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/raid1/www/Hosts/bankrupt/TCR_Public/070613.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, June 13, 2007, Vol. 11, No. 139 Headlines 1031 TAX GROUP: Case Summary & 21 Largest Unsecured Creditors 1031 TAX GROUP: Court Approves Dreier as Bankruptcy Counsel 1031 TAX GROUP: TAps Brownstein Hyatt as Special Counsel AEROFLEX INC: Moody's Withdraws Ratings on Terminated Buyout AGILENT TECHNOLOGIES: Completes $250 Mil. Stratagene Acquisition AIRTRAN HOLDINGS: PROXY Recommends Nominees to Midwest Board AIRTRAN HOLDINGS: Extends Midwest Tender Offer to August 10 AMERICAN TOWER: Completes Refinancing of $1.25BB Credit Facility AMP'D MOBILE: Gets Interim OK to Use Kings Road's Cash Collateral AMP'D MOBILE: Asks Court to Reinstate Wholesale Pact with Verizon ARCTOS PETROLEUM: TSX Gives Conditional Nod on Debt Settlement ASPEN TECHNOLOGY: To Restate Balance Sheets on Accounting Errors AUCTENTIA SLU: Chapter 15 Petition Hearing Scheduled on June 15 BANC OF AMERICA: Moody's Rates Six Certificate Classes at Low-B BANC OF AMERICA: Moody's Rates Three Cert. Classes at Low-B BCE INC: Onex Joins Canada Pension Consortium BNY CONVERGEX: Moody's Puts B1 Ratings Under Review BNY CONVERGEX: LiquidPoint Acquisition Cues S&P's Negative Outlook BOMBARDIER REC: Moody's Rates CDN$250 Mil. Sr. Sec. Loan at Ba2 BOSTON SCIENTIFIC: Inks Share Repurchase Plan with Aspect Medical C-BASS 2007-CB5: Moody's Rates Class B-1 Certificates at Ba1 CAROLINA CARGO: Case Summary & 20 Largest Unsecured Creditors CBRL GROUP: 500,000 Shares Repurchased as of June 8 CENTRAL GARDEN: Moody's May Cut Low-B Ratings After Review CITIGROUP MORTGAGE: Moody's Rates Class M-10 Certificates at Ba1 CNC PASS-THROUGH: Credit Enhancement Cues S&P to Affirm BB+ Rating CONVERGEX HOLDINGS: LiquidPoint Buy Cues Moody's to Hold B2 Rating CREDIT SUISSE: S&P Junks Rating on 2001-11 Class C-B-5 Certs. DBDS MELBOURNE: Gets Court's Nod to Hire Rice Pugatch as Counsel DEUTSCHE ALT-A: Moody's Rates Class M-10 Certificates at Ba1 DLJ MTG: Moody's Lifts Rating to Ba1 on Class B-3TB Certificates DOLLAR GENERAL: Buck Acquisition to Enter Financing Plan on Merger EASTMAN HILL: Moody's Cuts Rating to Ca on $25 Mil. Class Notes EDP INC: Moody's Junks Proposed $410 Mil. Second Lien Term Loan EPD INC: S&P Assigns Corporate Credit Rating at B EPIXTAR CORP: Exclusive Plan Filing Period Extended Until June 28 FORD MOTOR: Plans to Sell Jaguar & Land Rover Brands, Sources Say GENERAL CABLE: Commences $125 Million Senior Notes Offer HERCULES INC: Moody's Keeps Corporate Family Rating at Ba2 HOLLISTON MILLS: Gets Interim Nod on $1 Million DIP Financing HOLLISTON MILLS: Selling All Assets at July 26 Auction IDEARC INC: Completes New Senior Notes Exchange Offer INSIGHT HEALTH: Files Amended Prepackaged Chapter 11 Plan ITC^DELTACOM: Obtains Commitments for Debt and Equity Financing J.P. MORGAN: Moody's Rates Six Certificate Classes at Low-B JEG DIVERSIFIED: Case Summary & 20 Largest Unsecured Creditors JIM WAHLIE: Case Summary & Seven Largest Unsecured Creditors KARA HOMES: Case Summary & 776 Largest Unsecured Creditors KARA HOMES: Can Borrow Up to $8 Million from Plainfield KARA HOMES: Court Approves WTAS as Tax Return Preparers KELLWOOD COMPANY: Earns $7.4 Million in First Quarter Ended May 5 KEYSTONE AUTOMOTIVE: Posts $8.4 Mil. Net Loss in Qtr. Ended Mar 31 KOCAIM REALTY: Case Summary & Six Largest Unsecured Creditors LB-UBS COMMERCIAL: Moody's Junks $3.10 Mil. Class S Certificates LEINER HEALTH: S&P Holds Ratings and Retains Negative CrerditWatch LENOX GROUP: Edward Paolella Named as Chief Accounting Officer LIBERTY TAX II: Has No Opinion on Peachtree Buyers' Tender Offer LIBERTY TAX III: Remain Neutral on Peachtree's Tender Offer MAGNA ENTERTAINMENT: Selling San Luis Property for $24 Million MAGUIRE PROPERTIES: Affirms 2007 2nd Quarter Common Stock Dividend MERRILL LYNCH: Fitch Rates $25.1 Million Class B Certs. at BB METAMORPHIX INC: March 31 Balance Sheet Upside-Down by $59.1 Mil. MORGAN STANLEY: Moody's Rates Class B-4 Certificates at Ba1 MORGAN STANLEY: S&P Affirms CCC Rating on Class N Certificates NEW CENTURY: Court OKs Appointment of Michael Missal as Examiner NEW CENTURY: Examiner Selects K&L Gates as Legal Counsel NEWCASTLE INN: Case Summary & 18 Largest Unsecured Creditors NEWSTAR COMMERCIAL: Moody's Rates $29.1MM Class E Notes at Ba2 NORTH AMERICAN: Increases Revolving Credit Facility to $125 Mil. NRG ENERGY: Completes $4.4 Bil. Senior Credit Facility Refinancing OAK STREET: Voluntary Chapter 11 Case Summary OWENS-ILLINOIS: Rexam Sale Prompts S&P's Stable Outlook PAC-WEST TELECOMM: U.S. Trustee Appoints Seven-Member Committee PAIVIS CORP: Berlin-Bremen Exchange Listing Not Authorized PARK PLACE: Voluntary Chapter 11 Case Summary PATRIOT TAX: Remains Neutral on Peachtree Entities' Tender Offer PHOTRONICS INC: Secures New $125 Million Five Year Credit Facility PHOTRONICS INC: Moody's Cuts Rating to B3 on $150 Million Notes PINE VALLEY: March 31 Balance Sheet Upside-Down by CDN$6.63 Mil. PLAINS EXPLORATION: Commences $600 Million Senior Notes Offering PLAYTEX PRODUCTS: Earns $12.8 Million in Quarter Ended March 31 POPULAR ABS: Moody's Rates Three Certificate Classes at Low-B RIVIERA HOLDINGS: Gets New $245MM Senior Secured Credit Facilities RIVERVIEW ESTATES: Case Summary & Largest Unsecured Creditor ROGERS COMMS: Buying CTVglobemedia's TV Stations for $375 Million SEMCO ENERGY: Shareholders Approve Cap Rock Share Exchange SENORX INC: March 31 Balance Sheet Upside-Down by $15.3 Million SERACARE LIFE: Inks Three-Year $10 Million Revolving Loan Facility SHERWOOD SHUTTER: Case Summary & 20 Largest Unsecured Creditors SHINGLE SPRINGS: Narrow Business Focus Cues S&P's B Credit Rating SI INTERNATIONAL: Completes $59 Million LOGTEC Cash Buyout SPECIALIZED TECH: Moody's Junks Rating on Proposed $75 Mil. Loan SUPERIORITY INC: Voluntary Chapter 11 Case Summary SURGICAL CARE: Moody's Assigns B2 Corporate Family Rating TAPE BORROWER: S&P Puts Corporate Credit Rating at B TRADITIONS AT RORIPAUGH: Section 341(a) Meeting Set for July 9 TWEETER HOME: Seeks Court Approval to Use GECC Cash Collateral TWEETER HOME: Inks $60 Million GECC DIP Financing Pact UNITEDHEALTH GROUP: Earns $927 Million in Quarter Ended March 31 WAMU COMMERCIAL: S&P Rates $3.219 Mil. Class O Certificates at B- WCI COMMUNITIES: Carl Icahn Urges Others to Miss June 15 Meeting * Steptoe Names Robbin Itkin as Partner in Century City Practice * Steptoe & Johnson Launches Subprime Lending Restructuring Team * William Blair Names G. Richards as Restructuring Group Co-Head * Upcoming Meetings, Conferences and Seminars ********* 1031 TAX GROUP: Case Summary & 21 Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: The 1031 Tax Group, L.L.C. 10800 Midlothian Turnpike 300 Richmond, VA 23235 Bankruptcy Case No.: 07-11448 Debtor-affiliate filing separate chapter 11 petition in June 11, 2007: Entity Case No. ------ -------- AEC Exchange Company, L.L.C. 07-11807 Debtor-affiliates filing separate chapter 11 petitions on May 14, 2007: Entity Case No. ------ -------- Security 1031 Services, L.L.C. 07-11447 1031 Advance 132, L.L.C. 07-11449 1031 Advance, Inc. 07-11450 1031 TG Oak Harbor, L.L.C. 07-11451 Atlantic Exchange Company, Inc. 07-11452 Atlantic Exchange Company, L.L.C. 07-11453 Exchange Management, L.L.C. 07-11454 Investment Exchange Group, L.L.C. 07-11455 National Exchange Accommodators, L.L.C. 07-11456 National Exchange Services Q.I., Ltd. 07-11457 National Intermediary, Ltd. 07-11458 NRC 1031, L.L.C. 07-11459 Real Estate Exchange Services, Inc. 07-11460 Rutherford Investment, L.L.C. 07-11461 Shamrock Holdings Group, L.L.C. 07-11462 Type of Business: The Debtor is a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. See http://www.ixg1031.com/ Chapter 11 Petition Date: May 14, 2007 Court: Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtors' Counsel: Norman N. Kinel, Esq. Dreier L.L.P. 499 Park Avenue New York, NY 10022 Tel: (212) 328-6100 Fax: (212) 328-3801 Estimated Assets: More than $100 Million Estimated Debts: More than $100 Million Debtors' Consolidated List of 21 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Dr. and Mrs. Bordoni trade debt $10,645,330 478 Sequoia Way Los Altos, CA 94024 Capitol Aggregates, Ltd. trade debt $8,115,800 c/o Gaydos, J. P.O. Box 33240 San Antonio, TX 78265 Newton Bayard Limited trade debt $4,358,266 Partnership 75 Second Avenue Needham, MA 02494 Siox Realty Corp. trade debt $3,945,904 212-07 33rd Road Bayside, NY 11361 William Newton trade debt $3,362,955 405 Country Lane San Antonio, TX 78209 Red Bird Ranch, Ltd.; trade debt $3,354,494 Reeves Hollimon c/o Hollimon, R. 300 Austin Highway, Suite 200 San Antonio, TX 78209 409 Sherman Way, L.L.C. trade debt $3,325,778 c/o Ms. Candace Graham 1 Applewood Lane Portolo Valley, CA 94028 L.J. Ambassador, Ltd. trade debt $3,175,439 c/o Mr. Andy Hull P.O. Box 6051 San Antonio, TX 78209 L.J. 904 West Avenue, Ltd., trade debt $3,052,463 L.J. Castle Hill Ventures, Ltd. and L.J. Villa Marquis, Ltd. c/o Hull, Andy P.O. Box 6051 San Antonia, TX 78209 Joyce Green trade debt $2,842,424 86 Beach Lane Westhampton Beach, NY 11979 Mr. and Mrs. DonKonics trade debt $2,817,123 926 Deer Creek Road Martinez, CA 94553 N.P. 1300, L.L.C. trade debt $2,481,027 76 South Orange Avenue South Orange, NJ 07079 Vista Enclave, Ltd. trade debt $2,365,496 1117 Eldridge Parkway Houston, TX 77077 Huber, G./CellTex trade debt $2,139,316 c/o Huber, Greg 2230 Pipestone Drive San Antonio, TX 78232 Quirk Infiniti, Inc. trade debt $2,077,438 442 Quincy Avenue Braintree, MA 02184 Charles & Maria Sourmaidas trade debt $1,970,200 P.O. Box 351 Adamsville, RI 02801 James Collins trade debt $1,919,653 5602 Grape Street Houston, TX 77096 Ward Enterprises, L.L.C. trade debt $1,900,029 c/o Peter Gosch 32 Dawn Heath Drive Littleton, CO 80127 Cody Dutton, Trustee trade debt $1,772,384 Cody Dutton Testamentary Trust 1499 South Main Street Boeme, TX 78006 Myane, G. trade debt $1,649,822 c/o Myane, Geoffrey P.O. Box 1876 Uvalde, TX 78820 Garson trade debt $1,647,545 c/o Nona A. Garson 51 Bisell Road Lebanon, NJ 08833 1031 TAX GROUP: Court Approves Dreier as Bankruptcy Counsel ----------------------------------------------------------- The 1031 Tax Group LLC and its debtor-affiliates obtained permission from the U.S. Bankruptcy Court for the Southern District of New York, to employ Dreier LLP as their counsel nunc pro tunc to May 14, 2007. Dreier LLP is expected to: a) provide legal advice to the Debtors with respect to their powers and duties as Debtors in possession in the continued operation of their businesses; b) prepare and pursue confirmation of the plan of reorganization or liquidation and approval of a disclosure statement; c) prepare on behalf of the Debtors applications, motions, answers, orders, reports and other legal papers; d) represent and protect the interest of the Debtors in Court; e) provide assistance, advice and representation concerning any further investigation of the assets, liabilities and financial condition of the Debtors; f) render advice and provide professional services with respect to the myriad general corporate and litigation issues relating to these cases; g) represent the Debtors in any adversary proceeding; and h) perform all other legal services for the Debtors that may be necessary and appropriate for the efficient and economical administration of these chapter 11 cases. Norman N. Kinel, Esq., a member of Dreier LLP, tells the Court of the firm's professionals' hourly rates are: Designation Hourly Rate ----------- ----------- Partners $425 - $750 Associates $225 - $475 Paraprofessionals $100 - $175 Prior to the Chapter 11 cases, Dreier received $370,000 from Investment Properties of America, LLC, in connection with familiarizing and analyzing the Debtors' overall affairs. The $320,000 has been applied to outstanding balances and the remaining $50,000 will constitute as a general retainer for the firm. Mr. Kinel assures the court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Kinel can be reached at: Norman N. Kinel, Esq. Dreier LLP No. 499 Park Avenue New York, NY 10022 Tel: (212) 328-6100 Fax: (212) 328-6101 Headquartered in Richmond, Virginia, The 1031 Tax Group LLC -- http://www.ixg1031.com/-- is a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. The company and 15 of its affiliates filed for Chapter 11 protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through 07-11462). When the Debtors filed for protection from their creditors, they listed estimated assets and debts of over $100 million. 1031 TAX GROUP: TAps Brownstein Hyatt as Special Counsel -------------------------------------------------------- The 1031 Tax Group LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the Southern District of New York for authority to employ Brownstein Hyatt Farber & Schreck, P.C., nunc pro tunc to May 14, 2007, as their special litigation counsel. BHF&S will represent the Debtors in a lawsuit entitled, "Colorado Capital Bank v. Investment Exchange Group, et al.," Case No. 07CV4352, pending in the District Court, County and City of Denver, Colorado. Documents submitted to the Court did not disclose the firm's hourly rates. The Debtors tells the Court that BHF&S intends to apply to the Court for allowances of compensation and reimbursement of expenses. To the best of the Debtors' knowledge, BHF&S does not have any interest adverse to the Debtors or their estates. The firm can be reached at: Michael J. Pankow, Esq. Brownstein Hyatt Farber & Schreck, P.C. 201 Third Street N.W., Suite 1700 Albuquerque, NM 87102 Telephone: (505) 244-0770 Fax: (505) 244-9266 http://www.bhfs.com/ Headquartered in Richmond, Virginia, The 1031 Tax Group LLC -- http://www.ixg1031.com/-- is a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. The company and 15 of its affiliates filed for Chapter 11 protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through 07-11462). Norman N. Kinel, Esq., at Dreier, LLP, represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of over $100 million. AEROFLEX INC: Moody's Withdraws Ratings on Terminated Buyout ------------------------------------------------------------ Moody's Investors Service has withdrawn all ratings for Aeroflex Inc. given that the proposed buyout of Aeroflex by General Atlantic LLC and Francisco Partners was terminated. P These ratings and assessments were withdrawn: -- Corporate Family Rating -- B2; -- Probability of Default Rating -- B2; -- $60 Million Senior Secured First Priority Revolver due 2013 -- Ba3 (LGD3, 32%); -- $375 Million Senior Secured First Priority Term Loan (US Tranche) due 2014 -- Ba3 (LGD3, 32%); -- $100 Million Senior Secured First Priority Term Loan (UK Tranche) due 2014 -- Ba3 (LGD3, 32%); -- $245 Million Senior Secured Second Priority Term Loan due 2015 -- Caa1 (LGD5, 84%). AGILENT TECHNOLOGIES: Completes $250 Mil. Stratagene Acquisition ---------------------------------------------------------------- Agilent Technologies Inc. has completed the acquisition of Stratagene Corp. for approximately $250 million. Agilent expects this strategic acquisition to accelerate its growth in life sciences through a complementary product portfolio and strong market reach into academia and government. Agilent disclosed the definitive agreement to acquire Stratagene on April 6, 2007. Completion of this acquisition will have no impact on Agilent's earnings-per-share guidance. Agilent's revenue guidance for the third quarter is now $1.38 billion to $1.42 billion. "The company is excited about the opportunities ahead," Nick Roelofs, vice president and general manager of Agilent's Life Sciences Solutions Unit, said. "With its combined product portfolios, technology, R&D expertise and employees, the company will serve a wider customer base with more comprehensive workflow solutions. This acquisition is an example of one-plus-one is greater than two because of the workflow leverage the company anticipates from combining its two companies." The Stratagene acquisition is expected to strengthen Agilent's life science offerings in genomics and proteomics, particularly in academia and government where Stratagene products and market leadership are well recognized. Meanwhile, Agilent's sales channel strength in the pharmaceutical market provides additional opportunities for expanding the reach of Stratagene's portfolio of reagents and instruments. Agilent believes that with Stratagene, the total addressable life science market will be $14 billion, with an estimated compounded annual growth rate of 7 to 9 percent in the next three years. Stratagene is the largest acquisition that Agilent has made in several years, underscoring the company's commitment to life sciences. Stratagene's extensive portfolio of PCR enzymes and instrument capabilities, including quantitative PCR, coupled with Agilent's range of product platforms, software and data management capabilities, provides full workflow solutions to both academic and pharmaceutical customers. Agilent and Stratagene also have disclosed the sale of certain Stratagene assets to a new company, Decisive Diagnostics, a subsidiary of Catalyst Assets LLC, an entity formed by Dr. Joseph A. Sorge, former chairman, CEO and founder of Stratagene. Decisive Diagnostics is an entity formed to pursue molecular diagnostic applications. Decisive Diagnostics will acquire for $6.6 million certain assets of Stratagene from Agilent and license from Agilent certain of Stratagene's molecular diagnostic technologies. About Stratagene Corp. Stratagene Corp. (NASDAQ: STGN) -- http://www.stratagene.com/-- is a worldwide developer of innovative products and technologies for the growing life science research market. Stratagene supports advances in life sciences by inventing, manufacturing and marketing products that simplify, accelerate and improve research. Since 1984, the company's products have been used throughout the academic, industry and government research sectors in fields spanning molecular biology, genomics, proteomics, drug discovery and toxicology. Stratagene employs more than 450 people worldwide, who have now joined Agilent. Stratagene's product portfolio includes reagents for life science research and instruments. The company also offers a range of diagnostics products, including applications for allergy testing and urinalysis. Stratagene's life science reagent and instrument manufacturing facility in Cedar Creek, Texas, as well as its diagnostics facilities in Garden Grove, Calif., and Edinburgh, Scotland, are all registered to the ISO 13485 standard. The diagnostics facilities are also licensed medical device manufacturers, compliant with the U.S. Food and Drug Administration's Quality System Regulation (QSR). Other major Stratagene locations are La Jolla, Calif.; Tokyo, Japan; and Amsterdam, the Netherlands. About Agilent Technologies Agilent Technologies Inc. (NYSE: A) -- http://www.agilent.com/-- is the world's premier measurement company and a technology leader in communications, electronics, life sciences and chemical analysis. The company's 19,000 employees serve customers in more than 110 countries. * * * Agilent Technologies Inc. carries Moody's Investors Service 'Ba1' corporate family rating. AIRTRAN HOLDINGS: PROXY Recommends Nominees to Midwest Board ------------------------------------------------------------ PROXY Governance, Inc. has recommended that shareholders of Midwest Air Group, Inc. vote to elect AirTran Holdings, Inc.'s three nominees to the Midwest Board of Directors at the annual meeting of shareholders to be held on June 14, 2007. Proxy Governance joins Institutional Shareholder Services, Glass Lewis & Co., and CtW Investment Group in recommending that Midwest shareholders vote in favor of AirTran nominees. "All the leading shareholder advisory firms have now recommended that shareholders use the BLUE card to elect AirTran's nominees to the Midwest Board," Joe Leonard, AirTran's chairman and chief executive officer, said. "We believe the unanimous support of these independent corporate governance experts serves as irrefutable testimony that it is in the best interests of Midwest shareholders to enter into negotiations with AirTran to bring about a merger as quickly as possible. This is what the owners of Midwest want and this is what we are hopeful a newly constituted board with fresh, independent thinking will deliver." In its report, PROXY Governance Inc. said: "At a minimum, we believe, at the very least, that the board should engage in discussions with AirTran. The majority of shareholders have already indicated support for this transaction by tendering to the AirTran offer." "Given the logical and detailed proposal by AirTran, it is hard to deny the strategic cost savings and synergy benefits of a merger." " ... Midwest has failed to consider AirTran's long-term growth and how it would compliment Midwest." "Overall, we are troubled by the board's failure to recognize strong shareholder interest in the AirTran offer and in discussions with AirTran. We also note that AirTran's nominees are independent from AirTran and provide extensive experience in the industry and corporate governance." Turns a Deaf Ear "Unfortunately, Midwest's management and current Board of Directors continue to fail to listen to the company's true owners, the shareholders. Instead, Midwest's management and board have persisted in their advocacy of the company's 'go-it-alone' strategy, which is based on unrealistic projections and questionable financial analysis. Midwest shareholders have made it clear that they do not find the 'go-it-alone' plan to be feasible or desirable. On the contrary, we believe shareholders see that, as part of a combined AirTran-Midwest, the airline will be much better positioned to compete in the increasingly competitive airline industry and generate value for shareholders, employees and Midwest's communities. We believe the AirTran nominees will inject the independence and rational thinking necessary to fairly evaluate these factors," Mr. Leonard added. "We urge Midwest shareholders to protect the value of their investment and vote for John Albertine, Jeffrey Erickson and Charles Kalmbach on the BLUE proxy card," Mr. Leonard concluded. Midwest shareholders who need assistance in voting their shares may call Innisfree M&A Incorporated, AirTran's proxy solicitor, toll-free at (877) 456-3422. (Banks and Brokers may call collect at (212) 750-5833). AirTran Airways, Inc. (NYSE: AAI) -- http://www.airtran.com/-- operates over 600 daily flights to 50 destinations. The airline's hub is at Hartsfield-Jackson Atlanta International Airport, where it is the second largest carrier. AirTran Airways recently added the fuel-efficient Boeing 737-700 aircraft to create America's youngest all-Boeing fleet. The airline is also the first carrier to install XM Satellite Radio on a commercial aircraft and the only airline with Business Class and XM Satellite Radio on every flight. * * * As reported in the Troubled Company Reporter on Dec. 15, 2006, Standard & Poor's Ratings Services affirmed its ratings on AirTran Holdings Inc. and its primary operating subsidiary, AirTran Airways Inc., including the 'B-' corporate credit rating on AirTran Holdings. As reported in the Troubled Company Reporter on Nov. 23, 2006, Moody's Investors Service confirmed its B3 Corporate Family Rating for AirTran Holdings Inc. and its Caa1 rating on the company's 7.0% Guaranteed Convertible Notes Due July 1, 2023, in connection with its implementation of its Probability-of-Default and Loss- Given-Default rating methodology for the Transportation sector. Moody's also assigned an LGD6 rating to those loans, suggesting noteholders will experience a 91% loss in the event of a default. AIRTRAN HOLDINGS: Extends Midwest Tender Offer to August 10 ----------------------------------------------------------- AirTran Holdings, Inc., the parent of AirTran Airways, is extending its latest tender offer of $15 per share of Midwest Air Group until 12:00 Midnight EDT on Aug. 10, 2007. As of the close of business on June 8, 2007, shareholders have agreed to tender more than 14.6 million shares of Midwest to Galena Acquisition Corp., a wholly owned subsidiary of AirTran, which represents 59.5% of all outstanding shares of Midwest Air Group, or 64.1% of outstanding shares that are not held by the Midwest board or management. "We are gratified by the response we are receiving from Midwest's shareholders regarding both the tender offer and the slate of directors that we have nominated for the Midwest Board," Joe Leonard, AirTran Airways' chairman and chief executive officer, said. "Based on the support we have heard from Midwest shareholders and other observers, they want a new set of eyes and a fresh, independent voice inside the Midwest boardroom so that the AirTran offer can get a full and fair hearing. We are dismayed that the Midwest board continues to ignore shareholders' calls for the company to explore the merits of the AirTran offer and in their recent communication regarding the election of directors made it clear that the incumbent board is "convinced" that their standalone plan is the only route they will pursue and that shareholders should use their proxy vote to show their support for the board and the standalone plan. "That is why we urge the Midwest shareholders to heed the advice of such independent corporate governance experts as Institutional Shareholder Services, Glass Lewis & Co., and CtW Investment Group and vote the BLUE proxy card for the election of John Albertine, Jeffrey Erickson and Charles Kalmbach at the June 14, 2007, Midwest Annual Shareholders Meeting. Doing so will send a strong message to Midwest's current Board and management that the owners of the company are not satisfied with Midwest's standalone plan, which has no clear path to implementation, no near-term reward and questionable financial projections. It is past time for changing the dynamics inside the Midwest boardroom." "Extending our tender offer until August 10th provides time for the Board election to be certified and enables the newly reconstituted board to undertake a comprehensive evaluation of the merits of the AirTran offer. In the meantime, we would encourage Midwest shareholders to tender their shares to continue to send the clear message that they would like Midwest to meet with AirTran and sign a definitive merger agreement in order to create a truly national low-cost carrier for the benefit of all Midwest shareholders, employees and customers." On April 2, 2007, AirTran increased its buyout offer for Midwest Air Group to $15 per share for all of the Midwest shares, a total of $389 million. The offer, at such valuation, represents a premium of 83 percent over the 30-day average closing price of Midwest common stock prior to when AirTran made its initial proposal. AirTran's first offer to acquire all of Midwest's common stock was priced at $11.25 per share on Oct. 20, 2006. The offer, at such valuation, also represents an approximately 65% premium over the closing price of Midwest stock on Dec. 12, 2006, the day before AirTran disclosed its initial Oct. 20, 2006, offer. As a result of Midwest management's continued refusal to take necessary steps to achieve a combination of companies, the original expiration date of the tender offer has been extended to terminate on Aug. 10, 2007. Midwest shareholders who have questions about how to tender their shares may call AirTran's proxy solicitor, Innisfree M&A Incorporated, toll-free at (877) 456-3422. (Banks and Brokers may call collect at (212) 750-5833). AirTran Airways, Inc. (NYSE: AAI) -- http://www.airtran.com/-- operates over 600 daily flights to 50 destinations. The airline's hub is at Hartsfield-Jackson Atlanta International Airport, where it is the second largest carrier. AirTran Airways recently added the fuel-efficient Boeing 737-700 aircraft to create America's youngest all-Boeing fleet. The airline is also the first carrier to install XM Satellite Radio on a commercial aircraft and the only airline with Business Class and XM Satellite Radio on every flight. * * * As reported in the Troubled Company Reporter on Dec. 15, 2006, Standard & Poor's Ratings Services affirmed its ratings on AirTran Holdings Inc. and its primary operating subsidiary, AirTran Airways Inc., including the 'B-' corporate credit rating on AirTran Holdings. As reported in the Troubled Company Reporter on Nov. 23, 2006, Moody's Investors Service confirmed its B3 Corporate Family Rating for AirTran Holdings Inc. and its Caa1 rating on the company's 7.0% Guaranteed Convertible Notes Due July 1, 2023, in connection with its implementation of its Probability-of-Default and Loss- Given-Default rating methodology for the Transportation sector. Moody's also assigned an LGD6 rating to those loans, suggesting noteholders will experience a 91% loss in the event of a default. AMERICAN TOWER: Completes Refinancing of $1.25BB Credit Facility ---------------------------------------------------------------- American Tower Corporation has successfully refinanced its existing $1.6 billion senior secured credit facilities at the American Tower operating company level with a new $1.25 billion senior unsecured revolving credit facility of American Tower Corporation. At closing, the company drew down approximately $1 billion under the new credit facility and used the net proceeds and cash on hand to repay all amounts outstanding under the existing AMT OpCo credit facilities. The new credit facility has a term of five years, maturing in full on June 8, 2012. The credit facility does not require amortization of payments and may be paid prior to maturity in whole or in part at the company's option without penalty or premium. The credit facility allows the company to use borrowings for working capital needs and other general corporate purposes of the company and its subsidiaries including refinancing or repurchasing other indebtedness and the company's equity securities, in each case without additional lender approval. The new senior unsecured revolving credit facility is rated BB+ by Standard & Poor's, Ba1 by Moody's Investors Service, and BB+ by Fitch. About American Tower Based in Boston, Massachusetts, American Tower Corporation (NYSE: AMT) -- http://www.americantower.com/-- is an independent owner, operator and developer of broadcast and wireless communications sites in the U.S., Mexico and Brazil. American Tower owns and operates over 22,000 sites and manages about 2,000 revenue producing rooftop and tower sites. * * * As reported in the Troubled Company Reporter on Feb. 16, 2007, Moody's Investors Service upgraded the corporate family rating of American Tower Corporation to Ba1 from Ba2, and affirmed the company's SGL-1 liquidity rating. The outlook is stable. As reported in the Troubled Company Reporter on May 31, 2007, Moody's Investors Service assigned a Ba1 rating to American Tower Corporation's proposed $1.25 billion senior unsecured bank facility, which will be used to refinance the senior secured bank facility at AMT's subsidiary, American Tower Inc. At the same time, Moody's affirmed AMT's Ba1 corporate family rating, affirmed the company's SGL-1 liquidity rating and upgraded its senior unsecured rating to Ba1 from Ba2, reflecting the expected reduction of prior ranking senior secured debt in the company's capital structure. AMP'D MOBILE: Gets Interim OK to Use Kings Road's Cash Collateral ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware granted Amp'd Mobile Inc. authority, on an interim basis, to use the cash collateral securing repayment of its obligations to Kings Road Investment Ltd. The Debtor may use cash collateral in an aggregate amount not exceeding $4,118,000, solely with respect to the identified categories of expenses listed in a budget, a copy of which is available for free at http://researcharchives.com/t/s?20ce The categories of expenses are intended to permit the Debtor to fund its operating expenses during its Chapter 11 case, its costs associated with negotiating or litigating the purported termination of a wholesale agreement, dated June 1, 2005, with Cellco Partnership, doing business as Verizon Wireless, and other expenses subject to prior written consent of the Kings Road Investment, Ltd. As adequate protection, Kings Road will, subject to a carve-out, have properly perfected liens of Brightpoint North America, L.P., if any, Silicon Valley Bank, if any, and the valid rights of any creditor with rights to set-off. King Road will have a valid, perfected and enforceable replacement liens on and first priority postpetition security interest in all of the Debtor's assets, including all accounts, cash and inventory provided that the Replacement Lien will not create a security interest against any lease with Westside Medical Park, LLC. King Road will also be entitled to an allowed administrative superpriority expense lien on all of the Postpetition Collateral, subject to Carve-Out; and payment of King Road's expenses incurred in negotiating the Cash Collateral. The Debtor's right to use the Cash Collateral will immediately and automatically terminate on the earliest of: -- June 20, 2007; -- the day after Verizon disconnects any of the Debtor's end users; -- the effective date of a confirmed plan of reorganization; -- the conversion of the Debtor's Chapter 11 case to Chapter 7; or -- the sale of all or substantially all of the Debtor's assets. Objections to the Interim Cash Collateral Order must be served so as to be actually received no later than June 15, 2007. If an objection is timely filed, a final hearing will be held June 20, 2007. If there is no timely objection, the Court may approve the Interim Order as a final order without conducting a final hearing. Headquartered in Los Angeles, Calif., Amp'd Mobile Inc. aka Amp'D Mobile LLC -- http://www.ampd.com/-- is a mobile virtual network operator that provides voice, text and entertainment content to subscribers who contract for cellular telephone service. The company filed for chapter 11 protection on June 1, 2007 (Bankr. D. Del. Case No. 07-10739). Steven M. Yoder, Esq., Eric M. Sutty, Esq. and Mary E. Augustine, Esq. at The Bayard Firm represent the Debtor in its restructuring efforts. When it sought bankruptcy, Amp'D Mobile listed total assets of between $1 million to $100 million and estimated debts of more than $100 million. The Debtor's exclusive period to file a plan expires on Sept. 29, 2007. (Amp'd Mobile Bankruptcy News, Issue No. 3; Bankruptcy Creditors'Service Inc. http://bankrupt.com/newsstand/ or 215/945-7000) AMP'D MOBILE: Asks Court to Reinstate Wholesale Pact with Verizon ----------------------------------------------------------------- In June 2005, Amp'd Mobile Inc., and Cellco Partnership, doing business as Verizon Wireless, entered into a wholesale agreement, pursuant to which the Debtor purchased minutes and megabytes from Verizon Wireless on a wholesale basis, and then resells the capacity to individual subscribers on a retail basis. The Debtor provided Verizon with letters of credits totaling $11,140,000 issued by Bank of America and Silicon Valley Bank. The Silicon Valley Bank LOC is fully secured by cash in a certificate of deposit, Eric M. Sutty,0 Esq., at The Bayard Firm, in Wilmington, Delaware, the Debtor's proposed counsel, says. On May 22, 2007, Verizon advised the Debtor that it has a $4,546,108 outstanding balance and declared that the Debtor is in default for its failure to pay the Outstanding Balance on the due date. Verizon also provided the Debtor with a 10-day notice to cure its default and asked the Debtor to pay the outstanding balance by June 1, 2007. On June 1, Verizon notified the Debtor that the Wholesale Agreement was terminated effective immediately because the Debtor has not paid the Outstanding Balance as of June 1. Mr. Sutty tells the U.S. Bankruptcy Court for the District of Delaware that Verizon's premature attempt to terminate the Wholesale Agreement, discontinue the company services and impermissibly draw on the L/C will effectively end the Debtor's business. The services provided by Verizon pursuant to the Wholesale Agreement are the exclusive means by which the Debtor delivers its mobile entertainment and cellular telephone services to its own customers, Mr. Sutty says. Accordingly, the Debtor asks the Court to declare that the Wholesale Agreement was not terminated by virtue of the premature Notice of Termination on June 1, 2007, and that the Wholesale Agreement remained in full force and effect on and after the Petition Date. The Debtor also asks the Court to declare that the Wholesale Agreement is property of the Debtor's estate pursuant to Section 541 of the Bankruptcy Code and that Verizon's attempt to treat the Wholesale Agreement as terminated and its intent to discontinue services to the Debtor violates the automatic stay pursuant to Section 362. In the alternative, the Debtor asks the Court to declare that the Wholesale Agreement was in full force and effect on and after the Petition Date to prevent the inequitable forfeiture of the Debtor's valuable rights under the agreement. The Debtor also asks the Court to award it of its costs and attorney's fees incurred in the prosecution of the Adversary Proceeding and punitive damages. Moreover, the Debtor wants Verizon enjoined from taking any acts to terminate the Wholesale Agreement or discontinue services based on the Termination Notice. To the extent that Verizon seeks to draw on the L/C based on the Debtor's failure to make prepetition payment under the Wholesale Agreement or the Termination Notice, the Debtor asks the Court to declare that the draw violates both the Wholesale Agreement and the L/C and declare that any prepetition failure to make payments under the Wholesale Agreement and the Termination Notice do not give Verizon a right to draw on the L/C. Furthermore, the Debtor asks the Court to permanently enjoin Verizon from initiating any action to draw on the L/C based on the Termination Notice. Kings Road Seeks to Intervene Kings Road Investment Ltd., which provides the Debtor with postpetition financing, asks the Court to allow it to intervene in the Adversary Proceeding. Timothy P. Cairns, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub, LLP, in Wilmington, Delaware, asserts that Verizon's attempt to terminate the Wholesale Agreement may effectively end the Debtor's business, which is an important part of Kings Road's collateral. As of its bankruptcy filing, the Debtor owed Kings Road $30,000,000 in principal amount under a Convertible Secured Promissory Note dated April 2, 2007. Kings Road has liens and security interests that are valid, perfected, enforceable and constitute first priority liens and security interests in all of the Debtor's assets except the Debtor's intellectual property. Thus, Mr. Cairns says, Kings Road must intervene to protect the value of its liens and security interests in the Debtor. Headquartered in Los Angeles, Calif., Amp'd Mobile Inc. aka Amp'D Mobile LLC -- http://www.ampd.com/-- is a mobile virtual network operator that provides voice, text and entertainment content to subscribers who contract for cellular telephone service. The company filed for chapter 11 protection on June 1, 2007 (Bankr. D. Del. Case No. 07-10739). Steven M. Yoder, Esq., Eric M. Sutty, Esq. and Mary E. Augustine, Esq. at The Bayard Firm represent the Debtor in its restructuring efforts. When it sought bankruptcy, Amp'D Mobile listed total assets of between $1 million to $100 million and estimated debts of more than $100 million. The Debtor's exclusive period to file a plan expires on Sept. 29, 2007. (Amp'd Mobile Bankruptcy News, Issue No. 3; Bankruptcy Creditors'Service Inc. http://bankrupt.com/newsstand/ or 215/945-7000) ARCTOS PETROLEUM: TSX Gives Conditional Nod on Debt Settlement -------------------------------------------------------------- Arctos Petroleum Corp. has received conditional TSX Venture Exchange approval to proceed with the closing of the debt settlements. Arctos also related that it will raise funds of up to $1.5 million from a debenture financing. Arctos will settle $4,575,948 in outstanding net debt through the payment of $1,220,235 in cash and the issuance of 31,846,265 common shares of the company. One creditor, with debt owed of $2,481,018 will be settled in full by the payment of a total of $1,171,485 in cash and the issuance of 11,405,745 common shares of the company. Ten creditors, with net debt owed of $2,092,802, will be settled in full by the payment of a total of $48,750 in cash and the issuance of 20,440,520 common shares of the company. The TSX Venture Exchange has conditionally approved the transactions contemplated herein subject to review and acceptance of Personal Information Forms from certain individuals who are associated with corporations who will become insiders of the company. Arctos plans to complete a non-brokered private placement of non- convertible debentures in the principal amount of up to $1.5 million. Proceeds from the private placement will be used to pay the cash portion of the aforementioned debt settlement, with the remainder applied to general working capital. The debentures will have a twelve-month term and shall bear interest at 10% per annum calculated and paid quarterly and any principal or interest outstanding under the debentures shall be secured against the general assets of the company. The sale of the debentures is subject to approval of the TSX Venture Exchange. Insiders of the company may purchase convertible debentures in the principal sum of up to $500,000. The company believes it is now positioned to move forward with an active business plan that will be focused on acquiring oil and gas assets together with a selective drilling program. About Arctos Petroleum Corp. Based in Vancouver, British Columbia, Arctos Petroleum Corp. (TSX:APO) is an emerging junior oil and gas company with exploration, development, and production programs in Alberta and Saskatchewan. Arctos Petroleum had $5,034,344 in total assets, $6,043,230 in total liabilities, resulting in a $1,008,886 in stockholders' deficit at Dec. 31, 2006. ASPEN TECHNOLOGY: To Restate Balance Sheets on Accounting Errors ---------------------------------------------------------------- Aspen Technology, Inc. reported that certain errors in the accounting for sales of installments receivable were discovered in connection with a recent review of its financial statements. As a result, the company's previously issued financial statements as of June 30, 2005 and 2006 and for each of the three years in the period ended June 30, 2006, and related reports of its independent registered public accounting firm for those periods should not be relied upon. In addition, the company's quarterly filings on Form 10-Q within these years and for each of the quarters ended Sept. 30, 2006, Dec. 31, 2006, and March 31, 2007, should not be relied upon. The company estimates that the restatements will result in the creation of two new balance sheet captions, a collateral asset for secured borrowings and a secured borrowing liability, in these amounts: -- approximately $70 million as of June 30, 2005; -- approximately $80 million as of June 30, 2006; and -- in excess of $200 million as of March 31, 2007. Because the review of the accounting is ongoing, these estimates are subject to change, and those changes could be material. Brad Miller, chief executive officer of AspenTech, said "It is expected that the asset and liability accounts created as a result of this restatement will match, and that the cash flows received from these long term customer accounts will continue to finance the debt, consistent with nearly 20 years of practice as well as the intentions of the parties when the arrangements were originally established. We do not believe the restated balance sheet treatment of these accounts for GAAP purposes affects the net financial position of the company, nor the cash required and available to operate our business." Mr. Miller added, "We are focused on completing the restatement process as quickly as practicable, and we remain focused on running the business, serving our customers and continuing to make progress in improving our operational execution." About Aspen Technology Based in Cambridge, Massachusetts, Aspen Technology Inc. (Nasdaq: AZPN) -- http://www.aspentech.com/ -- provides software and professional services that help process companies improve efficiency and profitability by enabling them to model, manage and control their operations. * * * Aspen Technology carries Moody's B2 long-term corporate family rating and Caa1 equity linked rating. The outlook is stable. On the other hand, the company carries Standard & Poor's B long- term foreign and local issuer credit ratings. The outlook is negative. AUCTENTIA SLU: Chapter 15 Petition Hearing Scheduled on June 15 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District has set a hearing on June 15, 2007, at 10:00 a.m., at Room 601, One Bowling Green in New York City, to consider the chapter 15 petition filed by Javier Diaz Galvez and Benito Aguera Mann on behalf of Auctentia SLU and their request for recognition of the Debtor's foreign proceeding pending in Madrid, Spain, as a foreign main proceeding. All parties opposed to the petition or foreign representatives' request must appear at the hearing. Headquartered in Madrid, Spain, Auctentia SLU is a wholly owned subsidiary of Afinsa Bienes Tangibles, S.A., wholesaler and retailer of stamps, coins, art works and other collectibles. Javier Diaz Galvez and Benito Aguera Marin filed for Chapter 15 petition on behalf of Auctentia SLU on April 24, 2007 (S.D. N.Y. Case No. 07-11173). Thomas L. Kent, Esq., at Paul, Hastings, Janofsky & Walker LLP, in New York City, represents the petitioners. When the petitioners filed for chapter 15 petition, it estimated the Debtor's assets and debts between $1 million and $100 million. BANC OF AMERICA: Moody's Rates Six Certificate Classes at Low-B --------------------------------------------------------------- Moody's Investors Service affirmed 22 classes of Banc of America, Commercial Mortgage Pass-Through Certificates, Series 2005-2 as: Class A-2, $ 133,750,148, Fixed, affirmed at Aaa Class A-3, $236,800,000, Fixed, affirmed at Aaa Class A-4, $206,700,000, Fixed, affirmed at Aaa Class A-AB, $66,510,000, Fixed, affirmed at Aaa Class A-5, $478,931,000, Fixed, affirmed at Aaa Class A-M, $164,234,000, Fixed, affirmed at Aaa Class A-J, $108,805,000, Fixed, affirmed at Aaa Class X-C, Notional, affirmed at Aaa Class X-P, Notional, affirmed at Aaa Class B, $43,111,000, Fixed, affirmed at Aa2 Class C, $16,423,000, Fixed, affirmed at Aa3 Class D, $28,741,000, Fixed, affirmed at A2 Class E, $16,423,000, Fixed, affirmed at A3 Class F, $20,530,000, WAC, affirmed at Baa1 Class G, $18,477,000, WAC, affirmed at Baa2 Class H, $18,476,000, WAC, affirmed at Baa3 Class J, $8,212,000, Fixed, affirmed at Ba1 Class K, $6,159,000, Fixed, affirmed at Ba2 Class L, $6,159,000, Fixed, affirmed at Ba3 Class M, $4,106,000, Fixed, affirmed at B1 Class N, $2,053,000, Fixed, affirmed at B2 Class O, $10,265,000, Fixed, affirmed at B3 As of the May 10, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 1.7% to $1.62 billion from $1.65 billion at securitization. The Certificates are collateralized by 86 mortgage loans. The loans range in size from less than 1.0% to 8.6% of the pool, with the top 10 loans representing 48.3% of the pool. The pool includes five shadow rated loans, representing 20.2% of the outstanding loan balance. There have been no loans liquidated from the pool and no loans have defeased. There are no loans in special servicing. Six loans, representing 2.7% of the pool, are on the master servicer's watchlist. Moody's was provided with full-year 2006 and partial-year 2006 operating results for 86.5% and 95.5% of the pool. Moody's weighted average loan to value ratio for the conduit component is in excess of 100.0%, the same as at securitization. The largest shadow rated loan is the Fashion Show Mall Loan ($138.5 million -- 8.6%), which is secured by the borrower's interest in a 1.9 million square foot, regional mall (663,000 square feet of collateral) located in Las Vegas, Nevada. The loan represents a 42.6% pari-passu interest in a $324.8 million loan. There is also a $38.5 million subordinate B Note held outside the trust. As of December 2006 in-line sales were $858 per square foot, compared to $602 per square foot in 2004. As of December 2006 in-line occupancy was 97.3%, compared to 92.1% as of January 2005. Moody's current shadow rating is Aa3, compared to A1 at securitization. The second largest shadow rated loan is the Phoenix Plaza I & II Loan ($77.0 million -- 4.8%), which is secured by two office buildings totaling 834,826 square feet and located in Phoenix, Arizona. The loan is interest only for the entire term. Moody's current shadow rating is Baa3, the same as at securitization. The third largest shadow rated loan is the American Express Building - MN Loan ($56.1 million - 3.5%), which is secured by an eight-story, 541,542 square foot Class A office building located in Minneapolis, Minnesota. The entire building is leased to American Express Company (Moody's senior unsecured rating A1; stable outlook) through November 2014. The loan is interest only for the entire term. Moody's current shadow rating is Baa1, the same as at securitization. The fourth largest shadow rated loan is the American Express Building - UT Loan ($30.1 million - 1.9%), which is secured by a 395,787 square foot office building located in Taylorsville, Utah. The entire building is leased to American Express Company through November 2014. The loan is interest only for the entire term. Moody's current shadow rating is Baa3, the same as at securitization. The fifth largest shadow rated loan is the American Express Building - ON Loan ($25.4 million - 1.6%), which is secured by a 306,710 square foot office building located in Markham, Ontario. The entire building is leased to American Express Company through December 2014. The loan is interest only for the entire term. Moody's current shadow rating is Baa2, the same as at securitization. The three largest conduit loans represent 18.1% of the pool. The largest conduit loan is the New York University Housing Loan ($110.0 million -- 6.8%), which is secured by a 264 unit, 17-story student housing property located in the Tribeca submarket of New York City. The Property is 100.0% master leased to New York University. Moody's LTV is in excess of 100.0%, the same as at securitization. The second largest conduit loan is the Canyon Ranch Loan ($95.0 million -- 5.9%), which is secured by two resort hotel and spas containing a total of 315 rooms. The resorts are located in Arizona and Massachusetts. Performance has improved since securitization due to revenue increases. The loan is interest only for the entire term. Moody's LTV is 77.8%, compared to 82.2% at securitization. The third largest conduit loan is the Regents Square I & II Loan ($88.6 million -- 5.5%), which is secured by a 307,450 square foot office portfolio located in the La Jolla submarket of San Diego, California. The loan is interest only for the entire term. Moody's LTV is in excess of 100.0%, the same as at securitization. BANC OF AMERICA: Moody's Rates Three Cert. Classes at Low-B ----------------------------------------------------------- Moody's Investors Service affirmed the ratings of 21 classes of Banc of America Commercial Mortgage, Inc., Commercial Mortgage Pass-Through Certificates, Series 2005-3 as: -- Class A-1, $42,270,973, affirmed at Aaa; -- Class A-2, $505,650,000, affirmed at Aaa; -- Class A-3A, $279,216,000, affirmed at Aaa; -- Class A-3B, $132,000,000, affirmed at Aaa; -- Class A-SB, $70,360,000, affirmed at Aaa; -- Class A-4, $460,255,000, affirmed at Aaa; -- Class A-M, $216,104,000, affirmed at Aaa; -- Class A-J, $132,364,000, affirmed at Aaa; -- Class XC, Notional, affirmed at Aaa; -- Class XP, Notional, affirmed at Aaa; -- Class B, $24,312,000, affirmed at Aa1; -- Class C, $24,311,000, affirmed at Aa2; -- Class D, $21,611,000, affirmed at Aa3; -- Class E, $37,818,000, affirmed at A2; -- Class F, $21,611,000, affirmed at A3; -- Class G, $29,714,000, affirmed at Baa1; -- Class H, $27,013,000, affirmed at Baa2; -- Class J, $27,013,000, affirmed at Baa3; -- Class K, $13,507,000, affirmed at Ba1; -- Class L, $10,805,000, affirmed at Ba2; -- Class M, $10,805,000, affirmed at Ba3. As of the May 10, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 0.9% to $2.14 billion from $2.16 billion at securitization. The Certificates are collateralized by 110 mortgage loans. The loans range in size from less than 1.0% to 9.4% of the pool, with the top 10 loans representing 51.3% of the pool. The pool includes three shadow rated loans, representing 8.0% of the outstanding loan balance. There have been no loans liquidated from the pool and no loans have defeased. There are no loans in special servicing. Eight loans, representing 10.1% of the pool, are on the master servicer's watchlist. Moody's was provided with full-year 2005 and full-year 2006 operating results for 88.6% and 92.7% of the pool. Moody's weighted average loan to value ratio ("LTV") for the conduit component is in excess of 100.0%, the same as at securitization. The largest shadow rated loan is the Fiesta Mall Loan ($84.0 million - 3.9%), which is secured by the borrower's interest in a 1.0 million square foot, regional mall (309,000 square feet of collateral) located in Mesa, Arizona. The loan is interest only for the entire term. Moody's current shadow rating is Baa3, the same as at securitization. The second largest shadow rated loan is the Queens Atrium Loan ($76.2 million -- 3.6%), which is secured by two office buildings containing 1.0 million square feet and located in Long Island City, New York. Performance has been impacted by higher than expected expenses. Moody's current shadow rating is Ba1, compared to Baa3 at securitization. The third largest shadow rated loan is the American Express Building Loan ($11.6 million -- 0.5%), which is secured by a flex office building containing a total of 132,000 square feet and located in De Pere, Wisconsin. The entire building is leased to American Express Company (Moody's senior unsecured rating A1; stable outlook). The loan is interest only for the entire term. Moody's current shadow rating is Baa3, the same as at securitization. The three largest conduit loans represent 24.1% of the pool. The largest conduit loan is the Woolworth Building Loan ($200.0 million -- 9.4%), which is secured by a 57-story, Class B office building containing 812,000 square feet and located in the downtown submarket of New York City. Moody's LTV is in excess of 100.0%, the same as at securitization. The second largest conduit loan is the Ridgedale Center Loan ($184.1 million -- 8.6%), which is secured by the borrower's interest in a 1.0 million square foot, regional mall (340,000 square feet of collateral) located in Minnetonka, Minnesota. Moody's LTV is in excess of 100.0%, the same as at securitization. The third largest conduit loan is the Pacific Arts Plaza Loan ($132 million -- 6.2%), which is secured by four Class A office buildings and four stand alone restaurants (totaling 825,000 square feet) located in Costa Mesa, California. The loan represents a 54.5% pari-passu interest in a $242.0 million senior portion of the loan. In addition, the trust also includes a non- pooled junior note in the amount of $50.0 million. As of March 2007 occupancy was 82.0%, compared to 87.0% at last review. The lower occupancy combined with lower revenues has caused a decline in performance. The loan is on the master servicer's watchlist due to low debt service coverage. Moody's LTV is in excess of 100.0%, the same as at securitization. BCE INC: Onex Joins Canada Pension Consortium --------------------------------------------- The Canada Pension Plan Investment Board, Caisse de depot et placement du Quebec, Kohlberg Kravis Roberts & Co. and Onex Corporation disclosed that Onex has joined the consortium formed for the purpose of working with BCE Inc. with regard to a potential transaction to take the publicly-traded company private. Onex is joining the consortium with the consent of BCE's Strategic Oversight Committee, a committee of independent directors established on April 20, 2007 to oversee the company's evaluation of a range of strategic alternatives. "Onex is Canada's oldest and largest private equity firm and we are very pleased that they have joined our consortium," David Denison, President and CEO, CPP Investment Board, said, speaking on behalf of the consortium partners. "The addition of Onex strengthens our Canadian-led consortium as it remains focused on the due diligence process for the potential acquisition of an important Canadian organization." "We are delighted to have the opportunity to pursue the acquisition of one of Canada's leading companies with three outstanding partners," Andrew Sheiner, Managing Director of Onex, added. "We have very strong relationships with every member of this consortium and have partnered with the CPP Investment Board and the Caisse de depot et placement du Quebec on many prior investments. We have built Onex through a focus on long-term value creation and the development of world-class companies, and this philosophy is shared by all members of this consortium." "As we evaluate the potential transaction, our intent is to create long-term value for the benefit of our respective beneficiaries and investors," Mr. Denison added. "Each of the consortium partners is committed to generating strong investment returns with a long-term investment horizon. Further, the CPP Investment Board and the Caisse de depot et placement du Quebec have very long-term investment mandates to support the pension promise of millions of Canadians. Furthermore, we would still welcome the opportunity to add additional Canadian pension funds to our consortium if permitted by the Strategic Oversight Committee." The consortium noted that discussions are ongoing and there can be no assurance that a transaction of any kind will result. About Onex Onex Corp. makes private equity investments through the Onex Partners and ONCAP family of Funds. These companies are in a variety of industries, including electronics manufacturing services, aerostructures manufacturing, healthcare, financial services, aircraft & aftermarket, metal services, customer management services, theatre exhibition, personal care products and communications infrastructure. About BCE Inc. Headquartered in Montreal, Canada, Bell Canada International Inc. (TSX, NYSE: BCE) (NEX:BI.H) -- http://www.bci.ca/-- provides a suite of communication services to residential and business customers in Canada. Under the Bell brand, the company's services include local, long distance and wireless phone services, high- speed and wireless Internet access, IP-broadband services, information and communications technology services and direct-to- home satellite and VDSL television services. Other BCE businesses include Canada's premier media company, Bell Globemedia, and Telesat Canada, a pioneer and world leader in satellite operations and systems management. The company is operating under a Plan of Arrangement approved by the Ontario Superior Court of Justice, pursuant to which BCI intends to monetize its assets in an orderly fashion and resolve outstanding claims against it in an expeditious manner with the ultimate objective of distributing the net proceeds to its shareholders and dissolving the company. BNY CONVERGEX: Moody's Puts B1 Ratings Under Review --------------------------------------------------- Moody's Investors Service affirmed the B2 corporate family rating of ConvergEx Holdings LLC following the company's announcement of a definitive agreement to acquire Liquid Point LLC and First Traders Analytical Solutions LLC. Moody's also affirmed its B3 rating on the $180 million second- lien term loan. The B1 ratings on the $420 million first-lien term loan and the $75 million first-lien revolving credit facility were placed on review for a possible downgrade pending the final deal financing structure and ConvergEx's resultant capital structure. In explaining its rating action, Moody's noted that LiquidPoint, which specializes in agency-only options brokerage and the sale and marketing of options trading and order routing software, has the potential to broaden ConvergEx's product offering and the lessen the company's dependence on cash equities trading volumes. Equity options are a fast-growing asset class, which is being increasingly embraced by market participants, and the ability to offer a front-end order management solution for options along with (and integrated into) its Eze Castle's software product suite should bolster CovergEx's ability to compete for trade analytics and order management market share, particularly within the alternative investor community. The addition of an agency-only options brokerage capability is also a positive step in that it diversifies ConvergEx's trading volume-based revenues away from pure cash equities. Although the acquisition of LiquidPoint will result in a modest increase in cash flow leverage and will exert pressure on the already thin interest coverage, the issuer's credit profile remains consistent with a B2 corporate family rating as a result its solid performance and the de-leveraging undertaken by the firm in the last six months. The rating agency noted, however, that, subject to its review of the final terms of the financing, the B1 rating on the first-lien facilities may be downgraded to B2. The B1 rating on the first- lien facilities, which is one notch higher than the CFR, currently benefits from the structural subordination of the second-lien facilities and the mezzanine note in the capital structure of the firm. However, were a meaningful portion of new debt to rank on terms pari pasu with those of the first-lien facilities, the relative amount of debt structurally subordinate to the first lien facilities may be insufficient to support a one-notch lift relative to the CFR. What Could Change the Rating -- UP The ratings could go up if the company achieves and sustains its targets of lower leverage and improved interest coverage by means of an aggressive reduction of debt and/or strong growth in earnings. A sustained and profitable growth in revenue, particularly from sources less dependent on cyclical revenue drivers like trading volumes, would also exert upward pressure on the ratings. What Could Change the Rating -- DOWN The ratings could go down if there is a significant change in the capital structure that increases leverage and negatively impacts the already thin interest coverage. Also weighing negatively on the ratings would be a deterioration of credit metrics caused by a slowdown in earnings stemming from a prolonged decline in executed trade volumes or market share erosion in the company's major business lines. These ratings were affirmed: * ConvergEx Holdings LLC: -- Corporate Family Rating -- B2 * BNY ConvergEx Group LLC and EZE Castle Software Inc: -- $180 7.5-Year Second-Lien Term Loan -- B3 These ratings were placed on review for a possible downgrade: * BNY ConvergEx Group LLC and EZE Castle Software Inc: -- $420 Million 7-Year First-Lien Term Loan -- B1 -- $75 Million 6-Year First-Lien Revolving Credit Facility -- B1 BNY ConvergEx Group LLC, headquartered in New York City, New York, is a global agency brokerage and technology company, which generated $119 million of revenue in fourth quarter 2006. BNY CONVERGEX: LiquidPoint Acquisition Cues S&P's Negative Outlook ------------------------------------------------------------------ Standard & Poor's Ratings Services changed the outlook on its 'B+' long-term counterparty credit rating on BNY ConvergEx LLC to negative from stable. This action was taken in response to the company's announced acquisition of the privately held LiquidPoint LLC. "While we understand the compelling business reasons for this acquisition, management's decision to make an acquisition at this early stage in the company's status as a stand-alone entity reflects a more aggressive strategy and attitude toward debt than we had expected," said Standard & Poor's credit analyst Robert B. Hoban, Jr. ConvergEx's undertaking a largely debt-funded acquisition at this time, instead of focusing on paying down existing high debt levels and the synchronization of its own recently combined businesses, puts downward pressure on the rating. If the company does not improve interest coverage or continues to demonstrate an appetite for leveraging acquisitions, ratings would be lowered. Should ConvergEx successfully integrate LiquidPoint, regularly pay down debt, and maintain interest coverage ahead of projections, the outlook would return to stable. ConvergEx is one of the largest independent agency-only equity trading shops, with several good niche businesses. ConvergEx's two main business lines are institutional agency-only equity trading and providing order management software systems to traders. ConvergEx was formed in October 2006 in a highly leveraged transaction, which resulted in the company having no tangible equity and very weak interest coverage. ConvergEx is the combination of several institutional brokerage operations formerly owned by the Bank of New York Co. Inc. and Eze Castle Software Inc. Each of the combined entities had good operational management, which has allowed for a smooth integration to date. BOMBARDIER REC: Moody's Rates CDN$250 Mil. Sr. Sec. Loan at Ba2 --------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to Bombardier Recreational Products' CDN$250 million senior secured revolver and a B1 rating to BRP's CDN$1.2 billion senior secured term loan. Proceeds from the transaction will be used to refinance the company's existing debt (CDN$800 million term loan) and pay a dividend to its shareholders (the total dividend, which is expected to be paid later in the year, is expected to approximate CDN$535 - CDN$435 million from the term loan and CDN$100 million from free cash flow). The ratings on the existing first lien and second lien bank debt will be withdrawn following the close of the transaction. At the same time, Moody's affirmed BRP's B1 corporate family rating and B1 probability of default rating with a negative outlook. "Moody's believes that the significant improvements in the company's cost structure over the last few years demonstrated by the 335 bps gross margin percentage improvement in fiscal 2007 from 2006, diversification in the company's product offerings and the introduction of new products enabled it to maintain a B1 rating, albeit weakly positioned, despite the aggressive financial policies of increasing debt to fund shareholder returns." said Kevin Cassidy, Vice President/Senior Analyst at Moody's Investors Service. "The negative outlook reflects Moody's concern that the company's aggressive financial policies have reduced its financial flexibility to withstand a downturn in the recreational sports industry amid continuing uncertainty in consumer spending" said Cassidy. "Failure to reduce and sustain adjusted leverage, measured as adjusted debt/EBITDA, below 5x by the end of the year would likely result in a downgrade" Cassidy further noted. The proposed transaction will increase adjusted leverage to above 5x from 3.8x; adjusted leverage was 4.8x following the May 2006 leverage recapitalization. The negative outlook also reflects Moody's concern over the lack of maintenance financial covenants. The ratings for the term loan and revolver reflect both the overall probability of default of the company, to which Moody's has affirmed the PDR of B1, and a loss given default assessment of LGD2 (26%) for the revolver and LGD4 (53%) for the term loan. Both the revolving credit facility and the term loan benefit from the full guarantees of the existing and future subsidiaries. The revolver has a 1st lien priority interest on inventory and accounts receivable and a 2nd priority lien on the remaining assets, and the term has the inverse security interest. Moody's believes that the term loan's collateral coverage approximates 50%, based on a combination of valuation techniques. Ratings assigned: -- CDN$250 million senior secured revolver, due 2012, at Ba2; -- US equivalent of CDN$1,230 million senior secured term loan, due 2014, at B1; Rating affirmed: -- Corporate family rating at B1; -- Probability of default rating at B1. Headquartered in Quebec, Canada, Bombardier Recreational Products Inc. -- http://www.brp.com/-- a privately held company, is a world leader in the design, development, manufacturing, distribution and marketing of motorised recreational vehicles. The company's portfolio of brands and products includes: Ski-Doo(R) and Lynx(TM) snowmobiles, Sea- Doo(R) watercraft and sport boats, Johnson(R) and Evinrude(R) outboard engines, direct injection technologies such as Evinrude E-TEC(R), Can-Am(TM) all-terrain vehicles, Rotax(R) engines and karts. The company has operations in Japan, Australia, Brazil, France, the Netherlands, Norway, the United Kingdom, and the United States, among others. Net sales for the 12-month period ended January 2007 were approximately CAD$2.7 billion. BOSTON SCIENTIFIC: Inks Share Repurchase Plan with Aspect Medical ----------------------------------------------------------------- Boston Scientific Corporation and Aspect Medical Systems, Inc. had agreed to enter into a share repurchase plan to conclude their alliance for the development of new brain monitoring products aimed at assisting clinicians in the diagnosis and treatment of depression, Alzheimer's disease and other neurological conditions. The agreement includes these key provisions: 1) Aspect will immediately acquire 2 million shares of Aspect stock now held by Boston Scientific at a price of approximately $15.91 per share. This price represents the average of the closing prices of Aspect stock over the 20 most recent trading days. Prior to this agreement, Boston Scientific's position in Aspect stood at approximately 6 million shares, or 27% of Aspect's shares outstanding. 2) For a period of six months following the date of the agreement, Aspect will have the right to purchase any or all of the balance of Boston Scientific's position in Aspect at a price of $15 per share, or the average of the closing prices of Aspect stock over the 10 trading days prior to Aspect exercising its right to repurchase, whichever is higher. In addition, Boston Scientific has agreed not to sell any of its Aspect stock, except to Aspect, during the six month period. 3) Boston Scientific is relieved from all current and future obligations to the alliance. The neuroscience alliance was established in May 2005 and involved a commitment by Boston Scientific of $25 million over five years to support research by Aspect in the depression and Alzheimer's markets. To date, Boston Scientific has provided $10 million of the $25 million originally committed. 4) Aspect regains all commercial rights to products developed under the alliance that were previously shared with Boston Scientific. Aspect and Boston Scientific also agreed today that all rights and obligations in connection with an OEM Product Development Agreement signed in 2002 will cease effective upon closing of the share repurchase. As part of the 2002 Agreement, Boston Scientific held an option to distribute products developed by Aspect in the procedural sedation space. With Boston Scientific declining this option, all rights to products developed in conjunction with this agreement will revert to Aspect. As a result of this, Aspect will recognize approximately $3.8 million of previously deferred alliance revenue this quarter. "Boston Scientific has been an outstanding partner, and we appreciate their contribution to our success to date. Further, we understand Boston Scientific's desire to refocus its strategic priorities following its recent acquisition, and we believe that this agreement creates new opportunities for both parties," said Nassib Chamoun, president and CEO of Aspect Medical Systems. "We are enthusiastic about Aspect's neuroscience program, particularly the interim results from the BRITE study that we announced three weeks ago. We believe that the neuroscience business will become a great complement to our core consciousness-monitoring business in the years ahead. Today's share purchase from Boston Scientific speaks to our growing financial strength and signals our confidence in our ability to continue to grow our core business and to develop the potential of our neuroscience program." Chamoun continued, "We also believe that the opportunity to reacquire full commercial rights to the products developed in the neuroscience space will prove to be significant for Aspect longer term. Over the coming months, we plan to seek financing, which may be in the form of convertible notes, in order to replenish our cash position and gain the flexibility to exercise our option to purchase additional shares from Boston Scientific. We believe these share purchases will provide stability and create value for all of our shareholders." Transaction Details Under the terms of the termination and repurchase agreement signed today, Aspect and Boston Scientific have agreed that all obligations and rights granted by either party in connection with the 2005 neuroscience strategic alliance and the 2002 OEM product development agreement will terminate under the agreement. In connection with the 2002 Agreement, Boston Scientific established a revolving credit facility available to Aspect which was also terminated under the agreement. Aspect has never drawn down on this line of credit. Aspect and Boston Scientific are also entering into a registration rights agreement under which Boston Scientific will have the right to request under certain circumstances that Aspect register under the Securities Act of 1933, as amended, shares of Aspect common stock held by Boston Scientific and not repurchased by Aspect. About Aspect Medical Aspect Medical Systems, Inc. (NASDAQ: ASPM) -- http://www.aspectmedical.com/-- produces and develops brain monitoring technology. The company's Bispectral Index technology has been used to assess approximately 20 million patients and has been the subject of more than 2,800 published articles and abstracts. BIS technology is installed in approximately 75 percent of hospitals listed in the July 2006 U.S News and World Report ranking of America's Best Hospitals and in approximately 55 percent of all domestic operating rooms. The company is also investigating how other methods of analyzing brain waves may aid in the diagnosis and management of neurological diseases, including depression and Alzheimer's disease. About Boston Scientific Based in Natick, Massachusetts, Boston Scientific Corporation, (NYSE: BSX) -- http://www.bostonscientific.com/-- develops, manufactures and markets medical devices, specializing in a broad range of interventional and cardiac rhythm management devices. * * * As reported in the Troubled Company Reporter on May 11, 2007, Moody's placed Boston Scientific Corporation's ratings including its Baa3 senior unsecured and Prime-3 short term, under review for possible downgrade. The rating action reflects Moody's expectation that, absent any material debt reduction, financial strength measures over the near term will be below those identified for an investment grade company under Moody's Global Medical Products & Device Industry Rating Methodology. C-BASS 2007-CB5: Moody's Rates Class B-1 Certificates at Ba1 ------------------------------------------------------------ Moody's Investors Service assigned a Aaa rating to the senior certificates issued by C-BASS 2007-CB5 Trust, and ratings ranging from Aa1 to Ba1 to the mezzanine and subordinate certificates in the deal. The securitization is backed by adjustable-rate and fixed-rate subprime residential mortgage loans acquired by C-BASS. The collateral was originated by Fieldstone Mortgage Company (22.50%), Wilmington Finance Inc. (19.99%), New Century Mortgage Corporation (19.93%), People's Choice Home Loan, Inc. (19.70%) and other originators, none of which originated more than 10% of the mortgage loans. The ratings are based primarily on the credit quality of the loans and on the protection against credit losses provided by subordination, overcollateralization, and excess spread. The certificates also benefit from an interest rate swap agreement and an interest rate cap agreement. Moody's expects collateral losses to range from 5.30% to 5.80%. Litton Loan Servicing LP will service the loans. Moody's has assigned Litton Loan Servicing LP its top servicer quality rating of SQ1 as a primary servicer of subprime residential mortgage loans. The complete rating actions are: * C-BASS 2007-CB5 Trust * C-BASS Mortgage Loan Asset-Backed Certificates, Series 2007-CB5 Class A-1, Assigned Aaa Class A-2, Assigned Aaa Class A-3, Assigned Aaa Class M-1, Assigned Aa1 Class M-2, Assigned Aa2 Class M-3, Assigned Aa3 Class M-4, Assigned A1 Class M-5, Assigned A2 Class M-6, Assigned A3 Class M-7, Assigned Baa1 Class M-8, Assigned Baa2 Class M-9, Assigned Baa3 Class B-1, Assigned Ba1 CAROLINA CARGO: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Carolina Cargo Inc. of Rock Hill 2310 Crowder Road Rock Hill, SC 29730 Bankruptcy Case No.: 07-02797 Type of Business: Founded in 1993, the Debtor is a coast-to-coast common carrier of general freight, fresh produce, and beverages. See http://www.carolinacargo.com/ Chapter 11 Petition Date: May 25, 2007 Court: District of South Carolina (Columbia) Judge: David R. Duncan Debtor's Counsel: Barbara George Barton, Esq. Robinson, Barton, McCarthy, Calloway & Johnson, P.A. P.O. Box 12287 Columbia, SC 29211 Tel: (803) 256-6400 Total Assets: $14,374,202 Total Debts: $15,351,174 Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American International $274,043 Companies 22427 Network Place Chicago, IL 60673 Daimler Chrysler value of security: $190,015 1011 Warrenville Road $1,600,000 Suite 600 Lisle, IL 60532 People's Capital value of security: $172,677 255 Bank Street $175,000 4th Floor Waterbury, CT 06702 Orix value of security: $168,351 $880,000 Commercial Credit value of security: $164,936 $500,000 E.F.S. Transportation $144,157 Services Premium Assignment $141,480 Corporation A.F.C.O. $95,605 G.E. Trans Finance value of security: $84,608 $272,000 First Portland $79,866 Baucom Services $55,033 Volvo value of security: $54,360 $75,000 United Health Care $50,803 Insurance OMNI value of security: $50,194 $180,000 Financial Federal value of security: $45,139 $400,000 Coach Financial value of security: $37,247 $420,000 Jim Whitehead Tire $29,674 McLeod Software $28,486 Laney Oil Co. $27,321 East Coast Trailer $22,344 CBRL GROUP: 500,000 Shares Repurchased as of June 8 --------------------------------------------------- CBRL Group Inc. disclosed that as of June 8, 2007, the company has repurchased 500,000 shares out of an 821,800 share repurchase authorization that the company's board of directors adopted in 2005. The company has in place a 10b5-1 plan to facilitate the repurchase of an additional 500,000 shares, which include the 321,800 shares remaining to be repurchased under the 2005 repurchase authorization plus an additional 178,200 shares that have been issued in connection with the recent conversion of the company's convertible notes. The company expects that the 500,000 share repurchase will be completed within the next two weeks. The company also has adopted a 10b5-1 plan to facilitate repurchases of the remaining shares that were or will be issued in connection with the recent conversion of the company's convertible notes. The conversion of those notes has resulted in the issuance of 276,000 shares, 178,200 of which will be repurchased as a part of the 500,000 share repurchase described in the preceding paragraph, and will result in the issuance of an additional number of shares that will be determined at the close of business on June 15, 2007. The company will make a statement of the exact number of shares that will be issued and thereafter repurchased. The latest 10b5-1 plan provides for share repurchases to commence on the later of completion of the 500,000 share repurchase authorization or June 18, 2007, and continue until all shares issued as a result of the conversion of the notes have been purchased. Any 10b5-1 plan adopted by the company is subject to price, market, volume and timing constraints specified in the plan and may be terminated at any time. Repurchase plans adopted do not require that any shares be purchased, and there can be no assurance that any shares will be purchased. A 10b5-1 plan allows the company to repurchase shares at times when it would ordinarily not be in the market because of the company's trading policies or the possession of material non- public information. About CBRL Group Based in Lebanon, Tennessee, CBRL Group, Inc. (NASDAQ: CBRL) -- http://www.cbrlgroup.com/-- presently operates 559 Cracker Barrel Old Country Store(R) restaurants and gift shops located in 41 states. * * * CBRL Group Inc.'s Zero-Coupon Senior Liquid Yield Option Notes due 2032 carry Moody's Investors Service's 'Ba2' rating and Standard & Poor's 'B+' rating. CENTRAL GARDEN: Moody's May Cut Low-B Ratings After Review ---------------------------------------------------------- Moody's Investors Service placed the ratings of Central Garden & Pet Company under review for possible downgrade. The review was prompted by the company's announcement that operating performance will be weaker than anticipated, reflecting unfavorable weather conditions in the Southeastern U.S. that have affected the lawn and garden business. Moody's is also concerned that this issue compounds other business challenges, including soft demand in the aquatics category and continued volatility in grain prices that has pressured bird seed margins. LGD assessments are subject to change upon completion of the review. These ratings were placed under review for possible downgrade: -- Corporate family rating at Ba3; -- Probability-of-default rating at Ba3; -- $150 million senior subordinated notes due 2013 at B2; -- $350 million senior secured revolving credit facility due 2011 at Ba2; -- $300 million senior secured term loan due 2012 at Ba2. Moody's review will focus on the impact of weaker than expected results on credit metrics, the outlook for the remainder of fiscal 2007, the company's ability to comply with financial covenants under the senior secured credit facilities that were recently amended, its liquidity position, the potential for excess inventories, and the performance of other key regions. Headquartered in Walnut Creek, California, Central Garden & Pet Company (NASDAQ: CENT) -- http://www.central.com/-- markets and produces branded products for the lawn & garden and pet supplies markets. Products are sold to specialty independent and mass retailers. The company also provides a host of other regional and application-specific garden and pet brands and supplies. The company has approximately 5,000 employees, primarily in North America and Europe. The company has a presence in the United Kingdom. Sales were $1.7 billion for the 12 months ended March 31, 2007. CITIGROUP MORTGAGE: Moody's Rates Class M-10 Certificates at Ba1 ---------------------------------------------------------------- Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Citigroup Mortgage Loan Trust 2007-AHL2 and ratings ranging from Aa1 to Ba1 to the mezzanine certificates in the deal. The securitization is backed by adjustable-rate (72.02%) and fixed-rate (27.98%) subprime residential mortgage loans acquired by Citigroup Global Markets Realty Corp. The collateral was originated by Accredited Home Lenders, Inc. The ratings are based primarily on the credit quality of the loans, and on the protection against credit losses provided by subordination, excess spread, and overcollateralization. The ratings also benefit from an interest rate swap agreement provided by Swiss Re Financial Products Corporation. Moody's expects collateral losses to range from 4.95% to 5.45%. Countrywide Home Loans Servicing, L.P. will service the loans. The complete rating actions are * Citigroup Mortgage Loan Trust 2007-AHL2 * Asset-Backed Pass-Through Certificates, Series 2007-AHL2 Class A-1, Assigned Aaa Class A-2, Assigned Aaa Class A-3A, Assigned Aaa Class A-3B, Assigned Aaa Class A-3C, Assigned Aaa Class M-1, Assigned Aa1 Class M-2, Assigned Aa2 Class M-3, Assigned Aa3 Class M-4, Assigned A1 Class M-5, Assigned A2 Class M-6, Assigned A3 Class M-7, Assigned Baa1 Class M-8, Assigned Baa2 Class M-9, Assigned Baa3 Class M-10, Assigned Ba1 CNC PASS-THROUGH: Credit Enhancement Cues S&P to Affirm BB+ Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services raised its rating on the class B certificate from CNC Pass-Through Certificates Series 1994-1 to 'A' from 'BBB+'. At the same time, S&P affirmed the rating on class C from the same transaction at 'BB+'. The raised rating reflects increased credit enhancement due to continued loan amortization and payoffs. The affirmed rating reflects credit enhancement that adequately supports the rating. The trust's collateral consists of 13 loans with an aggregate balance of $23.6 million, all of which are fully amortizing. All of the loans are secured by properties with credit tenant leases to Sears Holdings Corp. (formerly known as Kmart; BB+/Stable/--, 71%), Food Lion (BB+/Positive/--, 24%), Winn-Dixie (NR, 3%), and Walgreen Co. (A+/Stable/A-1, 2%). The servicer, Deutsche Bank Trust Co. Americas, reported two loans ($2.3 million, 10%) on its May 2007 watchlist. The larger loan ($1.3 million, 6%), secured by a property in Ruskin, Florida, was formerly occupied by Food Lion but has been vacant since 2000. The inspection noted that the property is in need of cosmetic maintenance. The smaller loan ($1 million, 4%), secured by a property in Murfreesboro, North Carolina, is currently occupied by Food Lion. The loan is on the watchlist because the borrower submitted payments after the grace period for several months. Standard & Poor's analysis of the transaction considered concentration and adverse selection risk, particularly geographic concentrations in tertiary markets, tenant concentration, and potential adverse selection given the small number of remaining loans. The analysis also considered the lack of triple-net or bondable leases. Offsetting some of these concerns is a reserve account with a current balance of $1.5 million. The account is available to pay shortfalls in the amounts payable to the certificates and was factored into Standard & Poor's analysis. As the transaction is a CTL pool, the associated ratings are correlated with the ratings assigned to the underlying tenants/guarantors. The ratings on the certificates may fluctuate over time as the ratings of the underlying tenants/guarantors change. Standard & Poor's revalued or stressed various loans in its analysis and reviewed the resultant credit enhancement levels in conjunction with the levels determined by Standard & Poor's credit lease default model. CONVERGEX HOLDINGS: LiquidPoint Buy Cues Moody's to Hold B2 Rating ------------------------------------------------------------------ Moody's Investors Service affirmed the B2 corporate family rating of ConvergEx Holdings LLC following the company's announcement of a definitive agreement to acquire Liquid Point LLC and First Traders Analytical Solutions LLC. Moody's also affirmed its B3 rating on the $180 million second- lien term loan. The B1 ratings on the $420 million first-lien term loan and the $75 million first-lien revolving credit facility were placed on review for a possible downgrade pending the final deal financing structure and ConvergEx's resultant capital structure. In explaining its rating action, Moody's noted that LiquidPoint, which specializes in agency-only options brokerage and the sale and marketing of options trading and order routing software, has the potential to broaden ConvergEx's product offering and the lessen the company's dependence on cash equities trading volumes. Equity options are a fast-growing asset class, which is being increasingly embraced by market participants, and the ability to offer a front-end order management solution for options along with (and integrated into) its Eze Castle's software product suite should bolster CovergEx's ability to compete for trade analytics and order management market share, particularly within the alternative investor community. The addition of an agency-only options brokerage capability is also a positive step in that it diversifies ConvergEx's trading volume-based revenues away from pure cash equities. Although the acquisition of LiquidPoint will result in a modest increase in cash flow leverage and will exert pressure on the already thin interest coverage, the issuer's credit profile remains consistent with a B2 corporate family rating as a result its solid performance and the de-leveraging undertaken by the firm in the last six months. The rating agency noted, however, that, subject to its review of the final terms of the financing, the B1 rating on the first-lien facilities may be downgraded to B2. The B1 rating on the first- lien facilities, which is one notch higher than the CFR, currently benefits from the structural subordination of the second-lien facilities and the mezzanine note in the capital structure of the firm. However, were a meaningful portion of new debt to rank on terms pari pasu with those of the first-lien facilities, the relative amount of debt structurally subordinate to the first lien facilities may be insufficient to support a one-notch lift relative to the CFR. What Could Change the Rating -- UP The ratings could go up if the company achieves and sustains its targets of lower leverage and improved interest coverage by means of an aggressive reduction of debt and/or strong growth in earnings. A sustained and profitable growth in revenue, particularly from sources less dependent on cyclical revenue drivers like trading volumes, would also exert upward pressure on the ratings. What Could Change the Rating -- DOWN The ratings could go down if there is a significant change in the capital structure that increases leverage and negatively impacts the already thin interest coverage. Also weighing negatively on the ratings would be a deterioration of credit metrics caused by a slowdown in earnings stemming from a prolonged decline in executed trade volumes or market share erosion in the company's major business lines. These ratings were affirmed: * ConvergEx Holdings LLC: -- Corporate Family Rating -- B2 * BNY ConvergEx Group LLC and EZE Castle Software Inc: -- $180 7.5-Year Second-Lien Term Loan -- B3 These ratings were placed on review for a possible downgrade: * BNY ConvergEx Group LLC and EZE Castle Software Inc: -- $420 Million 7-Year First-Lien Term Loan -- B1 -- $75 Million 6-Year First-Lien Revolving Credit Facility -- B1 BNY ConvergEx Group LLC, headquartered in New York City, New York, is a global agency brokerage and technology company, which generated $119 million of revenue in fourth quarter 2006. CREDIT SUISSE: S&P Junks Rating on 2001-11 Class C-B-5 Certs. ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on class I- B-2 issued by Credit Suisse First Boston Mortgage Securities Corp.'s series 2002-9 to 'BBB' from 'A'. The rating remains on CreditWatch negative. Concurrently, S&P lowered its rating on class C-B-5 from CSFB's series 2001-11 to 'CCC' from 'B' and removed it from CreditWatch negative. Concurrently, S&P placed its 'A' rating on class B from CSFB ABS Trust Series 2002-HE4 on CreditWatch with negative implications. In addition, S&P affirmed its ratings on three classes from three series and removed them from CreditWatch negative. Finally, S&P's ratings on eight classes from eight series of mortgage pass-through certificates issued by CSFB remain on CreditWatch negative. The downgrade of class I-B-2 from series 2002-9 reflects the erosion of credit support for the class due to monthly net losses. Moreover, total and severe delinquencies (90-plus days, foreclosures, and REOs) were 16.30% and 9.78% of the current pool balance, respectively, and cumulative realized losses were 0.59% of the original pool balance. The downgrade of class C-B-5 from series 2001-11 to 'CCC' reflects S&P's expectation that the realized loss from the $322,540 REO loan upon liquidation may exceed the $44,727 in available credit support to the class. This scenario is likely due to the carrying cost associated with the loan since default, including the past 11 months that it has been in REO status. S&P removed this rating from CreditWatch negative because it was lowered to 'CCC'. According to Standard & Poor's surveillance practices, ratings lower than 'B-' on classes of certificates or notes from RMBS transactions are not eligible to be on CreditWatch negative. S&P placed its 'A' rating on class B from CSFB ABS Trust Series 2002-HE4 on CreditWatch with negative implications due to monthly losses that have significantly outpaced excess interest, which resulted in the continued erosion of overcollateralization to 0.42% currently, which is below its target of 0.50%. Total and severe delinquencies for loan groups one and two were 17.35% and 11.24%, respectively. Cumulative realized losses were 2.86%. The affirmation of three ratings and their removal from CreditWatch negative reflect the improvement in the performance of these collateral pools. Monthly net losses have been lower than monthly excess interest, which has allowed the O/C for series 2001-11 group three to build for several months, while for series 2002-AR31 group seven, the O/C has rebuilt to its 0.50% target. Although the O/C for series 2002-22 group two was completely eroded, the group has been incurring losses at a rate that will not compromise the credit support to the classes in the near term. However, total delinquencies for series 2001-11 group three were 30.49%, all severe, while cumulative realized losses were 0.62%. Series 2002-AR31 group seven had total delinquencies of 41.50% and no severe delinquencies. Cumulative realized losses for group seven were 0.53%. Lastly, series 2002-22 group two had total and severe delinquencies of 11.58% and 6.91%, respectively, with cumulative realized losses of 1.43%. The ratings on the eight classes from eight series that remain on CreditWatch with negative implications reflect severe delinquencies relative to available credit support. The liquidation of the severely delinquent loans could result in loss severities that will further compromise the available credit support, thus causing additional downgrades. As of the May 2007 distribution, total and severe delinquencies for these eight transactions ranged from 11.32% and 7.35%, respectively, for series 2002-34, to 43.28% and 24.18%, respectively, for series 2001-HE22. Cumulative realized losses ranged from 0.58% for series 2002-9 group two to 4.44% for series 2002-HE4 collateral group three. Series 2002-HI23 had total and severe delinquencies of 8.88% and 2.20%, respectively, and cumulative realized losses of 9.46%. The collateral for series 2002-HI23 consists of high loan-to-value subprime mortgage loans. Standard & Poor's will continue to closely monitor the performance of these transactions. If losses decline to a point at which they no longer exceed excess interest, and the level of O/C has not been further eroded, S&P will affirm the ratings and remove them from CreditWatch. Conversely, if losses continue to exceed excess interest and further erode O/C, we will take additional negative rating actions on the affected classes. Rating Lowered and Remaining on Creditwatch Negative Credit Suisse First Boston Mortgage Securities Corp. Mortgage-backed pass-through certificates Series Class To From ------ ----- -- ---- 2002-9 I-B-2 BBB/Watch Neg A/Watch Neg Rating Lowered and Removed from Creditwatch Negative Credit Suisse First Boston Mortgage Securities Corp. Mortgage-backed pass-through certificates Series Class To From ------ ----- -- ---- 2001-11 C-B-5 CCC B/Watch Neg Rating Placed On Creditwatch Negative CSFB ABS Trust Series 2002-HE4 Mortgage pass-through certificates Series Class To From ------ ----- -- ---- 2002-HE4 B A/Watch Neg A Ratings Affirmed and Removed From Creditwatch Negative Credit Suisse First Boston Mortgage Securities Corp. Mortgage-backed pass-through certificates Series Class To From ------ ----- -- ---- 2002-22 II-B-1 BBB+ BBB+/Watch Neg 2002-AR31 VII-M-2 BBB BBB/Watch Neg 2001-11 III-M-1 BBB BBB/Watch Neg Ratings Remaining on Creditwatch Negative Credit Suisse First Boston Mortgage Securities Corp. Mortgage-backed pass-through certificates Series Class Rating ------ ----- ------ 2002-22 I-M-2 A+/Watch Neg 2002-9 II-B B/Watch Neg CSFB ABS Trust Series 2002-HE4 Mortgage pass-through certificates Series Class Rating ------ ----- ------ 2002-HE4 M-F-2 A/Watch Neg CSFB ABS Trust 2002-HI23 Asset-backed notes Series Class Rating ------ ----- ------ 2002-HI23 B-2 BB/Watch Neg CSFB ABS Trust Series 2001-HE22 Mortgage pass-through certificates Series Class Rating ------ ----- ------ 2001-HE22 M-2 A/Watch Neg CSFB ABS Trust Series 2002-HE11 Mortgage pass-through certificates Series Class Rating ------ ----- ------ 2002-HE11 B-1 BB/Watch Neg CSFB Mortgage-Backed Trust Series 2002-34 Mortgage-backed pass-through certificates Series Class Rating ------ ----- ------ 2002-34 D-B-4 BB/Watch Neg SFB ABS Trust Series 2001-HE25 Mortgage pass-through certificates Series Class Rating ------ ----- ------ 2001-HE25 M-2 A/Watch Neg DBDS MELBOURNE: Gets Court's Nod to Hire Rice Pugatch as Counsel ---------------------------------------------------------------- D.B.D.S. Melbourne, L.L.C. obtained from the U.S. Bankruptcy Court for the Southern District of Florida permission to employ Lisa M. Schiller, Esq., at Rice Pugatch Robinson & Schiller, P.A., as its counsel. Rice Pugatch will: a. give advise to the Debtor with respect to its powers and duties as a debtor-in-possession and the continued management of its business operations; b. advice the Debtor with respect to its responsibilities in complying with the U.S. Trustee's operating guidelines and reporting requirements and with the rules of the Court; c. prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the Debtor in all matters pending before the Court; and e. represent the Debtor in negotiation with its creditors in the preparation of a plan. Documents filed with the court did not disclose the firm's hourly rates. However, prior to the bankruptcy filing, Rice Pugatch received from non-debtor third parties, Steve Berman and Daren S. Schwartz, a $25,000 retainer for representing the Debtor. Ms. Schiller's affidavit of proposed counsel shows that Mr. Berman and Mr. Schwartz have agreed to employ a separate firm should they elect to retain their own counsel despite the retainer they paid the firm on the Debtor's behalf. Rice Pugatch assures the Court that neither the firm nor Ms. Schiller will represent or will accept any fee from any other entity, except the Debtor-in-possession. To the best of the Debtor's knowledge, neither Rice Pugatch does not represent any interest adverse to the Debtor or the estate. The firm can be reached at: Lisa M. Schiller, Esq. Rice Pugatch Robinson & Schiller, P.A., 101 Northeast Third Avenue, Suite 1800 Ft. Lauderdale, Florida 33301 Tel: (954) 462-8000 Fax: (954) 462-4300 http://www.rprslaw.com/ Based in Coconut Grove, Florida, D.B.D.S. Melbourne, L.L.C. owns real estate properties. The company filed for Chapter 11 protection on May 9, 2007 (Bankr. S.D. Fl. Case Nos. 07-13465). When the Debtors filed for protection from their creditors, they listed total assets of $22,528,298 and total debts of $17,015,461. DEUTSCHE ALT-A: Moody's Rates Class M-10 Certificates at Ba1 ------------------------------------------------------------ Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-OA3 and ratings ranging from Aa1 to Ba1 to the subordinate certificates in the deal. The securitization is backed by first lien, adjustable-rate, negative amortization Alt-A mortgage loans originated by Countrywide Home Loans, Inc. (66.2%), MortgageIT, Inc. (26.89%), and other mortgage lenders, none individually exceeding 10%, and acquired by DB Structured Products, Inc. The ratings are based primarily on the credit quality of the loans and on protection against credit losses by subordination, excess spread, and overcollateralization. The ratings also benefit from the interest-rate swap agreement provided by Deutsche Bank AG New York Branch. Moody's expects collateral losses to range from 0.85% to 1.05%. Countrywide Home Loans Servicing LP, and GMAC Mortgage, LLC will service the mortgage loans and Wells Fargo Bank, N.A. (Wells Fargo) will act as master servicer. Moody's has assigned Wells Fargo its servicer quality rating of SQ1 as a master servicer of mortgage loans. The complete rating actions are: * Deutsche Alt-A Securities Mortgage Loan Trust 2007-OA3 * Mortgage Pass-Through Certificates Class A-1, Assigned Aaa Class A-2, Assigned Aaa Class A-3, Assigned Aaa Class M-1, Assigned Aa1 Class M-2, Assigned Aa1 Class M-3, Assigned Aa2 Class M-4, Assigned Aa2 Class M-5, Assigned Aa3 Class M-6, Assigned A1 Class M-7, Assigned A2 Class M-8, Assigned Baa2 Class M-9, Assigned Baa2 Class M-10, Assigned Ba1 DLJ MTG: Moody's Lifts Rating to Ba1 on Class B-3TB Certificates ---------------------------------------------------------------- Moody's Investors Service upgraded the rating of three classes and affirmed the ratings of four classes of DLJ Mortgage Acceptance Corp., Commercial Mortgage Pass-Through Certificates, Series 1997- CF2 as: -- Class CP, Notional, affirmed at Aaa; -- Class S, Notional, affirmed at Aaa; -- Class A-2, $26,795,717, Fixed, affirmed at Aaa; -- Class A-3, $46,400,000, Fixed, affirmed at Aaa; -- Class B-1, $36,400,000, Fixed, upgraded to Aaa from A2; -- Class B-2, $13,200,000, Fixed upgraded to A1 from Baa2; -- Class B-3TB, $6,045,020, Fixed, upgraded to Ba1 from B1. As of the May 14, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 75.0% to $165.5 million from $661.9 million at securitization. The Certificates are collateralized by 29 mortgage loans. The loans range in size from less than 1.0% to 14.9% of the pool, with the top 10 loans representing 70.3% of the pool. Two loans, representing 9.7% of the pool, have defeased and are collateralized by U.S. Government securities. Ten loans have been liquidated from the pool, resulting in an aggregate realized loss of approximately $33.4 million. There are no loans currently in special servicing. Seven loans, representing 10.6% of the pool, are on the master servicer's watchlist. Moody's was provided with full-year 2006 and partial-year 2007 operating results for 87.0% and 97.0%, respectively, of the pool. Moody's weighted average loan to value ratio for the conduit component is 66.1%, compared to 77.8% at last review in July 2006 and compared to 93.2% at securitization. Moody's is upgrading Classes B-1, B-2 and B-3TB due to increased credit enhancement from loan payoffs and amortization. Interest shortfalls have accumulated to approximately $4.7 million and affect Class B-4. The top three non-defeased loan exposures represent 29.7% of the outstanding pool balance. The largest loan exposure is the West Ridge Loans ($25.2 million -- 15.2%), which includes the West Ridge Market Loan and the West Ridge Market TIF Loan. The West Ridge Market loan is secured by a 260,000 square foot power center located in Minnetonka, Minnesota. The West Ridge Market TIF is collateralized by a tax increment financing note from the City of Minnetonka. The loan set has benefited significantly from the amortization of the West Ridge Market TIF. Moody's LTV is 49.4%, compared to 53.8% at last review and compared to 71.8% at securitization. The second largest loan is the Fox River Commons Shopping Center Loan ($12.1 million -- 7.3%), which is secured by a 222,175 square foot retail center located in Naperville, Illinois. Performance has improved due to higher income and stable expenses. The loan has amortized by approximately 16.3% since securitization. Moody's LTV is 58.5%, compared to 65.5% at last review and compared to 75.9% at securitization. The third largest loan is the Longview Apartments Loan ($11.8 million -- 7.1%), which is secured by a 374-unit apartment complex located in Woodbridge, Virginia. Performance has improved since securitization due to rental increases. The loan has amortized by approximately 10.8% since securitization. Moody's LTV is 67.8%, compared to 74.3% at last review and compared to 90.1% at securitization. A unique feature of this transaction is the use of excess spread from a portion of the Class S to hyper-amortize Classes B-2TB and B-3TB. Class B-3OC had a zero principal balance at securitization but its principal balance accretes over time in the amount of the principal pay downs applied to Classes B-2TB and B-3TB up to a maximum amount of $36.4 million. Accordingly, the former balance of Class B-2TB ($21,800,000) has been eliminated and the balance of Class B-3TB has declined by approximately $8.5 million while the balance of Class B-3OC has increased to the $36.4 million limit from $0 at securitization. DOLLAR GENERAL: Buck Acquisition to Enter Financing Plan on Merger ------------------------------------------------------------------ Dollar General Corporation was advised by Buck Acquisition Corp. of its anticipated financing plan relating to its merger with and into Dollar General pursuant to the previously announced agreement and plan of merger entered into on March 11, 2007. After completion of the financing transactions, which are scheduled to close at the same time as the Merger, it is expected that the company would have indebtedness of approximately $5.4 billion outstanding -- including amounts undrawn under a revolving credit facility -- consisting of: * new senior secured credit facilities with $2,430 million under a senior secured term loan facility and $1,000 million under a senior secured asset-based revolving credit facility (of which $302 million is anticipated to be drawn on the closing date); * new unsecured senior indebtedness of $1,350 million, anticipated to consist of $625 million of senior cash-pay notes and $725 million of senior pay-in-kind toggle notes; * new unsecured senior subordinated indebtedness of $550 million, anticipated to consist of senior subordinated cash- pay notes; and * approximately $68 million of certain of Dollar General's existing indebtedness which will be retained following the Merger. In addition, after completion of the Merger and related financing transactions, it is anticipated that the company would retain approximately $180 million of cash on its balance sheet and receive an equity contribution of $2,775 million from KKR and other private equity and third party investors. The financing plan assumes that all of the $200 million outstanding aggregate principal amount of Dollar General's 8-5/8% Notes due 2010 will be tendered pursuant to the tender offer and related consent solicitation launched by Buck on June 4, 2007. To the extent that any Notes are not tendered, they will remain outstanding following completion of the Merger. Buck is indirectly controlled by investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P. About Dollar General Based in Goodlettsville, Tennessee, Dollar General Corp. (NYSE: DG) -- http://www.dollargeneral.com/-- is a Fortune 500(R) discount retailer with 8,276 neighborhood stores as of Nov. 24, 2006. Dollar General stores offer convenience and value to customers by offering consumable basic items that are frequently used and replenished, such as food, snacks, health and beauty aids, and cleaning supplies, as well as a selection of basic apparel, house wares, and seasonal items at everyday low prices. * * * Moody's Investors Service confirmed Dollar General Corp.'s Ba1 corporate family rating and downgraded its Ba1 rating on the company's $200 million 8-5/8% senior unsecured notes to Ba2 in connection with the rating agency's implementation of its new Probability-of-Default and Loss-Given-Default rating methodology. EASTMAN HILL: Moody's Cuts Rating to Ca on $25 Mil. Class Notes --------------------------------------------------------------- Moody's Investors Service downgraded its ratings of these Class of Notes issued by Eastman Hill Funding I, Ltd., a collateralized debt obligation issuance: * The $25,000,000 Combination Securities Due 2031 -- Prior Rating: Caa3 (on watch for possible downgrade) -- Current Rating: Ca Moody's also has removed from watch for possible downgrade these Class of Notes issued by Eastman Hill Funding I, Ltd.: * The $10,000,000 Class A-3 Floating Rate Notes Notes Due 2031 -- Prior Rating: A2 (on watch for possible downgrade) -- Current Rating: A2 According to Moody's, the rating action with respect to the Combination Securities was prompted primarily by deterioration in the credit quality of the underlying collateral pool. EDP INC: Moody's Junks Proposed $410 Mil. Second Lien Term Loan --------------------------------------------------------------- Moody's Investors Service has assigned a B2 corporate family rating with a stable outlook to EPD Inc, a division of The Goodyear Tire & Rubber Company. Additionally, Moody's assigned a Ba3 rating to the company's proposed $650 million 7-year first lien term loan, $100 million 6- year senior secured revolving credit facility and 7-year $100 million delayed draw term loan, as well as a Caa1 rating to the proposed $410 million 8-year second lien term loan. The ratings are subject to review of the final financing documentation. The B2 corporate family rating reflects the company's high pro forma leverage (6.9 times debt to trailing twelve-month EBITDA as of March 31, 2007, using Moody's standard adjustments), modest cash flow to debt metrics, as well as EPD's exposure to volatile end-user markets creating revenue variability. In addition, the rating reflects the challenge faced by the company to restore the profitability and cash flows of its loss-making transportation OE business and the risk of higher raw material costs, which represent more than half of COGS. On the other hand, the rating is supported by EPD's solid market positions, customer and end-market diversity, the retained Goodyear brand, the company's large installed base of products and extensive distribution footprint. The rating also factors in the continuation of cost-cutting efforts initiated under Goodyear's ownership and the generation of positive free cash flow, though the rating agency cautions that EPD has no track record as a stand-alone entity. The rating outlook is stable, reflecting Moody's expectation of a modest improvement of credit metrics in the next twelve to eighteen months and a recurrent basis of cash flows supported by EPD's end-market diversity. It also considers that the planned joint-venture with an industrial manufacturer overseas will be leverage-neutral and will not negatively affect EPD's free cash flow. The ratings for the first lien and second lien facilities reflect the overall probability of default of the company, to which Moody's has assigned a probability of default rating of B2, and a loss given default of LGD 3 for the first lien term loan, delayed draw term loan and revolver as well as LGD 5 for the second lien term loan. The Ba3 rating of the first lien senior secured term loan, delayed draw term loan and revolving credit facility reflects their senior position in EPD's capital structure, full guarantees of existing and future domestic subsidiaries, a pledge on all tangible and intangible assets of domestic subsidiaries and a pledge on 65% of the capital stock of the borrower's foreign subsidiaries, as well as a substantial amount of more junior debt. The Caa1 rating of the second lien term loan reflects its effective subordination to all first lien creditors. Ratings assigned: -- B2 Corporate Family Rating -- B2 Probability of Default Rating -- Ba3 First Lien Term Loan due 2014 (LGD 3/31%) -- Ba3 Senior Secured Revolver due 2013 (LGD 3/31%) -- Ba3 First Lien Delayed Draw Term loan due 2014 (LGD 3/31%) -- Caa1 Second Lien Term Loan due 2015 (LGD 5/81%) On March 23, 2007, Carlyle executed a definitive Purchase and Sales agreement to acquire EPD, Goodyear's Engineered Product Division, for $1,483 million or 9 times adjusted EBITDA for the trailing twelve months ended March 31, 2007. Carlyle intends to finance the acquisition, which is expected to close in the next few weeks, with the above mentioned bank facilities ($25 million will be drawn under the revolver at closing) and a $465 million common equity contribution. EPD could also contemplate reinforcing its presence overseas in the short term through the joint-venture with an industrial manufacturer, which will be financed with the proceeds from the delayed draw term loan. Based in Akron, Ohio, EPD is a leading manufacturer of engineered rubber products for industrial, military, consumer and transportation end users. For the 12 months period ending March 31, 2007, EPD generated revenues of approximately $1,541 million. EPD INC: S&P Assigns Corporate Credit Rating at B ------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Akron, Ohio-based EPD Inc., which is an entity established by the Carlyle Group to acquire the Engineered Products Division of the Goodyear Tire & Rubber Co. At the same time, 'B+' bank loan ratings and '2' recovery ratings were assigned to the company's proposed $100 million revolving credit facility, $650 million first-lien senior secured term loan, and $100 million senior secured delayed draw term loan, indicating expectation of substantial recovery (70%-90%) in the event of a default. In addition, Standard & Poor's assigned its 'CCC+' bank loan rating and '6' recovery rating to the company's $410 million second-lien senior secured term loan, indicating negligible (0%- 10%) recovery in the event of a payment default. The outlook is stable. Proceeds will be used to finance a leveraged buyout of EPD. The Carlyle Group has agreed to purchase EPD for a total consideration of $1.483 billion excluding transaction costs. Pro forma for the transaction, consolidated debt outstanding is approximately $1.2 billion. EPIXTAR CORP: Exclusive Plan Filing Period Extended Until June 28 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida extended Epixtar Corp. and its debtor-affiliates' exclusive periods to: a. file a Chapter 11 plan until June 28, 2007; and b. solicit acceptance of that plan until Aug. 27, 2007. This is the Debtors' seventh extension of their exclusive periods. The Debtors reminded the Court they are in negotiations with the Official Committee of Unsecured Creditors regarding treatment that could be afforded to the Committee under a proposed plan of reorganization. In addition, the Debtors' affiliate in the Philippines is in the process of filing the equivalent of a plan of reorganization. The Debtors assure the Court that extension will not prejudice the legitimate interests of its creditors and other parties in interest and will afford a meaningful opportunity for the Debtors to pursue a confirmable and consensual plan of reorganization. About Epixtar Corp. Based in Miami, Florida, Epixtar Corp. fdba Global Assets Holding Inc. -- http://www.epixtar.com/-- acquires or establishes companies specialized in mass-market communication products. Epixtar operates through its subsidiaries, National Online Services Inc. and One World Public. Epixtar currently maintains two contact centers in Manila, Philippines, with developmental plans to expand to additional centers over the next 24 months. The company and its debtor-affiliates filed for Chapter 11 protection on October 6, 2005 (Bank. S.D. Fla. Case No. 05-42040). Michael D. Seese, Esq., at Kluger, Peretz, Kaplan & Berlin, P.L., represents the Debtors in their restructuring efforts. Glenn D. Moses, Esq., at Genovese Joblove & Battista, P.A., represents the company's Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed total assets of $30,376,521 and total debts of $39,158,724. FORD MOTOR: Plans to Sell Jaguar & Land Rover Brands, Sources Say ----------------------------------------------------------------- Ford Motor Co. employed help from investment banks including Goldman Sachs, HSBC and Morgan Stanley to explore the sale of its two British luxury brands, various reports say citing unnamed sources. The brands, Jaguar and Land Rover, lost $12.6 billion last year, instigating Ford to initiate a strategy referred to as "Project Swift" within Ford, which is how Ford wants the sale to be, according to the reports. Ford spokesman John Gardiner would neither confirm nor deny speculation about a sale. According to Bloomberg News, among the brands, Jaguar has had recurring losses. In 2004, Ford disclosed a Jaguar streamlining, which closed a British plant, cut 1,150 jobs and scraped a 200,000 vehicles-per-year target. The two are part of Ford's Premier Automotive Group, including Volvo, which, as reported in the Troubled Company Reporter on May 31, 2007, was rumored to be on possible sale. Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. * * * As reported in the Troubled Company Reporter on Dec. 12, 2006, Standard & Poor's Ratings Services affirmed its 'B' bank loan and '2' recovery ratings on Ford Motor Co. As reported in the Troubled Company Reporter on Dec. 7, 2006, Fitch Ratings downgraded Ford Motor Company's senior unsecured ratings to 'B-/RR5' from 'B/RR4'. As reported in the Troubled Company Reporter on Dec. 6, 2006, Moody's Investors Service assigned a Caa1, LGD4, 62% rating to Ford Motor Company's $3-billion of senior convertible notes due 2036. GENERAL CABLE: Commences $125 Million Senior Notes Offer -------------------------------------------------------- General Cable Corporation has commenced an offer to the holders of its $125 million principal amount Senior Floating Rate Notes due 2015 (CUSIP Nos. 369300AE8 and U36606AB4) and its $200 million principal amount 7.125% Senior Fixed Rate Notes due 2017 (CUSIP Nos. 369300AF5 and U36606AC2 to exchange such notes for a like principal amount of its Senior Floating Rate Notes due 2015, Series B and its 7.125% Senior Fixed Rate Notes due 2017, Series B which have been registered under the Securities Act of 1933, as amended. The Exchange Notes were sold to institutional investors in a private placement by the company, which was completed in March 2007. The company was required to carry out the Exchange Offer under the terms of agreements entered into in the private placement. The Exchange Offer is scheduled to expire at 5:00 p.m., New York City time, on July 20, 2007, unless extended by the company. The exchange agent for the exchange offer is U.S. Bank National Association. Holders of the Exchange Notes may obtain information pursuant to the Prospectus dated June 11, 2007 and the related Letter of Transmittal which more fully set forth the terms of the Exchange Offer by calling the exchange agent at (800) 934-6802, or by facsimile at (651) 495-8158. Headquartered in Highland Heights, Kentucky, General Cable Corporation (NYSE: BGC) -- http://www.generalcable.com/-- makes aluminum, copper, and fiber-optic wire and cable products. It has three operating segments: industrial and specialty (wire and cable products conduct electrical current for industrial and commercial power and control applications); energy (cables used for low-, medium- and high-voltage power distribution and power transmission products); and communications (wire for low-voltage signals for voice, data, video, and control applications). Brand names include Carol and Brand Rex. It also produces power cables, automotive wire, mining cables, and custom-designed cables for medical equipment and other products. General Cable has locations in China, Australia, France, Brazil, the Dominican Republic and Spain. * * * AS reported in the Troubled Company Reporter on March 13, 2007, Moody's Investors Service assigned a rating of B1 to the proposed $325 million senior unsecured notes of General Cable Corporation consisting of $125 million of floating rate notes and $200 million fixed rate notes. Concurrently, Moody's affirmed all other ratings for this issuer. The rating outlook remains stable. HERCULES INC: Moody's Keeps Corporate Family Rating at Ba2 ---------------------------------------------------------- Moody's Investors Service affirmed the corporate family Ba2 rating of Hercules, Inc. and changed the rating outlook to positive from stable. At the same time, Hercules speculative grade liquidity rating was raised to SGL-1 from SGL-2 indicating very good liquidity over the next 12 months. The positive outlook reflects Moody's anticipation that Hercules can reduce debt by roughly $200 million in 2007 and that this will cause credit metrics to improve to levels that are strong relative to the Ba2 rating by the end of this year. About $21 million of the Term Loan B was paid down in the first quarter of 2007. The outlook improvement also reflects Moody's expectation of further debt reduction in 2008 and 2009, after which Moody's expects absolute debt levels to stabilize. Provided that capital expenditures remain moderate, there are no large acquisitions and prospective dividend actions/share repurchases are prudently sized, the company should be able to generate retained cash flow to adjusted total debt above 20%, free cash flow to adjusted total debt of over 10%, and a fixed charge coverage ratio (EBITDA to interest) of over 4.5X times. If these metrics are realized Moody's could reassess the appropriateness of the Ba2 ratings after the end of 2007. Conversely, an unexpected increase in legacy liabilities and bolt on acquisitions that would cause debt to remain at or above $900 million could cause Moody's outlook to return to stable. Ratings Raised: -- SGL raised to SGL-1 from SGL-2 Ratings affirmed: -- CFR: Ba2; -- PDR: Ba2; -- $150 million Gtd Sr Sec Revolving Credit Facility due 10/2010, Baa3, LGD2, 18%; -- $354 million Gtd Sr Sec Term Loan B due 10/2010, Baa3, LGD2, 18%; -- $100 million 6.60% Gtd Sr Sec Putable Notes due 2027, Baa3, LGD2, 18%; -- $16 million 11.125% Gtd Sr Unsec Notes due 2007, Ba2, LGD3, 40%; -- $250 million 6.75% Gtd Sr Sub Notes due 2029, Ba3, LGD4, 61%; -- $3 million 8.00% Conv Sub Debentures due 2010, B1, LGD5, 89%; -- $217 million 6.50% Jr Sub Deferrable Int. Debentures due 2029, B1, LGD5, 89%. The Speculative Grade Liquidity rating was raised reflecting improvements in: (1) the company's cash flow; (2) the availability under its committed bank facilities; and (3) the headroom under its covenant requirements. Hercules' Ba2 CFR is supported by leading market positions in its two main businesses including the Aqualon Group and the Paper Technologies/Ventures Group and particularly by relatively strong EBITDA operating margins of over 20% in the Aqualon group. The Aqualon Group has the higher organic growth potential while the Paper Group's growth potential is more aligned with GDP growth rates. The rating has been tempered by weak financial metrics with Debt/EBITDA averaging 4.1X and EBITDA/Interest averaging 3.0X over the last three years. The credit profile has been negatively impacted by legacy liabilities (asbestos and environmental) and significant debt-like obligations (pensions and operating leases) although Moody's expects the pension underfunding to improve at the end of 2007 as it did in 2006. The rating is supported by Hercules' significant cash balance, which stood at $160 million as of March 31, 2007. Cash increased significantly after the sale of 51% of FiberVisions and $103 million of these proceeds were subsequently used to redeem all but $16 million of the 11.125% notes due 2007 via a tender offer. With the exception of the ongoing asbestos liability, Moody's expects that the bulk of the negative cash flow impact related to Hercules' lawsuits and legacy liabilities will be more muted in the future than it has been in the recent past. Hercules will become responsible for the cash portion of its asbestos settlements and defense expenses starting in 2008. These payments will continue until Hercules' Future Coverage Agreement settlement with its insurers becomes effective, which occurs after about $260 million of incremental costs have been paid by the company. Assuming these costs average $35 million per year, this insurance coverage will not initiate until after 2014. Headquartered in Wilmington, Delaware, Hercules Inc. (NYSE: HPC) -- http://www.herc.com/-- is a global manufacturer and marketer of specialty chemicals and related services. Its principal products are chemicals for the paper industry, water-soluble polymers, and specialty resins. The company has its regional headquarters in China and Switzerland, and a production facility in Brazil. Revenues for the LTM period ending March 31, 2007 were about $2 billion. HOLLISTON MILLS: Gets Interim Nod on $1 Million DIP Financing ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware gave The Holliston Mills Inc. interim authority to obtain postpetition financing from Agarista ICG Lending LLC to: a) fund, among other things, ongoing working capital needs; and b) pay fees and expenses. The Court allowed the Debtor to borrow under the interim DIP order a maximum of $1,000,000 through June 20, 2007. Additionally, the Debtor obtained authority to use Agarista ICG's cash collateral. As adequate protection, the Debtor grants Agarista ICG: -- superpriority claims for the DIP Financing; and -- replacement security interest in and lien on all of the Debtor's assets for any diminution on the cash collateral. Final hearing on the matter is set for June 20, 2007, 10:30 a.m., at Courtroom 4, U.S. Bankruptcy Court for the District of Delaware, 824 N. Market Street, in Wilmington, Delaware. Based in Church Hill, Tenn., The Holliston Mills Inc. -- http://www.icgholliston.com/-- produces fabrics for various coating applications. The company filed for Chapter 11 protection on May 21, 2007 (Bankr. D. Del. Case No. 07-10687). Joseph A. Malfitano, Esq., Margaret B. Whiteman, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor represent the Debtor in its restructuring efforts. Francis A. Monaco Jr., Esq., at Monzack and Monaco, P.A. is the proposed counsel for the Official Committee of Unsecured Creditors. As of March 31, 2007, the Debtor had total assets of about $28,000,000 and total liabilities of about $27,500,000. HOLLISTON MILLS: Selling All Assets at July 26 Auction ------------------------------------------------------ The Holliston Mills Inc. obtained authority from the U.S. Bankruptcy Court for the District of Delaware to sell substantially all of its assets at an auction set for 10:00 a.m. on July 26, 2007. The public sale will be held at the offices of Young Conaway Stargatt & Taylor LLP, 17th floor, The Brandywine Building, 1000 West Street, in Wilmington, Delaware. Agarista ICG Lending LLC, which provides postpetition Financing to the Debtor, proposed to buy the assets for $11,600,000. To participate in the auction, competing bids must be sent on or before July 24, 2007, 12:00 p.m., to: a) Chuck Butler Palomino Capital LP Suite 525 14881 Quorum Drive Dallas, TX 75254 Fax: (214)853-9159 b) Young Conaway Stargatt & Taylor Attn: Joseph Malfitano 17th floor 1000 West Street, P.O. Box 391 Wilmington, DE 19899-0931 c) Lowenstein Sandler PC Attn: Mary E. Seymour, Esq. 65 Livingston Avenue Roseland, NJ 07068 The Court will convene a hearing on July 30, 2007, at 3:00 p.m., to consider the results of the sale. Objections are due on July 23, 2007. Based in Church Hill, Tenn., The Holliston Mills Inc. -- http://www.icgholliston.com/-- produces fabrics for various coating applications. The company filed for Chapter 11 protection on May 21, 2007 (Bankr. D. Del. Case No. 07-10687). Joseph A. Malfitano, Esq., Margaret B. Whiteman, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor represent the Debtor in its restructuring efforts. Francis A. Monaco Jr., Esq., at Monzack and Monaco, P.A. is the proposed counsel for the Official Committee of Unsecured Creditors. As of March 31, 2007, the Debtor had total assets of about $28,000,000 and total liabilities of about $27,500,000. IDEARC INC: Completes New Senior Notes Exchange Offer ----------------------------------------------------- Idearc Inc. has closed its offer to exchange its outstanding unregistered 8% Senior Notes due 2016, which were originally issued in a private placement pursuant to Rule 144A and Regulation S under the Securities Act of 1933, for an equal principal amount of a new issue of 8% Senior Notes due 2016 registered under the Securities Act. Idearc Inc. has accepted all of the old notes that were validly tendered in the Exchange Offer. As of the expiration of the Exchange Offer at 5:00 p.m., Eastern Time, on Tuesday, June 5, 2007, $2,849,875,000, or 99.99%, of the outstanding principal amount of the old notes had been validly tendered, and were subsequently exchanged for an equal principal amount of new notes. A $125,000 principal amount of the old notes remains outstanding. Idearc Inc. (NYSE: IAR) -- http://www.idearc.com/-- connects buyers with sellers with its multi-platform of advertising solutions including Verizon(R) Yellow Pages and smaller-sized portable Verizon(R) Yellow Pages Companion Directories, Superpages.com(R) , Superpages MobileSM, Solutions At Hand(TM) magazine and Solutions Direct(TM) direct mail packages. Idearc provides sales, publishing and other related services for more than 1,200 distinct directory titles in 35 states and the District of Columbia. Superpages.com, the expert in local search with more than 2.8 billion network searches in 2006 and 18 million businesses in the United States, offers advertisers a variety of online advertising solutions. Superpages Mobile provides local search functionality for wireless subscribers. As of March 31, 2007, the company's balance sheet showed $1.51 billion in total assets and $10.26 billion in total liabilities, resulting in an $8.75 billion total stockholders' deficit. INSIGHT HEALTH: Files Amended Prepackaged Chapter 11 Plan --------------------------------------------------------- InSight Health Services Holdings Corp. and its debtor-affiliate, InSight Health Services Corp. filed with the U.S. Bankruptcy Court for the District of Delaware their Second Amended Joint Prepackaged Chapter 11 Plan of Reorganization. Treatment of Claims Under the Second Amended Plan, Administrative, Other Priority and Priority Tax Claims will be paid in full and in cash, on the distribution date. Lender Secured and General Unsecured Claims will also be paid in full and in cash, on the distribution date. On the effective date, each holder of FRN Claims will be reinstated. FRN refers to the senior secured floating rates notes due 2001 of the Debtors. Each holder of Intercompany Claims will also be reinstated. At the Debtors' option, holders of Other Secured Claims will have, either: a. the property that serves as collateral for the holder's claims returned; or b. holder's claim cured and reinstated pursuant to Section 1124(2) of the Bankruptcy Code. The SSN Indenture Trustee will distribute to each holder of SSN Claim a pro rata share of 90% of the aggregate new common stock. The SSN refers to the Debtors' 9.875% senior subordinated notes dues 2001. On the distribution date, each holder of Old Common Stock Interest will receive a pro rata of 10% of the aggregate new common stock. Holders of Other Interests will not receive any distribution and will be cancelled. About InSight Health Based in Lake Forest, California, InSight Health Services Holdings Corp. -- http://www.insighthealth.com/-- is a nationwide provider of diagnostic imaging services. It serves managed care entities, hospitals and other contractual customers in over 30 states, including the following targeted regional markets: California, Arizona, New England, the Carolinas, Florida and the Mid-Atlantic states. InSight's network consisted of 109 fixed-site centers and 108 mobile facilities as of Dec. 31, 2006. The company and its affiliate, InSight Health Services Corp., filed for Chapter 11 protection on May 29, 2007 (Bankr. D. Del. Case Nos. 07-10700 and 07-10701). Daniel J. DeFranceschi, Esq., Jason M. Madron, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, represent the Debtors. In schedules filed with the Court, Insight Health Services Holdings disclosed total assets of $87,102,870 and total debts of $525,448,053. Its debtor-affiliates, Insight Health Services Corp., disclosed total assets of $505,285,296 and total debts of $525,500,934. ITC^DELTACOM: Obtains Commitments for Debt and Equity Financing --------------------------------------------------------------- ITC^DeltaCom Inc. has received commitments for debt and equity financing intended to deleverage its balance sheet, simplify its capital structure, and enhance its liquidity profile. The committed refinancing includes commitments from: a) affiliates of Credit Suisse to provide $240 million of first lien credit facilities and to purchase $29 million of common stock; b) investment funds associated with Tennenbaum Capital Partners LLC, a current lender, to provide a $75 million second lien credit facility and to exchange $25 million of third lien debt and all preferred shares and warrants held by them for common stock; and c) investment funds associated with Welsh, Carson, Anderson & Stowe, the company's majority shareholder and a current lender, to purchase $21 million of common stock and to exchange $23.5 million of third lien debt and all preferred shares and warrants held by them for common stock. In addition, the company said that it intends to exchange common stock for its other closely held outstanding series of preferred shares. The net effect of the transactions will be to completely refinance the company's outstanding debt and eliminate three series of preferred stock and related warrants, leaving the company with $305 million of first and second lien funded debt, a $10 million undrawn revolver, approximately 81 million shares of common stock outstanding on a fully diluted basis, and cash on hand of approximately $50 million. The transactions were approved by a committee of independent directors with the assistance of independent legal and investment advisors because of the participation of Welsh Carson and Tennenbaum. "When consummated, the transactions will significantly reduce the company's outstanding debt, lower the company's cost of capital, position the company to seek re-listing on the NASDAQ, and make its balance sheet more transparent by eliminating the confusing overhang of convertible preferred shares and warrants," Randall E. Curran, ITC^DeltaCom's chief executive officer, said. "The company is gratified that its long term investors were willing to invest additional capital and convert their debt and preferred equity positions to common equity." The completion of each of these financing transactions is conditioned on the completion of the others well as other customary financing conditions. Subject to the satisfaction of these conditions, the company currently expects it will close the transactions early in the third quarter of 2007. Miller Buckfire & Co. LLC acted as the company's financial advisor on this transaction. The shares of common stock issued in the refinancing transactions will not be registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration under the Securities Act of 1933 or an applicable exemption from such registration requirements. About ITC^DeltaCom Headquartered in Huntsville, Alabama, ITC^DeltaCom Inc. offers integrated voice and data communications, including local and long-distance phone service and DSL Internet access, primarily to business customers. The company also wholesales transmission capacity on its fiber-optic network, which spans more than 10,000 miles from Florida to New York, to other carriers. The depressed telecom sector forced the company into bankruptcy in 2002, and it emerged with investment firm Welsh Carson owning a controlling equity stake (it now owns 72%). At March 31, 2007, the company's balance sheet showed total assets of $420.7 million, total liabilities of $528.5 million, resulting in a total stockholders' deficit of $107.8 million. J.P. MORGAN: Moody's Rates Six Certificate Classes at Low-B ----------------------------------------------------------- Moody's Investors Service affirmed the ratings of 23 classes of J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2005-LDP3 as: -- Class A-1, $44,886,071, affirmed at Aaa; -- Class A-2, $238,973,000, affirmed at Aaa; -- Class A-3, $269,596,000, affirmed at Aaa; -- Class A-4A, $546,251,000, affirmed at Aaa; -- Class A-4B, $78,036,000, affirmed at Aaa; -- Class A-SB, $104,651,000, affirmed at Aaa; -- Class A-1A, $313,438,735, affirmed at Aaa; -- Class A-J, $151,703,000, affirmed at Aaa; -- Class X-1, Notional, affirmed at Aaa; -- Class X-2, Notional, affirmed at Aaa; -- Class B, $37,925,000, affirmed at Aa2; -- Class C, $17,699,000, affirmed at Aa3; -- Class D, $37,926,000, affirmed at A2; -- Class E, $17,699,000, affirmed at A3; -- Class F, $27,812,000, affirmed at Baa1; -- Class G, $20,227,000, affirmed at Baa2; -- Class H, $25,284,000, affirmed at Baa3; -- Class J, $10,113,000, affirmed at Ba1; -- Class K, $10,114,000, affirmed at Ba2; -- Class L, $7,585,000, affirmed at Ba3; -- Class M, $2,528,000, affirmed at B1; -- Class N, $7,586,000, affirmed at B2; -- Class O, $5,056,000, affirmed at B3. As of the May 15, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 1.1% to $2.00 billion from $2.02 billion at securitization. The Certificates are collateralized by 232 mortgage loans. The loans range in size from less than 1.0% to 8.5% of the pool, with the top 10 loans representing 34.3% of the pool. The pool includes one shadow rated loan, representing 5.0% of the outstanding pool balance. There are currently no loans in special servicing. There have been no loans liquidated from the pool and no loans have defeased. Forty loans, representing 16.0% of the pool, are on the master servicer's watchlist. Moody's was provided with full-year 2005 and full-year 2006 operating results for 99.5% and 87.4%, respectively, of the pool. Moody's weighted average loan to value ratio for the conduit component is 97.0%, compared to 97.4% at securitization. The shadow rated loan is the Universal Hotel Portfolio Loan ($100.0 million - 5.0%), which is secured by three full service hotels containing a total of 2,400 rooms and all located within the Universal Theme Park in Orlando, Florida. The loan represents a 25.0% pari-passu interest in a $400.0 million loan. In addition, the property is also encumbered by $50.0 million of mezzanine financing held outside the trust. The loan is interest only for its entire term. Moody's current shadow rating is Baa3, the same as at securitization. The three largest conduit loans represent 15.7% of the pool. The largest conduit loan is the Shoppes at Buckland Hills Loan ($170.3 million -- 8.5%), which is secured by the borrower's interest in a 985,000 square foot, regional mall (473,000 square feet of collateral) located in Manchester, Connecticut. Moody's LTV is 93.8%, compared to 96.3% at securitization. The second largest conduit loan is the Four Seasons Hotel Loan ($80.0 million -- 4.0%), which is secured by a 273-room luxury hotel located in Boston, Massachusetts. As of December 2006 RevPAR was $323.41, compared to $280.83 at securitization. The loan is interest only for the first 60 months of its term, amortizing on a 300-month schedule thereafter. Moody's LTV is 76.0%, compared to 84.2% at securitization. The third largest conduit loan is the Sikes Center Loan ($63.3 million -- 3.2%), which is secured by a 668,000 square foot regional mall located in Wichita Falls, Texas. Moody's LTV is in excess of 100.0%, the same as at securitization. JEG DIVERSIFIED: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: JEG Diversified Healthcare, Inc. 473 Post Street Camarillo, CA 93010 Bankruptcy Case No.: 07-10782 Type of Business: The Debtor provides specialty programs, core business and healthcare technology services to support businesses. See http://www.jeginc.com/ Chapter 11 Petition Date: June 8, 2007 Court: Central District Of California (Santa Barbara) Judge: Robin Riblet Debtor's Counsel: Sean A. Okeefe, Esq. O'Keefe & Associates Law Corporation, P.C. 660 Newport Center Drive, Suite 400 Newport Beach, CA 92660 Tel: (949) 720-4100 Fax: (949) 720-4111 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Stradling Yocca Legal Services $128,013 Carlson & Rauth c/o Robert Kane 660 Newport Center Drive Suite 160 Newport Beach, CA 92660 Douglas Emmett Realty Lease $58,543 Fund 2002 c/o Maria Kaltner 808 Wilshire, Suite 200 Santa Monica, CA 90401 Obesity Help, Inc. Advertising $47,478 P.O. Box 1504 Oakley, CA 94561-1504 Robert Half Technology Services $44,678 David R. Stern & Associates Services $42,242 Aetna Health Health Care Coverage $31,329 Stone Miller Leasing Services $29,344 America Online, Inc. Advertising $26,923 K-State Sport Properties, LLC Advertising $21,969 Cox Media Kansas - Kansas Now Advertising $21,398 RBZ, LLP Accounting $17,052 Computer Outlet & More Advertising $16,668 Cox Media Lafayette Advertising $816,038 Jamshid Nazarian, M.D. Fees Owed $15,000 Travers Realty Services $14,422 CBS Outdoor Advertising $14,000 American Media, Inc. Advertising $13,639 Airek Business Solutions Services $12,225 Los Angeles Times Advertising $10,891 Network Publications, Inc. Advertising Claim $10,777 JIM WAHLIE: Case Summary & Seven Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: Jim W. Wahlie 70 Ravines Court Lima, OH 45805 Bankruptcy Case No.: 07-32473 Debtor affiliate filing separate Chapter 11 petitions: Entity Case No. ------ -------- J.C.& D. Unlimited 07-32474 Chapter 11 Petition Date: June 11, 2007 Court: Northern District of Ohio (Toledo) Judge: Richard L. Speer Debtors' Counsel: Steven L. Diller, Esq. 124 East Main Street Van Wert, OH 45891 Tel: (419) 238-5025 Estimated Assets Estimated Debts ---------------- --------------- Jim W. Wahlie $100,000 to $1 Million to $1 Million $100 Million J.C.& D. Unlimited $1 Million to $1 Million to $100 Million $100 Million A. Jim W. Wahlie's Seven Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Duff Warehouses, Inc. 3452 & 3456 $802,000 956 South Broadway St. Johns Road, Lima, OH 45804 Lima, OH; value of senior lien: $650,000 State Resources Corp. 3452 & 3456 $650,000 4848 South 131st Street St. Johns Road, Omaha, NE 68137 Lima, OH Huntington Bank Location: 70 $546,170 P.O. Box 182387 Ravines Court, Columbus, OH 43218 Lima, OH; value of security: $450,000 E*Trade Financial 2000 Vantare $294,090 P.O. Box 57091 Prevost H345 Irvine, CA 92619 Motor Home Cardmember Service credit card $9,002 purchases Chase Manhattan Bank, credit card $4,392 U.S.A. purchases A.T.&T. Universal Patinum credit card $2,722 Card purchases B. J.C.& D. Unlimited does not have any creditors who are not insiders. KARA HOMES: Case Summary & 776 Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Kara Homes, Inc. 197 Route 18 South, Suite 235S East Brunswick, NJ 08816 Bankruptcy Case No.: 06-19626 Debtor-affiliate filing separate chapter 11 petitions on June 11, 2007: Entity Case No. ------ -------- K.H. Builders, L.L.C. 07-18165 Debtor-affiliates filing separate chapter 11 petitions on June 8, 2007: Entity Case No. ------ -------- The Shores at Little Egg Harbor, LLC 07-18057 Kara of Monmouth, LLC 07-18062 Bridgepointe at Harbor Heights, LLC 07-18065 Kara of Middlesex, LLC 07-18068 Kara at Emerald Hill, LLC 07-18069 Kara at Evergreen Estates, LLC 07-18070 Kara at North Haledon, LLC 07-18072 Kara at Island Breeze, LLC 07-18074 Kara at Island Crest, LLC 07-18075 Kara at Island Gate, LLC 07-18076 Island Woods Estates by Kara Homes, LLC 07-18078 Kara at Kensington Hill, LLC 07-18079 Kara at Lakeshore Harbor, LLC 07-18081 K & W Builders, Inc. 07-18083 Kara at Cedar Grove, LLC 07-18085 Sterling Woods at Barnegat, LLC 07-18086 Kara at Tallymawr, LLC 07-18088 Kara at White Oak, LLC 07-18091 Kara at Berkeley, LLC 07-18094 Kara at Madison, LLC 07-18096 Debtor-affiliates that filed separate chapter 11 petitions on Oct. 10, 2006: Entity Case No. ------ -------- Kara at Hawkins Ridge, LLC 06-19757 Bergen Mills Estates, LLC 06-19758 Hartley Estates by Kara, LLC 06-19759 Horizons at Woods Landing, LLC 06-19760 Winding Run Estates by Kara, LLC 06-19764 Kara at the Glen Eyre, LLC 06-19765 Horizons at Birch Hill, LLC 06-19767 Kara at Crine West, LLC 06-19770 Sterling Acres at Monroe, LLC 06-19774 Kara at Mt. Arlington I, LLC 06-19780 Kara at Mt. Arlington II, LLC 06-19782 Kara at Park Ridge Estates, LLC 06-19783 Debtor-affiliates that filed separate chapter 11 petitions on Oct. 9, 2006: Entity Case No. ------ -------- Kara at Navasink, LLC 06-19737 Kara at Lacey, LLC 06-19738 The Landings at Manahawkin, LLC 06-19740 Kara at the Tradewinds, LLC 06-19741 Kara at Buckley Estates, LLC 06-19742 Kara at Dayna Court, LLC 06-19743 Country Club Estates by Kara, LLC 06-19744 Horizons at Woodlake Greens, LLC 06-19745 Estates at Galloway Woods, LLC 06-19746 Type of Business: The Debtors build single-family homes, condominiums, townhomes, and active-adult communities. Chapter 11 Petition Date: October 9, 2006 Court: District of New Jersey (Trenton) Judge: Raymond T. Lyons Jr. Debtors' Counsel: David L. Bruck, Esq. Greenbaum, Rowe, Smith, Davis LLP Metro Corporate Campus One P.O. Box 5600 Woodbridge, NJ 07095 Tel: (732) 549-5600 Fax: (732) 549-1881 Financial condition of the debtor-affiliate that filed on June 11, 2006: Entity Total Assets Total Debts ------ ------------ ----------- K.H. Builders, L.L.C. $5,300 $0 Financial condition of the debtor-affiliates that filed on June 8, 2006: Entity Total Assets Total Debts ------ ------------ ----------- The Shores at Little $3,444 $29,358 Egg Harbor, LLC Kara of Monmouth, LLC $23,667 $18,572 Bridgepointe at Harbor $141,339 $222,813 Heights, LLC Kara of Middlesex, LLC $43,920 $67,865 Kara at Emerald Hill, LLC $0 $564,206 Kara at Evergreen Estates, LLC $109,346 $120,153 Kara at North Haledon, LLC $41,294 $87,734 Kara at Island Breeze, LLC $13,473 $29,634 Kara at Island Crest, LLC $3,000 $13,608 Kara at Island Gate, LLC $8,209 $54,208 Island Woods Estates by $165,921 $78,018 Kara Homes, LLC Kara at Kensington Hill, LLC $19,142 $37,389 Kara at Lakeshore Harbor, LLC $5,000 $3,130 K & W Builders, Inc. $3,600 $0 Kara at Cedar Grove, LLC $11,290 $6,196 Sterling Woods at Barnegat, LLC $64,612 $24,382 Kara at Tallymawr, LLC $374,878 $275,719 Kara at White Oak, LLC $23,700 $722 Kara at Berkeley, LLC $25,575 $55,028 Kara at Madison, LLC $0 $309,442 Financial condition of the debtor-affiliates that filed on Oct. 10, 2006: Entity Total Assets Total Debts ------ ------------ ----------- Kara at Hawkins Ridge, LLC $8,095,000 $8,700,176 Bergen Mills Estates, LLC $19,833,000 $14,489,513 Hartley Estates by Kara, LLC $2,652,000 $2,804,697 Horizons at Woods Landing, LLC $14,095,000 $11,626,402 Winding Run Estates by Kara, LLC $15,666,000 $8,261,766 Kara at the Glen Eyre, LLC $24,141,000 $18,554,275 Horizons at Birch Hill, LLC $35,136,000 $26,335,212 Kara at Crine West, LLC $25,228,000 $23,057,185 Sterling Acres at Monroe, LLC $5,668,000 $4,031,514 Kara at Mt. Arlington I, LLC $31,370,000 $25,045,460 Kara at Mt. Arlington II, LLC $3,652,000 $1,643,325 Kara at Park Ridge Estates, LLC $3,046,000 $3,548,807 Financial condition of the debtor-affiliates that filed on Oct. 9, 2006: Entity Total Assets Total Debts ------ ------------ ----------- Kara at Navasink, LLC $15,608,000 $8,270,761 Kara at Lacey, LLC $2,732,000 $2,565,849 The Landings at Manahawkin, LLC $36,778,000 $26,302,756 Kara at the Tradewinds, LLC $9,507,000 $4,882,618 Kara at Buckley Estates, LLC $10,447,000 $5,222,916 Kara at Dayna Court, LLC $2,313,608 $2,119,712 Country Club Estates by Kara, LLC $3,068,000 $1,813,015 Horizons at Woodlake Greens, LLC $18,924,000 $11,508,550 Estates at Galloway Woods, LLC $6,175,000 $4,375,933 A. Kara at Hawkins Ridge, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Barthelus, Renald Deposit $194,078 2 Sienna Drive Jackson, NJ 08527 Kokolus, Bernadette and Deposit $183,390 Edward 3 Knightsbridge Place Jackson, NJ 08527 Lentz, Jeffrey and Patricia Deposit $138,179 75 First Street NJ 07743 Rogulski, Al Deposit $131,835 3230 Johnson Avenue Manchester, NJ Al Mamum $108,897 Benchmark Inc. $103,096 450 Oberlin Avenue South Lakewood, NJ 08701 A-1 Bracket $100,707 145 W. Philadelphia Avenue Morrisville, PA 19067 Moskal, Thomas and Kristine Deposit $96,301 7 Spectrum Court Jackson, NJ 08527 Billups, Jonathan and Gina Deposit $87,890 62 Renee Court Jackson, NJ 08527 Integrated Home Technologies $85,628 400-B Spotswood Englishtown Road Monroe Township, NJ 08831 James R. Ientile, Inc. $84,289 28 Vanderburg Road Marlboro, NJ 07746 Unger, Dennis and Donna Deposit $81,212 4 Revere Court Allentown, NJ 08501 Soubasis, Thomas C. and Deposit $73,490 Lisa A. 33 Hickory Hill Jackson, NJ 08527 Shanoy, Ramchandr Deposit $70,990 1 Princeton Squire Lane Princeton Junction, NJ 08550 The Esposito Group LLC $51,652 8 Chatham Court Matawan, NJ 07747 Strober Building Supply Inc. $45,335 81 Kresson Road Haddonfield, NJ 08033 RWZ Inc. Stairs & Rails $43,890 520 James Street Lakewood, NJ 08701 Shoreline Plumbing & $37,225 Heating 447 Stage Road Tuckerton, NJ 08087 Lovett, Thomas and Hollyann Deposit $36,000 14 Stonehendge Court Jackson, NJ 08527 Kim, Arthur and Nancy Deposit $34,472 16 Spruce Meadow Drive Monroe Township, NJ 08831 B. Bergen Mills Estates, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Letson's Landscaping $452,851 P.O. Box 765 Old Bridge, NJ 08857 Salvadore, Richard and Anna Deposit $365,080 3 Talmadge Drive Monroe Township, NJ 08831 Davis, Troy and Ana $243,220 171 Shinnecock Drive Englishtown, NJ 07726 Patel, Dipti S. Deposit $221,200 17 Cheryl Lane Monroe Township, NJ 08831 Bill Smith Photography $209,772 743 Colts Neck Road Freehold, NJ 07728 Yousuf, Mohammed and Seema Deposit $195,192 2 Goldfinch Court Piscataway, NJ 08854 Caruso, Frank and Laurie Deposit $174,633 37 Eldorado Way Monroe Township, NJ 08831 Cardile, Christopher D. and Deposit $159,560 Cindy 179 Bridgetown Street Staten Island, NY 10314 Kim, Lily and Kiyoung, Deposit $153,381 Kenneth 62 Continental Circle Totowa, NJ 07512 Kim, Young Hee Deposit $152,493 9 Mallow Street Staten Island, NY 10309 Lewis, Arthur H. and Gene D. Deposit $149,873 P.O. Box 67 Piscataway, NJ 08854 F&C Professional Aluminum $131,900 350 Leland Avenue Plainfield, NJ 07062 Air Consulting Services, LLC $131,611 301 East Ward Street Hightstown, NJ 08520 Rele, Niket and Harsha Deposit $123,997 43 Pine Ridge Drive Edison, NJ 08820 Hogarty, Kathleen and Deposit $116,208 Kenney, Robert 189 Seidman Avenue Staten Island, NY 10312 The Esposito Group LLC $110,534 8 Chatham Court Matawan, NJ 07747 Sunrise Concrete Company $109,618 P.O. Box 435 Rushland, PA 18956 Delvax Investments Deposit $109,000 3 Talmadge Drive Monroe Township, NJ 08831 Ramnarian, Hardat and Deposit $104,000 Patricia 122 Laguardia Avenue Iselin, NJ 08830 Imagistics $103,490 7555 E. Hampden Avenue Denver, CO 80231 C. Hartley Estates by Kara, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Strober Building Supply $179,037 Truss 81 Kresson Road Haddonfield, NJ 08033 Builders First Source $175,935 20 South Middlesex Avenue Monroe Township, NJ 08831 Fireside Hearth & Home $156,128 P.O. Box 414845 Boston, MA 02241 Wagner Electric Corp. $123,570 449 Washington Road Sayreville, NJ 08872 Geddes, David and Bonnie Deposit $108,599 4 Patricia Avenue Edison, NJ 08837 Romeo, Joseph and Pesia Deposit $96,735 1494 Cedarwood Drive Lakewood, NJ 08701 A-1 Bracket $88,029 145 W. Philadelphia Avenue Morrisville, PA 19067 Sunrise Concrete Co. $85,269 P.O. Box 435 Rushland, PA 18956 C&R Plumbing & Heating Inc. $83,721 822 Route 9 Lanoka Harbor, NJ 08734 ADE, Inc. $68,105 P.O. Box 538 Lanoka Harbor, NJ 08734 Sirchio, William and Marion Deposit $62,443 1317 Warwick Lane Lanoka Harbor, NJ 08734 Michael J. Wright $49,374 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Strober Building Supply Inc. $27,656 81 Kresson Road Haddonfield, NJ 08033 Adams, Rehmann & Heggan $22,217 850 South White Horse Pike Hammonton, NJ 08037 E.L. Pierson Contracting & $19,400 Truck 14 Reckendorfer Avenue Elmer, NJ 08318 RWZ Inc. Stairs and Rails $10,473 520 James Street Lakewood, NJ 08701 Scheer's Inc. $10,335 601 Oakmont Street Suite 400 Westmont, IL 60559 Haugland, David and Juliete Deposit $10,000 39 Jacques Way Wading River, NY 11792 Fortune Insulation Contr. $8,370 Inc. 6599 Delilah Road Egg Harbor Township NJ 08234 Blue Ribbon Roofing and $8,251 Siding 1575 Route 37 West Toms River, NJ 08753 D. Horizons at Woods Landing, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C&R Plumbing & Heating $272,565 822 Route 9 Lanoka Harbor, NJ 08734 Sunrise Concrete Company $209,246 P.O. Box 435 Rushland, PA 18956 East Lake Interiors LLC $195,378 215 Edgewood Avenue West Berlin, NJ 08091 Home Remodeling Concepts $148,214 4 Dale Drive Fairfield, NJ 07004 Blue Ribbon Roofing and $137,986 Siding 1575 Route 37 West Toms River, NJ 08753 Blue Line Drywall & $125,470 Insulation 500 Highway 33 Englishtown, NJ 07726 Century Kitchens, Inc. $124,668 Route 309 & RR Crossing Colmar, PA 18915 Gosline Nissen Fire $117,291 Protection P.O. Box 121 Manahawkin, NJ 08050 Arisokraft $113,672 P.O. Box 75527 Chicago, IL 60675 MAC Electrical Contracts $103,555 1889 Route 9 Toms River, NJ 08755 A.W. Meyer Co, Inc. $77,120 509 Broad Avenue Ridgefield, NJ 07657 A-1 Bracket $73,868 145 W. Philadelphia Avenue Morrisville, PA 19067 Pollara, Joseph and Rosary Deposit $70,382 20 Moore Road Marlboro, NJ 07746 ADE, Inc. $67,676 P.O. Box 538 Lanoka Harbor, NJ 08734 Cagno, James J. and Gail E. Deposit $66,797 46 Milestone Drive Ringoes, NJ 08551 Vintage $63,354 811 Sixteenth Avenue Belmar, NJ 07719 Banner Enterprises $61,060 19 Main Street Trenton, NJ 08691 Baltera, Robert F. and Carol Deposit $60,602 A. 773 Pelham Avenue Warminster, PA 18974 TBU Companies LLC $59,412 433 Middle Road Hazlet, NJ 07730 Township of Hamilton $58,080 6101 13th Street, Suite 202 Mays Landing, NJ 08330 E. Winding Run Estates by Kara, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $1,100,468 [Address not provided] Sunrise Concrete Company $141,453 P.O. Box 435 Rushland, PA 18956 Environmental Stone Works $107,117 98 Pheasant Run Road Orwigsburg, PA 17961 Sussex Contracting, LLC $95,895 236 Berkshire Avenue Paterson, NJ 07502 Pard Contractors Inc. $91,909 P.O. Box 368 South River, NJ 08882 Woodhaven Lumber & $84,865 Millwork P.O. Box 870 Lakewood, NJ 08701 Benchmark Inc. $65,930 450 Oberlin Avenue South Lakewood, NJ 08701 Flemington Dept. Store $56,915 151 Route 31 Flemington, NJ 08822 Willis Construction Services $49,109 25B Vreeland Road Florham Park, NJ 07932 Innovative Heating and $48,448 Cooling 501 Prospect Street Lakewood, NJ 08701 Home Remodeling Concepts $45,459 4 Dale Drive Fairfield, NJ 07004 Petruzelli Brothers $38,475 1001 Shrewsbury Avenue Shrewsbury, NJ 07702 AquaMist $33,569 Irrigation of NJ 28 James Street South Hackensack, NJ 07606 Guardian Protective Services $29,634 204 Diplomat Drive Philadelphia, PA 19113 Mastracola Plumbing $22,786 1226 New Market Avenue South Plainfield, NJ 07080 RWZ Inc. Stairs & Rails $21,396 520 James Street Lakewood, NJ 08701 Scheer's Incorporated $21,093 601 Oakmont Street Suite 400 Westmont, IL 60559 Jillette Advertising Inc. $20,745 746 Highway 34 Matawan, NJ 07747 Century Kitchens, Inc. $20,322 Route 309 & RR Crossing Colmar, PA 18915 First Choice Construction $19,590 Eatontown, NJ 07724 First Choice Construction F. Kara at the Glen Eyre, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $715,062 [Address not provided] A-1 Bracket $119,664 145 W. Philadelphia Avenue Morrisville, PA 19067 Manzo-Maroba Construction $81,302 Beacon Hill Place Morganville, NJ 07751 Investors Savings Bank $71,294 Attn: Alex Chiarella 101 JFK Parkway Short Hills, NJ 07078 Fenton Tile Company $62,767 P.O. Box 430 Windsor, NJ 08561 Polo Plumbing $58,041 14 Charles Street Metuchen, NJ 08840 Home Remodeling Concepts $53,568 4 Dale Drive Fairfield, NJ 07004 Strober Building Supply Inc. $44,460 81 Kresson Road Haddonfield, NJ 08033 Air Management Heating and $32,850 Air 30 Rachel Terrace Piscataway, NJ 08854 Benchmark Inc. $30,787 450 Oberlin Avenue South Lakewood, NJ 08701 East Lake Interiors LLC $29,419 215 Edgewood Avenue West Berlin, NJ 08091 Bill Stroud Excavating Inc. $28,524 81 River Road Flanders, NJ 07836 Quality Insulation, LLC $28,519 13B Jules Lane New Brunswick, NJ 08901 RWZ Stairs and Rails $28,490 520 James Street Lakewood, NJ 08701 Jillette Advertising Inc. $25,620 746 Highway 34 Matawan, NJ 07747 ACH Concrete Corp $24,049 3 Manor Drive Mount Holly, NJ 08060 Township of Mays Landing $22,637 6101 13th Street, Suite 202 Mays Landing, NJ 08330 Century Kitchens, Inc. $16,172 Route 309 & RR Crossing Colmar, PA 18915 Varsity, Inc. $14,053 1204 Main Street Kingston, PA 18704 Wagner Electric Corp. $14,031 449 Washington Road Sayreville, NJ 08872 G. Horizons at Birch Hill, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bayshore Regional Sewer $228,021 Authority 100 Oak Street Keyport, NJ 07735 Garzaniti, Maryann Deposit $79,135 246 McBain Avenue Staten Island, NY 10309 Heldon, John Jr. and Deposit $77,303 Virginia D. 432 Hillside Avenue Allendale, NJ 07401 Simon, Karen F. and Bruce J. Deposit $72,969 8 Little Falls Way Scotch Plains, NJ 07076 Rose, Richard and Barbara Deposit $71,990 321 Mayfair Drive Brooklyn, NY 11234 Kapelnikov, Polina Deposit $65,883 File, Deborah Deposit $59,190 3 Allwood Road East Brunswick, NJ 08816 Wilentz Goldman & Spitzer $57,279 99 Woodbridge Center Drive Woodbridge, NJ 07095 Baum, Lila Deposit $51,882 1931 E. 27th Street Brooklyn, NY 11229 Reedman, Derek and Deposit $48,250 Linda Reedman Goldberg, Alexander Deposit $45,735 11 Amaganset Drive Morganville, NJ 07751 Farag, Hala Deposit $45,228 4 Carlisle Court East Brunswick, NJ 08816 Brodsky, Mikhail and Faina Deposit $45,092 1583 82nd Street Brooklyn, NY 11228 DeJohn, Joseph and Diane Deposit $44,891 32 Lark Place Old Bridge, NJ 08857 Clory, Nellie Deposit $44,593 160 Parkside Ave, 3M Brooklyn, NY 11226 Barsoom, Naguiy Deposit $44,528 54 Dutch Road East Brunswick, NJ 08816 Parrella, Pasuelina and Deposit $44,356 Rocco 152 Chesterfield Lane Toms River, NJ 08757 Benz, Janet Deposit $42,735 2169 E. 70th Street Brooklyn, NY 11234 Township of Old Bridge $37,164 1 Old Bridge Plaza Old Bridge, NJ 08857 Baten, Sam and Carol A. Deposit $31,490 11 Jeremy Court Lincoln Park, NJ 07035 H. Kara at Crine West, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Contract Deposits $2,173,691 [Address not provided] All County Aluminum Inc. $218,047 560 Cross Street Lakewood, NJ 08701 Jocama Construction Corp $164,570 322 Spring Valley Road Old Bridge, NJ 08857 Fenton Tile Company $124,696 PO Box 430 Windsor, NJ 08561 Strober Building Supply, Inc. $104,436 81 Kresson Road Haddonfield, NJ 08033 A-1 Bracket $99,420 145 W. Philadelphia Avenue Morrisville, PA 19067 Shoreline Plumbing & Heating $97,359 447 Stage Road Tuckerton, NJ 08087 Home Remodeling Concepts $95,278 4 Dale Drive Fairfield, NJ 07004 TJS Floorcovering, Inc. $94,962 824 B Eastgate Drive Mount Laurel, NJ 08054 Strober Building Supply Truss $89,608 81 Kresson Road Haddonfield, NJ 08033 Michael J. Wright $86,739 Construction Co., Inc. 16 Madison Avenue Township of Marlboro $84,242 1979 Township Drive Marlboro, NJ 07746 Marlboro Lawn Inc. $63,892 P.O. Box 122 Marlboro, NJ 07746 Menser's Heating and Air, Inc. $52,253 800 Park Avenue Lakewood, NJ 08701 Stavola $49,983 175 Drift Road Eatontown, NJ 07724 Vintage $48,880 811 Sixteenth Avenue Belmar, NJ 07719 Benchmark Inc. $44,453 450 Oberlin Avenue South Lakewood, NJ 08701 RWZ Inc. Stairs & Rails $41,277 520 James Street Lakewood, NJ 08701 Lieb, Gene $39,345 439 B Route 34 Matawan, NJ 07747 Quality Insulation, LLC $33,958 13B Jules Lane New Brunswick, NJ 08901 I. Sterling Acres at Monroe, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Contract Deposits To be supplied $612,742 [Address not provided] East Lake Interiors LLC $58,790 215 Edgewood Avenue West Berlin, NJ 08091 East Lake Interiors LLC $58,790 215 Edgewood Avenue West Berlin, NJ 08091 Duffy, Dolce, McManus $49,450 634 Lost Pine Way Absecon, NJ 08205 Strober Building Supply Inc. $45,345 81 Kresson Road Haddonfield, NJ 08033 ACH Concrete Corp $36,057 3 Manor Drive Mount Holly, NJ 08060 Dubell Lumber Co. $31,412 P.O. Box 1449 Medford, NJ 08055 DSJ Construction $30,776 1414 Route 130 North Burlington, NJ 08016 A-1 Bracket $26,858 145 W. Philadelphia Avenue Morrisville, PA 19067 Woodhaven Lumber & Millwork $26,707 P.O. Box 870 Lakewood, NJ 08701 Michael J. Wright $25,818 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 Concord Truss $23,023 432 South Evergreen Avenue Woodbury Heights, NJ 08097 Shoreline Plumbing & Heating $22,601 447 Stage Road Tuckerton, NJ 08087 RWZ Inc. Stairs & Rails $19,565 520 James Street Lakewood, NJ 08701 Benchmark Inc. $16,658 450 Oberlin Avenue South Lakewood, NJ 08701 ADE, Inc. $15,317 P.O. Box 538 Lanoka Harbor, NJ 08734 EL Pierson Contracting & $13,556 Truck 14 Reckendorfer Avenue Elmer, NJ 08318 Strober Building Supply $13,312 Truss 81 Kresson Road Haddonfield, NJ 08033 Jillette Advertising Inc. $10,009 746 Highway 34 Matawan, NJ 07747 Liberty Overhead Inc. $5,619 718 Old Shore Road Forked River, NJ 08731 J. Kara at Mt. Arlington I, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ R&R Construction Co., Inc. $732,100 105-B Parker Road Chester, NJ 07930 Concrete Systems $405,387 45 Lupine Way Stirling, NJ 07980 Schindler Elevator $310,526 Corporation P.O. Box 70433 Chicago, IL 60673 Blue Ridge Drywall $229,390 P.O. Box 189 Manville, NJ 08835 PK&P Contracting, Inc. $194,715 5 Tuscan Drive East Freehold, NJ 07728 Technological Building $168,235 Structures Phillipsburg, NJ 08865 Prestige Plumbing, Inc. $164,065 65 A. Park Avenue Randolph, NJ 07869 Paint America Contracting $93,114 100 Bassett Highway Dover, NJ 07801 Strober Building Supply Inc. $80,733 81 Kresson Road Haddonfield, NJ 08033 Flemington Dept. Store $77,849 151 Route 31 Flemington, NJ 08822 Air Management Heating and $75,637 Air 30 Rachel Terrace Piscataway, NJ 08854 Cuntis Inc. $63,375 20 Veterans Drive South River, NJ 08882 Samuel Stothoff Co., Inc. $54,594 P.O. Box 306 Flemington, NJ 08822 Gilmore, Patricia Deposit $52,527 56 Warren Street Morristown, NJ 07961 French and Parrello Assoc. $49,558 1800 Route 34 Belmar, NJ 07719 Varsity, Inc. $49,162 1204 Main Street Kingston, PA 18704 Aqua-Mist Irrigation of NJ $46,493 28 James Street South Hackensack, NJ 07606 Leopard Framing Corp. $46,207 P.O. Box 146 Nutley, NJ 07110 Benchmark Inc. $42,745 450 Oberlin Avenue South Lakewood, NJ 08701 Wagner Electric Corp. $42,620 449 Washington Road Sayreville, NJ 08872 K. Kara at Mt. Arlington II, LLC's 18 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Township of Mt. Arlington $5,903 419 Howard Blvd Mount Arlington, NJ 07856 Sunrise Concrete Company $5,300 P.O. Box 435 Rushland, PA 18956 Marlboro Lawn Inc. $5,130 P.O. Box 122 Marlboro, NJ 07746 Willis Construction Services $4,714 25B Vreeland Road Florham Park, NJ 07932 Manzo-Maroba Construction $4,300 Beacon Hill Place Morganville, NJ 07751 The Esposito Group LLC $3,172 8 Chatham Court Matawan, NJ 07747 Scheer's Incorporated $2,291 601 Oakmont Street, Suite 400 Westmont, IL 60559 First Choice Construction $1,900 Eatontown, NJ 07724 East Coast Site Work $1,790 6 Dickens Court Howell, NJ 07731 National Waterproofing Inc. $825 P.O. Box 129 Berlin, NJ 08009 Straight Edge Striping $750 18 Rue Cezanne Somerset, NJ 08873 A-1 Bracket $700 145 W. Philadelphia Avenue Morrisville, PA 19067 All Seasons Maintenance $680 6 Dickens Court Howell, NJ 07731 John Peterman Trucking $280 26 Nicholas Drive Old Bridge, NJ 08857 Bailey Square Janitorial Inc. $275 16 South Street Freehold, NJ 07728 Storm Master Co., Inc. $175 P.O. Box 308 East Brunswick, NJ 08816 All County Aluminum Inc. $140 560 Cross Street Lakewood, NJ 08701 Bill Stroud Excavating Unknown 81 River Road Flanders, NJ 07836 L. Kara at Park Ridge Estates, LLC's 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Matusek, Scott and Colleen Deposit $139,612 203 Snipe Road Lanoka Harbor, NJ 08734 Palmer, Olufemi and Deposit $123,500 Elizabeth 717 Palmer Avenue Toms River, NJ 08755 Bialecki, Peter and Sharon Deposit $115,942 204 Neptune Drive Manahawkin, NJ 08050 NJ American Water Co. $109,479 131 Woodrest Road PO Box 5079 Cherry Hill, NJ 08034 Mindas, Mark and Rhiannon Deposit $71,037 125 South Capstan Drive Forked River, NJ 08731 Shoreline Grading, Inc. $35,250 123 Bartlett Avenue West Creek, NJ 08092 Art Associates Design Group $16,388 Matawan, NJ 07747 Township of Stafford $14,770 260 East Bay Avenue Manahawkin, NJ 08050 Environmental Technologies $10,255 Groups Inc. 531 Route 32 Highland Mills, NY 10930 Vintage $2,400 811 Sixteenth Avenue Belmar, NJ 07719 Thomas J. Brennan $2,113 Architects 4011 W. Plano Parkway Plano, TX 75093 East Coast Site Work $1,851 6 Dickens Court Howell, NJ 07731 Geo-Technology Associates $1,250 3445-A Box Hill Corp Center Drive Abingdon, MD 21009 Window Alternatives $710 Att: Kathy Hamilton Jackson, NJ 08527 State of New Jersey $250 P.O. Box 037 Trenton, NJ 08625 M. Kara Homes, Inc.'s 20 Largest Unsecured Creditors: Entity Claim Amount ------- ------------ A-1 Bracket $1,856,462 145 W. Philadelphia Avenue Morrisville, PA 19067 Strober Building Supply, Inc. $1,541,663 81 Kresson Road Haddonfield, NJ 08033 Sunrise Concrete Company, Inc. $1,257,344 P.O. Box 435 Rushland, PA 18956 RWZ Inc. Stairs & Rails $890,655 520 James Street Lakewood, NJ 08701 Benchmark Inc. $876,586 450 Oberlin Avenue South Lakewood, NJ 08701 Michael J. Wright $780,310 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 R&R Construction Co., Inc. $777,950 105-B Parker Road Chester, NJ 07930 Home Remodeling Concepts $703,074 4 Dale Drive Fairfield, NJ 07004 Manzo-Maroba Construction $686,101 Beacon Hill Place Morganville, NJ 07751 Woodhaven Lumber & Millwork $634,569 P.O. Box 870 Lakewood, NJ 08701 SJP Contractors $634,056 7 Industrial Drive Keyport, NJ 07735 C&R Plumbing & Heating $604,342 822 Route 9 Lanoka Harbor, NJ 08734 All County Aluminum Inc. $575,397 560 Cross Street Lakewood, NJ 08701 East Lake Interiors LLC $554,873 215 Edgewood Avenue West Berlin, NJ 08091 Strober Building Supply, Inc. $524,036 81 Kresson Road Haddonfield, NJ 08033 Concrete Systems $519,478 45 Lupine Way Stirling, NJ 07980 Wagner Electric Corp. $501,001 449 Washington Road Sayreville, NJ 08872 Leopard Framing Corp. $499,898 P.O. Box 146 Nutley, NJ 07110 Century Kitchens, Inc. $458,404 Route 309 & RR Crossing Colmar, PA 18915 Shoreline Plumbing & Heating $444,103 447 Stage Road Tuckerton, NJ 08087 N. Kara at Navasink, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Borreo, Jason Deposit $119,040 [Address not included] Cerchio, Dominick Deposit $114,335 [Address not included] Covas, Al Deposit $75,490 10 Nolan Court Atlantic Highlands, NJ 07716 Lamb Deposit $75,490 521 Harding Road Fair Haven, NJ 07704 Spaltro, Nick Deposit $69,990 34 Maria Court Holmdel, NJ 07733 Morrison, Tom and Allison Deposit $54,900 419 Adams Street #2B Hoboken, NJ 07030 Township of Middletown $41,604 1 Kings Highway Middletown, NJ 07748 Live Oak Landscaping $40,519 Contractors Reres, Robert Deposit $36,148 1921 J Greve Avenue Spring Lake, NJ 07762 Salgado, Paul Deposit $35,751 248 Crann Street Hillside, NJ 07205 Grant, Howard and Jane Deposit $30,495 160 Ocean Avenue Atlantic Highlands, NJ 07716 Seide, Harold and Susan Deposit $30,000 72 Bellevue Avenue Rumson, NJ 07760 Freeman, Douglas Deposit $29,990 58 Preston Street Edison, NJ 08817 Marlboro Lawn Inc. $19,495 P.O. Box 122 Marlboro, NJ 07746 Sunrise Concrete Company $10,197 P.O. Box 435 Rushland, PA 18956 Caruso Excavating Co. $8,808 P.O. Box 2043 Asbury Park, NJ 07712 Michael J. Wright $7,825 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 April Showers Sprinklers $7,040 2 Lakeview Avenue Piscataway, NJ 08854 Blue Line Drywall & $6,550 Insulation 500 Highway 33 Englishtown, NJ 07726 John S. Truhan Consulting $5,997 Engineers P.O. Box K Manasquan, NJ 08736 O. Kara at Lacey, LLC's 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ New Jersey Natural Gas $196,921 1415 Wyckoff Road Belmar, NJ 07719 Mathis Construction $159,142 1510 Route 539 Tuckerton, NJ 08087 Capra, Robert and Annette Deposit $87,890 8 Carolyn Road Belleville, NJ 07109 Carson, Jill Deposit $62,610 2802 Jockey Hollow Drive Toms River, NJ 08755 Landscape Maintenance $45,000 Services 119 Wall Street Princeton, NJ 08540 Sunrise Concrete Company $29,819 P.O. Box 435 Rushland, PA 18956 Spagnola, John and DaSilva, Deposit $25,252 Cidalia 194 Corbin Court Lakewood, NJ 08701 Michael J. Wright $20,779 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 Property Dev. Services II, $13,002 Inc. 700 Hooper Avenue Toms River, NJ 08753 Strober Building Supply, $12,754 Inc. 81 Kresson Road Haddonfield, NJ 08033 Atlantic City Electric Co. $12,738 P.O. Box 4875 Trenton, NJ 08650 Androcy, Evan and Smith, Deposit $11,000 Kim 2205 Sweetwood Drive Forked River, NJ Atlantic Fence Co. $8,685 P.O. Box 623 Tuckerton, NJ 08087 Township of Lacey $4,826 818 West Lacey Road Forked River, NJ 08731 Kline Construction $2,145 240 Waveland Avenue Absecon, NJ 08201 Woodhaven Lumber & $1,786 Millwork P.O. Box 870 Lakewood, NJ 08701 Advanced Site and Utility $1,750 Contr. 1201 Wilkinson Drive Toms River, NJ 08755 East Coast Site Work $1,574 6 Dickens Court Howell, NJ 07731 Johnny on the Spot $175 3168 Bordentown Road Old Bridge, NJ 08857 P. The Landings at Manahawkin, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Kaye, Leonard and Margaretia Deposit $78,863 72 Middlehill Road Colonia, NJ 07067 Township of Stafford $75,077 260 East Bay Avenue Manahawkin, NJ 08050 Scher, Marc and Michele Deposit $68,497 24 Pawnee Raod East Brunswick, NJ 08816 Pacelli, Anthony Deposit $67,343 224 Terrace Lake Drive Butler, NJ 07405 Thoman, Kenneth and Suzanne Deposit $63,123 14 Lowell Court Brick, NJ 08724 Nelligar, Steven and Denise Deposit $57,844 3800 Waldo Avenue Bronx, NY 10463 McGann, Brian Deposit $57,744 2 Jones St. Apt. 5 Jersey City, NJ 07306 Bagoff, Robert DMD Deposit $57,730 77 Clarken Drive West Orange, NJ 07052 Rebeck, Richard and Arlene Deposit $56,771 366 Alden Way North Brunswick, NJ 08902 Wetzel, Lance and Susan Deposit $55,519 31 Southwycke Lane Warwick, NY 10990 LaMastro, Eugene Deposit $55,344 2 Mountainside Drive Randolph, NJ 078692217 Madia, June and Frank Deposit $55,197 11 Windsor Road Morris Plains, NJ 07950 Hymanson, Helen Deposit $54,967 185 Prospect Avenue, Apt. 12G Hackensack, NJ 07601 Gattie, Marie and Frantz, Deposit $54,748 Jennifer 62 Ludlow Road Parsippany, NJ 07054 Poultney, Robert and Carolyn Deposit $52,789 3 Red Hill Road Warren, NJ 07059 Freeman, Kevin Deposit $52,072 23 Wimblet Court Edison, NJ 08817 Thomas/Pejkovic, Michael Deposit $51,188 2253 Ridge Street Yorktown Heights, NY 10598 Weiss, Michael and David Deposit $51,142 22 Shady Stream Road Barnegat, NJ 08005 Forcier, Vickie Deposit $50,471 147 Hankins Road Hightstown, NJ 08520 Lucarello, Arlene and Pat Deposit $49,818 332 Moonlight Drive Piscataway, NJ 08854 Q. Kara at the Tradewinds, LLC's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hirsch, Kevin and Linda Deposit $210,000 700 Monteray Boulevard NE Saint Petersburg, FL 33704 Township of Sea Bright $10,539 1167 Ocean Avenue Rumson, NJ 07760 Sunrise Concrete Company $2,600 P.O. Box 435 Rushland, PA 18956 Lynch Guilano & Associates $1,625 Terrace Professional Bldg. Brick, NJ 08723 Michael J. Wright $1,086 Construction Co., Inc. 16 Madison Avenue Toms River, NJ 08753 GE Cap Modular Space $445 530 East Swedesford Wayne, PA 19087 Bailey Square Janitorial $350 Inc. 16 South Street Freehold, NJ 07728 Vintage $339 811 Sixteenth Avenue Belmar, NJ 07719 BP Associates $334 52A Highway 79 Marlboro, NJ 07746 Willis Construction Services $300 25B Vreeland Road Florham Park, NJ 07932 Tradewinds Homeowners Unknown Association Attn: Midlantic Property Management 315 Raritan Avenue Highland Park, NJ 08904 R. Kara at Buckley Estates, LLC's 10 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Goyal, Janak and Manju Deposit $205,671 8 Disbrow Road Matawan, NJ 07747 Nagarsheth, Harish and Deposit $187,035 Veena 10 Plowshare Court Marlboro, NJ 07746 Bhatia, Rajiv and Amita Deposit $150,665 26 Buttonwood Drive Marlboro, NJ 07746 Martin, Harold J. and Deposit $127,390 Premise D. 42 Witherspoon Way Marlboro, NJ 07746 Ahmad, Aziz Deposit $124,993 35 Matthew Place Staten Island, NY 10305 Township of Marlboro $22,605 1979 Township Drive Marlboro, NJ 07746 Hanson Engineering Inc. $1,250 7 Doig Road Wayne, NJ 07470 Imagistics $260 7555 E. Hampden Avenue Denver, CO 80231 Wanaque Water Dept. $32 P.O. Box 47 Wanaque, NJ 07465 Culligan $14 305 Clearview Road Edison, NJ 08837 S. Kara at Dayna Court, LLC's 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fried, Jerold and Tammy Deposit $134,382 28 Pacific Avenue Bayville, NJ 08721 Vu, Tram Anh Deposit $110,000 718 Spruce Hill Drive Toms River, NJ 08753 Leopoidevin, Jeff and Losito Deposit $91,090 Frank 1 Shorin Way Manchester Township, NJ 08759 Mazzei, Rocco Deposit $37,500 115 Mesa Verde Lane Howell, NJ Verizon $22,800 P.O. Box 4833 Trenton, NJ 08650 ManzoMaroba Construction $18,000 Beacon Hill Place Morganville, NJ 07751 Jillette Advertising Inc. $15,899 746 Highway 34 Matawan, NJ 07747 Control Layouts, Inc. $6,099 271 Cleveland Avenue Highland Park, NJ 08904 Menlo Engineering Assoc Inc. $4,489 261 Cleveland Avenue Highland Park, NJ 08904 Meridan Engineering Group $4,487 Inc. 33 Wood Avenue South Iselin, NJ 08830 Township of Dover $4,020 P.O. Box 48044 Newark, NJ 07101 Art Associates Design Group $424 Matawan, NJ 07747 Difrancesco, Bateman, Coley $387 15 Mountain Blvd Warren, NJ 07059 Magrann Associates Corp. $135 240 West Route 38 Moorestown, NJ 08057 T. Country Club Estates by Kara, LLC's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wolfrom, Jeffrey and Lynn Deposit $142,546 319 Aster Circle Kennett Square, PA 19348 Caufield, Richard and Judith Deposit $101,225 197 Maple Street Roselle Park, NJ 07204 Township of Little Egg $18,923 Harbor 665 Radio Road Tuckerton, NJ 08087 Guardian Protection Services $13,705 204 Diplomat Drive Philadelphia, PA 19113 Township of Little Egg $11,118 Harbor 665 Radio Road Tuckerton, NJ 08087 Vintage $3,369 811 Sixteenth Avenue Belmar, NJ 07719 All County Aluminum $1,350 560 Cross Street Lakewood, NJ 08701 Brennan Contracting $930 349 Appletree Drive Levittown, PA 19055 Sunrise Concrete Company $560 P.O. Box 435 Rushland, PA 18956 Willis Construction Services $554 25 B Vreeland Road Florham Park, NJ 07932 Zahn Transportation $552 P.O. Box 158 Manchester Township, NJ 08759 Adams Rehmann & Heggan $540 850 South White Horse Pike Hammonton, NJ 08037 Greenscape Landscaping $350 727 Cornwallis Drive Mount Laurel, NJ 08054 Top Coat Paving Inc. $340 P.O. Box 7 Lanoka Harbor, NJ 08734 Bailey Square Janitorial Inc. $340 16 South Street Freehold, NJ 07728 Michael J. Wright $310 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Owen, Little & Associates $175 443 Atlantic City Blvd. Beachwood, NJ 08722 Landscape Maintenance $128 Services 119 Main Street Princeton, NJ 08540 U. Horizons at Woodlake Greens, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Township of Lakewood $99,651 231 Third Street Lakewood, NJ 08701 Mueller, Constance Deposit $86,043 608 Oceanview Road Brielle, NJ 08730 Smallwood, John and Mary Deposit $75,285 Ann 13326 Ocean Avenue Rumson, NJ 07760 Dennery, John and Elsa Deposit $73,212 10 Wood Drive Morris Plains, NJ 07950 HindsSamuels, Patricia Deposit $67,797 172-32 133rd Avenue Apt. 10G Jamaica, NY 11434 Straniero, Salvatore J. and Deposit $65,523 Amelia 397 Middle Road Hazlet, NJ 07730 Leonard, John M and Mary C. Deposit $61,089 148 Dorset Drive Clark, NJ 07066 Kalamaras, Rosemary and Deposit $59,402 Louis 5 Dryden Road Brick, NJ 08724 Balducci, Carol Deposit $55,535 15 Bunker Hill Drive Old Bridge, NJ 08857 Rienzo, Elizabeth A. Deposit $53,467 144 N. Hampton Drive Leonardo, NJ 07737 Giannetti, Patrick A. and Deposit $52,540 Gayle T. 4 Ellison Avenue Edison, NJ 08820 Yetto, Marianne Deposit $49,460 1420 Bay Ridge Parkway Brooklyn, NY 11228 DeGrusso, Ross and Jean Deposit $49,200 360 Colon Avenue Staten Island, NY 10308 Albietz, Paul J. and Deposit $49,178 Elaine M. 2231 Franklin Drive Belmar, NJ 07719 Greco, Paolino and Elena Deposit $47,038 1805 Meadow Road Belmar, NJ 07719 Hensler, George and Hilma Deposit $35,245 26 Lenox Avenue Cranford, NJ 07016 Craggen, Janet Deposit $32,407 35 Lafayette Drive Hazlet, NJ 07730 Hira, Gurvir and Daljeet Deposit $31,976 21 Surrey Drive Old Bridge, NJ 08857 Bercovicz, Israel and Sarah Deposit $21,282 10 Lambert Johnson Drive Asbury Park, NJ 07712 Lindstrom, Diessner & $1,216 Carr PC 136 Drum Point Road, Suite 6 Brick, NJ 08723 V. Estates at Galloway Woods, LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Strober Building Supply $103,382 Truss 81 Kresson Road Haddonfield, NJ 08033 Russo, Robert and Kelly Deposit $96,657 10 Seminde Street Monroe Township, NJ 08831 Dechavez, Maria Deposit $80,388 94 Tennyson Street Carteret, NJ 07008 Chandler, Stephen and Jen Deposit $39,528 1079 Bally Bunion Drive Egg Harbor City, NJ 08215 Menser's Heating & Air $33,593 800 Park Avenue Lakewood, NJ 08701 Alfano, Phyllis and Durden, Deposit $30,347 Gerald 2348 Linwood Avenue2P Fort Lee, NJ 07024 RWZ Stairs and Rails $24,580 520 James Street Lakewood, NJ 08701 Property Dev. Services, Inc. $14,192 700 Hooper Avenue Toms River, NJ 08753 Sunrise Concrete Company $13,012 P.O. Box 435 Rushland, PA 18956 Waters and Bugbee Inc. $10,091 75 South Gold Drive Trenton, NJ 08691 Strober Building Supply Inc. $8,300 81 Kresson Road Haddonfield, NJ 08033 East Coast Site Work $8,084 6 Dickens Court Howell, NJ 07731 Shoreline Plumbing & $6,259 Heating 447 Stage Road Tuckerton, NJ 08087 Township of Galloway $5,187 300 East Jimmie Leeds Road Absecon, NJ 08205 Michael J. Wright $4,795 Construction Co. 16 Madison Avenue Toms River, NJ 08753 Johnny on the Spot Inc. $1,575 3168 Bordentown Road Old Bridge, NJ 08857 Builders First Source $1,464 20 South Middlesex Avenue Monroe Township, NJ 08831 Advanced Site and Utility $1,400 Contr. 1201 Wilkinson Drive Toms River, NJ 08755 Manzo-Maroba Construction $1,251 Beacon Hill Place Morganville, NJ 07751 Johannessen & Leone $749 Associates Lansdale, PA 19446 W. The Shores at Little Egg Harbor, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Landscape Maintenance Services $18,923 491 Amwell Road Building 1, Suite 100 Hillsborough, NJ 08844 Top Coat Paving, Inc. $3,369 P.O. Box 7 Lanoka Harbor, NJ 08734 Bailey Square Janitorial Inc. $930 16 South Street P.O. Box 767 Freehold, NJ 07728 Advanced Site & Utility $900 Keystone/Maxx $580 Strober Building Supply, Inc. $560 Vintage $554 Zahn Transport, Inc. $552 Greenscape Landscaping $450 Atlantic City Electric Co. $422 Brennan Contracting $350 Sunrise Concrete Company $340 Adams, Rehmann & Heggan $340 All County Aluminum, Inc. $340 Willis Construction Services $310 Township of Little Egg Harbor $175 Michael J. Wright $135 Guardian Protective Services $128 Robert Boehm Unknown Evans, Sean and Levitt, Dorian Unknown X. Kara of Monmouth, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Maser Consulting $5,000 One River Centre, Building 2 Red Bank, NJ 07701 Willis Construction Services $4,369 25B Vreeland Road Florham Park, NJ 07932 WJE $2,673 P.O. Box 71801 Chicago, IL 60694 Almost Home, Inc. $1,350 Sunrise Concrete Company $1,321 Bailey Square Janitorial Inc. $900 Cerullo Fire Protection $830 Blue Ridge Drywall $450 Mobility Elevator & Lift Co. $315 Home Depot/GECF $300 CME Associates $288 Kirkpatrick and Lockhart $276 Jersey Central Power and Light $214 New Jersey Natural Gas $168 Johnny on the Spot $101 New Jersey American Water $17 ACH Concrete Corp. Unknown Mary Anis Unknown Aspen Woods Homeowner's Association, Inc. Unknown Barnett, Sanford and Annette Unknown Y. Bridgepointe at Harbor Heights, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ ICS LLC $97,968 P.O. Box 363 Momnouth Junciton, NJ 08852 Township of Old Bridge $39,000 One Old Bridge Plaza Old Bridge, NJ 08857 Robert McGowan $25,083 P.O. Box 8 South Amboy, NJ 08879 Michael J. Wright $17,932 The Esposito Group LLC $15,000 Willis Construction Services $14,104 Manzo-Maroba Construction $3,101 J. Manzo Recycling Co. $2,535 Live Oak Landscaping Contractors $1,935 Joe Mollis $1,546 Agim Kargjozi $1,500 Bill Stroud Excavating $1,500 Bailey Square Janitorial Inc. $1,070 Residential Warranty Corp. $498 Home Depot/GECF $40 Mike and Joan Addeo Unknown Mohammed Ahmed Unknown Herman and Teresa Alstong Unknown Zamen Au/lau Unknown Boateng Unknown Z. Kara of Middlesex, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Marlboro Lawn Inc. $40,130 146 Route 79N P.O. Box 122 Marlboro, NJ 07746 Sunrise Concrete Company $5,300 P.O. Box 435 911 Millcreek Road Rushland, PA 18956 Willis Construction Services $4,714 25B Vreeland Road Florham Park, NJ 07932 Manzo-Maroba Construction $4,300 The Esposito Group LLC $3,172 Scheer's Inc. $2,291 First Choice Construction $1,900 East Coast Site Work $1,790 National Waterproofing Inc. $825 Straight Edge Striping $750 A-1 Bracket $700 All Seasons Maintenance $680 Jersey Central Power and Light $314 John Peterman Trucking $280 Bailey Square Janitorial Inc. $275 Storm Master Co., Inc. $175 All County Aluminum Inc. $140 Home Depot/GECF $104 Township of Monroe $25 Rocky and Antoinette Barletta Unknown AA. Kara at Emerald Hill, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Tile It, Inc. $68,084 101 Park Avenue Manalapan, NJ 07726 RWZ Inc. Stairs & Rails $47,102 520 James Street Lakewood, NJ 08701 First Choice Construction $39,675 560 Tinton Avenue Eatontown, NJ 07724 The Esposito Group LLC $38,671 Shoreline Plumbing & Heating $36,133 A-1 Bracket $34,529 Benchmark, Inc. $34,270 Integrated Home Technologies $29,278 Ferguson Enterprises $26,930 Century Kitchens, Inc. $24,897 BP Associates $20,586 Home Remodeling Concepts $19,881 Innovative Heating and Cooling $19,810 Township of Marlboro $19,207 ACH Concrete Corp. $12,823 Construction Pros Corp. $12,776 Strober Building Supply, Inc. $11,064 Quality Insulation, LLC $7,586 WB Drilling, Inc. $6,697 Jersey Central Power and Light $6,445 AB. Kara at Evergreen Estates, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ A-1 Bracket $44,904 145 West Philadelphia Avenue Morrisville, PA 19067 Owen Little & Associates Inc. $15,387 443 Atlantic City Boulevard Beachwood, NJ 08722-4003 Vintage $10,260 811 Sixteenth Avenue Belmar, NJ 07719 Sunrise Concrete Company $5,950 Lou's Electric $5,911 Property Dev. Services II, Inc. $5,049 Landscape Maintenance Services $3,975 Scheer's Inc. $3,000 RWZ Inc. Stairs & Rails $2,549 Straight Edge Striping $2,485 ADE, Inc. $2,228 Advanced Site & Utility $2,100 Browning Landscape $1,860 Strober Building Supply, Inc. $1,796 Century Kitchens, Inc. $1,728 Michael J. Wright $1,510 AII Concepts $1,161 Bailey Square Janitorial Inc. $946 All County Aluminum Inc. $810 RC Shea & Associates $793 AC. Kara at North Haledon, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Borough of North Haledon $42,539 Municipal Building 103 Overlook Avenue Haledon, NJ 07508 Bill Stroud Excavating $13,282 81 River Road Flanders, NJ 07836 Home Remodeling Concepts $6,500 4 Dale Drive Fairfield, NJ 07004 JV Excavators & Contractors, LLC $5,500 Vintage $5,175 RWZ Inc. Stairs & Rails $4,762 G.E. Cap Modular Space $3,389 EWG $1,634 Aldo Carpets, Inc. $1,585 A-1 Bracket $900 Obar Systems, Inc. $500 Grinnell Recycling $325 Diamond Finish Restoration $254 Home Depot/GECF $233 Guardian Air Care Inc. $225 K&M Contracting Inc. $212 Amber Plumbing & Heating $160 Weissman Engr. Co., P.C. $130 Hecht Trailers Inc. $95 Wagner Electric Corp. $90 AD. Kara at Island Breeze, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Najarian Associates $4,300 1 Industrial Way West Eatontown, NJ 07724 Home Safety Products $3,621 315 Raritan Avenue Highland Park, NJ 08904 C&R Plumbing & Heating $3,330 822 Route 9 Lanoka Harbor, NJ 08734-1707 Landscape Maintenance Services $3,000 Runyon $2,544 Aquatic Services $2,452 Sunrise Concrete Company $2,238 Bell Concrete $1,862 Builders First Source $1,133 Atlantic City Electric Co. $929 Art Associates Design Group $920 Vintage $594 R&T Contractors $565 Jersey Shore Seamless Gutters $525 Blue Ribbon Roofing and Siding $355 Woodhaven Lumber & Millwork $290 Verizon $210 Bailey Square Janitorial Inc. $190 RWZ Inc. Stairs & Rails $175 Reynolds Painting Group LLC $150 AE. Kara at Island Crest, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Robcon Builders $6,700 145 West Philadelphia Avenue Morrisville, PA 19067 Mitchell Hardware $2,696 235 Delsea Drive Sewell, NJ 08080 Moon Site Management $964 1955 Quarry Road Morrisville, PA 19067 Home Depot/GECF $786 Blue Ribbon Roofing and Siding $550 ADE, Inc. $425 Bailey Square Janitorial Inc. $420 Marturano Recreation Company $301 Willis Construction Services $264 Wagner Electric Corp. $225 Woodhaven Lumber & Millwork $126 Najarian Associates $100 Verizon $34 Mountain Millwork Inc. $18 Stafford Township $0 Di and Voight, Quido Bartola Unknown Ken and Ellen Bernabe Unknown Dennis Carollo Unknown Cochran Unknown Frank Crowley Unknown AF. Kara at Island Gate, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ RC Shea & Associates $14,324 244 Main Street Toms River, NJ 08753 A-1 Bracket $7,500 145 West Philadelphia Avenue Morrisville, PA 19067 Bailey Square Janitorial Inc. $7,095 16 South Street P.O. Box 767 Freehold, NJ 07728 Art Associates Design Group $6,519 EWG $3,496 Najarian Associates $3,350 Moon Site Management $3,244 Sunrise Concrete Company $1,633 Willis Construction Services $1,181 Atlantic City Electric Co. $1,067 MGS Corp. $988 M&Z Engineering $695 Verizon $678 East Coast Site Work $636 Michael J. Wright $451 RWZ Inc. Stairs & Rails $429 Vintage $339 Office Max $170 Dreifuss-Prebilt, Inc. $145 Blue Ribbon Roofing and Siding $145 AG. Island Woods Estates by Kara Homes, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ RC Shea & Associates $14,256 244 Main Street Toms River, NJ 08753 Willis Construction Services $12,709 25B Vreeland Road Florham Park, NJ 07932 Gene Lieb $12,560 439 B Route 34 Matawan, NJ 07747 Berry, Sahradnik, Riordan & Benson P.C. $8,289 Sunrise Concrete Company $5,983 Najarian Associates $5,320 All Concepts $3,735 Atlantic City Electric Co. $3,541 Property Development Services II, Inc. $2,850 Century Kitchens, Inc. $2,241 Straight Edge Striping $2,150 Liberty Overhead Inc. $848 Monmouth Carpet & Upholstery $620 Lou's Electric $620 Imagistics $615 Stafford Township Tax Collector $602 Landscape Maintenance Services $267 Owen Little & Associates Inc. $216 Woodhaven Lumber & Millwork $180 Wagner Electric Corp. $157 AH. Kara at Kensington Hill, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Property Dev. Services II, Inc. $11,680 700 Hooper Avenue Toms River, NJ 08753 Scheer's Inc. $5,537 601 Oakmont Street, Suite 400 Westmont, IL 60559 East Coast Site Work $3,012 6 Dickens Court Howell, NJ 07731 G&R Trimming Contractors, Inc. $2,925 Willis Construction Services $2,105 Above All Heat $1,498 Vintage $1,442 Mr. John $1,429 Shoreline Plumbing & Heating $1,215 All County Aluminum Inc. $1,206 Fortune Insulation Contracting $1,105 A-1 Bracket $992 Dover Township $538 Sunrise Concrete Company $538 Garden State Precast, Inc. $378 National Waterproofing Inc. $375 Home Depot/GECF $343 Jersey Central Power and Light $312 JSW Inc. $397 Johnny on the Spot $193 AI. Kara at Lakeshore Harbor, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Borough of Mt. Arlington $1,824 419 Howard Boulevard Mount Arlington, NJ 07856 Thermal Design, Inc. $626 11 Timber Lane Marlboro, NJ 07746 Willis Construction Services $450 25B Vreeland Road Florham Park, NJ 07932 Wagner Electric Corp. $230 Jason and Kustra Albert Unknown Mark and Darlene Anderson Unknown Christina Andreano Unknown Nikki Aquino Unknown Jim Baccaro Unknown Borough of Mt. Arlington Unknown Ingrid Burke Unknown Caffrey Unknown Ms. Calabro Unknown Jim and Bletlko, Cindi Carrier Unknown Dean Cary Unknown Club House (Lirelle) Unknown Rosemarie Cohen Unknown Thomas and Julianne Conklin Unknown D&C Electrical Contractors Inc. Unknown Frank and Paula Darling Unknown AJ. K & W Builders, Inc.'s Three Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Sayed Arafa Unknown 598 Somerset Toms River, NJ 08753 Dillon Unknown 607 Somerset Toms River, NJ 08753 Township of Dover Unknown 33 Washington Street P.O. Box 728 Toms River, NJ 08754-0728 AK. Kara at Cedar Grove, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Willis Construction Services $3,609 25B Vreeland Road Florham Park, NJ 07932 Floors, Inc. $931 2 Campus Drive Burlington, NJ 08016 Bailey Square Janitorial Inc. $750 16 South Street Freehold, NJ 07728 Terry Gribben's Transcription Service $740 Staples Acc#NY@012185 $166 George and Lynn Anderson Unknown Kemel Aydin Unknown Matt and Amy Bales Unknown Jason and Jill Bergman Unknown Lee and Gene Blumenthal Unknown Hany S. Brollesy Unknown Pete and Karen Bruzzo Unknown Capobianco Unknown Tracey and Anthony Castellano Unknown Nancy Cattle Unknown Ceder Grove Township Unknown Chris and Melanie Cervino Unknown Tony Chuen/Xiang Unknown Jerry Colombino Unknown Cun Gaung Lin Unknown AL. Sterling Woods at Barnegat, LLC's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ EWG $4,408 215 First Street Dunellen, NJ 08812 Willis Construction Services $3,370 25B Vreeland Road Florham Park, NJ 07932 Jersey Central Power and Light $3,071 c/o Daniel F. Sahin, P.C. P.O. Box 838 Clarksburgh, NJ 08510 East Coast Funding, LLC $2,940 East Coast Site Work $2,862 WSB Engineering Group, P.A. $2,502 All Concepts $1,353 T.C. & Associates, Inc. $838 Blue Ribbon Roofing and Siding $820 Better Than the Rest Cleaning $375 National Waterproofing Inc. $375 Johannessen & Leone $345 East Lake Interiors LLC $300 Strober Building Supply, Inc. $266 Zee Medical Inc. $193 New Jersey Natural Gas $175 Western Pest Services $159 Johnny on the Spot $30 Costa Unknown Leonora Dattilo Unknown AM. Kara at Tallymawr, LLC 's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Sunrise Concrete Company $35,889 P.O. Box 435 911 Millcreek Road Rushland, PA 18956 Willis Construction Services $28,553 25B Vreeland Road Florham Park, NJ 07932 Krupnick Family Trust $24,748 1400 River Avenue Lakewood, NJ 08701 G&R Trimming Contractors, Inc. $24,735 Big Jim's $19,559 Fenton Tile Company $17,565 A-1 Bracket $13,948 All County Aluminum, Inc. $10,270 Dover Township $8,823 Richard Brand $8,622 Integrated Home Technologies $8,018 East Lake Interiors LLC $6,522 Shoreline Plumbing & Heating $6,308 Mr. John $5,450 RWZ Inc. Stairs & Rails $5,295 Dover Township $5,000 Menser's Heating and Air, Inc. $4,853 Four Seasons Insulation Corp. $4,500 Berry Sahradnik Riordan & Benson P.C. $3,531 Strober Building Supply, Inc. $2,590 AN. Kara at White Oak, LLC's 18 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Whirlpool Corp. $431 P.O. Box 532415 Atlanta, GA 30353-2406 Scheer's Inc. $159 601 Oakmont Street, Suite 400 Westmont, IL 60559 Willis Construction Services $132 25B Vreeland Road Florham Park, NJ 07932 Thomas and Karen Aballo Unknown Cotelo Unknown Filipone Unknown Debbie Guarino Unknown Suzanne Heagan Unknown Mahesh Khemraj Unknown Kleissler/Milazzo Unknown Lewis Unknown Dr. and Hema Mehta Unknown Roger Shupe Unknown Denis and Eileen Speranza Unknown Ed and Diana Sunday Unknown Township of Dover Unknown Universal Forest/Eastern Division, Inc. Unknown Gabe Vitale Unknown AO. Kara at Berkeley, LLC's 19 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Township of Berkeley $40,296 627 Pinewald-Keswick Road P.O. Box B Bayville, NJ 08721-0287 Willis Construction Services $5,764 25B Vreeland Road Florham Park, NJ 07932 Bell Concrete Inc. $2,716 40 Pine Avenue Freehold, NJ 07728 Oswald Enterprises, Inc. $1,850 Wagner Electric Corp. $1,180 Michael J. Wright $810 M&Z Engineering $650 Jersey Central Power and Light $473 RWZ Inc. Stairs & Rails $452 Coast Bath Resurfacing $365 C&L Sweeper Services $243 Keystone/Maxx KSD Corp. $120 All County Aluminum Inc. $50 Home Depot/GECF $37 Century Kitchens, Inc. $21 Cesar and Luz Unknown Laura Anderson Unknown Ozzie and Margie Berrios Unknown Better Than the Rest Cleaning Unknown AP. Kara at Madison, LLC's 11 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Bayshore Regional S.A. $228,021 Wilentz Goldman and Spitzer $57,279 99 Woodbridge Center Drive Woodbridge, NJ 07095-0958 Kirkpatrick and Lockhart $10,478 One Newark Center Newark, NJ 07102 Township of Aberdeen $5,328 T&M Associates $5,165 Harlyn Associates $1,500 Maser Consulting $1,410 Roy T. Deboer, P.A. $260 Michael and Teresa Batson Unknown Anthony and Helen Scarpa Unknown Township of Aberdeen Unknown AQ. KH Builders, LLC's 11 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Bass unknown 1156 No. Maple Avenue Toms River, NJ 08755 Sadeghi, Frank and Guisella unknown 1194 No. Maple Avenue Toms River, NJ 08755 Township of Dover unknown 33 Washington Street P.O. Box 728 Toms River, NJ 08754-0728 KARA HOMES: Can Borrow Up to $8 Million from Plainfield ------------------------------------------------------- The Honorable Michael B. Kaplan of the United States Bankruptcy Court for the District of New Jersey authorized Kara Homes Inc., Kara at Hawkins Ridge LLC and their debtor-affiliates to borrow, on a final basis, in a maximum amount of $7,999,217 from Plainfield Specialty Holdings II Inc. The Debtors said that the proceeds of the credit facility will be use to fund: a. the completion of the construction of certain of Hawkins Ridge's properties; and b. fees and expenses related to the Plainfield facility and other expenses, including a facility fee of $57,000 and a repayment fee of 1% of all advances to be repaid under the Plainfield facility. The Plainfield facility, totaling $7,999,217, bears an interest rate of 12% per annum. In exchange for the financing under the Plainfield facility, Kara Homes tells the Court that Hawkins Ridge will grant Plainfield a blanket priming lien, superior to all other liens, claims and security interests of any other creditors on all of Hawkins Ridge's present and future assets. Headquartered in East Brunswick, New Jersey, Kara Homes Inc. aka Kara Homes Development LLC, builds single-family homes, condominiums, town homes, and active-adult communities. The company filed for chapter 11 protection on Oct. 5, 2006 (Bankr. D. N.J. Case No. 06-19626). On Oct. 9, 2006, nine affiliates filed separate chapter 11 petitions in the same Bankruptcy Court. On Oct. 10, 2006, 12 more affiliates filed chapter 11 petitions. On June 8, 2007, 20 more affiliates filed separate chapter 11 petitions. David L. Bruck, Esq., at Greenbaum, Rowe, Smith, et al., represents the Debtors. Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard represents the Official Committee of Unsecured Creditors. Traxi LLC serves as the Debtors' crisis manager. The Debtors engaged Perry M. Mandarino as chief restructuring officer, and Anthony Pacchia as chief financial officer. When Kara Homes filed for protection from its creditors, it listed total assets of $350,179,841 and total debts of $296,840,591. KARA HOMES: Court Approves WTAS as Tax Return Preparers ------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey gave Kara Homes Inc. permission to employ Wealth and Tax Advisory Services Inc. as its special tax return preparers. The firm is expected to assist the Debtor in preparing the tax returns for the year ending Dec. 31, 2006. The Debtor tells the Court that the firm estimates it fees to total $267,000 for preparing the Debtor's tax returns, plus out- of-pocket expenses. George T. Lyons, CPA, a member of the firm, assures the Court the he does not hold any interests adverse to the Debtor's estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Mr. Lyons can be reached at: George T. Lyons Certified Public Accountant Wealth and Tax Advisory Services Inc. 452 Fifth Avenue, 23rd Floor New York, NY 10018 Tel: (212) 525-4700 Fax: (212) 525-4797/8/9 http://www.wealth-tax.com/ Headquartered in East Brunswick, New Jersey, Kara Homes Inc. aka Kara Homes Development LLC, builds single-family homes, condominiums, town homes, and active-adult communities. The company filed for chapter 11 protection on Oct. 5, 2006 (Bankr. D. N.J. Case No. 06-19626). On Oct. 9, 2006, nine affiliates filed separate chapter 11 petitions in the same Bankruptcy Court. On Oct. 10, 2006, 12 more affiliates filed chapter 11 petitions. On June 8, 2007, 20 more affiliates filed separate chapter 11 petitions. David L. Bruck, Esq., at Greenbaum, Rowe, Smith, et al., represents the Debtors. Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard represents the Official Committee of Unsecured Creditors. Traxi LLC serves as the Debtors' crisis manager. The Debtors engaged Perry M. Mandarino as chief restructuring officer, and Anthony Pacchia as chief financial officer. When Kara Homes filed for protection from its creditors, it listed total assets of $350,179,841 and total debts of $296,840,591. KELLWOOD COMPANY: Earns $7.4 Million in First Quarter Ended May 5 ----------------------------------------------------------------- Kellwood Company reported that for the first quarter ended May 5, 2007, its net sales totaled $484.4 million, as compared to $493.8 million in the first quarter last year. Total net earnings were $7.4 million, versus $9.2 million in the first quarter last year. Included in total net earnings for the first quarter were net earnings from discontinued operations of $1.4 million, versus $8.1 million last year. Results of discontinued operations in the 2006 first quarter include a $6.3 million reversal of an allowance for tax exposures no longer deemed necessary due to the finalization of an open tax year. As of May 5, 2007, the company had total assets of $1.5 billion, total liabilities of $842.8 million, and 637.4 million in total stockholders' equity. Working capital of discontinued operations increased $767,000 from April 29, 2006, to May 5, 2007, due to reduced accounts payable and accrued expense balances as the company completes the dispositions and shutdown activities of these businesses. A full-text copy of the company's first quarter report is available for free at http://ResearchArchives.com/t/s?20d4 "We continue to make progress in the execution of our strategy as demonstrated by our first quarter results which reflect the fourth consecutive quarter of year-over-year improvement in gross margin and net earnings," stated Robert C. Skinner, Jr., chairman, president and chief executive officer. "Gerber Childrenswear and Baby Phat continued to excel during the first quarter. In addition, Sag Harbor women's sportswear delivered improved sell through results at retail. Our juniors branded sportswear and dress businesses, consisting of My Michelle and XOXO, also performed well based on our ability to bring trend right product to market. While we recognize that we can still do better, Calvin Klein women's better sportswear showed improvement over the prior year in retail sell through. In addition, based on the initial learnings from consumer preferences, we have made adjustments to our Oscar upcoming merchandise assortments and expect to see better results in the fall." Share Repurchase Program During the first quarter, the company repurchased an additional 137,100 shares or $3.8 million, for an average price of $27.90 per share. Kellwood has now repurchased a total of 2.5 million shares for $64.3 million. There remains the lesser of $10.7 million or 254,885 shares that can be repurchased under the original $75 million stock repurchase authorization. Quarterly Dividend The Board of Directors declared a regular quarterly dividend of $0.16 per common share, payable June 29, 2007 to shareholders of record June 18, 2007. Guidance Mr. Skinner stated, "The retail landscape has and will continue to change as a result of consolidation and the desire of our customers to have their own private brands or exclusive brands from their wholesale partners. Recognizing this changing environment, we developed and began implementing our five year corporate strategy last fall - to reinvigorate our core moderate business, expand into higher profile, better and above price point brands, connect more directly with consumers and utilize our operating infrastructure more efficiently to fund our growth. While not immune to this changing environment, we have confidence that the ongoing execution of our strategies will position our portfolio of brands for sustained growth in sales and profits." For the second quarter of fiscal 2007, the company expects net sales of about $460 million to $470 million, as compared to actual net sales from ongoing operations of $459.6 million in the second quarter of last year. Net earnings from ongoing operations in the second quarter of fiscal 2007 are estimated to be about $9.5 million to $10 million. The company anticipates realizing a gain on the sale of a building in the second quarter of 2007 totaling $1 million after tax. The effective tax rate for the second quarter is expected to be 38%, compared to 33.5% last year. During the second quarter of 2007, the company announced that it would consolidate its warehouse operations by closing its Chico, California distribution center. Restructuring charges of about $4 million are expected to be incurred during the second and/or third quarters of 2007 and the company anticipates realizing a pay back through operating efficiencies over about the next 18 months. For the fiscal 2007 year, the company continues to expect net sales from ongoing operations to be about $2 billion. About Kellwood Kellwood Company (NYSE: KWD) - http://www.kellwood.com/-- is a $2 billion marketer of apparel and consumer soft goods. It specializes in branded as well as private label products, and markets to all channels of distribution with product specific to a particular channel. * * * As reported in the Troubled Company Reporter on April 4, 2007, Moody's Investors Service affirmed Kellwood Company's Ba2 corporate family rating and probability of default ratings as well as the Ba3, LGD5, 70% rating and assessment on the company's senior unsecured notes. The rating outlook remains negative. KEYSTONE AUTOMOTIVE: Posts $8.4 Mil. Net Loss in Qtr. Ended Mar 31 ------------------------------------------------------------------ Keystone Automotive Operations Inc. reported a net loss of $8,460,000 on net sales of $146,250,000 for the first quarter ended March 31, 2007, compared with net income of $476,000 on net sales of $158,225,000 for the same period ended April 1, 2006. The decline in sales compared to the prior year was due to a combination of factors, including expected customer attrition related to the Reliable acquisition in December 2005 as well as a year over year decline in truck and SUV sales. Net sales were also impacted by continued conservative consumer spending on certain discretionary items. The net loss for the quarter ended March 31, 2007, is primarily attributed to the $6.1 million non-cash charge for the write-off of unamortized deferred finance charges, the $1.2 million increase in interest expense related to the debt refinancing that was completed in January 2007 and changes in variable interest rates, the 7.6% decrease in sales, and the $1.0 million increase in selling, general and administrative expense for the three month period ended March 31, 2007, versus the three month period ended April 1, 2006. Income tax expense decreased by $5.4 million to a benefit of $5.1 million for the three month period ended March 31, 2007, from an expense $345,000 for the three month period ended April 1, 2006. Net cash provided by operating activities during the period ended March 31, 2007, was $12.1 million compared with net cash provided by operating activities of $7.7 million for the period ended April 1, 2006. The increase was primarily due to a $37.1 million increase in accounts payable and accrued liabilities partially offset by increases in inventory and accounts receivable of $15.5 million and $6.2 million, respectively. Net cash used in financing activities during the period ended March 31, 2007, was $6.2 million compared to net cash used in financing activities of $617,000 during the period ended April 1, 2006. The period ended March 31, 2007, includes $6.3 million of new deferred finance charges related to the new Credit Agreement. The Credit Agreement refinances and replaces the company's prior senior secured credit agreement dated October 30, 2003. At March 31, 2007, the company's balance sheet showed $714,521,000 in total assets, $534,418,000 in total liabilities, and $180,103,000 in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?20d3 About Keystone Automotive Keystone Automotive Operations Inc. -- http://www.ekeystone.com-- is a distributor and marketer of specialty automotive equipment and accessories in North America, providing product lines from approximately 825 vendors to approximately 23,500 wholesale customers. The company operates four distribution centers and 19 non-inventory stocking cross-docks in the U.S. and Canada, as well as a fleet of approximately 370 trucks that provide multi-day per week delivery and returns covering 42 states and parts of Canada. * * * As reported in the Troubled Company Reporter on June 8, 2007, Moody's Investors Service lowered the Corporate Family and Probability of Default of Keystone Automotive Operations Inc. to B3 from B2. Moody's also lowered the ratings of the company's senior secured term loan to B2 from B1, and its guaranteed senior subordinated notes to Caa2 from Caa1. The outlook remains negative. KOCAIM REALTY: Case Summary & Six Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: Kocaim Realty, L.L.C. 4353 Bronx Boulevard Bronx, NY 10466 Bankruptcy Case No.: 07-11797 Debtor affiliate filing separate Chapter 11 petitions: Entity Case No. ------ -------- 4327-4337 Bronx Boulevard Realty, L.L.C. 07-11799 Chapter 11 Petition Date: June 11, 2007 Court: Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtors' Counsel: Jonathan S. Pasternak, Esq. Julie A. Cvek, Esq. Rattet, Pasternak & Gordon Oliver, L.L.P. 550 Mamaroneck Avenue, Suite 510 Harrison, NY 10528 Tel: (914) 381-7400 Fax: (914) 381-7406 Total Assets: $7,000,000 Total Debts: $5,781,266 A. Kocaim Realty, LLC's Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ C.I.T. Small Business $1,244,041 Lending Corp. 1 C.I.T. Drive Livingston, NJ 07039 Bronx Initiative Corp. $872,148 198 East 161st Street, Suite 201 Bronx, NY 10451 Robert & Priscilla Laster $500,000 5523 Vaugn Road Woodstock, GA 30188 G.D.H. Capital Corp. $500,000 130 Weest Main Street East Islip, NY 11730 H.S.B.C. Bank U.S.A., N.A. $450,000 One H.S.B.C. Center, 26th Floor Buffalo, NY Attention: Edward Flowers, Senior Vice-President B. 4327-4337 Bronx Boulevard Realty LLC's Largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ Joseph Pacerelli $152,000 6 Carlisle Drive Old Brookville, NY 11545 LB-UBS COMMERCIAL: Moody's Junks $3.10 Mil. Class S Certificates ---------------------------------------------------------------- Moody's Investors Service upgraded the ratings of three classes and affirmed the ratings of 17 classes of LB-UBS Commercial Mortgage Trust 2002-C1, Commercial Mortgage Pass-Through Certificates, Series 2002- C1 as follows: -- Class A-2, $57,794,216, Fixed, affirmed at Aaa; -- Class A-3, $242,000,000, Fixed, affirmed at Aaa; -- Class A-4, $457,847,000, Fixed, affirmed at Aaa; -- Class X-CL, Notional, affirmed at Aaa; -- Class X-CP, Notional, affirmed at Aaa; -- Class B, $48,162,000, Fixed, affirmed at Aaa; -- Class C, $18,643,000, Fixed, affirmed at Aaa; -- Class D, $10,875,000, Fixed, affirmed at Aaa; -- Class E, $18,643,000, Fixed, affirmed at Aaa; -- Class F, $24,857,000, Fixed, upgraded to Aaa from Aa1; -- Class G, $20,197,000, Fixed, upgraded to Aa1 from Aa3; -- Class H, $18,643,000, Fixed, upgraded to A1 from A3; -- Class J, $17,089,000, Fixed, affirmed at Baa1; -- Class K, $12,429,000, Fixed, affirmed at Baa3; -- Class L, $13,982,000, Fixed, affirmed at Ba1; -- Class M, $6,214,000, Fixed, affirmed at Ba2; -- Class N, $6,215,000, Fixed, affirmed at Ba3; -- Class P, $6,214,000, Fixed, affirmed at B2; -- Class Q, $4,661,000, Fixed, affirmed at B3; -- Class S, $3,107,000, Fixed, affirmed at Caa2. As of the May 17, 2007 distribution date, the transaction's aggregate certificate balance has decreased by approximately 19.2% to $1.00 billion from $1.24 billion at securitization. The Certificates are collateralized by 122 mortgage loans. The loans range in size from less than 1.0% to 15.7% of the pool, with the top 10 loans representing 37.4% of the pool. Forty-two loans, representing 36.7% of the pool, have defeased and are collateralized by U.S. Government securities. The pool includes three shadow rated loans, representing 23.5% of the outstanding loan balance. Four loans have been liquidated from the pool with realized losses of approximately $284,000. Four loans, representing 2.4% of the pool, are in special servicing. Moody's estimates losses of $4.4 million from all of the specially serviced loans. Fifteen loans, representing 9.4% of the pool, are on the master servicer's watchlist. Moody's was provided with full-year 2005 and partial-year 2006 operating results for 97.4% and 83.1%, respectively, of the pool. Moody's weighted average loan to value ratio for the conduit component is 83.9%, compared to 86.1% at last review and compared to 89.2% at securitization. Moody's is upgrading Classes F, G and H due to a high percentage of defeased loans and increased credit enhancement. The largest shadow rated loan is the Fashion Valley Mall Loan ($157.8 million -- 15.7%), which represents the senior portion of a $186.9 million mortgage loan. The loan is secured by a 1.7 million square foot super-regional mall located in San Diego, California. The mall is a dominant mall in its market. It is anchored by Neiman Marcus, Nordstrom, Saks, Macy's, Bloomingdale's and J.C. Penney. Mall shop occupancy was 99.7% as of December 2006, essentially the same as at securitization. Comparable mall shop tenant sales were $792 per square foot in calendar year 2006, compared to $771 at last review and compared to $556 per square foot at securitization. M oody's current shadow rating is Aaa, compared to Aaa at last review and compared to Aa2 at securitization. The second largest shadow rated loan is the U-Haul Portfolio Loan ($48.1 million -- 4.8%), which consists of four cross collateralized loans secured by 37 self storage facilities located in 20 states. The portfolio includes 16,500 units. Increases in the portfolio's total revenue have been offset by increases in expenses. Nevertheless, the loan has benefited from amortization. Moody's current shadow rating is A3, compared to Baa1 at last review and compared to Baa1 at securitization. The third largest shadow rated loan is the Westfield Portfolio B- Note Loan ($30.1 million -- 3.0%), which represents the subordinate portion of a $120.9 million mortgage loan. The loan is secured by two shopping centers located in California. Downtown Plaza is a 1.2 million square foot mixed use project located in downtown Sacramento. The center consists of 900,000 square feet of retail space and three office buildings totaling 283,000 square feet. Eastland Center is an 870,000 square foot retail center located in West Covina. The financial performance of the portfolio has declined since securitization due to increased vacancy at Downtown Plaza. Moody's current shadow rating is Baa3, compared to Baa3 at last review and compared to Baa2 at securitization. The three largest conduit loans represent 7.5% of the pool. The largest conduit loan is the First Bank and Trust Center Loan ($37.7 million -- 3.8%), which is secured by a 468,000 square foot, 22-story, Class A office building located in Metairie, Louisiana. The property suffered wind and water damage from Hurricane Katrina, but most of the damage has been repaired. As of December 2006 the property was 92.3% occupied, compared to 94.0% at last review and compared to 93.0% at securitization. Overall property performance remained stable. However, a large percentage of the tenant leases expire within the next 24 months. Rents in the New Orleans area and within the subject property have declined. Moody's current LTV reflects a reduced market rate. The loan is on the master servicer's watchlist due to low debt service coverage and Hurricane Katrina. Moody's LTV is in excess of 100.0% compared to 87.1% at last review and compared to 77.2% at securitization. The second largest conduit loan is the Metro Park North Loan ($20.3 million -- 2.0%), which is secured by an 189,000 square foot office building located in Rockville, Maryland. As of December 2006 occupancy was 100.0% the same as at last review and at securitization. Moody's LTV is 82.4%, compared to 85.8% at last review and compared to 96.8% at securitization. The third largest conduit loan is the Food 4 Less Shopping Center Loan ($17.0 million -- 1.7%), which is secured by a 106,075 square foot retail building located in Hollywood, California. Moody's LTV is 81.8%, compared to 86.5% at last review and compared to 87.9% at securitization. LEINER HEALTH: S&P Holds Ratings and Retains Negative CrerditWatch ------------------------------------------------------------------ Standard & Poor's Ratings Services said that the ratings on Carson, California-based Leiner Health Products Inc., including the 'B-' corporate credit rating, would remain on CreditWatch with negative implications. The ratings were originally placed on CreditWatch on March 23, 2007, following the company's announcement that it had voluntarily suspended the production and distribution of all over-the-counter products manufactured, packaged, or tested at its facilities in the U.S. because of U.S. Food and Drug Administration observations about product quality and deficiencies upon inspection of one facility. Subsequently, on April 25, 2007, the company announced that Dr. Reddy's Laboratories was terminating, without Leiner's consent, supply agreements related to certain Leiner OTC products. Recently, on June 7, 2007, the company announced that it was consolidating its OTC Fort Mill, South Carolina, manufacturing facility into its Wilson, North Carolina, and Garden Grove, California, facilities and expects to realize cost savings through plant consolidation and the reduction of operating expenses. "While these announced cost reduction initiatives may aid in restoring profitability in the intermediate term from lost OTC sales, we remains concerned about the company's ability to meet its financial covenant requirements for the quarter ending June 30, 2007, and if necessary, to secure an amendment prior to that date," said Standard & Poor's credit analyst Bea Chiem. "We will continue to closely monitor developments as they occur and assess the impact of lost OTC business on future operating performance," said Ms. Chiem. "We will consider Leiner's ability to manufacture and distribute OTC products under its consolidation plan, regain lost customers, replace products from the DRL supply agreement, meet financial covenants, and maintain adequate liquidity, in resolving the CreditWatch listing." LENOX GROUP: Edward Paolella Named as Chief Accounting Officer -------------------------------------------------------------- Gregg A. Peters, Vice President of Finance, relinquished his duties as principal accounting officer of the company on June 1, 2007, and the Board of Directors elected Edward C. Paolella to the position of Vice President, Controller and Chief Accounting Officer. In his new position, Mr. Paolella will assume the duties of principal accounting officer of the Company. Mr. Paolella, 45 years of age, has been employed in the Lenox, Inc. finance department for approximately 10 years in various positions of increasing responsibility, including serving as Corporate Controller for the past 5 years. Mr. Paolella does not currently serve on any public company boards, and has no family relationships with any director or executive officer of the company. Except for a restricted stock agreement, made as of December 29, 2005, regarding an equity grant for 4,000 shares of company stock, Mr. Paolella is not a party to any transaction with the company or any subsidiary of the company. About Lenox Group Inc. Based in Eden Prarie, Minnesota, Lenox Group Inc (NYSE: LNX) was formed on Sept. 1, 2005, when Department 56 Inc., a designer, wholesaler and retailer of collectibles and giftware products purchased Lenox Inc., a designer, manufacturer and marketer of fine china, dinnerware, silverware, crystal, and giftware products. The company sells its products through wholesale customers who operate gift, specialty and department store locations in the United States and Canada, company-operated retail stores, and direct-to-the-consumer through catalogs, direct mail, and the Internet. Going Concern Doubt As reported in the Troubled Company Reporter on March 20, 2007, Deloitte & Touche, LLP, in Minneapolis, Minnesota, raised substantial doubt about Lenox Group Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2006. The auditor pointed to the company's difficulties in meeting its loan agreement covenants and financing needs. LIBERTY TAX II: Has No Opinion on Peachtree Buyers' Tender Offer ---------------------------------------------------------------- Liberty Tax Credit Plus II L.P. said that it is neutral and has no opinion with respect to whether or not unit holders should tender their units in response to the unsolicited tender offer Peachtree Partners, Ira Gaines and Barry Zemel. The offering parties planned to purchase up to 4.9% of the 115,917 outstanding limited partnership units of Liberty at a price of $55.25 per unit. As Liberty has previously disclosed to its unit holders, Liberty is in the process of liquidating its portfolio of investments in other limited partnerships. It is uncertain at this time how much money, if any, will be realized by the company and its unit holders from the liquidation of Liberty's investments. The company notes that the partnership has made distributions in the past from the disposition of its investments, but that there can be no assurances what further dispositions or distributions, if any, may occur in the future. Liberty further notes that future distributions, if any, may be greater or less than the price of the Offer. The company has not prepared itself or received from any third party any valuations of its investments. Accordingly, Liberty takes no position on whether or not the Offer and its purchase price are attractive or unattractive to unit holders from an economic point of view. The company notes, however, that the administrative fee of $150 per selling investor may substantially reduce the net sales proceeds received by a selling unit holder. Liberty further notes that this $150 "administrative fee" is being charged and received by the Offerors and not by Liberty itself. The company imposes only a $50 fee for its processing of transfer requests. The company also wants to unit holders to consider certain implications of the Offer. First, the Offer raises certain questions about its potential impact on Liberty's tax status for federal income tax purposes. The company is currently treated, and has since its inception been treated, as a partnership and a pass-through entity for federal income tax purposes -- a tax status that is desirable and beneficial to Liberty and its investors. That beneficial tax status might be lost, and Liberty might be taxed as a corporation, if it were deemed to be a "publicly traded partnership" within the meaning of the Internal Revenue Code and certain regulations promulgated by the Internal Revenue Service. It is uncertain whether or not the Offer, if consummated, might cause Liberty to be deemed a "publicly traded partnership" since the Offer by itself and/or in combination with other transfers of Liberty's units, could result in a transfer of more than two percent of the interests in Liberty during the year, which might prevent it from relying on an Internal Revenue Service "safe harbor" protecting against publicly traded partnership treatment. Accordingly, Liberty will only permit units to be transferred pursuant to the Offer if the general partner determines, in its sole discretion, either that the cumulative total number of transfers in any tax year (including transfers prior to the Offer, transfers pursuant to the Offer and any amount reserved for future transfers outside of the Offer) falls within the safe harbor or that the offering parties have provided sufficient assurances and protection to the company, its partners and unit holders to allow the transfers even though the aggregate annual transfers of Liberty units may exceed the two percent safe harbor limitation. Such sufficient assurances and protection by the offering parties would include providing Liberty with: (i) an opinion of counsel that the Offer will not result in Liberty being deemed to be a "publicly traded partnership" for federal income tax purposes; and (ii) an agreement to indemnify Liberty, its partners and its unit holders for any loss or liability relating to any adverse tax consequences arising from the Offer. This legal opinion and indemnity must be in a form and content satisfactory to Liberty and its counsel. Second, the Offering Materials state that the offering parties will not purchase more than 4.9% of Liberty's outstanding units, including in that 4.9% amount the units already owned by the Peachtree entities. The Offering Materials, however, do not state how many units the offering parties already own, so it is impossible to determine from those materials how many units the parties are willing to purchase. Third, unit holders are reminded that any unit holder wishing to sell his, her or its units must complete Liberty's standard transfer and subscription documentation in accordance with Liberty's standard practices and procedures. Among other things, each selling unit holder must individually sign each of the company's required transfer documents. Pursuant to the company's well-established practices and procedures, Liberty does not accept, and will not accept in connection with the Offer, signatures by persons other than the selling unit holder who purport to act based on a power of attorney executed by the unit holder. Persons who wish to sell their units to the offering should so advise them, which will obtain from Liberty, and deliver to the selling unit holder, the required standard transfer documentation. About Liberty Tax Liberty Tax Credit Plus II L.P. invests in other limited partnerships owning leveraged low-income multifamily residential complexes that are eligible for the low-income housing tax credit enacted in the Tax Reform Act of 1986, and to a lesser extent in Local Partnerships owning properties that are eligible for the historic rehabilitation tax credit. * * * As reported in the Troubled Company Reporter on Feb. 28, 2007, the company's balance sheet at Dec. 31, 2006 showed $49,804,757 in total assets, $61,701,595 in total liabilities, resulting in a $12,598,384 stockholders' deficit. Stockholders' deficit was $6,869,110 at March 31, 2006. The company's Dec. 31, 2006 balance sheet also showed strained liquidity with $46,220,824 in total current assets available to pay $61,451,595 in total current liabilities coming due within the next 12 months. LIBERTY TAX III: Remain Neutral on Peachtree's Tender Offer ----------------------------------------------------------- Liberty Tax Credit Plus III L.P. has expressed no opinion and is neutral with respect to whether or not unit holders should tender their units in response to Peachtree Partners, Ira Gaines and Barry Zemel's unsolicited tender offer to purchase up to 4.9% of the 139,101 outstanding limited partnership units of Liberty at a price of $40.75 per unit. As Liberty has previously disclosed to its unit holders, the company is in the process of liquidating its portfolio of investments in other limited partnerships. The company says it is uncertain at this time how much money, if any, will be realized by Liberty and its unit holders from the liquidation of its investments. Liberty notes that the partnership has made distributions in the past from the disposition of its investments, but that there can be no assurances what further dispositions or distributions, if any, may occur in the future. Liberty further notes that future distributions, if any, may be greater or less than the price of the Offer. The company has not prepared itself or received from any third party any valuations of its investments. Accordingly, the company takes no position on whether or not the Offer and its purchase price are attractive or unattractive to unit holders from an economic point of view. The company notes, however, that the administrative fee of $150 per selling investor may substantially reduce the net sales proceeds received by a selling unit holder. Liberty further notes that this $150 "administrative fee" is being charged and received by the offering parties and not by Liberty. The company imposes only a $50 fee for its processing of transfer requests. The company also wants to unit holders to consider certain implications of the Offer. First, the Offer raises certain questions about its potential impact on Liberty's tax status for federal income tax purposes. The company is currently treated, and has since its inception been treated, as a partnership and a pass-through entity for federal income tax purposes -- a tax status that is desirable and beneficial to Liberty and its investors. That beneficial tax status might be lost, and Liberty might be taxed as a corporation, if it were deemed to be a "publicly traded partnership" within the meaning of the Internal Revenue Code and certain regulations promulgated by the Internal Revenue Service. It is uncertain whether or not the Offer, if consummated, might cause Liberty to be deemed a "publicly traded partnership" since the Offer by itself and/or in combination with other transfers of Liberty's units, could result in a transfer of more than two percent of the interests in Liberty during the year, which might prevent it from relying on an Internal Revenue Service "safe harbor" protecting against publicly traded partnership treatment. Accordingly, Liberty will only permit units to be transferred pursuant to the Offer if the general partner determines, in its sole discretion, either that the cumulative total number of transfers in any tax year (including transfers prior to the Offer, transfers pursuant to the Offer and any amount reserved for future transfers outside of the Offer) falls within the safe harbor or that the offering parties have provided sufficient assurances and protection to the company, its partners and unit holders to allow the transfers even though the aggregate annual transfers of Liberty units may exceed the two percent safe harbor limitation. Such sufficient assurances and protection by the offering parties would include providing Liberty with: (i) an opinion of counsel that the Offer will not result in Liberty being deemed to be a "publicly traded partnership" for federal income tax purposes; and (ii) an agreement to indemnify Liberty, its partners and its unit holders for any loss or liability relating to any adverse tax consequences arising from the Offer. This legal opinion and indemnity must be in a form and content satisfactory to Liberty and its counsel. Second, the Offering Materials state that the offering parties will not purchase more than 4.9% of Liberty's outstanding units, including in that 4.9% amount the units already owned by the Peachtree entities. The Offering Materials, however, do not state how many units the offering parties already own, so it is impossible to determine from those materials how many units the parties are willing to purchase. Third, unit holders are reminded that any unit holder wishing to sell his, her or its units must complete Liberty's standard transfer and subscription documentation in accordance with Liberty's standard practices and procedures. Among other things, each selling unit holder must individually sign each of the company's required transfer documents. Pursuant to the company's well-established practices and procedures, Liberty does not accept, and will not accept in connection with the Offer, signatures by persons other than the selling unit holder who purport to act based on a power of attorney executed by the unit holder. Persons who wish to sell their units to the offering should so advise them, which will obtain from Liberty, and deliver to the selling unit holder, the required standard transfer documentation. About Liberty Tax Based in New York City, Liberty Tax Credit Plus III L.P. is a limited partnership, which was formed under the laws of the State of Delaware on Nov. 17, 1988. Liberty Tax Credit's general partners are Related Credit Properties III L.P., a Delaware limited partnership, and Liberty GP III Inc., a Delaware corporation. * * * As reported in the Troubled Company Reporter on Feb. 23, 2007, the company's balance sheet showed $129,386,228 in total assets and $27,156,770 in total liabilities resulting in a $104,125,891 stockholders' deficit at Dec. 31, 2006. The company also had strained liquidity with $101,145,805 in total current assets available to pay $206,452,627 in total current liabilities at Dec. 31, 2006. MAGNA ENTERTAINMENT: Selling San Luis Property for $24 Million -------------------------------------------------------------- Magna Entertainment Corp. agreed to sell San Luis Rey Downs, a training center located on approximately 205 acres in Bonsall, California (approximately 40 miles from San Diego), to a subsidiary of MI Developments Inc., its parent company, in return for cash consideration of $24 million. At April 30, 2007, the net book value of the real estate property and other fixed assets of San Luis Rey Downs was $6.2 million. As the purchaser will need time to obtain the necessary entitlements and other approvals to develop the property, it has agreed to lease the property to a subsidiary of MEC for a three- year period. The triple-net lease provides for a nominal annual rent and is terminable at any time by either party on four months' notice. For many years, San Luis Rey Downs has served as a training center for horses that run primarily at non-MEC racetracks in Southern California. Over the period of its ownership, MEC have offered other racetracks and industry stakeholders the opportunity to participate in the ownership and financial burden of providing the facility for use by the entire industry. MEC have been unable to consummate such a transaction and accordingly, the facility was designated non-core to its operations and has been sold. MEC's consideration of the real estate transactions was supervised by the Special Committee of MEC's board of directors, consisting of Jerry D. Campbell (Chairman), Jennifer Jackson and William J. Menear. The transactions were approved by MEC's board after a favorable recommendation of the Special Committee. About Magna Entertainment Headquartered in Aurora, Ontario, Magna Entertainment Corp. (NASDAQ: MECA; TSX: MEC.A) -- http://www.magnaentertainment.com/ -- owns and operates horse racetracks, based on revenue, acquires, develops, owns and operates horse racetracks and related pari- mutuel wagering operations, including off-track betting facilities. The company also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. The company owns and operates AmTote International Inc., XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, the company has a 50% interest in HorseRacing TV(TM), a 24-hour horse racing television network, and TrackNet Media Group, LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Going Concern Doubt Chartered accountants, Ernst & Young LLP raised substantial doubt of Magna Entertainment Corp.'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 accountants pointed to the company's recurring operating losses and working capital deficiency. MAGUIRE PROPERTIES: Affirms 2007 2nd Quarter Common Stock Dividend ------------------------------------------------------------------ Maguire Properties Inc.'s board of directors has declared its second quarter 2007 common stock dividend of $0.40 per common share. The dividend is payable on July 31, 2007, to common shareholders of record as of June 29, 2007. The company also disclosed that its board has declared a dividend payable on its Series A Preferred Stock for the period of May 1, 2007, through and including July 31, 2007, of $0.4766 per preferred share. The dividend is payable on July 31, 2007, to preferred shareholders of record as of June 29, 2007. Based in Los Angeles, California, Maguire Properties, Inc. (NYSE:MPG) -- http://www.maguireproperties.com/-- owns and operates Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high-quality office properties in the Southern California market. Maguire Properties, Inc. is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. * * * As reported in the Troubled Company Reporter on March 30, 2007, Standard & Poor's Ratings Services lowered its corporate credit ratings on Maguire Properties Inc. and Maguire Properties L.P. to 'BB-' from 'BB'. MERRILL LYNCH: Fitch Rates $25.1 Million Class B Certs. at BB ------------------------------------------------------------- Fitch rates Merrill Lynch Mortgage Investors Trust, Mortgage Loan Asset-Backed Certificates, series 2007-SD1: -- $246.3 million class A and class R 'AAA'; -- $41.8 million class M-1 'AA'; -- $21.8 million class M-2 'A'; -- $19.3 million class M-3 'BBB'; -- $25.1 class B (privately offered)'BB'. The 'AAA' rating on the senior certificates reflects the 35.70% credit enhancement provided by the 10.90% class M-1, 5.70% class M-2, 5.05% class M-3, and 6.55% privately offered class B, along with target overcollateralization of 7.50%. In addition, the ratings on the certificates reflect the quality of the underlying collateral, and Fitch's level of confidence in the integrity of the legal and financial structure of the transaction. The mortgage pool consists of fixed- and adjustable-rate mortgage loans secured by first and second liens on one- to four-family residential properties, with an aggregate principal balance of $383,044,110. As of the cut-off date, May 1, 2007, the mortgage loans had a weighted average current loan-to-value ratio of 90.47%, weighted average coupon of 8.608%, weighted average remaining term to maturity of 335 months and an average principal balance of $157,437. Single-family properties account for 74.00% of the mortgage pool, 2-4 family properties 8.52%, and condos 5.76%. Approximately 94.31% of the properties are owner occupied. The three largest state concentrations are California (19.56%), Florida (14.08%), New York (5.14%). Merrill Lynch Mortgage Investors Inc. deposited the loans into the trust, which issued the certificates, representing beneficial ownership in the trust. LaSalle Bank N.A. will act as Trustee. Wilshire Credit Corporation, rated 'RSS1' by Fitch, will act as Servicer for this transaction. METAMORPHIX INC: March 31 Balance Sheet Upside-Down by $59.1 Mil. ----------------------------------------------------------------- MetaMorphix Inc. reported a net loss of $4,410,151 on revenue of $794,321 for the first quarter ended March 31, 2007, compared with a net loss of $4,085,743 on revenue of $846,017 for the same period ended March 31, 2006. The decrease in revenue was primarily due to the introduction of canine archiving in the first quarter of 2006. Cost of revenues for the first quarter of 2007 was $450,590, a $149,887, or a 25.0% decrease from the $600,477 for the first quarter of 2006. This decrease was primarily related to the launch of the feedlot product line in the first quarter of 2006, which incurred initial costs at a higher level than the stabilized testing costs. Research and development costs were $548,842 for the first quarter of 2007 compared to $579,699 for the same quarter in 2006. General and administrative costs were $1,924,655 for the first quarter of 2007 compared to $1,636,780 for the same quarter of 2006. This $287,875, or 17.6% increase was primarily due to the timing of professional fees associated with the company's SEC filings, including audit, legal and valuation fees. Depreciation and amortization remained stable at $83,811 for the quarter ended March 31, 2007 compared to $77,121 for the quarter ended March 31, 2006. Interest expense and accretion of debt discount increased $151,725, or 9.9%, to $1,685,616 for the first quarter of 2007 from $1,533,891 for the same quarter in 2006. This increase was primarily due to the increase in the average debt balance for the quarter. Debt issue costs increased $37,669, or 8.0%, to $510,958 for the first quarter of 2007 from $473,289 for the first quarter of 2006. This is due to the commissions paid for the 10% Secured Convertible Promissory Notes over the last year, which were deferred and are being amortized over the three-year life of the notes. Other expense of $30,503 for the quarter ended March 31, 2006, primarily related to the change in fair value of the embedded derivative associated with the liquidated damages clause in the registration rights section of the subscription agreement for the 10% Secured Convertible Promissory Notes. At March 31, 2007, the company's balance sheet showed $9,682,423 in total assets and $68,789,245 in total liabilities, resulting in a $59,106,822 total stockholders' deficit. The company's balance sheet at March 31, 2007, also showed strained liquidity with $575,366 in total current assets available to pay $30,202,617 in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?20d2 Going Concern Doubt Deloitte & Touche LLP, in McLean, Virginia, expressed substantial doubt about Metamorphix ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses and negative cash flows from operations, working capital deficiency and significant accumulated deficit. About MetaMorphix Headquartered in Beltsville, Maryland, MetaMorphix Inc. -- http://www.metamorphixinc.com/ -- is developing a pipeline of innovative products addressing all major livestock sectors including cattle, swine, poultry and aquaculture, as well as developing products that enhance the health of companion animals. MORGAN STANLEY: Moody's Rates Class B-4 Certificates at Ba1 ----------------------------------------------------------- Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Morgan Stanley ABS Capital I Inc. Trust 2007-NC3 and ratings ranging from Aa1 to Ba1 to the subordinate certificates in the deal. The securitization is backed by NC Capital Corporation originated, adjustable-rate (77.5%) and fixed-rate (22.5%), subprime mortgage loans acquired by Morgan Stanley Mortgage Capital Inc. The ratings are based primarily on the credit quality of the loans and on protection against credit losses by subordination, excess spread, and overcollateralization. The ratings also benefit from the interest-rate swap and an interest rate cap provided by Morgan Stanley Capital Services Inc. Moody's expects collateral losses to range from 7.00% to 7.50%. Saxon Mortgage Services, Inc and Countrywide Home Loans Servicing LP will service the mortgage. Wells Fargo Bank, National Association, is to act as master servicer. Moody's has assigned Saxon its servicer quality rating of SQ2+ as a servicer of subprime mortgage loans. Moody's has assigned Wells Fargo Bank, National Association, its top servicer quality rating of SQ1 as a master servicer of residential mortgage loans. The complete rating actions are: * Morgan Stanley ABS Capital I Inc. Trust 2007-NC3 * Mortgage Pass-Through Certificates, Series 2007-NC3 Class A-1, Assigned Aaa Class A-2a, Assigned Aaa Class A-2b, Assigned Aaa Class A-2c, Assigned Aaa Class A-2d, Assigned Aaa Class M-1, Assigned Aa1 Class M-2, Assigned Aa2 Class M-3, Assigned Aa3 Class M-4, Assigned A1 Class M-5, Assigned A2 Class M-6, Assigned A3 Class B-1, Assigned Baa1 Class B-2, Assigned Baa2 Class B-3, Assigned Baa3 Class B-4, Assigned Ba1 MORGAN STANLEY: S&P Affirms CCC Rating on Class N Certificates -------------------------------------------------------------- Standard & Poor's Ratings Services raised its ratings on five classes of commercial mortgage pass-through certificates from Morgan Stanley Dean Witter Capital I Trust 2003-HQ2. Concurrently, S&P affirmed its ratings on the remaining classes from this transaction. The raised and affirmed ratings reflect credit enhancement levels that provide adequate support through various stress scenarios. As of the May 14, 2007, remittance report, the trust collateral consisted of 48 loans with an aggregate balance of $824.6 million, down from 51 loans with a balance of $936.1 million at issuance. The master servicer, Wells Fargo Bank N.A., provided financial statements for 100% of the pool (excluding $58.9 million in defeased collateral): 36% from year-end 2005 and 64% from interim 2006. Based on this information, Standard & Poor's calculated a weighted average debt service coverage of 1.77x for the pool, up from 1.64x at issuance. All of the loans in the pool are current. There are no loans with the special servicer. To date, the trust has experienced one loss totaling $5.2 million. The top 10 loan exposures have an aggregate outstanding trust balance of $579.1 million (70%). The weighted average DSC for the top 10 exposures was 1.83x, up from 1.77x at issuance. The eighth-largest exposure is on the master servicer's watchlist and is discussed below. Standard & Poor's reviewed property inspections provided by Wachovia for all of the assets underlying the top 10 exposures, and all but three of the properties were reported to be in "good" condition. At issuance, five of the top 10 loans exhibited credit characteristics consistent with those of investment-grade obligations. Four of the top 10 loans exhibited credit characteristics consistent with those of high investment-grade obligations. However, the second-largest loan in the pool, Katy Mills, no longer exhibits credit characteristics of an investment-grade obligation. The loans are: -- 1290 Avenue of the Americas is the largest loan in the pool, with a trust balance of $165 million (20%) and a whole-loan balance of $440 million. The whole-loan balance consists of a $385 million A note and a $55 million B note. The A-4 and A-5 ($165 million) pieces are included in this transaction. The loan is secured by a 43-story, 2 million-sq.-ft. office property in midtown Manhattan. Standard & Poor's adjusted net cash flow has been stable since issuance. As of Sept. 30, 2006, occupancy was 100%. -- The second-largest loan in the pool, Katy Mills, is encumbered by a $148 million whole loan that was split into two pari passu pieces: a $93 million A-1 note, which is the trust collateral in this transaction, and a $55 million A-2 note held in the Morgan Stanley Capital I Trust Series 2003-IQ4 transaction. A 1.2 million-sq.-ft. regional mall built in 1999 in Katy, Texas, which is approximately 25 miles west of Houston, secures the loan. Standard & Poor's adjusted NCF is 20% below its level at issuance, primarily due to higher operating expenses. However, sales and occupancy have both improved since issuance. Sales per sq. ft. increased to $349, up from $285 per sq. ft. at issuance, and occupancy as of Sept. 30, 2006, was 96%, up from 91% at issuance. Ownership of the borrower changed on April 3, 2007, when Simon Property Group Inc. (A-/Stable/--), an Indiana-based REIT, and Farallon Capital Management LLC, a California- based hedge fund, completed their acquisition of The Mills Corp. -- Oakbrook Center is the third-largest loan in the pool, with a trust balance of $78 million and a whole-loan balance of $234 million. The whole-loan balance consists of a $234 million A note that is split into four pari passu pieces. The A-2 piece ($78 million) is in this transaction. The loan is secured by 1.6 million sq. ft. of a 2 million-sq.-ft. open-air regional mall in Oak Brook, Illinois, a suburb of Chicago. The center also contains three office buildings with a total of 240,223 sq. ft., a theater pad site, and a hotel pad site. Standard and Poor's adjusted NCF has increased 18% from its level at issuance. Occupancy was 97% as of Sept. 30, 2006. -- The fourth-largest loan is 52 Broadway, with a trust and whole-loan balance of $58.6 million. The loan is secured by a 399,935-sq.-ft. office building in the financial district of Manhattan. The United Federation of Teachers Local 2, American Federations Teachers, leases 100% of the building through a triple-net lease that expires in August 2034. The 28-month free rent period expired in April 2005. A $22.5 million letter of credit serves as additional collateral. As of June 30, 2006, the DSC was 2.36x. -- TruServ Portfolio 1 is the seventh-largest loan in the pool, with a trust and whole-loan balance of $26 million. The loan is secured by three distribution warehouse centers totaling 1.4 million sq. ft. in Fogelsville, Pennsylvania, Springfield, Oregon, and Kingman, Arizona. Each of the properties is 100% occupied by TruServ Corp. under a triple-net lease that expires at year-end 2022. The DSC was 2.57x as of Sept. 30, 2006. Wachovia reported a watchlist of four loans with an aggregate outstanding balance of $33.9 million (4%). The largest loan on the watchlist, GPB-A Porfolio, is secured by eight anchored retail properties located in various cities throughout Massachusetts. The properties were built between 1948 and 1970. The loan was placed on the watchlist due to deferred maintenance on several of the properties and overall vacancies and lease expirations totaling 13% within the next 12 months. One property in Dennisport, Massachusetts, reported occupancy of 58% after one tenant vacated the property when its lease expired in May 2007. The DSC for the portfolio was 1.71x as of Dec. 31, 2005. Standard & Poor's stressed the loans on the watchlist, along with other loans with credit issues, as part of its pool analysis. The resultant credit enhancement levels support the raised and affirmed ratings. Ratings Raised Morgan Stanley Dean Witter Capital I Trust 2003-HQ2 Commercial mortgage pass-through certificates Rating ------ Class To From Credit enhancement ----- -- ---- ---------------- B AA+ AA 14.06% C AA A 8.97% D AA- A- 7.85% E A BBB+ 6.72% F BBB+ BBB 5.44% Ratings Affirmed Morgan Stanley Dean Witter Capital I Trust 2003-HQ2 Commercial mortgage pass-through certificates Class Rating Credit enhancement ----- ------ ---------------- A-1 AAA 18.86% A-2 AAA 18.86% G BBB- 4.46% H BB+ 2.76% J BB- 2.06% K B+ 1.77% L B 1.49% M B- 0.93% N CCC 0.64% X-1 AAA N/A X-2 AAA N/A N/A - Not applicable. NEW CENTURY: Court OKs Appointment of Michael Missal as Examiner ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved the appointment of Michael J. Missal, a partner at Kirkpatrick & Lockhart Preston Gates Ellis LLP, in Washington, D.C., as examiner in the Chapter 11 proceedings of New Century Financial Corp. and its debtor-affiliates. The Order was issued following the Examiner's appointment by Kelly Beaudin Stapleton, the United States Trustee for Region 3, on June 5, and the U.S. Trustee's subsequent application to approve the appointment. Counsel for the U.S. Trustee has consulted with the Debtors, the Official Committee of Unsecured Creditors, and certain DIP lenders regarding the Examiner's appointment. The U.S Trustee previously sought to appoint a Chapter 11 trustee, who would have had more powers than an examiner, to replace the Debtors' management and take control of asset sales. The Court, however, denied the U.S. Trustee's proposed Chapter 11 Trustee appointment, finding that the appointment of an examiner is in the interests of creditors, equity security holders, and other estate interests. Specifically, Judge Carey directed the U.S. Trustee to appoint an examiner whose main duties are: (a) to investigate any and all accounting and financial statement irregularities, errors or misstatements, including those that (i) gave rise to the need to restate the Debtors' financial statements for the first three quarters of 2006, and (ii) led the Debtors' management and audit committee to conclude that it was more likely that pre-tax earnings in the 2005 financial statements were materially overstated; (b) to identify and evaluate any claims or rights of action to the estates arising from the irregularities, errors and misstatements; (c) to investigate any of the Debtors' possible postpetition unauthorized use of cash collateral; and (d) to perform the duties of an examiner pursuant to Sections 1106(a)(3) and 1106(a)(4) of the Bankruptcy Code. Before commencing the investigation, the Examiner will meet and confer with the Debtors, the Creditors Committee, and the U.S. Trustee before June 15, 2007. The Court will then hold a status conference on June 15 at 10:00 a.m., to discuss with the parties the results of the meeting and conference, and to order further relief to aid the Examiner and accommodate the estate's needs. Judge Carey further required the Examiner to file a report within 90 days of the appointment date, advising the Court as to: -- the status of the investigation; -- whether the Examiner believes that he needs additional time to complete the investigation; and -- whether the Examiner has identified additional areas or topics to be investigated and seen the need to broaden the investigation. Subject to Court approval, the Examiner may retain counsel and other professionals as needed. They will be compensated and reimbursed of their expenses pursuant to any procedures established in the Debtors' cases. Judge Carey further ruled that the Examiner will have the standing of "party-in-interest" in regard to the matters within the scope of the investigation. However, "party-in-interest' status is not for the purpose of intervening or joining in any adversary proceeding involving the non-debtor counter parties or any of the Debtors' lenders. Judge Carey wants the Examiner to cooperate fully with any governmental agencies, and to use best efforts to coordinate to avoid unnecessary interference with, or duplication of, any investigations conducted by the agencies. The Examiner is also asked to coordinate with the Debtors, their affiliates and subsidiaries. The Debtors will provide the Examiner all non-privileged documents and information relevant to the investigation. Subject to confidentiality, the Creditors Committee will also provide with access to all materials it has received on account of its own discovery. In a verified statement supporting the U.S. Trustee's Examiner Appointment, Mr. Missal stated that he: (i) is not an insider of the Debtors; (ii) does not hold any claim, debt or equity security of the Debtors; and (iii) does not know whether any mutual fund or 401(k) plan in which he is an investor may hold debt or equity securities of the Debtors. Mr. Missal further attested that he does not hold an interest materially adverse to the Debtors' estates or any class of creditors or equity security holders. A former senior counsel for the Securities and Exchange Commission's Division of Enforcement, Mr. Missal has been with K&L Gates since 1987. He is a member of the K&L Gates Management Committee and a Practice Area Leader of K&L Gates' Policy and Regulatory practice area. His practice focuses on internal investigations and securities enforcement matters. K&L Gates comprises approximately 1,400 lawyers in 22 offices in North America, Europe and Asia, and represents capital markets participants, entrepreneurs, growth and middle market companies. About New Century Founded in 1995, Irvine, Calif.-based New Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/-- is a real estate investment trust, providing mortgage products to borrowers nationwide through its operating subsidiaries, New Century Mortgage Corporation and Home123 Corporation. The company offers a broad range of mortgage products designed to meet the needs of all borrowers. The company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2007 (Bankr. D. Del. Lead Case No. 07-10416). Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins, Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., represent the Debtors. The Official Committee of Unsecured Creditors selected Hahn & Hessen as its bankruptcy counsel and Blank Rome LLP as its co-counsel. When the Debtors filed for bankruptcy, they listed total assets of $36,276,815 and total debts of $102,503,950. The Debtors' exclusive period to file a chapter 11 plan expires on July 31, 2007. (New Century Bankruptcy News, Issue No. 13; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). The Debtors' exclusive period to file a plan expires on July 31, 2007. NEW CENTURY: Examiner Selects K&L Gates as Legal Counsel -------------------------------------------------------- Michael J. Missal, the duly appointed examiner in New Century Financial Corp. and its debtor-affiliates' Chapter 11 cases, asks the U.S. Bankruptcy Court for the District of Delaware for authority to employ Kirkpatrick & Lockhart Preston Gates Ellis LLP as his legal counsel, nunc pro tunc to June 1, 2007, in connection with all aspects of his investigation. The Examiner believes that the retention of K&L Gates is necessary to discharge his duties as Examiner. He adds that the firm has extensive experience in conducting numerous internal investigations for public and private companies, non-profit institutions, government entities and other organizations. The firm has also the resources to handle an internal investigation of any size or issue. Specifically, K&L Gates will: (a) take all necessary actions to assist the Examiner in his examination in the Debtors' cases; (b) prepare, on the Examiner's behalf, all reports, pleadings, applications and other necessary documents in the discharge of the Examiner's duties; (c) assist the Examiner in undertaking additional tasks that the Court may direct; and (d) perform all other necessary legal services to the Examiner in connection with the Debtors' cases. Edward M. Fox, Esq., a partner at K&L Gates, says that his firm will charge the standard hourly rates for its services to the Examiner subject to a 10% discount on fees. Mr. Fox is the lead attorney to perform services to the Examiner. He will charge $775 per hour for his services. The current hourly rates for K&L Gates' professionals are: Position Hourly Rate -------- ----------- Partners $250 - $800 Of Counsel $190 - $825 Associates $150 - $500 Paraprofessionals $40 - $280 Mr. Fox assures the Court that K&L Gates is a disinterested party and does not hold any interest materially adverse to the Debtors' estates as required under Section 101(14). About New Century Founded in 1995, Irvine, Calif.-based New Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/-- is a real estate investment trust, providing mortgage products to borrowers nationwide through its operating subsidiaries, New Century Mortgage Corporation and Home123 Corporation. The company offers a broad range of mortgage products designed to meet the needs of all borrowers. The company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2007 (Bankr. D. Del. Lead Case No. 07-10416). Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins, Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., represent the Debtors. The Official Committee of Unsecured Creditors selected Hahn & Hessen as its bankruptcy counsel and Blank Rome LLP as its co-counsel. When the Debtors filed for bankruptcy, they listed total assets of $36,276,815 and total debts of $102,503,950. The Debtors' exclusive period to file a chapter 11 plan expires on July 31, 2007. (New Century Bankruptcy News, Issue No. 13; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). The Debtors' exclusive period to file a plan expires on July 31, 2007. NEWCASTLE INN: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: The Newcastle Inn, Inc. 60 River Road Newcastle, ME 04553 Bankruptcy Case No.: 07-10469 Type of Business: The Debtor operates and hotel and inn. See http://www.newcastleinn.com/ Chapter 11 Petition Date: June 8, 2007 Court: District of Maine (Bangor) Debtor's Counsel: Thomas M. Brown, Esq. Eaton Peabody P.O. Box 1210 Bangor, ME 04402-1210 Tel: (207) 947-0111 Fax: (207) 942-3040 Total Assets: $151,100 Total Debts: $1,860,544 Debtor's List of its 18 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Camden National Bank Furniture, Fixtures $1,200,000 P.O. Box 310 and Equipment Secured: Camden, ME 04843 $100,000 Furniture, Fixtures $50,000 and Equipment Secured: $100,000 Senior Lien: $1,200,000 Town of Newcastle 2005 & 2006 Taxes $20,000 94 River Road P.O. Box 386 Newcastle, ME 04553-0386 Maine Revenue Service Sales Tax $19,382 Compliance Division P.O. Box 9101 24 State House Station ME 04322-0024 First Equity Business Purchases $17,435 Bank of America Business Purchases $10,472 Citi Business Business Purchases $7,321 Camden National Bank Business Purchases $4,799 Cardmember Services Boothbay Register Advertising $3,059 Sam's Club Business Purchases $2,627 Dell Financial Services Computer Equipment $2,007 Capital One Small Business Business Purchases $1,757 Dead River Company Fuel Oil & Propane $1,603 Lincoln County Publishing Co. Printing $1,532 Greenwich Bay Trading Co. Amenities $1,376 Dole & Bailey, Inc. Food $949 New York Times Newspaper $760 James Arnold Company Linen Supplier $465 Hill & Thompson, P.C. Preparation of 2006 Unknown Tax Returns NEWSTAR COMMERCIAL: Moody's Rates $29.1MM Class E Notes at Ba2 -------------------------------------------------------------- Moody's Investors Service assigned these ratings to Notes issued by Newstar Commercial Loan Trust 2007-1: -- Aaa to the $336,500,000 Class A-1 Notes due 2022; -- Aaa to the $100,000,000 Class A-2 Notes due 2022; -- Aa2 to the $24,000,000 Class B Notes due 2022; -- A2 to the $58,500,000 Class C Notes due 2022; -- Baa1 to the $27,000,000 Class D Notes due 2022; and -- Ba2 to the $29,100,000 Class E Notes due 2022. The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to Noteholders, relative to the promise of receiving the present value of such payments. Newstar Financial, Inc. will manage the selection, acquisition and disposition of collateral on behalf of the Issuer. NORTH AMERICAN: Increases Revolving Credit Facility to $125 Mil. ---------------------------------------------------------------- North American Energy Partners Inc. has increased its revolving credit facility to $125 million. Effective June 7, 2007, the amended facility, with an initial expiry date of June 7, 2010, replaces the company's existing $55 million facility. On each anniversary date, the term of the facility can be extended for an additional year with the agreement of the lenders. "The restated terms of the facility substantially increase the company's financial flexibility," Doug Wilkes, vice president, finance and CFO of NAEPI, said. "The additional capacity is an important component of the access to capital that it requires to effectively support the company's business growth targets." The agreement is with a syndicate of four lenders. The Lead Arranger and Administrative Agent, Canadian Imperial Bank of Commerce, and the Syndication Agent, Bank of Montreal, together with BNP Paribas and Scotiabank make up the lending syndicate. Headquartered in Acheson, Alberta, Canada, North American Energy Partners Inc. (TSX: NOA) (NYSE: NOA) -- http://www.nacg.ca/-- is one of the largest providers of mining and site preparation, piling and pipeline installation services in western Canada. For more than 50 years, the company has provided services to large oil, natural gas and resource companies, with a principal focus on the Canadian oil sands. The company maintains one of the largest independently owned equipment fleets in the region. * * * On December 2006, Moody's Investors Service upgraded North American Energy Partners Inc.'s Corporate Family Rating to B2 from B3; its Probability of Default Rating to B2 from B3; and its senior unsecured note rating to B3, LGD4, 67% from Caa1, LGD5, 72%. NRG ENERGY: Completes $4.4 Bil. Senior Credit Facility Refinancing ------------------------------------------------------------------ NRG Energy, Inc. has completed the $4.4 billion refinancing of its senior credit facility announced on May 2, 2007. This transaction resulted in a 25 basis points reduction in the first lien pricing grid, a $200 million reduction in the synthetic letter of credit facility to $1.3 billion, and various amendments to provide improved flexibility and efficiency for returning capital to shareholders and asset repowering and investment opportunities. The pricing of the Term B and LC facilities is now LIBOR + 175 basis points with further reductions available upon the achievement of certain financial ratios. On May 2, 2007, the company also disclosed its intent to form a holding company later in 2007. Under the refinanced credit facility, the company, at its option, can move $1 billion of the Term B debt to a new senior credit facility at the new holding company, which was entered into June 8 as part of the refinancing transaction. Use of the net proceeds from the holding company facility to pay down the NRG Term B debt will expand the company's restricted payments capacity under its senior unsecured notes by the same amount. When funded, the holding company facility will price 75 basis points wider than the existing senior secured facility. Other amendments to NRG's existing senior credit facilities include amendments that: * permit the formation of the Holdco; * permit the payment of up to $150 million in common share dividends; * exclude principal and interest payments made on the holding company senior credit facility, once funded, from being considered restricted payments under the senior credit facilities; * modify the existing excess cash flow prepayment mechanism so that the prepayments are offered to both NRG and the holding company on a pro rata basis; and * provide additional flexibility to NRG with respect to certain covenants governing or restricting the use of excess cash flow, new investments, new indebtedness and permitted liens. "The planned implementation of a new Holding Company structure took a significant step forward with the closing of the Holdco credit facility," commented Robert Flexon, NRG Energy's Executive Vice President and Chief Financial Officer. "Once the Holdco regulatory approvals are received the Holdco will be put in place and funded, providing the company with significantly improved capital allocation flexibility for investment and returning capital to shareholders." About NRG A Fortune 500 company, NRG Energy, Inc. (NYSE: NRG) -- http://www.nrgenergy.com/-- owns and operates a diverse portfolio of power-generating facilities, primarily in Texas and the Northeast, South Central and West regions of the U.S. Its operations include baseload, intermediate, peaking, and cogeneration and thermal energy production facilities. NRG also has ownership interests in generating facilities in Australia, Germany and Brazil. * * * As reported in the Troubled Company Reporter - Latin America on May 9, 2007, Moody's Investors Service affirmed the ratings of NRG Energy, Inc., including its Corporate Family Rating at Ba3, the Probability of Default Rating at Ba3, the senior unsecured debt at B1, and its Speculative Grade Liquidity Rating of SGL-2, following the company's announcement to return more capital to shareholders in the form of existing and future share repurchases and to begin paying a common dividend during the first quarter of 2008. Moody's also affirmed NRG's Ba1 bank loan rating for the company's secured revolving credit and term loan facility, which is being amended and re-priced. The rating outlook for NRG remains negative. OAK STREET: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Oak Street Mortgage, L.L.C. fdba Cresleigh Financial Services, L.L.C 11555 North Meridian Street, Suite 540 Carmel, IN 46032 Bankruptcy Case No.: 07-05279 Type of Business: The Debtor is engaged in the residential mortgage origination business. Chapter 11 Petition Date: June 8, 2007 Court: Southern District of Indiana (Indianapolis) Judge: James K. Coachys Debtor's Counsel: Jeffrey A. Hokanson, Esq. Hostetler & Kowalik, P.C. 101 West Ohio Street, Suite 2100 Indianapolis, IN 46204 Tel: (317) 262-1001 Fax: (317) 262-1010 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. OWENS-ILLINOIS: Rexam Sale Prompts S&P's Stable Outlook ------------------------------------------------------- Standard & Poor's Ratings Services revised the outlook on Owens- Illinois Inc. to stable from negative. S&P affirmed the 'BB-' corporate credit, 'B' unsecured debt, and 'B-' preferred stock ratings. The outlook revision follows the company's announcement that it has entered into a definitive agreement to sell its plastics packaging business to Rexam PLC for a total consideration of about $1.82 billion, to be paid in cash at closing. "We expect an improvement in the company's financial profile, as Owens-Illinois intends to use the majority of the sale proceeds to repay senior secured notes maturing in 2009, 2011, and 2012," said Standard & Poor's credit analyst Liley Mehta. The transaction, which has been approved by the board of directors of both Rexam and Owens-Illinois, is expected to close early in the third quarter of 2007, subject to regulatory approvals and Rexam shareholder approval. At the same time, Standard & Poor's placed its ratings on the company's senior secured credit facilities and notes on CreditWatch with positive implications. If there is no change in the proposed transaction and expected level of debt reduction, S&P will raise the issue ratings on all of the bank credit facilities and senior secured notes of Owens-Illinois Inc. and its wholly owned subsidiary, Owens-Brockway Glass Container Inc., to 'BB+' from 'BB' and revise the related recovery rating to '1' from '2'. The new ratings indicate S&P's expectation that lenders and noteholders would experience very high (90%-100%) recovery of principal in a payment default. The ratings on the senior secured notes being repaid will be withdrawn upon completion of the transaction. After the planned debt reduction, S&P expect total debt to be about $4 billion. The ratings affirmation on Owens-Illinois and related entities incorporates the expected improvement in the company's credit measures and debt maturity profile, assuming the transaction is completed as proposed. The ratings reflect the company's satisfactory business position and attractive profitability, offset by a highly leveraged financial profile, and meaningful concerns regarding its asbestos liability. PAC-WEST TELECOMM: U.S. Trustee Appoints Seven-Member Committee --------------------------------------------------------------- Kelly Beaudin Stapleton, the United States Trustee for Region 3, appointed seven members to serve on an Official Committee of Unsecured Creditors in Pac-West Telecomm Inc.'s Chapter 11 case: 1. The Bank of New York. Attn: Gary S. Bush 101 Barclay Street, Floor 8W New York, NY 10286 Telephone: (212) 815-2747 Fax: (732) 667-4737; 2. Wells Fargo Bank, N.A. Attn: Julie J. Becker, vice president Thomas M. Korsman, vice president Sixth and Marquette, MAC N9303-120 Minneapolis, MN 55479 TElephone: (612) 316-4772 Fax: (612) -667-9825 3. SMH Capital Advisors, Inc. Attn: Dwayne A. Moyers 4800 Overton Plaza Suite 300, Fort Worth, TX 76109 Telephone: (817) 731-9559 Fax: (817) 763-5559 4. Curtiswood Capital, LLC Attn: Robert Scott Nieboer 104 Woodmont Blvd, Suite 200 Nashville, TN 37205 Telephone: (615) 386-0231 Fax: (615) 386-0412 5. Kutir Corporation Attn: Joseph Gerald Ignatius 7339 Carter Avenue Newark, CA 74560 Telephone: (608) 373-8731 Fax: (510) 694-9699; 6. AT&T (Bell South/SBC) Attn: David J. Egan 722 N. Broadway, Floor 11 Milwaukee, WI 53202 Telephone: (414) 227-6624 Fax: (414) 227-6652 7. Verizon Communications Inc. (Verizon/MCI) Attn: William G. Cummings 240 E. 38 Street, Room 15-9 New York, NY 10016 Telephone: (212) 338-6930, Fax: (212) 302-9177 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Based in Stockton, California, Pac-West Telecomm Inc. (OTC: PACW.PK) -- http://www.pacwest.com/-- is a local exchange carrier. Pac-West's network averages over 120 million minutes of voice and data traffic per day, and carries an estimated 20% of the dial-up Internet traffic in California. In addition to California, Pac-West has operations in Nevada, Washington, Arizona, and Oregon. The company and its affiliates filed for Chapter 11 protection on April 30, 2007 (Bankr. D. Del. Case Nos. 07-10562 through 07-10567). Jeremy W. Ryan, Esq. and Norman L. Pernick, Esq. of Saul, Ewing, Remick & Saul LLP represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed total assets of $53,883,888 and total debts of $66,358,711. PAIVIS CORP: Berlin-Bremen Exchange Listing Not Authorized ---------------------------------------------------------- Paivis Corp. management discloses that its common shares have been listed, without company knowledge or authorization, for trading on the Berlin-Bremen Stock Exchange. Listing of shares on the Berlin-Bremen Stock Exchange has in the past been associated with naked short selling of shares in the United States. The Berlin listing possibly creates a "sham" arbitrage between the two markets that may generate a "loophole" in the Reg. SHO naked short selling regulation that governs short selling in the U.S. securities markets. The company is investigating this matter and is now in the process of formally notifying authorities to immediately remove PAIVIS shares from the Berlin-Bremen Stock Exchange. The company has also requested its Securities Counsel to report this incident to the proper regulatory authorities and immediately ascertain who is behind the unauthorized listing and pursue any and all appropriate legal remedies available to the company. Upon brief investigation, it appears that Paivis is one of a number of small U.S. publicly traded companies whose stock has been listed on the Berlin-Bremen Stock Exchange without the company's prior knowledge, consent or authorization. The company's management and board of directors is appalled to learn that it is possible for the company's common stock to be listed and quoted for trading on an international stock exchange without the company's approval. The company urges investors interested in acquiring shares of Paivis Corp., to do so only on the Over-the-Counter Electronic Bulletin Board maintained by the NASD, under the trading symbol "PAVC.OB" "The company is investigating the high possibility there may be discrepancies and imbalances in the company's share structure," Mr. Greg Bauer, Paivis Corp. CEO, stated. "the company is in the process of taking steps to protect its shareholders from any irregularities in its trading market and potential illegal naked shorting of its security." About Paivis Corp. Headquartered in Atlanta, Georgia, Paivis Corp. (OTC BB: PAVC.OB) is a facility-based wholesale telecommunications carrier that delivers many application/value-added services within the prepaid services space. The company operates and maintains a switching facility, offering over 16,000 ports with connectivity to most of the tier 1 carriers in the US and manages an extensive international (A-Z) network. In addition to the wholesale business, Paivis maintains a large retail distribution network for direct to consumer services. Going Concern Doubt As reported in the Troubled Company Reporter on March 7, 2007, Jaspers+Hall PC, in Denver, Colorado, expressed substantial doubt about Paivis Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Sept. 30, 2006. The auditing firm pointed to the company's recurring losses and its difficulties in generating sufficient cash flow to meet its obligations and sustain its operation. PARK PLACE: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Park Place of Layton, L.C. P.O. Box 512 Kaysville, UT 84037 Bankruptcy Case No.: 07-22650 Chapter 11 Petition Date: June 11, 2007 Court: District of Utah (Salt Lake City) Debtor's Counsel: Noel S. Hyde, Esq. 5926 South Fashion Pointe Drive, Suite 200-D South Ogden, UT 84403 Tel: (801) 394-1900 Fax: (801) 622-2200 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. PATRIOT TAX: Remains Neutral on Peachtree Entities' Tender Offer ---------------------------------------------------------------- Patriot Tax Credit Properties L.P. has expressed no opinion and is neutral with respect to whether or not its shareholders should tender their units in response to the unsolicited tender offer by Peachtree Partners, Ira Gaines and Barry Zemel, to purchase up to 4.9% of the 38,125 outstanding limited partnership units of Patriot at a price of $33.15 per unit. The Peachtree parties are not affiliated with Patriot or its general partner. As Patriot has previously disclosed to its unit holders, Patriot is in the process of liquidating its portfolio of investments in other limited partnerships. It is uncertain at this time how much money, if any, will be realized by Patriot and its unit holders from the liquidation of Patriot's investments. Patriot notes that the partnership has made distributions in the past from the disposition of its investments, but that there can be no assurances what further dispositions or distributions, if any, may occur in the future. Patriot further notes that future distributions, if any, may be greater or less than the price of the Offer. Patriot has not prepared itself or received from any third party any valuations of its investments. Accordingly, Patriot has taken no position on whether or not the Offer and its purchase price are attractive or unattractive to unit holders from an economic point of view. Patriot notes, however, that the administrative fee of $150 per selling investor may substantially reduce the net sales proceeds received by a selling unit holder. The company further notes that this $150 "administrative fee" is being charged and received by the Peachtree entities and not by Patriot. The company imposes only a $50 fee for its processing of transfer requests. Impacts of the Offer In addition, the company says unit holders may also wish to consider certain ramifications of the Offer. First, the Offer raises certain questions about its potential impact on the company's tax status for federal income tax purposes. The company says that it is currently treated, and has since its inception been treated, as a partnership and a pass- through entity for federal income tax purposes -- a tax status that is desirable and beneficial to Patriot and its investors. That beneficial tax status might be lost, and the company might be taxed as a corporation, if it were deemed to be a "publicly traded partnership" within the meaning of the Internal Revenue Code. It is uncertain whether or not the Offer, if consummated, might cause the company to be deemed a "publicly traded partnership" since the Offer by itself and/or in combination with other transfers of Patriot's units, could result in a transfer of more than two percent of the interests in Patriot during the year, which might prevent it from relying on an Internal Revenue Service "safe harbor" protecting against publicly traded partnership treatment. Accordingly, the company will only permit units to be transferred pursuant to the Offer if the general partner determines, in its sole discretion, either that the cumulative total number of transfers in any tax year (including transfers prior to the Offer, transfers pursuant to the Offer and any amount reserved for future transfers outside of the Offer) falls within the safe harbor or that the offering parties have provided sufficient assurances and protection to Patriot, its partners and unit holders to allow the transfers even though the aggregate annual transfers of Patriot units may exceed the two percent safe harbor limitation. Such sufficient assurances and protection by the Offerors would include providing the company with: (i) an opinion of counsel that the Offer will not result in Patriot being deemed to be a "publicly traded partnership" for federal income tax purposes; and (ii) an agreement to indemnify Patriot, its partners and its unit holders for any loss or liability relating to any adverse tax consequences arising from the Offer. This legal opinion and indemnity must be in a form and content satisfactory to Patriot and its counsel, says the company. Second, the Offering Materials state that the offering parties will not purchase more than 4.9% of Patriot's outstanding units, including in that 4.9% amount the units already owned by the Offerors. The Offering Materials, however, do not state how many units the offering parties already own, so it is impossible to determine from those materials how many units the Peachtree entities are willing to purchase. Third, unit holders are reminded that any unit holder wishing to sell his, her or its units must complete Patriot's standard transfer and subscription documentation in accordance with the company's standard practices and procedures. Among other things, each selling unit holder must individually sign each of Patriot's required transfer documents. Pursuant to the company's well- established practices and procedures, Patriot does not accept, and will not accept in connection with the Offer, signatures by persons other than the selling unit holder who purport to act based on a power of attorney executed by the unit holder. Persons who wish to sell their units to the offering parties should so advise them, which will obtain from the company, and deliver to the selling unit holder, the required standard transfer documentation. Each unit holder should consult with his, her or its own investment, tax and legal advisors in deciding whether or not to tender units in response to the Offer. As a precaution to make sure that any tendering unit holder is aware of the disclosures contained in this report, Patriot will require, as a condition to processing transfer requests, each tendering unit holder to sign a written statement acknowledging that they are aware of and understand the disclosures contained in this press release and that they wish to proceed with the sale of their units to the offering parties anyway. Patriot Tax Credit Properties L.P. is engaged in investing Local Partnerships Properties. * * * In its quarterly financial statements for the three months ended Dec. 31, 2006, the company's balance sheet showed total assets of $9,854,240, total liabilities of $10,686,975, and a stockholders' deficit of 857,273. PHOTRONICS INC: Secures New $125 Million Five Year Credit Facility ------------------------------------------------------------------ Photronics Inc. has finalized a new $125 million five year credit facility with: -- JPMorgan Chase Bank as administrative agent and collateral Agent; -- Citizens Bank of Massachusetts; HSBC Bank USA, National Association; and Citibank, N.A. as co-syndication agents; -- Bank of America NA, and UBS Loan Finance LLC as participants in the five year credit facility. Photronics, Inc. -- http://www.photronics.com/-- is a worldwide manufacturer of photomasks, which are high precision quartz plates that contain microscopic images of electronic circuits. A key element in the manufacture of semiconductors and flat panel displays, photomasks are used to transfer circuit patterns onto semiconductor wafers and flat panel substrates during the fabrication of integrated circuits, a variety of flat panel displays and, to a lesser extent, other types of electrical and optical components. They are produced in accordance with product designs provided by customers at strategically located manufacturing facilities in Asia, Europe, and North America. In Europe, the company maintains operations in Dresden, Germany and Manchester, U.K. PHOTRONICS INC: Moody's Cuts Rating to B3 on $150 Million Notes --------------------------------------------------------------- Moody's Investors Service affirmed Photronics, Inc.'s B1 corporate family rating and stable outlook following the closing of its new five-year $125 million senior secured bank credit facility. Simultaneously, Moody's lowered the rating on the existing $150 million convertible subordinated note to B3 from B2. The one-notch downgrade of the subordinated note reflects a higher loss-given-default point estimate (86% from 73%) under Moody's LGD framework and the effect of new secured debt entering the capital structure. The holding company entity is the borrower under the new credit facility, which will be guaranteed on an unsecured basis by Photronics' domestic operating subsidiaries. Moody's believes the collateral value of the new debt has minimal value, if any, in a distressed scenario (i.e., 100% deficiency claim) given that the security package consists of 100% of the stock of certain material domestic subsidiaries and 65% of the stock of foreign subsidiaries. The stable outlook reflects the company's enhanced earnings quality and reduced financial leverage tempered by limited earnings visibility and a concentrated customer base (five largest customers represented 46% of fiscal 2006 revenues). It also considers the increase in working capital consumption over the past year without a commensurate increase in revenue, and significantly higher capital expenditures targeted in fiscal 2007. Hence, we anticipate free cash flow to be negative in fiscal 2007 as the company continues to spend to add high-end capacity at a faster pace than revenue growth, becoming positive again in fiscal 2008. These ratings were downgraded: -- $150 million 2.25% Convertible Subordinated Note due 2008 to B3 (LGD-5, 86%) from B2 (LGD-5, 73%). These ratings were affirmed: -- Corporate Family Rating at B1; -- Probability of Default Rating at B1. Photronics, Inc. -- http://www.photronics.com/-- is a worldwide manufacturer of photomasks, which are high precision quartz plates that contain microscopic images of electronic circuits. A key element in the manufacture of semiconductors and flat panel displays, photomasks are used to transfer circuit patterns onto semiconductor wafers and flat panel substrates during the fabrication of integrated circuits, a variety of flat panel displays and, to a lesser extent, other types of electrical and optical components. They are produced in accordance with product designs provided by customers at strategically located manufacturing facilities in Asia, Europe, and North America. In Europe, the company maintains operations in Dresden, Germany and Manchester, U.K. Revenues for the 12 months ended April 29, 2007 were $439 million. PINE VALLEY: March 31 Balance Sheet Upside-Down by CDN$6.63 Mil. ---------------------------------------------------------------- Pine Valley Mining Corp. reported a net loss of CDN$47.4 million on revenue of CDN$10.2 million for the third quarter ended March 31, 2007, compared with a net loss of CDN$579,000 on revenue of CDN$7.8 million for the same period ended March 31, 2006. Revenues from coal sales for the quarter ended Dec. 31, 2006, were CDN$10.2 million based upon 44.121 tons of PCI and 61.360 tons of coking coal (total of 105.481 tons) at an average sales price of CDN$96.42 ($85.38) compared to CDN$7.8 million on 66.307 tons at an average sales price of CDN$117.80 ($101.55) for the quarter ended Dec. 31, 2005, an increase of CDN$2.4 million or approximately 30%. The lower average sales price reflects the sales mix in the current period with greater weighting to current year contract prices rather than prices carried forward from last fiscal year, especially with regard to PCI. Total cost of operations relating to mining and transportation for the quarter ended Dec. 31, 2006, was CDN$11.9 million compared to CDN$5.5 million for the three months ended Dec. 31, 2005. The significant increase in production cost is attributable to the company's increased costs due to: * the lower than expected yields compared to the company's feasibility study, particularly with regard to coking coal in the washplant; * increased costs from its mining contractor; and * increased costs as a result of the company operating both a raw coal crushing and handling facility and a washplant during the quarter ended Dec. 31, 2006, compared to the three months ended Dec. 31, 2005. The crushing and handling facility was completed in February 2005 and the washplant in December 2005. The company has recognized termination and related fees of CDN$5.6 million in the three months ended Dec. 31, 2006, relating primarily to the fee due to Tercon Mining PV Ltd., the company's mining contractor at the Willow Creek Coal Mine, upon termination of the mining services agreement in November 2006. The financing could not be completed under satisfactory terms and the company filed for CCAA protection on Oct. 20, 2006. Administrative and other costs for the three months ended Dec. 31, 2006 amounted to CDN$2.9 million compared to CDN$538,000 for the three months ended Dec. 31, 2005. Approximately CDN$2.1 million of this increase relates to a claim filed by a customer of the company for damages relating to a shipment made by the company. Amortization and depletion costs totaled CDN$1.4 million for the three months ended Dec. 31, 2006 compared to CDN619,000 for the three months ended Dec. 31, 2005. This increase relates primarily to the increased charges for depreciation of plant and equipment given the operation of the washplant since December 2005. The company also recorded a CDN$29.3 million asset impairment charge on the company's property, plant and equipment, following the CCAA proceedings. The company also recorded a CDN$3.1 million charge against non-producing properties, as well as a CDN$1.1 million impairment relating to certain working capital items based upon the working capital adjustment indicated in the sale and purchase agreement of Falls Mountain Coal Inc. with Cambrian Mining Plc. Falls Mountain holds all of the company's interest in the Willow Creek mine and related coal properties. General and administrative expenses not directly related to mining operations at the Willow Creek mine totaled CDN$1.3 million for the quarter ended Dec. 31, 2006. This represents a decrease of CDN$436,000 from the three months ended Dec. 31, 2005. Salaries and stock-based compensation for the quarter ended Dec. 31, 2006, decreased by CDN$354,000 compared to the three months ended Dec. 31, 2005. Interest and financing costs increased from CDN$552,000 for the quarter ended Dec. 31, 2005, to CDN$757,000 for the period ended Dec. 31, 2006. This arose as a result of the failed financing efforts that the company engaged in to secure additional debt financing during the quarter ended Sept. 30, 2006 - these expenses being written off as incurred. In addition, the company also expensed the remaining deferred financing charges carried on the balance sheet of approximately CDN$200,000 following the decision to file for CCAA protection and was charged a termination fee by Royal Bank of CDN$200,000. At March 31, 2007, the company's balance sheet showed CDN$32.94 million in total assets and CDN$39.57 million in total liabilities, resulting in a CDN$6.63 million in total stockholders' deficit. At March 31, 2007, the company's balance sheet also showed strained liquidity with CDN$5.87 million in total current assets available to pay CDN$36.98 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?20cf Going Concern Doubt Deloitte & Touche LLP, in Vancouver, British Columbia, in an explanatory paragraph accompanying its audit report of Pine Valley Mining Corp.'s consolidated financial statements for the years ended March 31, 2006, and 2005, explained that their report was prepared in accordance with Canadian reporting standards which do not permit a reference to condition and events that cast substantial doubt about the company's ability to continue as a going concern when these conditions and events affecting the financial statements are adequately disclosed in the consolidated financial statements. The auditors reported that the company has a working capital deficiency of CDN$11.84 million and CDN$9.74 million at March 31, 2006, and March 31, 2005, respectively, and that the company's continuing operations are dependent on management's ability to obtain additional loan financing, the raising of additional equity capital and the company's ability to sustain profitable operations. About Pine Valley Pine Valley Mining Corporation -- http://www.pinevalleycoal.com/ -- (TSX: PVM)(OTCBB: PVMCF) operates the Willow Creek Mine which has a large supply of good quality PCI and metallurgical coal reserves in British Columbia. On October 20, 2006, the Supreme Court of British Columbia granted an order providing the company creditor protection under the Companies' Creditors Arrangement Act. Ernst & Young Inc. was appointed by the Court as the Monitor in the CCAA proceedings. On April 27, 2007, the company reported that it has reached agreement with Cambrian Mining PLC for the sale of Pine Valley's wholly-owned subsidiary, Falls Mountain Coal Inc., which includes all of its interests in the Willow Creek mine and related coal properties. The agreement is expected to close on or about June 26, 2007. PLAINS EXPLORATION: Commences $600 Million Senior Notes Offering ---------------------------------------------------------------- Plains Exploration & Production Company disclosed a $600 million offering of senior notes, to be issued in two series of notes. The first series will be due in 2015, with the second series due in 2019. Net proceeds from the combined offering will be used to repay amounts currently outstanding under its revolving credit facility. J.P. Morgan Securities Inc. and Lehman Brothers Inc. will act as joint book-running managers for the offering. The offering will be made only by means of a prospectus and related prospectus supplement, copies of which may be obtained from J. P. Morgan Securities Inc., 270 Park Ave., 8th Floor, Attention: Syndicate Desk, New York, NY 10017, 212-834-4533; or Lehman Brothers Inc., Attention: Prospectus Department, 745 7th Avenue, New York, NY 10019, 888-603-5847. Headquartered in Houston, Plains Exploration & Production Co. has about 95% of its reserves located in onshore California in the Los Angeles Basin and San Joaquin Valley Basin, with additional reserves in offshore California in the Santa Maria Basin as well as in the GOM. It also conducts a large non-operated exploration effort to the deep geologic horizons beneath the GOM and in the deepwater regions of the GOM. As reported in the Troubled Company Reporter on April 23, 2007, Standard & Poor's Ratings Services affirmed its 'BB' corporate credit rating on Plains Exploration & Production Co. At the same time, S&P placed its 'BB-' unsecured issue rating for PXP on CreditWatch with negative implications. The rating actions follow PXP's announcement that it will be acquiring 386 billion cubic feet equivalent of proved oil and gas reserves and a 25% interest in the Collbran Valley Gathering System in the Piceance Basin from an undisclosed private company. The outlook remains stable. PLAYTEX PRODUCTS: Earns $12.8 Million in Quarter Ended March 31 --------------------------------------------------------------- Playtex Products Inc. reported net income of $12.8 million for the first quarter ended March 31, 2007, compared with net income of $9.4 million for the same period ended April 1, 2006. Net sales were up 3% in the first quarter 2007 to $180.9 million, versus $176.0 million in the comparable prior year quarter. Excluding expenses related to retirement of debt of $2.6 million, net of taxes, net income was $12.1 million for the first quarter last year. Chairman, president and chief executive officer, Neil P. DeFeo stated, "We are pleased to be posting another solid quarter of growth - both in terms of sales and net income. Our focus on improving Playtex's business fundamentals continues to drive positive results." Mr. DeFeo continued, "The acquisition of Hawaiian Tropic is in line with our core category focus and it enables us to expand our presence internationally, in our fastest growing segment - Skin Care. The acquisition will also help further diversify the profitability of our total company portfolio." Segment Results Skin Care, the company's largest category, continued to show fast growth in both sales and operating income. First quarter 2007 net sales of Skin Care grew 8%, versus the comparable prior year period, to $82.8 million. Sales growth is due to strong performance by both Banana Boat and Wet Ones as a result of new product introductions in both product lines. Skin Care operating income for the quarter was up 7%, to $24.6 million, reflecting both the lower returns and increased sales versus year ago. Net sales of Feminine Care in the first quarter 2007 declined 6%, to $51.3 million, versus the comparable prior year period, primarily due to a planned reduction in promotions on Gentle Glide versus prior year and losses on Beyond and two discontinued plastic applicator tampon brands -SlimFits and Portables. In line with lower net sales, Feminine Care operating income in the first quarter 2007 declined to $11.7 million, $2.9 million below first quarter 2006. Infant Care net sales grew 3% to $46.8 million. Net sales growth was primarily driven by the introduction of new products late in 2006 and into the first quarter 2007. Infant Care operating income increased 4% during the first quarter 2007, to $12.4 million, versus the comparable prior year period. Operating Income and Interest Expense Operating income decreased $1.3 million, to $33.4 million, in the first quarter 2007 versus the comparable prior year period. While Skin Care and Infant Care operating income grew in the first quarter 2007 versus 2006, they were more than offset by lower operating income in Feminine Care due to lower sales and the costs of new product launches. Interest expense declined by $1.4 million in the first quarter 2007 versus the prior year as a result of the company's deleveraging program. As of March 31, 2007, net debt was $584.6 million. This is higher than the year-end net debt balance of $550.5 million due to the seasonally high working capital borrowings. About Playtex Products Headquartered in Westport, Connecticut, Playtex Products Inc. (NYSE: PYX) -- http://www.playtexproducts.com/-- is a manufacturer and distributor of a diversified portfolio of Skin Care, Feminine Care, and Infant Care products, including Banana Boat, Hawaiian Tropic, Wet Ones, Playtex gloves, Playtex tampons, Playtex infant feeding products, and Diaper Genie. * * * As reported in the Troubled Company Reporter on June 4, 2007 Moody's Investors Service affirmed the B2 corporate family rating, Ba3 senior secured notes rating and Caa1 senior subordinated notes of Playtex Products Inc. POPULAR ABS: Moody's Rates Three Certificate Classes at Low-B ------------------------------------------------------------- Moody's Investors Service assigned a Aaa rating to the senior certificates issued by Popular ABS Mortgage Pass-Through Trust 2007-A, and ratings ranging from Aa2 to B1 to the mezzanine and subordinate certificates in the deal. The securitization is backed by first-lien, adjustable-rate (49.01%) and fixed-rate (50.99%) subprime residential mortgage loans acquired or originated by Equity One, Inc. The ratings are based primarily on the credit quality of the loans, and on the protection from subordination, excess spread, overcollateralization and an interest rate swap agreement. Moody's expects collateral losses to range from 6.30% to 6.80%. Equity One, Inc. will service the loans. Moody's has assigned Equity One, Inc. its servicer quality rating of SQ3+ as a primary servicer of subprime residential mortgage loans. The complete rating actions are: * Popular ABS Mortgage Pass-Through Trust 2007-A Class A-1, Assigned Aaa Class A-2, Assigned Aaa Class A-3, Assigned Aaa Class M-1, Assigned Aa2 Class M-2, Assigned Aa3 Class M-3, Assigned A1 Class M-4, Assigned A2 Class M-5, Assigned A3 Class M-6, Assigned Baa1 Class M-7, Assigned Baa2 Class M-8, Assigned Baa3 Class B-1, Assigned Ba1 Class B-2, Assigned Ba2 Class B-3, Assigned B1 RIVIERA HOLDINGS: Gets New $245MM Senior Secured Credit Facilities ------------------------------------------------------------------ Riviera Holdings Corporation has obtained $245 million of new senior secured credit facilities, comprised of a $20 million five- year revolving credit facility and a $225 million seven-year term loan. Riviera is using the proceeds of the new term loan to refinance its 11% Senior Secured Notes due June 15, 2010, in the original principal amount of $215 million. Riviera started the 30-day call period to redeem those notes on June 8. The new senior secured revolving credit facility, on which Riviera has not yet drawn, replaces the company's revolving credit facility that was terminated last week. Riviera entered into floating to fixed rate swap for substantially the entire term loan at an attractive rate of LIBOR plus 2%, or effectively 7.48%. Riviera is permitted to prepay the facilities without premium or penalties. Most of the outstanding principal amount of the term loan will mature in the seventh year of the term. "Wachovia Securities did an outstanding job in marketing these credit facilities. The response rate from their efforts was impressive in terms of the swiftness and number of responses the company received," William L. Westerman, chairman and CEO of Riviera Holdings Corporation, said. "The new senior credit facilities will reduce interest costs and provide greater financial flexibility to the company." The new senior credit facilities are guaranteed by all of Riviera's active subsidiaries and secured by the stock of those subsidiaries and all or substantially all of the assets of Riviera and its subsidiaries. About Riviera Holdings Headquartered in Las Vegas, Riviera Holdings Corporation (Amex: RIV) -- http://www.rivierahotel.com/-- owns and operates the Riviera Hotel and Casino on the Las Vegas Strip and the Riviera Black Hawk Casino in Black Hawk, Colorado. * * * As reported in the Troubled Company Reporter on May 14, 2007, Moody's Investors Service affirmed Riviera's B2 corporate family rating and assigned ratings to several bank facilities, subject to final documentation, that will be used to refinance Riviera's $215 million, 11% senior secured notes. The rating outlook is negative. RIVERVIEW ESTATES: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------ Debtor: Riverview Estates, L.L.C. 788 Spring Hill Road Talladega, AL 35160 Bankruptcy Case No.: 07-41005 Type of Business: The Debtor is a real estate developer. Chapter 11 Petition Date: June 11, 2007 Court: Northern District of Alabama (Anniston) Judge: James J. Robinson Debtor's Counsel: Wesley M. Frye, Esq. Stubbs, Sills & Frye, P.C. P.O. Box 2023 Anniston, AL 36202 Tel: (256) 835-5050 Total Assets: $1,105,610 Total Debts: $416,000 Debtor's Largest Unsecured Creditor: Entity Claim Amount ------ ------------ Black Creek Development Co., L.L.C. $100,000 788 Spring Hill Road Talladega, AL 35160 ROGERS COMMS: Buying CTVglobemedia's TV Stations for $375 Million ----------------------------------------------------------------- Rogers Media Inc., a division of Rogers Communications Inc., and CTVglobemedia Inc. disclosed an agreement under which Rogers Broadcasting, a Rogers Media subsidiary, would acquire five Citytv conventional television stations from CTVglobemedia Inc. for $375 million in cash. These assets are currently under the control of Mr. John D. McKellar, C.M., Q.C., trustee under a Voting Trust Agreement in respect of CHUM Limited. The transaction is subject to Canadian Radio-television and Telecommunications Commission and Competition Bureau approval. This transaction is also subject to the satisfaction of the other conditions of approval for CTVglobemedia's acquisition of effective control of CHUM Limited as per the CRTC's June 8, 2007 decision. CHUM Limited and Mr. John McKellar are also parties to this agreement. This agreement replaces a previous agreement pursuant to which CTVglobemedia Inc. had agreed to sell the A-Channel stations and certain specialty channels to Rogers Media. Citytv Toronto (CITY-TV), Citytv Winnipeg (CHMI-TV), Citytv Edmonton (CKEM-TV), Citytv Calgary (CKAL-TV) and Citytv Vancouver (CKVU-TV) are local, urban oriented stations known for their ties to the communities they serve. "The acquisition of the Citytv stations will significantly expand our television operations and solidify our position as an important participant in the Canadian television industry," Rael Merson, President, Rogers Broadcasting, said. "It gives Rogers an instant and significant television presence in the largest markets in the country and is a natural complement to our existing television broadcasting and specialty assets. The combination of our existing television properties with the Citytv stations gives us a formidable national television platform that will continue our proud tradition of service to local communities and our desire to contribute to the Canadian broadcasting system." "Rogers came in with a very strong offer on a pre-emptive basis, which will see the Citytv stations in a fine home in a timely manner," Ivan Fecan, CTVglobemedia Inc. President and Chief Executive Officer and CEO of CTV Inc., said. "This outcome is good for both the businesses and the stations' employees. We know Rogers to be skilled operators of television assets and believe they will be good stewards of these important urban brands." The transaction is expected to close late in 2007. TD Securities advised CTVgm on this transaction. About CTVglobemedia CTVglobemedia Inc. is a multi-media company, which owns CTV Inc. and The Globe and Mail. CTV Inc. operates 21 conventional television stations across Canada and has interests in 16 specialty channels. Other CTVglobemedia investments include an interest in Maple Leaf Sports and Entertainment, which owns the Toronto Maple Leafs, Toronto Raptors and the Air Canada Centre and an interest in Dome Productions, a North American leader in the provision of mobile high definition production facilities. About Rogers Communications Headquartered in Toronto, Ontario, Rogers Communications Inc. (NYSE: RG, TSX: RCI) -- http://www.rogers.com/-- operates as a communications and media company in Canada. It owns all of Rogers Cable Inc., a cable company, Rogers Wireless Inc., wireless operator, and Rogers Media Inc., which owns radio, TV, sports and publishing assets. * * * As reported in the Troubled Company Reporter on May 18, 2007, Dominion Bond Rating Service placed BB (high) rating on Rogers Communications' Issuer Rating. SEMCO ENERGY: Shareholders Approve Cap Rock Share Exchange ----------------------------------------------------------- Semco Energy, Inc. disclosed that at a special shareholders meeting held on June 7, 2007, holders of the Company's Common Stock approved a proposed share exchange agreement with Cap Rock Holding Corporation. Under the terms of the share exchange, holders of Common Stock are to receive $8.15 in cash per share and holders of Series B Convertible Cumulative Preferred Stock are to receive $213.07 per share plus a "make whole" premium to be calculated at closing. The closing of the transaction will occur after receipt of all required federal and state regulatory approvals and satisfaction of other conditions to closing contained in the Exchange Agreement, including the approval of the Regulatory Commission of Alaska, or RCA. The company filed its application for approval with the RCA in April 2007, and a procedural order has been issued by the RCA scheduling hearings on the company's application for early September 2007. Donald W. Thomason, Chairman of the Board of Directors of SEMCO ENERGY, said, "I am pleased that shareholders approved the Cap Rock share exchange. We are hopeful that regulatory approvals will be obtained promptly, so that we can proceed toward closing the transaction." George A. Schreiber, Jr., President and Chief Executive Officer of SEMCO ENERGY, commented, "Shareholder approval is a very important step in the process for realizing the benefits of the share exchange. In approving the share exchange, shareholders have decided what is in their best interests and made what I believe is a wise decision. Now we will focus our efforts on completing the regulatory approval process and closing the transaction." About Semco Energy, Inc. Semco Energy, Inc. distributes natural gas to more than 400,000 customers combined in Michigan, as SEMCO ENERGY GAS COMPANY, and in Alaska, as ENSTAR Natural Gas Company. It also owns and operates businesses involved in propane distribution, intrastate pipelines and natural gas storage in various regions of the United States. About Cap Rock Holding Corporation Cap Rock Holding Corporation, through its regulated subsidiary Cap Rock Energy Corporation, transmits and distributes power to residential and commercial customers in 28 counties in the State of Texas. Cap Rock owns no generation facilities and instead purchases power wholesale through long-term power supply contracts. SENORX INC: March 31 Balance Sheet Upside-Down by $15.3 Million --------------------------------------------------------------- SenoRx Inc.'s balance sheet as of March 31, 2007, reflected total assets of $16.5 million, total liabilities of $31.8 million, resulting in a total stockholders' deficit of $15.3 million. Net loss for the first quarter ended March 31, 2007, decreased 10% to $2.1 million from $2.3 million for the first quarter last year. Revenue for the quarter increased 32% to $7.7 million, compared with $5.8 million in the first quarter a year ago. Gross profit increased to $4.1 million, or 54.1% of revenue, up from $2.7 million, or 47.1% of revenue, in the first quarter of 2006. Liquidity and Capital Resources The company incurred losses since its inception in January 1998 and, as of March 31, 2007, had an accumulated deficit of $67.6 million. To date, the company's operations have been funded primarily with proceeds from the issuance of our preferred stock and borrowings, including its May 2006 issuance of convertible promissory notes and December 2006 subordinated note, as well as its April 2007 initial public offering. Cumulative net proceeds from the issuance of preferred stock totaled $46.8 million as of Dec. 31, 2006. Proceeds from the issuance of the May 2006 convertible promissory notes totaled $8 million. Proceeds from the issuance of the December 2006 subordinated note were $10 million, of which $1.2 million was used to repay the 2004 subordinated note. Net proceeds from the company's initial public offering totaled $44.8 million. All of its preferred stock converted into common stock upon the closing of the initial public offering. The company believes that its cash and cash equivalents and its anticipated ability to draw down on its working capital and equipment facilities, will be sufficient to meet projected operating requirements for at least the next 12 months. The company anticipates that it will continue to use cash in its operating activities and investing activities for the foreseeable future. A full-text copy of the company's first quarter report is available for free at http://ResearchArchives.com/t/s?20d0 "We are pleased with the strong revenue growth achieved in the first quarter, led by a 52% increase in Biopsy disposable revenues resulting from the continued increase in the number of new sites for our flagship EnCor system," said Lloyd Malchow, SenoRx president and chief executive officer. "Importantly, we achieved significant progress in improving our gross margin, which increased 7 percentage points from the first quarter a year ago. The improvement was driven by increased product sales resulting from our larger installed base of EnCor systems, combined with improved efficiencies related to the production of our disposable biopsy probe and leveraging our manufacturing overhead over an increased revenue base." SenoRx IPO On April 3, 2007, SenoRx completed its initial public offering of 5,500,000 shares of common stock at a price of $8 per share. On April 23, 2007, the underwriters exercised their over-allotment option to purchase an additional 825,000 shares of the company's common stock at $8 per share. The initial public offering and exercise of the over-allotment option raised $47.1 million, net of the underwriters' fees. The proceeds from the public offering will provide the company with capital to expand selling and promotional activities, complete the development of its breast radiation balloon, and continue developmental activities supporting its product pipeline. 2007 Outlook and Guidance "We are very encouraged about the excellent progress achieved in the first quarter of 2007," Malchow continued. "These positive financial results, along with our current product offering and strong product pipeline, position the company well to become a leader in the diagnostic and therapeutic breast care market." The company's initial guidance for full-year 2007 revenues is in the range of $33 to $35 million. About SenoRx SenoRx Inc. (NASDAQ: SENO) - http://www.senorx.com/-- develops, manufactures and sells minimally invasive medical devices used by breast care specialists for the diagnosis of breast cancer. SenoRx's field sales organization serves over 1,000 breast diagnostic and treatment centers in the United States and Canada. With 16 products that have already received FDA 510(k) clearance across the continuumof breast care, SenoRx is developing additional minimally invasive products for diagnosis and treatment of breast cancer. SERACARE LIFE: Inks Three-Year $10 Million Revolving Loan Facility ------------------------------------------------------------------ SeraCare Life Sciences, Inc. has entered into a three-year Credit and Security Agreement, with Merrill Lynch Capital as a lender and as the Administrative Agent, pursuant to which a $10 million revolving loan facility was made available to the company. Obligations under the Credit Agreement are secured by substantially all the assets of the company, excluding the company's real property located at its West Bridgewater facility, which is subject to a separate mortgage. The Revolving Loan Facility, which may be used for working capital and other general corporate purposes, is governed by a borrowing base. As of June 11, 2007, the company has not borrowed any amounts under the Revolving Loan Facility. The loan bears interest at a rate per annum equal to 2.75% over LIBOR. Interest is payable monthly. Amounts under the Revolving Loan Facility may be repaid and re-borrowed until June 4, 2010. Mandatory prepayments of the Revolving Loan Facility are required any time the revolving loan outstanding balance exceeds the borrowing base. The Credit and Security Agreement contains standard representations, covenants and events of default for facilities of this type. Occurrence of an event of default allows the lenders to accelerate the payment of the loans and/or terminate the commitments to lend, in addition to the exercise of other legal remedies, including foreclosing on collateral. Commenting on SeraCare's entry into the agreement, Susan Vogt, SeraCare's President and Chief Executive Officer, said, "I'm pleased we have been successful in our efforts to enter into this $10 revolving loan facility with Merrill Lynch Capital. This facility provides us with additional financial flexibility to expand our capabilities and service to customers." About SeraCare Life Based in Oceanside, California, SeraCare Life Sciences, Inc. -- http://www.seracare.com/-- develops and manufactures biological based materials and services for diagnostic tests, commercial bioproduction of therapeutic drugs, and medical research. The Company filed for chapter 11 protection on March 22, 2006 (Bankr. S.D. Calif. Case No. 06-00510). Garrick A. Hollander, Esq., Paul J. Couchot, Esq., Peter W. Lianides, Esq., and Sean A. O'Keefe, Esq., at Winthrop Couchot represent the Debtor. The Official Committee of Unsecured Creditors selected Henry C. Kevane, Esq., and Maxim B. Litvak, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub LLP, as its counsel. Thomas E. Patterson, Esq., and Martin R. Barash, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, Mark I. Bane, Esq., and D. Ross Martin, Esq., at Ropes & Gray LLP, represent the Ad Hoc Committee of Equityholders. When the Debtor filed for protection from its creditors, it listed $119.2 million in assets and $33.5 million in debts. As reported in the Troubled Company Reporter on May 18, 2007, SeraCare Life Sciences has emerged from its Chapter 11 bankruptcy proceeding. SHERWOOD SHUTTER: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Sherwood Shutter Corporation fdba Classic Custom Finishing Corporation dba Elizabeth Ashley Shutters dba Classic Shutters dba Paul Heinley Shutters dba Custom Shutter Sales, Inc. 3655 West Mcfadden Avenue Santa Ana, CA 92704-1329 Bankruptcy Case No.: 07-11703 Type of Business: The Debtor manufactures window shutters and accessories. See http://www.sherwoodshutters.com/ Chapter 11 Petition Date: June 8, 2007 Court: Central District Of California (Santa Ana) Judge: Robert N. Kwan Debtor's Counsel: Marc J. Winthrop, Esq. Winthrop Couchot P.C. 660 Newport Center Drive, Suite 400 Newport Beach, CA 92660 Tel: (949) 720-4100 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtor's List of its 20 Largest Unsecured Creditors: Entity Nature Of Claim Claim Amount ------ --------------- ------------ Mass Mutual Life Insurance Loan $210,074 1295 State Street Springfield, MA 01111 McFadden Harbor Rent $58,500 Business Center LLC 12100 Wilshire Boulevard Suite 1200 Los Angeles, CA 90025 Frazee Paint & Wall Covering Trade $38,735 6625 Miramar Road San Diego, CA 92121 Orange County Register Advertising $29,196 Vista Paint Corporation Trade $27,321 Santa Barbara Bank & Trust Equipment Lease $23,589 Los Angeles Times Advertising $20,369 Marlin Leasing Corp. Equipment Lease $14,370 Xerox Corporation Equipment Lease $13,693 Solar Saw Service Trade $13,599 J&R Printing Trade $7,091 Avi-A-Ventures, Inc. Trade $6,772 Southern California Edison Utility $6,500 Boxes Express Paper Company Trade $6,471 Stratacom Advertising $6,437 Idearc Media Corp. Advertising $5,547 Sheppard Mullin Legal $5,312 Richter Hampton AT&T Telephone Service $4,200 AT&T Yellow Pages Advertising $3,774 Canon Financial Services Equipment Lease $3,753 SHINGLE SPRINGS: Narrow Business Focus Cues S&P's B Credit Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issuer credit rating to the Shingle Springs Tribal Gaming Authority. The rating outlook is stable. The Authority is an unincorporated enterprise of the El Dorado County, California-based Shingle Springs Band of Miwok Indians. Standard & Poor's also assigned its 'B' rating to the Authority's $450 million senior notes due 2015. These securities are being issued pursuant to Rule 144A of the Securities Act of 1933 without registration rights. Proceeds from the proposed note issue, along with other debt securities issued by the Authority, will be used to help fund the construction of the Foothill Oaks Casino and to fund construction of an interchange from US Highway 50 to the casino. "The 'B' rating reflects the Authority's narrow business focus operating in a single market, the existence of well-established competition, construction risks associated with the planned expansion, and some litigation uncertainty," said Standard & Poor's credit analyst Peggy Hebard. "Still, these factors are partially tempered by the escrowing of the first three interest payments on the notes (totaling $64 million), good location with direct access off US Highway 50, and solid demographics in the Sacramento area." Given that the notes will not be registered, financial information for Shingle Springs will not be made publicly available. The Tribe's pro forma leverage is adequate for the current rating, and current EBITDAM margins compare favorably to other Native American gaming operations. Standard & Poor's uses EBITDA before taking into account the payment of management fees to Lakes Gaming in calculating its credit statistics, as these fees are subordinated to the debt service of the proposed notes. SI INTERNATIONAL: Completes $59 Million LOGTEC Cash Buyout ---------------------------------------------------------- SI International Inc. has completed the purchase of LOGTEC Inc. for $59 million in cash, pursuant to the terms of the definitive agreement for the transaction. The transaction was financed through cash-on-hand and borrowings under SI International's newly amended credit facility. LOGTEC's unaudited revenue for the twelve months ended Dec. 31, 2006, was approximately $54 million and EBITDA for the same period was approximately $6.5 million. SI International expects the acquisition to be accretive to earnings in 2007. The acquisition supports SI International's strategic growth plan to broaden its customer base and strengthen its portfolio of mission-critical solutions. "LOGTEC has built a solid reputation of delivering creative solutions and substantial value to the Department of Defense. By combining the ingenuity, creativity, and commitment of SI International and LOGTEC employees, the company will be able to deliver expanded services to its existing customers and offer compelling solutions to new customers," Brad Antle, president and CEO of SI International, said. "The company admires the high- quality work and excellent customer service that the LOGTEC team provides to the company's clients. The company welcomes this highly-talented team into the SI International organization." About LOGTEC Inc. Headquartered in Fairborn, Ohio, LOGTEC Inc. is a privately held company that provides logistics, acquisition, and information technology support, primarily to the Federal government in areas such as acquisition and program management, systems and network engineering and integration, software and web-based application development, data management and warehousing, information assurance, and training. LOGTEC's largest clients include Air Force Materiel Command and Naval Air Systems Command. LOGTEC has approximately 350 employees with over 50% holding security clearances. For the twelve months ended Dec. 31, 2006, LOGTEC had unaudited revenues of approximately $54 million. For the twelve months ended Dec. 31, 2006, LOGTEC generated approximately 99% of its revenue from work performed for the federal government. LOGTEC generated approximately 83% of revenues from contracts with the United States Air Force, with the approximately remaining 16% of revenues from other DoD agencies. LOGTEC generated 72% of fiscal year 2006 revenues as a prime contractor. About SI International Headquartered in Reston, Virginia, SI International Inc. (Nasdaq: SINT) -- http://www.si-intl.com/-- is a provider of information technology and network solutions to the federal government. The company is a member of the Russell 2000 index, has revenues of $462 million for the twelve months ended Dec. 30, 2006. * * * As reported in the Troubled Company Reporter on June 6, 2007, Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating and positive outlook on Reston, Virginia-based SI International Inc. At the same time, Standard & Poor's affirmed its 'B+' bank loan and '3' recovery ratings on SI's $155 million senior secured bank facility (including the proposed $25 million add-on term loan). SPECIALIZED TECH: Moody's Junks Rating on Proposed $75 Mil. Loan ---------------------------------------------------------------- Moody's Investors Service downgraded the ratings of the proposed first lien senior secured credit facilities of Specialized Technology Resources, Inc. to B1 from Ba3 following the upsizing of the first lien term loan by $50 million to $185 million. The upsizing was accompanied by a reduction in the proposed second lien term loan by $50 million to $75 million. The Caa1 ratings on the proposed second lien term loan were affirmed. Concurrently, Moody's affirmed the B2 Corporate Family Rating and B2 Probability of Default Ratings of the company. The outlook for the ratings remains stable. The ratings are constrained by a high level of overall indebtedness at close with adjusted pro forma debt to EBITDA for the twelve months ended March 31, 2007 of about 6.5 times, the company's small size both in absolute terms and relative to competitors, and Moody's expectations of negative free cash flow generation in fiscal 2007. The ratings also reflect some degree of technological risk with respect to STR Solar. Although the leverage reflects the relatively high valuation of the company in relation to current cash flow generation, the ratings recognize the significant equity contribution and associated sponsor commitment. The B2 Corporate Family Rating acknowledges STR's geographically diverse asset base (including laboratories, inspection and audit offices and manufacturing plants), the continuing outsourcing of manufacturing from consumer to producer countries and related safety requirements and regulations which support growth in the quality assurance and testing business, and the current environment with respect to solar panel installation subsidies in several countries, along with the diversification benefits of operating in two unrelated business segments. Moody's also notes that STR's focus on areas such as social responsibility and renewable energy is likely to continue to benefit from favorable social and regulatory trends. Moody's took these rating actions: -- Downgraded the proposed $20 million first lien revolver due 2012 to B1 (LGD 3, 35%) from Ba3 (LGD2, 24%); -- Downgraded the proposed $185 million first lien term loan due 2014 to B1 (LGD 3, 35%) from Ba3 (LGD2, 24%); -- Affirmed the proposed Caa1 (LGD5, 88%) rated $75 million second lien term loan due 2014; -- Affirmed the B2 Probability of Default Rating; -- Affirmed the B2 Corporate Family Rating; -- The outlook for the ratings is stable. Specialized Technology Resources -- http://www.strlab.com/-- founded in 1944, is a recognized leader in testing and quality assurance services for the consumer products industry and the leading manufacturer of solar module encapsulants globally. STR Quality Assurance has established deep and longstanding relationships with the leading global retailers and manufacturers in the consumer and retail markets. STR Solar is the leading, long-term supplier of encapsulants to many of the major solar module manufacturers in the industry. STR has sophisticated laboratories and offices in over 30 countries across five continents. The Company is headquartered in Enfield, CT and has over 1,500 employees worldwide. The company has laboratories located in Mexico, Hong Kong, China, Taiwan, Singapore, Indonesia, Korea, India, Sri Lanka, Switzerland, United Kingdom, France, and Turkey, among others. STR had revenues of approximately $135 million for the 12 months ended March 31, 2007. SUPERIORITY INC: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Superiority, Inc. dba Just Bulbs dba Superior Lamp & Electric dba Superior Light + Fan 5 East 16th Street New York, NY 10003 Bankruptcy Case No.: 07-11793 Type of Business: The Debtor provides lighting. Chapter 11 Petition Date: June 11, 2007 Court: Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtor's Counsel: Tracy L. Klestadt, Esq. Klestadt & Winters, L.L.P. 292 Madison Avenue, 17th Floor New York, NY 10017-6314 Tel: (212) 972-3000 Fax: (212) 972-2245 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million The Debtor did not file a list of its 20 largest unsecured creditors. SURGICAL CARE: Moody's Assigns B2 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service assigned a B2 Corporate Family Rating to Surgical Care Affiliates, LLC, the newly formed company resulting from the acquisition of the Surgery Division of HealthSouth Corporation by TPG for approximately $940 million. Moody's also assigned a Ba3 rating to the company's proposed senior secured credit facilities, a B3 rating to the proposed PIK toggle notes, and a Caa1 rating to the proposed subordinated notes. The proceeds of the proposed offering are expected to be used, along with an equity investment from TPG, to fund the acquisition of the division from HealthSouth. The B2 Corporate Family Rating reflects the limited size of the company. While SCA operates one of the largest networks of outpatient surgery centers in the U.S., the company's annual revenue is appropriate for the single B rating category. The company's revenue base has declined over the past several years as a result of the challenges from the historical events surrounding HealthSouth, as well as the portfolio rationalization initiatives undertaken to stabilize the business, which reduced the number of facilities from 180 in 2004 to 147 in 2006. The rating is constrained by the high financial leverage resulting from the transaction. Moody's also expects cash flow coverage of debt of the stand alone company to remain appropriate for the single B rating category in the near term. Further, the B2 Corporate Family Rating reflects the lack of a track-record of SCA operating as a stand-alone entity. Additionally, the company has historically realized significantly lower profitability margins than comparable stand alone surgery companies. Offsetting this, the ratings are supported by the healthy fundamentals of the surgery center industry, which Moody's believes should support relatively stable operating performance in the near-term. Additionally, Moody's believes that SCA's profitability margins will likely improve with renewed focus and increased flexibility as a stand-alone entity. The rating is also supported by the diversity of the company's operations in 35 states. Further, most of the company's facilities are multi- specialty and revenues of the company are not overly concentrated around a single procedure. Ratings are subject to review of final documentation. A summary of ratings assigned: -- Corporate Family Rating, B2 -- Probability of Default Rating, B2 -- $125 million senior secured revolving credit facility due 2013, Ba3 (LGD2, 27%) -- $355 million senior secured term loan due 2014, Ba3 (LGD2, 27%) -- $150 million senior unsecured PIK toggle notes due 2015, B3 (LGD5, 73%) -- $150 million senior subordinated notes due 2017, Caa1, (LGD6, 91%) -- Speculative Grade Liquidity Rating, SGL-2 -- The outlook for the ratings is stable. Surgical Care Affiliates, headquartered in Birmingham, Alabama, will operate one of the largest networks of multi-specialty ambulatory surgery centers in the U.S., comprised of 137 free standing surgery centers and 3 surgical hospitals. Moody's estimates that pro forma revenue for the year ended Dec. 31, 2006 would have approximated $715 million. TAPE BORROWER: S&P Puts Corporate Credit Rating at B ---------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Tape Borrower Inc. The outlook is stable. At the same time, Standard & Poor's assigned its bank loan and recovery ratings, based on preliminary terms and conditions, to the company's proposed $460 million credit facilities, consisting of a $60 million six-year first-lien revolving credit facility, a $280 million seven-year first-lien term loan B, and a $120 million seven-and-a-half year second-lien term loan. The first-lien facilities are rated 'B+' with a recovery rating of '2', indicating the expectation of substantial recovery of principal (70%-90%) in the event of a payment default. The second-lien term loan is rated 'CCC+' with a recovery rating of '6', indicating the expectation of negligible (0%-10%) recovery of principal in the event of a payment default. The second-lien term loan rating of 'CCC+' is two notches below the corporate credit rating reflecting the existence of a meaningful amount of senior debt in the capital structure ahead in priority, which reduces the recovery prospects on the second-lien loan. S&P's existing ratings on Intertape Polymer Group Inc., including the 'B-' corporate credit rating, remain on CreditWatch with negative implications where they were placed on Oct. 4, 2006. The CreditWatch placement followed Intertape's announcement of a strategic review process, and our concerns on weakening credit quality. Subsequently, in May 2007, Intertape announced its entry into a definitive agreement to be acquired by private equity company Littlejohn & Co. LLC for approximately $500 million including net debt. On successful completion of the transaction, Tape Borrower is expected to be the holding company for the operating assets of Intertape Polymer Group. S&P will withdraw their ratings on Intertape when the transaction is successfully completed. The acquisition is subject to shareholder and regulatory approval. The CreditWatch on Intertape reflects the risk to credit quality-- including weak liquidity, and a highly leveraged financial profile--if the acquisition and financing transaction does not go through as planned. Proceeds from the proposed credit facilities along with an equity contribution from Littlejohn and some cash balances will be used to fund the acquisition of Intertape's shares, repay existing debt, and pay transaction expenses. "The ratings on Tape Borrower reflect a limited scope of operations in the tapes niche of the North American packaging sector and a small presence in films, low margins with some volatility in earnings, vulnerability to cyclical end markets, and a highly leveraged financial profile," said Standard & Poor's credit analyst Paul Kurias. "These risks are partly offset by a fair position in the company's market niches, breadth of customer base, and positive growth prospects for industrial tape demand in North America." With annual sales of approximately $800 million, the company is a manufacturer of mainly paper and film pressure-sensitive tapes, but also produces a limited range of polyolefin films and engineered coated products. TRADITIONS AT RORIPAUGH: Section 341(a) Meeting Set for July 9 -------------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of Roripaugh LLC's Chapter's creditors on July 9, 2007, at 2:30 p.m., at Room 100A, No. 3420 Twelfth Street in Riverside, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Headquartered in Temecula, California, Traditions at Roripaugh LLC owns a 22305-acre parcel of property at Temecula, California. The Debtor filed for Chapter 11 protection on May 23, 2007, (Bankr. C.D. Calif. Case No. 07-12847). John A Moe, II, Esq., at Luce, Forward, Hamilton & Scripps LLP, represents the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed total assets of $19,460,334 and total debts of $23,589,279. TWEETER HOME: Seeks Court Approval to Use GECC Cash Collateral -------------------------------------------------------------- Prior to its bankruptcy filing, Tweeter Home Entertainment Group Inc. and its debtor-affiliates borrowed money under a $75,000,000 senior secured revolving credit facility with General Electric Capital Corporation. The GECC facility included up to $20,000,000 in letters of credit and a $5,000,000 swing-line loan provision. The initial drawdown under the GECC facility was $38,100,000. As of March 31, 2007, roughly $11,900,000 was available for future borrowings. The credit line is secured by a first priority lien on substantially all of the Debtors' assets. The GECC facility expires March 21, 2012. Since the end of March 2007, the Debtors have faced declining revenues and have incurred increased short-term costs associated with their restructuring efforts. As a result, the Debtors' borrowing base has decreased and GECC has imposed -- as it is permitted to do -- additional reserves. Prior to and during that same period, many of the Debtors' suppliers tightened or eliminated entirely the Debtors' credit terms, requiring the Debtors to pay "cash in advance." As a result, the Debtors had little or no availability under the prepetition credit agreement and experienced a severe liquidity crisis. To address the problem, the Debtors amended the credit facility GECC on May 30, 2007. The amendment slightly increased the Debtors' liquidity and allowed them some time to pursue various restructuring alternatives. Notwithstanding the amendment, the Debtors continued to face a severe lack of liquidity and were not able to purchase sufficient inventory on credit to restore additional availability under the prepetition GECC credit agreement, Gregory W. Hunt, Tweeter's senior vice president and chief financial officer, relates. Although the Debtors have received prior to the Petition Date expressions of interest regarding various restructuring alternatives, it became apparent that those interests would not be fully developed until after the Debtors had run out of availability under the prepetition GECC loan, Mr. Hunt says. The Debtors need immediate use of GECC's collateral, including any cash collateral, to continue operating their businesses and complete a sale of substantially all of their assets or other some other restructuring alternative, Mr. Hunt tells the Court. Specifically, the Debtors require the use of Cash Collateral to pay operating expenses, including payroll, and to pay vendors to ensure a continued supply of goods. GECC has consented to the Debtors' use of Cash Collateral, Mr. Hunt adds. Pursuant to Sections 361, 363(e) and 364(e), the Debtors seek the Court's authority to use GECC's Cash Collateral. The Debtors want immediate access to the Cash Collateral. As adequate protection to GECC with respect to the diminution in the value of GECC's interest in the Collateral, the Debtors propose to give GECC: 1) replacement liens on all of the Debtors' assets; 2) a superpriority claim status that is pari passu to the superpriority claim status applicable to the $60,000,000 postpetition credit facility to be provided by GECC; 3) adequate protection payments in the amount of interest, fees and other amounts due under the prepetition credit agreement. The Adequate Protection Liens will remain subject to a carve-out for allowed administrative expenses pursuant to 28 U.S.C. Section 1930(a)(6), and allowed fees and expenses of bankruptcy professionals retained in the Debtors' cases. The Debtors note that approval of their request is without prejudice to the right of any official committee appointed in their cases to contest or challenge the validity of the prepetition lenders' liens. The Debtors' authority to use the Cash Collateral will cease on the earliest to occur of: -- January 11, 2008; -- the effective date of a plan of reorganization for any of the Debtors; -- the date of consummation of a sale of substantially all of the Debtors' assets; and -- an event of default. About Tweeter Home Based in Canton, Mass., Tweeter Home Entertainment Group Inc. -- http://www.tweeter.com/-- retails mid-to high-end audio and video consumer electronics products. Tweeter and seven of its affiliates filed for chapter 11 Protection on June 11, 2007 (Bankr. D. Del. Case No: 07-10787 through 07-10796). Gregg M. Galardi, Esq. and Mark L. Desgrosseilliers, Esq. at Skadden, Arps, Slate, Meagher & Flom, L.L.P. represent the Debtors in their restructuring efforts. As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and total debts of $190,417,285. TWEETER HOME: Inks $60 Million GECC DIP Financing Pact ------------------------------------------------------ Tweeter Home Entertainment Group Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for authority to borrow up to $60,000,000 from General Electric Capital Corporation pursuant to a debtor-in-possesion credit agreement. "The Debtors' business depends in large part on restoring vendor and customer confidence. . . . [H]owever, presently nearly all of the Debtors' vendors and suppliers have put the Company on restricted trade terms," Gregory W. Hunt, Tweeter's senior vice president and chief financial officer, relates. To secure goods, pay employees and ultimately restore vendor confidence, the Debtors must have immediate access to postpetition financing. The Debtors engaged in an extensive process prior to bankruptcy Filing to identify potential sources of postpetition financing. During that process, the Debtors contacted multiple potential lenders, including GECC. Based on those discussions, the Debtors determined that it was not possible to obtain postpetition funding on an unsecured basis or on a junior priority basis to the prepetition lenders within the time periods that the Debtors' current liquidity situation permitted. The Debtors also could not obtain an additional equity investment from any potential strategic partner. Ultimately, the Debtors negotiated a DIP credit facility with GECC. The Debtors believe that GECC's funding proposal was the most favorable under the circumstances, and adequately addressed their reasonably foreseeable liquidity needs. New England Audio Co., Inc., and seven other debtor-affiliates serve as borrowers under the Senior, Secured, Superpriority Debtor-In-Possession Credit Agreement dated June __, 2007, syndicated by GECC, as administrative agent and lender, and GE Capital Markets, Inc., as lead arranger. Tweeter guarantees its debtor-affiliates' obligations under the DIP loan. GECC has committed to arrange a senior revolving credit facility of up to $60,000,000, including a $20,000,000 sublimit for letters of credit and a $5,000,000 sublimit for swingline loans. The Debtors will use the DIP proceeds solely for working capital and general corporate purposes consistent with a budget, and to pay the costs and expenses related to the administration of the chapter 11 cases. Prior to bankruptcy filing, GECC imposed additional reserves relative to its $75,000,000 credit facility with the Debtors after the Debtors' borrowing base decreased due to the Debtors' declining revenues and increased short-term costs related to their restructuring efforts. Under the DIP Credit Agreement, GECC will remove a reserve for $3,000,000. GECC will also take out a reserve with respect to rent, customer deposit and layaway liabilities and outstanding gift cards and gift certificates. The DIP loan will mature on the earliest of: -- January 11, 2008; -- the effective date of a plan of reorganization for the Borrowers; and -- the date a sale of all or substantially all of the Borrowers' assets is consummated. The DIP obligations will be secured a first priority perfected security interest in the Debtors' assets, including avoidance actions under Section 547 of the Bankruptcy Code, subject to (i) a carve-out for fees payable to the U.S. Trustee and Court clerk, and legal fees of bankruptcy professionals retained in the cases, and (ii) adequate protection liens granted to GECC, as prepetition lender, for the Debtors' use of its cash collateral. The Debtors are required to pay: * a $375,000 facility closing fee; * a letter of credit fee; and * an unused facility fee. The DIP loan will incur interest, at the Debtors' election, at either a so-called Index Rate (which is something close to the Prime Rate) or something close to LIBOR. The DIP Credit Agreement contains usual and customary events of default. Additionally, the Debtors are required to meet these deadlines: June 29, 2007 Borrowers must have entered into stalking horse bids for the sale of their assets, and Bankruptcy Court must have approved competitive bidding procedures. July 10, 2007 Borrowers must have completed an auction for the assets. July 13, 2007 Borrowers must have received Court approval of, and have consummated, the sale. GECC is represented in the Debtors' cases by Robert A. J. Barry, Esq., at Bingham McCutchen LLP, in Boston, Massachusetts; Patrick J. Trostle, Esq., at Bingham McCutchen LLP, in Hartford, Connecticut; and Mark D. Collins, Esq., at Richards, Layton & Finger, in Wilmington, Delaware. A full-text copy of the GECC DIP Credit Agreement is available at no charge at http://researcharchives.com/t/s?20d7 The terms and conditions of the DIP Credit Agreement are fair and reasonable, and were negotiated by the parties in good faith and at arm's-length, Mr. Hunt assures the Court. The Debtors also seek permission to use up to $33,000,000 of the DIP Credit Facility on an interim basis. Mr. Hunt explains that interim availability will avoid a disruption in the Debtors' operations pending a final hearing on the Debtors' request. About Tweeter Home Based in Canton, Mass., Tweeter Home Entertainment Group Inc. -- http://www.tweeter.com/-- retails mid-to high-end audio and video consumer electronics products. Tweeter and seven of its affiliates filed for chapter 11 Protection on June 11, 2007 (Bankr. D. Del. Case No: 07-10787 through 07-10796). Gregg M. Galardi, Esq. and Mark L. Desgrosseilliers, Esq. at Skadden, Arps, Slate, Meagher & Flom, L.L.P. represent the Debtors in their restructuring efforts. As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and total debts of $190,417,285. UNITEDHEALTH GROUP: Earns $927 Million in Quarter Ended March 31 ---------------------------------------------------------------- UnitedHealth Group Inc. reported net earnings of $927 million on total revenues of $19.05 billion for the first quarter ended March 31, 2007, compared with net earnings of $891 million on total revenues of $17.58 billion for the same period ended March 31, 2006. Consolidated revenues increased by $1.5 billion, or 8%, year-over- year in the first quarter of 2007 to $19.05 billion driven primarily by rate increases on premium-based and fee-based services, growth in the total number of individuals served and growth in the company's Medicare Part D program. Medical costs for first quarter 2007 increased $1.2 billion, or 9%, to $14.4 billion, due primarily to an annual medical cost trend of 7% to 8% on commercial risk-based business due to both medical cost inflation and increases in health care consumption as well as growth in the Medicare Part D program. Operating costs for the first quarter of 2007 totaled $2.7 billion, an increase of $133 million, or 5%, over the first quarter of 2006. Included in the operating costs for the first quarter of 2007 is $176 million, or $112 million net of tax benefit, of expenses related to Section 409A of the Internal Revenue Code. The $176 million charge includes $87 million of expense for the payment of certain optionholders' tax obligations for stock options exercised in 2006 and early 2007 and $89 million of expense for the modification related to increasing the exercise price of unexercised stock options granted to nonexecutive officers and the related cash payments. These amounts have been recorded as corporate expenses and have not been allocated to individual business segments. Cost of products sold during the first quarter of 2007 totaled $170 million, an increase of $33 million, or 24%, over the comparable period of 2006. This was primarily due to costs associated with increased pharmacy sales at the company's Prescription Solutions pharmacy benefit management (PBM) business. Depreciation and amortization was $191 million and $157 million for the three-month periods ended March 31, 2007 and 2006, respectively. The $34 million increase is primarily related to higher levels of computer equipment and capitalized software as a result of technology enhancements, business growth and businesses acquired since the beginning of 2006 as well as separately identifiable intangible assets acquired in business acquisitions since the beginning of 2006. The effective income tax rate increased to 36.8% in the first quarter of 2007 from 35.9% for the first quarter of 2006 largely due to business and income mix in states with differing income tax rates. Excluding 409A charges, first quarter net earnings increased to $1.04 billion, up $148 million or 17 percent year-over-year. Consolidated earnings from operations in the first quarter were $1.6 billion. Cash flows from operating activities were $2.6 billion in the first quarter of 2007, representing a decrease over the comparable 2006 period of $302 million, or 10%, due to a reduction in working capital of $633 million partially offset by an increase of $331 million in net income excluding depreciation, amortization and other noncash items. The decrease in working capital resulted primarily from growth in the Medicare Part D business and the related risk-share receivables in the first quarter of 2007. Additionally, first quarter 2006 operating cash flows benefited from the initial establishment of the medical costs payable balance related to this program. At March 31, 2007, the company's balance sheet showed $51.009 billion in total assets, $29.941 billion in total liabilities, and $21.068 billion in total stockholders' equity. The company's balance sheet at March 31, 2007, also showed strained liquidity with $18.407 billion in total current assets available to pay $21.282 billion in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?20d5 About UnitedHealth Group Headquartered in Minneapolis, Minn., UnitedHealth Group Inc. (NYSE: UNH) -- http://www.unitedhealthgroup.com/-- is a diversified health and well-being company which offers offers a broad spectrum of products and services through six operating businesses: UnitedHealthcare, Ovations, AmeriChoice, Uniprise, Specialized Care Services and Ingenix. Through its family of businesses, UnitedHealth Group serves approximately 70 million individuals nationwide. * * * The company's 2-1/4% Senior Convertible Debentures due 2023 carry Standard & Poor's BB+ rating. WAMU COMMERCIAL: S&P Rates $3.219 Mil. Class O Certificates at B- ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary ratings to WaMu Commercial Mortgage Securities Trust 2007-SL3's $1.288 billion commercial mortgage pass-through certificates series 2007-SL3. The preliminary ratings are based on information as of June 11, 2007. Subsequent information may result in the assignment of final ratings that differ from the preliminary ratings. The preliminary ratings reflect the credit support provided by the subordinate classes of certificates, the liquidity provided by the trustee, and the economics of the underlying loans. Standard & Poor's analysis determined that, on a weighted average basis, the pool has debt service coverage of 1.25x, a beginning LTV of 99.2%, and an ending LTV of 85.4%. Preliminary Ratings Assigned WaMu Commercial Mortgage Securities Trust 2007-SL3 Recommended credit Class Rating Amount Support ----- ------ ------ ------------------ A AAA $292,677,000 25.000% A-1A AAA $673,087,000 25.000% A-J AAA $141,646,000 14.000% B AA $25,753,000 12.000% C AA- $14,487,000 10.875% D A $24,144,000 9.000% E A- $11,267,000 8.125% F BBB+ $14,487,000 7.000% G BBB $9,657,000 6.250% H BBB- $12,877,000 5.250% J BB+ $17,706,000 3.875% K BB $8,048,000 3.250% L BB- $6,438,000 2.750% M B+ $3,220,000 2.500% N B $6,438,000 2.000% O B- $3,219,000 1.750% P NR $22,535,282 N/A R NR * N/A X** AAA $1,287,686,282 N/A * This class will not have a principal balance or a notional amount. ** Interest-only class with a notional amount. NR -- Not rated. N/A -- Not applicable. WCI COMMUNITIES: Carl Icahn Urges Others to Miss June 15 Meeting ---------------------------------------------------------------- Billionaire Carl Icahn asked fellow stockholders not to vote at or attend the annual meeting of WCI Communities Inc. set for June 15, 2007. WCI's bylaws require the holders of a majority of the outstanding shares entitled to vote at the annual meeting be present, in person or by proxy, in order to have a quorum to transact business at the annual meeting. By not voting or attending the meeting stockholders can preclude WCI from re-electing its board for a full-year prior to the completion of the company's current sales process. "WCI is obfuscating the current proxy fight by stating that electing a dissident slate of directors at the June 15 meeting would be disruptive to the current sales process," Mr. Icahn stated. "We believe that WCI is using the sales process as an excuse and pressure to re-elect its current board for another year. A simple solution is to put off the meeting and allow the sales process to conclude. If this occurs, there will be no need for a proxy contest. However, if WCI is unable to sell the company on acceptable terms, stockholders should then have the option to vote for the company's proposed slate of directors or my slate after having reviewed each of our plans to manage the company for the next year as an independent entity and not be influenced by extraneous factors." None of Carl Icahn's affiliated entities intend to vote or otherwise attend WCI's annual meeting, with the exception of High River Limited Partnership as to the 1,000 shares of WCI common stock of which it is the record owner. Questions regarding revocation of previously voted shares contact: MacKenzie Partners, Inc. 105 Madison Avenue New York, New York 10016 Telephone (212) 929-5500 (Call Collect) Toll Free (800) 322-2885 Headquartered in Florida, 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. * Steptoe Names Robbin Itkin as Partner in Century City Practice ---------------------------------------------------------------- Robbin Itkin, Esq. is joining Steptoe & Johnson LLP as a partner in its Century City office. She will join Steptoe's Business Solutions Team effective June 11, 2007, where she will concentrate on financial restructuring and insolvency matters. Steptoe's Century City office has grown to over 20 lawyers since opening 10 months ago. Formerly a partner in Kirkland & Ellis LLPf?Ts Los Angeles office, Ms. Itkin has over 20 years experience in restructurings, workouts and bankruptcies. Her skills have been recognized as a Fellow of the American College of Bankruptcy, current Co-Chair of the Central District of California Lawyer Representatives for the Ninth Circuit Judicial Conference, and as one of this year's Top 50 Southern California Women Attorneys. "Robbin is one of the true stars of the bankruptcy bar," said Roger Warin, Steptoe firm chair. "We are excited to have her launch our West Coast restructuring and insolvency practice. She will help us broaden our commercial litigation, corporate and real estate practices in California, and she will contribute significantly to the firm nationally. Robbin will be working extensively with our financial services, media, entertainment, hospitality, tax, intellectual property and environmental practices in our other offices." Ms. Itkin's diverse practice includes representation throughout the United States of debtors, creditors, equity and bondholders' committees, purchasers and trustees in corporate restructurings and bankruptcies in a wide variety of industries, including entertainment, retail, transportation, real estate and hospitality, and advises high profile individuals and corporations in out-of-court workouts and financial transactions. "Steptoe is a highly-respected firm, known for its legal acumen and sophistication in a wide variety of practice areas. There is a real synergy between my practice and the areas of expertise of Steptoe attorneys that will greatly benefit our clients," said Ms. Itkin. Ms. Itkin has an extensive and longstanding involvement in professional and community-based organizations. Her professional activities present and past include service on the Board of the Women's Leadership Council, the Los Angeles Bankruptcy Forum, and the California Bankruptcy Forum and as a member of the Board of Governors of the Financial Lawyers Conference. Ms. Itkin has authored and co-authored numerous professional publications and delivered many professional presentations, seminars and workshops. Ms. Itkin also serves as a Certified Mediator for the Central District of California Bankruptcy Courts. Her community activities include service on the Board of Directors of the Make-A-Wish Foundation of Greater Los Angeles, the Executive Board of Directors, City of Hope National Medical Center and Beckman Research Institute, and as a Board Member and former President of City of Hope Inner Circle. Ms. Itkin earned a B.A. from the University of California, Los Angeles in 1982, and her J.D. from the University of Southern California, Los Angeles, in 1984. She was listed among the "Top 50 Southern California Women Attorneys" in 2007, and named a "Southern California Super Lawyer" in 2007, 2006 and 2005. "I welcome the opportunity that joining Steptoe presents. Steptoe has a collaborative environment. I am excited about working together to expand the restructuring practice in the United States and abroad, and to play a role in the direction and growth of the recently opened Century City office," said Ms. Itkin. About Steptoe & Johnson With more than 450 attorneys, Steptoe & Johnson LLP -- http://www.steptoe.com/-- provides counsel and representation in a wide range of legal fields. In more than 60 years of practice, the firm has gained a national and international reputation for vigorous representation of clients before governmental agencies, successful advocacy in litigation and arbitration, and creative and practical advice in guiding business transactions. The firm has offices in Washington, New York, Chicago, Phoenix, Los Angeles, Century City, London, and Brussels. * Steptoe & Johnson Launches Subprime Lending Restructuring Team ---------------------------------------------------------------- Steptoe & Johnson LLP has formed an interdisciplinary team to handle litigation, restructuring and insolvency matters arising from the subprime lending meltdown and softening real estate market. The team's focus is expected to include enforcing and defending contractual commitments, pursuing financial fraud, and litigating or pursuing restructuring options for troubled real estate loans, mortgage backed securities, collateralized debt obligations, financial guarantees and mortgage insurance, as well as other real estate arrangements, structures and acquisitions. The team is also well versed in director and officer liability and class action issues. "As the real estate finance market has become increasingly securitized, attorneys must be able to handle disputes involving mortgage backed securities and a variety of other complex financial instruments and transactions as well as traditional real estate loans," said Frank Burke, Esq., one of the leaders of the Real Estate Finance Litigation, Restructuring and Insolvency Team. "We have a seasoned group of trial, restructuring and transactional attorneys with deep experience in handling real estate financial mortgage securitization issues. We also have several attorneys who actively represent trade associations and corporations in litigation and legislative efforts relating to mortgage backed securities. Our members are experienced in economic, finance and accounting issues, real estate market and property issues, and have the ability to develop new approaches to untangle and resolve the complex issues involved," added Mr. Burke. The new interdisciplinary team includes 22 partners plus associated attorneys in Los Angeles, Phoenix, Chicago, Washington D.C. and New York City prepared to handle litigation, restructuring and insolvency matters nationally for investors, lenders, loan originators, syndicators, borrowers, investment banks, mortgage insurance companies, sellers, conduits, trustees, servicers, REMICs, special purpose entities, commercial and residential developers and builders, REITs, owners and purchasers. Team members are drawn from the litigation, restructuring and insolvency, corporate and real estate practice areas of the firm. The team is buttressed by the addition of new West Coast restructuring and insolvency partner Robbin Itkin, Esq., who is moving from the Los Angeles office of Kirkland & Ellis LLP to the rapidly growing Century City office of Steptoe & Johnson. Ms. Itkin has a wealth of experience in restructuring and insolvency issues relating to real estate, ranging from cases involving thousands of acres of undeveloped land to office buildings to hotel properties. Ms. Itkin's experience includes representing debtors, trustees, creditors, equity and bondholders committees, as well as third party purchasers of distressed assets. "In today's environment, liquidation of assets is occurring more frequently and imminently in bankruptcy cases, and judicious sale and acquisition strategies are critical," said Ms. Itkin. "I am looking forward to bringing my experiences in restructuring, purchase and sale transactions to the new Steptoe team. There is a real synergy between my practice and the areas of expertise of Steptoe attorneys that will be of great benefit to our clients. I am excited about working with the Steptoe attorneys to expand the restructuring practice in the United States and abroad," said Ms. Itkin. Key contacts for the group include Mr. Burke in Century City and Phoenix, Mark Neubauer, Esq. in Century City, Greg Yates, Esq. and Michael Rips, Esq. in New York, Gwen Prothro, Esq. in Washington, D.C. and Chris Barber, Esq. in Chicago. About Steptoe & Johnson With more than 450 attorneys, Steptoe & Johnson LLP -- http://www.steptoe.com/-- provides counsel and representation in a wide range of legal fields. In more than 60 years of practice, the firm has gained a national and international reputation for vigorous representation of clients before governmental agencies, successful advocacy in litigation and arbitration, and creative and practical advice in guiding business transactions. The firm has offices in Washington, New York, Chicago, Phoenix, Los Angeles, Century City, London, and Brussels. * William Blair Names G. Richards as Restructuring Group Co-Head ---------------------------------------------------------------- Geoffrey A. Richards, Esq. has joined William Blair & Company as co-head of the firm's Special Situations & Restructuring division. Mr. Richards, with 12 years of complex transaction experience in an extensive range of restructuring matters both in and outside of Chapter 11, has advised public and private companies, hedge funds, private-equity sponsors, purchasers of distressed assets and businesses, key secured and unsecured creditors, DIP lenders, and creditors' committees. Richard P. Kiphart, head of Corporate Finance and a member of the firm's Executive Committee, said, "William Blair & Company has provided investment banking services to companies in troubled situations for more than 20 years. We are pleased that Geoffrey has joined the firm; he brings with him important relationships and more than a decade of sophisticated deal experience that complement the skills of our existing team of more than 125 investment bankers." "William Blair & Company's comprehensive investment banking platform, including M&A, capital-raising, debt restructuring, and strategic alternatives analysis, uniquely positions us to assist companies experiencing operational and financial challenges," added Matt Gooch, principal and co-head of the Special Situations & Restructuring group. "Our expertise in representing middle- market companies, combined with our industry knowledge and a global network of financial and strategic investors, has enabled us to remain one of the most respected advisors for more than 70 years. With the addition of Geoffrey to our team, we have enhanced our ability to provide clients with the uniquely objective expertise we are known for." Most recently, Mr. Richards was a managing director with the investment banking firm of Giuliani Capital Advisors, where he focused on restructuring and distressed mergers and acquisitions. Immediately prior to joining Giuliani Capital Advisors, he had been a partner in the Kirkland & Ellis LLP restructuring practice since 2002. Mr. Richards has been an adjunct professor at Northwestern University School of Law since 2001. He has also served on a number of charity and civic boards, including The Hill School Board of Trustees. About William Blair Based in Chicago, Illinois, William Blair & Company, LLC -- http://www.williamblair.com/-- is an investment firm offering investment banking, asset management, equity research, institutional and private brokerage, and private capital to individual, institutional, and issuing clients. The firm has offices in Chicago, Boston, Hartford, London, San Francisco, Shanghai, Tokyo, Vaduz, and Zurich. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- June 14, 2007 BEARD AUDIO CONFERENCES IP Rights In Bankruptcy Contact: 240-629-3300; http://www.beardaudioconferences.com/ June 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION ACG/TMA Annual Pacific Northwest Golf Tournament Washington National Golf Club, Auburn, Washington Contact: 206-223-5495 or 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 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION 7th Annual Charity Golf Outing Harborside International, Chicago, Illinois Contact: 815-469-2935 or http://www.turnaround.org/ June 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION Bank Workout Panel Oak Hill Country Club, Rochester, New York Contact: http://www.turnaround.org/ June 21, 2007 TURNAROUND MANAGEMENT ASSOCIATION 7th Annual TMA Toronto Golf Social Board of Trade Country Club, Woodbridge, Ontario Contact: 416-867-2300 or http://www.turnaround.org/ June 21, 2007 TURNAROUND MANAGEMENT ASSOCIATION Valuing Distressed and Troubled Companies Denver Athletic Club, Denver, Colorado Contact: http://www.turnaround.org/ June 21, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Corporate Reorganization Conference (2nd Annual IWIRC Woman of the Year Award) Chicago, Illinois Contact: http://www.iwirc.org/ June 21, 2007 NEW YORK SOCIETY OF SECURITY ANALYSTS Career Chat: Emerging Careers in Distressed Securities New York, New York Contact: http://www.nyssa.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 25-26, 2007 STRATEGIC RESEARCH INSTITUTE 10th Annual Distressed Debt Investing Summit Helmsley Hotel, New York, New York Contact: http://www.srinstitute.com/ June 26, 2007 BEARD AUDIO CONFERENCES Partnerships in Bankruptcy: Unwinding The Deal Contact: 240-629-3300; http://www.beardaudioconferences.com/ June 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon - Bankruptcy Judges Panel Centre Club, Tampa, Florida Contact: http://www.turnaround.org/ June 26-27, 2007 AMERICAN CONFERENCE INSTITUTE Distressed Condo Projects: Turnaround and Workout Strategies Trump International Sonesta Beach Resort Sunny Isles, Florida Contact: http://www.americanconference.com/ June 28 - July 1, 2007 NORTON INSTITUTES Norton Bankruptcy Litigation Institute Jackson Lake Lodge, Jackson Hole, Wyoming Contact: http://www2.nortoninstitutes.org/ July 5, 2007 TURNAROUND MANAGEMENT ASSOCIATION SummerFest Milwaukee's Lake Front, Milwaukee, Wisconsin Contact: 815-469-2935 or http://www.turnaround.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 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Mystic Blue Boat Cruise Navy Pier, Chicago, Illinois Contact: 815-469-2935 or http://www.turnaround.org/ July 19, 2007 TURNAROUND MANAGEMENT ASSOCIATION Young Professionals Networking Event Location TBA, Philadelphia, Pennsylvania Contact: 215-657-5551 or http://www.turnaround.org/ July 23, 2007 TURNAROUND MANAGEMENT ASSOCIATION Charity Networking Event Loews Hotel, Philadelphia, Pennsylvania Contact: 215-657-5551 or http://www.turnaround.org/ July 23-24, 2007 FINANCIAL RESEARCH ASSOCIATES Financial Restructuring 101 & 102 The Flatotel, New York, New York Contact: http://www.frallc.com/ 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 26, 2007 TURNAROUND MANAGEMENT ASSOCIATION Golf Social Event Crystal Lake Golf Club, Lakeville, Minnesota Contact: 612-708-0258 or http://www.turnaround.org/ July 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION Colorado Chapter Annual Golf Tournament Kings Deer Golf Club, Monument, Colorado Contact: 303-847-5026 or 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. 9, 2007 BEARD AUDIO CONFERENCES Technology as a Competitive Advantage For Today's Legal Processes Contact: 240-629-3300; http://www.beardaudioconferences.com/ 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. 10, 2007 TURNAROUND MANAGEMENT ASSOCIATION Body of Knowledge - CTP Review Class Chicago, Illinois Contact: http://www.turnaround.org/ Aug. 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION Colorado Chapter Annual Brew Pub & Pool Social Wynkoop Brewing Company, Denver, Colorado Contact: 303-847-5026 or http://www.turnaround.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. 20, 2007 TURNAROUND MANAGEMENT ASSOCIATION Lean Transformation at Current and Other Case Studies Denver Athletic Club, Denver, Colorado Contact: 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. 5, 2007 AMERICAN BANKRUPTCY INSTITUTE ABI/GULC "Views from the Bench" Georgetown University Law Center Washington, District of Columbia 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. 12, 2007 AMERICAN BANKRUPTCY INSTITUTE ABI Educational Program at NCBJ Orlando World Marriott, Orlando, Florida Contact: 1-703-739-0800; http://www.abiworld.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. 12, 2007 AMERICAN BANKRUPTCY INSTITUTE Consumer Bankruptcy Conference Marriott, Troy, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Mixer McCormick & Schmick's, Las Vegas, Nevada Contact: 702-952-2480 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. 13, 2007 TURNAROUND MANAGEMENT ASSOCIATION Holiday Extravaganza - TMA & CFA Georgia Aquarium, Atlanta, Georgia Contact: 678-795-8103 or http://www.turnaround.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/ April 25-27, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Spring Seminar Eldorado Hotel & Spa, Santa Fe, New Mexico Contact: http://www.nabt.com/ May 1-2, 2008 AMERICAN BANKRUPTCY INSTITUTE Debt Symposium Hilton Garden Inn, Champagne/Urbana, Illinois Contact: 1-703-739-0800; 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/ Aug. 20-24, 2008 NATIONAL ASSOCIATION OF BANKRUPTCY JUDGES NABT Convention Captain Cook, Anchorage, Alaska Contact: http://www.nabt.com/ 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/ Dec. 3-5, 2009 AMERICAN BANKRUPTCY INSTITUTE 21st Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.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/ BEARD AUDIO CONFERENCES Handling Complex Chapter 11 Restructuring Issues 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 IP Rights In Bankruptcy Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Partnerships in Bankruptcy: Unwinding The Deal Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Technology as a Competitive Advantage For Today's Legal Processes Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com/ BEARD AUDIO CONFERENCES Twenty-Day Claims 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, Melanie C. Pador, Ludivino Q. Climaco, Jr., Loyda I. Nartatez, Tara Marie A. Martin, John Paul C. Canonigo, Sheena Jusay, 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 ***