013 Preference shares at 'BB'. Trainer Wortham III is a collateralized bond obligation (CBO) that closed on Feb. 19, 2003 and is managed by Trainer Wortham & Company, Inc., which is rated 'CAM2' as a structured finance asset manager. The notes issued by Trainer Wortham III are supported by a portfolio composed of residential mortgage-backed securities, commercial mortgage-backed securities, asset-backed securities, corporate debt, and collateralized debt obligations. As a result of this analysis, Fitch has determined that the current ratings assigned to all classes of notes still reflect the current risk to noteholders. Since the Feb. 28, 2006 payment date Trainer III has began making principal paydowns to the class A-1 notes. The class A/B overcollateralization ratios have increased to 113.1% from 111.64% and the Class D overcollateralization ratios have decreased slightly to 102.8% from 103.2%. They are both in compliance with the triggers of 103.5% and 101.75%, respectively. The weighted average spread of the portfolio decreased to 2.40% from 2.53% at the last review, remaining below its trigger of 2.45%. Similarly, the weighted average coupon of the portfolio decreased to 6.30% from 6.39%, and is currently below its trigger of 6.45%. The deal currently has one defaulted asset in the portfolio. Overall, the delevering of the structure is increasing credit enhancement to the entire structure offsetting some of the slight collateral deterioration. For this reason, the ratings of the transaction are affirmed. The ratings of the class A-1, class A-2 and class B notes address the likelihood that investors will receive full and timely payments of interest, as per the governing documents, as well as the stated balance of principal by the legal final maturity date. The ratings of the class C and D notes address the likelihood that investors will receive ultimate and compensating interest payments, as per the governing documents, as well as the stated balance of principal by the legal final maturity date. The rating of the preference shares addresses the likelihood that investors will ultimately receive the stated balance of principal by the legal final maturity date. Fitch will continue to monitor and review this transaction for future rating adjustments. UNISOURCE ENERGY: Earns $67.4 Million in Year Ended December 31 --------------------------------------------------------------- UniSource Energy Corp. reported net earnings of $67.4 million on total operating revenues of $1,316.9 million for the year ended Dec. 31, 2006, compared with net earnings of $46.1 million on total operating revenues of $1,224.1 million for 2005. Strong utility customer growth, improved performance of generating plants at Tucson Electric Power Co. and the benefits of bringing a new unit at the Springerville Generating Station online contributed to the increase in earnings. UniSource Energy's March 2006 sale of Global Solar Energy also contributed to higher earnings by reducing losses on discontinued operations linked to that investment. "Our improved financial results can be credited in part to the steady operations of TEP's cost-effective generation assets," said James S. Pignatelli, chairman, president and chief executive officer of UniSource Energy. "In 2005, we experienced an extended summer shutdown of SGS Unit 2. This year, our plant availability was better than 90 percent for the year and exceeded 95 percent from June through September when customer demand is at its highest." TEP added approximately 7,500 new customers in 2006, a 2 percent increase over the previous year. Sister company UniSource Energy Services (UES) added 10,000 customers in 2006, bringing UniSource Energy's customer growth rate to 3 percent for the combined companies. This year-over-year increase is double the utility industry's average growth rate of 1.5 percent. On a consolidated basis, UniSource Energy generated $282.7 million of cash flow from operations in 2006, allowing the company to internally fund capital expenditures of $238.3 million while increasing its dividend to shareholders. UniSource Energy's net income includes Global Solar as a discontinued operation. Global Solar recorded losses of $2 million in 2006 and $6 million in 2005. Millennium Energy Holdings, a subsidiary that oversees UniSource Energy's unregulated investments, completed the sale of its interest in Global Solar on March 31, 2006. At Dec. 31, 2006, the company's balance sheet showed $3,187.4 million in total assets, $773.3 million in total liabilities, and $2,414.1 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Dec. 31, 2006, are available for free at http://researcharchives.com/t/s?1ce3 About UniSource Energy UniSource Energy Corp. (NYSE: UNS) -- http://uns.com/-- is a holding company that has no significant operations of its own. Operations are conducted by UniSource Energy's subsidiaries, each of which is a separate legal entity with its own assets and liabilities. UniSource Energy's primary subsidiaries include Tucson Electric Power, which serves 392,000 customers in southern Arizona; UniSource Energy Services, provider of natural gas and electric service for 238,000 customers in northern and southern Arizona; and Millennium Energy Holdings, parent company of UniSource Energy's unregulated energy businesses. * * * As reported in the Troubled Company Reporter on Sept. 15, 2006, Moody's Investors Service upgraded the bank loan debt rating of UniSource Energy Corporation to Ba1 from Ba2. URS CORP: Earns $113 Million in Fiscal Year Ended December 31 ------------------------------------------------------------- URS Corporation reported net income of $113 million for the fiscal year ended Dec. 29, 2006, compared with net income for fiscal 2005 of $82.5 million. Revenues increased 8% to $4.24 billion from $3.92 billion in fiscal 2005. The company's net income for fiscal 2006 includes an after tax impact of $10.6 million related to stock-based compensation expense under SFAS 123(R), while net income for fiscal 2005 includes an after-tax debt extinguishment charge of $19.1 million related to $127.2 million of note redemptions, the retirement of $10 million of the company's 12 1/4% notes and $1.8 million of its 6 1/2% debentures, and the restructuring of its senior credit facility. The company repaid $150 million of debt during fiscal 2006. As a result, the company's debt to total capitalization ratio improved to 10% at Dec. 29, 2006, from 19% at Dec. 30, 2005. As of Dec. 29, 2006, the company's backlog was $4.64 billion, compared to $3.84 billion as of Dec. 30, 2005. Commenting on the company's financial results, Martin M. Koffel, chairman and chief executive officer, stated: "2006 was an outstanding year for URS, highlighted by growth in each of our market sectors and the highest revenue and net income in the company's history. Our results reflect the continued success of our diversified business portfolio and our strong relationships with private and public sector clients around the world." Mr. Koffel continued: "The outlook for our business remains positive, based on our record book of business and the favorable long-term trends across each of our market sectors. Federal spending for defense and homeland security remains strong, and the healthy state budget picture, along with recently-approved bond measures in our key states, are driving additional demand for state and local infrastructure improvement projects. In addition, our private sector business continues to benefit from our Master Service Agreement relationships, favorable economic conditions and our ability to help companies comply with more stringent environmental regulations in areas such as emissions control." For the fourth quarter of fiscal 2006, the company reported revenues of $1.09 billion and net income of $26.3 million. For the fourth quarter of fiscal 2005, the company reported revenues of $1.07 billion and net income of $25.9 million. The company's net income for the fourth quarter of fiscal 2006 include an after tax impact of $3.4 million related to stock-based compensation expense under SFAS 123(R). At Dec. 29, 2006, the company's balance sheet showed $2,581 million in total assets, $1,070.9 million in total liabilities, $3.4 million in minority interest, and $1,506.7 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the year ended Dec. 29, 2006, are available for free at http://researcharchives.com/t/s?1cde Net cash from operating activities decreased to $165 million during the year ended Dec. 29, 2006, compared to net cash from operating activities of $200.4 million during the year ended Dec. 30, 2005. The decrease in cash flows from operating activities was primarily due to a decrease in accounts payable and subcontractors payable as a result of the timing of payments, a decrease in accrued expenses and an increase in deferred income tax asset, offset by accounts receivables and accrued earnings in excess of billings on contracts in process, resulting from the timing of collections. About URS Corp. Headquartered in San Francisco, URS Corporation (NYSE: URS) -- http://www.urscorp.com/-- provides engineering and technical services to federal, state and local governmental agencies as well as private clients in the chemical, pharmaceutical, oil and gas, power, manufacturing, mining and forest products industries. URS Corp. operates in more than 20 countries with approximately 29,300 employees. * * * Standard & Poor's Ratings Services raised its corporate credit rating on URS Corp. to 'BB+' from 'BB' in July 2005. Standard & Poor's also assigned a 'BB+' rating to the company's $650 million senior secured bank facility. S&P said the outlook is stable. VIOQUEST PHARMACEUTICALS: J.H. Cohn Raises Going Concern Doubt -------------------------------------------------------------- J.H. Cohn LLP raised substantial doubt about VioQuest Pharmaceuticals Inc.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the company's accumulated deficit at Dec. 31, 2006 and recurring losses and negative cash flows from operating activities. The company did not generate any revenues for the years ended Dec. 31, 2006, and 2005. Net loss for the year ended Dec. 31, 2006, was $8.3 million, as compared with a net loss of $12.8 million for the prior year. As of Dec. 31, 2006, the company had total assets of $5.8 million and total liabilities of $3 million, resulting to total stockholders' equity of $2.8 million. Accumulated deficit in 2006 increased to $28.5 million from $20.3 million in 2005. Management's Analysis For the year ended Dec. 31, 2006, the company had losses from continuing operations of $5.2 million, and used cash in continuing operating activities totaling $4 million. As of Dec. 31, 2006, the company had working capital of $1.4 million and cash and cash equivalents of $2.9 million. The company expects operating losses to increase over the next several years, primarily related to its drug development and costs associated with clinical programs, milestone payments to both the Cleveland Clinic Foundation and the University of South Florida for the development of VQD-001 and VQD-002, respectively, in addition to costs related to license fees, manufacturing of its products, regulatory approvals, and the hiring of additional people in the business development, chemistry and administrative areas. Chiral Quest Business The company's board of directors directed its management to seek strategic alternatives for its Chiral Quest business operations on Sept. 29, 2006, which may include the possible sale of that business. If the company is able to sell its Chiral Quest business it may receive cash proceeds from the sale, which we would utilize to further the development of its two anti-cancer drug candidates. A full-text copy of the company's annual report is available for free at $ http://ResearchArchives.com/t/s?1cdc About VioQuest VioQuest Pharmaceuticals Inc. (OTC BB: VQPH) -- http://www.vioquestpharm.com/-- has two distinct business units - - Drug Development and Chiral Products and Services. The company's drug development business acquires, develops and eventually commercializes human therapeutics in the areas of oncology, and antiviral diseases and disorders for which there are current unmet medical needs. Its chiral business, which it operates through its wholly owned subsidiary, Chiral Quest Inc., provides innovative chiral products, technology and custom synthesis development services to pharmaceutical and fine chemical companies in all stages of a products' lifecycle. WCI COMMUNITIES: Earns $9 Million in Year Ended December 31 ----------------------------------------------------------- WCI Communities Inc. reported net income of $9 million for the year ended Dec. 31, 2006, compared with net income of $186.2 million in 2005. 2006 results included $139.5 million in pre-tax charges for asset impairments and land acquisition termination costs. Revenues for 2006 totaled $2.05 billion versus $2.6 billion a year ago. Overall company gross margin for 2006 equaled 12.2%. In 2005, the total company gross margin was 23.0%. For the fourth quarter, the company reported a net loss of $64.6 million compared with net income of $54.6 million for the fourth quarter of 2005. Net income before write-offs of $118.3 million totaled $6.6 million. Revenues for the fourth quarter of 2006 decreased to $526.3 million as compared with $843.4 million in the fourth quarter of 2005 as the result of lower sales, contract cancellations and defaults. Overall company gross margin as a percentage of revenue for the fourth quarter of 2006 was negative. Excluding write-offs, company gross margin as a percentage of revenue for the fourth quarter of 2006 was 14.4% versus 22.9% in the fourth quarter of 2005. "The past year was extremely challenging as consumer sentiment became progressively more negative leading to a severe decrease in demand and ultimately a sharp spike in cancellations and defaults," said Jerry Starkey, president and chief executive officer of WCI Communities. "Rising inventories of unsold new and existing homes in all of our markets led to greater use of incentives and discounts thereby reducing margins in all WCI markets." "During the fourth quarter, we recorded real estate inventory impairment losses totaling $91.4 million. At one community in Southwest Florida, a revised product and marketing plan introduced earlier in the year failed to produce sales as expected, which led us to conclude that additional pricing reductions were needed, which resulted in an impairment charge of approximately $84.9 million. The remaining inventory impairment charges related to price reductions implemented at various communities to sell out remaining finished inventory. Additionally, we re-evaluated all remaining contracted options to purchase additional land or lots and wrote off a total of $26.9 million during the quarter reflecting forfeited deposits, pre-acquisition costs, and estimated future payments for projects previously pursued that no longer make economic sense in today's housing market. In aggregate, the fourth quarter write-offs of $118.3 million significantly reduced our fourth quarter and full year earnings." For the year ended Dec. 31, 2006, Traditional Homebuilding revenues declined 8.3% to $1.11 billion from $1.21 billion for 2005. The company closed 1,577 homes compared with 2,346 for the same period a year ago. For 2006, revenues in the Tower Homebuilding Division fell 29.9% to $729.5 million from $1.04 billion a year ago, as 14 towers were completed during the year and no new towers were started. For the year ended Dec. 31, 2006, Real Estate Services Division revenues decreased to $109.4 million, down 30.2% from the $156.7 million recorded for the year ended Dec. 31, 2005, due to the drop in transaction volume as a result of the slowdown in the housing market. The Amenities Division experienced a loss of $7.8 million for the full year 2006 versus a loss of $3.8 million for 2005. Results for 2006 were affected by asset impairment charges totaling $4.5 million due to the inability to realize planned revenue in a 22-unit marina that was constructed in conjunction with a Palm Beach tower. Land sale revenues for 2006 totaled $11.7 million, compared with revenues of $110.3 million for 2005. Other income and hurricane recoveries, net of expenses, for 2006 totaled $12.8 million, compared with other income and hurricane recoveries, net of expenses, of $6.5 million in 2005. Interest expense for the year ended Dec. 31, 2006, was $35.6 million compared with $35.8 million in 2005. Selling, general, and administrative expenses, including real estate taxes, as a percentage of revenue for 2006 was 9.4%, up from 8.3% in 2005. The effective tax rate for year ended Dec. 31, 2006, was 5.7% versus 39.1% in 2005. The reduction in the effective tax rate for 2006 was primarily due to a recurring manufacturing tax credit and recognition of approximately $3 million in tax benefits from tax positions asserted in prior year tax returns on which the statute of limitations has expired. For the year ended Dec. 31, 2006, net cash used in operating activities, including the purchase and development of real estate inventories, totaled $489.6 million compared with cash used in operating activities of $8.9 million in the same period a year ago. Total liquidity, measured as the sum of cash plus available capacity under the unsecured revolving facility, totaled approximately $468.1 million at Dec. 31, 2006, based upon the maximum amount available to borrow under the company's senior unsecured revolving credit facility of $930 million. At Dec. 31, 2006, the company's balance sheet showed $3,831.8 million in total assets, $2,807.8 million in total liabilities, $36.6 million in minority interests, and $987.4 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?1cda About WCI Communities Florida-based WCI Communities Inc. (NYSE: WCI) -- http://www.wcicommunities.com/-- is a home builder catering to primary, retirement, and second-home buyers in Florida, New York, New Jersey, Connecticut, Maryland and Virginia. The company offers both traditional and tower home choices and features a wide array of recreational amenities in its communities. In addition to homebuilding, WCI generates revenues from its Prudential Florida WCI Realty Division and its recreational amenities, as well as through land sales and joint ventures. The company currently owns and controls developable land on which the company plans to build about 20,000 traditional and tower homes. * * * As reported in the Troubled Company Reporter on March 20, 2007, Standard & Poor's Ratings Services placed its ratings on WCI Communities Inc.'s Corporate credit at B+, and Senior subordinated at B-, on CreditWatch with negative implications after the announcement that affiliates of Carl Icahn plan to make a hostile tender offer for WCI's shares. WELLMAN INC: Appoints Mark Ruday as Vice President of Operations ---------------------------------------------------------------- Wellman Inc. has named Mark Ruday will as Vice President of business operations effective April 1, 2007. Mr. Ruday was the company's controller and chief accounting officer, and Davide Styka will take his position. Mr. Styka joined the company in 1993, and has served as Tax Director since 1998. He is also the assistant secretary for the company The company's Board of Directors approved Mr. Styka's annual salary from $143,900 to $162,000, and awarded him 10,000 shares of restricted stock under the company's Restricted Stock Plan. About Wellman Wellman Inc. manufactures and markets PET (polyethylene terephthalate) packaging resins under the PermaClear brand name and polyester staple fibers under the Fortrel brand name. * * * 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. Moody's also rates $265 Million Second Lien Term Loan due 2010 at Caa1. * John Campo and John Kinzey Join Dreier as Partners ---------------------------------------------------- Dreier LLP has disclosed that John P. Campo, Esq. and John S. Kinzey, Esq. have joined the firm as partners in the Bankruptcy and Corporate Reorganization Department. Prior to joining Dreier LLP, Mr. Campo and Mr. Kinzey were partners at LeBoeuf, Lamb, Greene & MacRae LLP in New York. As a partner at LeBoeuf Lamb for 16 years, Mr. Campo helped build that firm's New York bankruptcy department and worked closely with Mr. Kinzey during much of that time. The addition of the team expands the depth of Dreier LLP's already strong Bankruptcy and Corporate Reorganization Department and adds further bankruptcy litigation expertise. Dreier LLP's bankruptcy attorneys represent debtors, secured and unsecured creditors, bondholders, lenders and trustees, creditor, equity and retiree committees, purchasers and sellers of distressed businesses and assets and providers of distressed financing in bankruptcy cases and out-of-court restructurings. "We are delighted to have John Campo and John Kinzey, two outstanding bankruptcy attorneys, join us," stated Marc S. Dreier founder and managing partner of Dreier LLP. "The breadth of their experience, including their bankruptcy litigation expertise, is a great complement to our present capabilities in bankruptcy and reorganization." The move represents an important step in the significant growth of Dreier LLP's Bankruptcy and Corporate Reorganization practice, which now numbers 15 attorneys. The practice is co-chaired by Norman Kinel, who established the department, and Paul Traub, founder of the bankruptcy and corporate restructuring firm Traub, Bonacquist & Fox LLP, whose members joined Dreier LLP in September 2006. "We've put together a formidable team with the capacity and the experience to handle any type of bankruptcy representation of any size or complexity anywhere in the country," stated Mr. Kinel. "The addition of John Campo and John Kinzey enhances our capabilities in many ways, particularly in debtor representations and bankruptcy litigation of all types." Mr. Campo and Mr. Kinzey will continue their focus on representing debtors, trustees, secured lenders, and other parties-in-interest in both Chapter 11 proceedings and out-of-court workouts. They have been involved in significant bankruptcies and reorganizations in the retail, healthcare, real estate, apparel, telecommunications and entertainment industries, among others. "We joined Dreier LLP because of the good fit with the firm, in particular with the firm's litigation capabilities," Mr. Campo stated. "I am very excited to bring my practice to a full-service law firm with a strong bankruptcy and litigation platform, and a focus on client service." Mr. Campo has been involved in some of the largest and most complex Chapter 11 proceedings in the country. Mr. Campo: -- represents the Chapter 11 trustee in Maywood Capital Corp., a multi-debtor proceeding involving a $200 million real estate Ponzi scheme; -- represents the trustee of Trace International Holdings, Inc. in a multimillion dollar lawsuit against various officers, directors and controlling shareholders for breach of fiduciary duty, mismanagement, and self dealing, and which has resulted thus far in judgments in excess of $200 million; -- represents the operating trustee in Strictly Rhythm Records; -- represents Barney's, Inc. in its Chapter 11 cases; -- represents Kingsboro Medical Group, P.C., an 80-physician medical group that provided medical services to more than 60,000 HIP patients in the greater New York area, in its Chapter 11 proceedings; -- represented the Chapter 11 trustee of Artha Management and its 67 related real estate limited partnership cases, one of the largest real estate bankruptcies in the Southern District of New York; -- represents secured creditors in both Chapter 11 real estate proceedings and out of court workouts; -- represented major hospitals and landlords in several significant Chapter 11 proceedings; and -- represented a significant equity holder and co-general partner in the Theater Row Chapter 11 proceedings in the Southern District of New York. Prior to joining LeBoeuf Lamb, Mr. Campo served as a senior attorney in the Office of the U.S. Trustee for the Southern District of New York, and has been a Chapter 11 trustee for cases in both the Southern and Eastern Districts of New York. Mr. Campo has published various bankruptcy-related materials. He received a J.D., cum laude, from the University of Miami in 1980 and his B.A. in Psychology from the State University of New York at Stony Brook in 1976. He is a member of the Bar of the State of New York and is admitted to practice before the U.S. Court of Appeals for the Second Circuit and the U.S. District Courts for the Southern and Eastern Districts of New York. Mr. Campo has received an AV peer review from Martindale Hubbell, is listed in the International Who's Who of Professionals, and was named to the New York Super Lawyers in 2006. He is a member of the American Bar Association, New York County Lawyers' Association, the American Bankruptcy Institute and Turnaround Management Association. Mr. Kinzey was a partner at LeBoeuf Lamb for 24 years, having started his career there as a litigation associate in 1974 following his graduation, cum laude, from Harvard Law School. Mr. Kinzey received a B.S. in Chemical Engineering from The University of Virginia in 1971. He is a member of the American Bankruptcy Institute. About LeBoeuf Lamb LeBoeuf, Lamb, Greene & MacRae LLP -- http://www.llgm.com/-- is a full-service, global law firm with more than 650 lawyers practicing in 19 offices worldwide. About Dreier LLP Dreier LLP -- http://www.dreierllp.com/-- was founded in 1996 by Marc Dreier as a more responsive and innovative alternative to traditional "large-firm" lawyering. Dreier LLP represents a wide range of institutional, entrepreneurial and individual clients in diverse sectors of financial, industrial and service-oriented markets. The firm's principal practices are commercial litigation, real estate, bankruptcy and corporate reorganization, employment law, corporate and securities, entertainment and intellectual property. Dreier LLP's Los Angeles affiliate, Dreier Stein & Kahan LLP, has its principal practice in entertainment and commercial litigation and corporate transactions. The firm's affiliate Schlesinger Gannon & Lazetera LLP has an extensive practice in the area of trusts and estates law. Pitta & Dreier LLP is an affiliate which specializes in labor law, and Pitta, Bishop, Del Giorno & Dreier LLP specializes in government relations. In the 10 years since its founding, Dreier LLP, with its affiliate members, has grown to more than 150 attorneys, with its principal office at 499 Park Avenue in Manhattan, and additional offices in Los Angeles; Santa Monica, California; Albany, New York; and Stamford, Connecticut. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- April 12, 2007 BEARD AUDIO CONFERENCES Second Lien Financings and Intercreditor Agreements Contact: 240-629-3300; http://www.beardaudioconferences.com/ April 12, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC 4th Spring Luncheon and Founders Awards Washington, District of Columbia Contact: http://www.iwirc.org/ April 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club Jacksonville, Florida Contact: 561-882-1331 or http://www.turnaround.org/ April 12, 2007 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - East JW Marriott, Washington, District of Columbia Contact: http://www.abiworld.org/ April 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Fundamentals of Turnaround Management Melbourne, Australia Contact: http://www.turnaround.org/ April 13, 2007 TURNAROUND MANAGEMENT ASSOCIATION Completing the Turnaround Melbourne, Australia Contact: http://www.turnaround.org/ April 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Association for Corporate Growth Arizona Chapter Meeting Biltmore Hotel, Phoenix, Arizona Contact: http://www.turnaround.org/ April 17, 2007 BEARD AUDIO CONFERENCES Real Estate Bankruptcy Contact: 240-629-3300; http://www.beardaudioconferences.com/ April 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Association for Corporate Growth Arizona Chapter Meeting Biltmore Hotel, Phoenix, Arizona Contact: http://www.turnaround.org/ April 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Joint Breakfast with Association for Corporate Growth Woodbridge Hilton, Iselin, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Personnel Issues in Bankruptcy University Club, Portland, Oregon Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Program on Fraud and Forensic Investigations Athletic Club, Denver, Colorado Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Fundamentals of Turnaround Management Brisbane, Australia Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Personnel Issues in Bankruptcy University Club, Portland, Oregon Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast: Program on Fraud and Forensic Investigations Athletic Club, Denver, Colorado Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast Tyson's Corner Marriott, Vienna, Virginia Contact: 215-657-5551 or http://www.turnaround.org/ April 19-20, 2007 BEARD GROUP AND RENAISSANCE AMERICAN CONFERENCES Eighth Annual Conference on Healthcare Transactions Successful Strategies for Mergers, Acquisitions, Divestitures, and Restructurings The Millennium Knickerbocker Hotel - Chicago Contact: 800-726-2524; http://renaissanceamerican.com/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Wine Tasting Social TBA, Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Operational Turnaround Management Renaissance Hotel, Syracuse, New York Contact: http://www.turnaround.org/ April 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Fraud and Forensic Investigation Athletic Club, Denver, Colorado Contact: http://www.turnaround.org/ April 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION Completing the Turnaround Brisbane, Australia Contact: http://www.turnaround.org/ April 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION The Nuts & Bolts of Buying and Selling Distressed Companies University Club, Chicago, Illinois Contact: http://www.turnaround.org/ April 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast meeting with Chapter President, Bruce Sim Westin Buckhead, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.org/ April 24, 2007 BEARD AUDIO CONFERENCES Hospitals in Crisis: The Insolvency Crisis Plaguing Hospitals Across the U.S. Contact: 240-629-3300; http://www.beardaudioconferences.com/ April 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION "Why Prospects Become Clients" Mark Fitzgerald, President of Sales Training Institute Inc Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ April 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Jacksonville Zoo Turnaround University Club, Jacksonville, Florida Contact: http://www.turnaround.org/ April 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION 1st Annual Credit & Bankruptcy Symposium Golf/Spa Outing Fox Hopyard Golf Club, East Haddam, Connecticut Contact: 203-265-2048 or http://www.turnaround.org/ April 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Spa Outing Mohegan Sun, Uncasville, Connecticut Contact: 203-265-2048 or http://www.turnaround.org/ April 26-27, 2007 TURNAROUND MANAGEMENT ASSOCIATION 1st Annual Credit & Bankruptcy Symposium Mohegan Sun, Uncasville, Connecticut Contact: http://www.turnaround.org/ April 26-28, 2007 ALI-ABA Fundamentals of Bankruptcy Law Philadelphia, Pennsylvania Contact: http://www.ali-aba.org/ April 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting - Working Effectively with the Media to Create Publicity for Your Business Contact: http://www.turnaround.org/ April 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION 13 Week CF Program Washington University, St. Louis, Missouri Contact: http://www.turnaround.org/ April 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION Equity Sponsor Panel Breakfast Westin Buckhead, Atlanta, Georgia Contact: http://www.turnaround.org/ April 29 - May 1, 2007 INTERNATIONAL BAR ASSOCIATION International Insolvency Conference Zurich, Switzerland Contact: http://www.ibanet.org/ May 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Organization of Women Visit King Tut Exhibit Franklin Institute, Philadelphia, Pennsylvania Contact: 215-657-5551 or www.turnaround.org/ May 2-4, 2007 TURNAROUND MANAGEMENT ASSOCIATION Association for Corporate Growth Arizona Chapter Meeting Washington University, Arizona Contact: http://www.turnaround.org/ May 4, 2007 AMERICAN BANKRUPTCY INSTITUTE Nuts and Bolts for Young Practitioners - NYC Alexander Hamilton US Custom House, SDNY New York, New York Contact: http://www.abiworld.org/ May 7, 2007 AMERICAN BANKRUPTCY INSTITUTE 9th Annual New York City Bankruptcy Conference Millennium Broadway Hotel & Conference Center New York, New York Contact: http://www.abiworld.org/ May 14-16, 2007 TURNAROUND MANAGEMENT ASSOCIATION 1st Annual TMA Regional Conference - Texas Hyatt Regency Resort & Spa Lost Pines, Texas Contact: http://www.turnaround.org/ May 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION Corporate Restructuring Workshop Cable Center, Denver, Colorado Contact: http://www.turnaround.org/ May 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION Corporate Restructuring Workshop Cable Center, Denver, Colorado Contact: http://www.turnaround.org/ May 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South Florida Contact: 561-882-1331 or http://www.turnaround.org/ May 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION Bankruptcy Judges Panel Marriott North, Fort Lauderdale, Florida Contact: http://www.turnaround.org/ May 17-18, 2007 TURNAROUND MANAGEMENT ASSOCIATION 6th Annual Great Lakes Regional Conference Renaissance Quail Hollow Resort, Painesville, Ohio Contact: http://www.turnaround.org/ May 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Enterprise Valuation / Sale of the Distressed Business Athletic Club, Seattle, Washington Contact: http://www.turnaround.org/ May 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Women's Networking Lunch TBD, Arizona Contact: 623-581-3597 or www.turnaround.org/ May 18, 2007 TURNAROUND MANAGEMENT ASSOCIATION 13 Week CF Program Kansas City, Missouri Contact: http://www.turnaround.org/ May 21, 2007 TURNAROUND MANAGEMENT ASSOCIATION LI-TMA Annual Golf Outing TBD, Long Island, New York Contact: 631-251-6296 or http://www.turnaround.org/ May 22, 2007 TURNAROUND MANAGEMENT ASSOCIATION Hedge Funds Standard Club, Chicago, Illinois Contact: http://www.turnaround.org/ May 23, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast Calaloo Caf,, Morristown, New Jersey Contact: 908-575-7333 or www.turnaround.org/ May 24-25, 2007 BEARD GROUP AND RENAISSANCE AMERICAN CONFERENCES Fourth Annual Conference on Distressed Investing Europe Maximizing Profits in the European Distressed Debt Market Le Meridien Piccadilly Hotel - London, UK Contact: 800-726-2524; http://renaissanceamerican.com/ May 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona and RMA Joint Meeting Hotel Valley Ho, Scottsdale, Arizona Contact: http://www.turnaround.org/ May 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Bankruptcy Judges Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ May 30-31, 2007 FINANCIAL RESEARCH ASSOCIATES Distressed Debt Harvard Club, New York, New York Contact: http://www.frallc.com/ May 31, 2007 TURNAROUND MANAGEMENT ASSOCIATION Wine Tasting and Casino Night Mayfair Farms, West Orange, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ May 31, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Speaker Series E&Y Tower, Calgary, Alberta Contact: http://www.turnaround.org/ May 31 - June 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION 2nd Annual TMA Southeast Regional Conference Marriott Resort at Grande Dunes Myrtle Beach, South Carolina Contact: http://www.turnaround.org/ June 4-7, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 24th Annual Bankruptcy & Restructuring Conference JW Marriott Spa and Resort, Las Vegas, Nevada Contact: http://http://www.airacira.org/ June 6-8, 2007 TURNAROUND MANAGEMENT ASSOCIATION 5th Annual Mid-Atlantic Regional Symposium Borgata Hotel Casino & Spa Atlantic City, New Jersey Contact: http://www.turnaround.org/ June 6-9, 2007 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 23rd Annual Bankruptcy & Restructuring Conference Westin River North, Chicago, Illinois Contact: http://www.airacira.org/ June 7-8, 2007 TURNAROUND MANAGEMENT ASSOCIATION Mealey's Asbestos Bankruptcy Conference Intercontinental Hotel, Chicago, Illinois Contact: http://www.turnaround.org/ June 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Association for Corporate Growth Arizona Chapter Meeting Biltmore Hotel, Phoenix, Arizona Contact: http://www.turnaround.org/ June 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Economic Update at the 1/2 Year Mark University Club, Portland, Oregon Contact: http://www.turnaround.org/ June 14-17, 2007 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ June 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast Clarion Hotel, Princeton, New Jersey Contact: 908-575-7333 or www.turnaround.org/ June 21-22, 2007 BEARD GROUP AND RENAISSANCE AMERICAN CONFERENCES Tenth Annual Conference on Corporate Reorganizations Successful Strategies for Restructuring Troubled Companies The Millennium Knickerbocker Hotel - Chicago Contact: 800-726-2524; http://renaissanceamerican.com/ June 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Bankruptcy Judges Panel Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ June 28 - July 1, 2007 NORTON INSTITUTES Norton Bankruptcy Litigation Institute Jackson Lake Lodge, Jackson Hole, Wyoming Contact: http://www2.nortoninstitutes.org/ July 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Bankruptcy Judges Panel University Club, Jacksonville, Florida Contact: http://www.turnaround.org/ July 12-15, 2007 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Marriott, Newport, Rhode Island Contact: 1-703-739-0800; http://www.abiworld.org/ July 12, 2007 TURNAROUND MANAGEMENT ASSOCIATION Young Professionals Billiards Night TBD, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ July 13, 2007 TURNAROUND MANAGEMENT ASSOCIATION Body of Knowledge - CTP Review Class Chicago, Illinois Contact: http://www.turnaround.org/ July 18, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South Florida Contact: 561-882-1331 or http://www.turnaround.org/ July 25-28, 2007 AMERICAN BANKRUPTCY INSTITUTE 12th Annual Southeast Bankruptcy Workshop The Sanctuary, Kiawah Island, South Carolina Contact: http://www.abiworld.org/ July 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ July 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual Golf Outing Raritan Valley Country Club, Bridgewater, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ July 31, 2007 TURNAROUND MANAGEMENT ASSOCIATION Enterprise Florida: Improving Florida's Business Climate and Helping Florida Companies Market Overseas Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ Aug. 3, 2007 TURNAROUND MANAGEMENT ASSOCIATION Women's Spa Event Short Hills Hilton, Livingston, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Aug. 10, 2007 TURNAROUND MANAGEMENT ASSOCIATION Body of Knowledge - CTP Review Class Chicago, Illinois Contact: http://www.turnaround.org/ Aug. 9-11, 2007 AMERICAN BANKRUPTCY INSTITUTE 3rd Annual Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay Cambridge, Maryland Contact: http://www.abiworld.org/ Aug. 23-26, 2007 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Convention Drake Hotel, Chicago, Illinois Contact: http://www.nabt.com/ Aug. 24, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual Fishing Trip Point Pleasant, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Aug. 28, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Healthcare Panel Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ Aug. 29-30, 2007 TURNAROUND MANAGEMENT ASSOCIATION 3rd Annual Northeast Regional Conference Gideon Putnam Resort and Spa, Saratoga Springs, New York Contact: http://www.turnaround.org/ Sept. 6-7, 2007 TURNAROUND MANAGEMENT ASSOCIATION Complex Financial Restructuring Program Four Seasons, Las Vegas, Nevada Contact: http://www.turnaround.org/ Sept. 6-8, 2007 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Southwest Bankruptcy Conference Four Seasons Las Vegas, Nevada Contact: http://www.abiworld.org/ Sept. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Body of Knowledge - CTP Review Class Chicago, Illinois Contact: http://www.turnaround.org/ Sept. 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Buying and Selling Troubled Companies Marriott North, Fort Lauderdale, Florida Contact: http://www.turnaround.org/ Sept. 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South Florida Contact: 561-882-1331 or http://www.turnaround.org/ Sept. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Retail Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ Sept. 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Joint Educational & Networking Reception TBD, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Sept. 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Sept. 27-30, 2007 TURNAROUND MANAGEMENT ASSOCIATION 8th Annual Cross Border Business Restructuring & Turnaround Conference Contact: http://www.turnaround.org/ Oct. 2, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBD, Bridgewater, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Oct. 9-10, 2007 IWIRC Orlando, Florida IWIRC Annual Fall Conference Contact: http://www.iwirc.org/ Oct. 10-13, 2007 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES 81st Annual National Conference of Bankruptcy Judges Contact: http://www.ncbj.org/ Oct. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Oct. 16-19, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Copley Place Boston, Massachussets Contact: 312-578-6900; http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION Capital Markets Case Study Contact: http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Oct. 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Oct. 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Crisis Communications With Employees,Vendors and Media Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ Nov. 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBD, Hackensack, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Dinner South Florida Contact: 561-882-1331 or http://www.turnaround.org/ Nov. 15, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Portland Holiday Party University Club, Portland, Oregon Contact: 206-223-5495 or http://www.turnaround.org/ Nov. 22, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Mixer TBA, Vancouver Contact: 206-223-5495 or www.turnaround.org/ Nov. 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Real Estate Panel Citrus Club, Orlando, Florida Contact: http://www.turnaround.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Special Speaker TBD, New Jersey Contact: 908-575-7333 or http://www.turnaround.org/ Nov. 29, 2007 TMA Arizona Chapter Meeting TURNAROUND MANAGEMENT ASSOCIATION Contact: http://www.turnaround.org/ Dec. 6, 2007 TURNAROUND MANAGEMENT ASSOCIATION Seattle Holiday Party Athletic Club, Seattle, Washington Contact: 206-223-5495 or http://www.turnaround.org/ Dec. 6-8, 2007 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Westin Mission Hills Resort, Rancho Mirage, California Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION South Florida Dinner TBA, South Florida Contact: 561-882-1331 or http://www.turnaround.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, Florida March 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ April 3-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 26th Annual Spring Meeting The Renaissance, Washington, District of Columbia Contact: http://www.abiworld.org/ June 12-14, 2008 AMERICAN BANKRUPTCY INSTITUTE 15th Annual Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Michigan Contact: http://www.abiworld.org/ July 10-13, 2008 TURNAROUND MANAGEMENT ASSOCIATION 16th Annual Northeast Bankruptcy Conference Ocean Edge Resort Brewster, Massachussets Contact: http://www.turnaround.org/ July 31 - Aug. 2, 2008 AMERICAN BANKRUPTCY INSTITUTE 4th Annual Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay Cambridge, Maryland Contact: http://www.abiworld.org/ Aug. 16-19, 2008 AMERICAN BANKRUPTCY INSTITUTE 13th Annual Southeast Bankruptcy Workshop Ritz-Carlton, Amelia Island, Florida Contact: http://www.abiworld.org/ Sept. 24-27, 2008 NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Scottsdale, Arizona Contact: http://www.ncbj.org/ Oct. 28-31, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott New Orleans, Louisiana Contact: 312-578-6900; http://www.turnaround.org/ Dec. 4-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 20th Annual Winter Leadership Conference Westin La Paloma Resort & Spa Tucson, Arizona Contact: http://www.abiworld.org/ May 7-10, 2009 AMERICAN BANKRUPTCY INSTITUTE 27th Annual Spring Meeting Gaylord National Resort & Convention Center National Harbor, Maryland Contact: http://www.abiworld.org/ Sept. 10-12, 2009 AMERICAN BANKRUPTCY INSTITUTE 17th Annual Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nevada Contact: http://www.abiworld.org/ Oct. 5-9, 2009 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Desert Ridge, Phoenix, Arizona Contact: 312-578-6900; http://www.turnaround.org/ 2009 (TBA) NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges Las Vegas, Nevada Contact: http://www.ncbj.org/ June 21-24, 2009 INSOL 8th International World Congress TBA Contact: http://www.insol.org/ Oct. 4-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ 2010 (TBA) NATIONAL CONFERENCE OF BANKRUPTCY JUDGES National Conference of Bankruptcy Judges New Orleans, Louisiana Contact: http://www.ncbj.org/ BEARD AUDIO CONFERENCES BAPCPA One Year On: Lessons Learned and Outlook Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Calpine's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changes to Cross-Border Insolvencies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Changing Roles & Responsibilities of Creditors' Committees Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Clash of the Titans -- Bankruptcy vs. IP Rights Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Coming Changes in Small Business Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Dana's Chapter 11 Filing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Deepening Insolvency - Widening Controversy: Current Risks, Latest Decisions Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Diagnosing Problems in Troubled Companies Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Claims Trading Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Market Opportunities Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Distressed Real Estate under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Employee Benefits and Executive Compensation under the New Code Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Equitable Subordination and Recharacterization Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Fundamentals of Corporate Bankruptcy and Restructuring Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Healthcare Bankruptcy Reforms Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES High-Yield Opportunities in Distressed Investing Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Homestead Exemptions under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Hospitals in Crisis: The Insolvency Crisis Plaguing Hospitals Across the U.S. Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES KERPs and Bonuses under BAPCPA Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Privacy Rights, Protections & Pitfalls in Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Real Estate Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Reverse Mergers-the New IPO? Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Second Lien Financings and Intercreditor Agreements Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Surviving the Digital Deluge: Best Practices in E-Discovery and Records Management for Bankruptcy Practitioners and Litigators Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Validating Distressed Security Portfolios: Year-End Price Validation and Risk Assessment Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES When Tenants File -- A Landlord's BAPCPA Survival Guide Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ ********* 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 ***