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/raid1/www/Hosts/bankrupt/TCR_Public/070815.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, August 15, 2007, Vol. 11, No. 192 Headlines 360 GLOBAL: Exclusive Plan Filing Period Moved to October 3 1031 TAX GROUP: Court Finds Ch. 11 Trustee Appointment Unnecessary ACCESS WORLDWIDE: Secures $8 Million Credit Facility with M&T Bank ACCREDITED HOME: Sues Lone Star, Wants Merger Deal Completed ACM MANAGED: Closing Books and Records Following Liquidation ADVANCED MARKETING: Wants Exclusive Plan Filing Period Extended ADVANCED MARKETING: Wants More Time to Decide on Two Leases AEGIS MORTGAGE: Case Summary & 36 Largest Unsecured Creditors AIRPLANES PASS-THROUGH: Obsolescence Risk Cues S&P to Cut Ratings AK STEEL: Moody's Lifts Corporate Family Rating to Ba3 ALLIED WASTE: To Buyback Unit's $250 Mil. of 9.25% Senior Notes ALMA ENERGY: Voluntary Chapter 11 Case Summary AMERICAN HOME: S&P Junks Rating on Class IV-M-10 Notes AMERICAN RAILCAR: Board Declares $0.03 Cash Dividend ASC INC: Sees Profitable Growth After Bankruptcy Asset Sale AUDUBON PARK: Moody's Holds Ba2 Rating on Revenue Refunding Bonds AVENTINE RENEWABLE: $300 Mil. of 10% Sr. Notes Validly Tendered BALLY TOTAL: Files Amended Chapter 11 Reorganization Plan BALLY TOTAL: Court Gives Interim Nod on Deloitte as Tax Advisors BALLY TOTAL: Gets Interim Nod to Hire Jefferies as Fin'l Advisor BEAZER HOMES: Bondholders Organizational Meeting Set for Tomorrow BEAZER HOMES: Delays Filing of Form 10-Q for Period Ended June 30 BEAZER HOMES: Fitch Cuts Ratings and Puts Under Negative Watch BEAZER HOMES: Moody's Reviews Ratings and May Downgrade BKF CAPITAL: Posts $2.6 Million Net Loss in Quarter Ended June 30 BLUEGREEN CORP: Inks Pact Increasing Wachovia Credit Line to $20MM BON-TON STORES: Weak Sales Cue S&P to Revise Outlook to Negative CALPINE CORP: Calif. State Parties Object to Disclosure Statement CALPINE CORP: Court Okays Settlement with 2nd Lien Committee CHARTERHOUSE BOISE: Section 341(a) Meeting Scheduled for Sept. 7 CINEMARK HOLDINGS: Paying $0.13 Quarterly Dividend on Sept. 18 CITY OF KLAMATH: Fitch Plans No Rating Action on PPM Deal COLUMBUS MCKINNON: Improved Credit Metrics Get S&P's "BB-" Rating CREDIT SUISSE: Moody's Affirms Low-B Ratings on Five Cert. Classes CSK AUTO: Subsidiary Inks Fourth Waiver to Credit Agreement DANA CORP: Posts $133 Mil. Net Loss in Quarter Ended June 30, 2007 DURA AUTOMOTIVE: No Competing Offers Received for Atwood Sale DURA AUTOMOTIVE: Wants Nod on Sale of Mobile Division for $160.2MM FEDERAL-MOGUL: Wants Until December 1 to Decide on Leases FOOT LOCKER: Paying $0.125/Share Cash Dividend on Nov. 2 FIRST UNION: Moody's Junks Ratings on Two Certificate Classes FURNITURE BRANDS: S&P Affirms BB- Rating and Removes Neg. Watch GE CAPITAL: Moody's Affirms Low-B Ratings on Six Cert. Classes GEMSTONE CDO: Poor Credit Quality Prompts Moody's Ratings Review GENESIS WORLDWIDE: William J. Assini Joins Board of Directors GLOBAL REALTY: Posts $669,916 Net Loss in Quarter Ended June 30 HANCOCK FABRICS: Wants Until February 2008 to File Chapter 11 Plan HANCOCK FABRICS: Gets Open-Ended Deadline to Remove Actions HOMEBANC CORP: Cancels 2007 Annual Meeting of Shareholders HOMEBANC CORP: U.S. Trustee Sets Aug. 22 Organizational Meeting HOMEBANC CORP: JPMorgan Puts Terms on Debtors' Collateral Use INDEPENDENCE TAX: June 30 Balance Sheet Upside-Down by $5.7 Mil. INSITE VISION: Earns $2.2 Million in Second Quarter Ended June 30 INTERNATIONAL PAPER: Inks $185 Mil. Central Lewmar Buyout Deal JAMES VELTMAN: Case Summary & 12 Largest Unsecured Creditors JAZZ PHARMA: Posts $39.9 Million Net Loss in Quarter Ended June 30 JOHN SHEKERJIAN: Case Summary & 14 Largest Unsecured Creditors JOSEPH CURTSINGER: Case Summary & 11 Largest Unsecured Creditors KLINGER ADVANCED: Has Until September 10 to File Schedules LANDRY'S RESTAURANTS: S&P Retains Junk Rating w/ Developing Watch LEE JORDAN: Case Summary & 18 Largest Unsecured Creditors LENOX GROUP: S&P Withdraws Ratings at Company's Request LUMINENT MORTGAGE: Eight Repo Lenders Declare Default LUMINENT MORTGAGE: Delays Filing of June 30 Form 10-Q MAGNA ENTERTAINMENT: Posts $23.4 Mil. Net Loss in Second Quarter MIRANT CORP: Mirant Lovett Files Amended Plan of Reorganization MIRANT CORP: Mirant Lovett's Confirmation Hearing Set for Sept. 19 MORTGAGE LENDERS: Wants Until November 5 to Remove Actions MOVIE GALLERY: July 1 Balance Sheet Upside-Down by $560.3 Million MQ ASSOCIATES: Inks $45 Mil. Cash Merger Deal With Novant Health NATIONWIDE HEALTH: S&P Holds BB+ Preferred Stock Rating NEW CENTURY: Moody's Places Five Low-B Rated Tranches Under Review NEWCOMM WIRELESS: Files Disclosure Papers in Puerto Rico Court NOLTON CONYERS: Case Summary & Six Largest Unsecured Creditors NORTHROP GRUMMAN: Extends $2 Bil. Debt Maturity Until August 2012 NOVELL INC: Expands Enterprise Management Thru Senforce Purchase NRG ENERGY: Completes $1 Billion Capital Allocation Plan OGLEBAY NORTON: Board Takes No Action on Harbinger's Tender Offer PAUL EISAMAN: Case Summary & 12 Largest Unsecured Creditors POPE & TALBOT: Posts $42.9 Million Net Loss in Second Quarter PORT TOWNSEND: Court Confirms Plan of Reorganization PRAMILA SRIVASTAVA: Case Summary & 16 Largest Unsecured Creditors QMG HOLDINGS: S&P Places Corporate Credit Rating at "B" QUESTEX MEDIA: Moody's Places Corporate Family Rating at B3 QWEST COMM: Appoints Edward A. Mueller as Chairman and CEO RF MICRO: Inks Merger Agreement with Sirenza Microdevices RONALD L. SORRILL: Case Summary & 16 Largest Unsecured Creditors SALTON INC: Amends Senior Credit; Extends Termination to Dec. 2008 STEAKHOUSE PARTNERS: Posts $2 Mil. Net Loss in Qtr. Ended June 26 SUMMERWIND AT THE BLUFFS: Files Amended Disclosure Statement SUPERCONDUCTOR TECH: Posts $2 Mil. Net Loss in Qtr. Ended June 30 TABS 2006-6: Moody's Puts $22.5 Mil. Class C Notes Rating on Watch TARGA RESOURCES: $450MM Loan Cues S&P to Affirm "B" Credit Rating TARRANT COUNTY: Moody's Holds "Ca" Rating on Series 2001A Bonds THOMPSON & WALTERS: Files Amended Disclosure Statement in Oregon TURNER MEDIA: Wants Until September 19 to File Schedules VALENCE TECH: June 30 Balance Sheet Upside-Down by $67.9 Million VERTICAL ABS: Moody's Puts $22 Mil. Class C Notes Rating on Watch WAVE SYSTEMS: Posts $4.8 Million Net Loss in Quarter Ended June 30 * Hunton & Williams Names Michael Silva as Partner in Miami * U.S. Trustee Program Wants to Hike Fees by 30% * Vinson & Elkins Adds Six Lawyers in Houston and New York Offices * Upcoming Meetings, Conferences and Seminars ********* 360 GLOBAL: Exclusive Plan Filing Period Moved to October 3 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada extended, until Oct. 3, 2007, the exclusive period wherein 360 Global Wine Company Inc. and its debtor-affiliate, 360 Viansa LLC, can file a plan of reorganization. The Debtors' exclusive plan filing period expired on July 5, 2007. The Court also moved the Debtors' period to solicit acceptances of that Plan until Dec. 2, 2007. The Court ruled that the order is without prejudice to the Debtors' right to seek further extension of the exclusive periods. In their request, the Debtors told the Court that they are continuing their development and analyses of exit strategies, and in conjunction with their creditors, hope to propose what will ultimately be a consensual plan of reorganization. Final Cash Collateral Access In July 2007, the Debtors obtained final Court approval to use the cash collateral securing repayment of their obligations to Gryphon Master Fund LP. As of March 7, 2007, the Debtors owe Gryphon $6,612,128. The Debtors granted Gryphon with replacement security interests and liens in certain of their assets as adequate protection. Headquartered in Los Angeles, California, 360 Global Wine Company and 360 Viansi LLC -- http://www.360wines.com/-- are small, diversified marketers of wine and alcoholic beverages. The company filed for Chapter 11 protection on March 7, 2007 (Bankr. Nev. Case No. 07-50205). Brett A. Axelrod, Esq., at Beckley Singleton, Chartered, represents the Debtors in their restructuring efforts. David A. Honig, Esq., at Winston & Strawn LLP, represent the Official Committee of Unsecured Creditors. When the Debtors sought protection from their creditors, they listed total assets of $43 million and total debts of $39 million. 1031 TAX GROUP: Court Finds Ch. 11 Trustee Appointment Unnecessary ------------------------------------------------------------------ The Honorable Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York denied the U.S. Trustee's request for an appointment of a Chapter 11 Trustee or, in the alternative, for the conversion of 1031 Tax Group LLC and its debtor- affiliates' cases into cases under Chapter 7 of the Bankruptcy Code. In his Aug. 13 memorandum opinion, Judge Glenn concluded that establishing fraud by a member of the Debtors' governing body that appoints new management is by itself insufficient to require the appointment of a trustee. "The issue is whether current management is tainted," Judge Glenn said. He went on to emphasize that: -- the U.S. Trustee failed to show that current management is tainted by the alleged sins of prior management; -- where a case has an active creditors committee functioning effectively and working well with the debtors, there is little benefit in appointing a trustee; and -- as the Debtors' cases have unfolded, real progress has been made through the joint efforts of the Debtors' new management and the Offical Committee of Unsecured Creditors. To the extent that the U.S. Trustee challenged the Debtors' ability to rehabilitate, Judge Glenn noted that the Debtors have worked diligently with the Creditors Committee to file a proposed Joint Disclosure Statement and Plan that could provide creditors with close to full recovery of their claims. "This belies the assertion that the Debtors cannot reorganize," Judge Glenn opined. Elisabeth A. Hershman, Esq., at Van Prooyen Greenfield LLP, told the Troubled Company Reporter on Monday that Judge Glenn's ruling was based on the corporate governance changes that were put into place by the Debtors both prior to and after their bankruptcy filings, including the clear abrogation of any authority over the Debtors' affairs by Edward H. Okun, the Debtors' owner, as well as the significant progress that the Debtors -- together with the Creditors Committee -- have made in the cases, including having filed a Plan. The Plan, as published in the TCR on Aug. 6, 2007, provides, among others, that holders of general unsecured claims, totaling $162,200,000, will receive: a. one or more distributions in cash or other consideration on account of each of their pro rata share; and b. pro rata share of the beneficial interest in the liquidating trust and distributable proceeds from the liquidating trust assets. A hearing to consider approval of the Disclosure Statement describing the Debtors' Plan will be held this Thursday, Aug. 16. The Plan is currently scheduled for confirmation on September 10th. 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., and Steven E. Fox, Esq., at Dreier, LLP, represents the Debtors in their restructuring efforts. David Y. Wolnerman, Esq., at Greenberg Traurig, LLP, represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of over $100 million. ACCESS WORLDWIDE: Secures $8 Million Credit Facility with M&T Bank ------------------------------------------------------------------ Access Worldwide Communications Inc has entered into an $8,000,000 revolving credit banking facility with Manufacturers and Traders Trust Company "M&T Bank". "We are very pleased to have M&T Bank as our primary lender and we appreciate their confidence and support," Shawkat Raslan, chairman, president and chief executive officer of Access Worldwide, said. "The association with M&T Bank will provide us with the financial resources to continue our expansion and our growth." Based in Arlington, Virginia, Access Worldwide Communications Inc. (OTCBB: AWWC) -- http://www.accessww.com/-- is a business process outsourcing services company that offers customer management and other BPO services from its offices in the United States and the Philippines. The company has approximately 1,000 employees worldwide, Access supports clients in a variety of industries, including financial services, technology, telecommunications, consumer products, healthcare and media. At March 31, 2007, the company's balance sheet showed total stockholders' deficit of $1,100,799, compared to a deficit of $1,180,464 at Dec. 31, 2006. ACCREDITED HOME: Sues Lone Star, Wants Merger Deal Completed ------------------------------------------------------------ Accredited Home Lenders Holding Co. filed a lawsuit against Lone Star Fund V (U.S.), L.P. and two of its affiliates seeking specific performance of Lone Star's obligations to close Lone Star's tender offer for the outstanding common stock of Accredited and to complete the merger with Accredited. In an Aug. 10, 2007 filing with the Securities and Exchange Commission, Lone Star alleged that Accredited would fail to satisfy the conditions to the closing of the tender offer. The SEC filing also stated that Lone Star did not expect to accept Accredited shares tendered as of the end of the current offer period ending at 12:00 midnight, Eastern time, on Aug. 14, 2007. As previously announced, assuming more than 50% of Accredited's outstanding shares are tendered by the expiration of the current offer period on Aug. 14, 2007, the company believes that all conditions to closing of the tender offer will have then been satisfied. The agreement and plan of merger between Accredited and Lone Star expressly provides that changes generally affecting the non-prime industry in which the company operates which have not disproportionately affected the company do not provide a basis for Lone Star to fail to honor its obligations. Further, the agreement expressly provides that Lone Star may not refuse to honor its obligations based on any deterioration in the business, results of operations, financial condition, liquidity, stockholders' equity and/or prospects of the company substantially resulting from circumstances or conditions existing as of the date that the agreement was signed that were generally publicly known as of such date or that had been previously disclosed by the company to Lone Star. Accordingly, Accredited has filed this lawsuit to hold Lone Star to its obligations, and to hold it fully responsible for any damages caused by its failure to satisfy those obligations. Accredited's board of directors' unanimous recommendation of the Lone Star transaction to stockholders remains unchanged, and the company encourages all stockholders to tender their shares prior to the current tender expiration deadline of 12:00 midnight, Eastern time, on Aug. 14, 2007. Accredited further announced that neither Lone Star's filing indicating its intent not to close the tender nor its actual failure to close the tender offer does or will constitute an event of default under any of the company's warehouse facilities. Additionally, the company has communicated with each of the warehouse credit providers and plans to continue to fund its mortgage loan originations. As previously disclosed, Accredited maintains committed warehouse facilities with a total capacity of $1.6 billion for U.S. loan originations and $150 million Canadian for Canada loan originations. Accredited remains open for business and is continuing to operate in the normal course and to fund mortgage loans in both the U.S. and Canada. About Lone Star Funds Lone Star Funds -- http://www.lonestarfunds.com/-- is a U.S. private equity firm. Since 1995, the principals of Lone Star have organized private equity funds totaling more than $13.3 billion to invest globally in corporate secured and unsecured debt instruments, real estate related assets and select corporate opportunities. About Accredited Home Headquartered in San Diego, California, Accredited Home Lenders Holding Co. (NASDAQ:LEND) -- http://www.accredhome.com/-- is a mortgage company operating throughout the U.S. and in Canada. Founded in 1990, the company originates, finances, securitizes, services, and sells non-prime mortgage loans secured by residential real estate. * * * As reported in the Troubled Company Reporter on April 5, 2007, Accredited received waivers of certain covenants on three of its warehouse facilities, which have a combined total of approximately $100 million in outstanding advances at March 31, 2007. Accredited agreed with its lenders that it will not draw down additional borrowings under the facilities at the current time. In the event such modifications or waivers on the company's credit facilities are required and Accredited is unable to obtain them during the remainder of 2007 or thereafter, Accredited may trigger an event of default under its credit facilities, which could in turn result in cross defaults under the company's other facilities. The occurrence of such events would have a material and adverse impact on the company's ability to fund mortgage loans and continue as a going concern. ACM MANAGED: Closing Books and Records Following Liquidation ------------------------------------------------------------ ACM Managed Income Fund Inc. will close its books and records at the close of business on Aug. 20, 2007, in connection with the liquidation and dissolution of the Fund, approved by stockholders at their Special Meeting held on Aug. 9, 2007. The proportionate interests of stockholders in the Fund's assets will be fixed on the basis of their shareholdings at that time the Fund Thereafter, the Fund's shares will cease to be traded on the New York Stock Exchange. It is anticipated that the Liquidation will take place, and the Fund will make one or more liquidating distributions to stockholders, by the end of September 2007. Headquartered in New York City, ACM Managed Income Fund Inc. (NYSE: AMF) is a closed-end U.S.-registered management investment company advised by AllianceBernstein L.P. with total net assets of $97,898,535 as of Aug. 3, 2007. ACM Managed seeks high total return by seeking both high current income and capital appreciation. The Fund normally invests at least 65% of its assets in fixed-income securities, and at least 50% of its assets in U.S. government securities and related repurchase agreements. It may invest up to 50% of its assets in corporate bonds rated as low as CCC. The Fund is leveraged with remarketed preferred shares. ADVANCED MARKETING: Wants Exclusive Plan Filing Period Extended --------------------------------------------------------------- Advanced Marketing Services Inc. asks the U.S. Bankruptcy Court for the District of Delaware to further extend their exclusive periods to: (1) file a plan of reorganization through August 14, 2007; and (2) solicit and obtain acceptances of that plan through November 30. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, relates that the Debtors have been working in close cooperation with the Official Committee of Unsecured Creditors to develop and draft a joint plan and related documents. The Debtors believe the requested extension is consistent with the plan process timeline they have discussed with the Creditors Committee. Mr. Collins asserts that the Debtors' Exclusive Periods should be extended because while the Debtors and the Committee are close to finalizing a plan and intend to file it in the near future, the plan is not yet ready. An extension avoids possible confusion and inefficiencies that may arise should a creditor or other party-in-interest present a competing plan during the brief period during which the Debtors would not technically have exclusivity. The Debtors submit that the extension of the Exclusive Periods will not harm creditors or other parties-in-interest. The Debtors believe that they are requesting only a brief extension of the exclusivity periods, and will be able to proceed with the hearing for conditional approval of the disclosure statement, as planned, at the September 26, 2007 omnibus hearing. "That would also be the first hearing date even if the Debtors and the Committee had filed the joint plan on August 10, 2007," Mr. Collins says. Judge Sontchi will convene a hearing on September 26, 2007, at 10:00 a.m., to consider the Debtors' request. Pursuant to Del.Bankr.LR 9006-2, the Debtors' Exclusive Periods are automatically extended until the conclusion of that hearing. About Advanced Marketing Based in San Diego, Calif., Advanced Marketing Services, Inc. -- http://www.advmkt.com/-- provides customized merchandising, wholesaling, distribution and publishing services, currently primarily to the book industry. The company has operations in the U.S., Mexico, the United Kingdom and Australia and employs approximately 1,200 people Worldwide. The company and its two affiliates, Publishers Group Incorporated and Publishers Group West Incorporated filed for chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos. 06-11480 through 06-11482). Suzzanne S. Uhland, Esq., Austin K. Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers, LLP, represent the Debtors as Lead Counsel. Chun I. Jang, Esq., Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards, Layton & Finger, P.A., represent the Debtors as Local Counsel. Lowenstein Sandler PC represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of more than $100 million. (Advanced Marketing Bankruptcy News, Issue No. 15 Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). ADVANCED MARKETING: Wants More Time to Decide on Two Leases ----------------------------------------------------------- Advanced Marketing Services, Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to further extend the period within which they may assume or reject (i) the Berkeley Lease and the New York Lease through August 31, 2007, and (ii) the Indianapolis Lease through September 30, 2007. As of July 27, 2007, the Debtors are parties to three nonresidential real property leases: Debtor Party to Location Location Date of the Lease Description Address Lease Landlord --------- ----------- ------- ------- -------- AMS Indianapolis, Indianapolis 3/25/04 The IN - Return Prudential Center Company of America PGI PGW - New York New York, 11/17/87 841-853 NY Broadway Associates PGI PGW - Berkeley Berkeley, 4/24/97 Demo 4th CA Street Berkeley LLC Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, relates that Perseus Books LLC and the Debtors are in discussions regarding the assumption by Perseus of the Berkeley Lease and the New York Lease. The Debtors expect to file a motion to assume and assign both Leases promptly. Mr. Collins also relates that Baker & Taylor, Inc., has already entered into a new lease for certain facilities formerly occupied by the Debtors in Indianapolis. AMS continues to occupy the adjacent space, which is the subject of the Indianapolis Lease, he says. Moreover, the Debtors and the landlord for the Indianapolis space are in the process of finalizing an agreement for the continued use of that space during the extension period so that the Debtors can complete the disposition of AMS and PGW inventory in that location, Mr. Collins explains. "The Debtors have either obtained the prior written consent of the lessors of each of the Leases to the extension of time for the Debtors to assume or reject unexpired leases of nonresidential real property or expect to do so prior to the hearing on this Motion," Mr. Collins tells the Court. Judge Sontchi will convene a hearing on August 24, 2007, at 10:00 a.m., to consider the Debtors' request. Pursuant to Del.Bankr.LR 9006-2, the Debtors' Lease Decision Period is automatically extended until the conclusion of that hearing. About Advanced Marketing Based in San Diego, Calif., Advanced Marketing Services, Inc. -- http://www.advmkt.com/-- provides customized merchandising, wholesaling, distribution and publishing services, currently primarily to the book industry. The company has operations in the U.S., Mexico, the United Kingdom and Australia and employs approximately 1,200 people Worldwide. The company and its two affiliates, Publishers Group Incorporated and Publishers Group West Incorporated filed for chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos. 06-11480 through 06-11482). Suzzanne S. Uhland, Esq., Austin K. Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers, LLP, represent the Debtors as Lead Counsel. Chun I. Jang, Esq., Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards, Layton & Finger, P.A., represent the Debtors as Local Counsel. Lowenstein Sandler PC represents the Official Committee of Unsecured Creditors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts of more than $100 million. (Advanced Marketing Bankruptcy News, Issue No. 15 Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). AEGIS MORTGAGE: Case Summary & 36 Largest Unsecured Creditors ------------------------------------------------------------- This is a corrected copy of Aegis Mortgage Corporation's case summary originally published in yesterday's Troubled Company Reporter. Lead Debtor: Aegis Mortgage Corporation aka U.C. Lending aka New America Financial aka Caledon Capital 3250 Briarpark Suite 400 Houston, TX 77042 Bankruptcy Case No.: 07-11119 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Aegis Wholesale Corporation 07-11120 Aegis Lending Corporation 07-11121 Aegis Funding Corporation 07-11122 Aegis REIT Corporation 07-11123 Aegis Correspondent Corporation 07-11125 Solutions Settlement Services of 07-11126 America Corporation Aegis Mortgage Loan Servicing Corporation 07-11128 Aegis Loan Servicing, L.P. 07-11129 Solutions Title of America Corporation 07-11130 AMC Insurance Agency of Texas, Inc. 07-11132 Type of business: The Debtor offers a variety of mortgage loan products to brokers through its subsidiaries. See http://www.aegismtg.com/ Chapter 11 Petition Date: August 13, 2007 Court: District of Delaware (Delaware) Judge: Brendan Linehan Debtors' Counsel: Curtis A. Hehn, Esq. James E. O'Neill, Esq. Laura Davis Jones, Esq. Timothy P. Cairns, Esq. Pachulski, Stang, Ziehl, Young, Jones and Weintraub, L.L.P. 919 North Market Street, 16th Floor Wilmington, DE 19801, 19899-8705 Tel: (302) 652-4100 Fax: (302) 652-4400 Estimated Assets: More than $100 Million Estimated Debts: More than $100 Million Debtors' Consolidated List of its 36 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Morgan Stanley Repurchase Obligation $15,920,063 c/o Any Feighner 5002 T-Rex Avenue, Suite 300 Boca Raton, FL 33431 Tel: (561) 443-6011 Fax: (561) 544-5732 Countrywide Repurchase Obligation $14,266,813 c/o Tara Chiu 8521 Fallbrook Avenue Mail Stop WH-51M West Hills, CA 91304 Tel: (818) 316-8000 ext. 3910 Fax: (818) 316-8849 EMC Repurchase Obligation $10,796,262 c/o Bobbi Bingham 800 State Highway, Bypass Lewisville, TX 75067 Tel: (214) 626-7494 Fax: (214) 626-3753 Aurora Loan Services Repurchase Obligation $8,730,103 c/o Pat Walker 10350 Park Meadows Drive 4th Floor Littleton, CO 80124 Tel: (720) 945-4772 Fax: (720) 945-5920 Goldman Sachs Repurchase Obligation $8,041,642 c/o Sandra Keebler 100 2nd Avenue South Suite 200S St. Petersuburg, FL 33701 Tel: (727) 825-3845 Fax: (212) 256-2245 IndyMac Repurchase Obligation $7,356,477 c/o Ignacio Gomez 3465 East Foothill Boulevard Pasadena, CA 91107 Tel: (626) 535-5290 Fax: (626) 229-1851 CitiMortgage Repurchase Obligation $6,421,438 c/o Tiffany Geimer 100 Technology Drive MS 111 O'Fallon, MO 63368 Tel: (636) 261-0190 Fax: (636) 261-0199 RFC Repurchase Obligation $5,518,905 c/o Sandra Duncan One Meridian Crossing Suite 100 Minneapolis, MN 55423 Tel: (952) 979-5332 Fax: (952) 841-7666 WAMU Repurchase Obligation $2,583,632 c/o Rhonda Klansky 7255 Baymeadows Way Jacksonville, FL 32256 Tel: (904) 886-1505 Fax: (904) 866-1502 Deutsche Bank Repurchase Obligation $1,301,555 c/o Jennifer McGuinness 60 Wall Street New York, NY 10005 Tel: (212) 250-7675 Fax: (212) 797-0521 Bain & Company, Inc. Management Consulting $1,125,000 P.O. Box 11321 Boston, MA 02211 Tel: (617) 572-2000 Fax: (617) 572-2427 The Winter Group Repurchase Obligation $573,369 45 Rockfeller Plaza Suite 420 New York, NY 10111 U.S. Recordings, Inc. Trade/Services $352,296 2925 Country Drive St. Paul, MN 55117 Tel: (877) 272-5250 Fax: (651) 765-6418 Old Republic Title Trade/Services $339,295 Insurance Company 400 2nd Avenue South Minneapolis, MN 55402 Tel: (800) 328-4441 Fax: (612) 371-1191 Merrill Lynch Repurchase Obligation $301,637 c/o Molly McHugh 650 Third Avenue South Suite 1500 Minneapolis, MN 55402 Tel: (612) 336-7300 Fax: (612) 336-7414 HomEq Servicing Repurchase Obligation $280,850 c/o Audra Branco 4837 Watt Avenue, Suite 100 North Highlands, CA 95660 Tel: (916) 339-6172 Fax: (916) 339-6955 CSFB Repurchase Obligation $278,718 c/o Rick Hahn Eleven Madison Avenue 6th Floor New York, NY 10010-3629 Tel: (212) 538-1429 Fax: (212) 322-0883 Fannie Mae Repurchase Obligation $276,256 Lockbox 403207 6 Feldwood Drive College Park, GA 30349 Tel: (800) 752-1080 Fax: (202) 752-2062 and Fannie Mae Two Galleria Tower Trade/Services c/o Margaret Davis Underwriting Services 13455 Noel Road, Suite 600 Dallas, TX 75240-5003 HSBC Repurchase Obligation $192,716 Nations Holding Company Services $149,984 First American Credco Trade/Services $139,047 Land America Tax and Flood Trade/Services $115,980 United Guaranty Contract Underwriter $114,391 Services, Inc. FEDEX ERS Trade/Services $104,343 Reserve at Westchase, L.P. Landlord $102,174 Katmore Realty Ten, Ltd. Landlord $96,931 First American Flood Trade/Services $86,367 Data Services Landsafe Appraisal Services Trade/Services $84,212 Basepoint Analytics, LLC Services $81,745 Middleberg, Riddle & Gianna Professional Services $78,735 Interthinx/Appintelligence Trade/Services $77,192 Ross Real Estate, Ltd. Trade/Landlord $76,713 Interactive Trade/Services $73,707 Intelligence Inc. Irwin Home Equity Repurchase Obligation $71,807 Clear Capital.Com, Inc. Trade/Services $71,220 AIRPLANES PASS-THROUGH: Obsolescence Risk Cues S&P to Cut Ratings ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on the class A-8 notes from Airplanes Pass-Through Trust to 'BB-' from 'A'. At the same time, S&P lowered its rating on the class A-9 notes issued out of the same trust to 'CCC' from 'BB+' and removed it from CreditWatch, where it was placed with negative implications on May 1, 2007. The downgrades reflect the increased risk of obsolescence in the portfolio's aging fleet, higher re-leasing rate risk, and higher- than-expected maintenance expenses. High fuel prices and the increased availability of financing for new aircraft deliveries have meant that planes in the APTT portfolio have benefited to a lesser-than-expected degree from the global recovery in aircraft lease rates of the past several years. The collateral pool primarily consists of older aircraft assets that are likely to become economically obsolete earlier than originally anticipated. These planes are less fuel efficient than newer models, a disadvantage that has been substantially magnified by the surge in jet fuel prices since 2004. In addition, the increased availability of credit from operating lessors and other sources for start-up or smaller airlines, including those in developing countries, has allowed them to take delivery of new planes, rather than start out with used aircraft. This premature aging effect may cause future lease rates to decline and further depreciate the fleet value significantly, even in the current strong global aircraft lease market. Furthermore, some lessees have experienced periodic difficulties in meeting maintenance obligations, which has caused the trust to incur substantial maintenance expenses. In APTT's annual report for its fiscal year ended March 31, 2007, the trust stated that cumulative maintenance cash outflows since 2001 had been $162 million more than it had expected. The trust noted also that payments under interest rate swaps and caps were $154 million larger than APTT had forecast in 2001. All of these factors have reduced cash flows available to pay principal to the class A notes, and S&P believe this trend will continue going forward. Under the APTT priority of payments, the class A-8 notes are repaid before the class A-9 notes, and S&P believe it is unlikely that the class A-9 notes will be fully repaid by the legal final maturity. Standard & Poor's will monitor this transaction for further deterioration and will make additional rating changes as warranted. AK STEEL: Moody's Lifts Corporate Family Rating to Ba3 ------------------------------------------------------ Moody's Investors Service upgraded AK Steel Corporation's corporate family rating to Ba3 from B1. In a related action, Moody's upgraded the rating on the company's $550 million senior unsecured notes due 2012 to B1 from B2 and the rating on its remaining $150 million senior unsecured notes due 2009 to B1 from B2. At the same time, Moody's affirmed AK Steel's SGL-1 speculative grade liquidity rating. Moody's notes that AK Steel recently announced its intention to redeem, on Aug. 24, 2007, its remaining $150 million senior unsecured notes due 2009. The ratings on these notes will be withdrawn following the redemption. The ratings outlook is stable. The upgrade reflects the company's significantly improved debt protection metrics over recent years, its better operating profile, viewed as relatively sustainable compared to its 2003 performance, and its ongoing debt reduction efforts. AK Steel's success in implementing a more competitive cost structure, including containing its OPEB expenses through labor contract renegotiations, which should contribute to stronger through-the- cycle earnings performance, and the company's improved underfunded pension position are also considerations in the upgrade. On a pro forma basis, including the redemption of its remaining 7.875% notes due 2009, AK Steel's outstanding debt balance will be roughly $665 million, a substantial decline from its outstanding balance at the end of FY 2006. Likewise, Moody's notes that the company recently made its third early contribution to its pension trust fund this year, totaling about $250 million of early contributions so far in 2007 (and bringing the total since 2005 to $609 million), which will significantly reduce its liquidity requirements for pension funding on a go-forward basis. The stable outlook captures Moody's expectation that AK Steel's performance over the next 12 months will continue to remain acceptable, supported by a reasonable steel environment and the company's substantial portion of sales sold under contact, which should help mitigate any moderation in spot steel prices or any additional potential cost pressures. Over the near term, the company is expected to generate operating margins in the single to high single digit range, maintain Debt/EBITDA under 3x, and remain free cash flow generative. The outlook also reflects the absence of significant debt maturities over the next several years and the company's solid liquidity position. AK Steel's Ba3 corporate family rating reflects its position as one of North America's important middle tier integrated steel companies, its favorable product mix, including value-added electrical, stainless, and coated products, its excellent reputation for service and technological leadership, solid liquidity profile, and the sustainable improvements achieved in credit metrics and debt coverage ratios in recent years The ratings also capture AK Steel's high, although improving, fixed cost structure, its significant auto exposure, high sensitivity to downward price movements, exposure to raw material cost inflation, particularly iron ore, and significant other liabilities such as pension and OPEB. While the company has made significant progress in renegotiating its labor contracts in recent years, we believe that the company still has a sizeable cost disadvantage relative to competitors related to its OPEB expenses associated with retired employees from Middletown works. The downward revision in the loss given default percentage on the senior unsecured notes reflects the reduction in senior unsecured debt obligations in the capital structure following the full redemption of the 7 5/8% notes due 2009. Upgrades: Issuer: AK Steel Corporation -- Probability of Default Rating, Upgraded to Ba3 from B1 -- Corporate Family Rating, Upgraded to Ba3 from B1 -- Senior Unsecured Regular Bond/Debenture, Upgraded to B1 from B2 Downgrades: Issuer: AK Steel Corporation -- Senior Unsecured Regular Bond/Debenture, Downgraded to LGD4, 65% from LGD4, 59% Moody's previous rating action on AK Steel was on Sept. 27, 2006, when Moody's implemented its loss-given-default rating methodology. Headquartered in Middletown, Ohio, AK Steel ranks as a middle tier, high quality integrated steel producer in the United States (total shipments were around 6.5 million tons over the trailing twelve months ended June 30, 2007). The company produces flat- rolled carbon, stainless and electrical steel products. ALLIED WASTE: To Buyback Unit's $250 Mil. of 9.25% Senior Notes --------------------------------------------------------------- Allied Waste Industries Inc. intends to redeem all of the outstanding $250 million in aggregate principal amount of the 9.25% Senior Notes due 2012 of Allied Waste North America Inc., its wholly owned subsidiary, for $261.6 million, plus accrued and unpaid interest. Allied expects to redeem on Sept. 9, 2007, with available cash and a temporary draw under its revolving credit facility. The trustee of the outstanding senior notes has been provided with a formal notice of redemption. "The redemption of these senior notes will generate annual interest savings of more than $5 million," Pete Hathaway, executive vice president and chief financial officer, said. "We continue to opportunistically manage our capital structure and our strong cash flow provides the company with the financial flexibility needed to redeem these notes." Headquartered in Scottsdale, Arizona, Allied Waste Industries Inc. -- http://www.alliedwaste.com/and http://www.disposal.com/-- (NYSE: AW) provides waste collection, transfer, recycling, and disposal services for residential, commercial, and industrial customers in over 100 major markets spanning 37 states and Puerto Rico. The company has 24,000 employees. * * * As reported in the Troubled Company Reporter on May 14, 2007, Fitch Ratings has upgraded the issuer default ratings on Allied Waste Industries Inc. to 'B+' from 'B'. ALMA ENERGY: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Alma Energy, LLC 59 Davis Branch Stone, KY 41657 Bankruptcy Case No.: 07-70370 Chapter 11 Petition Date: August 13, 2007 Court: Eastern District of Kentucky (Pikeville) Debtor's Counsel: Michael J. Gartland, Esq. 200 North Upper Street Lexington, KY 40507 Tel: (859) 231-5800 -- and -- Paul Stewart Snyder, Esq. P.O. Box 1067 Ashland, KY 41105-1067 Tel: (606) 325-5555 Fax: (606) 324-1665 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. AMERICAN HOME: S&P Junks Rating on Class IV-M-10 Notes ------------------------------------------------------ Standard & Poor's Ratings Services lowered its ratings on six classes of notes from American Home Mortgage Investment Trust's series 2004-1 and 2006-3. At the same time, S&P placed the rating on class II-M-3 from series 2004-1 on CreditWatch with negative implications. Concurrently, S&P affirmed the ratings on 285 classes from 16 American Home Mortgage Investment Trust and American Home Mortgage Assets Trust transactions. The seasoning of these 17 deals ranges from five to 40 months, and all of the pools consist of Alt-A collateral, with the exception of loan group four from American Home Mortgage Investment Trust 2006-3, which consists of closed-end second liens. The downgrade and CreditWatch placement affecting series 2004-1 are due to recent losses that have deteriorated available credit support and reduced overcollateralization to below their respective targets. As of the July 2007 remittance period, O/C for loan group two from series 2004-1 was approximately $360,055, compared with a target of $576,460, while O/C for loan group four was $240,971, compared with a target of $512,875. Delinquencies for loan groups two and four were 10.18% and 7.09% of the current balances, respectively, while cumulative losses were relatively low at 0.02% and 0.20% of the original pool balances. Standard & Poor's will continue to closely monitor the performance of class II-M-3 from series 2004-1. If O/C is restored during the upcoming months, S&P will affirm the rating on this class and remove it from CreditWatch. Conversely, if delinquencies continue to translate into substantial realized losses in the coming months and further erode available credit enhancement, S&P will lower the rating on this class, and S&P could take further negative rating actions on the more senior tranches. The downgrades affecting American Home Mortgage Investment Trust 2006-3 reflect Standard & Poor's revised closed-end second-lien surveillance assumptions, which S&P implemented on July 19, 2007. Standard & Poor's stress test loss projection on the current delinquency pipeline is approximately $6.750 million based on the new surveillance assumptions. S&P expect the transaction to realize these losses over the next six months, which will result in a continuous erosion of credit enhancement. As a result of the reduction in credit enhancement, the downgraded classes will no longer have sufficient credit support to maintain the previous ratings. Total delinquencies represent 8.57% of the current loan group four balance, while cumulative realized losses represent 0.13% of the original loan group four balance. The affirmations reflect stable collateral performance as of the July 2007 distribution period. Current and projected credit support percentages are sufficient at the respective rating levels. As of the latest remittance report, total delinquencies were relatively low, ranging from 0.25% (series 2005-1, group nine) to 10.18% (series 2004-1, group two) of the current respective principal balances. Severe delinquencies (90-plus days, foreclosures, and REOs) ranged from 0.05% (series 2005-1, group nine) to 7.09% (series 2004-1, group four) of the current respective principal balances. While eight of the 16 transactions have incurred no losses to date, cumulative realized losses for the remaining eight deals ranged from 0.01% (series 2005-4, group one, and series 2006-1) to 1.38% (series 2005-4, group two) of the original respective principal balances. American Home Mortgage Investment Corp. filed for bankruptcy on Aug. 8, 2007, but the company's servicing operations remain open, and the performance of the transactions mentioned herein has been stable thus far. While American Home Mortgage currently services American Home Mortgage Investment Trust's series 2004-1, 2004-2, 2004-3, and 2004-4, Wells Fargo is the master servicer on the remaining 13 transactions. Ratings Lowered American Home Mortgage Investment Trust Rating ------ Series Class To From ------ ----- -- ---- 2004-1 IV-M-3 B BBB 2006-3 IV-M-6 BBB+ A- 2006-3 IV-M-7 BB BBB+ 2006-3 IV-M-8 BB BBB+ 2006-3 IV-M-9 B BBB- 2006-3 IV-M-10 CCC BB Rating Placed on Creditwatch Negative American Home Mortgage Investment Trust Rating ------ Series Class To From ------ ----- -- ---- 2004-1 II-M-3 BBB/Watch Neg BBB Ratings Affirmed American Home Mortgage Investment Trust Series Class Rating ------ ----- ------ 2004-1 I-A, II-A, III-A, IV-A AAA 2004-1 I-M-1, II-M-1, III-M-1, IV-M-1 AA 2004-1 I-M-2, II-M-2, III-M-2, IV-M-2 A 2004-1 I-M-3 BBB 2004-2 I-A, II-A, III-A, IV-A-3, IV-A-4 AAA 2004-2 IV-A-5, IV-A-6, V-A AAA 2004-2 M-1 AA 2004-2 M-2 A 2004-2 M-3 BBB 2004-3 I-A, II-A, III-A, IV-A, V-A AAA 2004-3 VI-A1, VI-A3, VI-A4, VI-A5 AAA 2004-3 M-H1, M-F1 AA 2004-3 M-H2, M-F2 A 2004-3 M-H3, M-F3 BBB 2004-4 I-A-1, I-A-2, II-A-1, II-A-2 AAA 2004-4 III-A, IV-A, V-A, VI-A-1, VI-A2 AAA 2004-4 VII-A AAA 2004-4 M-1, VI-M-1 AA 2004-4 M-2, VI-M-2 A 2004-4 VI-M-3 A- 2004-4 VI-B-1 BBB+ 2004-4 M-3, VI-B-2 BBB 2004-4 VI-B-3 BBB- 2005-1 I-A-1, I-A-2, I-A-3, II-A-1, II-A-2 AAA 2005-1 III-A-1, III-A-2, IV-A-1, IV-A-2 AAA 2005-1 V-A-1, V-A-2, VI-A, VII-A-1 AAA 2005-1 VII-A-2, VIII-A-1, VIII-A-2, IX-A AAA 2005-1 M-1 AA+ 2005-1 M-2 AA 2005-1 M-3 AA- 2005-1 VIII-M-1 AA 2005-1 M-4, VIII-M-2 A 2005-1 M-5, VIII-M-3 A- 2005-1 M-6, VIII-M-4 BBB+ 2005-1 M-7, VIII-M-5 BBB 2005-1 M-8, VIII-M-6 BBB- 2005-1 B BB 2005-2 I-A-1, I-A-2, I-A-3, II-A-1, II-A-2 AAA 2005-2 II-A-3, III-A, IV-A-1, IV-A-2 AAA 2005-2 IV-A-3, V-A-1, V-A-2, V-A-3 AAA 2005-2 V-A-4-A, V-A-4-B, V-A-4-C AAA 2005-2 V-A-4-D, VI-A AAA 2005-2 M-1, V-M-1, V-M-2 AA+ 2005-2 M-2, M-3, M-4, V-M-3, V-M-4 AA 2005-2 M-5, V-M-5 A 2005-2 B, V-B BBB 2005-3 I-A-1, I-A-2, II-A-1, II-A-2 AAA 2005-3 II-A-3, II-A-4, III-A-1, III-A-2 AAA 2005-3 III-A-3, III-A-4 AAA 2005-3 M-1, M-2 AA+ 2005-3 M-3 AA 2005-3 M-4 AA- 2005-3 M-5 A+ 2005-3 M-6 A 2005-3 B BBB 2005-4 I-A-1, I-A-2, I-A-3, II-A, III-A-1 AAA 2005-4 III-A-2, III-A-3, IV-A, V-A AAA 2005-4 I-M-1, M-1 AA+ 2005-4 I-M-2, M-2 AA 2005-4 I-M-3, M-3 AA- 2005-4 I-M-4, M-4 A 2005-4 I-M-5, M-5 BBB 2005-4 I-M-6, M-6 BBB- Ratings Affirmed American Home Mortgage Assets Trust Series Class Rating ------ ----- ------ 2006-1 1A1, 1A2, 1A3, 1A4, 2A1, 2A2, 2A3 AAA 2006-1 R-I, R-II, X-A, X-B, X-C, M-1 AAA 2006-1 M-2, M-3 AA+ 2006-1 M-4, M-5 AA 2006-1 M-6 AA- 2006-1 M-7 A+ 2006-1 M-8 A 2006-1 M-9 A- 2006-1 B-1 BB 2006-1 B-2 B 2006-2 1A1, 1A2, 1A3, 2A1, 2A2, 2A3, XB1 AAA 2006-2 XBJ AAA 2006-2 M-1 AA+ 2006-2 M-2 AA 2006-2 M-3 AA- 2006-2 M-4 A+ 2006-2 M-5 A- 2006-2 M-6 BBB+ 2006-2 M-7 BBB- 2006-3 I-A-1, I-A-2-1, I-A-2-2, 1-A-3 AAA 2006-3 II-A-1-1, II-A-1-2, II-A-2 AAA 2006-3 II-A-3-1, II-A-3-2, III-A-1-1 AAA 2006-3 III-A-1-2, III-A-2, III-A-3-1 AAA 2006-3 III-A-3-2 AAA 2006-3 M-1 AA+ 2006-3 M-2, M-3, M-4 AA 2006-3 M-5 A+ 2006-3 M-6 A 2006-3 M-7 BBB+ 2006-4 I-A-1-1, I-A-1-2, I-A-2-1, I-A-2-2 AAA 2006-4 I-A-3, II-A-1, II-A-2, II-A-3 AAA 2006-4 M-1 AA+ 2006-4 M-2, M-3 AA 2006-4 M-4 A+ 2006-4 M-5 A 2006-4 M-6 BBB+ 2006-5 A-1, A-2, A-3-1, A-3-2 AAA 2006-5 M-1 AA+ 2006-5 M-2, M-3 AA 2006-5 M-4 A+ 2006-5 M-5 A 2006-5 M-6, M-7 BBB+ 2006-6 A1-A, A1-B, A1-C, A2-A, A2-B AAA 2006-6 R, X-P AAA 2006-6 M-1 AA+ 2006-6 M-2 AA 2006-6 M-3 AA- 2006-6 M-4 A+ 2006-6 M-5 A 2006-6 M-6 A- 2006-6 M-7 BBB+ 2006-6 M-8 BBB 2006-6 M-9 BBB- 2006-6 B-1, B-2 BB 2006-6 B-3 B 2007-1 A-1, A-2, A-3 AAA 2007-1 M-1 AA 2007-1 M-2 AA- 2007-1 M-3 A+ 2007-1 M-4, M5 A 2007-1 M-6 A- 2007-1 M-7 BBB+ 2007-1 M-8 BBB- 2007-2 A-1, A-2-A, A-2-B, A-3 AAA 2007-2 M-1 AA+ 2007-2 M-2 AA 2007-2 M-3 AA- 2007-2 M-4 A+ 2007-2 M-5 A 2007-2 M-6 A- 2007-2 M-7 BBB+ 2007-2 M-8 BBB 2007-2 M-9 BBB- AMERICAN RAILCAR: Board Declares $0.03 Cash Dividend ---------------------------------------------------- American Railcar Industries Inc.'s board of directors declared a cash dividend of $0.03 per share of common stock of the company. The dividend is payable on Oct. 19, 2007, to shareholders of record at the close of business on Oct. 5, 2007. American Railcar Industries Inc., (NasdaqGS: ARII) -- http://www.americanrailcar.com/-- through its subsidiaries, engages in the design, manufacture, sale, and marketing of covered hopper and tank railcars in North America. It operates in two segments, Manufacturing Operations and Railcar Services. * * * As reported in the Troubled Company Reporter on Feb. 19, 2007, Standard & Poor's Ratings Services assigned its 'BB-' corporate credit and senior unsecured notes ratings to St. Charles, Missouri-based railcar manufacturer American Railcar Industries Inc. The outlook is stable. ASC INC: Sees Profitable Growth After Bankruptcy Asset Sale ----------------------------------------------------------- After voluntarily filing for chapter 11 protection on May 2, 2007, American Specialty Cars Incorporated has sold a majority of its assets to Hancock Park Associates of Los Angeles, California. Hancock Park Associates signed a definitive agreement to purchase ASC's open air and creative services assets on May 1, 2007. The acquisition was approved by the federal bankruptcy court on June 22, 2007 and was finalized. The transaction represents a strategic addition to Hancock Park Associates' automotive holdings, as the firm is also the majority Investor in Saleen Incorporated, a specialty vehicle manufacturer headquartered in Irvine, California. Kevin Listen, a Hancock Park Associates partner, noted the significance of ASC's expertise in design and body engineering, and his intention to capitalize on the synergies found by connecting ASC to Saleen's powertrain and chassis capabilities. Paul Wilbur will remain as president and CEO of ASC. In addition, a majority of the executive team, including Chris Theodore, and a portion of the hourly and salary staff members will continue moving forward with ASC. ASC executives Steve Laurain and Mark Trostle will lead the Open Air and Creative Services divisions. The assets of the remaining ASC divisions not included in the acquisition, now known collectively as St. James Inc., are still under bankruptcy court protection. These assets include the discontinued operations relating to vehicle painting, composites and past-model service business units. Hancock Park Associates also assumed liabilities under certain Supplier contracts that supported ASC's open air and creative services divisions, and related past invoices are being paid according to protocol established by the bankruptcy court. Now free from heavy overhead related to the early termination of The Chevrolet SSR and its old paint and composites divisions, ASC has a strong balance sheet that is poised for profitable growth in the open air and creative services businesses. ASC and Jeep will introduce another open air innovation to the U.S. market -- the new Sky Slider roof. The full open air roof option offers a convertible-like experience in SUVs and Crossovers at an affordable price point. Early dealer orders are strong for this innovative roof system. ABOUT ASC Incorporated Headquartered in Southgate, Michigan, ASC Incorporated -- http://www.ascglobal.com/-- is a supplier of highly engineered roof systems and of design services for the world's automakers. The company filed for Chapter 11 protection on May 2, 2007, (Bankr. E.D. Mich. Case No. 07-48680) Gary H. Cunningham, Esq. and Sean M. Walsh, Esq. at Giarmarco, Mullins & Horton P.C. represent the Debtor in its restructuring efforts. Christopher Grosman, Esq., at Carson Fischer, P.L.C., represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed assets and debts from $1 million to $100 million. AUDUBON PARK: Moody's Holds Ba2 Rating on Revenue Refunding Bonds ----------------------------------------------------------------- Moody's Investors Service affirmed the underlying Ba2 rating on the Audubon Park Commission's Aquarium Revenue Refunding Bonds, Series 1997. The rating outlook is stable. The bonds continue to be rated Aaa based on bond insurance from MBIA. The Audubon Commission is a component unit of the City of New Orleans which has management agreements with the Audubon Nature Institute to operate its facilities, including the Audubon Zoo and Park, the Aquarium and Riverfront Park, the Audubon Insectarium, the Species Survival Center and Louisiana Nature Center. Moody's rating approach considers the combined financial resources and operations of both the Commission and the Institute. Unlike the Series 1997 Aquarium Revenue Bonds, the majority of the Commission's debt is General Obligation Limited Tax and is assigned an underlying Ba1 rating. Legal Security Net revenue pledge of the Aquarium of the Americas. Structural features include a debt service reserve fund surety bond, additional bonds test and 1.75 times rate maintenance covenant. Strengths Management's successful and resourceful reopening of Commission's facilities including the Aquarium and Riverfront Park. The Aquarium and IMAX Theater reopened on May 26, 2006 with restored facilities, collections and exhibits. Visitor levels and related revenues are up markedly from FY2006, but are expected to remain below pre-Katrina levels for some time. Ongoing private donor support for the Audubon Nature Institute, which operates the Aquarium, including $4.2 million in gift revenue in FY2006. Increased donations aided financial resource growth for the Commission and Institute in FY2006, with total financial resources up 18% to $44 million. Aquarium's business interruption insurance has provided a buffer for lost visitor revenue. Debt service coverage for the twelve months ending Dec. 31, 2006 was 2.67 times including business interruption insurance revenue. With comparatively limited insurance revenue expected in FY2007, we expect a lower level of coverage than from the prior year, despite increase in admissions revenue. Gulf Opportunity Zone borrowing gives total of $4.9 million in debt service relief on Aquarium Revenue Bonds through FY2009. These funds are trustee held and, when paid, result in a loan payable by the Commission. Challenges Uncertain pace of recovery in visitor levels for Aquarium and Imax theater, which will depend in part on the broader restoration of the New Orleans tourism base. Through July 27, 2007, the Aquarium had 386,000 visitors, down from 625,000 in 2004, but significantly up from prior year. Commission's operating performance will continue to be somewhat uneven, with Moody's calculation of an operating 10.8% deficit in FY2006. In FY2007, the property tax revenue will be approximately 85% of FY2004. Increased labor costs, especially for front-line employees have somewhat offset about 25% reduction in employees. Ongoing careful expense management will be crucial to maintain net revenue coverage related to Aquarium Revenue pledge. Outlook The stable outlook for the Aquarium Revenue Bond rating reflects Moody's expectations of a measured pace of recovery for the net revenues of the Aquarium enterprise and ongoing public support including the substantial debt service relief. The stable outlook also is based on a record of sound financial management in response to substantial disruption in revenues of the Aquarium. What could change the rating - Up Quick recovery of visitor revenues combined with solid tax revenue and donor support; financial resource growth and limited future borrowing. Improvements in the credit profile of the City of New Orleans. What could change the rating - Down Failure to gradually rebuild net revenues to support operations and debt service, leading to declines in financial resources. Audubon Park Commission Key Indicators (Fiscal year 2006 data): -- Aquarium admissions revenue: $2.4 million -- IMAX admissions revenue: $0.7 million -- Total debt: $57.2 million (including debt of Audubon Nature Institute) -- Total financial resources: $43.9 million (including Audubon Institute) -- Expendable financial resources to debt: 0.5 times -- Expendable financial resources to operations: 0.76 times -- Reliance on local tax support: 20% of total revenue -- Average comprehensive debt service coverage: 1. 6 times Rated Debt Net Revenue Pledge: -- Aquarium Revenue Refunding Bonds, Series 1997: Ba2 underlying, Aaa (MBIA) Limited Tax Pledge: -- Audubon Commission Aquarium Bonds, Series 2003A: Aaa (FSA) -- Audubon Commission Aquarium Bonds, Series 2001 A and 2001 B: Aaa (FSA) Audubon Commission Improvement and Refunding Zoo Bonds, Series 1997: -- Ba1 underlying, Aaa (Ambac) AVENTINE RENEWABLE: $300 Mil. of 10% Sr. Notes Validly Tendered --------------------------------------------------------------- Aventine Renewable Energy Holdings Inc. was advised by the exchange agent, Wells Fargo Bank N.A., that all $300 million of 10% senior unsecured fixed rate notes due 2017, (CUSIP No. 053505AA1), registered under the Securities Act of 1933, as amended, were validly tendered for exchange of its outstanding unregistered 10% senior unsecured fixed rate notes due 2017. The Exchange Offer expired at 5:00 p.m., New York City time, on Aug. 10, 2007. The company has agreed to accept for exchange all of such Original Notes. The company expects Wells Fargo Bank, N.A. to complete the Exchange Offer, by issuing New Notes to the tendering Original Noteholders. The Exchange Offer was conducted to satisfy the company's obligations under the terms of a registration rights agreement entered into as part of a private placement financing transaction completed in March 2007, and does not represent a new financing transaction. The company will not receive any proceeds from the Exchange Offer. The Exchange Agent for the Exchange Offer was: Wells Fargo Bank, N.A. Corporate Trust Operations MAC N9303-121, PO Box 1517 Minneapolis, MN 55480 Tel. (612) 667-9764) About Aventine Renewable Energy Holdings Headquartered in Pekin, Illinois, Aventine Renewable Energy Holdings Inc. (NYSE:AVR) -- http://www.aventinerei.com/-- produces and markets ethanol used as a blending component for gasoline in the United States. It produces ethanol and co- products at its wholly owned wet milling and dry milling plants in Pekin, Illinois, and its 78.4%-owned dry milling plant in Aurora, Nebraska. Additionally, the firm operates a marketing alliance that pools ethanol from multiple third party producers and sells it nationwide, for which it receives a commission. * * * As reported in the Troubled Company Reporter on March 20, 2007, Standard & Poor's Ratings Services affirmed its 'B+' rating on Aventine Renewable Energy Holdings Inc. BALLY TOTAL: Files Amended Chapter 11 Reorganization Plan --------------------------------------------------------- Bally Total Fitness has filed a motion with the U.S. Bankruptcy Court for the Southern District of New York seeking approval to amend its Joint Prepackaged Chapter 11 Plan of Reorganization to implement a superior alternative restructuring proposal from Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund L.P. without the need to resolicit votes from its creditors. Under its proposal, Harbinger would invest approximately $233.6 million in exchange for 100% of common equity of the reorganized Bally. The amended plan would provide equal or better treatment to holders of the company's 10-1/2% Senior Notes due 2011 and its 9-7/8% Senior Subordinated Notes due October 2007, well as all other holders of unsecured claims against the company. Holders of existing common stock in Bally and certain other claims treated as equity in bankruptcy would receive $16.5 million in the aggregate. Under the Existing Plan, common stockholders would receive no distribution. The amended plan would also result in additional de-levering of the company. If the Bankruptcy Court grants the motions filed, the company would be able to implement the amended plan and emerge from Chapter 11 within a similar timeframe as the Existing Plan. In its motion, Bally is seeking Court approval to pursue the amended plan without further vote solicitation and to treat received votes to accept the Existing Plan as votes to accept the amended plan implementing the Harbinger-funded restructuring. Bally has also filed a motion seeking court approval to enter into an Investment Agreement providing for Harbinger's commitment to make its $233.6 million equity investment, and a Restructuring Support Agreement reflecting the parties' commitment to implement the Harbinger-funded restructuring through the amended plan. Under the amended plan, the company can still consummate the restructuring set forth in the Existing Plan if the Harbinger- funded restructuring cannot be consummated. The Existing Plan would be funded by $90 million in capital to be provided through the issuance of new senior subordinated notes in a rights offering backstopped by funds managed by Tennenbaum Capital Partners, LLC, Goldman Sachs & Co., and Anschutz Investment Company Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates fitness centers in the U.S., with over 375 facilities located in 26 states, Mexico, Canada, Korea, China and the Caribbean under the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs of Canada (R) brands. Bally Total and its affiliates filed for chapter 11 protection on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite number of votes in favor of their pre-packaged chapter 11 plan. Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents the Debtors in their restructuring efforts. As of June 30, 2007, the Debtors had $408,546,205 in total assets and $1,825,941,54627 in total liabilities. No schedule has been set to date for an organizational meeting that would create an Official Committee of Unsecured Creditors. The Court recently held that the meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code will not be convened, and is canceled, if the Debtors' Plan of Reorganization is confirmed on or prior to October 16, 2007. BALLY TOTAL: Court Gives Interim Nod on Deloitte as Tax Advisors ---------------------------------------------------------------- Bally Total Fitness Holding Corporation and its debtor- affiliates obtained authority, on an interim basis, from the U.S. Bankruptcy Court for the Southern District of New York in Manhattan to employ Deloitte Tax LLP as their tax services provider, effective as of July 31, 2007. According to Marc D. Bassewitz, senior vice president, secretary and general counsel of Bally Total Fitness Holding Corporation, Deloitte Tax and its professionals have extensive experience and knowledge in the field of tax services, including providing tax advisory services in cases before bankruptcy courts. Moreover, the firm has performed other work for the Debtors in the past, and is therefore familiar with the Debtors' corporate structures and businesses, and many of the potential issues that may arise in the context of the Chapter 11 cases, Mr. Bassewitz says. As Tax advisors, Deloitte Tax will render tax advisory services to the Debtors, including: (a) assisting the Debtors with the federal tax effects of the commencement of the Chapter 11 cases; (b) providing the Debtors with various tax compliance services, including assisting the Debtors with certain FAS 109 calculations and preparing various federal, state and local tax returns; (c) providing general corporate tax advisory services; (d) assisting the Debtors with their efforts to implement FASB Interpretation No. 48; and (e) providing tax examination services. Mr. Bassewitz tells the Court that Deloitte Tax will charge the Debtors a fixed weekly fee of $10,000 for approximately 40 to 60 hours of tax compliance services pursuant to an engagement letter dated May 29, 2007. Deloitte Tax will be paid on its hourly rates for all other services: Partner or Director $475 - $645 Senior Manager $400 - $535 Manager $325 - $450 Senior Associate $275 - $365 Associate $175 - $270 David Hoffman and Rochelle Kleczynski are the professionals expected to have primary responsibility for providing services to the Debtors. As a result of Deloitte FAS' and its affiliate, Deloitte Tax LLP's prepetition services to the Debtors, both parties received retainers from the Debtors in the 90 days prior to the Petition Date: Amount ------ Deloitte FAS $1,681,004 Deloitte Tax 645,863 About $50,562 in Deloitte FAS' retainers remained as of the Petition Date, while $91,370 remained in Deloitte Tax's retainers. No amounts were due and owing from the Debtors to both advisors prior to that Date. The Debtors will indemnify and hold harmless Deloitte Tax, its subcontractors and their personnel from all claims, liabilities and expenses relating to the engagement, except to the extent finally judicially determined to have resulted primarily from Deloitte Tax's bad faith, intentional misconduct or recklessness. The Debtors agree these indemnification provisions: Richard Bodnum, Esq., a partner at Deloitte Tax, assures the Court that Deloitte Tax is a "disinterested person" as that phrase is defined in Section 101(14) of the Bankruptcy Code, as modified by section 1107(b). Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates fitness centers in the U.S., with over 375 facilities located in 26 states, Mexico, Canada, Korea, China and the Caribbean under the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs of Canada (R) brands. Bally Total and its affiliates filed for chapter 11 protection on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite number of votes in favor of their pre-packaged chapter 11 plan. Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents the Debtors in their restructuring efforts. As of June 30, 2007, the Debtors had $408,546,205 in total assets and $1,825,941,54627 in total liabilities. No schedule has been set to date for an organizational meeting that would create an Official Committee of Unsecured Creditors. The Court recently held that the meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code will not be convened, and is canceled, if the Debtors' Plan of Reorganization is confirmed on or prior to October 16, 2007. (Bally Total Fitness Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). BALLY TOTAL: Gets Interim Nod to Hire Jefferies as Fin'l Advisor ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York in Manhattan gave Bally Total Fitness Holding Corporation and its debtor-affiliates authority, on an interim basis, to employ Jefferies & Company Inc. as their financial advisor, effective as of July 31, 2007. Jefferies & Company Inc. is an investment banking firm, which has provided prepetition services to the Debtors, working closely with them to pursue available alternatives, thereby playing a pivotal role in the Debtors' proposed Plan of Reorganization, Marc D. Bassewitz, senior vice president, secretary and general counsel of Bally Total Fitness Holding Corporation, tells the Court. Jefferies is, thus, familiar with the Debtors' business operations, capital structure, financing documents and other material information, and is able to assist the Debtors in their restructuring efforts, Mr. Bassewitz says. As financial advisor, the firm is expected to: -- advice and assist the Debtors in connection with analyzing, structuring, and effecting -- including providing valuation analyses as appropriate -- and acting as financial advisor in connection with, any potential restructuring; -- perform financial advisory services, including (i) analyzing the business, operations, properties, financial condition, and prospects of the Debtors, (ii) advising the Debtors on the current state of the restructuring market, (iii) assisting and advising the Debtors in developing a general strategy for accomplishing a restructuring, including the value of the securities, if any, that may be issued, (iv) providing valuation and related services in connection with any proposed restructuring, and (v) rendering other financial advisory services as may from time to time; and -- provide advice and assistance in connection with the solicitation of votes. According to Mr. Bassewitz, investment bankers like Jefferies do not charge for their services on an hourly basis. Instead, they customarily charge a monthly advisory fee plus an additional fee that is contingent upon the occurrence of a specified type of transaction. For its services rendered to the Debtors, Jefferies will be paid: -- an initial monthly fee equal to $125,000 per month from February 24, 2007, through June 30, 2007; -- a second monthly fee equal to $150,000 per month from July 1, 2007, through September 30, 2007; and -- a final monthly fee equal to 50% of second monthly fee from and after October 1, 2007, until the expiration of the agreement. A transaction fee of $3,350,000 was earned unconditionally on the execution of the restructuring engagement letter with the Debtors, and payable prior to June 30, 2007. Mr. Bassewitz clarifies that 50% of the aggregate initial monthly fees actually paid to Jefferies in excess of $375,000 will be credited against the Transaction Fee. The Debtors will also reimburse Jefferies for all fees, reasonable disbursements and reasonable out-of-pocket expenses, including Jefferies' counsel fees, not to exceed $50,000 in the aggreagate absent the consent of the Debtors; and, Jefferies' counsel disbursements, not to exceed $100,000 in the aggregate. Mr. Bassewitz adds that for its advisory services, Jefferies will be paid: (a) an advisory transaction fee of $1,650,000, upon consummation of a Merger & Acquisition transaction; (b) a non-core transaction fee of 2% of the transaction value in the event of a non-core transaction, plus, in the discretion of the Debtors' chief restructuring officer, additional compensation up to an aggregate of $500,000 for all non-core transactions. Non-core transaction fees will not exceed $1,000,000 in the aggregate. In the event the Debtors request that Jefferies render an "Alternate Opinion", the Debtors and Jefferies will mutually agree on a reasonable fee for the services which will be based on the prevailing market rate. Pursuant to an M&A advisory engagement letter between the Debtors and Jefferies, an M&A opinion fee of $500,000 will be charged for each M&A opinion delivered, of which 100% of the amount will be credited against the advisory transaction fees. Jefferies will apply to the Court for payment of compensation and reimbursement expenses in accordance with applicable provisions on the Bankruptcy Code. Mr. Bassewitz notes that prior to the Petition Date, Jefferies received approximately $4,099,761 in fees and $45,677 in expenses from the Debtors, for prepetition services rendered and expenses incurred in advising the Debtors. No indemnification will be available to the Debtors for losses that are determined, by a final, nonappealable judgement by a court to have resulted primarily from an indemnified person's own gross negligence or willful misconduct, reveals Mr. Bassewitz. William Q. Derrough, managing director of Jefferies & Company, Inc., assures the Debtors that Jefferies is a "disinterested person" as the phrase is defined in Section 101(14) of the Bankruptcy Code as modified by Section 1107(b). Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/-- operates fitness centers in the U.S., with over 375 facilities located in 26 states, Mexico, Canada, Korea, China and the Caribbean under the Bally Total Fitness(R), Bally Sports Clubs(R) and Sports Clubs of Canada (R) brands. Bally Total and its affiliates filed for chapter 11 protection on July 31, 2007 (Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite number of votes in favor of their pre-packaged chapter 11 plan. Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents the Debtors in their restructuring efforts. As of June 30, 2007, the Debtors had $408,546,205 in total assets and $1,825,941,54627 in total liabilities. No schedule has been set to date for an organizational meeting that would create an Official Committee of Unsecured Creditors. The Court recently held that the meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code will not be convened, and is canceled, if the Debtors' Plan of Reorganization is confirmed on or prior to October 16, 2007. (Bally Total Fitness Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). BEAZER HOMES: Bondholders Organizational Meeting Set for Tomorrow ----------------------------------------------------------------- The law firm Brown Rudnick Berlack Israels LLP, on behalf of its clients who are significant holders of bonds issued by Beazer Homes USA, Inc., will be hosting an organizational telephonic meeting among interested bondholders to discuss publicly disclosed recent developments, including the delay in the issuance of Beazer Homes USA, Inc.'s third quarter financial report due to accounting irregularities. The teleconference will take place at 4:00 p.m. E.T. on Thursday, Aug. 16, 2007. If you are a holder of the Bonds and wish to participate in this teleconference, please contact Organizers' counsel, Robert Stark at (212) 209-4862 or Todd Feinsmith at (617) 856-8585 both of the law firm of Brown Rudnick Berlack Israels LLP. Headquartered in Atlanta, Beazer Homes USA Inc., (NYSE: BZH) -- http://www.beazer.com/-- is one of the country's ten largest single-family homebuilders with operations in Arizona, California, Colorado, Delaware, Florida, Georgia, Indiana, Kentucky, Maryland, Mississippi, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Texas, Virginia and West Virginia and also provides mortgage origination and title services to its homebuyers. BEAZER HOMES: Delays Filing of Form 10-Q for Period Ended June 30 ----------------------------------------------------------------- Beazer Homes USA, Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it will be unable to file its Form 10-Q for the period ended June 30, 2007, by the required deadline. The company discloses that its Audit Committee is conducting an independent internal investigation of the company's mortgage origination business and related matters. To assist with the investigation, the Audit Committee retained independent legal counsel, who, in turn, retained independent forensic accountants. During the course of the investigation, the company discovered that its former Chief Accounting Officer may have caused reserves and other accrued liabilities, relating primarily to land development costs and costs to complete houses, to have been recorded in prior accounting periods in excess of amounts that would have been appropriate under generally accepted accounting principles. These reserves and other accrued liabilities, if reversed in subsequent accounting periods, could have been used to reduce the company's operating expenses by amounts that would not have been appropriate under generally accepted accounting principles. Independent counsel has issued preliminary updates to the Audit Committee concerning the status of the matters described. The investigation is ongoing and the company is not, at this time, able to predict or determine whether any adjustments will be required with respect to the company's previously issued financial statements or whether the release of any portion of these reserves or accrued liabilities will have any impact on the Company's financial results for the quarterly period ended June 30, 2007. However, at this time, the company does not believe that the amounts at issue with respect to these reserves and accrued liabilities during the quarterly and nine month periods ended June 30, 2006 and 2007 are quantitatively material. In addition, at present, the company does not believe that the resolution of these issues will result in an adjustment to the company's previously reported cash position. The Audit Committee is continuing to examine these matters and was not able to make a final conclusion by Aug. 9, 2007, the required filing date for the company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2007. The Audit Committee and its independent counsel are working expeditiously to resolve these issues as soon as practicable. Headquartered in Atlanta, Beazer Homes USA Inc., (NYSE: BZH) -- http://www.beazer.com/-- is one of the country's ten largest single-family homebuilders with operations in Arizona, California, Colorado, Delaware, Florida, Georgia, Indiana, Kentucky, Maryland, Mississippi, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Texas, Virginia and West Virginia and also provides mortgage origination and title services to its homebuyers. BEAZER HOMES: Fitch Cuts Ratings and Puts Under Negative Watch -------------------------------------------------------------- Fitch Ratings has downgraded Beazer Homes USA, Inc.'s Issuer Default Rating to 'BB' from 'BB+' and simultaneously placed its ratings on Rating Watch Negative. Fitch currently rates Beazer's debt as: -- Issuer Default Rating downgraded to 'BB' from 'BB+'; -- Unsecured revolving credit facility downgraded to 'BB' from 'BB+'; -- Senior notes downgraded to 'BB' from 'BB+'; -- Convertible senior notes downgraded to 'BB' from 'BB+'; -- Junior subordinated debt downgraded to 'B+' from 'BB-'. The downgrade of the IDR reflects the continued challenging housing conditions in most of Beazer's markets, pressures from credit tightening, which particularly affect entry level buyers, negative trends in operating margins and the expectation of further deterioration of its credit metrics during the balance of fiscal 2007 and into fiscal 2008. Possible accounting restatements, an internal Board of Directors' investigation and inquiries from the U.S. Attorney's office and Securities and Exchange Commission provide added distraction amidst this difficult housing environment. The placement of ratings on Rating Watch Negative was prompted by the company's inability to make a timely filing of its Form 10Q (for the quarter ended June 30, 2007) with the SEC and possible need to negotiate waivers with its bond holders. The delay in filing the company's Form 10Q results from the inability of the Audit Committee of Beazer, which is conducting an independent internal investigation of Beazer's mortgage origination business and related matters, to complete its investigation and make a final conclusion by the required filing date. The Audit Committee of Beazer Homes is conducting an independent internal investigation of the company's mortgage origination business and related matters. To assist with the investigation, the Audit Committee retained independent legal counsel, who, in turn, retained independent forensic accountants. During the course of the investigation, the company has discovered that its former Chief Accounting Officer may have caused reserves and other accrued liabilities, relating primarily to land development costs and costs to complete houses, to have been recorded in prior accounting periods in excess of amounts that would have been appropriate under GAAP. These reserves and other accrued liabilities, if reversed in subsequent accounting periods, could have been used to reduce the company's operating expenses by amounts that would not have been appropriate under GAAP. Independent counsel has issued preliminary updates to the Audit Committee concerning the status of the matters described above. The investigation is ongoing and the company is not, at this time, able to predict or determine whether any adjustments will be required with respect to the company's previously issued financial statements or whether the release of any portion of these reserves or accrued liabilities will have any impact on Beazer's financial results for the quarterly period ended June 30, 2007. However, at this time, the company does not believe that the amounts at issue with respect to these reserves and accrued liabilities during the quarterly and nine month periods ended June 30, 2006 and 2007 are quantitatively material. In addition, at present, the company does not believe that the resolution of these issues will result in an adjustment to the company's previously reported cash position. The Audit Committee is continuing to examine these matters and was not able to make a final conclusion by Aug. 9, 2007, the required filing date for the company's Form 10Q for the quarterly period ended June 30, 2007. Resolution of the Rating Watch will be based on the company's ability to file its Form 10Q within allocated time periods to avoid an event of default under its bond agreements as well as satisfactory resolution of the on-going investigations. BEAZER HOMES: Moody's Reviews Ratings and May Downgrade ------------------------------------------------------- Moody's Investors Service placed all of the ratings of Beazer Homes USA, Inc. under review for downgrade, including its Ba2 corporate family rating, Ba2 probability of default rating, and Ba2 (LGD-4, 53%) rating on its senior notes. This action follows the company's recent announcement that it would be unable to file its fiscal third quarter 10-Q statement in a timely fashion. Since late March 2007, Beazer's audit committee, assisted by independent legal counsel and an independent forensic accounting firm, has been conducting an independent internal examination of the company's mortgage origination business. This internal inquiry began as a result of a series of stories in the Charlotte Observer newspaper that described allegations of questionable loans Beazer arranged for its buyers and an unusually high foreclosure rate in a Beazer housing development in North Carolina. This prompted the U.S. Attorney's Office in the Western District of North Carolina to begin an investigation, which was later joined by the SEC. During the course of Beazer's internal inquiry, the company stated that it had discovered that its former Chief Accounting Officer may have overstated reserves and understated income in prior periods, which, when and if reversed in subsequent periods, could potentially have caused net income to rise in excess of amounts considered appropriate by GAAP. While the company currently believes that the amounts at issue are not material, it was unable to determine within the filing deadline for its 10-Q whether any adjustments would be required to its previously issued financial statements or whether the current 10-Q's results would have been impacted. While it currently is unclear how long the company may have to file its fiscal third quarter 10-Q before being in technical default under its bond indentures, it appears by one measure that Beazer may have about 80 days beginning from its filing deadline of Thursday, August 9, which would take it to Oct. 28, 2007. Moody's currently expects the company to file its fiscal third quarter 10-Q by October 15, 2007, and any further delays could prompt a downgrade. Also, Moody's would consider possible rating actions if there were any discovery of widespread fraud in the company's mortgage origination practices or concern that acquiescence with such abuses extended to current senior managers. Beazer's liquidity position has been the subject of much speculation in the past few weeks. The company's revolver, although halved in size from $1 billion to $500 million, has looser borrowing base restrictions than before, which actually permitted Beazer's availability under the revolver to increase. In addition, the company is midway through its fourth fiscal quarter, which is the quarter with the largest cash inflow during the entire year. Moody's expects the company to finish up its fiscal year, which ends on Sept. 30, 2007, with zero drawn under its revolver, higher availability under its revolver than before it was cut in half, and in excess of $300 million in cash. Headquartered in Atlanta, Georgia, Beazer Homes USA, Inc. is one of the country's ten largest single-family homebuilders with operations in 21 states. Homebuilding revenues and net income for the trailing twelve month period ended March 31, 2007 were $4.6 billion and $92 million, respectively. BKF CAPITAL: Posts $2.6 Million Net Loss in Quarter Ended June 30 ----------------------------------------------------------------- BKF Capital Group Inc. reported a net loss of $2.6 million for the second quarter ended June 30, 2007, compared with a net loss of $20.7 million for the same period in 2006. Total revenues for the second quarter of 2007 were $913,000, reflecting a decrease of 22.1% from $1.2 million in revenues in the same period in 2006. This decrease is attributable to the closing of the company's business. At June 2007, there were no assets under management, a decline of $3.2 billion from a year earlier. The long-only strategies which amounted to $3.2 billion of assets under management during the second quarter of 2006 were terminated and withdrawn during the third quarter of 2006. The revenues for the three months ended June 30, 2007, are a result of interest earned on treasury bills and money market funds and trailer fees from departed portfolio managers, in addition to the collection of previously unbilled aged advisory fees. Total expenses for the second quarter of 2007 were approximately $3.5 million, reflecting a decrease of 84.1% from $21.8 million in expenses in the same period in 2006. Employee compensation and benefit expense (including grants of equity awards) was $394,000 in the second quarter of 2007, reflecting a decrease of 93.4% from $5.9 million in the second quarter of 2006. These results primarily reflect the reduction of personnel relating to the loss of the business. Occupancy and equipment rental was $304,000 in the second quarter of 2007, reflecting a 82.2% decrease from $1.7 million in the same period in 2006, primarily as the result of subleasing of excess office space. Restructuring costs of $621,000 included primarily severance costs and losses incurred to settle a long term telecommunication lease. Other operating expenses were $1.96 million in the second quarter of 2007, reflecting a 15.7% increase from $1.69 million in the same period in 2006 due primarily to increases in the cost of amortization on insurance policies. Operating loss for the second quarter of 2007 was $2.6 million, as compared to operating loss of $20.7 million in the same period in 2006. At June 30, 2007, BKF had cash, cash equivalents and U.S. Treasury bills of $25.1 million, compared to $31.1 million at Dec. 31, 2006. This decrease in cash and cash equivalents reflects the loss of of the operating activities as described above and the resulting funding shortfall. At June 30, 2007, the company's consolidated balance sheet showed $29.2 million in assets, $7.6 million in total liabilities, and $21.5 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2268 Going Concern Doubt Grant Thornton LLP, in New York, expressed substantial doubt about BKF Capital Group Inc.'s 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 said that the company experienced a total loss of assets under management and as a result the company has had a significant decline in revenues in 2006 and no longer has an operating business. In addition, the auditing firm said that the cash projected to be generated from operations will not be sufficient to fund operations and that the company will need to use its existing working capital to fund operations. About BKF Capital BKF Capital Group Inc. (Other OTC: BKFG.PK) was engaged in investment advisory and asset management business. As of Dec. 31, 2006, the company had no operating business and no assets under management. BKF Capital operated entirely through BKF Asset Management Inc., an investment adviser, and its related entities. BKF Asset Management owns 100% of LEVCO Securities Inc., a broker- dealer, and BKF GP Inc., which is the general partner of several investment partnerships, which are referred to as the BKF Partnerships. BKF Management Co. Inc., which is 100% owned by BKF Capital and in turn owns 100% of BKF Asset Management, provides administrative and management services to BKF Asset Management and its related companies. BLUEGREEN CORP: Inks Pact Increasing Wachovia Credit Line to $20MM ------------------------------------------------------------------ Bluegreen Corporation renewed its existing unsecured revolving line of credit with Wachovia Bank, N.A. Under the terms of the renewal, the facility was increased to $20 million from $15 million, and the interest rate decreased to LIBOR plus 1.75% from LIBOR plus 2%. The facility, which is designated for general corporate purposes, will expire in July 2008. Other terms of the facility are substantially unchanged. John M. Maloney Jr., president and chief executive officer of Bluegreen, commented, "We value our relationship with Wachovia, and appreciate their continuing support. We believe that the terms of this facility validate our business model and reflect the strength of our operations and outlook." Karen Leikert, senior vice president of Wachovia, commented, "Wachovia views its relationship with Bluegreen Corporation as a partnership that we would like to continue to develop and expand as we move forward. It has been our experience that dealing with a well known and well respected organization such as Bluegreen is a sound business decision foremost. We are confident that this strong relationship will continue to flourish." About Wachovia Corporation Wachovia Corporation is one of the nation's largest diversified financial services companies, with assets of $719.9 billion and market capitalization of $97.5 billion at June 30, 2007. Wachovia provides a broad range of retail banking and brokerage, asset and wealth management, and corporate and investment banking products and services to 13 million household and business customers. About Bluegreen Bluegreen Corporation (NYSE: BXG) -- http://www.bluegreencorp.com/ -- provides Colorful Places to Live and Play(R) through two principal operating divisions. With over 170,000 owners, Bluegreen Resorts markets a flexible, real estate-based vacation ownership plan that provides access to over 40 resorts and an exchange network of over 3,700 resorts and other vacation experiences such as cruises and hotel stays. Bluegreen Communities has sold over 55,000 planned residential and golf community homesites in 32 states since 1985. Founded in 1966, Bluegreen is headquartered in Boca Raton, Fla., and employs over 6,200 associates. In 2005, Bluegreen ranked No. 57 on Forbes' list of The 200 Best Small Companies and No. 48 on FORTUNE'S list of America's 100 Fastest Growing Companies. * * * As reported in the Troubled Company Reporter on Jan. 9, 2007, Standard & Poor's Ratings Services revised its outlook on Bluegreen Corp. to stable from positive. At the same time, Standard & Poor's affirmed its 'B' corporate credit rating on the Boca Raton, Florida-based timeshare developer. BON-TON STORES: Weak Sales Cue S&P to Revise Outlook to Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on York, Pennsylvania-based Bon-Ton Stores Inc. to negative from stable. At the same time, Standard & Poor's affirmed its existing ratings on the company, including the 'B+' corporate credit and 'B-' senior unsecured credit ratings. About $1.3 billion of debt was outstanding at May 5, 2007. "The outlook revision reflects an ongoing trend of weaker-than- expected same-store sales," said Standard & Poor's credit analyst Gerald A. Hirschberg, "and our expectation that the retail environment will be challenging for the remainder of 2007." As a result, S&P believe that credit protection measures could be under pressure. This department store company recently reported a 7.6% drop in same-store sales for July, on top of declines for the previous four months. CALPINE CORP: Calif. State Parties Object to Disclosure Statement ----------------------------------------------------------------- In January 2006, the U.S. District Court for the Southern District of New York held that, pursuant to the Federal Power Act, it lacked the subject matter jurisdiction to authorize the Calpine Corporation and its debtor-affiliates to reject, pursuant to Section 365 of the Bankruptcy Code, power purchase agreements subject to the jurisdiction of the Federal Energy Regulatory Commission. The District Court further ruled that if the Debtors wish to be relieved of their obligations under FERC jurisdictional contracts, they must ask FERC for that relief. The California Department of Water Resources, the California Electricity Oversight Board, and the People of the state of California, ex rel. Edmund G. Brown, Jr., Attorney General of California, point out that the Debtors, through their Plan of Reorganization, proposes to "repudiate" certain "FERC Jurisdictional Contracts," including the same contracts that they sought to reject in January 2006. Although now called a "repudiation" instead of a rejection, the California Parties assert that the result would be the same. The Debtors would cease performing under the Contracts and the sole remedy would be for the California Parties to file a proof of claim which, if allowed by the Bankruptcy Court, would be treated exactly the same as a claim for rejection damages, Michael Luskin, Esq., at Luskin, Stern & Eisler, LLP, in New York, points out. The California Parties argue that the Debtors cannot disregard the District Court's order and the FPA simply by using the word "repudiate" in their Plan instead of "reject." The California Parties object to the Disclosure Statement because it contains inadequate disclosure about the Debtors' projected claim amounts. The Debtors, according to Mr. Luskin, must disclose facts about the projected Claim amounts so that parties voting on the Plan can make an independent evaluation of the Plan and the distributions they are likely to receive. The California Parties add that the Debtors' Disclosure Statement do not provide adequate information for the creditors to assess the propriety of substantive consolidation. The Debtors did not explain how substantive consolidation would impact distributions to their creditors nor did they explain whether creditors of each Debtors' estates would be entitled to greater distributions if their estates were not substantively consolidated, Mr. Luskin contends. The Disclosure Statement, the California Parties assert, should include information on: -- the approximate number and amount of Claims filed against each of the Debtors; -- the nature of those Claims; -- the approximate amount of assets in each of Debtors' estates; and -- any other facts necessary to assist a hypothetical investor in making an informed decision about whether or not to support the substantive consolidation of the Debtors' estates. Moreover, the California Parties oppose the Disclosure Statement for these reasons: (a) It does not explain the basis or justification for the releases of non-Debtors by Holders of Claims against and Interests in the Debtors' estates under the Plan. It does not contain any analysis of the propriety of the non-debtor releases provided for under the Plan. (b) It provides that no Holder of a contingent or unliquidated Claim as of the Distribution Record Date will be entitled to payment of more than the Debtor and the Official Committee of Unsecured Creditors elect to withhold on account of those Claim in the New Calpine Stock Reserve and set forth in the Plan Supplement, or other amount as may be estimated by the Court before the Confirmation Hearing. (c) It does not provide adequate detail about the reserves to be established for Disputed Claims under the Plan. (d) The description of the pending litigation between the Debtors and the California Parties regarding the potential rejection of the FERC Contracts is insufficient and misleading because it does not adequately disclose the positions of the California Parties. (e) The description of the Debtors' federal and governmental regulatory issues is inadequate because the Disclosure Statement fails to disclose the effect of FERC's regulation of the Debtors. (f) It fails to adequately describe the proposed jurisdiction provisions of the Plan. For these reasons, the California Parties ask the United States Bankruptcy Court for the Southern District of New York not to approve the Disclosure Statement. In a separate filing, the California Parties ask the U.S. District Court for the Southern District of New York to withdraw reference to the Bankruptcy Court of all proceedings on the Debtors' Motion to Approve Disclosure Statement only to the extent that those proceedings relate to whether the Disclosure Statement must be denied or any other objection relating to the FPA or the January 2006 District Court Order. PG&E Supports California Parties Pacific Gas and Electric Company supports the actions of the California State Attorney General, the California Department of Water Resources, and other state agencies for their recent actions in Calpine's bankruptcy proceedings to protect PG&E customers. Calpine has proposed to repudiate a contract with the California Department of Water Resources to provide power for electricity customers in northern and central California. The contract calls for Calpine to deliver 1,000 MW of around the clock power to PG&E's customers through 2009. Calpine's plan to repudiate the contract shows complete disregard to a prior U.S. District Court ruling that very clearly stated only the Federal Energy Regulatory Commission, not the bankruptcy courts could reject power contracts in a bankruptcy proceeding. Calpine's effort to walk away from a legal and binding contract could add hundreds of millions of dollars of additional costs onto PG&E customers. Furthermore, Calpine does not state what it plans to do with the 1,000 MW of power after it repudiates the contract. Should a heat wave occur and electric demand increase dramatically, reliability concerns for California could arise if the power is shipped out of state. About Calpine Corporation Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. The hearing to consider the adequacy of the Disclosure Statement is set for Sept. 11, 2007. (Calpine Bankruptcy News, Issue No. 58; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000). CALPINE CORP: Court Okays Settlement with 2nd Lien Committee ------------------------------------------------------------ The United States Bankruptcy Court for the Southern District of New York approves the Settlement between Calpine Corporation and its debtor-affiliates and Wilmington and the 2nd Lien Committee. The Settlement provides that the 2nd Lien Fixed Rate Noteholders are granted a $60,000,000 allowed secured claim and an $40,000,000 allowed general unsecured claim, in full settlement and satisfaction against the Debtors of the Makewhole Claims and all claims related to make-whole provisions, prepayment provisions or claims for contract damages allegedly incurred as a result of payment prior to the original scheduled maturity dates of the Second Lien Fixed Rate Notes. The Allowed Claims will be allocated as: Allowed Allowed Note Secured Claim Unsecured Claim ---- ------------- --------------- 8.50% Notes $27,187,200 $18,124,800 8.75% Notes $26,212,800 $17,475,000 9.875% Notes $6,600,000 $4,400,000 Each portion of the Allowed Secured Claim will be classified and treated in the same manner as the 2nd Lien Noteholders' claims for principal and interest in respect of the related 2nd Lien Fixed Rate Notes provided that the 2nd Lien Noteholders will not be entitled to receive any interest or adequate protection payments on account of the Allowed Secured Claim under any Chapter 11 plan of reorganization or otherwise. The Debtors are not prevented from repaying the 2nd Lien Claims in cash, in full or in part, before confirmation of a Chapter 11 plan and that repayment will not otherwise impact the finality of the terms and conditions set forth in the Settlement. If payment is made in full, that payment will include the entire amount of the Allowed Claims. The 2nd Lien Noteholders waive any right to the 1.5% fee as a result of receiving the Allowed Unsecured Claim. The Noteholders will not be entitled to receive any interest or adequate protection payments on account of the Allowed Unsecured Claim under any Chapter 11 plan or otherwise. Any "shortfall" or any change in the amount of the Allowed Unsecured Claim or Allowed Secured Claim will be deemed unenforceable and may not be pursued. Wilmington, as the Indenture Trustee, will facilitate the sale of the Allowed Unsecured Claim at any time before the effective date of a Chapter 11 plan. The Allowed Unsecured Claim will not be sold without written direction from the Debtors. The written direction will identify the proposed Buyer and the proposed Purchase Price. The Debtors will consult with the Creditors Committee in connection with the giving of any direction to sell the Allowed Unsecured Claim and, to the extent the Debtors and the Creditors Committee do not agree on whether a direction should be given, the Debtors will provide the Creditors Committee notice prior to issuing a direction and the Creditors Committee will be permitted to seek a ruling from the Court as to the reasonableness of the Debtors' direction. The Purchase Price will be distributed to the 2nd Lien Noteholders pro rata based on the allocation set forth in the Settlement. To the extent that the Allowed Unsecured Claim is not sold before the Effective Date, then the Allowed Unsecured Claim will be reduced to $0 and the Allowed Secured will be increased to $100,000,000 on the Effective Date. To the extent that the Allowed Unsecured Claim is sold for a net Purchase Price less than $40,000,000, the Allowed Secured Claim will be increased by the amount of the Shortfall as of the Effective Date. Any increase in the Allowed Secured Claim will be allocated amongt the holders of the 2nd Lien Noteholders. To the extent the Purchase Price is greater than $40,000,000, the amount of the excess will be paid by the Buyer to the Debtors without any holdback of any kind. Wilmington will be entitled to seek indemnification pursuant to the indentures governing the 2nd Lien Notes with respect to any claims or liability arising in connection with the purchase and sale of the Allowed Unsecured Claim. The Indenture Trustees for the Convertible Notes will each be entitled to indemnification under the applicable indentures governing the Convertible Notes for any fees or expenses incurred in connection with any claims or liabilities arising in connection with the purchase and sale of the Allowed Unsecured Claims or the enforcement of the Settlement. All objections, including any objection of any 2nd Lien Noteholder to the Settlement that have not been withdrawn, waived, settled, or addressed are overruled on their merits. About Calpine Corporation Based in San Jose, California, Calpine Corporation (OTC Pink Sheets: CPNLQ) -- http://www.calpine.com/-- supplies customers and communities with electricity from clean, efficient, natural gas-fired and geothermal power plants. Calpine owns, leases and operates integrated systems of plants in 21 U.S. states and in three Canadian provinces. Its customized products and services include wholesale and retail electricity, gas turbine components and services, energy management and a wide range of power plant engineering, construction and maintenance and operational services. The company filed for chapter 11 protection on Dec. 20, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-60200). Richard M. Cieri, Esq., Matthew A. Cantor, Esq., Edward Sassower, Esq., and Robert G. Burns, Esq., Kirkland & Ellis LLP represent the Debtors in their restructuring efforts. Michael S. Stamer, Esq., at Akin Gump Strauss Hauer & Feld LLP, represents the Official Committee of Unsecured Creditors. As of Dec. 19, 2005, the Debtors listed $26,628,755,663 in total assets and $22,535,577,121 in total liabilities. On June 20, 2007, the Debtors filed their Chapter 11 Plan and Disclosure Statement. The hearing to consider the adequacy of the Disclosure Statement is set for Sept. 11, 2007. (Calpine Bankruptcy News, Issue No. 58; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000). CHARTERHOUSE BOISE: Section 341(a) Meeting Scheduled for Sept. 7 ---------------------------------------------------------------- The U.S. Trustee for Region 12 will convene a meeting of Charterhouse Boise Downtown Properties LLC's creditors on Sept. 7, 2007, 9:00 a.m., at 720 Park Boulevard, Suite 210, Washington Group Central Plaza, in Boise, Idaho. 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 Boise, Idaho, Charterhouse Boise Downtown Properties LLC develops real estate. The company filed for chapter 11 protection on Aug. 1, 2007 (Bankr. D. Id. Case No. 07- 01199). Thomas James Angstman, Esq., at Angstman, Johnson & Associates, represents the Debtor. When the Debtor filed for protection from its creditors, it listed estimated assets and debts between $10 million and $100 million. CINEMARK HOLDINGS: Paying $0.13 Quarterly Dividend on Sept. 18 -------------------------------------------------------------- Cinemark Holdings Inc. initiated a quarterly dividend policy. Consistent with the disclosures in its prospectus, the dividend for the second quarter of 2007 is based on a quarterly dividend rate of $0.18 per common share, prorated based on the April 27, 2007, closing date of the initial public offering. Based on the above proration, the company's board of directors has declared a cash dividend of $0.13 per common share payable on Sept. 18, 2007, to stockholders of record on Sept. 4, 2007. "We are pleased to declare our first dividend, reflecting Cinemark's strong performance and outlook," said Alan Stock, Cinemark's chief executive officer. "While future payments will be subject to Board approval, we are committed to returning value to shareholders as we continue to drive cash flow and deliver attractive returns over the long term." The company intends to pay a regular quarterly dividend at the discretion of the Board of Directors which will depend upon many factors, including our results of operations, financial condition, earnings, capital requirements, limitations in our debt agreements and legal as well as other relevant factors. Cinemark Holdings, Inc. -- http://www.cinemark.com/ -- a leader in the theatre exhibition industry, operates 395 theatres and 4,479 screens in 37 states in the United States and internationally in 13 countries, primarily in Mexico and South and Central America. * * * As reported in the Troubled Company Reporter on Dec. 7, 2006, Standard & Poor's Ratings Services revised its outlook on Cinemark Inc. and subsidiary Cinemark USA Inc., which are analyzed on a consolidated basis, to positive from stable. At the same time, Standard & Poor's affirmed its existing ratings on Cinemark, including the 'B' corporate credit ratings. The Plano, Texas-based movie exhibitor had about US$3.1 billion in total debt, including capitalized operating leases and pro forma for its new senior secured credit facility, which closed on Oct. 5, 2006. CITY OF KLAMATH: Fitch Plans No Rating Action on PPM Deal --------------------------------------------------------- Fitch Ratings plans no immediate rating action for the City of Klamath Falls, Oregon's senior lien electric revenue bonds due 2025 following the July 2007 execution of a memorandum of understanding between the City and PPM Energy, Inc. The MOU outlines a transaction in which PPM or an affiliate will acquire the assets of the Klamath Cogeneration Project. Although a final purchase price has not yet been agreed upon, the MOU establishes that PPM will provide the funds, at a minimum, necessary to cause the redemption and/or defeasance of the senior lien revenue bonds issued by the City in connection with its ownership of KCP. The City and PPM anticipate the transaction will be completed by the end of the year after all necessary filings, permits, and approvals have been received. Since the KCP bonds are not currently callable, it is likely the bonds will be defeased if the transaction is completed. Fitch downgraded the KCP bonds to 'B-' on Jan. 12, 2006. That rating contemplated a series of events that would necessitate a restructuring, including weak operational performance amidst a challenging wholesale power market environment and the July 31, 2006 expiration of two contracts accounting for 150MW of the plant's capacity. Subsequent financial performance has generally tracked what was expected in 2006 and Fitch does not foresee meaningful change in the near term. Accordingly, Fitch expects to maintain the current rating until completion of the transaction envisioned in the recent MOU. Upon completion of the transaction, Fitch anticipates the current bonds will be defeased and ratings withdrawn. However, in the event the envisioned transaction does not progress, Fitch will adjust the ratings as appropriate, which could result in a further downgrade. KCP is a natural gas-fired, combined cycle cogeneration plant with a nominal capacity of 484MW, or 464MW when exporting steam at 200,000 pounds per hour. The project is owned by the City of Klamath Falls, OR, as a separately secured enterprise and is built on land leased by the City from the steam purchaser. The KCP bonds are secured solely by the revenues of KCP and associated deposit accounts. COLUMBUS MCKINNON: Improved Credit Metrics Get S&P's "BB-" Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit ratings on Columbus McKinnon Corp. to 'BB-' from 'B+'. At the same time, Standard & Poor's raised its subordinated debt rating on the company to 'B' from 'B-'. The outlook on the Amherst, New York-based material-handling company is stable. "The upgrade reflects continued improvements in credit metrics as a result of debt reduction and the expectation that the company will pursue financial policies consistent with the higher rating," said Standard & Poor's credit analyst Gregoire Buet. The ratings on Columbus McKinnon reflect the company's aggressive financial profile and the cyclical and competitive nature of the material-handling industry in which it operates. The company's product diversity is modest, providing limited resilience against a downturn in the economic cycle. The partly mitigating factor is the company's leading position in several niche markets. The ratings reflect the company's aggressive financial profile and the cyclical and competitive nature of the material-handling industry. The company's product diversity is modest, providing limited resilience against a downturn in the economic cycle. The partly mitigating factor is the company's leading position in several niche markets. CREDIT SUISSE: Moody's Affirms Low-B Ratings on Five Cert. Classes ------------------------------------------------------------------ Moody's Investors Service upgraded the ratings of six classes and affirmed the ratings of 10 classes of Credit Suisse First Boston Mortgage Securities Corp, Commercial Mortgage Pass-Through Certificates, Series 2002-CP3 as: -- Class A-2, $57,646,073, affirmed at Aaa -- Class A-3, $521,910,000, affirmed at Aaa -- Class A-SP, Notional, affirmed at Aaa -- Class A-X, Notional, affirmed at Aaa -- Class B, $34,708,000, affirmed at Aaa -- Class C, $40,307,000, upgraded to Aaa from Aa1 -- Class D, $8,957,000, upgraded to Aaa from Aa2 -- Class E, $10,076,000, upgraded to Aaa from A2 -- Class F, $14,555,000, upgraded to Aa2 from A3 -- Class G, $15,675,000, upgraded to A3 from Baa2 -- Class H, $11,196,000, upgraded to Baa2 from Ba1 -- Class J, $17,914,000, affirmed at Ba2 -- Class K, $6,718,000, affirmed at Ba3 -- Class L, $4,479,000, affirmed at B1 -- Class M, $11,196,000, affirmed at B2 -- Class N, $4,478,000, affirmed at B3 As of the July 17, 2007 distribution date, the transaction's aggregate certificate balance has decreased by about 13.7% to $773.3 million from $895.7 million at securitization. The Certificates are collateralized by 90 loans, ranging in size from less than 1% to 9.6% of the pool, with the top 10 loans representing 50.4% of the pool. The pool's largest loan is shadow rated investment grade. Nineteen loans, representing 25% of the pool, have defeased and are collateralized by U.S. Government securities. Two loans have been liquidated from the pool resulting in an aggregate realized loss of about $2.2 million. Currently there are no loans in special servicing. Twenty-four loans, representing 23.7% of the pool, are on the master servicer's watchlist. Moody's was provided with year-end 2006 operating results for 93% of the pool, excluding the defeased loans. Moody's weighted average loan to value ratio for the conduit component is 90.1%, compared to 86.5% at Moody's last full review in March 2006 and compared to 88.4% at securitization. Moody's is upgrading Classes C, D, E, F, G and H due to defeasance and increased credit support. The shadow rated loan is the Westfarms Mall Loan ($74 million -- 9.6%), which represents a participation interest in a $148 million first mortgage loan secured by the borrower's interest in a 1.3 million square foot super-regional mall located in Farmington, Connecticut. The property is anchored by Filene's (two stores), J.C. Penney, Lord & Taylor and Nordstrom. In-line occupancy was 100% as of January 2007, compared to 96.7% at last review. Moody's current shadow rating is Aa1, compared to Aa3 at last review. The top three non-defeased conduit loans represent 17.2% of the pool. The largest conduit loan is the Northwoods Mall Loan ($58.9 million - 7.6%), which is secured by the borrower's interest in an 820,000 square foot regional mall located in Charleston, South Carolina. The mall is anchored by Belk, Dillard's, J.C. Penney and Sears. In-line occupancy was 99.9% as of December 2006, compared to 98% at last review. The loan amortizes on a 25-year schedule and has amortized by about 9.2% since securitization. Moody's LTV is 63.2%, compared to 70.7% at last review. The second largest conduit loan is the Gannon West Pointe Apartments Loan ($41.2 million - 5.3%), which is secured by a 1,047-unit multifamily property which is located in Maryland Heights, Missouri. Property performance has declined since securitization due to lower rental income, rental concessions and increased operating expenses. The property was 82% occupied as of December 2006, compared to 88% at last review. The loan is on the master servicer's watchlist due to low debt service coverage. Moody's LTV is in excess of 100%, compared to 96.6% at last review. The third largest conduit loan is the Mall at Mill Creek Loan ($33.1 million - 4.3%), which is secured by a 290,000 square foot community retail center located in Secaucus, New Jersey. The center is anchored by Kohl's and Stop & Shop. The center's occupancy has declined significantly since last review to 57.2% as of June 2007, compared to 91.1% at last review. The borrower is not renewing leases in order to reposition the center. Currently there are lease proposals out to several big box tenants. Moody's LTV is in excess of 100%, compared to 91.8% at last review. CSK AUTO: Subsidiary Inks Fourth Waiver to Credit Agreement ----------------------------------------------------------- CSK Auto Corporation disclosed that its wholly owned subsidiary, CSK Auto Inc., entered into a fourth waiver to its second amended and restated credit agreement. The fourth waiver generally provides for an extension until Sept. 15, 2007, for the company to file its Form 10-Qs for each of the quarters of fiscal 2006 and for the first quarter of fiscal 2007, and until Oct. 15, 2007, for the company to file its Form 10-Q for the second quarter of fiscal 2007. The company will pay a fee of $162,500 in consideration for the waiver. The company expects to file its remaining fiscal 2006 periodic SEC reports shortly. Based in Phoenix, Arizona, CSK Auto Corporation (NYSE: CAO) -- http://www.cskauto.com/-- is the parent company of CSK Auto Inc., a specialty retailer in the automotive aftermarket. As of Jan. 29, 2006, the company operated 1,273 stores in 22 states under the brand names Checker Auto Parts, Schuck's Auto Supply, Kragen Auto Parts and Murray's Discount Auto Parts. * * * To date, CSK Auto Inc. carries Moody's B1 long-term corporate family and probability-of-default ratings, B3 senior unsecured debt and senior subordinated debt ratings, and Ba3 bank loan debt rating. Rating outlook is negative. The company also carries Standard & Poor's B+ long-term foreign and local issuer credit ratings. DANA CORP: Posts $133 Mil. Net Loss in Quarter Ended June 30, 2007 ------------------------------------------------------------------ Dana Corporation Unaudited Condensed Consolidated Balance Sheet At June 30, 2007 ASSETS CURRENT ASSETS Cash and cash equivalent assets $1,001,000,000 Restricted cash 103,000,000 Accounts receivable Trade 1,411,000,000 Other 297,000,000 Inventories Raw materials 322,000,000 Work in process and finished goods 451,000,000 Assets of discontinued operations 194,000,000 Other current assets 143,000,000 ---------------- Total current assets $3,922,000,000 ---------------- Investments and other assets 1,042,000,000 Investments in equity affiliates 211,000,000 Net property, plant and equipment 1,732,000,000 ---------------- TOTAL ASSETS $6,907,000,000 ================ LIABILITY AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Notes payable, including current portion of long-term debt $265,000,000 DIP Financing 900,000,000 Accounts payable 1,146,000,000 Liabilities of discontinued operations 96,000,000 Other accrued liabilities 837,000,000 ---------------- Total current liabilities $3,244,000,000 ---------------- Liabilities subject to compromise $3,653,000,000 Deferred employee benefits and other non-current liabilities 473,000,000 Long-term debt 20,000,000 DIP financing - Commitments and contingencies - Minority interest in consolidates subsidiaries 92,000,000 Shareholder' equity (deficit) (575,000,000) ---------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $6,907,000,000 ================ Dana Corporation Unaudited Consolidated Statement of Operations For Three Months Ended June 30, 2007 Net Sales $2,289,000,000 Costs and expenses Costs of sales 2,141,000,000 Selling, general and administrative expenses 88,000,000 Realignment charge, net 134,000,000 Impairment of assets - Other income, net (32,000,000) ---------------- Income (loss) from operations 42,000,000 Interest expense 28,000,000 Reorganization charges 38,000,000 ---------------- Income (loss) before income taxes (108,000,000) Income tax expense (3,000,000) Minority interest expense (4,000,000) Equity in earnings of affiliates 10,000,000 ---------------- Loss before continuing operations (105,000,000) Loss (income) from discontinued operations (28,000,000) ---------------- Net income (loss) ($133,000,000) ================ Dana Corporation Unaudited Consolidated Statement of Operations For Six Months Ended June 30, 2007 Net Sales $4,434,000,000 Costs and expenses Costs of sales 4,184,000,000 Selling, general and administrative expenses 184,000,000 Realignment charges, net 153,000,000 Impairment of assets - Other income, net (78,000,000) ---------------- Income from operations 78,000,000 Interest expense 51,000,000 Reorganization charges 75,000,000 ---------------- Income (loss) before income taxes (135,000,000) Income tax (expense) benefit (18,000,000) Minority interest (6,000,000) Equity in earnings of affiliates 18,000,000 ---------------- Loss before continuing operations (141,000,000) Loss from discontinued operations (84,000,000) ---------------- Net income (loss) ($225,000,000) ================ Dana Corporation Unaudited Condensed Consolidated Statement of Cash Flows For Six Months Ended June 30, 2007 OPERATING ACTIVITIES Net income (loss) ($225,000,000) Depreciation and amortization 139,000,000 Impairment and divestiture-related charges 1,000,000 Gain on sale of assets (8,000,000) Non-cash portion of U.K. pension charge 60,000,000 Reorganization charges 7,000,000 Payments to VEBAs for post-retirement benefits (27,000,000) Changes in working capital (64,000,000) Other (35,000,000) ---------------- Net cash flows provided by (used for) operating activities (152,000,000) INVESTING ACTIVITIES Purchases of property, plant and equipment (94,000,000) Proceeds from sale of business 305,000,000 Proceeds from sale of DCC assets 109,000,000 Proceeds from sales of other assets 7,000,000 Payments received on leases and loans 7,000,000 Increase in restricted cash (88,000,000) Other 18,000,000 ---------------- Net cash flows provide by (used for) operating activities (264,000,000) FINANCING ACTIVITIES Net change in short-term debt (28,000,000) Proceeds from DIP facility 200,000,000 Issuance of long-term debt - Other (2,000,000) ---------------- Net cash flows provided by (used for) operating activities 170,000,000 Net increase in cash equivalents 282,000,000 ---------------- Cash and cash equivalents, beginning of period 704,000,000 ---------------- Cash and cash equivalents, end of period $1,001,000,000 ================ A full-text copy of Dana Corporation's second quarter 2007 financial report is available for free at: http://researcharchives.com/t/s?2274 Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- (OTC Bulletin Board: DCNAQ) designs and manufactures products for every major vehicle producer in the world, and supplies drivetrain, chassis, structural, and engine technologies to those companies. Dana employs 46,000 people in 28 countries. Dana is focused on being an essential partner to automotive, commercial, and off- highway vehicle customers, which collectively produce more than 60 million vehicles annually. The company and its affiliates filed for chapter 11 protection on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354). As of Sept. 30, 2005, the Debtors listed $7,900,000,000 in total assets and $6,800,000,000 in total debts. Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day, in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq., Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in Cleveland, Ohio, represent the Debtors. Henry S. Miller at Miller Buckfire & Co., LLC, serves as the Debtors' financial advisor and investment banker. Ted Stenger from AlixPartners serves as Dana's Chief Restructuring Officer. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel LLP, represents the Official Committee of Unsecured Creditors. Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel to the Official Committee of Equity Security Holders. Stahl Cowen Crowley, LLC serves as counsel to the Official Committee of Non-Union Retirees. The Debtors' exclusive period to file a plan expires on Sept. 3, 2007. They have until Nov. 2, 2007, to solicit acceptances of that plan. (Dana Corporation Bankruptcy News, Issue No. 49; Bankruptcy Creditors' Service, Inc., 215/945-7000). DURA AUTOMOTIVE: No Competing Offers Received for Atwood Sale ------------------------------------------------------------- DURA Automotive Systems Inc. and its debtor-affiliates disclosed that they canceled the scheduled auction for Atwood Mobile Products, Inc.'s assets, in light of the absence of competing bids for the Elkhart, Indiana-based business. In a notice filed before the U.S. Bankruptcy Court for the District of Delaware, Dura Automotive said that they have not received additional "qualified bids" for Atwood by the August 8 deadline to submit bids. Rochester Hills, Mich.-based DURA Automotive Systems Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on Oct. 30, 2006 (Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. The Debtors' exclusive plan-filing period expires on Sept. 30, 2007. (Dura Automotive Bankruptcy News, Issue No. 25; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/ or 215/945-7000). DURA AUTOMOTIVE: Wants Nod on Sale of Mobile Division for $160.2MM ------------------------------------------------------------------ DURA Automotive Systems Inc. and its debtor-affiliates intends to ask the U.S. Bankruptcy Court for the District of Delaware, today August 15, 2007, to approve the sale of their Atwood Mobile Products division to Insight Equity I LP-affiliate Atwood Acquisition Co. LLC for $160,200,000. The Debtors have notified Judge Carey that their Court-sanctioned marketing efforts did not gather additional qualified bids for their Elkhart, Indiana-based business. Atwood Mobile, which was acquired by the Debtors in 1999, produces parts and specialty products for recreational and specialty vehicles, manufactured housing, and associated niche markets. Atwood, which has approximately 1,900 employees, is a separate unit from the Debtors, contributing about $330,000,000 of the Debtors' $2,100,000,000 of sales revenues in 2006. The Asset Purchase Agreement dated as of July 3, 2007, between Debtor Atwood Mobile Products, as seller and Atwood Acquisition, as buyer, provides for an August 29, 2007 deadline to close the sale. Objections (a) Oracle USA Oracle USA, Inc., licensor to certain software to the Debtors, says that the Atwood Acquisition APA contains provisions that, if approved, would violate certain license agreements between it and the Debtors. Oracle is successor-in-interest to Hyperion Software Operations, Inc., doing business as Hyperion Software Corporation, and Hyperion Solutions Corporation. In September 1998, Hyperion, Trident Automotive, Inc., and Dura Automotive Systems, Inc., entered into an agreement pursuant to which Hyperion permitted Trident to assign, to Dura, Trident's right, title and interest in software licensed by Hyperion to Trident under a Hyperion Software License Agreement dated March 9, 1998. In May 2006, Hyperion and Dura entered into a Software License and Services Agreement pursuant to which Hyperion provided Dura certain proprietary software and related services. James E. Huggett, Esq., at Margolis Edelstein, in Wilmington, Delaware, asserts that the Debtors' request must be denied because it seeks improper and unauthorized use and treatment of the Hyperion Software Licenses. The Stalking Horse APA includes a Transition Services Agreement between Dura and Atwood Acquisition that calls for Dura Operating Corp. to provide, to the purchaser, "transition services relating to Hyperion applications, for which Atwood Acquisition would pay Dura. Both the Hyperion License Agreement and the SLSA grant non- transferable software licenses to Dura; no third party is authorized to use any software license granted to Dura under the agreements, Mr. Huggett points out. The Debtors, according to Mr. Huggett, must explain by their plan to provide "transition services" to a third party does not violate the terms of the Hyperion License Agreement and of the SLSA. Oracle notes that the Debtors do not appear to be attempting an assignment of the Agreements absent any notice served by the Debtors and the inclusion of "the software licenses with Hyperion Solutions Corporation..." among the "Excluded Assets" in the proposed sale. However, it points out that the Stalking Horse APA suggests that Atwood Acquisition and one or more of the Debtors would be "splitting" Hyperion software licenses -- which according to Oracle, is not contractually permitted and may give rise to copyright infringement claims against Atwood Acquisition. (b) Thomas E. Fagan Personal injury claimant Thomas E. Fagan wants to make sure that the proposed transaction would not result to any "spoliation of crucial evidence" related to his lawsuit against the Debtors. On January 3, 2007, Mr. Fagan, as special administrator of the estate of Thomas E. Fagan, Jr., a deceased minor, asked the Court to lift the automatic stay to permit him to liquidate his personal injury and wrongful death claims against, among others, Debtors Atwood Mobile Products and Dura Operating Corp. before an Illinois state court and to proceed to collect any insurance under any applicable policy. William D. Sullivan, Esq., at William D. Sullivan, LLC, in Wilmington, Delaware, relates that Mr. Fagan is concerned that any potential sale of the Debtors' assets may result in spoliation of documents and artifacts, such as testing equipment, computers, hard drives, machinery that relate to the design, testing, manufacture, distribution, or sale of the fold-down bench/sofa seat that is alleged to have malfunction, giving rise to the Fagan Estate's claim. At an August 1 hearing on the Lift Stay Motion, counsel for the Debtors stated that the Stalking Horse APA had been amended to address the spoliation issue, however, no specific details relating to how this was purportedly accomplished were provided, Mr. Sullivan points out. Accordingly, Mr. Fagan objects to the Debtors' request on grounds that it is unclear (i) what actions the Debtors have already taken, if any, to prevent spoliation and (ii) what further actions the Debtors will take part to prevent spoliation of crucial evidence. Mr. Fagan asks the Court to require the Debtors: (i) to exclude from the sale all documents and artifacts that relate to the subject fold-down bench/sofa seat as well as all equipment that is used for mold injection; calibration; measurement; assembly; quality assurance testing of any kind; design drawings and specifications; models, half models, exemplars or prototypes of any kind that relate in any way to the subject parts; and (ii) copy and preserve all computer hard drives and archived computer files that relate in anyway to the subject parts. About DURA Automotive Rochester Hills, Mich.-based DURA Automotive Systems Inc. (Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent designer and manufacturer of driver control systems, seating control systems, glass systems, engineered assemblies, structural door modules and exterior trim systems for the global automotive industry. The company is also a supplier of similar products to the recreation vehicle and specialty vehicle industries. DURA sells its automotive products to North American, Japanese and European original equipment manufacturers and other automotive suppliers. The Debtors filed for chapter 11 petition on Oct. 30, 2006 (Bankr. D. Del. Case No. 06-11202). Richard M. Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq., Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker & McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the Debtors' investment banker. Glass & Associates Inc., gives financial advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice, claims and balloting for the Debtors and Brunswick Group LLC acts as their Corporate Communications Consultants for the Debtors. As of July 2, 2006, the Debtor had $1,993,178,000 in total assets and $1,730,758,000 in total liabilities. The Debtors' exclusive plan-filing period expires on Sept. 30, 2007. (Dura Automotive Bankruptcy News, Issue No. 25; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/ or 215/945-7000). FEDERAL-MOGUL: Wants Until December 1 to Decide on Leases --------------------------------------------------------- Federal-Mogul Corporation and its debtor-affiliates ask the U.S. Bankruptcy Court for the District if Delaware to extend the period within which they may assume or reject nonresidential real property leases through and including the earlier of: (a) December 1, 2007; or (b) the effective date of a plan of reorganization. The Real Property Leases relate to numerous facilities integral to the Debtors' ongoing business operations, notes James E. O'Neill, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub LLP, in Wilmington, Delaware. While the Debtors' management has largely completed the process of evaluating each of the Real Property Leases for their economic desirability and compatibility with the Debtors' long-term strategic business plan, and a number of economically improvident Real Property Leases have been rejected by the Debtors with the Court's approval, several Real Property Leases are continuing to be evaluated, Mr. O'Neill tells Judge Fitzgerald. He notes that the process of evaluating Real Property Leases has taken place as the Debtors seek to (i) consolidate their facilities to eliminate redundancies and inefficiencies; and (ii) shift certain manufacturing efforts to portions of the country and the world more suitable to their businesses, consistent with their overall business plan. An extension, Mr. O'Neill asserts, should be granted to: (1) allow time for the Debtors' evaluation process to continue; and (2) afford the Debtors maximum flexibility in restructuring their business. "Given the inherent fluidity in the operation of a large, complex business enterprise such as the Debtors', circumstances may arise during the pendency of there Chapter 11 cases that will cause the Debtors to rethink the need to continue leasing a particular facility or their decision to reject a given Real Property Lease," Mr. O'Neill points out. "In the absence of an extension . . . the Debtors could be forced prematurely to assume Real Property Leases that may later be burdensome, giving rise to large potential administrative claims against the Debtors' estates and hampering the Debtors' ability to reorganize successfully. Alternatively, the Debtors could be forced prematurely to reject Real Property Leases that would have been of benefit to the Debtors' estates, to the collective detriment of all stakeholders." The Debtors request does not prejudice the lessors under the Real Property Leases because the Debtors will continue to perform all of their obligations under the Leases in a timely fashion, including payment of all postpetition rent due, Mr. O'Neill assures the Court. Headquartered in Southfield, Michigan, Federal-Mogul Corporation -- http://www.federal-mogul.com/-- is an automotive parts company with worldwide revenue of some $6 billion. Federal-Mogul also has operations in Mexico and the Asia Pacific Region, which includes, Malaysia, Australia, China, India, Japan, Korea, and Thailand. The Company filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C., represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represent the Official Committee of Unsecured Creditors. On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan. They submitted a Disclosure Statement explaining that plan on April 21, 2003. They submitted several amendments and on June 6, 2004, the Bankruptcy Court approved the Third Amended Disclosure Statement for their Third Amended Plan. On July 28, 2004, the District Court approved the Disclosure Statement. The estimation hearing began on June 14, 2005. The Debtors submitted a Fourth Amended Plan and Disclosure Statement on Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure Statement on Feb. 6, 2007. The confirmation hearing started on June 18, 2007. (Federal-Mogul Bankruptcy News, Issue No. 145; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). FOOT LOCKER: Paying $0.125/Share Cash Dividend on Nov. 2 -------------------------------------------------------- The board of directors of Foot Locker Inc. declared a quarterly cash dividend on the company's common stock of $0.125 per share, which will be payable on Nov. 2, 2007, to shareholders of record on Oct. 19, 2007. Headquartered in New York, Foot Locker, Inc. (NYSE: FL) --- http://www.footlocker-inc.com/-- is a retailer of athletic footwear and apparel, operated 3,942 primarily mall-based stores in the United States, Canada, Europe, Australia, and New Zealand as of Feb. 3, 2007. * * * As reported in the Troubled Company Reporter on June 21, 2007, Standard & Poor's Ratings Services said its ratings, including the 'BB+' corporate credit rating, on Foot Locker Inc. remain on CreditWatch with negative implications. FIRST UNION: Moody's Junks Ratings on Two Certificate Classes ------------------------------------------------------------- Moody's Investors Service upgraded the ratings of four classes and affirmed the ratings of 14 classes of First Union National Bank - Bank of America, N.A. Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2001-C1 as: -- Class A-2, $763,047,638, affirmed at Aaa -- Class A-2F, $57,716,784, affirmed at Aaa -- Class IO-I, Notional, affirmed at Aaa -- Class IO-II, Notional, affirmed at Aaa -- Class IO-III, Notional, affirmed at Aaa -- Class B, $52,331,000, affirmed at Aaa -- Class C, $26,166,000, affirmed at Aaa -- Class D, $26,165,000, upgraded to Aa1 from Aa2 -- Class E, $16,354,000, upgraded to Aa3 from A1 -- Class F, $13,082,000, upgraded to A1 from A3 -- Class G, $26,166,000, upgraded to Baa1 from Baa2 -- Class H, $16,354,000, affirmed at Baa3 -- Class J, $19,624,000, affirmed at Ba1 -- Class L, $13,083,000, affirmed at Ba3 -- Class M, $6,541,000, affirmed at B1 -- Class N, $9,812,000, affirmed at B3 -- Class O, $13,083,000, affirmed at Caa3 -- Class P, $6,542,000, affirmed at Ca As of the July 17, 2007 distribution date, the aggregate certificate balance has decreased by about 17.1% to $1.1 billion from $1.3 billion at securitization. The certificates are collateralized by 162 mortgage loans ranging in size from less than 1% to 4.3% of the pool, with the 10 largest loans representing 23.7% of the pool. Fifty-one loans, representing 34% of the pool, have defeased and are secured by U.S. government securities. Ten loans have been liquidated from the pool, resulting in aggregate realized losses of about $24.4 million. Currently there is one loan, representing less than 1% of the pool, in special servicing. Moody's estimated a loss of about $700,000 for the specially serviced loan. Thirty-seven loans, representing 24.4% of the pool, are on the master servicer's watchlist. Moody's was provided with partial- or full-year 2006 operating results for 96% of the pool. Moody's loan to value ratio for the conduit component, excluding the defeased loans, is 83.3%, compared to 86.3% at Moody's last full review in December 2005 and compared to 85.5% at securitization. Moody's is upgrading Classes D, E, F and G due to defeasance, increased credit support and improved overall pool performance. The top three non-defeased loans represent 10.2% of the outstanding pool balance. The largest loan is the Crystal Square Four Loan ($46.9 million - 4.3%), which is secured by a 354,000 square foot office building located in Arlington, Virginia. The property is largely occupied by government agencies and is 98.9% leased, compared to 94% at last review. Moody's LTV is 74.5%, compared to 76% at last review. The second largest loan is the EmeryTech Loan ($37.9 million - 3.5%), which is secured by a 224,000 square foot office building located in Emeryville, California. The property is 69.2% occupied, compared to 100% at last review. The decline in occupancy is largely due to a retail tenant, Andronico's Market, vacating its premises. The borrower intends to convert this space back to office use. Property performance has deteriorated since last review due to tenant turnover and a decline in rental rates. The property's average in place rents are currently $23.80 per square foot, compared to $24.54 at last review and compared to $30 at securitization. The loan is on the master servicer's watchlist due to low debt service coverage. Moody's LTV is in excess of 100%, the same as at last review. The third largest loan is the Sierra III Office Building Loan ($25.6 million - 2.4%), which is secured by a 248,000 square foot office building located in Irving, Texas. The property is 100% leased to Temerlin McClain, a subsidiary of True North Communications, through January 2010. Moody's LTV is 73.5%, compared to 76.1% at last review. FURNITURE BRANDS: S&P Affirms BB- Rating and Removes Neg. Watch --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating and other ratings on St. Louis, Missuori-based Furniture Brands International Inc., and removed the ratings from CreditWatch with negative implications, where they were placed on Feb. 28, 2007, because of weakness in the company's business lines and credit protection measures below our expectations for the rating. "The company has entered into a new $550 million asset-based revolving credit facility due 2012 and refinanced its $400 revolving credit facility due 2011 and $150 million senior notes with maturity dates beginning in 2014, which eliminates near-term liquidity concerns," said Standard & Poor's credit analyst Rick Joy. "As indicated in our CreditWatch update on June 22, 2007, ratings would be affirmed and withdrawn from CreditWatch upon receipt of such financing." The outlook is negative. Total debt outstanding was about $300.8 million as of June 30, 2007. The rating on Furniture Brands reflects its weak business risk profile supported by its well-known brand names in the residential furniture market and strong distribution through independent retailers. These factors are partly offset by the current softness in the company's business lines, increased debt leverage and the company's excess domestic manufacturing capacity. Furniture Brands is one of the largest residential furniture manufacturers in the U.S. GE CAPITAL: Moody's Affirms Low-B Ratings on Six Cert. Classes -------------------------------------------------------------- Moody's Investors Service upgraded the ratings of five classes and affirmed the ratings of 12 classes of GE Commercial Mortgage Corp., Commercial Mortgage Pass-Through Certificates, Series 2002- 1 as: -- Class A-2, $107,276,744, affirmed at Aaa -- Class A-3, $595,249,000, affirmed at Aaa -- Class X-1, Notional, affirmed at Aaa -- Class X-2, Notional, affirmed at Aaa -- Class B, $36,349,000, affirmed at Aaa -- Class C, $22,070,000, affirmed at Aaa -- Class D, $16,877,000, upgraded to Aaa from Aa2 -- Class E, $10,385,000, upgraded to Aa1 from Aa3 -- Class F, $12,983,000, upgraded to Aa3 from A2 -- Class G, $18,174,000, upgraded to A3 from Baa2 -- Class H, $10,386,000, upgraded to Baa1 from Baa3 -- Class J, $18,175,000, affirmed at Ba1 -- Class K, $16,877,000, affirmed at Ba2 -- Class L, $6,491,000, affirmed at Ba3 -- Class M, $7,789,000, affirmed at B1 -- Class N, $10,386,000, affirmed at B2 -- Class O, $5,193,000, affirmed at B3 As of the July 10, 2007 distribution date, the aggregate certificate balance has decreased by about 12.4% to $910.2 million from $1 billion at securitization. The certificates are collateralized by 131 loans ranging in size from less than 1% to 5.1% of the pool, with the top 10 loans representing 27.8% of the pool. The pool includes a shadow rated loan which represents 5.1% of the pool. Twenty-four loans, representing 25.2% of the pool, have defeased and are collateralized by U.S. government securities. The pool has not experienced any losses since securitization. Currently there is one loan, representing 2.3% of the pool, in special servicing. Moody's is not estimating a loss from this specially serviced loan. Nineteen loans, representing 18.1% of the pool, are on the master servicer's watchlist. Moody's was provided with partial- and full-year 2006 operating results for 98% of the pool, excluding the defeased loans. Moody's weighted average loan to value ratio for the conduit component is 78.4%, compared to 83.7% at Moody's last full review in February 2006 and compared to 84.3% at securitization. Moody's is upgrading Classes D, E, F, G and H due to defeasance, increased credit support and improved overall pool performance. The shadow rated loan is the 1555 Lundy Parkway Loan ($46.5 million - 5.1%), which is secured by two Class A suburban office buildings located in Dearborn, Michigan. The two buildings are connected by a center lobby/atrium and contain 453,000 square feet. The property is 100% leased to the Ford Motor Company (Moody's senior unsecured rating Caa1; negative outlook) under a 15-year bondable net lease through December 2016. The loan is coterminous with the lease term and fully amortizes. Although the property's performance has been stable, the shadow rating of the loan is partially based on the credit quality of Ford, which has declined since Moody's last review. Moody's current shadow rating is B1, compared to Ba1 at last review. The top three conduit loans represent 9.3% of the pool. The largest conduit loan is the Scholls Ferry Boulevard Loan ($29.5 million - 3.2%), which is secured by a 203,000 square foot Class A mixed-use development located in Beaverton, Oregon. The property is 94.5% occupied, compared to 97.1% at last review. Moody's LTV is 87%, compared to 88.4% at last review. The second largest conduit loan is the Fresh Pond Shopping Center Loan ($29 million - 3.2%), which is secured by a 214,000 square foot community retail center located in Cambridge, Massachusetts. The property is 95.7% leased, compared to 97.5% at last review. Moody's LTV is 81.5%, compared to 85.3% at last review. The third largest conduit loan is the Plaza at Cedar Hill Loan ($26.5 million - 2.9%), which is secured by a 300,000 square foot community retail center located in suburban Dallas, Texas. The property is 99% occupied, essentially the same as at last review. Moody's LTV is 80.5%, compared to 90.5% at last review. GEMSTONE CDO: Poor Credit Quality Prompts Moody's Ratings Review ---------------------------------------------------------------- Moody's Investors Service placed these classes of notes issued by Gemstone CDO VII Ltd., on watch for possible downgrade: -- $159,000,000 Class A-2 Floating Rate Notes Due December 2045 Prior Rating: Aaa Current Rating: Aaa (on watch for possible downgrade) -- $96,900,000 Class B Floating Rate Notes Due December 2045 Prior Rating: Aa2 Current Rating: Aa2 (on watch for possible downgrade) -- $68,300,000 Class C Floating Rate Deferrable Interest Notes Due December 2045 Prior Rating: A2 Current Rating: A2 (on watch for possible downgrade) -- $55,100,000 Class D Floating Rate Deferrable Interest Notes Due December 2045 Prior Rating: Baa2 Current Rating: Baa2 (on watch for possible downgrade) -- $18,700,000 Class E Floating Rate Deferrable Interest Notes Due December 2045 Prior Rating: Ba1 Current Rating: Ba1 (on watch for possible downgrade) According to Moody's, the rating action reflects the deterioration in the credit quality of the transaction's underlying reference portfolio, consisting primarily of RMBS and CMBS securities. GENESIS WORLDWIDE: William J. Assini Joins Board of Directors ------------------------------------------------------------- Genesis Worldwide Inc. has appointed William J. Assini to the board of directors, effective Aug. 1, 2007. Mr. Assini will hold office until the next annual meeting of shareholders or until his successor is elected or appointed. >From 1990 to June 2007, Mr. Assini was a senior vice-president of PricewaterhouseCoopers Inc., and partner of PricewaterhouseCoopers LLP located in London, Ontario, where he had regional advisory responsibility for Southwestern Ontario. Mr. Assini serves as a director of the subsidiaries of IGM Financial Inc., a member of the Power Financial Corporation group of companies - I.G. Investment Management, Ltd., Investors Group Corporate Class Inc., Investors Group Trust Co. Ltd., and M.R.S. Trust Company. Mr. Assini is a graduate of McGill University and a chartered accountant and member of the Institute of Chartered Accountants of Ontario. He is also a member of the Canadian Association of Insolvency and Restructuring Professionals and a Certified Forensic Investigator. "Mr. Assini brings to the board of Genesis a wealth of knowledge both from the Canadian and international perspective and we look forward to his contribution to the company," John Gardner, executive chairman of Genesis Worldwide, said. Mr. Assini was granted stock options on Aug. 8, 2007, exercisable for 10,000 Common Shares of Genesis, at an exercise price of CDN $1.96, vesting at 25% on each of the first, second, third and fourth anniversary of the grant date, and expiring ten years from the grant date. Headquartered in Dayton, Ohio, Genesis Worldwide Inc. (TSX/AIM: GWI) –- http://www.genesisworldwide.com/-- fka The Monarch Machine Tool Company, engineers and manufactures high quality metal coil processing and roll coating and electrostatic oiling equipment. Genesis Worldwide and its debtor-affiliates filed for chapter 11 protection on September 17, 2001 (Bankr. S.D. Ohio Case No. 01-36605). Nick V. Cavalieri, Esq., at Bailey Cavalieri LLC, represents the Debtors in their chapter 11 proceedings. Daniel M Anderson, Esq., at Schottenstein Zox & Dunn represents the Official Committee of Unsecured Creditors. As of June 30, 2001, the Debtors reported assets totaling $122,766,000 and debts totaling $121,999,000. At June 30, 2007, Genesis WorldWide balance sheet total assets of $15,994,774 and total liabilities of $19054,251 resulting to a total shareholders' deficit $3,059,477. GLOBAL REALTY: Posts $669,916 Net Loss in Quarter Ended June 30 --------------------------------------------------------------- Global Realty Development Corp. reported a net loss of $669,916 on revenues of $1.9 million for the second quarter ended June 30, 2007, compared with a net loss of $1.2 million on revenues of $4.6 million for the comparable period ended June 30, 2006. The decrease in net loss is partly attributable to decreases in administrative expenses and interest expenses. Expenses from operations were $937,105 for the three month period ended June 30, 2007, as compared with $1.9 million for the prior year period. The decrease from 2007 to 2006 is due primarily to decreases in expenses related to the amortization of pre-paid consulting services and stock based compensation. During the three month period ended June 30, 2007, the company had net interest expense of $83,646 as compared with net interest expense of $658,206 during the three month period ended June 30, 2006, respectively. The decrease in net interest expense was due to the retirement of a convertible subordinated note. The company had taxes of 261,795 for the three month period ended June 30, 2007 as compared to taxes of $0 for the three month period ended June 30, 2006. At June 30, 2006, the company's consolidated balance sheet showed $35.8 million in total assets, $24.3 million in total liabilities, and $11.5 million total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2264 Going Concern Doubt As reported in the Troubled Company Reporter on April 20, 2007, Meyler & Company LLC raised substantial doubt about Global Realty Development Corp.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006, and 2005. The auditing firm pointed to the company's net losses of $6.9 million and $16.1 million for the years ended Dec. 31, 2006 and 2005, respectively. About Global Realty Global Realty Development Corp. (OTC BB: GRLY) -- http://www.grdcorporation.com/-- operates as a land development company with properties located in Australia. On Aug. 29, 2006, Global acquired MJD Films and on Oct. 4, 2006, the company purchased a 51% interest in the TFM Group, a newly formed joint venture formed to develop television, film and music production projects. HANCOCK FABRICS: Wants Until February 2008 to File Chapter 11 Plan ------------------------------------------------------------------ Hancock Fabrics Inc. and its debtor-affiliates ask the United States Bankruptcy Court for the District of Delaware to extend their exclusive periods to: (i) file a reorganization plan until February 28, 2008; and (ii) solicit acceptances of that plan until April 30, 2008. The Debtors believe that an extension of their Exclusive Periods will facilitate their efforts to maximize value and allow them sufficient time to thoroughly analyze their alternatives with respect to and formulate an appropriate reorganization plan. Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnel, LLP, in Wilmington, Delaware, asserts that cause exists for the Court to extend the Debtors' Exclusive Periods. The Debtors are one of the largest fabric retailer in the United States operating almost 400 stores in 40 states and employing more than 7,000 people. In addition, the Debtors' business is highly seasonal. Mr. Dehney tells the Court that since the Petition Date, the Debtors have focused much of their efforts on: (a) obtaining DIP financing facilities, which involved extensive negotiations with a number of parties-in- interest including, but not limited to, two DIP Financing Lenders, two Official Committees and the U.S. Trustee; (b) commencing and continuing the going-out-of-sale processes at more than 100 retail stores; (c) evaluating and executing the disposition of a large number of unexpired leases on an expedited basis, which involved a significant amount of communications and negotiations with a myriad of landlords as well as the Official Committees and other parties-in-interest; (d) preparing and filing the Schedules of Assets and Liabilities and Statements of Financial Affairs for each of the seven Debtors; and (e) establishing and noticing legions of creditors and other parties-in-interest of the Bar Date. The Debtors' appropriate focus on those issues, as well their address of numerous other matters attendant to their Chapter 11 cases, have made it difficult for them to formulate and build consensus among numerous and diverse constituencies regarding a reorganization plan during the current Exclusive Periods, Mr. Dehney explains to Judge Shannon. In fact, the large scale and sophisticated nature of the Debtors' cases pose a number of practical issues that, at this early stage, make formulation of a reorganization plan impracticable, Mr. Dehney notes. Moreover, the Debtors' management and employees have spent considerable time and effort analyzing, stabilizing and improving their businesses and operations. With their historic peak sales season approaching and continuing through December, the Debtors' continued efforts in this regard are even more critical and will consume the bulk of their time in the coming months, Mr. Dehney elaborates. The Debtors intend to take advantage of the extended Exclusive Periods to continue the analysis and disposition of the remaining Leases, proceed with the claims administration process, and develop a reorganization plan, Mr. Dehney tells the Court. Mr. Dehney maintains that the creditors and other parties-in- interest will not be prejudiced by an extension of the Debtors' Exclusive Periods. The Court will convene a hearing of the Debtors' extension request on August 27, 2007. By application of Rule 9006-2 of the Local Rules of Bankruptcy Practice and Procedures of the U.S. Bankruptcy Court for the District of Delaware, the Debtors' exclusive plan filing period is automatically extended through the conclusion of that hearing. Headquartered in Baldwyn, Mississippi, Hancock Fabrics Inc. (OTC: HKFIQ) -- http://www.hancockfabrics.com/-- is a specialty retailer of a wide selection of fashion and home decorating textiles, sewing accessories, needlecraft supplies and sewing machines. Hancock Fabrics is one of the largest fabric retailers in the United States, currently operating approximately 400 retail stores in approximately 40 states. The company employs approximately 7,500 people on a full-time and part-time basis. Most of the company's employees work in its retail stores, or in field management to support its retail stores. The company and six of its debtor-affiliates filed for chapter 11 protection on March 21, 2007 (Bankr. D. Del. Lead Case No. 07-10353). Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, represent the Debtors. When the Debtors filed for protection from their creditors, they listed $241,873,900 in total assets and 161,412,000 in total liabilities. (Hancock Fabric Bankruptcy News, Issue No. 14, http://bankrupt.com/newsstand/or 215/945-7000). HANCOCK FABRICS: Gets Open-Ended Deadline to Remove Actions ----------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware extended the time for Hancock Fabrics Inc. and debtor-affiliates' to remove actions under Rule 9027 of the Federal Rules of Bankruptcy Procedure through the confirmation of the Debtors' plan. Headquartered in Baldwyn, Mississippi, Hancock Fabrics Inc. (OTC: HKFIQ) -- http://www.hancockfabrics.com/-- is a specialty retailer of a wide selection of fashion and home decorating textiles, sewing accessories, needlecraft supplies and sewing machines. Hancock Fabrics is one of the largest fabric retailers in the United States, currently operating approximately 400 retail stores in approximately 40 states. The company employs approximately 7,500 people on a full-time and part-time basis. Most of the company's employees work in its retail stores, or in field management to support its retail stores. The company and six of its debtor-affiliates filed for chapter 11 protection on March 21, 2007 (Bankr. D. Del. Lead Case No. 07-10353). Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, represent the Debtors. When the Debtors filed for protection from their creditors, they listed $241,873,900 in total assets and 161,412,000 in total liabilities. (Hancock Fabric Bankruptcy News, Issue No. 14, http://bankrupt.com/newsstand/or 215/945-7000). HOMEBANC CORP: Cancels 2007 Annual Meeting of Shareholders ---------------------------------------------------------- HomeBanc Corp. disclosed that, in light of the company's Aug. 9, 2007 filing of a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, the company's 2007 Annual Meeting of Shareholders, scheduled for Aug. 30, 2007, has been cancelled. Headquartered in Atlanta, Ga., HomeBanc Mortgage Corporation -- http://www.homebanc.com/-- is a mortgage banking company focused on originating primarily prime purchase money residential mortgage loans in the Southeast United States. HomeBanc Mortgage together with five affiliates filed for chapter 11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079 through 07-11084). Joel A. Waite, Esq., at Young, Conaway, Stargatt & Taylor was selected by the Debtors to represent them in these cases. The Debtors' financial condition as of June 30, 2007, showed total assets of $5,100,000,000 and total liabilities of $4,900,000,000. The Debtors' exclusive period to file a plan ends on Dec. 7, 2007. HOMEBANC CORP: U.S. Trustee Sets Aug. 22 Organizational Meeting --------------------------------------------------------------- The U.S. Trustee for Region 3, Kelly Beaudin Stapleton, has scheduled an organizational meeting of creditors in the Chapter 11 cases of HomeBanc Mortgage Corp., HomeBanc Corp., HomeBanc Funding Corp., HomeBanc Funding Corp. II, HMB Acceptance Corp., and HMB Mortgage Partners LLC., on August 22, 2007, 11:00 a.m., at Room 2112, J. Caleb Boggs Federal Building, 844 North King Street, in Wilmington, Delaware. The sole purpose of the meeting will be to form a committee or committees of creditors in the Debtors' cases. The meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtors, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. Headquartered in Atlanta, Ga., HomeBanc Mortgage Corporation -- http://www.homebanc.com/-- is a mortgage banking company focused on originating primarily prime purchase money residential mortgage loans in the Southeast United States. HomeBanc Mortgage together with five affiliates filed for chapter 11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079 through 07-11084). Joel A. Waite, Esq., at Young, Conaway, Stargatt & Taylor was selected by the Debtors to represent them in these cases. The Debtors' financial condition as of June 30, 2007, showed total assets of $5,100,000,000 and total liabilities of $4,900,000,000. The Debtors' exclusive period to file a plan ends on Dec. 7, 2007. (HomeBanc Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). HOMEBANC CORP: JPMorgan Puts Terms on Debtors' Collateral Use ------------------------------------------------------------- JPMorgan Chase Bank, N.A., is party to a loan and security agreement among JPMorgan, as administrative agent, various lenders, and HomeBanc Corp. and HomeBanc Mortgage Corporation, as borrowers, dated November 17, 2006. The Loan Agreement provides for a $75,000,000 committed facility to provide HBMC with working capital. As of the Debtors' bankruptcy filing, approximately $67,000,000 principal amount is outstanding under the Loan Agreement. To secure their obligations under the Loan Agreement, the Borrowers granted JPMorgan, for the benefit of the secured lenders, a security interest in all collateral, which includes: -- Borrower's rights and interests under their residential servicing agreements for mortgage loans, including the rights to service the serviced loans and to receive compensation for the servicing; -- Reimbursement rights relating to advances made under the Servicing Contracts; -- Servicing Contracts; -- All records, instruments or other documentation evidencing any Servicing Right or Servicing Receivable; -- All related general intangibles, accounts, chattel paper, securities accounts, investment property, deposit account and money, and any related proceeds; and -- Certain bank accounts. Certain of HomeBanc's and HBMC's assets and cash, whether as original Collateral or proceeds of the Collateral, are collateral or cash collateral of JPMorgan for the benefit of the Secured Lenders. Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in Wilmington, Delaware, relates that since the Petition date, JPMorgan and the Debtors have had discussions regarding the Debtors' cash needs but, as of August 11, 2007, have been unable to reach agreement on the use of collateral or the provision for adequate protection. Mr. Werkheiser notes that the Debtors are using, and intend to continue using the Secured Lenders' Collateral, to continue to operate their businesses. He states that the Secured Lenders do not consent to the Debtors' use of the Collateral, including the Cash Collateral. If the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware nevertheless authorizes the Debtors to continue their use of the Collateral, the Secured Lenders are entitled to adequate protection, he asserts. To provide adequate protection of the Secured Lenders' interests in the Collateral, Mr. Werkheiser proposes the entry of an interim order providing that: -- The Debtors will use their best efforts to preserve the value of the Collateral subject to other provisions; -- JPMorgan, for the benefit of the Secured Lenders, is granted a first priority security interest and lien on all pre- and postpetition assets and property of the estates of the Debtors to the extent of the aggregate diminution in value of the Collateral from and after the Petition Date, subject only to any liens or encumbrances in place on the Petition Date; -- JPMorgan, for the benefit of the Secured Lenders, is granted a "super priority" administrative claim to the fullest extent necessary to protect the Secured Lenders from any diminution in the value of the Collateral from and after the Petition Date; -- The Debtors will make cash payments to JPMorgan of all reasonable out-of-pocket expenses of JPMorgan, as administrative agent, as provided in the Loan Agreement, including legal fees and expenses; -- The Debtors will segregate and account for all Cash Collateral, which is now and may hereafter be, in the Debtors' possession, custody and control, and will be prohibited from using the Cash Collateral, or transferring the Cash Collateral, including among or between any of the Debtors or to any non-debtor affiliate, or to any third party, without Court approval. However, upon receipt of consent of JPMorgan, the Debtors will be permitted to use or transfer Cash Collateral in the amounts set forth in a budget, satisfactory to JPMorgan, for purposes of payment of expenses of administration payable in the ordinary course of business on September 1, 2007; -- Debtors will provide JPMorgan and its representatives and professionals commencing on August 15, 2007, and on the Wednesday of each week thereafter a disbursement forecast for the upcoming calandar week, and upon request of JPMorgan allow immediate access to the books and records related to the Collateral; -- JPMorgan will retain, at the Debtors' expense, an independent third party auditing or consulting firm that will monitor the Debtors' compliance with the order and any matters relevant to the finances and operations of the Debtors deemed necessary by JPMorgan; -- Unless otherwise ordered by the Court, the liens created by the Loan Agreement will attach to any proceeds of Collateral, proceeds realized by the estate of any Debtor in connection with the sale or other disposition of the Collateral and all proceeds will, upon receipt, be paid to JPMorgan for application to the obligations of the Borrowers in accordance with the Loan Agreement; and -- The Debtors will provide to JPMorgan a plan for the disposition of the Collateral, by public or private sale, by August 17, 2007. In the event the Court declines to grant the Secured Lenders adequate protection, JPMorgan asks the Court to lift the stay so the Secured Lenders may foreclose on their Collateral. Mr. Werkheiser cites In re Mosello, 195 B.R. 277, 293-94 (Bankr. S.D.N.Y. 1996), where adequate protection did not completely compensate creditor for diminution of value, relief from the automatic stay was warranted so that the creditor could receive foreclosure value. JPMorgan believes that the Debtors have no equity in the Collateral, and the Collateral is not necessary for an effective reorganization. Granting relief from the automatic stay will produce a better realization value for the Collateral, as JPMorgan is well positioned to maintain the value of the Collateral pending its sale to a third party, Mr. Werkheiser asserts. Headquartered in Atlanta, Ga., HomeBanc Mortgage Corporation -- http://www.homebanc.com/-- is a mortgage banking company focused on originating primarily prime purchase money residential mortgage loans in the Southeast United States. HomeBanc Mortgage together with five affiliates filed for chapter 11 protection on Aug. 9, 2007 (Bankr. D. Del. Case Nos. 07-11079 through 07-11084). Joel A. Waite, Esq., at Young, Conaway, Stargatt & Taylor was selected by the Debtors to represent them in these cases. The Debtors' financial condition as of June 30, 2007, showed total assets of $5,100,000,000 and total liabilities of $4,900,000,000. The Debtors' exclusive period to file a plan ends on Dec. 7, 2007. (HomeBanc Bankruptcy News, Issue No. 2; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). INDEPENDENCE TAX: June 30 Balance Sheet Upside-Down by $5.7 Mil. ---------------------------------------------------------------- Independence Tax Credit Plus LP's consolidated balance sheet at June 30, 2007, showed $122.6 million in total assets, $122.7 million in total liabilities, and $5.6 million in minority interests, resulting in a $5.7 million total partners' deficit. The partnership reported net income of $66,966, including income from discontinued operations of $1.5 million, on total revenues of $5.6 million for the first quarter ended June 30, 2007, compared with a net loss of $1.5 million, including loss from discontinued operations of $160,652, on total revenues of $5.5 million for the comparable period in 2006. Rental income of $5.3 million remained fairly consistent with an increase of approximately 3% for the three months ended June 30, 2007, as compared to rental income of $5.1 million for the corresponding period in 2006. Other income decreased approximately $79,000 for the three months ended June 30, 2007, as compared to the corresponding period in 2006, primarily due to the receipt of insurance proceeds in 2006 resulting from a fire in 2005 at one Local Partnership offset by an increase in interest earned on insurance proceeds at a second Local Partnership and an increase in tenant charges at a third Local Partnership. Total expenses, excluding general and administrative, remained fairly consistent with an increase of less than 1% for the three months ended June 30, 2007, as compared to the corresponding period in 2006. General and administrative increased approximately $230,000 for the three months ended June 30, 2007, as compared to the corresponding period in 2006, primarily due to an increase in legal fees at two Local Partnerships, an increase in bad debt expense at a third Local Partnership, an increase in janitorial salaries and management fee expense at a fourth Local Partnership and an increase in payroll and professional fees at a fifth Local Partnership. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2267 Going Concern Doubt Trien Rosenberg Rosenberg Weinberg Ciullo & Fazzari LLP, in New York, expressed substantial doubt about one subsidiary partnership's ability to continue as a going concern after auditing the partnership's consolidated financial statements for the years ended March 31, 2007, and 2006. The auditing firm pointed to the subsidiary partnership's net losses of $1.6 million, $3,061, and $465,874 for the 2006, 2005 and the 2004 fiscal years, respectively. Opa-Locka, the subsidiary partnership, is in default on its third and fourth mortgage notes, which were incurred to affiliates of the Local General Partner. The Local General Partner has not sent a notice of default with respect to the notes as of the year ended March 31, 2007, and will be unable to call the notes until the first and second mortgage notes, which are current, are paid in full. Opa-Locka has also continued to incur significant operating losses. Independence Tax Credit's investment in Opa-Locka at June 30, 2007, was approximately $1.3 million. About Independence Tax Independence Tax Credit Plus LP is a limited partnership which originally held ownership interests in 28 other subsidiary partnerships owning leveraged complexes that are eligible for the low-income housing tax credit. The company's investment in each of these other partnerships represents from 98% to 98.99% of the company's interests in these other partnerships. As of June 30, 2007, the limited partnership interest in one Local Partnership was sold. Independence Tax Credit Plus LP's general partner is Related Independence Associates LP. Related Independence Associates LP is also the general partner of Independence Tax Credit Plus LP II. In turn, Related Independence Associates Inc. is the general partner of Related Independence Associates LP. INSITE VISION: Earns $2.2 Million in Second Quarter Ended June 30 ----------------------------------------------------------------- InSite Vision Inc. reported on Aug. 8, 2007, its financial results for the three months ended June 30, 2007. At June 30, 2007, the company's consolidated balance sheet showed $21.1 million in total assets, $26.9 million in total liabilities, resulting in a $5.8 million total stockholders' deficit. Net income for the second quarter ended June 30, 2007, was $2.2 million, compared to a net loss of $5.1 million for the second quarter 2006. The difference was attributed mainly to the recognition of deferred revenue related to the licensing of AzaSite(TM) (1% azithromycin ophthalmic solution) to Inspire Pharmaceuticals and the milestone payment, received following the signing of the agreement and approval of AzaSite(TM) by the FDA on April 27, 2007. Research and development (R&D) expenses were $2.1 million for the second quarter 2007, compared to $2.8 million in the same quarter in 2006. Selling, general and administrative (SG&A) expenses increased to $2.1 million in the second quarter 2007, compared to $1.7 million in the same quarter in 2006. InSite Vision had cash and cash equivalents of $18.9 million at June 30, 2007, compared to $986,000 at Dec. 31, 2006. For the six months ended June 30, 2007, the company reported a net loss of $416,000 compared to a net loss of $10.5 million for the six months ended June 30, 2006. Research and development expenses decreased to $3.9 million for the first six months of 2007, compared to $6.0 million in the first six months of 2006. This was due largely to a decrease in external service expenses, which had been primarily related to the AzaSite clinical trials, preparation of the related NDA and the filing fee in 2006. Selling, general and administrative expenses increased to $3.7 million for the first six months of 2007 compared to $3.4 million in the first six months of 2006. "With the approval and imminent launch of AzaSite(TM), InSite Vision is at a pivotal point in our business. By leveraging our DuraSite technology and the revenue from AzaSite commercialization, we believe that we have technological and financial capabilities to expand and advance our product pipeline and lead us to profitability and growth," said S. Kumar Chandrasekaran, PhD, chief executive officer, InSite Vision. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?226b Going Concern Doubt As reported in the Troubled Company Reporter on March 26, 2007, Burr, Pilger & Mayer LLP expressed substantial doubt about InSite Vision Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2006. The auditing firm pointed to the company's recurring losses. The company, however, believes that with the additional funding from the upfront license fee and the FDA approval milestone payment paid May 11, 2007, under the Inspire License, and a refund of approximately $767,000 from the FDA related to its AzaSite NDA filing, the company we will have adequate funds to continue operations approximately into the third quarter of 2008, assuming no additional revenue. About InSite Vision Headquartered in Alameda, California, InSite Vision, Inc. (AMEX: ISV) -- http://www.insitevision.com/-- is an ophthalmic company primarily focused on developing therapies that treat ocular infections, glaucoma and retinal diseases. InSite Vision's lead product is AzaSite(TM), a topical anti-infective which targets infections of the eye, which was approved by the FDA in April 2007. INTERNATIONAL PAPER: Inks $185 Mil. Central Lewmar Buyout Deal -------------------------------------------------------------- International Paper has agreed to acquire Central Lewmar LLC, from Chrysalis Capital Partners Inc. for approximately $185 million, subject to customary closing and post-closing conditions. The acquisition is expected to be complete within 30 days. International Paper's distribution business, xpedx, will operate Central Lewmar as a business unit within its multiple brand strategy. Xpedx is one of North America's business-to-business distributors. “This combination is an exciting opportunity for International Paper, xpedx and our customers,” Tom Kadien, International Paper senior vice president and president of xpedx, said. “The acquisition of Central Lewmar will provide greater access to important customers and improved operating synergies, while meeting our selective reinvestment criteria. We believe the acquisition of a well-respected, customer-focused paper and packaging business like Central Lewmar will enhance the value of our expanding distribution business, and we are pleased that Central Lewmar's management team will remain in place." “Central Lewmar has a strong reputation for customer service,” Les Stern, Central Lewmar president and chief executive officer, said. “By joining the xpedx network of 105 distribution centers and more than 140 retail stores in the U.S., Canada and Mexico, the combined business will be well positioned for future growth. As a unit of xpedx, Central Lewmar will continue to deliver outstanding customer service, top quality products, and distribution solutions to customers,” he noted. About Central Lewmar Headquartered in Appleton, Wisconsin, Central Lewmar LLC -- http://www.centrallewmar.com/-- is a privately held paper and packaging distributors in the United States. Founded in 1899, the company has 400,000 square feet of warehouse space. The company serves 6,500 customers and employs approximately 550 people at three hub centers, 22 offices, and 14 locations, including Strategic Paper Group, Whiteman Tower, Andrews Paper House of York, Buff-Pac, Central Lewmar International, Central Lewmar/MidAtlantic, Central Lewmar/Newark, Central Lewmar South, Automated Machine and Control, First State Paper, Geo. W. Millar, Marquardt & Company, McAliece Imaging Products, and eight PickQuick Papers stores. About Chrysalis Capital Partners Headquartered in Philadelphia Chrysalis Capital Partners Inc. – http://http://www.ccpfund.com/-- is a private equity firm focused on investments in a wide range of industries and circumstances throughout the United States. About xpedx xpedx -– http://www.xpedx.com/-- is North America's marketer and distributor of printing papers and graphics supplies and equipment. It is also a distributor of packaging supplies and equipment and janitorial-sanitary supplies and equipment. xpedx also provides third-party logistics services for companies worldwide through xpedx Supply Chain Services, Tampa, Florida. Other xpedx owned-and-operated businesses include New York-based Bulkley Dunton; Lenexa, Kansas-based xpedx Printing Technologies; Loveland, Ohio-based Saalfeld Redistribution; Cleveland, Ohio- based xpedx National Technology Center, well as a network of more than 140 retail paper and graphics stores across North America. . About International Paper Headquartered in Stamford, Connecticut, International Paper Co. (NYSE: IP) -- http://www.internationalpaper.com/-- is an uncoated paper and packaging company with primary markets and manufacturing operations in North America, Europe, Russia, Latin America, Asia and North Africa. International Paper employs approximately 54,000 people in more than 20 countries, and serves customers worldwide. * * * International Paper Co. carries Moody's Investors Service Ba1 senior subordinate rating and Ba2 Preferred Stock rating. JAMES VELTMAN: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: James Veltman Cathy Hurwitz 313 6th Avenue Asbury Park, NJ 07712 Bankruptcy Case No.: 07-21401 Type of business: The Debtors are engaged in the real estate business. Chapter 11 Petition Date: August 10, 2007 Court: District of New Jersey (Trenton) Judge: Michael B. Kaplan Debtor's Counsel: Timothy P. Neumann, Esq. Broege, Neumann, Fischer & Shaver, L.L.C. 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 Total Assets: $1,766,097 Total Debts: $2,292,825 Debtor's 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of America $190,362 P.O. Box 15726 Wilmington, DE 19886-5726 Chase $71,032 P.O. Box 15153 Wilmington, DE 19886-5153 Direct Loans $57,602 U.S. Department of Education P.O. Box 9003 Niagara Falls, NY 14302-9003 Internal Revenue Service $46,797 Think F.C.U. bank loan $27,685 Citi Cards $18,124 Sovereign Bank $15,358 Advanta Bank Corp. $13,613 Builder's General Supply Co. $6,071 Home Depot Credit Service $2,010 Des Moines, IA Home Depot Credit Services $1,814 The Lakes, NV Boulder Community Hospital $212 JAZZ PHARMA: Posts $39.9 Million Net Loss in Quarter Ended June 30 ------------------------------------------------------------------ Jazz Pharmaceuticals Inc. announced on Aug. 9, 2007, its financial results for the quarter ended June 30, 2007. Jazz Pharmaceuticals' net loss for the second quarter of 2007 was $39.9 million, compared to a net loss of $24.1 million for the second quarter of 2006. The net loss for the quarter ended June 30, 2007, includes other income of $4.9 million related to a decrease in the value of a preferred stock warrant liability and a charge of $17.5 million related to a previously announced settlement reached with the United States Department of Justice and other federal agencies. Total revenues for the quarter ended June 30, 2007, were $14.3 million, compared to $11.1 million for the quarter ended June 30, 2006. The increase in total revenue resulted primarily from increased net sales of Xyrem(R) (sodium oxybate). For the quarter ended June 30, 2007, Xyrem achieved record net sales of $9.6 million. For the six months ended June 30, 2007, total revenues were $28.4 million, compared to $20.9 million for the six months ended June 30, 2006. Research and development expenses for the quarter ended June 30, 2007, were $17.4 million, compared to $14.3 million for the quarter ended June 30, 2006. The increase was primarily due to increased spending on Phase III clinical development of JZP-6 for fibromyalgia syndrome, expenses in connection with the scale-up of commercial manufacturing for Luvox(R) CR (fluvoxamine maleate) extended-release capsules and increased headcount. Selling, general and administrative expenses for the quarter ended June 30, 2007, were $18.2 million, compared to $13.7 million for the quarter ended June 30, 2006. The increase was primarily due to spending in preparation for the launch of Luvox CR, increased headcount, and higher expenses to support the sales force, offset in part by a reduction in legal fees. Jazz Pharmaceuticals' unrestricted cash and cash equivalents balance as of June 30, 2007, was $148.0 million. During the quarter ended June 30, 2007, net cash used in operating activities was $16.7 million. "We are very pleased with the continued success and growth of our commercial business," said Samuel R. Saks, M.D., chief executive officer of Jazz Pharmaceuticals Inc. "On the development side, our portfolio of product candidates continues to advance, in line with our company's mission to provide important new products for patients and caregivers." Recent Highlights Jazz Pharmaceuticals priced its initial public offering of six million shares of its common stock and began trading on the Nasdaq Global Market under the trading symbol "JAZZ" on June 1, 2007. Net cash proceeds from the initial public offering were approximately $97.2 million, after deducting underwriting discounts and commissions and estimated offering expenses. In August, the U.S. Food and Drug Administration (FDA) accepted for review the submission of the complete response by Solvay Pharmaceuticals Inc. to the FDA approvable letter for Luvox CR. The PDUFA action date is Dec. 22, 2007. Jazz Pharmaceuticals achieved a clinical enrollment milestone in early August under its agreement with UCB Pharma Limited relating to JZP-6 for fibromyalgia syndrome, which triggers a $7.5 million payment to Jazz Pharmaceuticals. Jazz Pharmaceuticals' partner, Valeant Pharmaceuticals International, launched Xyrem in Canada on July 30, 2007. Valeant promotes Xyrem in Canada through its specialty sales force. Jazz Pharmaceuticals completed a pharmacokinetic study of JZP-2, a product candidate for the acute treatment of panic attacks associated with panic disorder. Based upon an initial analysis of the pharmacokinetic data generated by the study, management expects that this product formulation will likely be discontinued. At June 30, 2007, the company's consolidated balance sheet showed $276.9 million in total assets, $134.6 million in total liabilities, $13.2 million in common stock subject to repurchase, and $129.1 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2265 Settlement of Investigation In April 2006, the company and Orphan Medical received subpoenas from the United States Department of Justice requiring both entities to provide the Department of Justice with certain information relating to Xyrem(R) (sodium oxybate), including information regarding the promotion and marketing of Xyrem. On July 13, 2007, the company entered into (i) a civil settlement agreement with the United States of America, acting through the United States Department of Justice, the United States Attorney's Office for the Eastern District of New York, the Office of Inspector General of the Department of Health and Human Services, the United States Office of Personnel Management and the United States Department of Defense TRICARE Management Activity to resolve the governmental investigation related to the promotion of Xyrem and (ii) a non-prosecution agreement with the United States Attorney's Office for the Eastern District of New York under which the United States Attorney's Office agreed that the company would not be prosecuted for the matters that were the subject of the investigation. Orphan Medical, which was acquired by the company in June 2005, entered into (i) a plea agreement with the United States Attorney's Office for the Eastern District of New York, under which Orphan Medical pled guilty, on July 13, 2007, to one felony count of introducing a misbranded drug into interstate commerce and (ii) the civil settlement agreement. The company expects that it and Orphan Medical will also enter into agreements with Medicaid participating states. Pursuant to the civil settlement agreement and the plea agreement, payments totaling approximately $20.0 million are required to be made over the period from July 20, 2007, through Jan. 15, 2012. The total includes payments to Federal healthcare programs and Medicaid participating states, as well as restitution and fines. In addition, under the non-prosecution agreement, the company agreed to guarantee payment by Orphan Medical of the amounts due under the Plea Agreement. The total payments due under the civil settlement agreement and the plea agreement are payable as follows: $1.0 million in 2007; $2.0 million in 2008; $2.5 million in 2009; $3.0 million in 2010; $3.0 million in 2011 and $8.5 million in 2012. All remaining amounts due under the civil settlement Agreement could be accelerated if the company is acquired, or in the event of an uncured default. Going Concern Doubt Ernst & Young LLP, in Palo Alto, Calif., expressed substantial doubt about Jazz Pharmaceuticals Inc.'s 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 significant losses from operations since its inception and cash used in operating activities. About Jazz Pharmaceuticals Headquartered in Palo Alto, Calif., Jazz Pharmaceuticals Inc. (NasdaqGM: JAZZ) -- http://www.jazzpharmaceuticals.com/-- is a specialty pharmaceutical company focused on identifying, developing and commercializing innovative products to meet unmet medical needs in neurology and psychiatry. JOHN SHEKERJIAN: Case Summary & 14 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: John C. Shekerjian 2716 Turtle Ridge Bloomfield Hills, MI 48302 Bankruptcy Case No.: 07-55859 Chapter 11 Petition Date: August 13, 2007 Court: Eastern District of Michigan (Detroit) Debtor's Counsel: Scott F. Smith, Esq. 32600 Telegraph Road Suite 210 Bingham Farms, MI 48025 Tel: (248) 205-4437 Estimated Assets: Less than $10,000 Estimated Debts: $1 Million to $100 Million Debtor's List of its 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American Home Mortgage 2716 Turtle Ridge $7,434,388 P.O. Box 905 Bloomfield Columbia, MO 21077 Hills, MI 48302 Hazel Ravines Partners Loan $2,800,000 303 Ravine Drive Highland Park, IL Lawrence Wisne Loan $2,500,000 [no address] Taylor Bean & Whitaker 2600 Daulby $1,945,282 1417 North Magnolia Avenue Kissimmee, FL 34747 Ocala, FL 34475 Countrywide Home Loans 2716 Turtle Ridge $1,000,000 450 American Street Drive, Bloomfield Simi Valley, CA 93065 Hills, MI 48302 Elaine Fieldman and Mark Sims Loan $500,000 Turtle Ridge Drive Bloomfield Hills, MI 48302 Internal Revenue Service 1040 Taxes $465,673 Insolvency Unit P.O. Box 330500-STOP 15 Detroit, MI 48232 George & Kesto Loan $400,000 32600 Telegraph Road Bingham Farms, MI 48025 Chase 578 Pineway Circle $100,728 Bloomfield Hills, MI 48302 Golich Glass Judgment $11,000 U.S. Bank Loan $28,975 Costco Credit Card $2,132 DTE Utility Charges $1,903 GMAC Auto Lease Unknown JOSEPH CURTSINGER: Case Summary & 11 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Joseph Carmon Curtsinger, Jr. 7380 Nolensville Road Nolensville, TN 37135 Bankruptcy Case No.: 07-05786 Chapter 11 Petition Date: August 13, 2007 Court: Middle District of Tennessee (Nashville) Judge: Marian F. Harrison Debtor's Counsel: Glen C. Watson, III, Esq. Roy C. Shea, Jr. 1106 18th Avenue South Nashville, TN 37212 Tel: (615) 369-9600 Fax: (615) 369-9613 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Crawford Hospital District 80 acres of land; $270,000 c/o Mark Reagan value of security: 260 Cumberland Bend Drive $240,000; value of Nashville, TN 37228 senior lien: $170,669 Dan Warlick professional $43,000 611 Commerce Street, services Suite 2712 Nashville, TN 37203 Gullett, Sanford, Robinson professional $42,000 & Martin, P.L.L.C. services c/o Rhea Bucy P.O. Box 198888 Nashville, TN 37219 Blackburn & McCune, L.L.P. professional services $35,000 Hudson & Keyse, L.L.C. credit card $20,000 purchases Capitol One Bank credit card $14,025 purchases N.C.O. Financial Systems credit card $4,172 purchases Larry McClenahan professional $2,850 services Team Chevrolet auto repair $1,288 Alley & Associates surveyor $1,287 Hargrove & Foster professional $833 services KLINGER ADVANCED: Has Until September 10 to File Schedules ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey gave Klinger Advanced Aesthetics, LLC, and its debtor-affiliates, until Sept. 10, 2007, to file their schedules of assets and debts and statement of financial affairs. The Debtors, in their request for the extension, told the Court that in order to prepare the Schedules and Statements, they must gather information from books and records for each of the seven Debtor entities. The Debtors says that the extension will allow them more time to collect the necessary information. Based in Short Hills, New Jersey, Klinger Advanced Aesthetics, LLC -- http://www.aai.com/-- emphasizes the integration of treatments, services (ranging from salon and spa treatments to light medical) and products administered simultaneously. The company and six of its affiliates filed for chapter 11 protection on July 25, 2007 (Bankr. D. N.J. Case Nos. 07-20459 through 07- 20465). John K. Sherwood, Esq., at Lowenstein Sandler P.C., represents the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets and debts between $1 million and $100 million. LANDRY'S RESTAURANTS: S&P Retains Junk Rating w/ Developing Watch ----------------------------------------------------------------- Standard & Poor's Ratings Services is keeping its 'CCC' corporate credit ratings on Landry's Restaurants Inc. on CreditWatch with developing implications, where they were placed on July 25, 2007. Houston-based Landry's announced that it has obtained committed financing in the event it needs to refinance its 7.5% senior unsecured notes that have been accelerated due to a default on a filing covenant. Furthermore, the company has a temporary restraining order that bars the acceleration and has a court hearing on Aug. 16, 2007, seeking to continue that injunction. If the final decision of the court goes against Landry's, the company intends to pay off the notes with its amended senior secured credit facility. The amended facility would consist of a $515 million first-lien term loan B and a $75 million revolving credit facility. No borrowings from the revolver would be used to refinance the notes. The original facility consisted of a $150 million first-lien term loan B and a $300 million revolver. "As a result of these developments, on Aug. 13, 2007, we expect to raise the corporate credit ratings on Landry's and its subsidiary, Las Vegas-based Golden Nugget Inc., to 'B' from 'CCC'," said Standard & Poor's credit analyst Charles Pinson-Rose, "if either the company is required to replace its outstanding 7.50% senior unsecured notes with its amended credit facility or the injunction remains in place and all outstanding legal issues with its current noteholders are resolved." LEE JORDAN: Case Summary & 18 Largest Unsecured Creditors --------------------------------------------------------- Debtors: Lee Thomas Jordan Sharon Anne Jordan dba Jordan Meadows 18439 Midland Boulevard Nampa, ID 83687-8033 Bankruptcy Case No.: 07-01264 Chapter 11 Petition Date: August 13, 2007 Court: District of Idaho (Boise) Debtors' Counsel: Joseph M. Meier, Esq. Cosho Humphrey, LLP P.O. Box 9518 800 Park Boulevard, Suite 790 Boise, ID 83707-9518 Tel: (208) 344-7811 Fax: (208) 338-3290 Total Assets: $7,851,611 Total Debts: $6,451,749 Debtors' List of its 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Douglas and Alayna Jordan Services $750,000 1470 South Whitewater Court Nampa, ID 83687 Tel: (208) 353-4546 Central Mortgage Co. Deed of Trust $245,000 801 John Burrow, Suite 1 Little Rock, AR 72205 Givens Pursley, LLP Attorney Fees $108,259 P.O. Box 2720 Boise, ID 83701-2720 Option One Mortgage Deed of Trust - $95,793 406 Iowa Street Boise, Idaho Mike Vance Deed of Trust - $45,000 406 West Iowa Street Boise, Idaho Deed of Trust - $12,000 18439 Midland Boulevard Sweet Jean, LLC Loans $50,000 Farmers & Merchants Loan $21,401 C&A Paving Co. Loan $10,000 Making the Grade Weed Control $9,000 Douglas and Alayna Jordan Loan for Costs Paid $6,700 Jordan Meadows, LLC Strategic Solutions Loan Made $5,500 Internal Revenue Service Tax Return - May 2006 $4,661 State of ID Tax Commission Tax Due $2,000 RC Willey Home Supplies $2,639 Secured: $450 CitiFinancial Retail Service Home Supplies $3,673 Secured: $1,450 Bailey & Company, CPA Accounting Services $800 Capital One Unknown American Express Disputed Debt Unknown LENOX GROUP: S&P Withdraws Ratings at Company's Request ------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings on Eden Prairie, Minnesiota-based Lenox Group Inc. at the company's request. Ratings List Ratings Withdrawn To From -- ---- Corporate Credit Rating NR CCC+/Negative/-- LUMINENT MORTGAGE: Eight Repo Lenders Declare Default ----------------------------------------------------- Luminent Mortgage Capital Inc. disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that between Aug. 7 and Aug. 9, 2007, eight repo lenders declared events of default to have occurred in respect of alleged failures by the company and its affiliates to post margin or repurchase financial assets under various master repurchase agreements substantially in the form of the September 1996 version of those agreements published by The Bond Market Association. As a result, the repurchase dates for reverse repo transactions by the company and its affiliates having an aggregate repurchase price of approximately $1.6 billion, calculated as of Aug. 9, 2007, were deemed by those repo lenders to have occurred, to the extent that their repurchase dates had not already occurred, and those repo lenders demanded immediate payment by the company of that aggregate repurchase price. Additional Defaults In addition, the events of default declared under the master repurchase agreements described above caused a default to occur under the indenture relating to $90 million of the company's 8.125% Convertible Senior Notes due 2027, in respect of which those notes may be declared to be immediately due and payable. Those events of default also caused a default to occur with respect to the asset-backed commercial paper issued by Luminent Star Funding Statutory Trust I, an affiliate of the company, in respect of which that commercial paper has been declared to be immediately due and payable. As a result, the agent for the holders of that commercial paper has demanded immediate payment of approximately $580 million, calculated as of Aug. 9, 2007. Subsequent to Aug. 9, 2007, other repo lenders may have declared events of default to have occurred in respect of alleged failures by the company and its affiliates to post margin or repurchase financial assets under various master repurchase agreements, and the company's obligations under those agreements may be material. Headquartered in San Francisco, California, Luminent Mortgage Capital, Inc. -- http://www.luminentcapital.com/-- (NYSE:LUM) is a real estate investment trust, or REIT. Luminent is an asset management company that invests in prime whole loans, U.S. agency and other highly-rated, single-family, adjustable-rate, hybrid adjustable-rate and fixed-rate mortgage-backed securities, which it acquires in the secondary market. LUMINENT MORTGAGE: Delays Filing of June 30 Form 10-Q ----------------------------------------------------- Luminent Mortgage Capital Inc. disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that it will be unable to file its Form 10-Q for the period ended June 30, 2007, by the required deadline. The company relates that subsequent to June 30, 2007, the mortgage industry, and the financing methods that the mortgage industry relies upon, have deteriorated in a significant and unprecedented fashion. Since Aug. 3, 2007, the secondary market for mortgage loans and mortgage-backed securities has effectively seized-up. As a result, Luminent is simultaneously experiencing a significant increase in margin calls on its highest quality assets and a decrease on the financing advance rates provided by its repurchase agreement lenders, and has consequently been unable to roll outstanding commercial paper issued under its commercial paper program. The company says it is exploring all of its alternatives with respect to its loss of liquidity resulting from the unanticipated disruptions in the secondary mortgage and national real estate markets, and is therefore delaying the filing of its June 30, 2007 Form 10-Q until a full assessment of the impact of its liquidity issues, including their impact on the company's ability to continue as a going concern, has been conducted and strategic alternatives have been developed. Headquartered in San Francisco, California, Luminent Mortgage Capital, Inc. -- http://www.luminentcapital.com/-- (NYSE:LUM) is a real estate investment trust, or REIT. Luminent is an asset management company that invests in prime whole loans, U.S. agency and other highly-rated, single-family, adjustable-rate, hybrid adjustable-rate and fixed-rate mortgage-backed securities, which it acquires in the secondary market. MAGNA ENTERTAINMENT: Posts $23.4 Mil. Net Loss in Second Quarter ---------------------------------------------------------------- Magna Entertainment Corp. reported on Aug. 9, 2007, its financial results for the second quarter ended June 30, 2007. The company reported a net loss of $23.4 million on revenues of $203.1 million for the second quarter ended June 30, 2007, compared with a net loss of $26.3 million on revenues of $179.7 million for the same period a year ago. In announcing these results, Frank Stronach, chairman and interim chief executive officer of MEC, remarked, "We are extremely disappointed with the second quarter results. We recognize that immediate and drastic action is required and we have commissioned a strategic review of the company. Also, we will cease racing operations at our Austrian racetrack Magna Racino(TM) at the end of its 2007 meet, have relinquished our racing license for Michigan Downs and have terminated our racetrack development project in Dixon, California." MEC has engaged Greenbrook Capital Partners Inc. to conduct the strategic review. The strategic review will be led by Greenbrook's senior partner, Tom Hodgson, a former president and chief executive officer of MEC. Greenbrook expects to make its report to the board by early September, following which MEC will provide a further update. Mr. Stronach commented, "I am pleased that Tom has agreed to work with us on a strategic review of MEC. The Board has instructed Tom to take a comprehensive approach to his review and to develop a plan that will produce a financially healthy MEC with the staying power to execute its strategic plan. Management and the Board are dedicated to substantial debt reduction and profit improvement on an urgent basis." Mr. Hodgson stated, "MEC is a company with tremendous assets including world-class racetracks and valuable real estate. However, MEC has an inadequate level of EBITDA and remains burdened with far too much debt and interest expense. I look forward to working with MEC's board of directors and senior management team to create a plan that will be designed to dramatically strengthen MEC's balance sheet and increase shareholder value." Blake Tohana, executive vice-president and chief financial officer of MEC, commented, "Our results this quarter were negatively affected by the slot operations at Gulfstream Park, which have significantly underperformed to date. However, we remain optimistic that our recent marketing initiatives, legislative changes that were adopted in early July and the relocation of Christine Lee's restaurant, a culinary institution in South Florida for more than 30 years, to the third floor of Gulfstream Park in early August, will lead to improved results. "We are also encouraged by the second quarter results of our PariMax operations, which had increased EBITDA of $4.1 million and achieved a 31% increase in handle at XpressBet(R), compared to the second quarter of 2006. During the second quarter of 2007, we sold San Luis Rey Downs for cash proceeds of approximately $24.0 million and repaid long-term debt of $17.8 million. We remain focused on continuing to sell non-core assets and pay down debt." Revenues for the three months ended June 30, 2007, increased $23.3 million or 13.0% to $203.1 million, compared to $179.7 million for the three months ended June 30, 2006. The increased revenues were primarily due to increases in PariMax revenues, Florida revenues, and California revenues, partly offset by decreases in Northern U.S. revenues, Southern U.S. revenues, and increases in eliminations of inter-company revenues between business units due to the acquisition of AmTote. EBITDA for the three months ended June 30, 2007 increased $2.2 million or 167.1% to $3.4 million from $1.3 million in the three months ended June 30, 2006, Net loss from continuing operations for the three months ended June 30, 2007, has decreased $3.9 million or 14.2% from a loss of $27.3 million in the three months ended June 30, 2006, to a loss of $23.4 million in the three months ended June 30, 2007. The improvement in net loss is due to EBITDA improvements as well as a decrease in interest expense due to repayment of the company's bridge loan facility with the company's parent company, reduced borrowings on the company's senior secured revolving credit facility and repayment of other debt over the past year from proceeds of various asset sales, partially offset by increased borrowings on the company's Gulfstream Park project financing arrangement with our parent company. During the three months ended June 30, 2007, cash provided from operations was $2.0 million, which has increased from cash used for operations of $7.8 million in the second quarter of 2006 primarily due to an increase in the change in non-cash working capital balances in 2007 relative to the prior year period. Cash used for investing activities during the three months ended June 30, 2007, was $1.8 million, which included $24.7 million of proceeds on the sale of real estate and fixed assets, partially offset by real estate property and fixed asset additions of $25.1 million and other asset additions of $1.4 million. Cash used for financing activities during the three months ended June 30, 2007, of $21.8 million includes net repayments of $14.3 million of bank indebtedness and $12.0 million of net repayments of long-term debt, partially offset by net borrowings of $4.4 million of long-term debt with the company's parent. At June 30, 2007, the company's consolidated balance sheet showed $1.21 billion in total assets, $782.6 million in total liabilities, and $432.4 million in total stockholders' equity. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $140.4 million in total current assets available to pay $176.3 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2250 Going Concern Doubt As reported in the Troubled Company Reporter on March 23, 2007, Chartered accountants, Ernst & Young LLP, expressed substantial doubt about Magna Entertainment's 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 operating losses and working capital deficiency. About Magna Entertainment Headquartered in Aurora, Ontario, Magna Entertainment Corp. (NASDAQ: MECA; TSX: MEC.A) -- http://www.magnaentertainment.com/ -- acquires, develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a fifty percent interest in HorseRacing TV, 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. MIRANT CORP: Mirant Lovett Files Amended Plan of Reorganization --------------------------------------------------------------- Mirant Lovett, LLC delivered an Amended Chapter 11 Plan of Reorganization to the U.S. Bankruptcy Court for the Northern District of Texas on August 3, 2007, to reflect non-material modifications to the Plan. The non-material modifications include additional definition of certain terms: (a) Priority Claim means any claim against Mirant Lovett to the extent the Claim is entitled to priority right of payment under Section 507(a) of the Bankruptcy Code, other than Secured Claims, Administrative Claims and Tax Claims; (b) Protected Persons subject to the releases contained in the Mirant Lovett Plan are to include Mirant Lovett's (i) Thomas Legro, senior vice president and controller, and (ii) Patricia Bernard, senior vice president for administration. Under the Plan, "Protected Persons" include (a) all professionals, officers, directors and managers of the Debtors, (b) the members of Committees and their professionals, (c) William Snyder in his capacity as the examiner in the Chapter 11 cases and his professionals and (d) Dean Nancy Rapoport, in her capacity as fee examiner. Means For Implementation Aside from the New York Settlement Agreement, the Amended Plan also incorporates a 2007 tax agreement and a 2007 amended consent decree into the Mirant Lovett Plan, which will be fully enforceable against Mirant Lovett, to the extent permitted by applicable non-bankruptcy law. In the event of a conflict between the Mirant Lovett Plan on the one hand and the terms of the New York Settlement Agreement, the 2007 Tax Agreement and the 2007 Amended Consent Decree on the other hand, the terms of the applicable agreement will govern. Governing Entity The governing entity of Mirant Lovett will be the same as the governing entity existing immediately prior to the effective date of the proposed Mirant Plan. The current officers or managers of Mirant Lovett will continue to serve in the positions after the Mirant Lovett Plan Efective Date in accordance with their corresponding employment agreements, if any, and applicable law. A full-text copy of Mirant Lovett's Amended Plan of Reorganization is available for free at: http://bankrupt.com/misc/LovettAmendedPlan.pdf About Mirant Corp. Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR) -- http://www.mirant.com/-- is an energy company that produces and sells electricity in North America, the Caribbean, and the Philippines. Mirant's investments in the Caribbean include three integrated utilities and assets in Jamaica, Grand Bahama, Trinidad and Tobago and Curacao. Mirant owns or leases more than 18,000 megawatts of electric generating capacity globally. Mirant Corporation filed for chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on Jan. 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtors in their successful restructuring. When the Debtors filed for protection from their creditors, they listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on Jan. 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included. On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and on Feb. 22 filed a Disclosure Statement explaining that Plan. The Court approved the adequacy of Mirant NY-Gen's Disclosure Statement on March 22, 2007, and confirmed the Amended Plan on May 7, 2007. Mirant NY-Gen emerged from chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of Reorganization. (Mirant Bankruptcy News, Issue No. 128; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) * * * The ratings of Mirant Corp. (Issuer Default Rating of 'B+') and its subsidiaries remain on Fitch's Rating Watch Negative following the company's plans to pursue alternative strategic options including a possible purchase of Mirant by a third party. MIRANT CORP: Mirant Lovett's Confirmation Hearing Set for Sept. 19 ------------------------------------------------------------------ The Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the Northern District of Texas will convene a hearing to consider confirmation of Mirant Lovett, LLC's proposed Plan of Reorganization on Sept. 19, 2007, at 1:30 p.m. (Prevailing Central Time). Any objections to the Lovett Plan must be filed by September 12, at 4:00 p.m. (Prevailing Central Time). The Court also approves Mirant Lovett's Recommencement Notice and directs the Debtor to serve the Notice on all of its creditors within five days, in accordance with Rules 2002 and 3017 of the Federal Rules of Bankruptcy Procedure. Mirant Lovett will publish the Recommencement Notice in each of (a) the national edition of The Wall Street Journal, and (b) The Journal News, with the initial publication being at least 25 days prior to the Confirmation Hearing. According to Judge Lynn, holders of Class 1 -- Tax Jurisdiction Settlement Claims are deemed to have accepted the Lovett Plan, and Mirant Lovett is not required to solicit the votes of the Tax Claim holders. The Court further rules that the votes by holders of unsecured claims -- Class 2 Unsecured Claims and Class 4 Convenience Claims -- with respect to Mirant Corporation's Plan of Reorganization, are deemed to be votes in favor of the Lovett Plan, therefore, Mirant Lovett is not required to solicit votes from these Claim holders. About Mirant Corp. Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE: MIR) -- http://www.mirant.com/-- is an energy company that produces and sells electricity in North America, the Caribbean, and the Philippines. Mirant's investments in the Caribbean include three integrated utilities and assets in Jamaica, Grand Bahama, Trinidad and Tobago and Curacao. Mirant owns or leases more than 18,000 megawatts of electric generating capacity globally. Mirant Corporation filed for chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on Jan. 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtors in their successful restructuring. When the Debtors filed for protection from their creditors, they listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on Jan. 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included. On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and on Feb. 22 filed a Disclosure Statement explaining that Plan. The Court approved the adequacy of Mirant NY-Gen's Disclosure Statement on March 22, 2007, and confirmed the Amended Plan on May 7, 2007. Mirant NY-Gen emerged from chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of Reorganization. (Mirant Bankruptcy News, Issue No. 128; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/ or 215/945-7000) * * * The ratings of Mirant Corp. (Issuer Default Rating of 'B+') and its subsidiaries remain on Fitch's Rating Watch Negative following the company's plans to pursue alternative strategic options including a possible purchase of Mirant by a third party. MORTGAGE LENDERS: Wants Until November 5 to Remove Actions ---------------------------------------------------------- Pursuant to Section 1452 of the Judiciary and Judicial Procedures Code and Rule 9027 of the Federal Rules of Bankruptcy Procedure, Mortgage Lenders Network USA, Inc., asks the U.S. Bankruptcy Court for the District of Delaware to further extend the time within which it may remove civil actions (i) pending as of ist bankruptcy filing to November 5, 2007, and (ii)initiated postpetition to: (i) the later of November 5, 2007; or (ii) the shorter of: (a) 30 days after receipt of the initial pleading; or (b) 30 days after receipt of the summons if the initial pleading has been filed with the Court but not served with the summons. The Debtor asks Judge Walsh to hold that the Prepetition Removal Deadline apply to all matters specified in Rules 9027(a)(2)(A), (B) and (C), and that the Postpetition Removal Deadline apply to all matters specified in Rule 9027(a)(3). Laura Davis Jones, Esq., at Pachulski Stang Ziehl Young Jones & Weintraub LLP, in Wilmington, Delaware, says it is prudent for the Debtor to seek an extension of the period to file notices of removal to protect its right to remove the Actions. Since the Petition Date, the Debtor has been constantly and persistently occupied with matters of immediate importance to its Chapter 11 case, Ms. Jones notes. From the Petition Date to the present, the Debtor has focused its efforts on the orderly wind down of its business and the sale of its assets for the benefit of its creditors. Hence, the Debtor has not had an opportunity to appropriately review Actions to determine whether there are any that may need to be removed. Ms. Jones contends that the Extension sought will afford the Debtor the opportunity necessary to make fully-informed decisions concerning removal of any Action and will assure that the Debtor does not forfeit valuable rights under Section 1452. Furthermore, the rights of the Debtor's adversaries will not be prejudiced by the Extension because any party to an Action that is removed may seek to have it remanded to the state court pursuant to Section 1452(b), Ms. Jones adds. The Debtor believe its request is reasonable and practical in light of the present posture of its bankruptcy case. Judge Walsh will convene a hearing on September 17, 2007, at 2:00 p.m., to consider the Debtor's request. Pursuant to Del.Bankr.LR 9006-2, the Debtor's Removal Periods is automatically extended until the conclusion of that hearing. Middletown, Conn.-based Mortgage Lenders Network USA Inc. -- http://www.mlnusa.com/-- is a privately held company offering a full range of Alt-A/Non-Conforming and Conforming loan products through its retail and wholesale channels. The company filed for chapter 11 protection on Feb. 5, 2007 (Bankr. D. Del. Case No. 07-10146). Pachulski Stang Ziehl Young Jones & Weintraub LLP represents the Debtor. Blank Rome LLP represents the Official Committee of Unsecured Creditors. In the Debtor's schedules of assets and liabilities filed with the Court, it disclosed total assets of $464,847,213 and total debts of $556,459,464. The Debtor's exclusive period to file a chapter 11 plan expires on Oct. 3, 2007. (Mortgage Lenders Bankruptcy News, Issue No. 15; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/ or 215/945-7000). MOVIE GALLERY: July 1 Balance Sheet Upside-Down by $560.3 Million ----------------------------------------------------------------- Move Gallery Inc.'s consolidated balance sheet at July 1, 2007, showed $892.0 million in total assets, $1.45 billion in total liabilities, resulting in a $560.3 million total stockholders' deficit. The company's consolidated balance sheet at July 1, 2007, also showed strained liquidity with $291.1 million in total current assets available to pay $1.42 billion in total current liabilities. Movie Gallery Inc. reported a net loss of $309.9 million and an operating loss of $282,245 for the second quarter ended July 1, 2007, compared with a net loss of $14.9 million and an operating income of $14.2 million for the second quarter ended July 2, 2006. For the second quarter of 2007, Movie Gallery's total revenues were $561.2 million, a decrease of 6.7% from $601.3 million in the second quarter of 2006, primarily due to a decline in consolidated same-store sales and a decrease in the number of weighted average stores operated. For the thirteen weeks ended July 1, 2007, consolidated same-store sales declined 4.7% and the number of weighted average stores operated declined 4.1% compared to the prior year periods. Consolidated same-store sales for the thirteen-week period consisted of a 10.4% decline in same-store rental revenue, partially offset by a 21.0% increase in same-store product revenue. The increase in operating loss and net loss primarily reflects a decrease in gross margins on rental revenue, and impairment charges on goodwill, other intangibles, and property, furnishings, and equipment. The decrease in rental gross margins is primarily due to a decline in the average sales price of previously viewed movies and an increase in the cost of product acquired under revenue sharing arrangements. Impairment of Long-Lived Assets During the month of March 2007 and most notably during the second quarter of fiscal 2007, the industry in general, and the company's business in particular, experienced events and circumstances that required the company to assess the recoverability of the carrying value of certain of of its long-lived assets. Among those events and circumstances that the company believes to be impairment indicators are: -- substantially larger than anticipated drop in year-over-year same store sales and gross margins; -- a continuing trend of operating losses; -- projected cash flow losses for a substantial number of the company's stores; -- a significant drop in the company's stock price and resulting market capitalization; -- a significant drop in trading prices for the company's first and second lien debt and 11% senior notes; and -- recent significant adverse changes in the industry. Due to the bove impairment indicators, the company performed impairment testing on its long-lived assets as of July 1, 2007. As a result, the company recorded a charge of $26.2 million and $16.8 million related to the impairment of property, furnishings, and equipment under the Hollywood and Movie Gallery operating segments, respectively. The company also determined that its definite-lived intangible asset for the customer list in the Hollywood segment was impaired as a result of attrition in active customers. The company therefore recorded an impairment charge of $2.5 million, which was recognized in Impairment of other intangibles. The company also conducted an impairment test on the company's indefinite- lived intangible asset, the Hollywood trademark, as of July 1, 2007, and recorded an impairment charge of $94.4 million. The company also performed impairment testing on the valuation of goodwill as of July 1, 2007. As a result, the company recorded a goodwill impairment charge on the Hollywood Video reporting unit of $115.6 million, after it was determined that the implied fair value ofgoodwill for the Hollywood reporting unit was zero. Interest Expense Interest expense, net decreased $2.0 million from $30.7 million for the thirteen weeks ended July 2, 2006 to $28.7 million for the thirteen weeks ended July 1, 2007. The decrease is primarily attributed to lower interest rates on the company's March 2007 Credit Facility. Full-text copies of the company's consolidated financial statements for the quarter ended July 1, 2007, are available for free at http://researcharchives.com/t/s?226a About Movie Gallery Headquartered in Dothan, Alabama, Movie Gallery Inc. (NasdaqGM: MOVI) -- http://www.moviegallery.com/-- is second largest North American video rental company with more than 4,550 stores located in all 50 U.S. states and Canada operating under the brands Movie Gallery, Hollywood Video and Game Crazy. The Game Crazy brand represents 606 in-store departments and 14 free-standing stores serving the game market in urban locations across the Untied States. Since Movie Gallery's initial public offering in August 1994, the company has grown from 97 stores to its present size through acquisitions and new store openings. * * * As reported in the Troubled Company Reporter on July 9, 2007, Standard & Poor's Ratings Services lowered its corporate credit rating on Movie Gallery Inc. to 'CCC+' from 'B-' based on the announcement that the company was not able to meet its financial covenants for the fiscal quarter ended July 1, 2007, and that the company is exploring available restructuring and strategic alternatives. The outlook is developing. MQ ASSOCIATES: Inks $45 Mil. Cash Merger Deal With Novant Health ---------------------------------------------------------------- MQ Associates Inc. has entered into a definitive merger agreement with Novant Health, a not-for-profit integrated healthcare system in North and South Carolina, pursuant to which Novant will acquire MQ Associates. Novant will pay $45 million in cash at closing, and contingent consideration in an amount up to $35 million based on the company's adjusted EBITDA during the 2008 fiscal year. The transaction will result in a change of control under the terms of the indentures with respect to MQ Associates' 12 1/4% senior discount notes and MedQuest, Inc.'s 11 7/8% senior subordinated notes. In connection with the merger, MQ Associates' controlling stockholder, an affiliate of J.P. Morgan Partners, LLC, has entered into a Voting Agreement, pursuant to which it has agreed to vote all of its shares of voting stock in favor of the merger not later than Sept. 14, 2007. The transaction is subject to certain healthcare and other regulatory approvals, including the expiration or termination of the waiting period under the Hart Scott-Rodino Act, as well as other customary closing conditions. About Novant Health Headquartered in Winston-Salem and Charlotte, North Carolina, Novant Health –- http://www.novanthealth.org/-- is a not-for- profit integrated group of hospitals and physician clinics serving North and South Carolina. Hospital affiliates include Presbyterian Hospital, Presbyterian Orthopaedic Hospital, Presbyterian Hospital Matthews and Presbyterian Hospital Huntersville in the Charlotte, NC area; Forsyth Medical Center and Medical Park Hospital in Winston-Salem, NC; Thomasville Medical Center in Thomasville, NC; and Brunswick Community Hospital in Supply, NC. The Novant Medical Group consists of more than 800 physicians in 232 clinic locations. Other Novant facilities and programs include two nursing homes, outpatient surgery and diagnostic centers, rehabilitation programs and community health outreach programs. About MQ Associates MQ Associates, Inc. is a holding company and has no material assets or operations other than its ownership of 100% of the outstanding capital stock of MedQuest Inc. Headquartered in Salt Lake City, Utah, MedQuest Inc. operates independent, fixed- site, outpatient diagnostic imaging centers in the U.S. These centers provide high quality diagnostic imaging services using a variety of technologies, including magnetic resonance imaging, computed tomography, nuclear medicine, general radiology, bone densitometry, ultrasound and mammography. MedQuest Inc. operates a network of 90 centers in thirteen states located primarily throughout the southeastern and southwestern U.S. * * * AS reported in the Troubled Company Reporter on May 9, 2007, MQ Associates Inc. had a resulting from total assets of $175.4 million, total liabilities of $386.7 million, and redeemable preferred stock of $70 million, resulting in a total stockholders' deficit of $281.3 million as of Dec. 31, 2006. NATIONWIDE HEALTH: S&P Holds BB+ Preferred Stock Rating ------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BBB-' corporate credit rating, 'BBB-' senior unsecured debt rating, and 'BB+' preferred stock rating on Nationwide Health Properties Inc. The affirmations affect approximately $866.5 million in outstanding senior unsecured notes and $196.5 million in preferred stock. The outlook is stable. "The ratings reflect Nationwide Health Properties' strengthening cash flow from a well-balanced portfolio of health care properties managed by stable tenant/operators and the maintenance of a moderate financial profile," said credit analyst Tom Taillon. "An aggressive appetite for investment growth and some historical tenant concentrations offset these credit strengths." S&P expect the company's growing portfolio of stable health care properties to provide a solid cash flow stream over the medium term. Rent coverage measures are currently adequate and provide a good cushion against any near-term deterioration in operator credit quality. Further comfort with Nationwide Health Properties' more robust acquisition appetite could result in positive momentum for the ratings. Conversely, S&P would consider revising the outlook to negative if the company takes a more aggressive finance strategy or experiences unexpected deterioration in its highly concentrated tenant base. NEW CENTURY: Moody's Places Five Low-B Rated Tranches Under Review ------------------------------------------------------------------ Moody's Investors Service downgraded five tranches and placed under review for possible downgrade fourteen tranches from several 2002 and 2003 deals with loans originated by New Century Mortgage Corporation. The collateral backing these classes consists of primarily first lien, fixed and adjustable-rate, subprime mortgage loans. The certificates have been downgraded and placed on review for possible downgrade based upon recent and expected pool losses and the resulting erosion of credit support. Overcollateralization amounts in all of the transactions are currently below their floors and pipeline losses are likely to cause further erosion of the overcollateralization, which could put pressure on the subordinate tranches. Furthermore, existing credit enhancement levels may be low given the current projected losses on the underlying pools. Although the deals' losses are performing within the area of original expectations, credit support deterioration seen in many of these deals can be partially attributed to the deals passing performance triggers and therefore releasing large amounts of overcollateralization. Complete rating actions are: Downgrade Issuer: Morgan Stanley Dean Witter Capital I Inc. -- Series 2003-NC3, Class B-2, downgraded from Baa2 to Ba2 -- Series 2003-NC3, Class B-3, downgraded from Baa3 to B2 Issuer: Morgan Stanley ABS Capital I Inc. -- Series 2003-NC5, Class B-1, downgraded from Baa1 to Baa3 -- Series 2003-NC5, Class B-2, downgraded from Baa2 to Ba3 -- Series 2003-NC5, Class B-3, downgraded from Baa3 to B3 Review for Downgrade Issuer: Morgan Stanley Dean Witter Capital I Inc. -- Series 2002-NC3, Class B-1, current rating Ba3, under review for possible downgrade -- Series 2002-NC3, Class B-2, current rating B1, under review for possible downgrade -- Series 2002-NC5, Class B-1, current rating Ba1, under review for possible downgrade -- Series 2002-NC5, Class B-2, current rating B2, under review for possible downgrade Issuer: Asset Backed Funding Corporation -- Series 2002-NC1, Class M-1, current rating Aaa, under review for possible downgrade -- Series 2002-NC1, Class M-2, current rating Aa3, under review for possible downgrade -- Series 2002-NC1, Class M-3, current rating Baa1, under review for possible downgrade -- Series 2002-NC1, Class M-4, current rating Baa3, under review for possible downgrade Issuer: Asset Backed Securities Corporation -- Series 2002-HE1, Class B, current rating Baa3, under review for possible downgrade Issuer: Morgan Stanley ABS Capital I Inc. -- Series 2003-NC6, Class B-2, current rating Baa2, under review for possible downgrade -- Series 2003-NC6, Class B-3, current rating Baa3, under review for possible downgrade -- Series 2003-NC7, Class B-2, current rating Baa2, under review for possible downgrade -- Series 2003-NC7, Class B-3, current rating Baa3, under review for possible downgrade -- Series 2003-NC10, Class B-3, current rating Baa3, under review for possible downgrade NEWCOMM WIRELESS: Files Disclosure Papers in Puerto Rico Court -------------------------------------------------------------- Newcomm Wireless Services, Inc., has delivered to the U.S. Bankruptcy Court for the District of Puerto Rico a Disclosure Statement explaining its Chapter 11 Plan of Reorganization. The Debtor's Plan provides for the orderly distribution of the proceeds from the sale of its assets to PRWireless, Inc., for US$158,636,874. Newcomm received proofs of claim totaling US$250 million. A fundamental component of the Plan is the Telefonica Settlement Agreement, which resolves several inter-related complex litigations. Each group of claimants will receive distribution under the plan. Treatment of Claims and Interest Under the Debtor's plan, US$1.7 million of allowed administrative and US$1 million of priority claims will be paid in full. Tax claims will be satisfied in accordance with Section 507(a)(8) of the Bankruptcy Code. Secured claims amounting to US$100,000 will be unimpaired, meaning, holders will be paid in full. General unsecured creditors, holding an aggregate US$10 million in claims, will receive cash in satisfaction of whatever part of their claims will be deemed "allowed." The Debtor's equity holders will receive a share on the sale proceeds up to US$17.5 million in accordance with the terms of the Telefonica Settlement Agreement. Telefonica Settlement Agreement On May 7, the Debtor reached a compromise with the Telefonica Group in full settlement of its claims against Newcomm. As part of the compromise and settlement, pursuant to the terms of the Plan and subject to the occurrence of the Effective Date: i) all claims filed by the Telefonica Group in the Chapter 11 case will be voluntarily subordinated to the Allowed Claims of the Debtor's other unsecured creditors; ii) the unsecured claim filed by ClearComm will be disallowed for all purposes; iii) the Equity Group Equity Interests will share in US$17,500,000 after payment of: a) Allowed Secured Claims b) Allowed Claims of Holders of Administrative Claims; c) Allowed Priority Tax Claims; d) Allowed Priority Non-Tax Claims; e) Allowed Non-DIP Facility Secured Claims; and f) all Allowed General Unsecured Claims (with the exception of the claims filed by the Telefonica Group and ClearComm); and iv) the balance of the Residual Amount -- estimated at US$12,500,000 -- will be distributed to the Holders of the Telefonica Group Equity Interests in full satisfaction of all Claims voluntarily subordinated as well as all Interests held by any member of the Telefonica Group. Disclosure and Confirmation Hearing A hearing to consider approval of the Disclosure Statement will be held Aug. 30 at 9:30 a.m. before the Honorable Enrique S. Lamoutte in the United States Bankruptcy Court for the District of Puerto Rico, located in: United States Courthouse Jose V. Toledo Federal Bldg. 300 Calle Del Recinto Sur San Juan, PR 00901-0901 The Court scheduled a confirmation hearing on Oct. 5, 2007 at 9:30 a.m. Objections to the Plan, if any, must be addressed to: a) Debtor's counsel Sonnenschein Nath & Rosenthal LLP Attn: Mark A. Fink 1221 Avenue of the Americas, New York, New York 10020 -- and -- Conde & Assoc. Attn: Carmen D. Conde Torres 254 San Jose Street 5th Floor Old San Juan, Puerto Rico 00901 b) the Official Committee of Unsecured Creditors' counsel Foley & Lardner LLP Attn: Mark J. Wolfson 100 North Tampa Street Suite 2700 Tampa, Fla. 33602 -- and -- Goldman Antonetti & Cordova, P.S.C. Attn: Mildred Caban American International Plaza 14th Floor Hato Rey, PR 00918 c) counsel for PRWireless Edwards Angell Palmer & Dodge, LLP Attn: Stuart M. Brown 919 North Market Street 15th Floor Wilmington, Delaware 19801 -- and -- O'Neill & Borges Attn: David P. Freedman American International Plaza 250 Munoz Rivera Avenue Suite 800 San Juan, Puerto Rico 00918-1813 d) Office of the United States Trustee Edward Godoy Ochoa Building 500 Tanca Street Suite 301 San Juan, Puerto Rico 00901 Based in Guaynabo, Puerto Rico, NewComm Wireless Services Inc. is a PCS company that provides wireless service to the Puerto Rico market. The company is a joint venture between ClearComm, L.P. and Telefonica Larga Distancia. The company filed for chapter 11 protection on Nov. 28, 2006 (Bankr. D. P.R. Case No. 06-04755). Carmen D. Conde Torres, Esq., at C. Conde & Assoc. and Peter D. Wolfston, Esq., at Sonnenschein Nath & Rosenthal LLP represent the Debtor in its restructuring efforts. Mark J. Wolfson, Esq. at Foley & Lardner LLP and Sergio A. Ramirez de Arellano, Esq., at Sergio Ramirez de Arrelano Law Office represent the Official Committee of Unsecured Creditors. In its schedules, the Debtor disclosed total assets of US$111,652,190 and total debts of US$190,695,559. NOLTON CONYERS: Case Summary & Six Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Nolton Conyers 4504 Springfield Avenue Philadelphia, PA 19143 Bankruptcy Case No.: 07-14677 Chapter 11 Petition Date: August 13, 2007 Court: Eastern District of Pennsylvania (Philadelphia) Debtor's Counsel: David A. Scholl, Esq. Regional Bankruptcy Center of Southeast Pennsylvania 6 St. Albans Avenue Newtown Square, PA 19073 Tel: (610) 353-7543 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's Six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wells Fargo real estate; $662,000 P.O. Box 10335 value of security: Des Moines, IA 50306 $800,000 Washington Mutual real estate; $71,998 P.O. Box 3139 value of security: Milwaukee, WI 53201-3139 $150,000 Countrywide Home Loans real estate; $35,034 7105 Corporate Drive value of security: Plano, TX 75024-3632 $55,000 Gelt Financial Corp. real estate; $33,000 value of security: $110,000 Option One Mortgage Corp. real estate; $27,831 value of security: $65,000 Select Portfolio Servicing real estate; $23,861 value of security: $55,000 NORTHROP GRUMMAN: Extends $2 Bil. Debt Maturity Until August 2012 ----------------------------------------------------------------- Northrop Grumman Corporation has extended the maturity of its $2 billion senior unsecured revolving credit facility from Aug. 5, 2010, to Aug. 10, 2012. In addition, the credit facility was amended to improve pricing terms and reduce facility fees in recognition of favorable market conditions and the company's improved credit rating. Borrowings under the credit facility bear interest at various rates, including the London Interbank Offered Rate, plus an incremental margin. Headquartered in Los Angeles, California, Northrop Grumman Corporation (NYSE: NOC) -- http://www.northropgrumman.com/-- is a major defense and information technology company. Northrop Grumman Corporation is a $30 billion global defense and technology company whose 120,000 employees provide innovative systems, products, and solutions in information and services, electronics, aerospace and shipbuilding to government and commercial customers worldwide. * * * As reported in the Troubled Company Reporter on May 8, 2007, Moody's Investors Service placed the debt ratings of Northrop Grumman Corporation under review for possible upgrade. Among the debt ratings under review are the company's Multiple Seniority Shelf, at (P)Ba1, and the company's Senior Unsecured Regular Bond/Debenture, at Baa2. NOVELL INC: Expands Enterprise Management Thru Senforce Purchase ---------------------------------------------------------------- Novell Inc. has expanded its enterprise management services capabilities through the acquisition of Senforce Technologies. With Senforce Technologies, Novell is extending its policy-based management offerings to include a suite of endpoint security solutions. As part of the overall Novell(R) enterprise management strategy, ZENworks(R) Endpoint Security Management will help customers protect their IT investment from the increasing threats of data theft, wireless exploits, software attacks, malware and viruses. "Management and security are rapidly converging as customers require mobile computing tools in an environment where both internal and external IT threats are on the rise," Chris Christensen, analyst at IDC, said. "Novell's acquisition of Senforce provides a comprehensive security and management solution that includes endpoint security capabilities, like personal firewall, encryption and blacklisting, which can help companies secure their networks and their data without slowing down their businesses." This acquisition gives Novell both security expertise and technology that will allow it to tightly integrate endpoint security with its configuration management solutions. Novell partnered with Senforce Technologies earlier this year to launch ZENworks Endpoint Security Management, a solution designed to protect the most vulnerable place on the corporate network, the user endpoint. ZENworks Endpoint Security Management ensures protection against potential security breaches, data leaks and threats to the network by enforcing encryption policies at the desktop, regardless of whether a user is on or off-line. As part of the Novell ZENworks systems management family, ZENworks Endpoint Security Management provides removable device security, personal firewalls, wireless security and application control to secure the network and give organizations mobile computing flexibility without fear of data loss or attack. “More and more enterprises and government agencies are losing mission-critical and confidential information through theft and loss of unsecured corporate and personal devices,” Joe Wagner, Novell senior vice president and general manager of Systems and Resource Management, said. “Combining Senforce's technology with Novell's existing systems and resource management solutions creates a new level of control and protection for our customers. This addition supports Novell's enterprise management strategy, which is focused on helping customers get the most out of their IT investments from the desktop to the data center, while reducing the complexity and risk.” About Senforce Technologies Headquartered in Draper, Utah, Senforce Technologies -- http://www.senforce.com/-- is an endpoint security management. About Novell Inc. Headquartered in Waltham, Massachusetts, Novell Inc. (Nasdaq: NOVL) -- http://www.novell.com/-- delivers infrastructure software for the Open Enterprise based on Linux. With more than 50,000 customers in 43 countries, Novell helps customers manage, simplify, secure and integrate their technology environments by leveraging best-of-breed, open standards-based software. Novell has sales offices in Argentina, Brazil and Colombia. * * * Novell Inc.'s subordinated debt carries Moody's Investors Service's B1 rating. NRG ENERGY: Completes $1 Billion Capital Allocation Plan -------------------------------------------------------- NRG Energy Inc. completed Phase II of the previously announced $1 billion capital allocation plan. From the inception of phase II on Nov. 3, 2006, through Aug. 13, 2007, the company repurchased about 15.4 million common shares at an aggregate cost of about $500 million, for a volume weighted average price of $32.40 per share. Phase I was completed in the fourth quarter 2006, with the repurchase of 21,175,400 shares for about $500 million, for a volume weighted average price of $23.61 per share. Since NRG's emergence from bankruptcy in December 2003, through the completion of Phase II, NRG has repurchased about 75.3 million common shares at an aggregate cost of $1.66 billion, for a volume weighted average price per share of about $22.09. "The value of our ongoing commitment to return capital to shareholders is clearly demonstrated by the repurchase results since inception," said Robert Flexon, NRG's executive vice president and chief financial officer. "Having a balanced approach in allocating the company's substantial cash flows for business reinvestment, while also offering immediate shareholder returns, provides the foundation for sustainable long term shareholder gains. The cash flow productivity of our portfolio allows for this capital allocation philosophy." The next phase of NRG's Capital Allocation Plan is expected to commence early 2008. As previously announced, the Company's total annual targeted return of capital to shareholders is expected to be approximately 3% of NRG's current market capitalization. The company plans to achieve this through a combination of share repurchases and/or dividends, depending on market conditions and other factors. About NRG Energy Inc. 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 on May 7, 2007, Standard & Poor's Ratings Services raised its rating on NRG Energy Inc.'s $4.7 billion unsecured bonds to 'B' from 'B-' and assigned its 'B-' rating to the proposed $1 billion delayed-draw term loan B at NRG Holdings Inc., a newly created holding company that would own 100% of NRG's equity. In addition, Standard & Poor's affirmed the 'B+' corporate credit rating on NRG and affirmed the 'BB-' rating on NRG's $3.148 billion term loan B; the 'CCC+' rating on the company's preferred stock, and the 'B-2' short-term rating. The outlook on all ratings is stable. OGLEBAY NORTON: Board Takes No Action on Harbinger's Tender Offer ----------------------------------------------------------------- The Special Committee of Oglebay Norton Company's board of directors, has determined to take no position at this time with respect to the unsolicited tender offer from Trident Acquisition Co., LLC, a jointly owned subsidiary of Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund, L.P. for all of the outstanding shares of Oglebay Norton's common stock at $31 per share. The decision came after consulting with its independent financial and legal advisors. The Special Committee will continue to review and evaluate Harbinger's unsolicited tender offer and will advise Oglebay Norton shareholders of its position regarding the offer, including its reasons for that position. The Special Committee recommends that shareholders defer making any determination with respect to Harbinger's unsolicited tender offer until reading the Board's solicitation/recommendation statement. "A Special Committee of Oglebay Norton's board, together with its team of outside advisors, is conducting a robust strategic alternatives process to maximize value for all shareholders,” Michael Lundin, Oglebay Norton president and CEO, said. “A number of parties have already expressed interest in the company. The Special Committee intends to maintain a level playing field for all parties, including Harbinger." On July 24, 2007, Oglebay Norton's board formed a Special Committee of independent directors that is exploring strategic alternatives to maximize shareholder value, including a possible sale or merger of the company. The company noted that there can be no assurance that the exploration of strategic alternatives will result in any agreements or transactions. JPMorgan is serving as Oglebay Norton's financial advisor, and Jones Day as legal counsel. About Harbinger Capital Partners Located in New York City, The Harbinger Capital Partners investment team manages in excess of $12 billion in capital as of August 1, 2007 through two complementary strategies. Harbinger Capital Partners Master Fund I Ltd. is focused on restructurings, liquidations, event-driven situations, turnarounds and capital structure arbitrage, including both long and short positions in highly leveraged and financially distressed companies. Harbinger Capital Partners Special Situations Fund L.P. is focused on medium to long term, control oriented and frequently less liquid distressed investments, with flexibility to use other investment strategies and types of securities when opportunities arise. About Oglebay Norton Company Based in Cleveland, Ohio, Oglebay Norton Company (OGBY.PK) -- http://www.oglebaynorton.com/-- provides essential minerals and aggregates to a broad range of markets, from building materials and environmental remediation to energy and industrial applications. * * * As reported in the Troubled Company Reporter on July 31, 2007, Standard & Poor's Ratings Services revised its CreditWatch implications to negative from developing on Oglebay Norton Co., which has a 'B' corporate credit rating. PAUL EISAMAN: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Paul Edward Eisaman, Jr. Jennifer Lynn Eisaman 5621 Albany Court Fort Wayne, IN 46835 Bankruptcy Case No.: 07-12260 Type of business: The Debtors own real estate. Chapter 11 Petition Date: August 13, 2007 Court: Northern District of Indiana (Fort Wayne Division) Debtor's Counsel: Daniel J. Skekloff, Esq. Skekloff, Adelsperger & Kleven, L.L.P. 927 South Harrison Street Fort Wayne, IN 46802 Tel: (260)407-7000 Fax: (260)407-7137 Total Assets: $1,087,962 Total Debts: $3,307,011 Debtor's 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ H.B.L.S. personal guarantee $643,298 100 North Main Street Hicksville, OH 43526 credit line $28,779 Hicksville Bank real estate; $442,967 144 High Street value of security: Hicksville, OH 43526 $83,000 personal guarantee $175,967 Tower Bank & Trust Co. personal guarantee $335,888 116 East Berry Street Fort Wayne, IN 468802 Washington Mutual real estate; $243,970 value of security: $119,500 First Federal Bank personal guarantee $148,484 Citizens Bank personal guarantee $129,770 County Wide Home Loans real estate; $120,219 value of security: $71,000 Stewart Title Guaranty Co. $99,454 Wells Fargo Bank real estate; value $58,891 of security: $40,000 Sky Bank personal guarantee $57,522 Margen Investments personal loan $21,900 Blakely's business debt $21,600 POPE & TALBOT: Posts $42.9 Million Net Loss in Second Quarter ------------------------------------------------------------- Pope & Talbot Inc. reported a net loss of $42.9 million for the second quarter ended June 30, 2007, compared with a net loss of $21.8 million for the same quarter of 2006 and $18.6 million for the first quarter of 2007. Revenues were $236.5 million for the second quarter compared with $213.6 million for the second quarter of 2006 and $200.5 million for the first quarter of 2007. As a result of the company's adoption of an accounting pronouncement for planned major maintenance activities issued in the latter part of 2006, the second quarter 2006 net loss is $7.3 million more than the amount previously reported. The company's operating performance significantly declined in the second quarter of 2007 compared to both the second quarter of 2006 and the first quarter of 2007. In the second quarter of 2007, the company's operating loss was $30.3 million and earnings before interest, taxes, depreciation and amortization (EBITDA) was negative $17.7 million, as compared with an operating loss of $10.5 million and negative EBITDA of $200,000 for the same quarter of 2006. For the first quarter of 2007, operating loss was $14.7 million and EBITDA was negative $4.4 million. Higher pulp raw material, manufacturing costs and maintenance costs, combined with the negative impact of a strengthening Canadian dollar relative to the U.S. dollar offset improved pulp market prices and increased pulp shipments in the second quarter of 2007 as compared to the prior periods. The strengthening Canadian currency also impacted wood products costs, which were also higher than the prior periods as a result of increased shipments. Lumber prices, while improving from the first quarter of 2007 levels, continued to reflect depressed lumber market conditions. Forbearance Agreement with Senior Lenders As reported in the Troubled Company Reporter on Aug. 8, 2007, the company is in default of its senior secured credit agreement as a result of its inability to maintain compliance with one financial covenant calculated as of June 30, 2007. The company and its senior lenders entered into a forbearance agreement pursuant to which its senior lenders have agreed that until Sept. 17, 2007, or the earlier of another default they will forbear from exercising any rights or remedies they may have under the credit agreement arising from the existing default (including their right to declare all amounts outstanding as immediately due and payable), and will permit the company to continue to borrow under the revolving credit facility, on a reduced basis, subject to all other terms and conditions of the credit agreement. The covenant required that the company generate EBITDA, as defined, of at least $30 million for the four-quarter period ended June 30, 2007; however, the company generated EBITDA of $4.0 million for this period, including negative EBITDA of $24.8 million in the second quarter of 2007. Although the company may seek further forbearance or other relief from its senior lenders when the current forbearance expires, it cannot provide any assurance that such forbearance or other relief will be provided. Even if the company is successful in obtaining additional covenant relief, the company will continue to be challenged in its ability to maintain adequate levels of liquidity relative to the size of its operations. Accordingly, the company is continuing to explore alternatives to strengthen its balance sheet and generate cash, including one or more possible asset sales or other capital infusions, and is analyzing its ability to restructure its debt and other liabilities, including, if necessary, through bankruptcy proceedings. In addition, the Forbearance Agreement requires the company during the six-week forbearance period to solicit offers to purchase all or substantially all of the company's assets or equity interests. The company has engaged Rothschild Inc. to assist in all those efforts. "The unfavorable movement of the Canadian dollar and a scarcity of affordable fiber resources have combined to tighten our liquidity and severely impact earnings," said Harold Stanton, president and chief executive officer. "While these factors are largely out of our control, we cannot maintain the status quo and expect to withstand this current market environment. We are actively taking steps to improve our liquidity. As previously announced, we are curtailing one of three production lines at our Nanaimo pulp mill to reduce operating costs and conserve fiber in light of current market conditions. We are managing working capital by reducing inventories to minimal levels and optimizing cash conversion between our collections and payables. We have initiated actions to reduce non-employee administrative expenses throughout the company and have implemented a salary and new hire freeze for all staff and salaried positions. Additionally, we have closed our Corporate flight department and have sold the company airplane. As we investigate longer-term capital and financing alternatives, I am hopeful that our current lenders will be supportive of our efforts and will grant us a prudent timeframe to execute an appropriate strategy." SG&A expenses for the second quarter of 2007 totaled $10.2 million compared with $9.3 million in the same period of 2006 and $9.5 million in the first quarter of 2007. SG&A expenses in the second quarter of 2007 were $900,000 higher than the same period a year ago, primarily due to an increase of $700,000 in costs associated with financial consultants, legal and other professional services, an increase of $300,000 in equity compensation expense and an increase of $200,000 in sales commissions, offset by a reduction in costs of $300,000 associated with a sales tax audit in 2006. SG&A expenses increased $700,000 compared with the first quarter of 2007, due to similar factors as discussed above except offset by a decrease of $500,000 in audit fees and a decrease of $200,000 associated with uninsured losses that occurred in the first quarter. At June 30, 2007, the company's consolidated financial statements showed $682.0 million in total assets, $601.1 million in total liabilities, and $80.9 million in total stockholders' equity. The company's consolidated balance sheet at June 30, 2007, also showed strained liquidity with $259.4 million in total current assets available to pay $335.7 million in total current liabilties. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?2253 Capital and Liquidity At June 30, 2007, total debt was $354.9 million, an increase of $33.9 million from $321.0 million at Dec. 31, 2006. Total stockholders' equity decreased by $39.6 million in the first six months of 2007 primarily due to a net loss, partially offset by an increase in accumulated other comprehensive income. At June 30, 2007, the ratio of long-term debt to total capitalization was 81%, up from 73% at Dec. 31, 2006. At June 30, 2007, the company was utilizing $34.1 million of its revolving facility for cash borrowings and $16.7 million for letters of credit. At July 31, 2007, cash borrowing under the revolving credit facility had increased to $44.4 million primarily due to payment of approximately $8 million in annual Canadian property taxes due in July. Under the Forbearance Agreement with the company's senior lenders, the revolving facility has been reduced to $67.0 million, with maximum limits of $50.0 million and $17.0 million for cash borrowings and letters of credit, respectively. As a result of the unwaived default, the company has classified all outstanding cash borrowings under the revolving facility and the term loans under its credit agreement as current liabilities at June 30, 2007. Cash requirements in the first six months of 2007 included an increase in net working capital of $6.4 million and $11.4 million for capital expenditures. In the second quarter of 2007, Pope & Talbot's capital expenditures were $6.2 million and depreciation and amortization totaled $10.4 million. Going Concern Doubt As reported in the Troubled Company Reporter on April 12, 2007, KPMG LLP expressed substantial doubt on Pope & Talbot Inc.'s ability to continue as a going concern after auditing the company's financial statements for the year ended Dec. 31, 2006. The auditing firm pointed to the company significant borrowings and the uncertainty over the company's ability to comply with the financial covenants in future periods. About Pope & Talbot Pope & Talbot Inc. (NYSE: POP) -- http://www.poptal.com/ -- is a pulp and wood products company. The company is based in Portland, Oregon. The company was founded in 1849 and produces market pulp and softwood lumber at mills in the U.S. and Canada. Markets for the company's products include the U.S., Europe, Canada, South America, and the Pacific Rim. PORT TOWNSEND: Court Confirms Plan of Reorganization ---------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington under supervision of the Honorable Samuel J. Steiner confirmed Port Townsend Paper Corporations restructuring plan and now has an effective date of Aug. 27, 2007. There were no objections raised and the creditors voted overwhelmingly to approve the plan. "This action will allow the Company to complete the restructuring process and move forward," Emmett Bergman, the company's interim CFO said. "We want to recognize the hard work of our restructuring team led by Gayle Bush and Emmett Bergman, Katy Samiljan, the teams from Akin Gump, Alverez and Marsal, and Jefferies," John Begley, President and CEO, said. The plan includes paying creditors claims, liens and contract cures within 5 business days of the effective date. PT Holdings Company, Inc., through its wholly owned subsidiary Port Townsend Paper Corporation -- http://www.ptpc.com/-- produces fiber-based lightweight containerboard in the U.S. and corrugated products in western Canada. The Port Townsend Paper family of companies employs approximately 800 people and annually produces more than 320,000 tons of unbleached Kraft pulp, paper and linerboard at its mill in Port Townsend, Washington. The company also operates three Crown Packaging Plants, two BoxMaster Plants, and the Crown Creative Group, located in British Columbia and Alberta. The company and its two affiliates, PTPC Packaging Co. Inc., and Port Townsend Paper Corporation filed for chapter 11 protection on Jan. 29, 2007 (Bankr. W.D. Wash. Lead Case No. 07-10340). Gayle E. Bush, Esq., and Katriana L. Samiljan, Esq., at Bush Strout & Kornfeld, represent the Debtors. When the Debtors filed for protection from their creditors, they listed estimated assets of more than $100 million. PRAMILA SRIVASTAVA: Case Summary & 16 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Pramila Srivastava 117 North Washington Drive Sarasota, FL 34236 Bankruptcy Case No.: August 13, 2007 Chapter 11 Petition Date: August 13, 2007 Court: Middle District of Florida (Tampa) Judge: Paul M. Glenn Debtor's Counsel: David W. Steen, Esq. 602 South Boulevard Tampa, FL 33606-2630 Tel: (813) 251-3000 Estimated Assets: $100,000 to $1 Million Estimated Debts: $1 Million to $100 Million Debtor's 16 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Option One Mortgage $1,050,000 1270 Northland Drive Suite 2005 Saint Paul, MN 55120 Dan Branch personal guaranty $160,000 c/o Jason A. Lessinger, Esq. on loan Icard Merrill Cullis 2033 Main Street, Suite 500 Sarasota, FL 34237 M. Jay Lancer personal guaranty $160,000 c/o Scott D. McKay, Esq. McKay Law Firm, P.A. 2055 Wood Street, Suite 120 Sarasota, FL 34237 MD1, L.L.C. lawsuit $160,000 Robert Lee personal guaranty $160,000 Flagship Bank personal guaranty $135,000 on loan Horizon Bank $127,000 Progressive Employer personal guaranty $50,000 Services on loan Tropicana Federal C.U. Tundra & Avalon $15,000 Barbara Ford-Coates Tax property taxes $11,000 Citibank $10,000 Home Depot Credit Services $6,750 Sears $5,000 Bank of America unknown Comcast Cablevision unknown Florida Power & Light unknown QMG HOLDINGS: S&P Places Corporate Credit Rating at "B" ------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating and negative outlook to Newton, Massachuseets-based business-to-business publisher and trade show holding company QMG Holdings Inc., which is analyzed on a consolidated basis with operating subsidiary Questex Media Group Inc. At the same time, S&P assigned a bank loan rating of 'B', at the same level as the corporate credit rating on QMG, and a recovery rating of '3' to the company's $180 million first-lien credit facilities. The recovery rating indicates S&P's expectation of meaningful (50%-70%) recovery in the event of a payment default. The first-lien credit facilities consist of a $30 million revolving credit facility due 2012, a $105.6 million term loan B due 2014, and a $44.4 million delayed-draw credit facility. S&P also assigned a bank loan rating of 'CCC+', two notches below the corporate credit rating, and a recovery rating of '6' to the company's $55 million second-lien term loan due 2014. The recovery rating of '6' indicates S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. The company's debt structure also includes an unrated $30 million 14.5% pay-in-kind loan. Questex Media used proceeds from the transaction to refinance its capital structure, to fund acquisitions, and to pay a one-time $26 million special dividend to shareholders. The company intends to use its $44.4 million delayed-draw facility to acquire Oxford Publishing Inc. and pay down a small draw on the revolving credit facility. Pro forma for the transaction, total debt outstanding was $238.3 million as of June 30, 2007. "The ratings on Questex Media reflect the company's aggressive financial policy, high debt leverage, small cash flow base, and significant cash flow concentration in a few publications and trade shows," said Standard & Poor's credit analyst Tulip Lim. "Also, the company has a limited operating history as a consolidated entity, mature growth prospects in its magazines, expectation of cyclical operating performance, and exposure to cyclical and volatile industry sectors." These factors are only modestly offset by Questex Media's good competitive position in its niche markets; good near-term revenue visibility; and low tax, working capital, and capital expenditure requirements. Questex Media was created in May 2005 with the acquisition of select assets from Advanstar Inc. Questex Media's operations include 27 trade magazines, 45 expositions, several business-to- business Web sites, and a relatively small information services operation. QUESTEX MEDIA: Moody's Places Corporate Family Rating at B3 ----------------------------------------------------------- Moody's Investors Service assigned a B3 first-time Corporate Family rating to Questex Media Group, Inc. The B3 CFR reflects Questex's high leverage (estimated by Moody's at around 8 times debt to EBITDA at the end of 2007); the acquisitiveness of its management team; its shareholder focus (evidenced by a $26 million dividend paid in May 2007); its vulnerability to B-2-B advertising spending; and the competition faced by many of its product offerings. Ratings are supported by the long-standing reputation enjoyed by a number of Questex's niche trade shows and publications; the diversification of its customer base; its low capital spending needs and the attractive margins of its portfolio of properties, especially those of its trade shows. Details of the assigned ratings are: -- $30 million senior secured first lien revolving credit facility -- B1, LGD3, 32% -- $150 million senior secured first lien term loan -- B1, LGD3, 32% -- $55 million senior secured second lien term loan -- Caa2, LGD5, 82% -- Corporate Family rating -- B3 -- Probability of Default rating -- B3 The rating outlook is stable. Moody's does not rate $30 million of senior notes issued by Questex's parent. The stable rating outlook reflects the defensibility of some of Questex's niche publications and conferences, the value and severability ascribed to its portfolio of properties and Moody's expectation that free cash flow generation will provide an opportunity for moderate leverage reduction, absent further acquisitions. Headquartered in Newton, Massachusetts, Questex Media Group, Inc. is a global, diversified business-to-business integrated media provider. Pro-forma for completed acquisitions, the company recorded sales of $122 million during 2006. QWEST COMM: Appoints Edward A. Mueller as Chairman and CEO ---------------------------------------------------------- Qwest Communications International Inc. and its board of directors named Edward A. Mueller, a telecommunications veteran, chairman and chief executive officer, succeeding Richard C. Notebaert, who disclosed in June that he would be retiring. Mr. Mueller, 60, has more than 34 years of telecommunications industry experience. He served as president and chief executive officer of Ameritech from 2000 to 2002; president of SBC International Operations from 1999 to 2000; and president and chief executive officer of Pacific Bell from 1997 to 1999. He joined SBC in 1968 and held other executive level positions in the company, including president and chief executive officer of Southwestern Bell Telephone. Mr. Mueller left Ameritech and, in 2003, was elected CEO of Williams-Sonoma, after being named to its board in 1999. Williams-Sonoma owns and operates home-centered retail chains, including Williams-Sonoma and Pottery Barn. “Ed is a proven leader with a broad background of communications and retail experience,” Mr. Notebaert said. “We are most fortunate to have him join Qwest at a time when his proven leadership skills are well suited to meet the challenges of a highly competitive industry in a rapidly changing consumer and business marketplace, whose retirement is effective Aug. 15. “Ed was my top recommendation to the board, and I am confident he will build on Qwest's strong foundation and continue to drive the Spirit of Service to our customers across the country.” “I have enormous respect for Dick Notebaert and for what he has accomplished during his highly successful tenure as CEO,” Mr. Mueller said. “Qwest has made great strides in upgrading and solidifying its infrastructure, and has built an impressive reputation for putting the customer first. When you combine the company's improved financial position and impressive set of assets, there's a great opportunity for continued growth. I'm eager to get started and begin delivering on the promises we have made to our customers, our employees and all our stakeholders.” “We conducted a global search for our new CEO, examining both internal and external candidates,” Frank P. Popoff, lead director on the Qwest board and former chairman and CEO of Dow Chemical Company, said. “Ed Mueller's unique combination of telecom and consumer marketing experience, and his demonstrated leadership talent, made him the unanimous choice of our directors. Dick Notebaert did an outstanding job in returning the company to profitability and significantly improved its customer service. He leaves the company in excellent condition. The board believes that Ed has just the right mix of skills and expertise to drive growth and profitability.” A native of St. Louis, Mr. Mueller holds a bachelor's degree in Civil Engineering from the University of Missouri and an executive M.B.A. degree from Washington University. In addition to his telecom and Williams-Sonoma experience, he serves as a member of the board of directors at VeriSign Inc., The Clorox Company and GSC Acquisition Company. Mr. Mueller and his family will relocate to the Denver area. About Qwest Communications Based in Denver, Colorado, Qwest Communications International Inc. (NYSE: Q) -- http://www.qwest.com/-- provides voice, data, and video services for businesses, government agencies and consumers -- locally and throughout the United States. * * * As of March 31, 2007, the company had total stockholders' deficit of $1.5 million, from total assets of $20.7 million and total liabilities of $22.2 million. RF MICRO: Inks Merger Agreement with Sirenza Microdevices --------------------------------------------------------- RF Micro Devices Inc. and Sirenza Microdevices have signed a definitive merger agreement. The combination will: -- accelerate RFMD's penetration of multiple high-growth markets; -- increase RFMD's total addressable market by approximately 67% to more than $20 billion; -- enable RFMD to extend its deep high-performance IC design and integration expertise into Sirenza's multi-market end markets; -- diversify RFMD's global customer base; -- strengthen RFMD's management team; and -- enhance RFMD's margin profile. Under the terms of the merger agreement unanimously approved by the boards of directors of the two companies, each outstanding share of Sirenza's common stock will be exchanged for a combination of 1.7848 shares of RFMD common stock and $5.56 in cash. Outstanding options to purchase Sirenza stock will be assumed by RFMD and converted into options to purchase RFMD stock. Based on RFMD's closing stock price on Aug. 10, 2007, the last trading day prior to the transaction, the consideration is valued at $16.64 per share, which represents a 17% premium over Sirenza's closing stock price on such date, and an offer value of approximately $900 million comprised of $300 million in cash with the balance in stock. The transaction is intended to allow all or a portion of the consideration receivable in RFMD stock to be tax-free to Sirenza stockholders. Upon completion of the transaction, current RFMD and Sirenza stockholders will own approximately 67% and 33%, of the combined company on a fully diluted basis. The transaction is expected to be completed in RFMD's third fiscal quarter, ending Dec. 29, 2007, and is subject to approval by the stockholders of both companies well as regulatory approval. RFMD expects the transaction to be accretive to non-GAAP EPS within six months of closing, with modest synergies assumed. The management teams of RFMD and Sirenza will be combined to address the expanded opportunities created by the merger. Bob Van Buskirk, president and CEO of Sirenza, will relocate to North Carolina and will lead RFMD's new Multi-Market Products Group. Bob Bruggeworth, president and CEO of RFMD, will continue as president and CEO of the combined company. The post-closing board of directors of the combined company is expected to consist of nine members from RFMD and two members from Sirenza. “This strategic acquisition brings together two companies with leadership positions and considerable expertise in RF systems and solutions,” Bob Bruggeworth, president and CEO of RFMD, said. “It creates the world's largest, most diversified and best-positioned RF Company, with a broad set of customers and a diversified product portfolio of high performance components and systems- level solutions.” “The transaction will allow RFMD to capitalize on the RF integration and systems-level design expertise we continue to pioneer in the cellular world and apply those capabilities across Sirenza's broad footprint in multiple high-growth RF markets, including broadband/CATV, wireless infrastructure, WiMAX and aerospace and defense,” Mr. Bruggeworth added. “Similarly, the transaction will allow Sirenza to expand its revenue stream beyond component-level solutions and drive supply chain and procurement efficiencies, as a result of RFMD's leadership in high-volume semiconductor manufacturing,” Mr. Bruggeworth continued. “Our two businesses are highly complementary in terms of customers, markets, products and manufacturing expertise, and our combination will create an RF market leader with breadth, scale and capabilities that are unrivalled.” "We are very pleased to be announcing this transaction, which we believe clearly serves not only best interests of the shareholders of Sirenza, but also the interests of the shareholders of RFMD well as the customers and employees of both companies," Bob Van Buskirk, president and CEO of Sirenza, said. “We have great potential to accelerate revenue growth and expand margins by leveraging the technology base, supply chain and leadership position RFMD has achieved.” “There is a tremendous opportunity to apply the highly integrated, systems-level design expertise demanded by RFMD's cellular handset customers to the markets that Sirenza currently serves,” Mr. Buskirk added. “RFMD and Sirenza serve customers representing a combined total addressable market of greater than $20 billion, and our very complementary companies can deliver more highly integrated solutions that will enhance the quality, efficiency and performance of our customers' end-products.” Merrill Lynch & Co. acted as exclusive financial advisor to RFMD, and Banc of America Securities LLC acted as exclusive financial advisor to Sirenza. About Sirenza Microdevices Based in Broomfield, Colorado, Sirenza Microdevices (Nasdaq: SMDI) -- http://www.sirenza.com/and at http://www.premierdevices.com/ -- is a supplier of radio frequency components. The company has operations in China, Germany and the U.S., Sirenza and its subsidiary Premier Devices design and develop RF components for the commercial communications, consumer, and aerospace, defense and homeland security equipment markets. Sirenza's integrated circuit, multi- chip module and passive product lines include amplifiers, power amplifiers, cable TV amplifiers, circulators, isolators, mixers, splitters, transformers, couplers, modulators, demodulators, transceivers, tuners, discrete devices, signal source components, government and military specified components, and receiver ICs for satellite radio. About RF Micro Devices Headquartered in Greensboro, North Carolina, RF Micro Devices Inc. (Nasdaq: RFMD) -- http://www.rfmd.com/-- designs and manufactures radio systems and solutions for mobile communication applications. * * * Standard and Poor's rated B+ RF Micro Devices' long term foreign and local issuer credit on October 2003. RONALD L. SORRILL: Case Summary & 16 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Ronald L. Sorrill dba Sorrill Rentals 695 East 2100th Place Liberty, IL 62347 Bankruptcy Case No.: 07-71657 Chapter 11 Petition Date: August 11, 2007 Court: Central District of Illinois (Springfield) Debtor's Counsel: E. Mont Robertson, Esq. 510 Maine Street, Suite 800 Quincy, IL 62301 Tel: (217) 223-6363 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 16 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Corn Belt Bank and Trust 23 parcels $2,988,089 Company consisting of farm 643 West Washington land, single and Pittsfield, IL 62363 multi-family residences and commercial rental property; value of security: $2,492,900 co-signers on $1,191,675 mortgage loan of B&R Property Management, Inc. First National Bank of Barry 4 single family, $285,000 P.O. Box 156 duplex and Barry, IL 62312 building lots; value of security: $200,500 American General Finance junior mortgage $43,749 on real estate property Sallie Mae student loans $33,000 Adams County Collector 2006 real estate $32,025 taxes Brown County Collector 2006 real estate $27,855 taxes American Airlines Federal husband's vehicle; $14,000 value of security: $11,600 unsecured loan $7,800 Bank of America credit card $14,489 purchases VISA credit card $3,800 purchases tenant security $2,210 deposits as shown on rent roll Chase VISA credit card $6,300 purchases Robert Roman Electric electrical work $6,000 Discover credit card $5,500 purchases Savemore Carpets purchase of $5,300 floor coverings Tom Geise Plumbing plumbing work $4,994 Miller Construction building demolition $4,000 Capital One credit card $2,300 purchases SALTON INC: Amends Senior Credit; Extends Termination to Dec. 2008 ------------------------------------------------------------------ Salton Inc. entered into an amendment to its senior credit facility. The amendment provides the company with additional borrowing capacity, extends the termination date of the facility to Dec. 31, 2008, and, subject to certain conditions, extends the date on which the company must repay the outstanding over-advances under the facility to Nov. 10, 2007. William Lutz, Salton's chief executive officer and chief financial officer, said "We are very pleased to have secured this amendment to our senior credit facility along with receiving the continued support from our senior lenders. The additional proceeds from this facility will be used to ensure that we meet our obligations to our vendor partners so that we can deliver on our commitments to our customers in the coming months. While our primary focus is on ensuring the supply of products to our customers, management and our board of directors continue to actively explore and evaluate a number of strategic alternatives." Headquartered in Lake Forest, Illinois, Salton Inc. (NYSE:SFP) -- http://www.saltoninc.com/-- designs, markets and distributes branded, high-quality small appliances, home decor and personal care products. Its product mix includes a range of small kitchen and home appliances, electronics for the home, time products, lighting products, picture frames and personal care and wellness products. * * * Moody's Investors Service assigned its Ca rating to Salton Inc.'s 12-1/4% senior subordinated notes due April 15, 2008. STEAKHOUSE PARTNERS: Posts $2 Mil. Net Loss in Qtr. Ended June 26 ----------------------------------------------------------------- Steakhouse Partners Inc. reported a net loss of $2.0 million for the thirteen weeks ended June 26, 2007, compared with a net loss of $317,000 for the same period ended June 27, 2006. Revenues, net, for the thirteen-week period ended June 26, 2007, decreased to $11.7 million from $12.7 million for the thirteen- week period ended June 27, 2006. This decline was the result of a decrease in same-store sales of 5.7% in 2007 versus the same thirteen-week period in 2006. The decrease in same store sales is attributable to a decrease of 9.2% in the 16 west coast units versus a 2.3% same store sales increase in the 9 mid-west units versus the same thirteen-week period in 2006. The increase in net loss for the thirteen-week period ended June 26, 2007, was principally the result of soft revenue for the period compounded with higher discounts, additional expenses associated with the Forbearance Agreement and reduction-in-force. General and administrative expenses increased to $1.4 million for the thirteen-week period ended June 26, 2007, from $1.0 million for the thirteen-week period ended June 26, 2006. Interest expense increased to $678,000 for the thirteen-week period ended June 26, 2007, from $308,000 for the comparable period in 2006. The principal reasons for this increase in expense was the additional interest expense associated with the Forbearance Agreement executed on June 12, 2007. At June 26, 2007, the company's consolidated balance sheet showed $28.6 million in total assets, $25.2 million in total liabilities, and $3.4 million in total stockholders' equity. The company's consolidated balance sheet at June 26, 2007, also showed strained liquidity with $1.6 million in total current assets available to pay $15.5 million in total current liabilities. Full-text copies of the company's consolidated financials statements for the quarter ended June 26, 2007, are available for free at http://researcharchives.com/t/s?226f Going Concern Doubt Mayer Hoffman McCann PC, in San Diego, Calif., expressed substantial doubt about Steakhouse Partners Inc.'s 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 reported that the company has been unable to earn a profit during any year, and that the company also maintained a current ratio of 0.15:1 and 0.21:1 for Dec. 31, 2006 and 2005, respectively. Additionally, the company had a working capital deficit of approximately $11.9 million and $9.7 million in 2006 and 2005, respectively. In addition, on June 12, 2007, the company entered into a Forbearance Agreement with the Class 4 Creditor Trust, which was established pursuant to the company's Plan of Reorganization, in response to the company's default under its obligations to these creditors. Under the Agreement, the company is required to sell assets or secure financing to repay the Class 4 Creditors Trust in full by Nov. 15, 2007 (with interest, penalties and additional professional fees the total amount required to satisfy this obligation will be approximately $5.6 million). The company is also required to either make certain minimum payments or enter into contracts for the sale of assets equal to: (1) $2 million by June 30, 2007; (2) another $1 million by Aug. 31, 2007; (3) another $1 million by Sept. 30, 2007 and (4) finally, another $1 million by Oct. 31, 2007. If the company is unable to generate profits and unable to obtain additional financing for its working capital requirements, it may have to curtail its business sharply or cease business altogether. About Steakhouse Partners Headquartered in San Diego, Calif., Steakhouse Partners Inc. (OTC BB: STKP.OB) -- http://www.paragonsteak.com/ -- through its wholly owned subsidiary Paragon Steakhouse Restaurants Inc., owns and operates 23 restaurants in 8 states. Steakhouse operates principally under the names of Hungry Hunter, Hunters Steakhouse, Mountain Jack's, and Carver's. Steakhouse Partners filed for Chapter 11 protection on Feb. 15, 2002 (Bankr. C.D. Calif. (Riverside Div.) Case No. 02-12648). The company emerged from bankruptcy on Dec. 31, 2003, pursuant to a Plan of reorganization. SUMMERWIND AT THE BLUFFS: Files Amended Disclosure Statement ------------------------------------------------------------ The United States Bankruptcy Court for the Central District of California will convene a hearing on Sept. 14, 2007, at 9:00 a.m., to consider the adequacy of Summerwind at the Bluffs LLC's Fourth Amended Disclosure Statement explaining their Chapter 11 Plan of Reorganization. Plan Funding Under the Plan, the Debtor will obtain $15,000,000 new loan from Integrated Financial Associates, secured by a first priority deed of trust on the Debtor's real property. The proceeds of the new loan will be deposited in an account, which will be distributed to the Debtor's creditors. Additionally, the Debtor said that the proceeds of the loan will be used to: i. establish an interest reserve to pay: a. orgination and brokerage fees of $600,000; and b. insurance and closing costs of $30,000; ii. provide funding for the completion of legal entitlements for the development of the Debtor's real property; and iii. provide sufficient funds to pay $525,000 fee to IFA, in case the Debtor elects to extend the term of the new loan. The new loan will bear interest at 13.5% and will due a year after the date of funding. Treatment of Claims Under the Plan, Administrative Claims will be paid in full. All Secured Claims against the Debtor will also be paid in full from the proceeds of the new loan. Holders of Priority Unsecured Claims are entitled to receive cash equal to the allowed amount of the claim on the effective date. General Unsecured Claims, totaling $822,417, will be paid in full. Debtor's failure to comply with the terms for the payment of secured and unsecured claim will constitute cause to convert the Debtor's Chapter 11 cases to Chapter 7 liquidation proceeding. Ehline Carpinteria and Creative Energy Corporation, equity interests holders of the Debtor, will retain their interest, under the Plan A full-text copy of Summerwind at the Bluffs' Fourth Amended Disclosure Statement is available for a fee at: http://www.researcharchives.com/bin/download?id=070814214309 Headquartered in La Quinta, Calif., Summerwind at the Bluffs LLC filed a Chapter 11 Petition on November 22, 2006 (Bankr. C.D. Calif. Case No. 06-13504). Todd C. Ringstad, Esq. and Nanette D Sanders, Esq., at Ringstad & Sanders LLP represent the Debtor in its restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in this case. As reported in the Troubled Company Reporter on April 3, 2007, the Debtor listed total assets of $31,660,277 and total debts of $18,968,309. SUPERCONDUCTOR TECH: Posts $2 Mil. Net Loss in Qtr. Ended June 30 ----------------------------------------------------------------- Superconductor Technologies Inc. reported on Aug. 2, 2007, its results for the quarter and six months ended June 30, 2007. Net loss for the second quarter was $2.0 million, compared to a net loss of $2.9 million in the first quarter of 2007 and $22.7 million in the second quarter of 2006, which included a non- cash goodwill impairment charge of $20.1 million. Total net revenues for the second quarter were $4.7 million, compared to $4.2 million in the first quarter of 2007 and $5.0 million in the year ago second quarter. Net commercial product revenues for the second quarter of 2007 were $3.7 million, compared to $3.5 million in the first quarter of 2007 and $3.9 million in the second quarter of 2006. Government and other contract revenue totaled $1.0 million during the 2007 second quarter, compared to $649,000 in first quarter of 2007 and $1.1 million during the year ago period. Jeff Quiram, STI's president and chief executive officer, said, "We are pleased to add three new customers, each contributing 10% or more of our revenues in the second quarter as they moved beyond the technical evaluation stage to commercial deployment. Our government business grew sequentially in the second quarter, and we expect government revenue to continue to increase in the future as we deliver on the initial $4.7 million Air Force contract we signed in April. Finally, as we face the challenges of growing our revenues, by continuing to effectively manage our current assets and operating expenses we have succeeded in further reducing our quarterly breakeven level to approximately $8.3 million." For the six-month period ending June 30, 2007, the net loss was $4.9 million, compared to $25.9 million for the prior year's first half including the non-cash goodwill impairment charge of $20.1 million. Total net revenues were $8.9 million, compared to $9.9 million for the first half of 2006. Net commercial product revenues for the first half of 2007 were $7.2 million, compared to $8.4 million in the year ago period. The company recorded $1.7 million in government and other contract revenues for the first half of 2007, compared to $1.4 million for the first half 2006. As of June 30, 2007, STI had $6.5 million in working capital, including $2.9 million in cash and cash equivalents. As of June 30, 2007, STI had a commercial product backlog of $143,000 compared to $63,000 at the end of the first quarter of 2007 and $800,000 at the end of the year-ago quarter. At June 30, 2007, the company's consolidated balance sheet showed $16.8 million in total assets, $3.6 million in total liabilities, and $13.2 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?226d Going Concern Doubt As reported in the Troubled Company Reporter on April 26, 2007, Stonefield Josephson Inc. in Los Angeles, California, expressed substantial doubt about Superconductor Technologies Inc.'s ability to continue as a going concern after auditing the company's financial statements as of Dec. 31, 2006. The auditing firm pointed to the company's substantial net losses and accumulated deficit of $190.8 million as of Dec. 31, 2006. About Superconductor Technologies Based in Santa Barbara, California, SuperConductor Technologies Inc. (NasdaqCM: SCON) -- http://www.suptech.com/-- provides advanced wireless solutions, innovative adaptive filtering, and cryogenics products for commercial and government applications. STI's SuperLink(R) solution increases capacity utilization, lowers dropped and blocked calls, extends coverage, and enables faster wireless data rates. Its AmpLink(TM) solution enhances the performance of wireless base stations by improving receiver sensitivity and geographic coverage. TABS 2006-6: Moody's Puts $22.5 Mil. Class C Notes Rating on Watch ------------------------------------------------------------------ Moody's Investors Service placed watch for possible downgrade these classes of notes issued by TABS 2006-6, Ltd. -- Class Description: $140,000,000 Class A2 Senior Secured Floating Rate Notes Due 2047 Prior Rating: Aa2 Current Rating: Aa2, on watch for possible downgrade -- Class Description: $60,000,000 Class A3 Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: A2 Current Rating: A2, on watch for possible downgrade -- Class Description: $30,000,000 Class B1 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Baa1 Current Rating: Baa1, on watch for possible downgrade -- Class Description: $40,000,000 Class B2 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Baa2 Current Rating: Baa2, on watch for possible downgrade -- Class Description: $22,500,000 Class B3 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Baa3 Current Rating: Baa3, on watch for possible downgrade -- Class Description: $22,500,000 Class C Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Ba2 Current Rating: Ba2, on watch for possible downgrade According to Moody's, its rating action is the result of the deterioration in the credit quality of the underlying collateral pool which is largely backed by RMBS. TARGA RESOURCES: $450MM Loan Cues S&P to Affirm "B" Credit Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on midstream energy company Targa Resources Inc. following the company's announcement of the new $450 million bank loan at holding company Targa Resources Investments Inc. At the same time, S&P affirmed its 'B+' rating and '2' recovery rating, reflecting the expectation of substantial (70% to 90%) recovery in the event of payment default, on Targa's existing $1.25 billion senior secured term loan ($1.234 billion was outstanding March 31, 2007), $300 million senior secured synthetic LOC facility, and $250 million senior secured revolving credit facility. S&P also affirmed our 'CCC+' rating on Targa's $250 million senior unsecured notes due 2013. In addition, S&P withdrew its previously assigned ratings on Targa's proposed $2.475 billion secured financing. The outlook is stable. The rating actions follow the company's decision not to pursue its previously announced $2.475 billion refinancing launched on July 19, 2007. Instead, the company left its existing debt in place and pursued a $450 million loan at holding company Targa Resources Investments. Proceeds from the $450 million debt will be used to fund a distribution to equity owners Warburg Pincus, Merrill Lynch, and management. "The ratings affirmations reflect the leveraging effect of the holding company debt on the Targa corporate family and Standard & Poor's consolidated rating methodology," said Standard & Poor's credit analyst Plana Lee. The 'CCC+' rating on the unsecured debt, which is two notches below the corporate credit rating, reflects the structural subordination of unsecured versus secured lenders in a default scenario. For speculative-grade issuers, if the ratio of priority debt to assets exceeds 30%, the rating on the unsecured issue is lowered two notches from the corporate credit rating. For an updated recovery analysis on the company's existing senior secured bank loans, see the recovery report to be published. TARRANT COUNTY: Moody's Holds "Ca" Rating on Series 2001A Bonds --------------------------------------------------------------- Moody's Investors Service affirmed the underlying Ca rating on Tarrant County Housing Finance Corporation's Multifamily Housing Revenue Bonds Senior Series 2001A. The senior series bonds continue to be MBIA insured and carry a Aaa insured rating. At this time Moody's also affirms the C rating on the Subordinate Series 2001C bonds. The outlook on all tranches of debt has been changed to stable from negative. Legal Security Special obligation of the issuer. Bonds are secured by rental revenue and any funds pledged to bondholders under the trust indenture. Recent Developments Moody's has discussed the current physical and financial health of the property with MBIA. MBIA has taken certain protective advances, such as funding some needed capital improvements, in an effort to bolster occupancy and general financial stability at the property. The owner has secured new property management, Pacific West Corp, towards the same goal. MBIA will continue to offer protective advances in support of this project and is committed to a longer-term work-out for Crossroads. Outlook The outlook on the bonds is stable as the new property management, the property owner, and MBIA work together to improve occupancy levels at Crossroads. Considering MBIA's current commitment to the project and the resulting expectation of full recovery for senior bondholders in case of the property's sale, Moody's believes that the financial position of the project is stable in the near term. THOMPSON & WALTERS: Files Amended Disclosure Statement in Oregon ---------------------------------------------------------------- Thompson & Walters Nursery LLC filed with the U.S. Bankruptcy Court for the District of Oregon a Second Amended Disclosure Statement explaining their Second Joint Amended Chapter 11 Plan of Liquidation. The Debtor said that it is a party to certain loan agreements with Union Bank, which the Debtor borrowed $10 million in principal amount, secured by all of the Debtor's assets. The Debtor paid $5,500,000 to the bank on account of its secured claim on Dec. 21, 2006. As of April 30, 2007, the bank asserts a $3,408,165 remaining amount owed by the Debtor. The Debtor has settled and paid several Statutory Lien Secured Claims totaling $524,425. The Debtor states that it has preference and other avoidance claim that would bring additional funds for distrbution to creditors. Currently, the Debtor is investigating for possible fraudulent transfer actions against former owners of the Debtor. As of July 1, 2007, the Debtor has $3,155,768 in cash. Treatment of Claims Under the Plan, Administrative Claims will be paid in full. On the effective date, Priority, Booker Tans Brokerage LLC Secured and Statutory Lien Secured Claims will be entitled to receive cash in an amount sufficient to render the claim. The Debtor tells the Court that the remaining Statutory Lien claims approximately $424,779 were improperly filed and, hence, do not have priority over Union Bank's secured claim. The bank commenced an adversary proceeding against the Statuory Lien holders, which is pending before the Court at present. The Debtor disclosed that Booker has not filed any unsecured claim as of the filing of the Disclosure Statement. Union Bank's secured claim will also be paid in full. Nothwithstanding the foregoing, the disbursing agent with the Debtor's Official Committee of Unsecured Creditors' consent will make partial distribution to the bank. Holders of General Unsecured Claims, totaling $16,339,393 in aggregate, will receive a pro rata share. In the Debtor's Plan, it states that the Unsecured Claims may not receive any distribution. All Interests Claims against the Debtor will not entitled to receive any distributions under the Plan. Headquartered in Cornelius, Oregon, Thompson & Walters Nursery LLC wholesales and retails nursery stock. The Company filed for chapter 11 protection on Oct. 5, 2006 (Bankr. D. Or. Case No. 06-33096). Jeanette L. Thomas, Esq., at Perkins Cole LLP represents the Debtor. Jeffrey C. Misley, Esq. at Sussman Shank LLP represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it estimated assets of 24,538,461 and debts of $27,187,244. TURNER MEDIA: Wants Until September 19 to File Schedules -------------------------------------------------------- Turner Media Group Inc, nka The Media Group, and its debtor- affiliates ask the U.S. Bankruptcy Court for the District of Colorado to extend, until Sept. 19, 2007, their deadline to file schedules of assets and debts and statement of financial affairs. The Debtors contend that the extension is necessary citing the size and complexity of their organization, the tremendous volume of materials that must be assembled and compiled. the multiple locations of these information, and the limited staff available to review these information. Headquartered in Denver, Colorado, Turner Media Group, Inc., nka The Media Group -- http://www.themediagroup.com/-- provides interactive T.V. advertising, direct response programming and transactional TV. The company and its two affiliates, Turner Advertising Group, LLC, and The Networks Group LLC, filed for chapter 11 protection on Aug. 5, 2007 (Bankr. D. Colo. Case Nos. 07-18546 through 07-18548). Peter W. Ito, Esq., at Baker & Hostetler LLP, represents the Debtors. When the Debtors filed for protection from the creditors, they listed estimated assets and debts between $1 million and $100 million. VALENCE TECH: June 30 Balance Sheet Upside-Down by $67.9 Million ---------------------------------------------------------------- Valence Technology, Inc. reported on Aug. 8, 2007, its financial results for the fiscal first quarter ended June 30, 2007. At June 30, 2007, the company's consolidated balance sheet showed $19.6 million in total assets, $78.9 million in total liabilities, and $8.6 million in redeemable convertible preferred stock, resulting in a $67.9 million total stockholders' deficit. The company reported a net loss available to common shareholders of $4.4 million, compared to a net loss of $5.7 million for the first quarter of fiscal 2007. For the first quarter of fiscal 2008, the company reported total revenue of $4.1 million, up 28 percent from $3.2 million for the first quarter of fiscal 2007. Gross margin improved to $525,000 compared with $22,000 last year. Excluding a $414,000 favorable inventory reserve adjustment, gross margin improved to $111,000 compared with $22,000 last year. "I am pleased to report improved financial results in virtually all areas of our business," said Robert L. Kanode, president and chief executive officer of Valence Technology. "Our team continues to work diligently to increase revenue, improve gross margin and reduce operating costs to reach our ultimate goal of profitability." Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?226c Going Concern Doubt As reported in the Troubled Company Reporter on June 21, 2007, PMB Helin Donovan LLP, in Austin, Tex., expressed substantial doubt about Valence Technology, Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended March 31, 2007. The auditing firm pointed to the company's recurring losses from operations, negative cash flows from operations and net stockholders' capital deficit. The company has incurred operating losses each year since its inception in 1989 and had an accumulated deficit of $521 million as of June 30, 2007. About Valence Technology Headquartered in Austin, Texas, Valence Technology, Inc. (Nasdaq: VLNC) -- http://www.valence.com/-- develops and markets Lithium Phosphate Rechargeable Batteries. The company has facilities in Austin, Texas; Las Vegas, Nevada; Mallusk, Northern Ireland and Suzhou, China. VERTICAL ABS: Moody's Puts $22 Mil. Class C Notes Rating on Watch ----------------------------------------------------------------- Moody's Investors Service placed these notes issued by Vertical ABS CDO 2007-1, Ltd. on watch for possible downgrade: -- The $157,000,000 Class A2 Senior Secured Floating Rate Notes Due 2047 Prior Rating: Aa2 Current Rating: Aa2, on watch for possible downgrade -- The $57,000,000 Class A3 Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: A2 Current Rating: A2, on watch for possible downgrade -- The $70,000,000 Class B1 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Baa2 Current Rating: Baa2, on watch for possible downgrade -- The $32,000,000 Class B2 Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Baa3 Current Rating: Baa3, on watch for possible downgrade -- The $22,000,000 Class C Mezzanine Secured Deferrable Interest Floating Rate Notes Due 2047 Prior Rating: Ba2 Current Rating: Ba2, on watch for possible downgrade According to Moody's, the rating actions are the result of deterioration in the credit quality of the transaction's underlying collateral pool, which consists primarily of RMBS Securities and CDOs. WAVE SYSTEMS: Posts $4.8 Million Net Loss in Quarter Ended June 30 ------------------------------------------------------------------ Wave Systems Corp. reported on Aug. 8, 2007, its results for the second quarter of 2007. For the second quarter of 20007, the company reported a net loss of $4.8 million, compared to a net loss of $4.5 million for the second quarter of 2006. Principally reflecting an increase in license revenues in the second quarter of 2007 versus last year, Wave's second quarter of 2007 net revenues rose to $1.4 million, compared to the second quarter of 2006 net revenues of $910,000. The improvement in license revenues, which was principally due to increased royalties from shipments of Wave software by Wave's leading OEM partner, more than offset over $200,000 in services revenues recorded from a government contract in the year-ago quarter. Gross profit for the second quarter of 2007 rose to $1.2 million compared to $555,000 in Q2 2006. As of June 30, 2007, Wave had cash and equivalents of $12.5 million and no long-term debt. Steven Sprague, Wave's president and chief executive officer, commented, "Wave continued to achieve revenue growth in the second quarter principally as a result of contributions from the bundling of our EMBASSY(R) Trust Suite (ETS) software with shipments of our OEM partners. "Importantly, in late July our leading PC OEM commenced shipments of our ETS with EMBASSY Trusted Drive Manager security software bundled with certain notebook PCs configured with Seagate's Momentus 5400 (Full Disc Encryption) FDE.2 hard drives. Supporting FDE drive shipments represents an important new market opportunity for Wave. Enterprise sales of Wave's FDE software bundle have already closed so far in the third quarter of 2007. In the third quarter we have also achieved the first sales of our EMBASSY Remote Administration Server (ERAS), which provides enterprises with central management and auditing of their data protection solutions. We believe the ERAS server is an important component that can be used to demonstrate that the data on a lost or stolen laptop was securely encrypted. "With more than four million copies of our bundled software delivered to customers this last quarter, Wave continued to be one of the leading suppliers of the infrastructure and tools to manage and deploy Trusted Platform Module (TPM) security chips. Wave is continuing to invest in our products and services that enable the enterprise to take advantage of the embedded security they are buying with PCs that ship with TPMs. We believe strong authentication, strong data protection and network access control represent the important applications that allow enterprises to leverage the capabilities of the TPM. In each application we have teamed with major partners to pursue the opportunity to deliver very attractive, cost effective and easy-to-deploy solutions. "In the last quarter, we achieved significant progress in the data protection and Network Access Control markets and continued the evolution of our solutions. We believe the steady growth in trusted computing features and functionality, the growing global installed base of PCs with TPM chips and growing industry awareness and appreciation of the value trusted computing can provide, could all serve to support our effort to initialize enterprise sales in the coming quarters." At June 30, 2007, the company's consolidated balance sheet showed $14.4 million in total assets, $3.2 million in total liabilities, and $11.2 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended June 30, 2007, are available for free at http://researcharchives.com/t/s?226e Going Concern Doubt KPMG, in Boston, expressed substantial doubt about Wave Systems Corp.'s ability to continue as a going concern after auditing the company's consolidated financial statements as of the years ended Dec. 31, 2006, and 2005. The auditing firm pointed to the company's recurring losses from operations and accumulated deficit. About Wave Systems Wave Systems Corp. (NasdaqGM: WAVX) -- http://www.wave.com/ -- develops, produces and markets computing applications and services with advanced products, infrastructure and solutions across multiple trusted platforms from a variety of vendors. Wave holds a portfolio of significant fundamental patents in security and e- commerce applications and employs some of the world's leading security systems architects and engineers. * Hunton & Williams Names Michael Silva as Partner in Miami ----------------------------------------------------------- Hunton & Williams LLP reported that Michael A. Silva, a distinguished international and private wealth tax lawyer, joined the firm as partner in the Miami office. Mr. Silva, who is also a certified public accountant, has 13 years of experience in tax law and more than 10 years of experience in international tax and private wealth tax planning. "[Mr. Silva] is a talented attorney and brings with him a commitment to clients and to the community," said Marty Steinberg, managing partner of the Miami office of Hunton & Williams. "With his addition, we continue to build our tax, private wealth and international law practice." At Hunton & Williams, Mr. Silva will lead and run the private wealth tax and estate planning practice for the firm's high net worth clients, and work on building the Tax & ERISA and commercial practice groups in South Florida. Mr. Silva's legal practice includes advising domestic clients on U.S. income, estate and gift tax issues and offshore planning matters and foreign clients on U.S. income, estate, gift and pre- immigration tax issues, with a focus on tax planning related to real property investments, cross-border transactions and banking activities. In addition to his law practice, Mr. Silva has been an adjunct professor of law at the University of Miami Law School Graduate Tax program since 2004 and is the author of several Florida Bar Continued Legal Education Materials. Silva, who is fluent in Portuguese, earned his Juris Doctor and Masters in Accounting from the University of Florida College of Law & Business School. He earned his bachelor degree from the University of Florida Fisher School of Accounting. Mr. Silva is board certified by the Florida Bar in Tax Law and International Law and is licensed to practice before the United States Tax Court. In the community, Mr. Silva has served on the finance and administration committee of the United Way since 2002 and provided pro bono legal counsel for the Miami Lighthouse for the Blind since 1996. In addition to making the dean's list in his pursuit of his degrees, he was also the captain of the UF soccer team, served on the UF student council and earned the Deloitte & Touche Internship Award during his pursuit of his bachelor's degree. He currently resides in Key Biscayne, Florida. Mr. Silva joins another tax partner resident in the Miami office of Hunton & Williams, Cary Tolley, who has practiced federal income tax law at the firm for over 30 years and recently relocated to the Miami office of the firm after 20 years practicing in, and managing, the firm's New York Office. Mr. Tolley currently practices from both the New York and Miami offices of the firm. About Hunton & Williams Hunton & Williams LLP -- http://www.hunton.com/-- provides legal services to corporations, financial institutions, governments and individuals, as well as to a broad array of other entities. Since our establishment more than a century ago, Hunton & Williams has grown to more than 975 attorneys serving clients in 100 countries from 19 offices around the world. While our practice has a strong industry focus on energy, financial services and life sciences, the depth and breadth of our experience extends to more than 60 separate practice areas, including bankruptcy and creditors rights, commercial litigation, corporate transactions and securities law, intellectual property, international and government relations, regulatory law, products liability, and privacy and information management. * U.S. Trustee Program Wants to Hike Fees by 30% ------------------------------------------------ The U.S. Trustee Program of the Department of Justice has submitted a proposal that seeks to increase quarterly fees by 30% assessed to debtors under chapter 11 of the Bankruptcy Code. The office contends that quarterly fees haven't increased since 1996 and that the recent proposal in approximately equal to the inflation rate since 1996. The proposed fee increase, which the DOJ office hopes to take effect by Jan. 1, 2008, is expected to get a $46,427,055 revenue of which 50% will be collected in the first year of implementation. The USTP also proposes changes in the Disbursement Ranges which showed that big businesses' quarterly fees could increase to as much as 200%. Proposed Disbursement Ranges Fee Fees Increase ------------------ --- ---- -------- $0 - $14,999 $250 $325 30% $15,000 - $75,999 $500 $650 30% $75,000 - $149,999 $750 $975 30% $150,000 - $224,999 $1,250 $1,625 30% $225,000 - $299,999 $1,500 $1,950 30% $300,000 - $999,999 $3,750 $4,875 30% $1 million - $1,999,999 $5,000 $6,500 30% $2 million - $2,999,999 $7,500 $9,750 30% $3 million - $4,999,999 $8,000 $10,400 30% $5 million - $14,999,999* $10,000** $15,000 50% $15 million - $29,999,999* $10,000** $20,000 100% $30 million or more* $10,000** $30,000 200% * Proposed New Disbursement Ranges. Under the current scheme, the maximum range is $5 million or more ** Equivalent under current scheme. * Vinson & Elkins Adds Six Lawyers in Houston and New York Offices ------------------------------------------------------------------ International law firm Vinson & Elkins LLP is significantly expanding its insolvency and reorganization law practice in New York and Houston as six of the nation's most prominent bankruptcy lawyers with more than 180 years collective experience are joining the firm. V&E is proud to announce that Denis Cronin, Jane Vris, and Dov Kleiner of Cronin & Vris are joining V&E's New York office as partners effective August 20. J. Ronald Trost and Larry Cherkis, also of Cronin & Vris, are joining V&E as Counsel in New York. Mr. Cronin, Ms. Vris, Mr. Kleiner and Mr. Cherkis were formerly with Wachtell, Lipton, Rosen & Katz. Mr. Trost is a past chair of the National Bankruptcy Conference and one of the primary architects of the current U.S. Bankruptcy Code. In addition, Vinson & Elkins is pleased to announce that Harry Perrin, co-head of the energy-focused investment bank Petrie Parkman's Restructuring Business and a former bankruptcy partner at the law firm Weil Gotshal & Manges, is joining the firm's Houston office as a partner. The six lawyers have handled some of the largest, most complex bankruptcies and reorganizations in history. Their clients include creditors, debtors, potential purchasers of assets from distressed companies, and equity investors in companies emerging from Chapter 11. "We are delighted that Denis, Jane, Dov, Ron and Larry have decided to join us in New York," says Vinson & Elkins Managing Partner Joe Dilg. "They share our vision for growth and expansion for V&E in New York. V&E lawyers have worked with them for many years and know them to be not only lawyers of the highest stature, but also individuals with great integrity. They are precisely the type of lawyers we want to attract as we recommence building our practice in New York. "Harry Perrin is widely viewed in Texas and New York as one of the leading legal advisors on bankruptcy, insolvency, and creditors' rights," adds Mr. Dilg. “His investment banking and legal expertise will be a tremendous addition to our IR practice." Dan Stewart, head of V&E's national Insolvency and Restructuring practice, says the 30 lawyers in the firm's IR group make it one of the largest and most experienced in the nation. "As we continue to build our New York office, we are thrilled to add the outstanding lawyers at C&V," says Mr. Stewart, who offices in Dallas and New York. "Denis, Jane and Ron are renowned as three of the best restructuring attorneys in the country, and all of the C&V lawyers possess client and managerial skills and experience that will assist greatly in V&E's effort to build our flagship New York office. "Harry Perrin is one of the most recognized restructuring professionals in the nation," says Mr. Stewart. "Harry's client skills and boardroom experience in energy and other industries will enable V&E to deliver high quality legal services to our clients." The new lawyers joining V&E include: Denis Cronin, 59, a graduate of Fordham University School of Law, will be co-chair of V&E's Insolvency and Reorganization Practice Group. He also will be active in the firm's management and leadership decision-making, especially as it applies to expanding the firm's New York office. Mr. Cronin has been named by Best Lawyers in America for more than 20 consecutive years. He was a partner at Wachtell, Lipton from 1978 to 1993, and managing partner of the New York law firm for six of those years. Jane Vris, 51, is a 1983 graduate of New York University Law School, where she was Managing Editor of the Law Review. She was a founding partner of Cronin & Vris, a bankruptcy boutique law firm she and Mr. Cronin started in 1997. Prior to that, Ms. Vris was at Wachtell, Lipton where she was a partner in the creditors rights group. She is a member of the National Bankruptcy Conference and has been a long-time contributing editor to Collier on Bankruptcy, the leading treatise on bankruptcy in the United States. Harry Perrin, 54, a 1980 graduate of the University of Houston School of Law, co-headed Petrie Parkman's Restructuring Business from 2001 to 2006, when it was purchased by Merrill Lynch. Prior to that, he was a partner for 10 years in the business finance and restructuring group at Weil Gotshal. Dov Kleiner, 40, received his MBA and law degree from Columbia University in 1994. He was a lawyer at Wachtell, Lipton from 1994 until 2001, when he joined Cronin & Vris, where he was a partner. Most recently, Mr. Kleiner, Ms. Vris and Mr. Trost represented Entergy Corp. in connection with the Chapter 11 case of its subsidiary, Entergy New Orleans, in the aftermath of Hurricane Katrina. J. Ronald Trost, 74, who received his law degree at the University of Texas, is considered one of the fathers of the modern U.S. Bankruptcy Code, having been one of its chief architects and proponents in 1978. He has served as chairman of the National Bankruptcy Conference from 1996 until 2004. He was a partner at Sidley Austin, where he served as managing partner of the firm's Los Angeles office and chair of its Corporate Reorganization and Bankruptcy Group. Laurence Cherkis, 64, who graduated from New York University School of Law, chaired the Real Estate Law Practice at Wachtell, Lipton for many years and recently has been Of Counsel at Cronin & Vris. "Cronin & Vris has been approached by numerous first-tier law firms over the years, but we never came close to having serious discussions with any firm until Vinson & Elkins approached us," says Mr. Cronin. "We have worked with their partners on matters for more than 25 years and know the firm very well. Most important, it is the character of the firm and lawyers that made them stand above the others. "Vinson & Elkins is committed to making its New York office a flagship office second to none in the country," says Mr. Cronin. "As new partners in the New York office, we will focus on achieving that objective as soon as possible." Adds Ms. Vris, "V&E also has great depth in the areas we felt we needed to complement our restructuring work. Restructuring has increasingly involved leverage through litigation and a strong, well-rounded litigation capability has become critical in our area. Corporate and tax are also always essential to restructuring. V&E has all of these and more." About Vinson & Elkins Vinson & Elkins' insolvency and reorganization team of 30 lawyers is one of the largest and most experienced in the country. The firm's lawyers are engaged in matters on behalf of debtors, lender groups, ad hoc creditor committees, official creditor committees, secured and unsecured creditors, and trustees. V&E has experienced practitioners adept at all phases of the insolvency and restructuring process, including pre-bankruptcy filing or post-bankruptcy filing. Vinson & Elkins was established in 1917 and is one of the world's largest international law firms. The firm has more than 700 lawyers practicing in Austin, Beijing, Dallas, Dubai, Houston, Hong Kong, London, Moscow, New York, Shanghai, Tokyo and Washington D.C. Vinson & Elkins offers a wide range of legal services. Clients include public and private companies, financial institutions, municipalities, governments of sovereign nations, entrepreneurs, families and individuals. V&E is a primary sponsor of the American Bar Association's Silver Gavel Awards, which recognizes and promotes legal journalism. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- 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. 16, 2007 TURNAROUND MANAGEMENT ASSOCIATION Young Professionals Networking Event TBA, Philadelphia, Pennsylvania Contact: 215-657-5551 or http://www.turnaround.org/ Aug. 17, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual Fishing Trip Point Pleasant, New Jersey Contact: 908-575-7333 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, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or 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. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Annual Networking at the Yards Oriole Park at Camden Yards, Baltimore, Maryland Contact: 215-657-5551 or http://www.turnaround.org/ Sept. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Body of Knowledge - CTP Review Class Chicago, Illinois Contact: http://www.turnaround.org/ Sept. 18, 2007 TURNAROUND MANAGEMENT ASSOCIATION 14th Annual Connecticut Children's Medical Center Fundraiser Golf Outing Woodbridge Country Club, Woodbridge, Connecticut Contact: 203-265-2048 or 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. 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. 26-27, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Florida Annual Golf Tournament Tampa, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Sept. 27, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting TBA, Arizona 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. 4, 2007 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 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 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION IWIRC Annual Fall Conference Orlando, Florida 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. 11, 2007 TURNAROUND MANAGEMENT ASSOCIATION Winn Dixie Bankruptcy University Club, Jacksonville, Florida Contact: 561-882-1331 or http://www.turnaround.org/ Oct. 12, 2007 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Presentation by George F. Will: The Political Argument Today Orlando, Florida Contact: http://www.ardent-services.com/ 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. 23, 2007 BEARD AUDIO CONFERENCES Partnerships in Bankruptcy Contact: 240-629-3300; http://www.beardaudioconferences.com/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION Capital Markets Case Study Seattle, Washington Contact: http://www.turnaround.org/ Oct. 25, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Oct. 26, 2007 AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium Hotel Adlon Kempinski, Berlin, Germany Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 30, 2007 TURNAROUND MANAGEMENT ASSOCIATION Luncheon Centre Club, Tampa, Florida Contact: 561-882-1331; 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 Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or http://www.turnaround.org/ Nov. 1, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Breakfast TBD, Hackensack, New Jersey Contact: 908-575-7333; 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 Aloha Airlines Story Bankers Club, Miami, Florida Contact: http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Australia 4th Annual Conference and Gala Dinner Hilton, Sydney, Australia Contact: http://www.turnaround.org/ Nov. 14, 2007 TURNAROUND MANAGEMENT ASSOCIATION Dinner TBA, 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; http://www.turnaround.org/ Nov. 22, 2007 TURNAROUND MANAGEMENT ASSOCIATION Networking Mixer TBA, Vancouver, British Columbia Contact: 206-223-5495; http://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 INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING CONFEDERATION Holiday Gala Yale Club, New York, New York Contact: http://www.iwirc.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Special Speaker TBD, New Jersey Contact: 908-575-7333; http://www.turnaround.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION Special Speaker Hilton, Sydney, Australia Contact: http://www.turnaround.org/ Nov. 29, 2007 TURNAROUND MANAGEMENT ASSOCIATION TMA Arizona Chapter Meeting Contact: http://www.turnaround.org/ Dec. 6, 2007 TURNAROUND MANAGEMENT ASSOCIATION Seattle Holiday Party Athletic Club, Seattle, Washington Contact: 206-223-5495; 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. 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; http://www.turnaround.org/ Jan. 10, 2008 TURNAROUND MANAGEMENT ASSOCIATION Luncheon University Club, Jacksonville, Florida Feb. 7, 2008 TURNAROUND MANAGEMENT ASSOCIATION Breakfast Event Carnelian Room, San Francisco, California Contact: 510-346-6000 ext 226 or http://www.turnaround.org/ Mar. 25-29, 2008 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Ritz Carlton Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Apr. 3-6, 2008 AMERICAN BANKRUPTCY INSTITUTE 26th Annual Spring Meeting The Renaissance, Washington, District of Columbia Contact: http://www.abiworld.org/ Apr. 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 4-7, 2008 ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS 24th Annual Bankruptcy & Restructuring Conference J.W. Marriott Spa and Resort, Las Vegas, Nevada Contact: http://www.airacira.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. 3-5, 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/ June 21-24, 2009 INTERNATIONAL ASSOCIATION OF RESTRUCTURING, INSOLVENCY & BANKRUPTCY PROFESSIONALS 8th International World Congress TBA Contact: http://www.insol.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/ 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/ BEARD AUDIO CONFERENCES 2006 BACPA Library Audio Conference Recording Contact: 240-629-3300; http://www.beardaudioconferences.com; http://researcharchives.com/t/s?20fa 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 Handling Complex Chapter 11 Restructuring Issues 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 IP Rights In Bankruptcy 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 Partnerships in Bankruptcy: Unwinding The Deal 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 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/ 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/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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 ***