/raid1/www/Hosts/bankrupt/TCR_Public/070822.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 22, 2007, Vol. 11, No. 198
Headlines
ADVANCED CARDIOLOGY: Hires Aviles Cruz as Special Counsel
ADVANCED MICRO: Completes $1.5 Bil. Offering of 5.75% Senior Notes
AES CORP: Fitch Affirms B+ Issuer Default Rating
ALLIANCE ATLANTIS: Moody's Withdraws Ba2 Corporate Family Rating
ARTESIAN POOLS: Voluntary Chapter 11 Case Summary
ASIA GLOBAL: Posts $2.8 Mil. Net Loss in Six Months Ended June 30
ASSET SECURITIZATION: Fitch Holds B- Rating on Three Cert. Classes
BALLY TOTAL: Court Okays Modification of Reorganization Plan
BANYAN CORP: Posts $1.7 Million Net Loss in Quarter Ended June 30
BLACK PRESS: Moody's Revises Developing Outlook to Stable
BUCKEYE TECHNOLOGIES: Calls for $60 Mil. Redemption of Sr. Notes
CAPITAL ONE: Says Market Conditions Spur Mortgage Unit Closure
CATHOLIC CHURCH: Davenport Wants Until October 1 to File Plan
CATHOLIC CHURCH: Davenport Gives More Info on Consultant Request
CATHOLIC CHURCH: "Expert Witness" Files Report on San Diego
CATHOLIC CHURCH: San Diego "Show Cause" Hearing Set on September 6
CHASE FUNDING: Fitch Takes Rating Actions on Various Cert. Classes
COAST FOUNDRY: Case Summary & 19 Largest Unsecured Creditors
COI MIDWEST: Plan Confirmation Hearing Scheduled on September 20
COMPLETE RETREATS: Files Amended Joint Plan of Liquidation
COMPLETE RETREATS: Withdraws Notice of XRoads Termination
CONSOL ENERGY: Board Increases Dividend by 43%
DEATH ROW: Dr. Dre Wants Copyright on 1992 Album Returned
DELPHI CORP: Disclosure Statement Hearing Scheduled on October 3
DELPHI CORP: Wants to Establish Adversary Proceeding Procedures
EL PASO: Moody's Affirms Ba3 Corporate Family Rating
EL PASO: Intergys Energy Deal Does Not Affect Fitch's Ratings
ENERJEX RESOURCES: June 30 Balance Sheet Upside-Down by $1.0 Mil.
EXIDE TECHNOLOGIES: Wants Until October 31 to Object to Claims
EXIDE TECHNOLOGIES: Posts $35.7MM Net Loss in Qtr. Ended June 30
FIRST MAGNUS: Case Summary & 20 Largest Unsecured Creditors
FORD MOTOR: Potential Buyers Wary of New EU Emissions Rules
GENESCO INC: Finish Line Hires Bain & Co. to Assist Merger Plan
GLEN ACRES: Voluntary Chapter 11 Case Summary
GLOBAL HOME: Wants Exclusive Plan-Filing Period Extended to Oct. 9
GLOBAL HOME: Panel Balks at Request for Exclusive Period Extension
HALO TECHNOLOGY: Files for Voluntary Chapter 11 Protection
HALO TECHNOLOGY: Case Summary & 119 Largest Unsecured Creditors
HANOVER COMPRESSOR: Completes $550 Mil. Tender Offer of Sr. Notes
HANOVER COMPRESSOR: Trusts to Redeem $133MM & $250MM Senior Notes
HAYES LEMMERZ: Names James Yost as Executive Vice Pres. and CEO
HELLER FINANCIAL: Moody's Junks Rating on $9.6 Mil. Class M Certs.
HUNTSMAN CORP: Paying $0.10/Share Dividend on Sept. 28
INROB TECH: June 30 Balance Sheet Upside-Down by $466,390
INTERACT HOLDINGS: June 30 Balance Sheet Upside-Down by $2 Million
INTERSTATE BAKERIES: Wants to Reject 10 Unexpired Property Leases
INTERSTATE BAKERIES: Wants to Sell Brewer Property for $540,000
INYX USA: Stephen Gray Appointed as Chapter 11 Trustee
JOURNAL REGISTER: Declining Sales Cue Moody's Ratings Review
KRAIG KNAPHUS: Case Summary & Five Largest Unsecured Creditors
LANDRY'S RESTAURANTS: Holders Agree to Reinstate 7.5% Senior Notes
LSI CORP: Board Approves $500 Million Stock Repurchase Program
LSI CORP: Selling Mobility Products Business to Infineon Tech.
LUMINENT MORTGAGE: Inks LOI with Arco Capital on Liquidity Issues
MAIN STREET: Court Set to Approve Bid Procedures Tomorrow
MEDICOR LTD: U.S. Trustee Objects to Sale of Assets
MEDICOR LTD: Court Okays Lowenstein Sandler as Bankruptcy Counsel
MERITAGE MORTGAGE: S&P Junks Ratings on Two Certificate Classes
MERRILL LYNCH: S&P Lifts Low-B Ratings on 11 Certificate Classes
MORGAN STANLEY: Fitch Holds Low-B Ratings on Six Cert. Classes
MPS GROUP: Subsidiary Buys Professionals Provider - Judd Farris
MUSICLAND HOLDING: Confirmation Hearing Adjourned to September 27
MUSICLAND HOLDING: Panel Supports Vendors' Stance on Wachovia Plea
NASDAQ STOCK: Hires J.P. Morgan to Explore Sale of LSE Stake
NASDAQ STOCK: Urges OMX Shareholders to Snub Bourse Dubai's Offer
NATIONWIDE HEALTH: To Redeem All of 7.677% Preferred Securities
NELLSON NUTRACEUTICAL: Auction for Assets Scheduled Today
NEW RIVER: Judge Ray Approves Charles Nichols as Accountant
NORTHWEST AIRLINES: Court Approves M&T and MAC Settlement Pact
OFFICEMAX INC: S&P Revises Outlook to Positive from Stable
OPTION ONE: Negative Performance Cues S&P to Lower Ratings
PACIFIC LUMBER: Files 13-Week Cash Flow Budget
PACIFIC LUMBER: Judge Schmidt Approves Scopac and BoNY Stipulation
PARMALAT SPA: Judge Drain Issues Permanent Injunction Order
PARMALAT SPA: Hearing on Liquidators' Request Moved to October 16
POGO PRODUCING: To Redeem $200 Mil. of 8-1/4% Senior Sub. Notes
POPULAR ABS: Mounting Delinquency Cues S&P to Lower Ratings
PW LLC: Trustee Wants Case Converted to Chapter 7
RADIO ONE: High Debt Concerns Cue S&P to Cut Rating to B from B+
RADNET MANAGEMENT: Moody's Rates Upsized Credit Facilities at Ba3
RELIANT ENERGY: Bankruptcy Filing Does Not Affect Fitch's Ratings
RISHA WILLIAMS: Case Summary & Eight Largest Unsecured Creditors
ROBERT COOPER: Case Summary & Eight Largest Unsecured Creditors
SAGEMARK COMPANIES: Posts $1.4 Mil. Net Loss in Second Quarter
SANMINA-SCI: Poor Operating Results Cue Moody's Ratings Review
SAPPHIRE TOWER: Judge Orders Sale of Project's Property
SATURN VENTURES: Fitch Downgrades Rating and Removes Neg. Watch
SAYBROOK POINT: Fitch Cuts Rating on $1.154 Million Shares to B+
SEA CONTAINERS: Wants Rule 2004 Discovery on GE SeaCo SRL
SEA CONTAINERS: Pension Deficit Reaches $383 Million, Report Says
SECURED ASSETS: Case Summary & 29 Largest Unsecured Creditors
SENTINEL MANAGEMENT: Faces SEC's Civil Fraud Charges
SHARPER IMAGE: Says Funds are Available for Plans
SOLUTIA INC: Has Until November 5 to Remove Civil Actions
ST. VINCENT'S: Expects to Emerge from Bankruptcy by Labor Day
TEREX CORP: Moody's Lifts Corporate Family Rating to Ba2
THORNBURG MORTGAGE: Fitch Junks Issuer Default Rating
TRANSDIGM INC: $300MM Exchange Offer of Sr. Notes Expires Today
TRANS ENERGY: Earns $119,069 in Second Quarter Ended June 30
TRIBUNE CO: S&P Cuts Rating to B+ and Retains Negative Watch
TRUE TEMPER: Moody's Junks Corporate Family Rating
TWEETER HOME: Trims Down HQ Staff Jobs as Part of Restructuring
UNISYS CORP: Moody's Reviews B2 Corporate Family Rating
US AIRWAYS: Court Extends Claims Objection Deadline to October 31
US AIRWAYS: Wants Seven Proofs of Claim Disallowed
VALENTEC SYSTEMS: June 30 Balance Sheet Upside-Down by $5.6 Mil.
VERASUN ENERGY: Completes ASAlliances's Ethanol Plants Buyout
VESCOR DEVELOPMENT: Case Summary & 27 Largest Unsecured Creditors
WCI COMMUNITIES: New Board Structure Includes Carl Icahn
WERNER LADDER: Trustee Objects to Panel's Disclosure Statement
WERNER LADDER: Case Conversion Hearing Moved to September 27
WHATELY CDO: Fitch Lowers Ratings on Two Note Classes to BB-
WHOLE FOODS: Appeals Court Puts Wild Oats Merger Deal On Hold
WHOLE FOODS: Moves Wild Oats Tender Offer Expiration to Aug. 27
WR GRACE: Dr. Florence Estimates PI Liabilities at $1.3 Billion
WR GRACE: Court Amends Deadlines on PI Estimation Proceedings
* Chrysalis' Unit Completes Acquisition of Holliston Mills
* Upcoming Meetings, Conferences and Seminars
*********
ADVANCED CARDIOLOGY: Hires Aviles Cruz as Special Counsel
---------------------------------------------------------
Advanced Cardiology Center Corp. obtained permission from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Aviles, Cruz & Associates, C.S.P. as its special counsel.
Aviles Cruz will handle corporate matters, including:
a) legal representation in administrative and labor
issues; and
b) judicial proceeding in the Mayaguez Superior
Court of First Instance of Puerto Rico
Edwin A. Aviles Perez, Esq., an Aviles Cruz partner,
disclosed that the firm will be billed $75 per hour
for its legal counseling and $100 per hour for legal
representation at administrative agencies or Court.
Mr. Perez assures the Court that the firm is a
"disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.
Mr. Perez can be reached at:
Edwin A. Aviles Perez, Esq.
Aviles, Cruz & Associates
P.O. Box 6255
Mayaguez, PR 00681
Tel: (787) 805-6262
Fax: (787) 832-2967
Based in Mayaguez, Puerto Rico, Advanced Cardiology Center Corp.
filed for Chapter 11 protection on Jan. 8, 2007 (Bankr. D. P.R.
Case No. 07-00061). Alexis Fuentes-Hernandez at Fuentes Law
Offices represents the Debtor. When the Debtor filed for
protection from its creditors, it listed assets of more than
$50 million and debts of $21,942,986.
ADVANCED MICRO: Completes $1.5 Bil. Offering of 5.75% Senior Notes
------------------------------------------------------------------
Advanced Micro Devices Inc. has closed its offering of
$1.5 billion aggregate principal amount of 5.75% Convertible
Senior Notes due 2012. The notes were privately offered to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended.
AMD received net proceeds from the offering of approximately
$1.48 billion after deducting discounts, commissions and estimated
offering expenses.
AMD used the net proceeds, together with available cash, to repay
in full the outstanding balance of the term loan AMD entered into
with Morgan Stanley Senior Funding, Inc. in October 2006.
Based in Sunnyvale, California, Advanced Micro Devices Inc. (NYSE:
AMD) -- http://www.amd.com/-- designs and manufactures
microprocessors and other semiconductor products. The company has
a facility in Singapore. It has sales offices in Belgium, France,
Germany, the United Kingdom, Mexico and Brazil.
* * *
As reported in the Troubled Company Reporter on Aug. 14, 2007,
Standard & Poor's Ratings Services affirmed its B/Negative/--
corporate credit rating on Sunnyvale, California-based Advanced
Micro Devices Inc. At the same time, S&P assigned its 'B' rating
to the company's $1.5 billion 5.75% senior convertible notes due
2012, and raised the rating on the company's existing senior
unsecured debt to 'B' from 'B-', because the company no longer has
secured debt in its capital structure.
AES CORP: Fitch Affirms B+ Issuer Default Rating
------------------------------------------------
Fitch Ratings has affirmed AES Corporation's Issuer Default Rating
at 'B+', and assigned a short-term IDR of 'B'.
Fitch has also taken these rating actions:
AES
-- Senior unsecured to 'BB/RR1' from 'BB/RR2'
AES Trust III
-- Trust preferred securities to 'B+/RR4' from 'B/RR5'.
AES Trust VII
-- Trust preferred securities to 'B+/RR4' from 'B/RR5'.
In addition, Fitch affirms these ratings:
AES
-- Senior secured credit facility at 'BB+/RR1';
-- Junior secured notes at 'BB+/RR1'.
The positive rating actions reflect improvement in asset values
based on Fitch's updated recovery analysis. Fitch uses a stressed
valuation for AES' assets, most of which are valued on a
discounted cash flow basis using a discount rate and terminal
multiple specific to each asset's operating and financial risks.
The stressed valuation is not reflective of AES' current value as
a going concern, and Fitch notes the estimated asset values may be
below current market levels. The trust preferred securities also
benefited from the company's redemption in 2006 of senior
subordinated notes, which reduced the structural subordination of
the trust preferred securities.
AES's ratings reflect the high level of parent-company recourse
debt, the structural subordination of that debt to project level
debt, the reliance on distributions from its subsidiaries for
parent-company debt service, and the shift in management's focus
to growth from improving credit quality. The ratings also reflect
the company's large base of cash flows from utility operations and
contracted generation as well as the diversification of cash flow
sources. The Stable Rating Outlook reflects Fitch's expectation
that credit metrics will stay within parameters for the current
rating as the company focuses its cash on investing rather than
debt reduction for the next several years.
One area of concern is the company's continued problems with its
financial reporting. AES has restated its financials five times
during the last three years, and delayed filing its 10-K twice.
Resolving the remaining Sarbanes-Oxley issues may result in
further restatements and delays. Although the restatements have
been relatively minor and non-cash in nature, the delays caused
technical defaults under the company's bank covenants. While AES
received waivers from its lenders in the past, the current credit
conditions may increase the difficulty of obtaining future waivers
and cause lenders to demand terms less favorable to the company.
The financial reporting problems also highlight the challenges of
managing operations spread across the world.
The current rating action does not affect the ratings of other AES
affiliates rated by Fitch. In general, these rated entities are
bankruptcy remote from AES by virtue of their legal structure or
by virtue of their country of location.
AES is a leading global power company, with 2006 sales of $12.3
billion. AES operates in 28 countries, with generating capacity
of 42,000 megawatts of electricity.
Fitch's Recovery Ratings are a relative indicator of creditor
recovery prospects on a given obligation within an issuers'
capital structure in the event of a default.
ALLIANCE ATLANTIS: Moody's Withdraws Ba2 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service withdrew Alliance Atlantis
Communications Inc.'s debt ratings following the Aug. 15, 2007,
completion of the company's previously announced plan of
arrangement whereby, among other things, all of the company's
rated debt was repaid as part of Alliance Atlantis being
reorganized into three separate self-sustaining and self-financed
entities.
Outlook Actions:
Issuer: Alliance Atlantis Communications Inc.
-- Outlook, Changed To Rating Withdrawn From Rating Under Review
Withdrawals:
Issuer: Alliance Atlantis Communications Inc.
-- Corporate Family Rating, Withdrawn, previously rated Ba2
-- Senior Secured Bank Credit Facility, Withdrawn, previously
rated Ba1 (LGD2 26)
-- Probability of Default Rating, Withdrawn, previously rated Ba3
Prior to its Aug. 15, 2007 reorganization, Alliance Atlantis
Communications Inc. was headquartered in Toronto, Canada, operated
a specialty television broadcast business, had a 51% interest in a
motion picture distribution business, and owned a 50% interest in
the CSI TV franchise.
ARTESIAN POOLS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Artesian Pools, L.L.C.
ta Allied Metal Services
2303 Pickwick Road
Gwynn Oak, MD 21207
Bankruptcy Case No.: 07-13442
Chapter 11 Petition Date: August 20, 2007
Court: Eastern District of Tennessee (Chattanooga)
Judge: R. Thomas Stinnett
Debtor's Counsel: Jerrold D. Farinash, Esq.
Kennedy, Koontz & Farinash
320 North Holtzclaw Avenue
Chattanooga, TN 37404
Tel: (423) 622-4535
Fax: (423) 622-4583
Total Assets: $3,528,203
Total Debts: $4,685,074
The Debtor does not have a list of its largest unsecured
creditors.
ASIA GLOBAL: Posts $2.8 Mil. Net Loss in Six Months Ended June 30
-----------------------------------------------------------------
Asia Global Holdings Corp. reported net income of $111,389 on net
revenues of $2.2 million for the second quarter ended June 30,
2007, compared with net income of $335,537 on net revenues of
$1.2 million for the comparable period in 2006.
For the six months ended June 30, 2007, the company reported a net
loss of $2.8 million on net revenues of $3.0 million, compared to
net income of $227,893 on net revenues of $1.6 million for the
same period ended June 30, 2006.
During the three and six months ended June 30, 2007, the company
generated nearly all its revenues from the Media and Advertising
division.
The decrease in net income for the three months ended June 30,
2007, is primarily attributable to $317,984 in costs related the
development of the company's TV broadcast businesses which is not
yet generating revenue.
The shift to a net loss for the six months ended June 30, 2007, is
primarily attributed to non-cash charges such as the issuance of
common stock valued at aproximately $3.0 million for professional
services and expenses, including production, promotion, employment
costs and other operating expenses totaling $734,782 related to
the company's expansion into TV media in China.
At June 30, 2007, the company's consolidated balance sheet showed
$6.3 million in total assets, $3.1 million in total liabilities,
$526,088 in minority intererst, and $2.6 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?22b7
Going Concern Doubt
Management believes there exists substantial doubt about Asia
Global Holdings Corp.'s ability to continue as a going concern.
For the six months ended June 30, 2007, the company had incurred a
net loss of approximately $2.8 million and had an accumulated
deficit of approximately $9.0 million at June 30, 2007.
Additionally, the company has incurred losses over the past
several years.
About Asia Global
Headquartered in Hong Kong, China, Asia Global Holdings Corp.
(OTC BB: AAGH.OB) -- http://www.asiaglobalholdings.com/-- was
incorporated in the Nevada on Feb. 1, 2002, as Longbow Mining Inc.
On May 12, 2004, Longbow Mining Inc. changed its name to
BonusAmerica Worldwide Corporation. On June 6, 2006, the company
changed its name to Asia Global Holdings Corp. AAGH is focused on
building businesses in China and other emerging regions and
markets in Asia and worldwide. The company has subsidiaries
participating in media and advertising, marketing services and
internet commerce. During 2007, AAGH entered the television
entertainment market, where it plans to sell advertising slots
that air during the broadcast of Who Wants To Be A Millionaire?
TV show in China. The company also has offices in the United
States and in mainland China.
ASSET SECURITIZATION: Fitch Holds B- Rating on Three Cert. Classes
------------------------------------------------------------------
Fitch maintains the Rating Watch Evolving designation of these
class of Asset Securitization Corp.'s commercial mortgage pass-
through certificates, series 1995-MD IV:
-- $54.2 million class B-1 at 'A+.
The $32.3 million class B-2, $829 class B-2H and interest only
class A-CS3 remain at 'B-/DR1' because of principal losses
resulting from the discounted payoff of the Hardage Hotel
Portfolio in July 2003.
Classes A-1, A-2, A-3, A-4 and A-5 have paid in full due to the
payoff of the Crescent loan as of the August 2007 distribution
date and class A-5 has been removed from Rating Watch Evolving.
One loan remains: Columbia Sussex, which has been fully defeased
and has an anticipated repayment date in 2015.
In addition to the principal paydown of the trust, funds received
from the Crescent loan repayment were applied to all outstanding
unpaid interest shortfalls. Class B-1 remains on RWE due to
potential future shortfalls due to litigation costs which may
occur before the class is paid in full. Class B-1 is currently
receiving principal payments from the scheduled amortization of
the Columbia Sussex loan, but could be impacted by litigation
costs in the future.
Certain interest-only bondholders filed suit against the special
servicer, CW Capital (formerly Criimi Mae) based on the special
servicer's handling of the respective resolutions of the Hardage
hotel portfolio and Motels of America loan, both of which were
resolved 2003. The timing of the pending trial and resulting
legal fees could cause shortfalls to class B-1 before it pays off.
Because classes B-1, B-2 and B-2H are principal only classes,
legal fees or adverse judgments would cause realized losses to B-2
first, followed by B-1. Fitch will revisit the ratings of B-1, B-
2 and B-2H once more information is known on the status of the
trial and any associated fees is known.
BALLY TOTAL: Court Okays Modification of Reorganization Plan
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
granted Bally Total Fitness Holding Corp.'s motion 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
approval from its creditors.
The Court also approved the Investment Agreement providing for
Harbinger's commitment to make a $233.6 million equity investment
in the company, and Restructuring Support Agreements among the
parties, including holders of approximately 80% of the company's
Senior Subordinated Notes and more than 55% of the company's
Senior Notes, reflecting their commitment to implement the
Harbinger-funded restructuring through the amended plan on the
same timetable as the company's original plan.
Under the amended plan, the company can consummate the
restructuring set forth in the Existing Plan under certain
circumstances.
In addition, the Court approved the company's debtor-in-possession
Financing and Exit Credit Facilities. The company expects to
close its DIP tomorrow, refinancing the existing senior secured
facility.
Morgan Stanley Senior Funding, Inc. is sole lead arranger and sole
bookrunner for the $292 million of super-priority secured DIP and
the senior secured exit credit facilities. The exit facilities
provide financing under the amended plan for either the Harbinger
funded proposal or the noteholder proposal.
The DIP and the exit facilities provide for a $50 million
revolving credit facility and a $242 million term loan.
"Obtaining the Court's authorization to amend our plan, without
requiring resolicitation of plan acceptances, is a significant
accomplishment and marks the beginning of a new era for Bally
Total Fitness," Don R. Kornstein, interim chairman and chief
restructuring officer of Bally Total Fitness, said. "We look
forward to executing on this plan in partnership with Harbinger,
and emerging promptly from chapter 11 protection as a stronger
company, with the financial resources to continue investing in our
clubs and facilities."
The confirmation hearing on the amended plan is scheduled for
Sept. 17, 2007. If confirmed the company expects to implement the
amended plan and emerge from chapter 11 by the end of
September 2007.
In re Bally Total Fitness of Greater New York, et al. Case No.
07-12395, is pending before the Honorable Burton R. Lifland in the
United States Bankruptcy Court for the Southern District of New
York.
More detailed information on the treatment of claims under the
amended plan is available on Bally Chapter 11 Information Hotline:
Toll Free: (888) 251-3046.
About Bally Total Fitness
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.
BANYAN CORP: Posts $1.7 Million Net Loss in Quarter Ended June 30
-----------------------------------------------------------------
Banyan Corp. reported a net loss of $1.7 million for the second
quarter ended June 30, 2007, compared with a net loss of
$912.2 million for the same quarter a year ago.
Revenue decreased to $1.4 million in 2007 from $1.6 million in
2006. A decrease in revenue from the diagnostic testing business
of $204,436 accounted for most of the decrease. In addition,
revenue from franchised operations decreased $32,734 as a result
of franchise terminations and decreased collections from
franchisees.
Loss from operations increased to $314,348 in 2007 from $126,422
in 2006 as a result of decreased revenue.
The increase is overall net loss is mainly a result of the
increases in loss from operations and management compensation.
In addition, the company entered in March 2007 into an addendum to
reduce the amount owed on the acquisition of Premier. Under the
terms of the addendum, the company agreed to pay a lump sum of
$250,000 in April 2007. The payment was not made because of a
shortage of working capital. The company has renegotiated the
addendum and restored the agreement to its original state.
Accordingly, $230,619 has been expensed during the quarter.
At June 30, 2007, the company's consolidated balance sheet showed
$5.3 million in total assets, $4.7 million in total liabilities,
and $580,144 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?22b5
Going Concern Doubt
Schwartz Levitsky Feldman LLP, in Toronto, expressed substantial
doubt about Banyan Corp.'s ability to continue as a going concern
after auditing the company's consolidated financial statements as
of the year ended Dec. 31, 2006. The auditing firm pointed to the
company's recurring losses from operations, working capital
deficiency and net stockholders' deficit.
The company has incurred operating losses for several years.
These losses have caused the company to operate with limited
liquidity and have created an accumulated deficit of $24.1 million
as of June 30, 2007.
About Banyan Corp.
Banyan Corporation (OTCBB: BANY.OB) is a publicly traded holding
company focused on investing in and building a network of
operating subsidiaries engaged in various innovative businesses.
Currently the company's subsidiary, Chiropractic USA Inc. is
focusing on the development of branded Chiropractic clinics
throughout North America by way of franchising and the use of
uniform operating systems and practices. The company's other
subsidiaries, Premier Medical Group LLC, and Virtual Medical
Systems, Inc., provide diagnostic testing services to physicians
nationwide in addition to marketing the VT3000 Electro-diagnostic
testing machine.
BLACK PRESS: Moody's Revises Developing Outlook to Stable
---------------------------------------------------------
Moody's Investors Service revised the ratings outlook for Black
Press Ltd to stable from developing following the company's
decision not to make a competing bid for Osprey Media Income Fund.
Concurrently, Moody's affirmed the company's Ba3 Corporate Family
and senior secured bank facility ratings. Black Press' outlook
was changed to developing on June 28, 2007 following the company's
announcement that it had made an offer to acquire Osprey for cash,
reflecting uncertainty regarding whether Black Press' offer would
prevail and, if so, the form of financing arrangements. With this
uncertainty now resolved, the ratings outlook has been restored to
stable. In addition, with there being no substantive change in
Black Press' business or financial profile, the ratings are
affirmed.
Outlook Actions:
Issuer: Black Press Ltd
-- Outlook, Changed To Stable From Developing
Black Press Ltd. is a privately held newspaper company (80.6%
owned by Chief Executive Officer David Black and his family with
the remaining 19.4% owned by Torstar Corporation, a publicly
traded, Toronto-based newspaper and book publisher) that owns and
publishes 115 community newspapers in Western Canada as well as
Washington, Hawaii and Ohio in the United States. The company is
headquartered in Victoria, British Columbia, Canada.
BUCKEYE TECHNOLOGIES: Calls for $60 Mil. Redemption of Sr. Notes
----------------------------------------------------------------
Buckeye Technologies Inc. has called for redemption prior to their
maturity $60 million in aggregate principal amount of its
outstanding 9-1/4% Senior Subordinated Notes due 2008, and will
redeem on Sept. 17, 2007, in accordance with their terms.
Upon completion of this redemption, none of the 2008 Notes will
remain outstanding. A formal notice of redemption has been sent
separately to the affected holders of the 2008 Notes, in
accordance with the terms of the indenture for the 2008 Notes.
Buckeye plans to finance this redemption using its new revolving
credit facility.
Headquartered in Memphis, Tennessee, Buckeye Technologies Inc.
(NYSE:BKI) -- http://www.bkitech.com/-- manufactures and markets
specialty fibers and nonwoven materials. The company currently
operates facilities in the United States, Germany, Canada, and
Brazil. Its products are sold worldwide to makers of consumer and
industrial goods.
* * *
As reported in the Troubled Company Reporter on June 19, 2007,
Moody's upgraded Buckeye Technologies Inc.'s corporate family
rating to B1 from B2 and maintained a stable outlook. All other
ratings were upgraded by one notch while the unsecured notes
were affirmed at B2.
CAPITAL ONE: Says Market Conditions Spur Mortgage Unit Closure
--------------------------------------------------------------
Capital One Financial Corporation said in a press statement
Monday that it will cease residential mortgage origination
operations at its wholesale mortgage banking unit, GreenPoint
Mortgage, effective immediately.
According to Capital One, current conditions in the secondary
mortgage markets create significant near-term profitability
challenges, given the company's "originate and sell" business
model.
Further, the company says, recent and continuing developments
in the mortgage markets reduce the long-term outlook for
profitability in the business, as the company expects markets for
prime, non-conforming mortgage products are likely to remain
challenged for the foreseeable future.
GreenPoint Mortgage will cease making new loan commitments
immediately, however, it will continue to meet its contractual
obligations to customers for loan commitments that are in the
pipeline with rates locked, the company adds.
The company estimated that the total after-tax charge associated
with the closure will be approximately $860 million, the vast
majority of which is expected to be incurred in 2007.
Approximately $650 million of the expenses result from the non-
cash write-down of goodwill associated with the acquisition of
GreenPoint Mortgage as part of the North Fork Bancorporation in
December 2006.
The remaining $210 million of after-tax charges includes
approximately $100 million in after-tax restructuring charges
associated with severance benefits and facilities closure, and
approximately $110 million after-tax valuation adjustments related
to ongoing operations in the third quarter.
As a result of the expected charges, the company is revising 2007
earnings guidance down by $2.15 per share (diluted). The company
now expects 2007 earnings of approximately $5.00 per share
(diluted). Without the charges related to the mortgage banking
business, the company would have maintained its existing earnings
guidance. Capital One's other businesses remain on a solid
trajectory, with revenue growth and credit performance in line
with expectations.
"The reductions in demand and pricing in the secondary mortgage
markets make it difficult to operate our wholesale mortgage
banking business profitably," said Gary Perlin, Capital One's
Chief Financial Officer.
"Beyond that, Capital One's other businesses are supported by
ample liquidity and funding including deep access to deposits, a
"stockpile" of subordinated credit card funding in place that
allows approximately $9 billion of AAA credit card funding going
forward, and a $25 billion portfolio of highly liquid securities."
GreenPoint Mortgage became a subsidiary of Capital One in December
2006, as part of the company's acquisition of North Fork
Bancorporation. GreenPoint's focus had long been the prime non-
conforming and near-prime markets, especially the Alt-A mortgage
sector.
Capital One Home Loans, based in Overland Park, KS, and Capital
One N.A., including its 750 local retail bank branch locations in
New York, New Jersey, Connecticut, Texas, and Louisiana, are not
directly affected by the decision. Capital One intends to
continue to originate and sell mortgage loans through Home Loans
and its bank branches where it has direct interactions with
customers, rather than brokers, which provides greater control of
the underwriting and origination process.
Capital One will retain a $12.5 billion mortgage portfolio, the
vast majority of which was held-for- investment (HFI) by Hibernia
and North Fork Banks at the time of their acquisition by Capital
One in 2005 and 2006. These loans continue to demonstrate solid
credit performance and generally consist of first liens with
relatively low loan-to-value ratios. The portfolio also includes
approximately $680 million of second lien mortgages originated by
GreenPoint Mortgage in late 2006 and early 2007.
In addition to the HFI portfolio, Capital One will retain exposure
to GreenPoint Mortgage's held-for-sale (HFS) mortgage portfolio
with $2.6 billion outstandings, the majority of which is committed
for sale under forward flow agreements.
The company also will retain exposure to future repurchases of
past GreenPoint production to meet representation and warranty
claims. With the addition of the estimated $110 million after-tax
valuation adjustments, Capital One believes that it has adequately
reflected the risk associated with these remaining exposures.
As part of the decision, the company will close GreenPoint's
California-based headquarters along with 31 locations across 19
states. The change will result in the elimination of
approximately 1,900 positions with the vast majority of these
positions being eliminated by the end of the year.
Impacted associates will receive career transition services
including one-on-one counseling and career seminars. All full-
time associates will be eligible for severance packages and will
receive outplacement and retraining assistance.
"Despite the difficult impact of this decision on GreenPoint and
its associates, Capital One remains a strong, diversified
institution as we continue to focus on our core banking and
lending businesses," said Capital One's Chairman and CEO Richard
D. Fairbank.
Headquartered in McLean, Virginia, Capital One Financial
Corporation -- http://www.capitalone.com/-- is a financial
holding company, with 725 locations in New York, New Jersey,
Connecticut, Texas and Louisiana. Its principal subsidiaries,
Capital One Bank, Capital One Auto Finance, Inc., and Capital One,
N.A., offer a broad spectrum of financial products and services to
consumers, small businesses and commercial clients.
* * *
Capital One Financial Corp. carries a "B" individual rating from
Fitch. The rating, placed on Aug. 16, 2002, with a positive
outlook, still applies to date.
CATHOLIC CHURCH: Davenport Wants Until October 1 to File Plan
-------------------------------------------------------------
The Diocese of Davenport and the Official Committee of Unsecured
Creditors jointly ask the U.S. Bankruptcy Court for the Southern
District of Iowa to further extend the Diocese's exclusive
periods to file a plan of reorganization through and including
October 1, 2007, and to solicit acceptances of that plan through
November 30.
Richard A. Davidson, Esq., at Lane & Waterman LLP, in Davenport,
Iowa, says the Diocese's claims agent has received a total of 156
claims from alleged victims of clergy sexual abuse as of the
Diocese's July 15, 2007 Claims Bar Date, and the Diocese and the
Creditors Committee are in the process of analyzing the Claims.
Mr. Davidson notes that the Diocese and the Creditors Committee
(i) have undertaken a comprehensive and extensive investigation
and analysis to determine what liability insurance coverage
may exist for the Claims, and
(ii) are presently attempting to reconstruct insurance coverage
for the periods of time when the Diocese had no actual
insurance policies, but had secondary evidence of insurance
coverage in various forms.
Both the Diocese and the Creditors Committee believe that proof of
liability insurance coverage will be developed, which Proof will
provide value in millions to the bankruptcy estate.
Mr. Davidson asserts that the Diocese and the Creditors Committee
need more time to develop the evidence necessary to establish the
Proof and to negotiate with the liability insurance carriers for
contributions toward a joint, comprehensive and global settlement
and consensual plan of reorganization.
According to Mr. Davidson, discussions between the Diocese and
the Creditors Committee regarding the structure of a joint and
consensual Plan are ongoing. However, given the severity and
magnitude of the Claims filed and the need to continue
discussions with Insurance Carriers, it is impractical at this
point to conclude and file a Joint Plan by August 15, 2007.
Although Davenport could have filed a Plan and a disclosure
statement by the August 15 deadline, the Diocese and the
Creditors Committee believe that doing so would have been
counterproductive and would be an inefficient use of judicial and
bankruptcy estate resources. The Diocese and the Creditors
Committee believe that the bankruptcy case will be more
efficiently resolved through a joint and consensual plan, rather
than a plan proposed only by the Diocese or through an attempted
cram down.
Moreover, the sought extension of the exclusive periods is not
intended to pressure creditors nor will it prejudice any
creditor's rights or interests, Mr. Davidson tells the Court. To
the contrary, the Extension will promote the resolution of the
Chapter 11 case in the most efficient and expeditious manner
without resorting to costly and counterproductive litigation. He
says that the Case has been filed for approximately 10 months,
and it is not anticipated that further extensions will be
necessary.
Given the size, complexity and uniqueness of the Case, it is not
unreasonable to expect that it will require another 45 days to
conclude a feasible Joint Plan between the Diocese and the
Creditors Committee, who are both committed to come up with a
Joint Plan, and who expect their negotiations to be successful,
Mr. Davidson says.
About Diocese of Davenport
The Diocese of Davenport in Iowa filed for chapter 11 protection
(Bankr. S.D. Ia. Case No. 06-02229) on October 10, 2006.
Richard A. Davidson, Esq., at Lane & Waterman LLP, represents the
Davenport Diocese in its restructuring efforts. Hamid R.
Rafatjoo, Esq., and Gillian M. Brown, Esq., of Pachulski Stang
Zhiel Young Jones & Weintraub LLP represent the Official Committee
of Unsecured Creditors. In its schedules of assets and
liabilities, the Davenport Diocese reported $4,492,809 in assets
and $1,650,439 in liabilities. (Catholic Church Bankruptcy News,
Issue No. 99; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
CATHOLIC CHURCH: Davenport Gives More Info on Consultant Request
----------------------------------------------------------------
To address the request for supplements by Habbo G. Fokkena, the
United States Trustee for Region 12, the Diocese of Davenport
files additional information with respect its application to
employ Insurance Archeology Group, as insurance archeology
consultants.
On behalf of Davenport, Richard A. Davidson, Esq., at Lane &
Waterman LLP, in Davenport, Iowa, informs the U.S. Bankruptcy
Court for the Southern District of Iowa that no budget has yet
been established for the insurance consulting services that would
be provided by Insurance Archeology. However, Brian Della Torre,
project manager for Insurance Archeology, assures Judge Jackwig
that his firm has special experience in researching external
sources to locate insurance policies, and has specific experience
with religious institutions. Mr. Della Torre says Insurance
Archeology would staff the proposed engagement with proper
personnel.
The personnel and applicable hourly rates that would be charged
for the services rendered to the Diocese are:
Name Position Rate
---- -------- ----
Michele Pierro executive vice pres. $350
Brian Della Torre project manager $225
Kristen Kopenzynski sr. research analyst $175
Cara Kantrowitz research analyst $115
Mr. Della Torre says Insurance Archeology will make every effort
to comply with the Court's requirements with respect to all
billings on the firm's services.
Accordingly, the Diocese asks Judge Jackwig to approve the
application to employ Insurance Archeology with compensation to
be paid as an administrative expense in amounts, which will be
determined and allowed by the Court.
About Diocese of Davenport
The Diocese of Davenport in Iowa filed for chapter 11 protection
(Bankr. S.D. Ia. Case No. 06-02229) on October 10, 2006.
Richard A. Davidson, Esq., at Lane & Waterman LLP, represents the
Davenport Diocese in its restructuring efforts. Hamid R.
Rafatjoo, Esq., and Gillian M. Brown, Esq., of Pachulski Stang
Zhiel Young Jones & Weintraub LLP represent the Official Committee
of Unsecured Creditors. In its schedules of assets and
liabilities, the Davenport Diocese reported $4,492,809 in assets
and $1,650,439 in liabilities. (Catholic Church Bankruptcy News,
Issue No. 99; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
CATHOLIC CHURCH: "Expert Witness" Files Report on San Diego
-----------------------------------------------------------
R. Todd Neilson, the "expert witness" tasked to look into The
Roman Catholic Bishop of San Diego's cash management system,
delivered the results of his investigation in a 175-page report to
the Hon. Louise DeCarl Adler of the U.S. Bankruptcy Court for the
Southern District of California on July 30, 2007.
In his, Mr. Neilson disclosed, among other things, that with
regards the issue on "accounts", "there truly are a massive number
of bank accounts collectively maintained at the Parish level."
However, in actuality, the number of bank accounts at the Diocese
level does not even begin to approximate 500 separate bank
accounts. He explains that when using the term account as being
an account maintained at a financial institution, the Diocese had
35 bank or brokerage accounts as of the Diocese's bankruptcy
filing, and added three additional accounts postpetition, bringing
the present number of accounts to 38.
The 500 "accounts" previously discussed by the Court probably
relate to the individual claims the Parishes and Schools assert
upon funds in the PSDL Trust -- or Diocesan Bank -- which
involves only one banking account, Mr. Neilson explains. The
PSDL trust accepts funds from parishes and schools as deposits
thereby creating a "depositor account" with the Parish School
Deposit & Loan Trust. Many parishes and schools have multiple
depositor accounts in the PSDL Trust, the Expert says. With the
amounts deposited by the parishes and schools, the PSDL Trust
provides loans to parishes and schools from available funds
thereby creating a "loan account." As of the Petition Date,
loans to parishes or schools was 33 and as of July 7, 2007, had
increased to 36. Therefore, as of July 7, the total number of
depositor and loan "accounts" was not 500 accounts, as originally
referenced, but 254 "depositor or loan accounts" maintained in
one single bank account -- the PSDL Trust.
Mr. Neilson tells the Court that his investigation concerning the
total number of Parish Accounts is still continuing but his
current estimate of outstanding accounts at both the School and
Parish level is between 900 and 1,000 accounts.
Moreover, due to the lack of response from many of the financial
institutions, who were served with subpoenas, he has not fully
concluded this portion of the Report, Mr. Neilson says. He
assures the Court that he will file a supplemental report when he
has received all of the responses. He says that all available
documents relating to the establishment of the Accounts
concerning the 48 Parishes and 26 Schools he audited are included
in the 250 binders of supporting documentation he received by the
Expert during the course of the audits.
A. Cash Management System
Mr. Neilson notes that the representations made by Richard M.
Mirando, Christopher G. Linscott, and Karen Jassoy, with respect
to the Diocese's Cash Management System are by and large correct,
except that he disagrees with the statements that:
* Parish subsidies are not part of the Diocese's Cash
Management System;
* the PSDL Trust is not a component of the Diocese's
operational cash management; and
* no one at the San Diego Diocese has access to or control
over any of the Service Recipients' accounts, any
knowledge of location or depository for the accounts or the
activity in those accounts.
Mr. Neilson believes all subsidizations, "gifts" or any transfers
involving the PSDL Trust or Diocesan Bank were, by definition, a
portion of the Diocese's Cash Management System. He also
believes the PSDL Trust to be an integral element of the
Diocese's Cash Management System. In addition, Mr. Neilson notes
it is true that no one at the Diocese is a signatory or actively
controls disbursements or receipts into the parish or school
local checking accounts and accordingly, at any given time, the
Diocese may be unaware of parish and school local checking
account information. However, annual reports provided by the
parish to the Diocese contain bank account information. Also,
although the audits of the parishes by the Diocese are only
conducted every five years, the audit reports provide a limited
amount of banking information. Moreover, the Diocese can obtain
information as to the location and activity within any of
the parish and school local checking accounts should they choose
to do so.
B. Parishes' Accounting System
Mr. Neilson relates that around $165,000,000 flows through the
annual collective coffers of the Diocese, and its Parishes and
Schools, excluding the funds flowing from the high schools and
other separate divisions. However, the Diocese has no standard
system of accounting and reporting and, absent a personal visit,
cannot independently access the full level of Parish or School
accounting information. As a result, the Diocese are often
woefully unaware of the specific financial operations of the
individual Parishes.
In practice, each Parish and School is responsible for their
individual method of accounting and bookkeeping leading to a lack
of standardized accounting, Mr. Neilson informs Judge Adler.
This absence of a prevailing accounting system leads to an
incredible array of accounting programs and methods to record
their financial transactions. As a result, the accounting
programs within the Parishes range from a handwritten system of
ledgers to advanced Parish accounting software packages.
Mr. Neilson recommends that the accounting system of the Parish
must be adequately standardized to provide accounting data in
sufficient detail to allow the Parish or School to prepare the
annual reports to the Diocese. He adds that based on the annual
reports from 2003 to 2006 that he has reviewed, the financial
data in the Diocese's annual reports have a wide disparity
between the accuracy and inaccuracy of information.
Mr. Neilson also informs the Court that the Parishes' pastors
"have almost always complied" with Diocesan procedures relating
to bank accounts. A number of smaller special purpose accounts
at the Parish level did not comply with the guidelines. However,
during the audits, he determined that a good faith effort was
made to accurately record all receipts and disbursements in
accordance with the policy. The deviations from the Parish chart
of accounts occurred generally due to the inexperience of the
person making the entry, as many lay personnel, who lack
conventional accounting skills, are designated to the task. He
says that the incorrectly recorded entries did not have a
material effect upon the financial reports.
It is also the Diocese's policy to provide a parish, upon its
establishment, a sufficient amount of developable land on which
to build the parish, Mr. Neilson relates. The Parishes'
financial statements, however, do not include the cost or other
basis for the land used by the Parish. He says that at the
Parish level, when construction costs are incurred they are
expensed and therefore no capital asset is created, including
land gifted to the Parish from the Diocese. Hence, the land held
in the name of "The Roman Catholic Bishop of San Diego," which
the Diocese asserts it holds for the benefit of the Parishes is
not carried on the books of the Diocese or the Parishes.
C. Diocese's Financial Statements
Mr. Neil points out that in a number of filings with the Court,
the Diocese has consistently asserted that the funds maintained
in the PSDL Trust are received and maintained solely in behalf of
the individual parish or school and do not constitute the
property of the Diocese's estate. However, the Diocese's
management representation letters for the year ended June 30,
2204, through 2006 state that "The Diocesan Office has
satisfactory title to all assets appearing in the statement of
financial position. No security agreements have been executed
under the provisions of the Uniform Commercial Code, and there
are not liens or encumbrances on assets, nor has any asset been
pledged."
The Diocese's Office Funds Financial Statements (i) contained all
of the funds held by the Diocese, including the Diocesan Bank,
(ii) made no disclosure of a trust relationship, and (iii) gave
no indication that any asset in the Diocesan Bank belongs to
anyone other than the Diocese, Mr. Neilson contends.
"Any assertion by the Diocese that they are holding the Diocesan
Bank funds in behalf of the individual Parishes and Schools in a
trust capacity is in direct conflict with the representations
made by the Diocese's officers," Mr. Neilson asserts. "It should
be further noted that the [Diocese's] Bankruptcy petition did not
list the assets of the PSDL and accordingly, were filed in direct
contradiction to the assertions with the management
representation letters attested to by the Diocese."
D. Diocese Construction Management
The Diocese provides construction supervision and management to
the parishes for all projects over $100,000, Mr. Neilson says.
He notes that the three samples of construction contracts that he
had checked have The Roman Catholic Bishop of San Diego as the
owner of the project even though the projects were for
construction of parish facilities. However, he has also seen
certain contract documents where the individual Parish is named
as the owner. Joel King, the director of construction services
indicates that some Parishes wish to be named as the owner, while
others have no preference or specifically do not want to be
listed as owner on the contract.
A full-text copy of Mr. Neilson's 175-page report is available
for free at http://ResearchArchives.com/t/s?22b9
About the San Diego Diocese
The Roman Catholic Diocese of San Diego in California --
http://www.diocese-sdiego.org/-- employs approximately
3,000 people in various areas of work. The Diocese filed for
Chapter 11 protection just before commencement of the first of
court proceedings for 140 sexual abuse lawsuits filed against the
Diocese. Authorities of the San Diego Diocese said they were not
in favor of litigating their cases.
The San Diego Diocese filed for chapter 11 protection on Feb. 27,
2007 (Bankr. S.D. Calif. Case No. 07-00939). Gerald P. Kennedy,
Esq., at Procopio, Cory, Hargreaves and Savitch LLP, represents
the Diocese. In its schedules of assets and liabilities, the
Diocese listed total assets of $152,510,888 and total liabilities
of $72,754,092. On March 27, 2007, the Debtor filed its plan and
disclosure statement. (Catholic Church Bankruptcy News, Issue
No. 99; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000).
CATHOLIC CHURCH: San Diego "Show Cause" Hearing Set on September 6
------------------------------------------------------------------
Based on the R. Todd Neilson's Report, the Hon. Louise DeCarl of
the U.S. Bankruptcy Court for the Southern District of California
held that The Roman Catholic Bishop of San Diego failed to
exercise "financial controls and transparency normally required
for entities in bankruptcy."
Accordingly, Judge Alder directs the Diocese to appear at a
hearing to be held September 6, 2007, at 10:00 a.m., to show
cause why its Chapter 11 case should not be dismissed.
Judge Adler pointed out in her 6-page Order that based on Mr.
Neilson's Report, (i) the Parishes are not abiding by the Diocese
of San Diego's Handbook requirements, and (ii) some Parishes are
actively and deliberately hiding assets from the Diocese or
inappropriately designating donations as restricted to circumvent
or evade the direction of the Diocese or the Court.
Postpetition, the Diocese has been lax, ineffective or
indifferent to obtaining compliance by Parishes with Handbook
requirements, Judge Alder added. She said there is no evidence
of proactive conduct by the Diocese to enforce the Handbook
policies, and there is an absence of accounting controls or
supervision by the Diocese over the Parishes.
The Court further noted that the Diocese (i) has failed to
properly account for all of its property, (i) has persisted in
reporting its assets at assessed valuation, rather than fair
market value as required by all debtors in bankruptcy
proceedings, and (ii) failed to disclose material facts to the
Court with respect to the operation of its cash management system
when it sought expedited approval to continue use of the system
in its "First Day Motion."
Parties' Responses to Expert's Report
Prior to the Court's entry of its "Show Cause Order", several
parties responded to the Expert's Report, which include responses
from the San Diego Diocese and the Official Committee of
Unsecured Creditors.
The Diocese clarified that since it is a non-profit entity, not a
commercial enterprise, and particularly not a publicly traded
company, its financial statements may differ from those of a
large publicly held corporation. The Diocese added, among other
things, that: (i) the Management Representation Letter must be
read by its plain meaning -- that the Diocese had "satisfactory
title to all assets" being represented in the audit; (ii) its
combined financial statements does not establish that the Diocese
owned the funds in the PSDL Trust because the Diocese serves as
"administrator" of the Parishes; (iii) the assets of the PSDL
Trust have been pooled and not commingled; and (iv) it is
operating in accordance with representations made to the Court.
The Diocese further noted that as determined by Mr. Neilson, its
accounting system and the Cash Management System work, and are
adequate. While there may be different interpretations of
ownership, nature and extent over control of the Parishes'
accounts or assets, all of the assets under the Diocese's control
have been reported to the Court. The Diocese insists that in
spite of the concerns in the Report, it is capable of managing
its business affairs.
The Creditors Committee, on the other hand, told Judge Adler that
no other debtor, faced with a report like Mr. Neilson's Report,
should be allowed to maintain its management.
Several creditors also argued that the Diocese must be replaced
or it should not be rewarded with the continued protections of a
Chapter 11 proceeding.
Court's "Rare and Blistering Decree"
Attorneys on both sides of the fence were surprised by Judge
Adler's "rare and blistering decree", which was issued without a
request from either side, Mark Sauer and Sandi Dolbee at the San
Diego Union Tribune report.
The Diocese's counsel, Susan Boswell, Esq., who remarked that
that the gist of the Expert's findings was that "all the funds
are accounted for, the accounting system works and people are
working hard and trying in good faith to do the right thing," is
mum on Judge Adler's Show Cause Order, saying she would not
"comment on matters that are before the court".
According to Union Tribune, Victor Vilaplana, an attorney for the
Organization of Parishes, said Judge Adler "is just wrong." Mr.
Vilaplana said he hopes to clear up misunderstandings concerning
statements about the parishes on August 23, 2007, when the Court
is scheduled to hold a hearing on Mr. Neilson's Report. Mr.
Vilaplana further noted that "the fact is the parishes are
separate entities. We are not in the bankruptcy."
Patrick Hazel, who is president of the recently formed
Parishioners for the Churches and Schools, said he was shocked by
the Show Cause Order saying, "I did not think it was a fair
reading of the Neilson report," Union Tribune reports. "The
money is accounted for. The problem is it was not put in the
right accounts."
Mr. Hazel further added that he's not sure how mediation can
continue "when the judge has basically thrown one side under the
bus," says Union Tribune.
Moreover, court observers described Judge Adler's action as a
major one that could hasten a settlement, Union Tribune says.
The Diocese has offered $95,000,000 to settle roughly 150 cases
involving men and women who say they were sexually abused as
minors by priests and other church workers.
About the San Diego Diocese
The Roman Catholic Diocese of San Diego in California --
http://www.diocese-sdiego.org/-- employs approximately
3,000 people in various areas of work. The Diocese filed for
Chapter 11 protection just before commencement of the first of
court proceedings for 140 sexual abuse lawsuits filed against the
Diocese. Authorities of the San Diego Diocese said they were not
in favor of litigating their cases.
The San Diego Diocese filed for chapter 11 protection on Feb. 27,
2007 (Bankr. S.D. Calif. Case No. 07-00939). Gerald P. Kennedy,
Esq., at Procopio, Cory, Hargreaves and Savitch LLP, represents
the Diocese. In its schedules of assets and liabilities, the
Diocese listed total assets of $152,510,888 and total liabilities
of $72,754,092. On March 27, 2007, the Debtor filed its plan and
disclosure statement. (Catholic Church Bankruptcy News, Issue
No. 99; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000).
CHASE FUNDING: Fitch Takes Rating Actions on Various Cert. Classes
------------------------------------------------------------------
Fitch has taken various rating actions on these Chase Funding
mortgage pass-through certificates:
Series 2001-AD1 Group 1:
-- Class A affirmed at 'AAA';
-- Class 1M-1 affirmed at 'AA+';
-- Class 1M-2 affirmed at 'A';
-- Class 1B affirmed at 'BBB'.
Series 2001-AD1 Group 2:
-- Class A affirmed at 'AAA';
-- Class 2M-1 affirmed at 'AA+';
-- Class 2M-2 rated 'AA-', is placed on Rating Watch Negative;
-- Class 2B rated 'A', is placed on Rating Watch Negative.
Series 2001-C2 Group 1:
-- Class A affirmed at 'AAA';
-- Class 1M-1 downgraded to 'A+' from 'AA';
-- Class 1M-2 downgraded to 'BB+' from 'A-';
-- Class 1B downgraded to 'B' from 'BB-'.
Series 2003-1 Group 1:
-- Class A affirmed at 'AAA';
-- Class 1M-1 affirmed at 'AA+';
-- Class 1M-2 affirmed at 'A+';
-- Class 1B affirmed at 'BBB+'.
Series 2003-1 Group 2:
-- Class A affirmed at 'AAA';
-- Class 2M-1 affirmed at 'AA+';
-- Class 2M-2 rated 'A+', is placed on Rating Watch Negative;
-- Class 2B rated 'BBB+', is placed on Rating Watch Negative.
Series 2003-6 Group 1:
-- Class A affirmed at 'AAA';
-- Class 1M-1 affirmed at 'AA+';
-- Class 1M-2 affirmed at 'AA-';
-- Class 1B affirmed at 'BBB+'.
Series 2003-6 Group 2:
-- Class A affirmed at 'AAA';
-- Class 2M-1 affirmed at 'AA+';
-- Class 2M-2 affirmed at 'A+';
-- Class 2B affirmed at 'BBB+'.
All of the mortgage loans in the aforementioned transactions were
either originated or acquired by Chase Manhattan Mortgage
Corporation, Chase Manhattan Bank USA, N.A., The Chase Manhattan
Bank and Chase Mortgage Holdings, Inc. The collateral consists of
fixed- and adjustable-rate subprime mortgage loans and is secured
by first and second lien mortgages or deeds of trust on
residential properties. Chase Home Finance, LLC, rated 'RPS1' by
Fitch, is the servicer for all of the mortgage loans.
The affirmations reflect a stable relationship between credit
enhancement and expected losses, and affect approximately
$12.26 million in outstanding certificates. The negative actions
reflect deterioration in the relationship between CE and expected
losses, and affect approximately $769.53 million in outstanding
certificates.
All transactions, with the exception of 2001-C2 Group 1, contain
two groups. The first and second groups comprise 100% fixed-rate
and adjustable-rate loans, respectively. Each group benefits from
its own overcollateralization, as well as from shared excess
spread. Generally, excess spread is ample enough in the fixed-
rate pools to supply the adjustable-rate pools with excess. In
cases where negative action was taken, the excess spread amounts,
including the shared amount from the fixed-rate pools, were not
great enough to cover the realized losses. As a result, the OC
amounts have been declining, further diminishing the pools' levels
of CE.
COAST FOUNDRY: Case Summary & 19 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Coast Foundry & Manufacturing Co.
2707 North Garey Avenue
Pomona, CA 91767
Bankruptcy Case No.: 07-17245
Type of business: The Debtor produces approximately 115,000 fill
valves and flappers combined per day, not
counting a line of brass fill valves, flush
valves, urinal spud fittings, and trip lever
handles. There are 112 different product
variations on flush valves and fill valves
alone. See http://www.coastfoundrymfg.com
Chapter 11 Petition Date: August 20, 2007
Court: Central District Of California (Los Angeles)
Debtor's Counsel: Alan G. Tippie, Esq.
SulmeyerKupetz
333 South Hope Street, 35th Floor
Los Angeles, CA 90071
Tel: (213) 626-2311
Fax: (213) 629-4520
Total Assets: $7,366,859
Total Debts: $20,375,426
Debtor's 19 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Wachovia Commercial Mortgage, guarantee $2,955,412
Inc.
1620 East Roseville Parkway,
Suite 100
Roseville, CA 95661
First Floridian Auto & Home litigation $576,472
Insurance
c/o Craig M. Greene
4000 Hollywood Boulevard,
Suite 485 S
Hollywood, FL 33021
State Farm Insurance litigation $576,472
c/o John A. Yanchek
2 North Tamiami Tr.
Suite 303
Sarasota, FL 34236
Automated Molding Corp. trade debt $367,988
2895 Metropolitan Place
Pomona, CA 91767-1892
Chubb Insurance litigation $350,000
c/o Paul A. Grinke
2300 Bank One Center-1717
Main Street
Dallas, TX 75201
Chubb Insurance litigation $300,000
c/o Larry R. Eaton
222 South Riverside Plaza
Suite 1500
Chicago, IL 60606-6000
Metlife Auto and Home litigation $257,685
Insurance
c/o Carol M. Rooney
777 South Harbour Island
Boulevard, Suite 500
Tampa, FL 33602
St. Paul Travelers Insurance litigation $216,318
Chantilly, VA 20151
Travelers/The Standard Fire litigation $216,318
Insurance Co.
State Farm Insurance litigation $184,064
Tulsa, OK
State Farm Insurance litigation $181,291
Chicago, IL
Allstate Insurance Co. litigation $165,383
St. Paul Travelers Insurance litigation $165,000
Hunt Valley, MD
State Farm Insurance litigation $150,770
Indianapolis, IN
State Farm Insurance litigation $119,668
Dupont, WA
Trademark Plastics trade debt $115,587
Liberty Mutual Insurance Co. litigation $115,000
Chubb Group of Insurance Co. litigation $113,284
Safeco Insurance Co. litigation $112,405
COI MIDWEST: Plan Confirmation Hearing Scheduled on September 20
----------------------------------------------------------------
The Honorable Richard M. Neiter of the United States Bankruptcy
Court for the Central District of California will convene a
hearing on Sept. 20, 2007, at 2:00 p.m., at 255 E. Temple St.,
Courtroom 1645, to consider confirmation of COI Midwest Investment
LLC's Modified Amended Chapter 11 Plan of Reorganization.
On June 20, 2007, the Court approved the Debtor's modified amended
Disclosure Statement.
Plan Funding
The Plan will be funded from the proceeds of the sale of the
Debtor's property, estimated approximately $13.8 million. The
Debtor assures the Court that the amount is more than enough to
ensure all Secured and General Unsecured Claims.
Under the Plan, All General Unsecured Claims will expect to
recover 3.97% of its allowed claim.
Treatment of Claims
Under the Plan, Administrative and Priority Tax Claims will be
paid in full on the effective date. Secured Claim of Wells Fargo,
totaling $8.6 million, will also be paid in full.
Holders of Priority Unsecured Claims will be paid in cash equal to
the allowed amount of the claim on the effective date.
General Unsecured Claims, excluding Delaware Street Capital II
L.P. Entities, totaling $2.5 million, will be paid in full,
including postpetition interest from the Debtor's bankruptcy
filing through the date of payment of allowed claims under
Section 1961(a) of the Bankruptcy Code.
General Unsecured Claims of DSC Entities, totaling $3.6 million,
will also be paid in full.
Holders of Equity Interests will retain their interest in the
Debtor under the Plan.
A full-text copy of COI Midwest's Modified Amended Disclosure
Statement is available for a fee at:
http://www.researcharchives.com/bin/download?id=070821040218
A full-text copy of COI Midwest's Modified Amended Chapter 11
Plan of Reorganization is available for a fee at:
http://www.researcharchives.com/bin/download?id=070821040831
Headquartered in the City of Industry, California, COI Midwest
Investments LLC leases its real property in Canyon Road. The
Company filed for bankruptcy protection on June 1, 2006 (Bankr.
C.D. Calif. Case No. 06-12329). Ron Bender, Esq., and David B.
Golubchik, Esq., at Levene, Neale, Bender, Rankin & Brill, LLP,
represent the Debtor in its restructuring efforts. No Official
Committee of Unsecured Creditors has been appointed in this case.
When the Debtor filed for bankruptcy, it listed estimated assets
between $10 million and $50 million and estimated debts between
$1 million and $10 million.
COMPLETE RETREATS: Files Amended Joint Plan of Liquidation
----------------------------------------------------------
Complete Retreats LLC and its debtor affiliates delivered to the
U.S. Bankruptcy for the District of Connecticut on August 16,
2007, amended versions of their July 2, 2007 Joint Plan of
Liquidation and Disclosure Statement.
Similar to the Original Plan of Liquidation, the First Amended
Plan contemplates and is predicated upon a substantive
consolidation of the Debtors' estates for the purposes of all
actions associated with confirmation and consummation of the
Plan.
The Amended Plan is also predicated upon the assignment of all of
the Debtors' remaining property, including avoidance actions and
causes of action, to a liquidating trust. William K. Creelman,
the Debtors' chief restructuring officer, relates that the
Liquidating Trust will hold:
(1) any remaining Cash proceeds from the sale of substantially
all of the Debtors' assets to Ultimate Resort, LLC;
(2) all property not included in the Mass Asset Sale, and any
proceeds derived therefrom;
(3) recoveries from Avoidance Actions, including, preference
actions, fraudulent transfer actions, and actions
pertaining to unauthorized postpetition transfers;
(4) recoveries from litigation instituted by the Debtors or
other estate representatives against third parties; and
(5) the Debtors' Directors & Officers Liability Insurance
Policy and any related proceeds.
The Liquidating Trust is to be (i) administered by a Liquidating
Trustee selected by the Official Committee of Unsecured
Creditors, with the consent of the Debtors; and (ii) advised by a
three-person Plan Advisory Committee, currently contemplated to
be comprised of former members of the Creditors Committee
selected by the Liquidating Trustee.
Treatment of Claims
Aggregate
Class Claim Amount Recovery & Treatment
----- ------------ --------------------
Administrative $10,500,000 Estimated Recovery: 100%
Expense Claims Each holder of an Allowed
Administrative Expense Claim will
receive cash equal to the Allowed
Claim Amount except for those who
agree to a less favorable treatment
and those who will be paid by
Ultimate Resort pursuant to the
Debtors' management agreement with
Ultimate.
Priority Tax $200,000 Estimated Recovery: 100%
Claims Each holder of an Allowed Priority
Tax Claim will receive, at the
Debtors' election and in
consultation with Creditors
Committee, either:
(a) Cash equal to the Allowed
Claim Amount; or
(b) in accordance with Section
1129(a)(9)(C) of the Bankruptcy
Code, regular cash installment
payments.
Class 1: $0 Estimated Recovery: 100%
Outstanding At the Debtors' election and in
Secured Claims consultation with the Creditors
Committee, the Debtors will:
(a) pay the amount of an Allowed
Outstanding Secured Claim in
full, in cash;
(b) return the underlying collateral
to the Secured claimholder;
(c) reinstate an Allowed Outstanding
Secured Claim in accordance with
Section 1124(2) of the
Bankruptcy Code; or
(d) treat an Allowed Outstanding
Secured Claim in a manner
otherwise agreed to by the
claimholder.
Class 2: $0 Estimated Recovery: 100%
Priority Each holder of an Allowed Priority
Non-Tax Claims Non-Tax Claim will receive cash
equal to the Allowed Claim Amount
except to the extent a holder has
agreed to a less favorable
treatment.
Class 3: $350,000,000 Estimated Recovery:
General
Unsecured (a) approximately between 0 and 4.9%
Claims for Declining Offerees and Other
General Unsecured Creditors; and
(b) approximately between 0 and 1.7%
for Accepting Offerees.
Impaired and Entitled to Vote:
Except to the extent a claimholder
has agreed to a less favorable
treatment, each holder of an Allowed
General Unsecured Claim will receive
its Pro Rata Share of the Cash
proceeds of the Liquidating Trust
Assets, to be distributed in two
tranches:
(1) for up to the first $10,000,000
of Cash distributed by the
Liquidating Trustee to the
holders of Allowed
General
Unsecured Claims, the Accepting
Offerees' Pro Rata Share of
those distributions will be
calculated based upon 33% of the
face amount of their Allowed
General Unsecured Claims, and
the Declining Offerees' and the
Other General Unsecured
Creditors' Pro Rata Share
thereof will be calculated based
upon 100% of the face amount of
their Allowed General Unsecured
Claims; and
(2) For all cash distributions
beyond Tranche A, all holders of
Allowed General Unsecured Claims
will be entitled to receive
their Pro Rata Share of the
distributions based upon 100% of
the balance of the face amount
of their Allowed General
Unsecured Claims, after taking
into consideration the amount
the holders received from
Tranche A.
The Debtors do not anticipate
that distributions will be made
on account of Class 3 Claims on
the Effective Date; rather,
those distributions, if any,
will be made over time in
accordance with the Liquidating
Trust Agreement.
Class 4: at least Estimated Recovery:
Convenience $28,000 approximately 3%
Claims
Impaired and Entitled to Vote:
Except to the extent a
claimholder has agreed to a less
favorable treatment, each holder
of an Allowed Convenience Claim
will receive Cash equal to 3% of
the Allowed Claim Amount.
Class 5: N/A Recovery: 0%
Equity
Interests Impaired and Not Entitled to
Vote:
On the Effective Date, all
Equity Interests issued (a)
by
Complete Retreats or Preferred
Retreats, LLC; (b) by Private
Retreats, LLC, other than those
held by Complete Retreats; and
(c) to a former member, if any,
will be canceled. All Equity
Interests (i) of all the Debtors
other than Complete Retreats and
Preferred Retreats, and (ii) in
Private Retreats held by
Complete Retreats, will
temporarily remain in effect
until the applicable Debtor has
satisfied its obligations under
the Plan. Each holder of Equity
Interests issued or pledged by
(1) Complete Retreats or
Preferred Retreats, and (2)
Private Retreats other than
those held by Complete Retreats,
will neither receive nor retain
any property or interest in
property on account of the
Equity Interest.
The Plan further contemplates a standard Claims estimation and
litigation reserve procedure for tort litigants and other
disputed claims and a customary Claims review and allowance
process to verify, quantify, and finally determine the amount of
all Claims, Mr. Creelman says.
In addition, the Plan includes releases and exculpation
provisions for certain of the Debtors' directors, officers, and
employees, as well as for certain professionals that have served
the Debtors and the Creditors Committee during these Cases. Mr.
Creelman notes that the releases expressly do not extend to
certain of the Debtors' former management whom the Debtors and
the Creditors Committee are currently investigating with regard
to their activities prior to the Chapter 11 cases.
Issuance of New Complete Retreats Membership Interest
On the Effective Date, the Liquidating Trustee, as custodian,
will issue one new limited liability company membership interest
in Complete Retreats. The Liquidating Trustee will not sell,
transfer, or otherwise dispose of the New Complete Retreats
Membership Interest, except as otherwise set forth
in the Liquidating Trust Agreement. The New Complete Retreats
Membership Interest will automatically be canceled on the date
Complete Retreats is dissolved without further Court order.
The Liquidating Trustee will seek the Court's permission to close
Complete Retreats' Chapter 11 case when all Disputed Claims filed
against the Debtors have become Allowed Claims or have been
disallowed by a final order, and all of the proceeds of the
Liquidating Trust Assets have been liquidated and distributed in
accordance with the Plan. The Liquidating Trustee may seek to
close Complete Retreats' case or the other Debtors' cases at
prior to that time, Mr. Creelman clarifies.
Dissolution of Creditors Committee
On the Effective Date, the Creditors Committee will be dissolved,
and its members will be deemed released of all their duties,
responsibilities, and obligations in connection with the
bankruptcy cases. The retention of the Committee's professionals
will also terminate. According to Mr. Creelman, the Creditors
Committee may still evaluate, object to, and appear at the
hearing to consider applications for allowances of professional
fees, and support or prosecute any objections to those
applications. Moreover, the Committee' reasonable fees and
expenses incurred in connection with the prosecution or
objections will be paid by the Liquidating Trust.
A full-text copy of the Debtors' First Amended Joint Plan of
Liquidation is available for free at:
http://ResearchArchives.com/t/s?22ba
A full-text copy of the First Amended Disclosure Statement is
available for free at http://ResearchArchives.com/t/s?22bb
About Complete Retreats
Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses. In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.
Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245).
Nicholas H. Mancuso, Esq. and Jeffrey K. Daman, Esq. at Dechert
LLP represent the Debtors in their restructuring efforts. Michael
J. Reilly, Esq., at Bingham McCutchen LP, in Hartford,
Connecticut, serves as counsel to the Official Committee of
Unsecured Creditors. When they filed for protection from their
creditors, the Debtors disclosed $308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 31 Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).
COMPLETE RETREATS: Withdraws Notice of XRoads Termination
---------------------------------------------------------
Complete Retreats LLC and its debtor-affiliates have withdrawn the
notice terminating their engagement with XRoads Solutions Group,
LLC, their financial advisors. The Debtors did not state any
reasons for the withdrawal.
The Debtors notified the U.S. Bankruptcy Court for the District of
Connecticut on August 1, 2007, of their intention to terminate
their employment agreement with XRoads, accusing XRoads of
materially defaulting under the Agreement.
XRoads subsequently responded to the Termination Notice denying
the Debtors' allegations. William K. Creelman, a principal at
XRoads Solutions Group, LLC, said, however, that XRoads was
prepared to accept the notice and cease working on the Debtors'
bankruptcy cases on August 15, 2007, unless a resolution among
the parties is reached. Mr. Creelman serves as the Debtors'
chief restructuring officer.
The Termination Notice was to have been effective on August 16,
2007.
Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses. In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.
Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245).
Nicholas H. Mancuso, Esq. and Jeffrey K. Daman, Esq. at Dechert
LLP represent the Debtors in their restructuring efforts. Michael
J. Reilly, Esq., at Bingham McCutchen LP, in Hartford,
Connecticut, serves as counsel to the Official Committee of
Unsecured Creditors. When they filed for protection from their
creditors, the Debtors disclosed $308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 31 Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).
CONSOL ENERGY: Board Increases Dividend by 43%
----------------------------------------------
The board of directors of The CONSOL Energy Inc. has amended the
company's dividend policy, allowing the company to increase its
dividend from $0.28 per share to $0.40 per share on an annualized
basis, an increase of 43%.
"The policy change approved by the board reflects its confidence
in the company's outlook well as a reiteration of the board's
long-held goal of maintaining a high dividend yield relative to
the company's peers," J. Brett Harvey, president and chief
executive officer, said. "The recent pullback in coal stock
prices has not altered our expectation that the next few
years will be a period of strong performance for CONSOL Energy."
Mr. Harvey, who is a member of the board of directors, said he
anticipates the board will actualize the policy change with the
declaration of dividend for the company's third quarter ended
Sept. 30, 2007.
Headquartered in Atlanta, Georgia, CONSOL Energy Inc. (NYSE: CNX)
-- http://www.consolenergy.com/-- is a multi-energy producer of
coal, gas and electricity. CONSOL produces both high-Btu coal and
gas, which collectively fuels two-thirds of all U.S. power
generation, from reserves located mainly east of the Mississippi
River. CONSOL Energy is a fuel supplier to the electric power
industry in the northeast quadrant of the United States. In
addition, CONSOL Energy has expanded the use of its vast property
holdings by brokering various industrial and retail development
projects and overseeing timber sale and forestry management
activities both in the U.S. and abroad. The company also
maintains the private research and development facilities devoted
to coal and energy utilization and production.
* * *
CONSOL Energy Inc. carries Moody's Investor Services "Ba2" long
term corporate family rating and probability of default rating,
which were placed in March 2006 with a stable outlook.
DEATH ROW: Dr. Dre Wants Copyright on 1992 Album Returned
---------------------------------------------------------
Andre "Dr. Dre" Young filed a suit against Death Row Records Inc.
last week with the U.S. Bankruptcy Court for the Central District
of California citing that he owns the rights to his 1992 album
"The Chronic," various reports say.
Last month, Afeni Shakur, mother of the late rapper Tupac Shakur,
had filed an adversary complaint with the same Court hoping to
stop the Debtor from including unreleased songs of Tupac in a
bankruptcy sale.
According to reports, Dr. Dre gave the Debtor a license to
distribute the album sometime in 1992 in return for royalty
payments. In 1996, Dr. Dre relinquished 50% of his ownership
interest in the Debtor and gave over the copyright of the album in
return for continued royalty payments.
The Debtor however filed to hold up its end of the bargain and as
a result, Dr. Dre gave notice in 2000 that he was cancelling the
agreement and wanted the return of the copyrights.
Dr. Dre, reports relate, wants the Court to declare the 1992 and
1996 agreements void and compel the Debtor and the chapter 11
trustee to return the copyrights. Further, Dr. Dre wants to be
paid restitution for all revenue received on the use of the
copyrights, reports add.
Headquartered in Compton, California, Death Row Records Inc.
-- http://www.deathrowrecords.net/-- is an independent record
producer. The company and its owner, Marion Knight, Jr., filed
for chapter 11 protection on April 4, 2006 (Bankr. C.D. Calif.
Case No. 06-11205 and 06-11187). Daniel J. McCarthy, Esq.,
at Hill, Farrer & Burrill, LLP, and Robert S. Altagen, Esq.,
represent the Debtors in their restructuring efforts. R. Todd
Neilson serves as Chapter 11 Trustee for the Debtors' estate.
When the Debtors filed for protection from their creditors,
they listed total assets of $1,500,000 and total debts of
$119,794,000.
DELPHI CORP: Disclosure Statement Hearing Scheduled on October 3
----------------------------------------------------------------
Upon Delphi Corporation and its debtor-affiliates' oral request
and their delivery, by September 6, 2007, of a:
(1) disclosure statement for a plan of reorganization; and
(2) request for approval of that disclosure statement and
the procedures for the solicitation of plan votes;
The HO. Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York sets:
(a) September 28, 2007, at 4:00 p.m., prevailing Eastern time,
as the deadline for parties-in-interest to file objections
to the Disclosure Statement and the Solicitation
Procedures;
(b) October 2, 2007, at 4:00 p.m., prevailing Eastern time, as
the deadline to reply to those objections; and
(c) October 3, 2007, at 10:00 a.m., prevailing Eastern time,
as the date on which the Court will consider approval of
the Disclosure Statement and the Solicitation Procedures.
Judge Drain directs all objecting parties-in-interest to:
(i) make a good faith effort to include language in their
objections that will satisfy the objections; and
(ii) meet and confer with the Debtors at the offices of
Skadden, Arps, Slate, Meagher & Flom LLP, at Four Times
Square, in New York, on October 1, 2007, at 8:30 a.m.,
prevailing Eastern time, to discuss a possible resolution
of the objections.
Headquartered in Troy, Mich., Delphi Corporation (OTC: DPHIQ) --
http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology. The company's
technology and products are present in more than 75 million
vehicles on the road worldwide. Delphi has regional headquarters
in Japan, Brazil and France.
The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors. As of
Mar. 31, 2007, the Debtors' balance sheet showed $11,446,000,000
in total assets and $23,851,000,000 in total debts. The Debtors'
exclusive plan-filing period expires on Dec. 31, 2007. (Delphi
Bankruptcy News, Issue No. 80 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
DELPHI CORP: Wants to Establish Adversary Proceeding Procedures
---------------------------------------------------------------
Pursuant to Sections 102(1)(A), 105(a), 107, 108(a)(2), and
546(a) of the Bankruptcy Code and Rules 7004, 9006(c), and 9018
of the Federal Rules of Bankruptcy Procedure, the Delphi Corp. and
its debtor-affiliates seek the U.S. Bankruptcy Court for the
Southern District of New York's authority to:
(a) enter into stipulations tolling the statute of limitations
with respect to certain claims;
(b) establish procedures for the identification of causes of
action that should be preserved and the abandonment of
certain causes of action; and
(c) establish procedures for certain adversary proceedings.
John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, in Chicago, Illinois, notes that the Court-approved New
Equity Purchase and Commitment Agreement between Delphi Corp. and
a group of investors led by Appaloosa Management L.P. attaches a
proposed framework for a reorganization plan that generally
provides for the payment and full satisfaction of all claims
through distributions of cash, common stock, or both.
Accordingly, avoiding preferential transfers would provide no
benefit to the Debtors' estates because any party returning a
transfer would be entitled to a claim for the same amount, to be
paid in full under the plan, Mr. Butler tells the Court. In
addition, avoiding statutory liens or prepetition setoffs would
provide little to no benefit to the Debtors' estates.
Consequently, the Debtors contemplate that their reorganization
plan will waive or release most if not all avoidance causes of
action.
The Debtors estimate that they may have more than 11,000
potential preference claims arising from transfers totaling
$5,800,000,000 without taking into account potential defenses.
According to Mr. Butler, the constructively fraudulent transfer
reach-back period, made applicable by Section 544(b) of the
Bankruptcy Code and state law, is generally six years under the
law of Michigan and New York. With a company of Delphi's size,
there are literally hundreds of thousands of transactions that
occurred during those constructively fraudulent transfer reach-
back periods, Mr. Butler points out.
Under the Bankruptcy Code, each Debtor only has until two years
after the entry of the order for relief to commence adversary
proceedings asserting avoidance causes of action, as well as
certain causes of action where the applicable statute of
limitations has been tolled by the Bankruptcy Code during the
initial two years of these chapter 11 cases, Mr. Butler
continues. Although the Debtors do not intend to pursue
avoidance actions in light of their anticipated reorganization,
as a precautionary measure they must preserve the actions in some
manner.
The Debtors therefore ask the Court to approve procedures
applicable to adversary proceedings that will permit all parties
to preserve the status quo as they finalize preparations for
confirming a reorganization plan by the end of the year.
Tolling Agreement
The Debtors ask the Court to approve a form of stipulation that,
without further Court order, tolls the applicable statute of
limitations on claims against participating parties.
The Debtors anticipate entering into stipulations with, among
others, General Motors Corporation, retained professional firms,
and insiders who received transfers.
Avoidance Evaluation Procedures
The Debtors also ask the Court to approve criteria for reviewing,
evaluating, and selecting potential causes of action that should
be preserved.
In particular, the Debtors seek the Court's authority not to
pursue any preference action against an entity if the aggregate
value of transfers to, or for the benefit of, that entity is less
than $250,000 in value. If the preference action is against an
insider or involves a person or transaction associated with the
U.S. Securities and Exchange Commission investigation of the
Debtors, then the Debtors will be authorized to abandon the
actions after notice to the Statutory Committees. If a Statutory
Committee objects within 10 days after service of the notice, the
Debtors propose to bring the matter before the Court for a ruling
on whether the proposed abandonment satisfies Section 554(a) of
the Bankruptcy Code.
The Debtors seek to abandon these categories of preference
actions:
* payments to parties with a secured or priority interest in
the payments;
* union dues;
* pension plan contributions;
* payments required under the terms of collective bargaining
agreements;
* payments to reimburse employee business expenses;
* ordinary course wages, salaries, and employee benefits;
* payments required by a garnishment to satisfy third-party
judgments and obligations;
* contributions to charitable organizations; and
* payments to foreign suppliers, shippers, insurance
providers, and utilities.
For purposes of identifying and preserving potential fraudulent
transfer claims, the Debtors will only review merger and
acquisition deals at or exceeding $20,000,000; transfers to
Delphi's board of directors or strategy board members other than
for compensation or ordinary-course expense reimbursements;
unusual securities transactions; dividend distributions to 5%
shareholders; and Delphi's financially troubled supplier program.
The Debtors anticipate that during their review they may identify
additional causes of action which, in the exercise of their
reasonable business judgment, should not be pursued. The Debtors
thus seek the Court's permission to abandon, after notice to the
Statutory Committees, and without further Court order or notice
under Bankruptcy Rule 6007, claims (i) with insignificant value;
(ii) where litigation costs would likely exceed expected
recovery; (iii) where the potential harm to businesses outweighs
expected recovery; or (iv) where valid defenses exist.
If a Statutory Committee objects within 10 days after service of
the notice, the Debtors propose to bring the matter before the
Court for a ruling on whether the proposed abandonment satisfies
Section 554(a).
Mr. Butler asserts that the criteria strike a sensible balance
between the Debtors' duty to preserve valuable estate assets and
the extraordinary costs to preserve them, especially when there
is little chance that the Debtors will prosecute any of the
thousands of actions they will be commencing.
Adversary Proceeding Commencement Procedures
The Debtors propose these procedures concerning the commencement
of adversary proceedings and service of process:
* The Bankrupt Court Clerk will defer issuing a summons after
the filing of a complaint, unless and until the Debtors
intend to pursue the claims in the complaint;
* The time within which the Debtors must serve summons and
complaints in compliance with Rule 7004(a)(1) of the Federal
Rules of Civil Procedure is extended to March 31, 2008,
without prejudice to their right to seek further extensions.
The Debtors, Mr. Butler explains, seek the extension to preserve
the status quo and to avoid having to force all potential
defendants to retain counsel to defend against adversary
proceedings when most of them likely will be resolved by a
reorganization plan and never pursued.
Stay of Adversary Proceedings
Moreover, the Debtors ask the Court to temporarily stay adversary
proceedings, as appropriate. The stay will continue until the
earlier of service of process and further Court order. During
the stay, the Debtors may amend their complaint, and after notice
to the Statutory Committees, dismiss it. The Debtors intend to
file under seal paper copies of the complaints in the adversary
proceedings and to have the docket for the proceedings likewise
sealed.
The Debtors believe that implementing the Proposed Procedures
will help them fulfill their fiduciary responsibility to preserve
valuable estate assets in a manner that would not unnecessarily
disrupt the plan process or their existing business relationships
with potential defendants.
The Procedures, Mr. Butler avers, will reduce the administrative
and economic burdens of the adversary proceedings on the Debtors,
the Court, and potential defendants. He maintains that most, if
not all, of the avoidance actions will likely remain unnecessary
in light of the terms of the Debtors' prospective reorganization
plan.
Causes of action will remain dormant and become relevant only in
the unlikely event that the Debtors do not timely emerge from
Chapter 11, Mr. Butler clarifies.
About Delphi Corporation
Headquartered in Troy, Mich., Delphi Corporation (OTC: DPHIQ) --
http://www.delphi.com/-- is the single supplier of vehicle
electronics, transportation components, integrated systems and
modules, and other electronic technology. The company's
technology and products are present in more than 75 million
vehicles on the road worldwide. Delphi has regional headquarters
in Japan, Brazil and France.
The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors. As of
Mar. 31, 2007, the Debtors' balance sheet showed $11,446,000,000
in total assets and $23,851,000,000 in total debts. The Debtors'
exclusive plan-filing period expires on Dec. 31, 2007. (Delphi
Bankruptcy News, Issue No. 80 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
EL PASO: Moody's Affirms Ba3 Corporate Family Rating
----------------------------------------------------
Moody's Investors Service affirmed the debt ratings of El Paso
Corporation, Ba3 Corporate Family Rating, and its rated
subsidiaries and kept their rating outlook positive.
The rating action follows El Paso's announcement of an
$875 million cash acquisition of Peoples Energy Production
Company, the E&P subsidiary of Integrys Energy Group, Inc. When
the acquisition closes this quarter, El Paso plans to finance it
with a combination of bank borrowings and available cash. The
rating affirmation with the positive outlook is subject to El Paso
paying down the acquisition debt with proceeds from E&P asset
sales over the next couple of quarters, so that the net effect is
leverage neutral. Otherwise, the outlook could revert to stable.
"The leveraged acquisition will slow the positive momentum in El
Paso's credit, but this should be temporary if the company
executes on its asset sales and MLP IPO," says Moody's vice
president Mihoko Manabe.
The company had $1.3 billion in available liquidity at
June 30, 2007. Without any additional capacity, the acquisition
would leave El Paso with adequate, though less than robust,
liquidity for the coming quarters.
El Paso expects to take public a new pipeline master limited
partnership in the fourth quarter of this year. It plans to raise
$500 million in the initial public offering. Moody's positive
outlook is subject to El Paso using the proceeds to reduce debt.
The Peoples acquisition comprises 305 bcfe of proved reserves and
72 MMcfe/d of production, representing a roughly 10% increase from
El Paso's reserves and daily sales volumes. This increase will be
offset by 220 to 270 bcfe of reserves and up to 130 MMcfe/d of
associated production that El Paso plans to sell. The intended
net effect of the acquisition and sale is to reduce exposure to
the Offshore and certain Texas Gulf Coast areas where decline
rates and finding costs have been high.
As with El Paso, the Texas Gulf Coast is central to the Peoples'
assets and overall operating performance, and Peoples' drillbit
finding costs historically have not been better than El Paso's.
It remains to be seen how successful El Paso will be in improving
its weak reserve replacement and full-cycle cost metrics after the
asset swaps.
Moody's notes that El Paso's base businesses continued to make
progress in 2Q07, in line with expectations incorporated in the
positive outlook. E&P production volumes rose 9% over the same
quarter last year. The pipelines are showing incremental earnings
from expansions, and interest expense is down as a result of
$2.8 billion of net debt reductions in the first half of this
year, leaving total debt at $11.9 billion at June 30, 2007.
Headquartered in Houston, Texas, El Paso Corporation is engaged
principally in natural gas transmission and exploration and
production.
EL PASO: Intergys Energy Deal Does Not Affect Fitch's Ratings
-------------------------------------------------------------
Fitch Ratings said that El Paso Corporation's announcement that it
has entered into an agreement with Integrys Energy Group to
acquire Peoples Energy Production Company, a subsidiary of
Integrys, for $875 million in cash will not affect the ratings of
El Paso or its subsidiaries. El Paso plans to permanently finance
the transaction primarily through proceeds from its ongoing
divestiture program of non-core upstream assets. The Rating
Outlook for El Paso and its subsidiaries is Stable. A complete
list of the ratings is included at the end of this release.
Through the acquisition of Peoples Production, El Paso will add
approximately 305 billion cubic feet equivalent of proven
reserves, approximately 42% of which are developed and 94% natural
gas. The transaction values the reserves at approximately $2.87
per thousand cubic feet equivalent of reserves. The reserves are
primarily located in the ArkLaTex and Texas Gulf Coast region,
with significant overlap of El Paso's existing reserve base.
Production from the reserves is currently 72 million cubic feet
equivalent per day for an estimated proven reserve life of 11.6
years.
While Fitch typically views a proven developed percentage of
between 60 and 80 percent as an indication of a balanced portfolio
of upstream assets, the Peoples Production reserves will provide
immediate production to El Paso as well as a significant source of
future exploration and development opportunities with more than
600 probable and possible drilling locations. The reserve life of
El Paso's assets should also improve with the acquisition. El
Paso estimates that the investment required to develop the proven
undeveloped reserves will total approximately $300 million.
Overall production expenses should improve marginally as El Paso
estimates the lifting costs of the acquired reserves at $0.60 per
mcfe as compared with its existing portfolio at $0.80 per mcfe.
The transaction is expected to close in the third quarter of 2007.
On Aug. 7, 2007, El Paso announced plans to divest of between 220
and 270 bcfe of proven reserves as part of an effort to upgrade
its oil and gas portfolio with divestments expected to be
completed by the first quarter of 2008. The divestiture program
represents up to 10% of the company's estimated year-end 2006
reserves and 15% of production. As a result of the Peoples
Production acquisition, El Paso also expects to benefit from like
kind exchange tax treatment for its divestment program. Given the
net minimal near-term impact on overall leverage, production,
operating costs and total reserves as a result of the acquisition
and divestiture program, the transactions will not result in an
immediate impact on El Paso's credit quality.
The Ratings of El Paso and subsidiaries are:
El Paso Corporation
-- Issuer Default Rating 'BB+';
-- $500 million secured letter of credit facility (2011) 'BBB-
';
-- $1.25 billion senior secured revolving credit facility
(2009) 'BBB-';
-- $500 million senior unsecured credit facility (2011) 'BB+';
-- Senior unsecured notes and debentures 'BB+';
-- Perpetual preferred stock 'BB-'.
El Paso Energy Capital Trust I
-- Trust convertible preferred securities 'BB-'.
Colorado Interstate Gas Company
-- Issuer Default Rating 'BBB-';
-- Senior unsecured debt 'BBB-'.
El Paso Natural Gas Company
-- Issuer Default Rating 'BBB-';
-- Senior unsecured debt 'BBB-'.
El Paso Exploration & Production Company
-- Issuer Default Rating 'BB+';
-- Senior secured revolving credit facility (2011) 'BBB-';
-- Senior unsecured debt 'BB+'.
Southern Natural Gas Company
-- Issuer Default Rating 'BBB-';
-- Senior unsecured debt 'BBB-'.
Tennessee Gas Pipeline Company
-- Issuer Default Rating 'BBB-';
-- Senior unsecured debt 'BBB-'.
El Paso owns North America's largest interstate natural gas
pipeline network comprised of approximately 43,000 miles of pipe,
220 billion cubic feet of storage capacity, and a liquefied
natural gas import facility with 1.2 Bcf per day of send-out
capacity. The company's upstream operations included year-end
2006 estimated reserves of approximately 2.4 billion cubic feet
equivalent of consolidated proven reserves and 222 bcfe of proven
reserves for El Paso's interest in Four Star.
ENERJEX RESOURCES: June 30 Balance Sheet Upside-Down by $1.0 Mil.
-----------------------------------------------------------------
Enerjex Resources Inc.'s consolidated balance sheet at June 30,
2007, showed $8.4 million in total assets and $9.4 million in
total liabilities, resulting in a $1.0 million total stockholders'
deficit.
The company reported a $4.5 million net loss for the first quarter
ended June 30, 2007, compared with a net loss of $205,884 for the
same quarter ended June 30, 2006.
For the quarter ended June 30, 2007, the company generated
$146,203 in revenues, which was primarily from the sale of oil.
This compares with oil and gas revenues of $18,531 for the
comparable period ended June 30, 2006.
The increase in net loss is mainly due to a $1.8 million increase
in operating loss and a $2.1 million loan penalty expense during
the three months ended June 30, 2007, which is directly
attributable to the accretion of the potential expense related to
the issuance of threshold shares related to the $9 million
debenture financing.
For the quarter ended June 30, 2007, the company reported an
operating loss of $2.1 million, compared to an operating loss of
$206,876 during the first quarter ended June 30, 2006.
For the quarter ended June 30, 2007, the company incurred $874,505
in professional fees, which included non cash charges of $775,610
which were primarily related to options awarded to board members
and an outside consultant.
Salary Expense for the three month period ended June 30, 2007, was
$1.1 million, which included a non-cash charge of $967,075
primarily related to the expensing of options issued for services
and other equity based charges.
The company also had interest expense of $69,742, loan fee expense
of $34,560 and loan interest accretion of $175,766 relating to the
$9 million debenture financing.
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?22c2
Going Concern Doubt
Weaver & Martin LLC expressed substantial doubt about Enerjex
Resources Inc.'s ability to continue as a going concern after
auditing the company's consolidated financial statements for the
years ended March 31, 2007, and 2006. The auditing firm pointed
to the company's losses and negative cash flows from operations.
About EnerJex Resources
Headquartered in Overland Park, Kansas, EnerJex Resources Inc.
(OTC BB: EJXR.OB) -- http://www.EnerJexResources.com/-- is an
oil and natural gas acquisition, exploration and development
company formed in December 2005. Operations, conducted solely
through Midwest Energy Inc., its wholly owned operating
subsidiary, are focused on the mid-continent region of the United
States.
EXIDE TECHNOLOGIES: Wants Until October 31 to Object to Claims
--------------------------------------------------------------
Exide Technologies asks the U.S. Bankruptcy Court for the District
of Delaware to extend the time by which it may object to certain
claims for approximately 90 days, through and including October
31, 2007.
Pursuant to the confirmed Joint Plan of Reorganization, the
Debtors, as reorganized, may object to claims filed against them
on or before the later of:
(a) 90 days after the effective date of the Plan; or
(b) within additional period of time as the Court may allow
the Reorganized Debtor's further request.
Exide Technologies has previously obtained six extensions of the
Claims Objection Bar Date.
Matthew N. Kleiman, Esq., at Matthew N. Kleiman, P.C., in
Chicago, Illinois, relates that more than 6,100 proofs of claim,
seeking an aggregate of $4,400,000,000, were filed in the
Chapter 11 cases. Exide Technologies has filed 45 omnibus claims
objections, two individual objections to claims, and has
consensually resolved numerous other claims.
Through Exide Technologies', the Postconfirmation Committee of
Unsecured Creditors' and each of their professionals' efforts,
approximately 5,970 claims have been reviewed, reconciled and
resolved, reducing the total amount of outstanding claims by over
$3,200,000,000.
Further, Mr. Kleiman narrates, Exide Technologies has completed
13 quarterly distributions to creditors under the Plan,
consisting of distributions on 2,508 claims in the aggregate
amount of $1,660,000,000.
Moreover, the progress made through the claims reconciliation
process since the previous request for an extension has been
substantial, Mr. Kleiman says. Since April 2007, Exide has filed
five claims objections, covering approximately 172 Claims. It
has also resolved numerous additional Claims, including several
top 100 claims, effectuated a quarterly distribution, and further
reduced the amount of Claims to review and resolve by
$78,100,000.
However, despite the substantial progress, the Reorganized Debtor
requires additional time to review and resolve approximately 125
remaining Claims, Mr. Kleiman avers.
Accordingly, the Reorganized Debtor asks the Court to grant the
proposed extension to the Claims Objection Bar Date.
Mr. Kleiman asserts that the requested extension will provide
Exide Technologies and the Committee with necessary time to
continue to evaluate the remaining claims filed against the
estate, prepare and file additional objections to claims and,
where possible, consensually resolve claims.
Exide Technologies requests that the entry of an extension be
without prejudice to its right to seek further extensions of the
time within which to object to the claims.
By application of Del.Bankr.LR 9006-2, the Reorganized Debtor's
deadline to object to Claims has been automatically extended
through and including August 23, 2007, when the Court holds a
hearing to consider the merits of the Debtor's request.
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products. The company filed for chapter 11
protection on Apr. 14, 2002 (Bankr. Del. Case No. 02-11125).
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, represented the Debtors in their successful restructuring.
The Court confirmed Exide's Amended Joint Chapter 11 Plan on
April 20, 2004. The plan took effect on May 5, 2004. (Exide
Bankruptcy News, Issue No. 99 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
Standard & Poor's Ratings Services, on April 2007, placed its
'CCC' corporate credit rating on Exide Technologies and all
related debt issue ratings on CreditWatch with positive
implications. The CreditWatch listing reflects Exide's gradually
improving financial results, strengthened liquidity, and prospects
for further modest improvements in financial metrics due in part
to a better pricing environment.
EXIDE TECHNOLOGIES: Posts $35.7MM Net Loss in Qtr. Ended June 30
----------------------------------------------------------------
Exide Technologies filed a Form 10-Q with the Securities Exchange
Commission on August 7, 2007, reporting its financial results for
its fiscal 2008 first quarter, which ended June 30, 2007.
The company said that its consolidated net sales for the fiscal
2008 first quarter aggregated $762,400,000, an increase of
$79,200,000 or 11.6% over the comparable prior year period. It
said that a weaker dollar against the Euro, Pound Sterling and
the Australian Dollar favorably impacted net sales by
approximately $31,700,000. Excluding the impact of exchange
rates, strengthening unit volume in Transportation Americas and
favorable year-over-year pricing in all businesses were the
drivers of net sales growth.
The company, however, disclosed in a news release that it had a
net loss of $35,700,000 for the fiscal 2008 period as compared
with a net loss of $37,900,000 for the 2007 first quarter. Exide
said that included in the current year's result is a non-recurring
after tax loss on early extinguishment of debt of $21,300,000
relating to the company's May 2007 refinancing of its Senior
Secured Bank Credit Facility. "This charge was more than offset
by higher gross profit, continued reductions in selling, general
and administrative expenses, a lower tax provision, reduced
interest expense and a $6,800,000 reduction in restructuring
expenses, which were significantly higher in the prior year due to
the shutdown of the Shreveport, Louisiana transportation battery
plant."
Consolidated Adjusted EBITDA improved by about 43% to $39,000,000
in fiscal 2008 as compared with $27,200,000 in fiscal 2007.
Exide's president and chief executive officer, Gordon A. Ulsh,
stated, "We are clearly pleased with this, our fifth consecutive
quarter of strong year-over-year earnings improvement as measured
by Adjusted EBITDA. However, we are also very cognizant of the
continuing challenges posed by the unprecedented rise in lead
costs, which have increased by 75% since the end of March 2007,
based on the LME price of $3,389 per metric ton on August 3,
2007."
At June 30, 2007, the company's balance sheet showed total assets
of $2,165,504,000, total liabilities of $1,848,454,000 and total
stockholders' equity of $301,913,000.
Transportation Segments
Exide added that net sales of its combined Transportation
segments grew by 17% (13% excluding the impact of favorable
foreign exchange) in the current year first quarter to
$463,700,000 from $397,300,000 in the fiscal 2007 period. While
the increase is essentially price driven, the Transportation
Americas business also enjoyed an approximate 5% increase in unit
sales, which offset more modest unit sales reductions in Europe
and Rest of World.
Adjusted EBITDA for the combined Transportation businesses
aggregated $31,300,000 in the current year period versus
$16,500,000 in fiscal 2007. The Americas business accounted for
$13,200,000 of the year-over-year increase.
Mr. Ulsh commented, "E.J. O'Leary and his team continue to drive
performance in all areas of their business from pricing actions
to plant productivity to greater customer satisfaction. These
results are now being further rewarded with increased unit volume
from our largest aftermarket accounts and through our branch
network."
Industrial Energy Segments
Combined net sales in the company's Industrial Energy segments
were $298,700,000 as compared with $285,900,000 in the fiscal
2007 period. Excluding the favorable impact of favorable foreign
exchange, net sales declined in these segments by approximately
$3,800,000 in the aggregate. In both Industrial Energy segments
the company continues to see soft network power demand and more
recently a pull back in motive power demand. However, the
company has continued to respond with global pricing initiatives
which have served to offset most volume declines.
>From an Adjusted EBITDA perspective, the combined Industrial
Energy businesses experienced a reduction from $24,400,000 in the
fiscal 2007 period to $16,900,000 in the current year period.
Most of the reduction was experienced in the European and Rest of
World segment. In addition to the volume reduction, this
business continued to face headwinds in the first quarter in its
attempt to obtain sufficient pricing to cover increased lead
costs.
Unallocated Corporate Costs
Unallocated corporate expenses included in Adjusted EBITDA
amounted to $9,200,000n in the fiscal 2008 period, a reduction of
$4,500,000 from $13,700,000 in the first quarter of fiscal 2007.
The prior year's costs included approximately $3,500,000
associated with the subsequently withdrawn potential sale of the
Industrial Energy Europe business.
A copy of the Form 10-Q filed with the SEC is available at:
http://ResearchArchives.com/t/s?22be
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products. The company filed for chapter 11
protection on Apr. 14, 2002 (Bankr. Del. Case No. 02-11125).
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, represented the Debtors in their successful restructuring.
The Court confirmed Exide's Amended Joint Chapter 11 Plan on
April 20, 2004. The plan took effect on May 5, 2004. (Exide
Bankruptcy News, Issue No. 99 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
Standard & Poor's Ratings Services, on April 2007, placed its
'CCC' corporate credit rating on Exide Technologies and all
related debt issue ratings on CreditWatch with positive
implications. The CreditWatch listing reflects Exide's gradually
improving financial results, strengthened liquidity, and prospects
for further modest improvements in financial metrics due in part
to a better pricing environment.
FIRST MAGNUS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: First Magnus Financial Corporation
603 North Wilmot Road
Tucson, AZ 85711
Tel: (520) 618-9517
Bankruptcy Case No.: 07-01578
Type of Business: The Debtor purchases and sells prime and
Alt-A mortgage loans secured by one-to-four
unit residences.
See http://www.firstmagnus.com/
Chapter 11 Petition Date: August 21, 2007
Court: District of Arizona (Tucson)
Judge: James M. Marlar
Debtor's Counsel: John R. Clemency, Esq.
Greenberg Traurig LLP
2375 East Camelback Road, Suite 700
Phoenix, AZ 185016
Tel: (602) 445-8575
Fax: (602) 445-8100
Total Assets: $942,109,860
Total Debts: $812,533,046
Debtor's List of its 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
National Bank of AZ LOC Trade Debt $5,000,000
335 North Wilmot
Tucson, AZ 85711
WNS North America Inc. Trade Debt $2,818,455
420 Lexington Avenue
Suite 2515
New York, NY 10170
PYRO Trade Debt $850,728
8750 North Central Expressway
Suite 1050
Dallas, TX 75231
Fannie Mae Trade Debt $550,000
6000 Feldwood Drive
College Park, GA 30349
Corelogic Trade Debt $540,768
10360 Old Placerville Road
Suite 100
Sacramento, CA 95287
American Express Trade Debt $487,102
P.O. Box 0001
Los Angeles, CA 90096
Hilton & Meyers Trade Debt $376,817
33350 North Country Club
Tucson, AZ 85716
Time Warner Trade Debt $211,324
GAPPCO Trade Debt $210,000
MGIC Trade Debt $203,905
Principal Life Trade Debt $199,537
Federal Express Trade Debt $184,662
Dell Trade Debt $147,780
Corporate Express Trade Debt $100,000
FM Realty LLC Trade Debt $146,000
WC Partners Trade Debt $78,000
Chase Equipment Leasing Trade Debt $59,375
Vanguard Legato Group Trade Debt $58,658
Mortgage Training Trade Debt $57,025
Corp. of America
Desarrollos Hoteleros Trade Debt $56,000
FORD MOTOR: Potential Buyers Wary of New EU Emissions Rules
-----------------------------------------------------------
Some bidders for Ford Motor Co.'s Jaguar and Land Rover brands
have expressed concerns over the European Union's new
regulations on carbon-dioxide emissions, Jason Singer and
Stephen Power write for the Wall Street Journal.
The European Commission plans to implement in 2012 new rules
lowering auto emissions and curbing the gases believed to
contribute to global warming, WSJ relates. Although the
commission plans to require Europe's car makers to reduce the
average carbon-dioxide levels of new cars by roughly 20% over
current levels to 130 grams per kilometer by 2012, details of
how this rule will be enforced haven't been disclosed yet.
The potential for tighter regulation would prove particularly
difficult for private-equity suitors, as they likely won't have
other auto operations with more-efficient vehicles that could
bring down a fleet fuel-economy average, WSJ states. To bolster
the interest of private-equity buyers, Ford has told potential
buyers it would provide some of the financing itself in response
to turmoil in the debt markets, where private-equity firms often
turn to fund their deals.
Sale Talks
Meanwhile, deal negotiations are moving forward as planned.
Ford has scheduled management meetings with India's Tata Motors
and Mahindra & Mahindra with detailed due diligence to follow,
the Economic Times reports, citing industry insiders as its
source.
The TCR-Europe reported on July 27, 2007, that bidders,
including private equity groups Ripplewood Holdings, One Equity
Partners, TPG Capital, and Cerberus Capital Management, as well
as India's Tata Motors and Mahindra & Mahindra had submitted
indicative offers for Land Rover and Jaguar. Ford's financial
and legal advisers have begun preparing information to
facilitate due diligence for potential bidders of the two
marques as the company hopes to reach a tentative deal by
Sept. 30, 2007.
Concurrently, former Ford CEO Jacques Nasser, who is now a
managing director at One Equity Partners LLC, met with a senior
official from the European Commission in July to ask how the new
EU regulations would be implemented, WSJ states, quoting a
person familiar with the matter. The informal meeting was
inconclusive although the commission has revealed it intends to
avoid "any unjustified distortion of competition" between car
makers and is expected to outline various proposals for
structuring new regulations later this year.
About Ford Motor Co.
Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles
in 200 markets across six continents. With about 260,000
employees and about 100 plants worldwide, the company's core and
affiliated automotive brands include Ford, Jaguar, Land Rover,
Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company
provides financial services through Ford Motor Credit Company.
The company has operations in Japan in the Asia Pacific region.
In Europe, the Company maintains a presence in Sweden, and the
United Kingdom. The Company also distributes its brands in
various Latin American regions, including Argentina and Brazil.
* * *
In July 2007, Moody's Investors Service said that the performance
of Ford Motor Company's global automotive operations for the
second quarter of 2007 was significantly stronger than the
previous year and better than street expectations.
However, Moody's explained that the company continues to face
significant competitive and financial challenges, and the rating
agency expects that Ford's credit metrics and rate of cash
consumption will likely remain consistent with no higher than a
B3 corporate family rating level into 2008.
According to the rating agency, Ford's corporate family rating
is currently a B3 with a negative outlook. The rating is
pressured by the shift in consumer preference from high margin
trucks and SUVs, and by the need for a new 2007 UAW contract
that provides meaningful relief from high health care costs and
burdensome work rules, Moody's relates.
GENESCO INC: Finish Line Hires Bain & Co. to Assist Merger Plan
---------------------------------------------------------------
In connection with The Finish Line Inc's pending acquisition of
Genesco Inc, Finish Line has retained leading global business
consulting firm Bain & Company to assist in the merger integration
planning. The Genesco transaction is expected to close in Fall
2007.
"Our integration teams are already hard at work looking at how
best to combine our two companies and enable us to fully realize
the benefits of this compelling strategic transaction," Alan H.
Cohen, chief executive officer of The Finish Line, said. "We are
pleased that Bain, which has a wealth of experience in merger
integrations, is newly joining these efforts.
The Finish Line Inc. (Nasdaq: FINL) -- http://www.finishline.com/
-- is a mall-based specialty retailer operating under the Finish
Line, Man Alive and Paiva brand names. The company currently
operates 694 Finish Line stores in 47 states and online, 93 Man
Alive stores in 19 states, and 15 Paiva stores in 10 states and
online.
Headquartered in Nashville, Tennessee, Genesco Inc. (NYSE: GCO) --
http://www.genesco.com/-- is a specialty retailer of footwear,
headwear and accessories in more than 1,900 retail stores in the
U.S. and Canada, principally under the names Journeys, Journeys
Kidz, Shi by Journeys, Johnston & Murphy, Underground Station,
Hatworld, Lids, Hat Zone, Cap Factory, Head Quarters and Cap
Connection, and on Internet websites http://www.journeys.com/,
http://www.journeyskidz.com/,http://www.undergroundstation.com/,
http://www.johnstonmurphy.com/,http://www.lids.com/,
http://www.hatworld.com/and http://www.lidscyo.com/. The
company also sells footwear at wholesale under its Johnston &
Murphy brand and under the licensed Dockers.
* * *
As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services said that its ratings on
specialty footwear and headwear retailer Nashville, Tennessee-
based Genesco Inc. remain on CreditWatch with developing
implications, following the announcement this morning that it has
rejected Foot Locker Inc.'s (BB+/Watch Neg/--) conditional bid to
acquire Genesco for approximately $1.3 billion ($51.00 per share)
in cash.
GLEN ACRES: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Glen Acres, L.L.C.
704 Connelly Farms Road
Fallston, MD 21047
Bankruptcy Case No.: 07-17847
Chapter 11 Petition Date: August 20, 2007
Court: District of Maryland (Baltimore)
Judge: Nancy V. Alquist
Debtor's Counsel: Robert N. Grossbart, Esq.
Grossbart, Portney & Rosenberg, P.A.
1 North Charles Street, Suite 1214
Baltimore, MD 21214
Tel: (410) 837-0590
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
The Debtor does not have any creditors who are not insiders.
GLOBAL HOME: Wants Exclusive Plan-Filing Period Extended to Oct. 9
------------------------------------------------------------------
Global Home Products LLC and it debtor-affiliates ask the United
States Bankruptcy Court for the District of Delaware to further
extend their exclusive periods to:
a. file a Chapter 11 plan of reorganization until
Oct. 9, 2007; and
b. solicit acceptances of that plan through and including
Dec. 10, 2007.
This is the Debtors' fourth motion to extend their exclusive plan-
filing period.
The Debtors said they need more time to negotiate with their
creditors an acceptable plan and to prepare adequate financial
information concerning the ramifications of any proposed plan.
The Debtors explained that its request for extension does not seek
to pressure it creditors.
The exclusivity extension hearing will be held on Aug. 24, 2007.
Headquartered in Westerville, Ohio, Global Home Products, LLC
-- http://www.anchorhocking.com/and http://www.burnesgroup.com/
-- sells houseware and home products and manufactures high
quality glass products for consumers and the food services
industry. The company also designs and markets photo frames,
photo albums and related home decor products. The company and
16 of its affiliates, including Burnes Puerto Rico, Inc., and
Mirro Puerto Rico, Inc., filed for Chapter 11 protection on
April 10, 2006 (Bankr. D. Del. Case No. 06-10340). Laura Davis
Jones, Esq., Bruce Grohsgal, Esq., James E. O'Neill, Esq., and
Sandra G.M. Selzer, Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub LLP, represent the Debtors. Bruce Buechler,
Esq., at Lowenstein Sandler, P.C., and David M. Fournier, Esq., at
Pepper Hamilton LLP represent the Official Committee of Unsecured
Creditors. Huron Consulting Group LLC gives financial advice to
the Committee. When the company filed for protection from their
creditors, they estimated assets between $50 million and
$100 million and estimated debts of more than $100 million.
GLOBAL HOME: Panel Balks at Request for Exclusive Period Extension
------------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in the
bankruptcy cases of Global Home Products LLC and its debtor-
affiliates filed an objection with the U.S. Bankruptcy Court for
the District of Delaware relating to the Debtors' fourth motion to
extend their exclusive periods for filing a plan of reorganization
and for soliciting acceptances of that plan.
The Committee tells the Court that they filed the objection
because the Debtors have failed to show that they are entitled a
further extension of the exclusivity periods by continuing the
status quo. If granted, the requested extension, which would be
the Debtors' fourth extension of the exclusivity periods, should
be conditioned upon the Debtors' meeting of certain objectives
that would move these cases forward.
The Debtors' request for an unconditional extension of their
exclusivity periods has the potential of bringing these cases down
the road of deeper administrative insolvency by the continuous
accrual of administrative expenses to the detriment of the
Debtors' creditors and other parties-in-interest. The denial of
the Motion, or its approval based on conditions which would
require the Debtors to provide the Committee with a draft of a
disclosure statement and a plan of reorganization by Aug. 30,
2007, in addition to requiring the Debtors to complete a term
sheet which has been subject to prolonged negotiations between the
Debtors and the Committee, would put these cases on the right
track with the goal of confirmation.
Headquartered in Westerville, Ohio, Global Home Products, LLC
-- http://www.anchorhocking.com/and http://www.burnesgroup.com/
-- sells houseware and home products and manufactures high
quality glass products for consumers and the food services
industry. The company also designs and markets photo frames,
photo albums and related home decor products. The company and
16 of its affiliates, including Burnes Puerto Rico, Inc., and
Mirro Puerto Rico, Inc., filed for Chapter 11 protection on
April 10, 2006 (Bankr. D. Del. Case No. 06-10340). Laura Davis
Jones, Esq., Bruce Grohsgal, Esq., James E. O'Neill, Esq., and
Sandra G.M. Selzer, Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub LLP, represent the Debtors. Bruce Buechler,
Esq., at Lowenstein Sandler, P.C., and David M. Fournier, Esq., at
Pepper Hamilton LLP represent the Official Committee of Unsecured
Creditors. Huron Consulting Group LLC gives financial advice to
the Committee. When the company filed for protection from their
creditors, they estimated assets between $50 million and
$100 million and estimated debts of more than $100 million.
HALO TECHNOLOGY: Files for Voluntary Chapter 11 Protection
----------------------------------------------------------
HALO Technology Holdings filed a voluntary petition for
reorganization under Chapter 11 of the United States Bankruptcy
Code. Halo's subsidiaries have also filed petitions for
reorganization.
Halo intends to maintain all normal business operations throughout
the bankruptcy proceedings. Subject to court approval, Halo will
use the cash flow from its consolidated operations to meet the
Company's and the subsidiaries' working capital needs throughout
the reorganization process.
Specifically, Halo's subsidiaries expect to continue licensing,
supporting, and maintaining their award-winning software products
and honoring all commitments and warranties to their customers.
Halo and its subsidiaries will pay all vendors for goods and
services received during the reorganization process. Halo and its
subsidiaries will be providing their employees with uninterrupted
wages, healthcare coverage, vacation and sick leave.
The company's decision to file for bankruptcy protection was a
result of several factors:
-- the burden of its senior credit facility;
-- the adverse impact of the recent sale of a subsidiary
business; and
-- the costs associated with operating as a publicly traded
company, along with the impact of these factors on the
company's ongoing capital requirements.
Halo has filed a series of first day motions in the Bankruptcy
Court in Bridgeport, Connecticut where it is represented by
Zeisler & Zeisler P.C. to ensure that the company will not have
any interruption in maintaining and honoring all of its
commitments to its customers.
The motions also address the company's continued ability to pay
its vendors, the retention of various professional advisors and
other matters.
Halo's employees will be paid in the usual manner and their health
and welfare benefits are expected to continue without disruption.
The Company's 401(k) plan is maintained independently of the
Company, and is protected under federal law.
About Halo Technology
Greenwich, Conn.-based Halo Technology Holdings Inc. (OTCBB:
HTHO) -- http://www.haloholdings.com/-- fka Warp Technology
Holdings Inc., is a holding company whose subsidiaries operate
enterprise software and information technology businesses. Halo's
existing subsidiaries are Gupta Technologies, LLC; Warp Solutions,
Inc.; Kenosia Corporation; Tesseract Corporation; DAVID
Corporation; Process Software; ProfitKey International; Empagio;
and ECI.
* * *
As reported in the Troubled Company Reporter on May 30, 2007, Halo
Technology Holdings Inc. had $47,344,373 total assets,
$45,494,297 total liabilities, $7,750,00 mandatory redeemable
series D preferred stock, and $5,899,924 total stockholders'
deficit at March 31, 2007.
HALO TECHNOLOGY: Case Summary & 119 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Halo Technology Holdings, Inc.
fka Warp Technology Holdings, Inc.
fka Abbott Mines Limited
200 Railroad Avenue
Greenwich, CT 06830
Bankruptcy Case No.: 07-50480
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Process Software, LLC 07-31891
Empagio, Inc. 07-50481
Tenebril, Inc. 07-50486
David Corporation 07-50487
Acuitrek, Inc. 07-50488
Kenosia Corporation 07-50489
RevCast, Inc. 07-50490
RevCast Enterprises, LLC 07-50491
Profitkey International, LLC 07-50492
6043577 Canada, Inc. 07-50493
Warp Solutions, Inc. 07-50494
Type of Business: The Debtors are premier providers of
communications software to mission critical
environments, diversified enterprise software
applications and software security solutions.
See http://www.process.com/,
http://www.haloholdings.com/,and
http://www.tenebril.com/
Chapter 11 Petition Date: August 20, 2007
Court: District of Connecticut (New Haven)
Debtors' Counsel: James Berman, Esq.
Zeisler and Zeisler, P.C.
558 Clinton Avenue
P.O. Box 3186
Bridgeport, CT 06605
Tel: (203) 368-4234
Fax: (203) 367-9678
Estimated Assets Estimated Debts
---------------- ---------------
Process Software, LLC $1 Million to $50,000 to
$100 Million $100,000
Halo Technology $27,000,000 $22,000,000
Holdings, Inc.
Empagio, Inc. $1 Million to $100,000 to
$100 Million $1 Million
Tenebril, Inc. $1 Million to Less than $50,000
$100 Million
David Corporation $1 Million to $100,000 to
$100 Million $1 Million
Acuitrek, Inc. $10,000 to Less than $50,000
$100,000
Kenosia Corporation $1 Million to $100,000 to
$100 Million $1 Million
RevCast, Inc. $100,000 to Less than $50,000
$1 Million
RevCast $100,000 to Less than $50,000
Enterprises, LLC $1 Million
Profitkey $1 Million to Less than $50,000
International, LLC $100 Million
6043577 Canada, Inc. $10,000 to $1 Million to
$100,000 $100 Million
Warp Solutions, Inc. $10,000 to Less than $50,000
$100,000
A. Process Software, LLC's List of its 20 Largest Unsecured
Creditors:
Entity Claim Amount
------ ------------
Harvard Pilgrim Healthcare $16,278
P.O. Box 970050
Boston, MA 02297-0050
New Jersey Transit $8,671
P.O. Box 377
Maplewood, NJ 07047
Chubb Group of Insurance Companies $4,684
P.O. Box 7777-1630
Philadelphia, PA 19175-1630
SMS Systems Maintenance $4,496
Tech Target $3,333
Sun Microsystems $3,000
CDW Computer Centers, Inc. $2,006
Business Productivity Solutions $1,971
The Hartford $1,901
iET Solutions $1,641
United Parcel Service $1,302
Level (3) Communications, LLC $1,287
Principal Life Insurance $1,061
Pitney Bowes Purchase Power $1,054
NetProspex $1,000
WebEx Communications Inc. $831
Admore Exhibits $692
Qwest Business Services $674
W.B. Mason $669
Cubitt, Jacobs & Prosek $660
B. Halo Technology Holdings, Inc.'s List of its 20 Largest
Unsecured Creditors:
Entity Claim Amount
------ ------------
Vision Opportunity Master Fund $2,750,000
c/o David Skriloff
317 Madison Avenue, Suite 1220
New York, NY 10017
Montgomery & Co. $524,720
100 Wilshire Boulevard, Suite 400
Santa Monica, CA 90401
Griffin Securities, Inc. $256,793
c/o Robert Giannini
17 State Street
New York, NY 10004
Richard Bigelow $250,000
6734 Aitkin Drive
Oakland, CA 94611-1510
Bowne $216,120
Day, Berry & Howard, LLP $215,688
Mahoney Cohen & Co. $124,604
Lusk Family Trust $100,000
Lynne-Cole Capital $100,000
CCNS Worldwide $100,000
Unify Corp. $100,000
The Wallman Law Firm $81,332
Stephens Inc. $50,000
Allen & Overy $32,030
John Hoekman $30,000
Jude Sullivan $28,125
R R Donnelley Receivables, Inc. $25,857
Morris, Manning & Martin $22,580
Lippert/Heilshorn & Associates $21,307
Deloitte Financial Advisory Svs, LLP $17,500
C. Empagio, Inc.'s List of its 16 Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
Empagio Acquisition LLC $371,031
225 East Robinson Street, Suite 240
Orlando, FL 32801
Richard Bigelow $274,667
6734 Aitkin Drive
Oakland, CA 94611-1510
Blue Hill $210,176
2 Blue Hill Plaza
Pearl River, NY 10965
Fredericka Cobey $1
John Burke $1
Steve Charles $1
Bruce A. Hagy $1
Roberta Yusba $1
Evelyn Wu $1
William L. Peters, Jr. $1
Juliana E. Brody $1
Gary Stanaford $1
Elizabeth Sanders $1
Jacquelin G. Natishan $1
Jana Bowman $1
Carna Blau $1
D. Tenebril, Inc.'s List of its Nine Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
West Coast Publishing Ltd. $14,000
William Knox House
Britannic Way
Llandarcy, Swansea SA10 6EL
B2K $13,000
Whitefield Industrial Park
88P 4th Floor EPIP
Bangalore 560 066, India
Bank of America - C.D. $1,601
Trase Oper PA6-580-02-30
1 Fleet Way
Scranton, PA 18507
Blue Cross Blue Shield $873
SBC Long Distance $805
Cypress Communications $726
Equity Office $620
Guardian $579
Third Party Administrators $50
E. David Corporation's List of its 20 Largest Unsecured Creditors:
Entity Claim Amount
------ ------------
Liberty IMS $29,960
3158 Red Hill Avenue, Suite 100
Costa Mesa, CA 92626
M&E, LLC $8,903
c/o Colliers International
P.O. Box 4857
Portland, OR 97208-4857
CMC Exhibit Managers, Inc. $7,853
1051 Cambridge Drive
Elk Grove, IL 60007
Kristie Conner $6,800
Weather Masters, Inc. $6,790
Unify Corporation $6,000
Dell Financial Services $5,258
SDRMA $5,123
Kaiser Foundation Health Plan $2,921
Hartford Life Insurance Co. $2,513
Tierra Technology $2,437
Citrix Online $2,240
IKON Financial Services $1,833
PRIMA $1,500
Self-Insurance Institute of America, Inc. $1,295
Pitney Bowes Credit Corp. $1,283
Pureshare $1,100
Level 3 Communications $1,079
ARM Tech $725
Principal Financial Group $599
F. Kenosia Corporation's List of its 13 Largest Unsecured
Creditors:
Entity Claim Amount
------ ------------
Shad Gamel $24,038
13390 Walnut Valley Road
Rogers, AR 72756
American Express $16,311
P.O. Box 1270
Newark, NJ 07101-1270
Bristol Technology, Inc. $10,210
39 Old Ridgebury Road, A-2
Danbury, CT 06810
Edgell Communications $10,000
Gera Danbury LLC $8,865
CPG CatNet $7,500
AMR Research $7,500
Boston Conferencing $750
AT&T $470
ADP Inc. $400
Vision Service Plan $120
Pitney Bowes $23
Sprint 649885850 $1
G. RevCast, Inc. and RevCast Enterprises, LLC's List of its
Largest Unsecured Creditor:
Entity Claim Amount
------ ------------
APP Design, Inc. $25,000
555 Pierce Road, Suite 195
Itasca, IL 60143
H. Profitkey International, LLC's List of its 20 Largest
Unsecured Creditors:
Entity Claim Amount
------ ------------
NATCO Realty $9,333
52 Stiles Road, Suite 201
Salem, NH 03079
Selitec $7,533
65 Hymus
Pointe Claire, QC H9R1E2
Infinity QS International, LLC $4,696
14900 Conference Center Drive
Suite 525
Chantilly, VA 20151
Elizabeth Smink $2,546
Jared Bell $2,077
Steve Dohme $2,007
American Express $1,677
National Grid $1,464
Joseph DiZazzo $1,368
Corvu North America Inc. $1,080
Ikon Financial Services $1,056
Richard Cogan $1,021
Ikon Office Solutions $1,008
Sprint-Long Distance $1,003
Diane Medeiros $1,002
Tony's Cleaning Service $977
Ken Hayes $962
Craig Schrotter $960
Sprint-Data $628
W.B. Mason $594
I. Acuitrek, Inc., 6043577 Canada, Inc., and Warp Solutions, Inc.
do not have any creditors who are not insiders.
HANOVER COMPRESSOR: Completes $550 Mil. Tender Offer of Sr. Notes
-----------------------------------------------------------------
Hanover Compressor Company has completed its tender offers and
consent solicitations for $550 million of its outstanding
senior notes.
As of 5:00 p.m., New York City time, on Aug. 17, 2007, Hanover had
received tenders of these Notes:
a) Title of Security: 8.625% Senior Notes due 2010
CUSIP No: 410768AF2
Principal Amount Outstanding: $200,000,000
Principal Amount Tendered: $199,915,000
% Tendered: 99.96%
b) Title of Security: 9% Senior Notes due 2014
CUSIP No: 410768AG0
Principal Amount Outstanding: $200,000,000
Principal Amount Tendered: $200,000,000
% Tendered: 100%
c) Title of Security: 7.5% Senior Notes due 2013
CUSIP No: 410768AH8
Principal Amount Outstanding: $150,000,000
Principal Amount Tendered: $150,000,000
% Tendered: 100%
On Aug. 20, 2007, Hanover accepted for purchase all of the
tendered Notes. As a result, the supplemental indentures
effecting certain proposed amendments to the indentures governing
the Notes have become operative. The amendments to the indentures
eliminate substantially all of the restrictive covenants and
eliminate or modify certain events of default in the indentures
governing the Notes, as described in the Offer to Purchase and
Consent Solicitation Statement dated as of July 19, 2007.
As a result of Hanover's acceptance for purchase of all of its
outstanding 9% Senior Notes due 2014 and 7.5% Senior Notes due
2013, the indentures relating to those series of Notes are
expected to be satisfied and discharged.
Wachovia Securities acted as exclusive dealer manager in
connection with the tender offers and consent solicitations.
About Hanover Compressor
Headquartered in Houston, Texas, Hanover Compressor Company,
(NYSE: HC) -- http://www.hanover-co.com/-- rents and repairs
compressors and performs natural gas compression services for oil
and gas companies. The company's subsidiaries also provide
service, fabrication, and equipment for oil and natural gas
processing and transportation applications. It has locations in
India, China, Indonesia, Japan, Korea, Taiwan, the United Kingdom,
and Vietnam, among others.
* * *
Moody's Investor Services assigned B1 rating on Hanover Compressor
Company's long term corporate family and probability of default on
July 16, 2007. The outlook is stable.
HANOVER COMPRESSOR: Trusts to Redeem $133MM & $250MM Senior Notes
-----------------------------------------------------------------
Hanover Compressor Company disclosed that Hanover Equipment Trust
2001A, a special purpose Delaware business trust, will redeem all
$133 million of its outstanding 8.5% Senior Secured Notes due
2008, and Hanover Equipment Trust 2001B, a special purpose
Delaware business trust, will redeem all $250 million of its
outstanding 8.75% Senior Secured Notes due 2011.
The indenture governing the 8.5% Notes permits the redemption of
all of the 8.5% Notes at a redemption price of 100% plus accrued
and unpaid interest to the date fixed for redemption. The
indenture governing the 8.75% Notes permits the redemption of all
of the 8.75% Notes at a redemption price of 102.917% plus accrued
and unpaid interest to the date fixed for redemption. The
redemption date of both series of Notes is Sept. 17, 2007.
To commence the redemption process, Hanover Compression Limited
Partnership, an indirect wholly owned subsidiary of Hanover,
exercised its option to purchase from HET 2001A the gas
compression equipment currently under lease to HCLP from HET
2001A, and HCLP exercised its option to purchase from HET 2001B
the gas compression equipment currently under lease from HET
2001B.
HCLP expects to pay HET 2001A approximately $137.7 million and to
pay HET 2001B approximately $266.3 million for the equipment on
the date the Notes are redeemed. The trusts will then use the
proceeds from the equipment sale to fund the redemption of the
Notes and the related trust equity certificates.
U.S. Bank Trust National Association is the trustee and redemption
agent for the Notes. Formal notice of the redemption setting
forth the redemption procedures was sent to noteholders on
Aug. 17, 2007.
The redemption of the Notes is part of the refinancing plan of
Hanover and Universal Compression Holdings Inc. being implemented
in anticipation of the closing of their pending merger, which is
expected to occur on or about Aug. 20, 2007, if the conditions to
the closing have been satisfied as of that date.
As part of the refinancing plan, Exterran Holdings Inc., which
will be the publicly traded holding company after the completion
of the merger, has engaged Wachovia Capital Markets LLC and J. P.
Morgan Securities Inc. to arrange and syndicate a senior secured
credit facility, consisting of a revolving credit facility and a
term loan, and has engaged Wachovia to provide a new asset-backed
securitization facility to Exterran.
The primary purpose of these new facilities will be to fund the
redemption or repurchase of all of Hanover's and Universal's
outstanding debt other than Hanover's convertible debt securities
and the credit facility of Universal's publicly traded subsidiary,
Universal Compression Partners L.P.
The new facilities will replace Hanover's and Universal's existing
bank lines and Universal's existing asset-backed securitization
facility. The closing of the new facilities is subject to the
receipt of sufficient commitments from participating lenders and
the execution of mutually satisfactory documentation.
About Hanover Compressor
Headquartered in Houston, Texas, Hanover Compressor Company,
(NYSE: HC) -- http://www.hanover-co.com/-- rents and repairs
compressors and performs natural gas compression services for oil
and gas companies. The company's subsidiaries also provide
service, fabrication, and equipment for oil and natural gas
processing and transportation applications. It has locations in
India, China, Indonesia, Japan, Korea, Taiwan, the United Kingdom,
and Vietnam, among others.
* * *
Moody's Investor Services assigned B1 rating on Hanover Compressor
Company's long term corporate family and probability of default on
July 16, 2007. The outlook is stable.
HAYES LEMMERZ: Names James Yost as Executive Vice Pres. and CEO
---------------------------------------------------------------
Hayes Lemmerz International Inc. has promoted James A. Yost to the
new position of executive vice president and chief financial
officer.
Mr. Yost served the company as vice president, finance and chief
financial officer. Mr. Yost is responsible for the global finance
and information technology functions. Mr. Yost will report to
Curtis J. Clawson, president, chief executive officer and chairman
of the board.
Mr. Yost has strengthened the finance team and enhanced internal
accounting controls across the company. Mr. Yost was also
instrumental in the success of the recent equity rights offering
and debt refinancing, which raised new equity, retired high cost
debt, and strengthened the balance sheet.
"Jim is a key member of the Hayes Lemmerz leadership team and has
had significant influence on the strategic and financial direction
of the company," Mr. Clawson stated. "He also led the recent
share rights offering and debt refinancing which bolstered our
financial position. We are very pleased to announce his promotion
to Executive Vice President and CFO, and will continue to rely on
his expertise and leadership as we guide our company into its next
phase of growth."
Mr. Yost joined Hayes Lemmerz in July 2002. Mr. Yost retired from
Ford Motor Company in 2001, where he served as vice president of
corporate strategy. He also held positions as vice president and
chief information officer, executive director of corporate
finance, general auditor and executive director of finance process
and systems development, finance director of Ford Europe and
controller of Autolatina (South America) during his 27-year
career.
Mr. Yost graduated with a Bachelor of Engineering Science degree
in Computer Science from the Johns Hopkins University in
Baltimore, Maryland. He also received a Masters of Business
Administration degree in Finance from the University of Chicago.
About Hayes Lemmerz International
Headquartered in Northville, Michigan, Hayes Lemmerz International
Inc. (Nasdaq: HAYZ) -- http://www.hayes-lemmerz.com/-- global
supplier of automotive and commercial highway wheels, brakes and
powertrain components. The company has 30 facilities and
approximately 8,500 employees worldwide. The company has
operations in India, Brazil and Germany, among
others.
* * *
As reported in the Troubled Company Reporter on May 4, 2007,
Moody's Investors Service raised to B3 from Caa1 the corporate
family and probability of default ratings of HLI Operating
Company, Inc., a wholly-owned subsidiary of Hayes Lemmerz
International, and changed the rating outlook to stable from
negative.
HELLER FINANCIAL: Moody's Junks Rating on $9.6 Mil. Class M Certs.
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed the ratings of eight classes of Heller Financial
Commercial Mortgage Asset Corp., Mortgage Pass-Through
Certificates, Series 2000 PH-1 as:
-- Class A-2, $460,214,616, affirmed at Aaa
-- Class X, Notional, affirmed at Aaa
-- Class B, $43,062,000, affirmed at Aaa
-- Class C, $47,846,000, affirmed at Aaa
-- Class D, $11,962,000, affirmed at Aaa
-- Class E, $35,885,000, upgraded to Aaa from Aa1
-- Class F, $14,354,000, upgraded to Aa1 from Aa3
-- Class H, $19,139,000, upgraded to Baa3 from Ba2
-- Class J, $9,570,000, upgraded to Ba2 from Ba3
-- Class K, $7,177,000, affirmed at B1
-- Class L, $9,570,000, affirmed at B2
-- Class M, $9,570,000, affirmed at Caa1
As of the Aug. 17, 2007 distribution date, the transaction's
aggregate certificate balance has decreased by about 26% to
$707.8 million from $957 million at securitization. The
certificates are collateralized by 167 mortgage loans ranging in
size from less than 1% to 3.7% of the pool, with the top 10 loans
representing 19.3% of the pool. Forty-five loans, representing
37.5% of the pool, have defeased and are collateralized with U.S.
Government securities.
Nine loans have been liquidated from the trust resulting in
realized losses of about $6 million. Three loans, representing
3.5% of the pool, are in special servicing. Moody's is estimating
minimal losses for the specially serviced loans. Thirty-three
loans, representing 18.8% of the pool, are on the master
servicer's watchlist.
Moody's was provided with full-year 2006 operating results for
84.9% of the performing loans. Moody's loan to value ratio is
83.9%, compared to 84.1% at Moody's last full review in June 2006
and compared to 86.6% at securitization. Moody's is upgrading
Classes E, F, H and J due to defeasance, increased credit support
and stable overall pool performance.
The top three non-defeased loans represent 8.5% of the outstanding
pool balance. The largest loan is the Valencia Marketplace Loan
($26.4 million - 3.7%), which is secured by a 179,000 square foot
community center located in Valencia, California. The center is
anchored by Vons Grocery Store and is 100% leased, the same as at
last review. Moody's LTV is 76.3%, compared to 78.5% at last
review.
The second largest loan is the Tannery Office Park Loan
($17.9 million -- 2.5%), which is secured by a 328,000 square foot
office complex located in Milwaukee, Wisconsin. The property was
originally an industrial complex built in 1913 but was redeveloped
into an office complex in 1997. The property was 66.3% occupied
as of March 2007, compared to 96% at last review. The decline in
occupancy is due to tenant turnover and the weak Milwaukee office
market. The loan is on the servicer's watchlist due to a decline
in debt service coverage. Moody's LTV is in excess of 100%, the
same as at last review.
The third largest loan is the Brookwood Square Loan ($15.8 million
- 2.2%), which is secured by a 236,000 square foot retail center
located in Austell, Georgia. The property was 99.4% occupied as
of March 2007, compared to 96.8% at last review. Anchors include
Home Depot and Marshalls. Moody's LTV is 88.3%, compared to 88.8%
at last review.
HUNTSMAN CORP: Paying $0.10/Share Dividend on Sept. 28
------------------------------------------------------
The board of directors of Huntsman Corporation has declared a
$0.10 per share cash dividend on its common stock. The dividend
is payable on Sept. 28, 2007, to stockholders of record as of
Sept. 15, 2007.
Based in Salt Lake City, Utah, Huntsman Corp. (NYSE: HUN) --
http://www.huntsman.com/-- manufactures and markets
differentiated and commodity chemicals. Its operating companies
manufacture products for a variety of global industries including
chemicals, plastics, automotive, aviation, textiles, footwear,
paints and coatings, construction, technology,agriculture, health
care, detergent, personal care, furniture, appliances and
packaging.
* * *
As reported in the Troubled Company Reporter on June 28, 2007,
Moody's Investors Service placed the debt ratings and the
corporate family ratings (CFR -- Ba3) for Huntsman Corporation and
Huntsman International LLC, a subsidiary of Huntsman under review
for possible downgrade.
INROB TECH: June 30 Balance Sheet Upside-Down by $466,390
---------------------------------------------------------
InRob Tech Ltd.'s consolidated balance sheet at June 30, 2007,
showed $6.1 million in total assets, $6.6 million in total
liabilities, resulting in a $466,390 total stockholders' deficit.
The company reported a net loss of $198,066 for the second quarter
ended June 30, 2007, compared with net income of $69,545 for the
same period a year ago.
For the three months ended June 30, 2007, the company reported
$537,847 in revenues compared to $478,617 for the same period in
2006. The overall increase in revenues resulted primarily from an
increase in product sales from to $69,135 in 2006 to $119,730 in
2007. Service revenues also increased from $409,482 in 2006 to
$418,117 in 2007, an increase of 2.1%.
Gross profit decreased to $197,025 from $206,078 in the quarter
ended June 30, 2006, primarily due to an increase $68,283 in cost
of goods sold as a result of increases in salaries and wages,
repairs and maintenance, employee goodwill, and vehicle operating
expenses, offset by reductions in occupancy/rent costs, insurance,
and project consulting expenses.
The swing to a net loss for the three months ended June 30, 2007,
was due primarily to the decrease in gross profit, an increase in
general and administrative expenses, and an increase in other
expense.
General and administrative expenses increased from $138,135 in
2006, to $269,093 for the same period in 2007, resulting in an
overall increase of $130,958, or 94.8%. The increase was
primarily attributed to increases in office and supply expenses,
management fees, telephone and communications expenses,
professional fees, promotion and business expansion expenses, and
depreciation expense, offset by decreases in auto transportation
expenses, realized foreign currency exchange, and computer
supplies and repair expenses.
Other income (expense) for the three months ended June 30, 2007,
amounted to an expense of $125,998, from income of $12,021 for the
same prior year period. The increase in other expense was
primarily attributable to an increase in interest expense of
$178,514 related to the company's convertible notes offset by an
increase in interest and other income of $40,495.
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?22bd
The company has incurred significant operating losses through
June 30, 2007, and has insufficient revenues to cover its on-going
operating costs.
Going Concern Doubt
Davis Accounting Group P.C., in Cedar City, Utah, expressed
substantial doubt about InRob Tech Ltd.'s ability to continue as a
going concern after auditing the company's consolidated financial
statements for the year ended Dec. 31, 2006. The auditing firm
reported that the company has experienced operating losses, and
has negative working capital.
The company has incurred significant operating losses through
June 30, 2007, and has insufficient revenues to cover its on-going
operating costs.
About Inrob Tech
Headquartered in Las Vegas, Nevada, InRob Tech Ltd. (OTC BB:
IRBL.OB) -- http://www.inrobtech.com/ -- is a high-tech company
with a wholly owned subsidiary in Israel, specializing in the
planning, manufacturing and service support of advanced wireless
and remote control systems, operating all types of robots and
other vehicles. The company is a leader in its field, and supports
the Israeli Defense Forces, Israeli police, and other military and
civilian companies dealing with security. Founded in 1988, the
company works closely with other high-tech companies to provide
the most advanced and comprehensive UGV solutions to the market.
INTERACT HOLDINGS: June 30 Balance Sheet Upside-Down by $2 Million
------------------------------------------------------------------
Interact Holdings Group Inc.'s, formerly The Jackson Rivers
Company, consolidated balance sheet at June 30, 2007, showed
$3.7 million in total assets, $5.7 million in total liabilities,
resulting ina $2.0 million total stockholders' deficit.
The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $1.0 million in total current
assets available to pay $2.2 million in total current liabilities.
Interact Holdings Group Inc. reported reported a net loss of
$1.0 million for the second quarter ended June 30, 2007, compared
with a net loss of $870,074 for the comparable quarter in 2006.
Net sales from operations increased to $1.2 million in the three
months ended June 30, 2007, from $757,836 during the same period
in 2006. This increase was attributable to the acquisition of
UTSI.
The increase in net loss primarily reflects increases in selling,
general and administrative expenses, and research and development
expenses, partly offset by an increase in gross profict as a
result of the increase in revenues.
The company generated a gross profit of $604,667 with a gross
profit margin of approximately 50% for the three months ended
June 30, 2007.
Selling, general and administrative expenses, and research and
development expenses, expenses increased to $1.5 million in the
second quarter of 2007, from $943,936 during the same period in
2006. This increase was attributable to the addition of UTSI, and
to research and development expenditures of $107,072 in the three
months ended June 30, 2007 compared to $-0- during the
corresponding period in 2006.
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?22cb
Going Concern Doubt
Gruber & Company LLC, in Lake Saint Louis, Missouri, expressed
substantial doubt about Interact Holdings Group Inc.'s (formerly
The Jackson Rivers Company) ability to continue as a going concern
after auditing the company's financial statements as of the year
ended Dec. 31, 2006. The auditing firm pointed to the company's
retained deficit of $4,562,376 as of Dec. 31, 2006.
About Interact Holdings
Headquartered in Houston, Texas, Interact Holdings Group, Inc. --
(OTC BB: IHGR.OB) -- http://interactholdings.com/-- provides high
technology tools and services that help companies, governments and
institutions manage their industrial infrastructure and economic
assets more effectively. The company currently provides products
and services to several selected major industry segments,
including: oil and gas, electric utility, and telecommunications.
Interact Holdings maintains two operating subsidiaries, Diverse
Networks and UTSI International. The company's current services
include Supervisory Control and Data Acquisition (SCADA), Machine-
to-Machine (M2M) technology and services, engineering, consulting,
network and operations management support.
INTERSTATE BAKERIES: Wants to Reject 10 Unexpired Property Leases
-----------------------------------------------------------------
Pursuant to Sections 105(a) and 365(a) of the Bankruptcy Code and
Rule 6006 of the Federal Rules of Bankruptcy Procedure, Interstate
Bakeries Corporation and its debtor-affiliates seek the United
States Bankruptcy Court for the Western District of Missouri's
authority to reject unexpired nonresidential real property leases
in 10 locations:
(1) 529 S Blosser, in Santa Maria, California;
(2) 1726 Daleway STE13, in Mt. Vernon, Washington;
(3) 1210 Byrne Road, in Toledo, Ohio;
(4) 1045 South McCord, in Holland, Ohio;
(5) 3806 Jeff Davis Hwy., in Richmond, Virginia;
(6) 602 S School Ave., in Fayetteville, Arizona;
(7) 1611 E Hwy 66, in El Reno, Oklahoma;
(8) 50 E Railroad St., in Winnemucca, Nevada;
(9) 4429 Rockbridge Rd., in Stone Mountain, Georgia; and
(10) 1327 Dallas Ave., in Lancaster, Texas.
The Fayetteville, Arizona; Winnemuca, Nevada; and Stone Mountain,
Georgia properties are deemed rejected as of August 22, 2007,
while the other seven properties are deemed rejected on August 2.
J. Eric Ivester, Esq., at Skadden Arps Slate Meagher & Flom LLP,
in Chicago, Illinois, relates that the Debtors have ceased
operations at the Premises and will have to vacate them on or
prior to the applicable Rejection Date for each lease.
The Debtors have determined that each Lease does not have any
marketable value beneficial to their estates and will play no
part in their future operations, Mr. Ivester asserts. He says
that by rejecting the Leases, the Debtors can avoid incurring
unnecessary administrative charges for rent and repair or
restoration of each of the Premises. In addition, the resultant
savings from the rejection will favorably affect the Debtors'
cash flow and assist them in managing their future operations.
Any personal property remaining in each of the Premises after the
Rejection Date are deemed abandoned to the landlord of each
Lease, and the Landlord will be entitled to remove or dispose of
the property, Mr. Ivester says.
About Interstate Bakeries
Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh-baked
bread and sweet goods, under various national brand names,
including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) and
Drake's(R). Currently, IBC employs more than 25,000 people and
operates 45 bakeries, as well as approximately 800 distribution
centers and approximately 800 bakery outlets throughout the
country.
The company and seven of its debtor-affiliates filed for
chapter 11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No.
04-45814). J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP represent the Debtors in
their restructuring efforts. When the Debtors filed for
protection from their creditors, they listed $1,626,425,000 in
total assets and $1,321,713,000 (excluding the $100,000,000 issue
of 6.0% senior subordinated convertible notes due August 15, 2014)
in total debts.
The Debtors' exclusive period to file a chapter 11 plan expires on
Oct. 5, 2007. (Interstate Bakeries Bankruptcy News, Issue No. 65;
Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/
or 215/945-7000).
INTERSTATE BAKERIES: Wants to Sell Brewer Property for $540,000
---------------------------------------------------------------
Interstate Bakeries Corporation and its debtor-affiliates seek the
United States Bankruptcy Court for the Western District of
Missouri's authority to sell their interest in a property located
at 34 Abbott Street, in Brewer, Maine, to Husson Park Limited
Partnership, for $540,000, subject to higher and better offers.
The Brewer Property is comprised of approximately 4.90 acres of
land with a 50,305 square foot building. The Debtors are no
longer using the Property in connection with their business
operations, J. Eric Ivester, Esq., at Skadden Arps Slate Meagher
& Flom LLP, in Chicago, Illinois, relates.
As part of its review of cost-cutting opportunities, the Debtors
have decided to sell the Brewer Property. As a result of their
marketing efforts, the Debtors have received multiple non-binding
offers for the Property, ranging from $420,000 to $540,000.
After evaluating the terms and benefits of each proposal, the
Debtors have determined that the Husson Park's proposal
represents the best offer.
The Debtors have, thus, decided to enter into an Asset Purchase
Agreement with Husson Park as a stalking horse bidder for the
Property. Husson Park has agreed to purchase the Brewer Property
for $540,000, subject to higher and better offers. Husson Park
has also made a $54,000 escrow deposit for the Proposed Sale.
The Assets to be sold include all of the Debtors' rights, title
and interest in the Brewer Property, and any building, fixtures
or equipment permanently attached to it.
Bidding Procedures
To maximize the value to be realized from the sale of the Brewer
Property, the Debtors will continue to seek and solicit other
bids using Court-approved bidding procedures.
Interested bidders were required to submit their offers no later
than August 14, 2007.
If more than one bid is received, the Debtors intend to hold an
auction on August 17, 2007, at the offices of Skadden, Arps,
Slate, Meagher & Flom LLP, in Chicago, Illinois.
The minimum bid for the Seattle Property is $600,000.
The Debtors have agreed to:
-- provide bid protection to Husson Park in the form of a
$10,800 termination fee; and
-- reimburse Husson Park's reasonable and documented
expenses of up to $10,800.
The Debtors also ask the Court for the option to escrow any past
due property taxes, including any accrued or estimated penalties
and interest, related to the Property as of the Closing Date,
which amounts are currently in dispute.
About Interstate Bakeries
Headquartered in Kansas City, Missouri, Interstate Bakeries
Corporation is a wholesale baker and distributor of fresh-baked
bread and sweet goods, under various national brand names,
including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) and
Drake's(R). Currently, IBC employs more than 25,000 people and
operates 45 bakeries, as well as approximately 800 distribution
centers and approximately 800 bakery outlets throughout the
country.
The company and seven of its debtor-affiliates filed for
chapter 11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No.
04-45814). J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP represent the Debtors in
their restructuring efforts. When the Debtors filed for
protection from their creditors, they listed $1,626,425,000 in
total assets and $1,321,713,000 (excluding the $100,000,000 issue
of 6.0% senior subordinated convertible notes due August 15, 2014)
in total debts.
The Debtors' exclusive period to file a chapter 11 plan expires on
Oct. 5, 2007. (Interstate Bakeries Bankruptcy News, Issue No. 65;
Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/
or 215/945-7000).
INYX USA: Stephen Gray Appointed as Chapter 11 Trustee
------------------------------------------------------
The Hon. Kevin Gross of the U.S Bankruptcy Court for the District
of Delaware, at the request of Kelly Beaudin Stapleton, the U.S.
Trustee for Region 3, appointed Stephen S. Gray as the Chapter 11
Trustee in Inyx USA Ltd.'s bankruptcy proceedings.
The Trustee discloses that Ashton Pharmaceuticals and Inyx Pharma,
the Debtors' UK affiliates, were placed into an involuntary
administration on June 29, 2007. Based on information uncovered
by Ernst & Young, the court-appointed administrators, Westernbank
Puerto Rico filed a civil action in the U.S. District Court for
the District of Puerto Rico (3:07-cv-01606-ADC) alleging that from
2005 through the present, the Debtors and certain executives of
the Debtors' parent company, Inyx, Inc., engaged in a series of
fraudulent schemes to defraud Westernbank.
The Trustee relates that these evidence of fraud and the
substantial overlap in the management of the Inyx entities, cause
exists for the appointment of a chapter 11 trustee. By appointing
a chapter 11 trustee, the U.S. Trustee contends that there is
assurance that the Debtors are under the control of a person
untainted by the pattern of fraud.
The Trustee further contends that an analysis of the relevant
facts as alleged and adduced by Westernbank demonstrate that the
appointment is in the best interest of the parties and the
Debtors' estates. The Debtors' management and leadership, and the
management of the Debtors' parent, appear to have engaged in
significant, wide-spread and pervasive fraud against Westernbank
and have used the Debtors and on-debtor affiliates in a scheme to,
inter alia, defraud creditors.
About Inyx USA and Exaeris
Based in Manati, Puerto Rico, Inyx USA Ltd. operates a
pharmaceuticals production center that encompasses five buildings
totaling 140,000 square feet and extending over 9.5 acres.
Exaeris, Inc., locate din Exton, Pennsylvania, focuses on the
strategic commercialization of niche or enhanced pharmaceutical
products, marketing and promotion activities. Inyx USA and
Exaeris are wholly-owned subsidiaries of Inyx, Inc. (OTC:IYXI) --
http://www.inyxinc.com/-- a specialty pharmaceutical company.
Inyx USA and Exaeris filed for chapter 11 protection on July 2,
2007 (Bankr. D. Del. Case Nos. 07-10887 and 07-10888). Anthony M.
Saccullo, Esq., at Fox Rothschild, L.L.P., represents the Debtors.
When Inyx USA filed for protection from its creditors, it listed
estimated assets and debts between $1 million and $100 million.
Exaeris estimated its assets were less than $10,000 but debts were
between $1 million and $100 million.
In Court documents filed by Jack Kachkar, CEO of Inyx, Inc., Inyx
USA is indebted to Westernbank Puerto Rico in the approximate
amount of $35 million and secured by a first-priority lien in
substantially all of Inyx USA's assets. Exaeris has in excess of
$5 million in prepetition unsecured obligations outstanding to
various creditors.
Ashton Pharmaceuticals and Inyx Pharma, the Debtors' UK
affiliates, were placed into an involuntary administration on
June 29, 2007. Ernst & Young was appointed by the UK court as
administrators.
JOURNAL REGISTER: Declining Sales Cue Moody's Ratings Review
------------------------------------------------------------
Moody's Investors Service placed all ratings of Journal Register
Company under review for possible downgrade. The rating action
follows the filing of the company's second quarter 2007 financial
statements which reflect a double digit decline in quarter-over-
quarter advertising sales from continuing operations that is below
Moody's previous expectations.
The ratings placed under review comprise:
-- $375 million senior secured revolving credit facility, due
2012 - currently rated Ba3
-- $575 million senior secured term loan A, due 2012 – currently
rated Ba3
-- Corporate Family rating – currently rated Ba3
-- Probability of Default rating – currently rated B1
The review for possible downgrade will assess:
i. the likelihood that Journal Register will be able to reverse
the series of quarterly sales declines which it has
experienced over the past two years;
ii. the probability that the company will generate sufficient
free cash flow to satisfy its intermediate-term debt
amortization requirements, absent an amendment of its senior
secured loan agreement;
iii. the possibility that continuing softness in newspaper
publishing trading multiples could lessen the asset
protection currently afforded to lenders; and
iv. the adequacy of external sources of committed covenant-
compliant funding available to support Journal Register's
liquidity.
Journal Register Company is a leading US newspaper publisher.
Based in Yardley, Pennsylvania, the company recorded sales of
$470 million for the LTM period ended July 1, 2007.
KRAIG KNAPHUS: Case Summary & Five Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Kraig Knaphus
15703 Bernardo Heights Parkway
San Diego, CA 92128
Bankruptcy Case No.: 07-04459
Chapter 11 Petition Date: August 17, 2007
Court: Southern District of California (San Diego)
Judge: Louise DeCarl Adler
Debtor's Counsel: Craig E. Dwyer, Esq.
8745 Aero Drive, Suite 301
San Diego, CA 92123
Tel: (858) 268-9909
Fax: (858) 268-4230
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
Debtor's Five Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Capital One $8,009
P.O. Box 60024
City of Industry, CA
91716-0024
Citi Drivers Edge $6,751
P.O. Box 6000
The Lakes, NV
89163-6000
Citi A Advantage $4,294
P.O. Box 6000
The Lakes, NV
89163-6000
Wells Fargo $3,210
Beneficial $1,900
LANDRY'S RESTAURANTS: Holders Agree to Reinstate 7.5% Senior Notes
------------------------------------------------------------------
Landry's Restaurants Inc. has reached an agreement with a majority
of the note holders to reinstate the 7.5% Senior Notes, whereby
the interest rate under the Senior Notes will increase to 9.5%.
The agreement also provides that both the company and the note
holders shall have an option at 18 months for the company to
redeem the bonds or for the note holders to call the bonds.
Although the agreement was read into the record in the Court
proceeding instituted by the company, a formal written settlement
agreement has not yet been executed, however, it is anticipated to
be completed prior to Aug. 29, 2007.
"We are pleased to have our SEC filings in place and for the bond
matter to be settled," Tilman J. Fertitta, chairman, president and
CEO stated. "We can now turn our focus to running the Company and
completing all of our projects."
"It was important at this time to retain the bonds in our capital
structure and maintain our existing $300 million bank revolving
credit facility," Rick Liem, EVP and CFO added.
Headquartered in Houston, Texas, Landry's Restaurants Inc. (NYSE:
LNY) -- http://www.landrysrestaurants.com/-- owns and operates
more than 300 restaurants, including Landry's Seafood House, Joe's
Crab Shack, The Crab House, Rainforest Cafe, Charley's Crab,
Willie G's Seafood & Steak House, The Chart House, and Saltgrass
Steak House. Landry's also owns several icon developments,
including Downtown Aquariums in Houston and Denver. The company
employs approximately 36,000 workers in 36 states.
* * *
As reported in the Troubled Company Reporter on Aug. 15, 2007,
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.
LSI CORP: Board Approves $500 Million Stock Repurchase Program
--------------------------------------------------------------
LSI Corporation's board of directors has authorized a new stock
repurchase program of up to $500 million. The repurchases are
expected to be funded from the proceeds of the sale of the
Mobility Products Group, available cash and short-term
investments.
"This new program underscores our confidence in the long-term
benefits of the strategic actions we have taken since closing our
merger with Agere and our belief in the future of LSI as a more
focused company," Bryon Look, LSI executive vice president and
chief financial officer, said.
About LSI Corp.
Based in Milpitas, California, LSI Logic Corporation (NYSE: LSI)
-- http://www.lsi.com/-- provides innovative silicon, systems and
software technologies that enable products which seamlessly bring
people, information and digital content together. The company
offers a broad portfolio of capabilities and services including
custom and standard product ICs, adapters, systems and software
that are trusted by the world's best known brands to power leading
solutions in the Storage, Networking and Mobility markets.
* * *
As reported in the Troubled Company Reporter on April 11, 2007,
Standard & Poor's Ratings Services raised its corporate credit
rating on LSI Corp. to 'BB' from 'BB-' and removed the rating from
CreditWatch, where it was placed with positive implications on
March 15, 2007. The outlook is positive.
LSI CORP: Selling Mobility Products Business to Infineon Tech.
--------------------------------------------------------------
LSI Corporation has signed a definitive agreement to sell its
mobility products business to Infineon Technologies AG for
$450 million in cash, plus a performance-based payment of up to
$50 million payable in the first quarter of 2009.
The sale is the result of a strategic review within LSI of its
business portfolio following its merger with Agere Systems on
April 2, 2007. LSI expects to benefit from the sale by realigning
its resources to pursue growth opportunities for its storage
systems and storage and networking semiconductor businesses.
"Since closing our merger with Agere, we have taken significant
steps to drive shareholder value, including accelerating cost
reductions, selling our consumer business, transitioning to a
global contract manufacturing model, and completing a $500 million
stock buyback," Abhi Talwalkar, LSI president and chief executive
officer, said. "The sale of our mobility business will allow us
to further focus our efforts on attractive market opportunities in
storage and networking, where we have a strong presence,
significant differentiation and the scale needed to be successful
over the long term."
Under terms of the agreement, Infineon will purchase the LSI
Mobility Products Group, which designs semiconductors and software
for cellular telephone handsets and complete chip-level solutions
for satellite digital audio radio applications.
Upon closing, approximately 700 LSI employees will join the
Infineon Communications Solutions business group, which
manufactures and markets end-to-end semiconductor products and
solutions for cellular, wireless and wired communications.
Infineon will also enter into additional agreements with LSI,
including an intellectual property agreement, a transition
services agreement and a supply agreement.
"This move demonstrates our commitment to maintain and grow our
leadership in the wireless market," Dr. Wolfgang Ziebart,
president and CEO of Infineon Technologies, said. "The business
acquired from LSI will significantly strengthen our position at
important mobile phone makers and will add highly qualified
experts to the Infineon team."
"Infineon's strong commitment to the mobility market will ensure
our customers have access to a stronger supplier and a broader
portfolio of solutions to address their needs," Mr. Talwalkar.
"LSI is fully committed to work with Infineon to provide a
seamless transition for customers."
As a result of the sale, LSI expects to avoid significant future
investments needed to sustain a competitive position in the
mobility space and expects to accelerate the progress toward
attainment of its operating model and improve return on
investment.
The Mobility Products Group generated revenues of $186 million in
the first half of 2007, with $91 million in the second quarter of
2007. The company expects MPG revenues to grow sequentially in
the third quarter. LSI expects to eliminate approximately
$25 million per quarter in direct operating expenses upon closing
of the transaction.
The company also plans to reduce indirect costs associated with
the mobility business. LSI expects the combined effect of the
actions announced today to be roughly neutral to non-GAAP*
earnings per share by the end of 2008.
LSI expects to use the proceeds from this transaction to fund the
aforementioned stock repurchase program and potential future
strategic acquisitions in the storage and networking spaces.
The company does not expect to incur any material tax obligations
in connection with the transaction and expects to provide
additional financial information upon closing of the transaction.
The transaction is expected to close in the fourth quarter,
subject to the satisfaction of customary closing conditions and
regulatory approvals including those required by the Hart-Scott-
Rodino Antitrust Improvements Act.
About Infineon Technologies AG
Headquartered in San Jose, California, Infineon Technologies AG
(NYSE: IFX; FSE) –- http://www.infineon.com/-- focuses on the
three main areas: Energy efficiency, Communications and Security.
The company offers semiconductors and system solutions for
automotive, industrial electronics, chip card and security as well
as applications in communications. Furthermore, the company
offers memory products throught its subsidiary Qimonda. The
company has a technology portfolio with about 22,900 patents and
applications. Infineon operates through its subsidiaries in the
USA from Livonia, California, in the Asia-Pacific region from
Singapore and in Japan from Tokyo.
About LSI Corp.
Headquartered in Milpitas, California, LSI Logic Corporation
(NYSE: LSI) -- http://www.lsi.com/-- provides innovative silicon,
systems and software technologies that enable products which
seamlessly bring people, information and digital content together.
The company offers a broad portfolio of capabilities and services
including custom and standard product ICs, adapters, systems and
software that are trusted by the world's best known brands to
power leading solutions in the Storage, Networking and Mobility
markets.
* * *
As reported in the Troubled Company Reporter on April 11, 2007,
Standard & Poor's Ratings Services raised its corporate credit
rating on LSI Corp. to 'BB' from 'BB-' and removed the rating from
CreditWatch, where it was placed with positive implications on
March 15, 2007. The outlook is positive.
LUMINENT MORTGAGE: Inks LOI with Arco Capital on Liquidity Issues
-----------------------------------------------------------------
Luminent Mortgage Capital Inc. and Arco Capital Corporation Ltd.,
a holding company engaged in lending and acquisition activities
managed out of San Juan, Puerto Rico, have entered into a Letter
of Intent outlining current and proposed transactions intended to
address Luminent's current liquidity issues that arose due to
unanticipated disruptions in mortgage credit markets.
Under the initial transactions documented by the Letter of Intent,
Arco, subject to subsequent conditions:
-- arranged for the repurchase of approximately $65 million in
mortgage security portfolios with Luminent; and
-- has been issued warrants by Luminent to purchase up to a 49%
voting equity stake and 51% economic interest in Luminent on
a fully diluted basis at an exercise price of $0.18 per
common share, exercisable for a five year period beginning
Aug. 30, 2007.
In addition, the board of directors of Luminent will resolve to
elect four new members to the Board of Directors and four existing
directors will submit their resignations from the Board,
conditioned upon the newly elected members agreeing to serve on
the board.
The Letter of Intent documents the intent of Luminent and Arco,
subject to agreement and satisfaction of conditions, to effect
additional transactions that would:
-- provide Luminent with access to up to approximately
$60 million in additional capital through repurchase
agreements or secured credit arrangements with the intention
of addressing current or impending margin calls and
financing maturities; and
-- allow for Luminent to further stabilize Luminent's
repurchase agreement lines and maintain value in those
positions through other transactions which potentially may
include Arco acquiring selected assets from Luminent, on a
case by case basis.
While additional notices of default and margin calls remain a
possibility in the current environment, as of Aug. 17, 2007,
Luminent has outstanding notices of default for unfunded
outstanding margin calls totaling approximately $30.9 million,
with approximately $6.1 million of cash being held to effectuate
refinancing, for a net total current need of approximately
$24.8 million.
A default occurred under the indenture relating to $90 million of
Luminent's 8.125% Convertible Senior Notes due 2027. The trustee
under the indenture has subsequently notified Luminent of an event
of default, but has not yet declared those notes to be immediately
due and payable.
According to the Letter of Intent, going forward, Luminent's
business strategy is expected to include acting as a multi-channel
manager for asset- backed securities.
Each of the additional transactions contemplated by the Letter of
Intent is subject to the negotiation and execution of definitive
agreements and satisfaction of conditions, some of which remain to
be agreed. There can be no assurance that the subsequent
conditions to the initial transactions will be satisfied, the
additional transactions will be consummated or that the
transactions will be successful in fully addressing Luminent's
liquidity challenges.
After a careful review, and pursuant to an exception provided in
the New York Stock Exchange's stockholder approval policy, the
Audit Committee of Luminent's Board of Directors expressly
approved the decision not to seek stockholder approval for the
issuance of Luminent warrants to Arco. The Audit Committee
determined that any delay in securing stockholder approval for the
warrants could, given the external climate, further jeopardize the
financial viability of Luminent.
The Exchange has accepted the company's application of the
exception. Luminent, in reliance upon this exception, is mailing
a letter to all stockholders notifying them of its intention to
issue the warrants without prior stockholder approval.
"Luminent's board of directors undertook a thorough search for
strategic alternatives that could address and resolve Luminent's
liquidity issues in the best interests of Luminent and its
stockholders," Trez Moore, Luminent's chief executive officer,
said. "The board believes that, even with the possibility of
sizeable dilution to existing Luminent stockholders, the
transactions proposed by the Letter of Intent with Arco create the
best path both to attempt to protect current value and grow
potential value going forward. The board believes that, if
implemented, the arrangements proposed by the Letter of Intent
will provide Luminent with short-term liquidity relief and
position Luminent to preserve the value of its investment
positions."
About Luminent Mortgage Capital Inc.
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.
* * *
As reported in the Troubled Company Reporter on Aug. 15, 2007,
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.
MAIN STREET: Court Set to Approve Bid Procedures Tomorrow
---------------------------------------------------------
The Honorable Arthur B. Briskman of the United States Bankruptcy
Court for the Middle District of Florida will convene a hearing
Thursday, Aug. 23, 2007, at 10:00 a.m., to consider approval
of the asset sale procedures proposed by Lewis B. Freeman,
the Chapter 7 Trustee in Main Street USA Inc. and its debtor-
affiliates' bankruptcy cases.
On July 27, 2007, The Trustee signed an asset purchase agreement
with Dean Michael for the sale of the Debtors' residential real
property located at 967 Oropesa Avenue in Orlando, Florida,
subject to higher and better offers.
Mr. Michael proposed to buy the property for $166,900, free
and clear of all liens.
The Trustee tells the Court that the sale is expected to close on
Aug. 25, 2007.
Headquartered in Kissimmee, Florida, Main Street USA Inc. and
its debtor-affiliates filed for chapter 11 protection on Sept. 29,
2006 (Bankr. M.D. Fl. Case No. 06-02582). Jimmy D. Parrish, Esq.,
at Latham Shuker Barker Eden & Beaudine, LLP, represented the
Debtors in their restructuring efforts.
The Debtors' case was converted to a Chapter 7 liquidation
proceeding on Dec. 13, 2006. Lewis B. Freeman was appointed
as the Debtors' chapter 7 Trustee. Brian G. Rich, Esq., John
D. Eaton, Esq., and Paul S. Singerman, Esq., at Berger Singerman,
P.A., represents the Trustee. When the Debtors filed for
protection from their creditors, they estimated assets and
debts between $10 million to $50 million.
MEDICOR LTD: U.S. Trustee Objects to Sale of Assets
---------------------------------------------------
Kelly Beaudin Stapleton, the U.S. Trustee for Region 3, asks the
U.S. Bankruptcy Court for the District of Delaware to deny Medicor
Ltd. and its debtor-affiliates' request to sell substantially all
of their assets.
The Trustee contends that the Debtors haven't provided sufficient
information to allow evaluation of the sale procedures. The
Trustee relates that instead of proposing amounts for Good Faith
Deposit, Minimum Purchase Prices and overbid increments, the
Debtors state that these amounts "will be provided on or before
the hearing schedules to consider proposed bid procedures."
Further, the Debtors' request also doesn't provide sufficient
information for the Trustee to determine whether a consumer
privacy ombudsman needs to be appointed to protect personally
identifiable information about individuals.
As reported in the Troubled Company Reporter on Aug. 16, 2007. the
Court set a hearing, today, Aug. 22, 2007, to consider approval of
the Debtors' proposed bidding procedures for the sale of
substantially all of their assets.
The Debtors proposed a public sale of the assets to be held
Sept. 18, 2007, 10:00 a.m., at the Doubletree Hotel, 633 East
Cabrillo Boulevard in Santa Barbara, California.
Headquartered in North Las Vegas, Nevada, MediCor Ltd. --
http://www.medicorltd.com/-- acquires, develops, manufactures
and markets products primarily for aesthetic, plastic and
reconstructive surgery and dermatology markets.
The company and seven of its affiliates filed for chapter 11
protection on June 29, 2007 (Bankr. D. Del. Case No. 07-10877)
to effectuate the orderly marketing and sale of their business.
Kenneth A. Rosen, Esq., Jeffrey D. Prol, Esq., and Jeffrey A.
Kramer, Esq., at Lowenstein Sandler PC represent the Debtors in
their restructuring efforts. Dennis A. Meloro, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP, acts as the
Debtors' Delaware counsel. The Debtors engaged Alvarez & Marsal
North America LLC as their restructuring advisor. David W.
Carickhoff, Jr., Esq., and Jason W. Staib, Esq., at Blank Rome LLP
serve as the Official Committee of Unsecured Creditor's counsel.
In its schedules of assets and debts filed with the Court, Medicor
disclosed total assets of $96,553,019, and total debts of
$158,137,507. The Debtors' exclusive period to file a chapter 11
plan expires on Oct. 27, 2007.
MEDICOR LTD: Court Okays Lowenstein Sandler as Bankruptcy Counsel
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave
Medicor Ltd. and its debtor-affiliates' authority to employ
Lowenstein Sandler PC as their general bankruptcy counsel.
Lowenstein Sandler is expected to:
(a) advise the Debtors with respect to their powers and duties
as debtors and debtors-in-possession in the continued
management and operation of their business and properties;
(b) attend meetings and negotiate with representative of
creditors and other parties in interest and advise and
consult on the conduct of the Debtors' cases, including
all of the legal and administrative requirements of
operating in chapter 11;
(c) take all necessary action to protect and preserve the
Debtors' estates, including the prosecution of actions
commenced under the Bankruptcy Code on their behalf, and
objections to claims filed against the estates;
(d) prepare on behalf of the Debtors all motions,
applications, answers, orders, reports and papers
necessary to the administration of the estates;
(e) negotiate and prepare on the Debtors' behalf chapter 11
plan/s, disclosure statement/s and all related agreement
or documents and take any necessary action on behalf of
the Debtors to obtain confirmation of such plan/s;
(f) advise the Debtors with respect to any sale of assets and
negotiate and prepare on the Debtors' behalf all related
agreements;
(g) appear before the Court and any appellate courts, and
protect the interests of the Debtors' estates before these
courts; and
(h) perform all other legal services in connection with the
Debtors' chapter 11 cases.
The Debtors inform the Court that Lowenstein Sandler will work
closely with Greenberg Traurig, LLP, their Delaware counsel.
Jeffrey D. Prol, Esq., a member of Lowestein Sandler, tells the
Court that professionals of the firm bill:
Classification/Experience Hourly Rate
------------------------- -----------
Members $450 - $625
Counsel/Associates $225 -$445
Legal Assistants $75 - $175
Mr. Prol assures the Court that the firm is "disinterested person"
as that term is defined in Section 101(14)of the Bankruptcy Code.
Mr. Prol can be reached at:
Jeffrey D. Prol, Esq.
Lowenstein Sandler PC
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973) 597-2500
Fax: (973) 597-2400
http://www.lowenstein.com/
Headquartered in North Las Vegas, Nevada, MediCor Ltd. --
http://www.medicorltd.com/-- acquires, develops, manufactures
and markets products primarily for aesthetic, plastic and
reconstructive surgery and dermatology markets.
The company and seven of its affiliates filed for chapter 11
protection on June 29, 2007 (Bankr. D. Del. Case No. 07-10877)
to effectuate the orderly marketing and sale of their business.
Kenneth A. Rosen, Esq., Jeffrey D. Prol, Esq., and Jeffrey A.
Kramer, Esq., at Lowenstein Sandler PC represent the Debtors in
their restructuring efforts. Dennis A. Meloro, Esq., and Victoria
Watson Counihan, Esq., at Greenberg Traurig, LLP, acts as the
Debtors' Delaware counsel. The Debtors engaged Alvarez & Marsal
North America LLC as their restructuring advisor. David W.
Carickhoff, Jr., Esq., and Jason W. Staib, Esq., at Blank Rome LLP
serve as the Official Committee of Unsecured Creditor's counsel.
In its schedules of assets and debts filed with the Court, Medicor
disclosed total assets of $96,553,019, and total debts of
$158,137,507. The Debtors' exclusive period to file a chapter 11
plan expires on Oct. 27, 2007.
MERITAGE MORTGAGE: S&P Junks Ratings on Two Certificate Classes
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of mortgage-backed securities from Meritage Mortgage Loan
Trust 2005-1. At the same time, S&P removed two of these ratings
from CreditWatch, where they were placed with negative
implications on June 5, 2007. In addition, S&P affirmed its
ratings on 11 classes from the same transaction.
The downgrades reflect the deteriorating performance of the
collateral pool as monthly net losses continue to significantly
outpace monthly excess spread interest, resulting in steady
erosion of available credit support, particularly
overcollateralization. In fact, losses have reduced O/C for this
transaction to zero, warranting the downgrade of the most
subordinate B-1, M-11, M-10, and M-9 classes. S&P downgraded
classes B-1 and M-11 to 'CCC' from 'B' and from 'BBB-',
respectively. S&P lowered its rating on class M-10 to 'B' from
'BBB' and lowered our rating on class M-9 to 'BBB' from 'BBB+'.
As of the July 2007 distribution, Meritage Mortgage Loan Trust
2005-1 had total delinquencies of 36.33% of the current pool
balance and severe delinquencies (90-plus days, foreclosures, and
REOs) of 23.16%. Cumulative realized losses totaled 2.48% of the
original pool balance. This transaction is 29 months seasoned and
has paid down to 20.31% of its original size.
S&P removed the ratings on classes B-1 and M-11 from CreditWatch
negative because S&P lowered them to 'CCC'. According to Standard
& Poor's surveillance practices, classes of certificates or notes
from RMBS transactions with ratings lower than 'B-' are no longer
eligible to be on CreditWatch negative.
The affirmations reflect adequate and projected credit support
provided by a combination of excess spread, O/C, and
subordination. The collateral for this transaction consists of
30-year fixed- and adjustable-rate subprime mortgage loans secured
by first liens on one- to four-family residential properties.
Ratings Lowered
Meritage Mortgage Loan Trust 2005-1
Rating
------
Class To From
----- -- ----
M-9 BBB BBB+
M-10 B BBB
Ratings Lowered and Removed from Creditwatch Negative
Meritage Mortgage Loan Trust 2005-1
Rating
------
Class To From
----- -- ----
M-11 CCC BBB-/Watch Neg
B-1 CCC B/Watch Neg
Ratings Affirmed
Meritage Mortgage Loan Trust 2005-1
Class Rating
----- ------
I-A1, I-A2, II-A3 AAA
M-1, M-2 AA+
M-3, M-4 AA
M-5 AA-
M-6 A+
M-7 A
M-8 A-
MERRILL LYNCH: S&P Lifts Low-B Ratings on 11 Certificate Classes
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 79
classes of certificates from 20 transactions issued by Merrill
Lynch Mortgage Investors Trust. Concurrently, S&P affirmed its
ratings on 408 classes from 43 Merrill Lynch Mortgage Investors
transactions.
The raised ratings reflect an appreciation in actual and projected
credit support percentages. The transactions with classes that
experienced upgrades have benefited from accelerated principal
prepayments, the shifting interest structure of each deal, and
exceptional collateral performance. The upgraded classes within
these transactions have at least 1.71x the credit support level
for the higher rating categories. As of the July 25, 2007,
distribution date, total delinquencies for these transactions
ranged from 0.00% (various series) to 8.10% (series MLCC 2004-HB1)
of the current pool balances. Although total delinquencies are
relatively high for series MLCC 2004-HB1, the upgraded B-1 and B-2
classes have 2.41x and 1.97x the credit support level at the
higher rating category, respectively.
The affirmations reflect current and projected credit support
percentages that are sufficient to maintain the current ratings.
Total delinquencies range from 0.00% (various series) to 13.06%
(series 2006-A2) of the current pool balances, while cumulative
realized losses range from 0.00% (various series) to 0.07% (series
2004-HB1) of the original pool balances.
The collateral consists of prime jumbo 30-year fixed- and/or
adjustable-rate mortgage loans secured by first liens on one- to
four-family residential properties.
Ratings Raised
Merrill Lynch Mortgage Investors Trust
Rating
------
Series Class To From
------ ----- -- ----
2003-A4 M-2 AAA AA
2003-A4 M-3 AA+ A
2003-A4 B-1 A BBB-
2003-A4 B-2 B+ B
2003-A5 M-1 AAA AA
2003-A5 M-2 AA A
2003-A5 M-3 BBB+ BBB
2003-A5 B-1 BB+ BB
2003-A5 B-2 B+ B
2003-A6 M-1 AA+ AA
2003-A6 M-2 AA- A
2003-A6 M-3 BBB+ BBB
2003-A6 B-1 BBB BB
2003-A6 B-2 BB- B
MLCC 2003C B-1 AAA AA+
MLCC 2003C B-2 AA- A+
2003-D B-1 AAA AA+
2003-D B-2 AA+ A+
2003-D B-3 A+ BBB+
2003-D B-4 BBB+ BBB-
2003-D B-5 BB+ BB-
2003-E B-1 AAA AA+
2003-E B-2 AA+ AA-
2003-E B-3 A+ A-
2003-E B-4 A- BBB
2003-E B-5 BBB- BB
2003-F B-1 AAA AA+
2003-F B-2 AA AA-
2003-F B-3 A BBB+
2003-F B-4 BBB+ BBB
MLCC2003-G B-1 AAA AA+
MLCC2003-G B-2 AA AA-
MLCC2003-G B-3 A A-
MLCC2003-G B-4 BBB+ BBB-
MLCC2003-G B-5 BB B+
MLCC2003-H B-1 AAA AA+
MLCC2003-H B-2 AA+ AA-
MLCC2003-H B-3 A+ A-
MLCC2003-H B-4 BBB+ BBB-
2004-A2 M-1 AA+ AA
2004-A2 M-2 AA A
2004-A2 M-3 A BBB
2004-A2 B-1 BB+ BB
MLCC2004-A B-1 AAA AA+
MLCC2004-A B-2 AA AA-
MLCC2004-B B-1 AAA AA+
MLCC2004-B B-2 AA+ AA-
MLCC2004-B B-3 AA- A-
MLCC2004-B B-4 A- BBB-
MLCC2004-C B-1 AAA AA+
MLCC2004-C B-2 AA+ A+
MLCC2004-C B-3 A+ A-
MLCC2004-C B-4 A- BBB-
MLCC2004-C B-5 BB+ BB
MLCC2004-D B-1 AAA AA+
MLCC2004-D B-2 AA+ A+
MLCC2004-D B-3 A+ A-
MLCC2004-D B-4 BBB+ BBB-
MLCC2004-D B-5 BB+ BB
2004-E B-1 AAA AA
2004-E B-2 AA+ A+
2004-E B-3 A+ A-
2004-E B-4 BBB+ BBB-
MLCC2004-F B-1 AAA AA
MLCC2004-F B-2 AA+ A+
MLCC2004-F B-3 A+ BBB+
MLCC2004-F B-4 BBB+ BBB-
MLCC2004-F B-5 BB+ BB
2004-G B-1 AA+ AA
2004-HB1 B-1 AA+ AA
2004-HB1 B-2 AA- A
MLCC2005-A B-1 AAA AA
MLCC2005-A B-2 AA A
MLCC2005-A B-3 A BBB
MLCC2005-A B-4 BBB- BB
MLCC2005-A B-5 BB- B+
2005-B B-1 AA+ AA
2005-B B-2 AA- A
2005-B B-3 A- BBB
Ratings Affirmed
Merrill Lynch Mortgage Investors Trust
Series Class Rating
------ ----- ------
2003-A 1A, 2A-1, 2A-2, X-1A, X-2A1, X-2A2 AAA
2003-A X-1B, X-2B, X-3B AAA
2003-A B-1 AA+
2003-A B-2 A+
2003-A B-3A BBB+
2003-A B-3B BBB
2003-A B-4 BBB-
2003-A B-5 BB-
2003-A2 I-A-1, I-A-1-IO, II-A-2, II-A-2-IO AAA
2003-A2 II-A-3, II-A-3-IO, II-A-4, II-A-4-IO AAA
2003-A2 I-M-1, II-M-1 AA+
2003-A2 I-M-2 AA
2003-A2 II-M-2 AA-
2003-A2 I-M-3 A-
2003-A2 II-M-3 BBB+
2003-A2 I-B-1 BBB
2003-A2 II-B-1 BBB-
2003-A2 I-B-2 BB-
2003-A2 II-B-2 B+
2003-A4 I-A, II-A, III-A, IV-4, II-A-IO AAA
2003-A4 M-1 AAA
2003-A5 I-A, II-A-7, II-A-5, II-A-4, II-A-IO AAA
2003-A5 II-A-6 AAA
2003-A6 I-A, II-A AAA
2003-B A-1, A-2, X-A-1, X-A-2, X-B AAA
2003-B B-1 AA+
2003-B B-2 AA-
2003-B B-3 A-
2003-B B-4 BBB
2003-B B-5 BB
MLCC 2003C A-1, A-2, X-A-1, X-A-2, X-A-3, X-B AAA
MLCC 2003C B-3 BBB+
MLCC 2003C B-4 BBB-
MLCC 2003C B-5 BB-
2003-D A, X-A-1, X-A-2, X-B AAA
2003-E A-1, A-2, X-A-1, X-A-2, X-B AAA
2003-F X-B, X-A-2, X-A-1, A-3, A-2, A-1 AAA
2003-F B-5 BB
MLCC2003-G A-1, A-2, A-3, A-4A, A-4B, X-A-1 AAA
MLCC2003-G X-A-2, X-B AAA
MLCC2003-H A-1, A-2, A-3A, A-3B, X-A-1, X-A-2, X-B AAA
MLCC2003-H B-5 B+
2004-A1 I-A, II-A-1, II-A-2, II-A-IO, III-A AAA
2004-A1 IV-A AAA
2004-A1 M-1 AA
2004-A1 M-2 A
2004-A1 M-3 BBB
2004-A1 B-1 BB
2004-A1 B-2 B
2004-A2 I-A, II-A-2, II-A-1, II-A-3 AAA
2004-A2 B-2 B
2004-A3 I-A, II-A, III-A-1, III-A-2, III-A-3 AAA
2004-A3 IV-A-1, IV-A-2, IV-A-3 AAA
2004-A3 M-1 AA
2004-A3 M-2 A
2004-A3 M-3 BBB
2004-A3 B-1 BB
2004-A3 B-2 B
2004-A4 A-1, A-2, A-3 AAA
2004-A4 M-1 AA
2004-A4 M-2 A
2004-A4 M-3 BBB
2004-A4 B-1 BB
2004-A4 B-2 B
MLCC2004-A A-1, X-B, X-A-2, A-2 AAA
MLCC2004-A B-3 A-
MLCC2004-A B-4 BBB-
MLCC2004-A B-5 BB
MLCC2004-B A-1, A-2, A-3, X-A, X-B AAA
MLCC2004-B B-5 BB
MLCC2004-C A-2, A-2A, A-2B, A-3, X-A, X-B, A-1 AAA
MLCC2004-D A-1, A-2, A-3, X-A, X-B AAA
2004-E A-1, A-2A, A-2B, A-2C, A-2D, X-A, X-B AAA
2004-E B-5 BB
MLCC2004-F A-1A, A-1B, X-B, X-A, A-2 AAA
2004-G A-2, A-1, X-A, X-B AAA
2004-G B-2 A+
2004-G B-3 A-
2004-G B-4 BBB-
2004-G B-5 BB
2004-HB1 A-1, A-2, A-3, X-A, X-B AAA
2004-HB1 B-3 BBB
2004-HB1 B-4 BB
2004-HB1 B-5 BB-
2005-A1 I-A, II-A-1, II-A-2, III-A AAA
2005-A1 M-1 AA
2005-A1 M-2 A
2005-A1 M-3 BBB
2005-A1 B-1 BB
2005-A1 B-2 B
2005-A2 A-3, A-4, A-5, A-6, A-7, A-8, A-1, A-2 AAA
2005-A2 M-1 AA
2005-A2 M-2 A
2005-A2 M-3 BBB
2005-A2 B-1 BB
2005-A2 B-2 B
2005-A4 II-A-1, II-A-2, II-A-IO, III-A, IV-A, AAA
2005-A4 I-A AAA
2005-A4 M-1 AA
2005-A4 M-2 A
2005-A4 M-3 BBB
2005-A4 B-1 BB
2005-A4 B-2 B
2005-A5 A-1, A-2, A-3, A-4, A-5, A-6, A-7, A-8 AAA
2005-A5 A-9, A-IO AAA
2005-A5 M-1 AA
2005-A5 M-2 A
2005-A5 M-3 BBB
2005-A5 B-1 BB
2005-A5 B-2 B
2005-A9 5-A-2, 5-A-1, 4-A-2, 4-A-1, 3-A-2 AAA
2005-A9 3-A-1, 2-A-2, 2-A-1E, 2-A-1D, 2-A-1C AAA
2005-A9 2-A-1B, 2-A-1A, 1-A-2, 1-A-1 AAA
2005-A9 M-1 AA
2005-A9 M-2 A
2005-A9 M-3 BBB
2005-A9 B-1 BB
2005-A9 B-2 B
2005-A10 A, A-IO AAA
2005-A10 M-1 AA
2005-A10 M-2 A
2005-A10 M-3, M-IO BBB
2005-A10 B-1 BB
2005-A10 B-2 B
MLCC2005-2 1-A, 3-A, 2-A, X AAA
MLCC2005-2 M-1 AA
MLCC2005-2 M-2 A
MLCC2005-2 M-3 BBB
MLCC2005-2 B-1 BB
MLCC2005-2 B-2 B
2005-3 1A, 1A-IO, 2A, 2AIO, 3A-IO, 3A, AAA
2005-3 5A-IO, 5A, 4A-IO, 4A AAA
2005-3 M1 AA
2005-3 M2 A
2005-3 M3 BBB
2005-3 B1 BB
2005-3 B2 B
2005-A7 I-A-1, I-A-2, II-A-1, II-A-2 AAA
2005-A7 M-1 AA
2005-A7 M-2 A
2005-A7 M-3 BBB
2005-A7 B-1 BB
2005-A7 B-2 B+
MLCC2005-A A-1, A-2, X-A, X-B AAA
2005-B A-2, X-A, X-B, A-1 AAA
2005-B B-4 BB
2005-B B-5 B+
2006-A1 A-R, I-A-2, I-A-1, II-A-2, II-A-1 AAA
2006-A1 M-1 AA
2006-A1 M-2 A
2006-A1 M-3 BBB
2006-A1 B-1 BB
2006-A1 B-2 B
2006-A2 I-A, A-R, II-A, III-A-2, III-A, IV-A AAA
2006-A2 X-A AAA
2006-A2 M-1 AA
2006-A2 M-2 A
2006-A2 M-3 BBB
2006-A2 B-1 BB
2006-A2 B-2 B
2006-A3 I-A, A-R, II-A-2, II-A-1, III-A-2 AAA
2006-A3 III-A-1, IV-A-2, IV-A-1, V-A-2, V-A-1 AAA
2006-A3 VI-A-2, VI-A-1 AAA
2006-A3 M-1 AA
2006-A3 M-2 A
2006-A3 M-3 BBB
2006-A3 B-1 BB
2006-A3 B-2 B
2006-A4 A-R, I-A, II-A, III-A-2, III-A-1 AAA
2006-A4 IV-A-2, IV-A-1, V-A, X-A AAA
2006-A4 M-1 AA
2006-A4 M-2 A
2006-A4 M-3 BBB
2006-A4 B-1 BB
2006-A4 B-2 B
2006-F1 I-A1, I-A2, I-A3, IA-4, I-A6, AAA
2006-F1 I-A7, I-A8, IO, PO, R AAA
2006-F1 M-1 AA
2006-F1 M-2 A
2006-F1 M-3 BBB
2006-F1 B-1 BB
2006-F1 B-2 B
2006-1 I-A, II-A-1, II-A-2, A-R AAA
2006-1 M-1 AA
2006-1 M-2 A
2006-1 M-3 BBB
2006-1 B-1 BB
2006-1 B-2 B
2006-2 I-A, II-A, III-A, IV-A, A-R AAA
2006-2 M-1 AA
2006-2 M-2 A
2006-2 M-3 BBB
2006-2 B-1 BB
2006-2 B-2 B
2006-3 A-R, I-A, II-A-2, II-A-1 AAA
2006-3 M-1 AA
2006-3 M-2 A
2006-3 M-3 BBB
2006-3 B-1 BB
2006-3 B-2
B
MORGAN STANLEY: Fitch Holds Low-B Ratings on Six Cert. Classes
--------------------------------------------------------------
Fitch Ratings affirms Morgan Stanley Capital I Trust's commercial
mortgage pass-through certificates, series 2003-IQ4 as:
-- $58.3 million class A-1 at 'AAA';
-- $449.7 million class A-2 at 'AAA';
-- Interest-only class X-1 at 'AAA';
-- Interest-only class X-2 at 'AAA';
-- $18.2 million class B at 'AA+';
-- $23.7 million class C at 'A+';
-- $4.5 million class D at 'A';
-- $7.3 million class E at 'A-';
-- $7.3 million class F at 'BBB+';
-- $8.2 million class G at 'BBB';
-- $8.2 million class H at 'BB+';
-- $3.6 million class J at 'BB';
-- $1.8 million class K at 'BB-';
-- $5.5 million class L at 'B+';
-- $1.8 million class M at 'B';
-- $1.8 million class N at 'B-'.
Fitch does not rate the $7.3 million class O certificates.
The rating affirmations reflect stable performance and minimal
paydown of the transaction since Fitch's last rating action. As
of the July 2007 distribution date, the pool has paid down 16.6%
to $607.1 million from $727.8 million at issuance. There are
currently no delinquent or specially serviced loans.
Fitch reviewed the remaining three credit assessed loans: Mall at
Millenia (11.5%), Federal Center Plaza (11.1%), and Oakbrook
Center (3.8%). All three loans maintain investment grade credit
assessments due to their stable performance. A fourth credit
assessed loan, 55 E. Monroe, has paid off.
The Mall at Millenia loan is secured by 518,153 square feet of in-
line space of a retail center located in Orlando, FL. As of
January 2007, in-line occupancy at the mall increased to 99.7%
from 95.3% at issuance.
The Federal Center Plaza loan is secured by two eight-story office
buildings in the central business district of Washington, D.C. As
of February 2007, occupancy remains strong at 99.7%, compared to
99.5% at issuance.
Oakbrook Center is a mixed-use property in Oak Brook, IL. The
loan is secured by the fee interest in 924,339 sf of owned retail
space, 240,223 sf of office space in three buildings, and 17,700
sf of vacant theater space, as well as the ground leases for a
172-room Renaissance Hotel, Nordstrom, Neiman Marcus, and a future
Bloomingdale's Home Store. As of March 2007, the occupancy rate
increased to 95.9% from 93.5% at issuance.
MPS GROUP: Subsidiary Buys Professionals Provider - Judd Farris
---------------------------------------------------------------
Badenoch & Clark, MPS Group Inc.'s subsidiary, has acquired Judd
Farris, a provider of property recruitment professionals. Terms
of the deal were not disclosed.
"Property professionals are increasingly in short supply, and the
demand for their services continues to grow," Neil Wilson,
managing director of Badenoch & Clark, said. "Judd Farris is a
well-respected, quality provider in property recruitment, and we
welcome all Judd Farris employees and consultants as we look to
expand our global operations and array of professional services."
"The addition of Judd Farris allows us to add a new specialty line
of business in the fast-growing property professionals market,"
Timothy Payne, president and chief executive officer of MPS Group,
added.
"This acquisition also represents our initial expansion into
staffing markets in Asia and Australia," Mr. Payne added. "Over
time we expect to expand our suite of services in these new
markets to include not only property recruitment, but our
established accounting, legal and IT specialties as well."
About Judd Farris
Headquartered in London, Judd Farris -- http://www.juddfarris.com/
-- was established in 1998 as a recruitment company specializing
in the placement of experienced property professionals and
managers in a variety of disciplines, including planning and
regeneration, architecture, facilities management, and building
services positions. Judd Farris has offices in London, Bristol,
Birmingham, Manchester, Edinburgh, Sydney, Melbourne, Hong Kong
and Singapore. Its client list includes retailers, developers,
financial institutions, property companies, public sector
agencies, and construction organizations.
About MPS Group Inc.
Headquartered in Jacksonville, Florida, MPS Group Inc. (NYSE:MPS)
-- http://www.mpsgroup.com/-- provides staffing, consulting, and
solutions in the disciplines of information technology, finance
and accounting, law, engineering, and healthcare. Badenoch &
Clark Company -- http://www.badenochandclark.com/-- is MPS'
London-based subsidiary that specializes in professional services
recruitment on a direct hire, temporary, and contract basis in the
United Kingdom. For 27 years, the company has focused on the
accounting, financial services, banking, legal, insurance,
property, public sector and human resource disciplines. MPS Group
delivers its services to government entities and businesses in
virtually all industries throughout the United States, Canada, the
United Kingdom, and Europe.
* * *
Moody's Investor Services placed Ba1 MPS Group Inc.'s bank loan
debt on July 1997. These ratings still holds to date.
Standard & Poor's assigned BB- on its long-term foreign and local
issuer credit ratings on November 2002. These ratings still holds
to date.
MUSICLAND HOLDING: Confirmation Hearing Adjourned to September 27
-----------------------------------------------------------------
The Hon. Stuart Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York adjourns the hearing to consider
confirmation of Musicland Holding Corp. and its debtor-affiliates'
Second Amended Joint Plan of Liquidation to Sept. 27, 2007, Andrea
L. Johnson, Esq., at Kirkland & Ellis LLP, in New York, notifies
all interested parties.
Hearing on certain of the Debtors' Objections to Claims; the
Unsecured Creditor's Committee's request for Rule 2004
Examinations; Wachovia Bank, N.A.'s request compelling the
Informal Committee of Secured Trade Vendors to file a Verified
Statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure; and a request by the Loan Syndications and
Trading Association and the Securities Industry and Financial
Markets Association for leave to appear as "Amici Curiae", file
brief and make oral argument against Wachovia's 2019 Motion, will
also be covered on the same date.
Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products. The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064). James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts. Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors. At March 31, 2007, the Debtors
disclosed $20,121,000 in total assets and $321,546,000 in total
liabilities.
On May 12, 2006, the Debtors filed their Joint Plan of Liquidation
with the Court. On Sept. 14, 2006, they filed an amended Plan and
a Second Amended Plan on Oct. 13, 2006. The Court approved the
adequacy of the Amended Disclosure Statement on Oct. 13, 2006.
(Musicland Bankruptcy News, Issue No. 36; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
MUSICLAND HOLDING: Panel Supports Vendors' Stance on Wachovia Plea
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Musicland Holding
Corp. and its debtor-affiliates informs the U.S. Bankruptcy Court
for the Southern District of New York that it supports the
Informal Committee of Secured Trade Vendors' response to the
objection of Wachovia Bank, National Association.
The Committee asserts that the Wachovia Objection should be
rejected because Wachovia failed to file a request for allowance
of an administrative claim prior to the Administrative Bar Date
on May 30, 2006.
The Wachovia Objection was filed nearly one year after the First
Administrative Claims Bar Date, Andrea Fischer, Esq., at Olshan
Grundman Frome Rosenzweig & Wolosky, LLP in New York, conflicts
counsel to the Committee, tells the Court.
Ms. Fischer says that although the Wachovia Objection is termed
an objection, it is clear that the Objection is in fact a request
for the allowance of an administrative claim.
The Committee anticipates that Wachovia will assert that its
claim did not arise until January 2007 when it was sued by
certain former and current Secured Trade Vendors. Ms. Fisher
says Wachovia's argument would be meritless.
The lawsuit, which was initially filed before the U.S. District
Court for the Southern District of New York, charges Wachovia and
Harris N.A., of breach of contract, tortious interference with
contractual relations, conversion, and unjust enrichment, based
on a $25,000,000 term loan Harris made to Musicland in the fall
of 2005, which was paid in full in December 2005. The lawsuit
was later dismissed and re-filed in the Bankruptcy Court.
While it is true that Wachovia was not sued until January 2007,
Wachovia's alleged administrative claim relates to conduct that
occurred in December 2005, one month prior to the Petition Date.
Wachovia has been aware of the facts of the lawsuit and the
potential claim since the Petition Date.
Thus, Wachovia's administrative claim based on alleged
indemnification obligations of the Debtors arising out of events
that occurred prepetition is untimely and should be rejected, Ms.
Fischer contends.
Furthermore, as Wachovia admits in its Objection, any entitlement
Wachovia would have to an administrative claim would be based, at
the latest, on the "ccontinuing obligations" contained in the
Wachovia Pay-Off Letter. As that letter is dated March 29, 2006,
a date that is within the Administrative Claims Period, any
entitlement to an administrative claim based on the Wachovia Pay-
Off Letter is subject to the Administrative Claims Bar Date
Order. As such, Wachovia's request for the allowance of an
administrative claim should be denied as untimely as it was filed
more than one year after the Wachovia Pay-Off Letter and well
after the Administrative Claims Bar Date.
Wachovia Talks Back
Representing Wachovia Bank, National Association, formerly known
as Congress Financial Corporation, Richard G. Haddad, Esq., at
Otterbourg, Stiendler, Houston & Rose, P.C. in New York, informs
the Court that pursuant to the terms of both the Loan and
Security Agreement in August 2003 and the consent, release and
Termination Agreement in March 2006, Wachovia is entitled to be
indemnified by the Debtors contrary to the contentions of the
Informal Committee of Secured Trade Vendors.
Mr. Haddad notes that the Informal Committee's Response presents
no justifiable reason to overrule Wachovia's Plan objection. The
Response did not dispute Wachovia's indemnification claims.
Instead, the Informal Committee contends that Wachovia's
Objection will not be upheld because:
-- the Termination Agreement was not approved by the Court;
-- the claims asserted in the Complaint are excluded from
the indemnity provision in the Loan Agreement; and
-- Wachovia's delay in indemnification claim.
Wachovia disputes that the Termination Agreement was not
authorized by the Court. Mr. Haddad points out that the Court
order authorizing the sale of substantially all of the Debtors'
assets to Trans World Entertainment, Inc., permitted the Debtors
to execute the Termination Agreement in favor of Wachovia, in its
capacity as agent, and the Senior Lenders.
Subsequently, while the Termination Agreemnent was drafted, it
was circulated among the counsel for Wachovia, the Debtors, the
Official Committee of Unsecured Creditors and the Informal
Committee for comments. Mr. Hadded asserts that it is
inconceivable that the Informal Committee would contend that the
Termination Agreement was not approved by all parties.
The Informal Committee's contention that the claims asserted in
the Complaint are excluded from the indemnity provision of the
Loan Agreement is not valid. Mr. Haddad argues that the Informal
Committee bases its entire argument on the flawed theory that the
only claims asserted against Wachovia are intentional torts which
falls within the "gross negligence" or "willful misconduct"
exceptions to the Debtors' indemnity obligations under the Loan
Agreement.
The Informal Committee's reliance on the equitable concept of
laches is also without basis in fact or law, Mr. Haddad says.
There was no reason for Wachovia to file its Objection when the
Plan was first filed eight months ago because no claim had been
asserted against Wachovia.
The Informal Committee has been prejudiced by Wachovia's filing
of the Objection, and any delay in filing of the Objection was
caused by the Informal Committee's own delay in asserting its
claims against Wachovia.
The Response filed by the Informal Committee indicates that
Wachovia's co-defendant, Harris Bank, is the real target of the
Informal Committee's claim. Wachovia only faces liability if
Harris is found liable and if Harris is unable to pay.
Mr. Haddad also notes that after dismissing the Complaint in the
District Court on March 26, 2007, the Committee took several
weeks before re-filing the Complaint in the Bankruptcy Court.
Wachovia filed the Objection to preserve its indemnification
claims. Only after Wachovia filed its Objection did the Informal
Committee file the Complaint against Wachovia in Bankruptcy
Court. The timing of the claims is determined by the Informal
Committee, not Wachovia, Mr. Haddad argues.
Wachovia insists that the Second Amended Plan is not feasible and
should not be confirmed because it fails to provide a mechanism
to pay for Wachovia's valid indemnification claim.
About Musicland Holding
Headquartered in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products. The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064). James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts. Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors. At March 31, 2007, the Debtors
disclosed $20,121,000 in total assets and $321,546,000 in total
liabilities.
On May 12, 2006, the Debtors filed their Joint Plan of Liquidation
with the Court. On Sept. 14, 2006, they filed an amended Plan and
a Second Amended Plan on Oct. 13, 2006. The Court approved the
adequacy of the Amended Disclosure Statement on Oct. 13, 2006.
(Musicland Bankruptcy News, Issue No. 36; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
NASDAQ STOCK: Hires J.P. Morgan to Explore Sale of LSE Stake
------------------------------------------------------------
The Nasdaq Stock Market Inc.'s Board of Directors has authorized
the company to explore alternatives to divest its approximately
31% stake (61.3 million shares) in the London Stock Exchange Group
plc. NASDAQ has retained J.P. Morgan Securities Inc. and UBS
Investment Bank to assist in its review of sale alternatives.
In making the announcement, NASDAQ stated its belief that its
current stock price does not adequately reflect the value of its
stake in the LSE. NASDAQ said it will use approximately
$1 billion of proceeds from any sale to retire senior term debt
and intends to use the remainder to repurchase shares. NASDAQ
estimates that selling the stake would increase its stand-alone
earnings per share for 2008 by approximately $0.30 to $0.35.
NASDAQ confirmed in a later statement that the review of
alternatives to divest its stake in LSE would not involve a sale
by NASDAQ to any single purchaser (or to persons known to NASDAQ
to be acting in concert in connection with the purchase) of an
interest in shares carrying 30% or more of the voting rights of
LSE.
Analysts saw the potential sale of the LSE shares as a good step
for NASDAQ, The Wall Street Journal's Aaron Lucchetti and Alistair
MacDonald relate.
The Nasdaq Stock Market Inc. (Nasdaq: NDAQ) --
http://www.nasdaq.com/-- is the largest electronic equity
securities market in the United States with about 3,200 companies.
* * *
In February 2007, Moody's Investors Service placed The NASDAQ
Stock Market Inc.'s long-term corporate family rating at Ba3 with
a negative outlook. In November 2006, Standard & Poor's rated
the company's long-term local and foreign issuer credits at BB
with a stable outlook. Both ratings still apply to date.
NASDAQ STOCK: Urges OMX Shareholders to Snub Bourse Dubai's Offer
-----------------------------------------------------------------
The Nasdaq Stock Market Inc. urges OMX AB shareholders and
stakeholders to support NASDAQ's offer, stating that compared to
Bourse Dubai's offer to acquire all of the outstanding stock of
OMX, NASDAQ's offer:
-- provides superior long-term value;
-- will strengthen the Nordic region as a financial center by
providing enhanced opportunities for economic growth
throughout the region; and
-- delivers significant benefits for customers and stakeholders
of OMX.
NASDAQ says it remains committed to its recommended offer for OMX,
which the OMX board of directors unanimously recommended OMX
shareholders to accept in a joint press statement on May 25, 2007.
"We remain convinced that our offer to merge with OMX is in the
best short- and long-term interests of all OMX shareholders," Bob
Greifeld, president and chief executive officer of NASDAQ, said.
"As the global leader in the exchange industry, we have more than
36 years of experience in generating value for our listed
companies and the trading community, with a proven track record of
delivering value to our shareholders."
"This transaction brings together the best of both organizations
under a common vision," Mr. Greifeld added. "We are excited to
welcome Magnus Bocker and his team into a combined company that
has the best technology, most liquid trading platforms, over 4,000
listed companies and a record of successful integration. We
believe this compares favorably with the Dubai exchange, with only
51 listed companies dominated by one issuer."
"We remain in close dialogue with the management team and board of
directors at OMX and remain committed to structural flexibility
and have the financial wherewithal to consider other approaches,"
Mr. Greifeld continued.
The NASDAQ offer includes a substantial portion of NASDAQ shares,
giving OMX shareholders a 28% stake in the combined company,
NASDAQ OMX Group, and the opportunity to participate in the
resulting long-term value creation opportunity.
NASDAQ OMX Group will bring together two companies that share a
focus on continuous innovation and growth, a strategy that
leverages technology as a competitive strength and a commitment to
increasing shareholder value.
The new company combines two complementary businesses, uniting
NASDAQ's brand, efficient electronic trading platform and track
record of customer-focused innovation with OMX's global technology
services platform and customer base, efficient Nordic Exchange,
and track record of cross-border exchange integrations.
The combination will create:
-- a premier exchange company;
-- technology with a presence in 50 countries;
-- increased visibility and access to global investment
for issuers; and
-- enhanced opportunity to establish the Nordic region as
a financial center and trading and listing hub on the
global stage.
The NASDAQ OMX Group will have increased financial and managerial
resources to drive organic growth and will be the partner of
choice for future cooperation and consolidation opportunities in
Europe, the Americas and Asia.
Furthermore, the merged company will be able to realize total pre-
tax annual synergies of at least $150 million. Consequently,
NASDAQ is confident that the long-term financial and operational
benefits to shareholders of a NASDAQ-OMX combination are
significantly greater than Bourse Dubai's offer.
Enhancing Nordic Capital Markets
Capital markets are the engine of economic growth. To build on
its success and economic development in the Nordic region, OMX
would combine with a company that has the incentives,
transparency, experience and expertise required to thrive in the
evolving global financial marketplace.
A NASDAQ-OMX combination will create additional business
opportunities for the Nordic Exchange and increase the pools of
capital to which the companies listed on the exchange have access.
This will enhance the international profile of the companies
listed on the exchange and increase liquidity and reduce
volatility in the market.
Furthermore, better access to capital and marketing opportunities
will help increase the value of existing listed companies, attract
new listings, and contribute to the Nordic region's overall growth
and the development of Stockholm as a financial center. The
combination with NASDAQ will also lead to increased efficiencies,
which will benefit all of the exchange's members and its listed
companies and enable OMX to be efficient securities marketplace.
NASDAQ's incentives are aligned to promote continued development
of the Nordic and Baltic capital markets, and provide a platform
for the combined organizations' growth throughout Europe, while
Bourse Dubai's vision for OMX inevitably will focus on promoting
the economic interests of Dubai.
The NASDAQ OMX Group will be transparent organization with
publicly-filed financial statements operating under numerous
checks and balances, including an independent board with
substantial Nordic representation and clear duties, a broad
shareholder base, and oversight from regulators at the local and
holding company levels.
In NASDAQ's view, this is a superior model for establishing and
maintaining an efficient and effective relationship with
regulators, and complements NASDAQ's and OMX's long history of
cordial relations with expert regulators and compliance with
sophisticated and legal regimes.
About Nasdaq Stock Market Inc.
Headquartered in New york City, The Nasdaq Stock Market Inc.
(Nasdaq: NDAQ) -- http://www.nasdaq.com/-- is an electronic
equity securities market in the United States with about 3,200
companies.
* * *
In February 2007, Moody's Investors Service placed The NASDAQ
Stock Market Inc.'s long-term corporate family rating at Ba3 with
a negative outlook. In November 2006, Standard & Poor's rated
the company's long-term local and foreign issuer credits at BB
with a stable outlook. Both ratings still apply to date.
NATIONWIDE HEALTH: To Redeem All of 7.677% Preferred Securities
---------------------------------------------------------------
Nationwide Health Properties Inc. has intended to redeem all
900,485 outstanding shares of its 7.677% Series A Cumulative
Preferred Step-Up REIT Securities, par value $1 per share on
Oct. 1, 2007, at a redemption price of $100 per share, to the
registered holders of the Series A Preferred Stock.
The Redemption Date will also be a dividend payment date and the
company expects to pay the final dividend on the Series A
Preferred Stock in full on the Redemption Date.
Dividends on all shares of the Series A Preferred Stock to be
redeemed will cease to accumulate on the Redemption Date, and on
and after such date, holders of shares of the Series A Preferred
Stock will not have any rights as holders other than the right to
receive the Redemption Price, without interest, upon surrender of
certificates representing their shares of Series A Preferred
Stock.
The CUSIP No. for the shares of Series A Preferred Stock is
638620203.
Headquartered in Newport Beach, California, Nationwide Health
Properties Inc. -- http://www.nhp-reit.com-- is a real estate
investment trust that invests in senior housing and long-term care
facilities. The Company has investments in 487 facilities in 42
states.
* * *
Nationwide Health Properties Inc. carries Moody's Investors
Service's 'Ba1' Cumulative Preferred and 'Ba1' Non-cumulative
Preferred ratings.
NELLSON NUTRACEUTICAL: Auction for Assets Scheduled Today
---------------------------------------------------------
The Hon. Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware set an auction today, Aug. 22, 2007, for the
sale of Nellson Nutraceutical Inc.'s assets, the Associated Press
reports. The ruling, according to AP, was made despite objection
from key creditors.
As reported in the Troubled Company Reporter on July 16, 2007, the
Official Committee of Unsecured Creditors and the U.S. Trustee had
objected to the court-approved sale of assets.
Judge Sontchi however, AP relates, says that he will hear the
objections on Thursday as he reviews the results of the bidding.
Headquartered in Irwindale, California, Nellson Nutraceutical Inc.
formulates, makes and sells bars and powders for the nutrition
supplement industry. The Debtor filed for chapter 11 protection
on Jan. 28, 2006 (Bankr. D. Del. Case No. 06-10072). Laura Davis
Jones, Esq., Rachel Lowy Werkheiser, Esq., Richard M. Pachulski,
Esq., Brad R. Godshall, Esq., and Maxim B. Litvak, Esq., at
Pachulski, Stang, Ziehl, Young, Jones & Weintraub, P.C. represent
the Debtor in its restructuring efforts. Kurt F. Gwynne, Esq.,
and Thomas J. Francella, Jr., Esq., at Reed Smith LLP represent
the Official Committee of Unsecured Creditors. In its Schedules
of Assets and Liabilities, Nellson reported $312,334,898 in total
assets and $345,227,725 in total liabilities.
NEW RIVER: Judge Ray Approves Charles Nichols as Accountant
-----------------------------------------------------------
The Honorable Raymond B. Ray of the United States Bankruptcy
Court for the Southern District of Florida gave New River Dry
Dock Inc. permission to employ Charles A. Nichols, C.P.A., P.A.,
as its accountant.
As reported in the Troubled Company Reporter on July 31, 2007,
as the Debtor's accountant, Mr. Nichols is expected to make
adjustments to the Debtor's general ledger accounts to prepare
the tax returns for 2006.
For his initial services, Mr. Nichols charged the Debtor a $1,600
fee.
Mr. Nichols assured the Court that he does not hold any interest
adverse to the Debtor's estate and is a “disinerested person" as
defined in Section 101(14) of the Bankruptcy Code.
Mr. Nichols can be reached at:
Charles A. Nihcols, C.P.A.
Charles A. Nihcols, C.P.A., P.A.
1650 Northeast 26th Street, Suite 103
Fort lauderdale, Florida 33306
Tel: (954) 564-4333
New River Dry Dock, Inc., filed for chapter 11 protection on
July 18, 2006 (Bankr. S.D. Fla. Case No. 06-13274). James H.
Fierberg, Esq., at Berger Singerman, P.A., represents the
Debtor in its restructuring efforts. Mindy A. Mora, Esq., at
Bilzin Sumberg Baena Price & Axelrod LLP represents the Official
Committee of Unsecured Creditors. When the Debtor filed for
protection from its creditors, it estimated assets between
$10 million and $50 million and its debts between $1 million
to $10 million.
NORTHWEST AIRLINES: Court Approves M&T and MAC Settlement Pact
--------------------------------------------------------------
Pursuant to Rule 9019(a) of the Federal Rules of Bankruptcy
Procedure, the Northwest Airlines Corp. and its affiliates
obtained the U.S. Bankruptcy Court for the Southern District of
New York's approval of a settlement agreement dated July 19, 2007,
relating to the special facilities revenue bonds series 2001A and
series 2005A,.
The Settlement Agreement is among the Debtors; Manufacturers and
Traders Trust Company, solely in its capacity as successor
trustee to the original trustee, Wells Fargo Bank, National
Association, for the Bonds; and the Minneapolis-St. Paul
Metropolitan Airports Commission.
Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP, in
Washington, D.C., tells the Court that the Settlement Agreement
is a comprehensive, integrated resolution of disputes among the
Parties with respect to their corresponding obligations related
to:
* the Minneapolis-St. Paul Metropolitan Airports Commission
Special Facilities Revenue Bonds Series 2001A; and
* the Minneapolis-St. Paul Metropolitan Airports Commission
Special Facilities Revenue Refunding Bonds Series 2005A and
the leases and other agreements related thereto.
According to Mr. Ellenberg, the Minneapolis-St. Paul
International Airport is one of Northwest's largest domestic hub
airports, wherein Northwest's operations represent an important
part of the Reorganized Debtor's operations and are a key
component of the Reorganized Debtor's reorganization.
Northwest and the MAC entered into an airline operating agreement
and terminal building lease Minneapolis-St. Paul International
Airport, under which Northwest leases property, including
terminal space, aircraft parking positions and baggage claim
areas from the MAC at the Airport. The Terminal Lease was
assumed pursuant to the the Debtors' Plan of Reorganization.
Mr. Ellenberg relates that pursuant to a Trust Indenture dated
June 1, 2001, between the MAC and Wells Fargo, the MAC issued, on
June 26, 2001:
-- the Series 2001A Bonds for the aggregate original principal
amount of $111,355,000 and bearing interest at 7.00%; and
-- the Minneapolis-St. Paul Metropolitan Airports Commission
Special Facilities Revenue Bonds Series 2001B for the
aggregate original principal amount of $25,000,000, bearing
interest at 6.5%.
The Series 2001B Bonds were defeased through the issuance of the
Series 2005A Bonds for the aggregate original principal amount of
$26,500,000, bearing interest at 7.375%, in January 2005.
Northwest unconditionally guaranteed the payment of the principal
of, premium, if any, and interest on the Bonds as they became due
and payable under the Indentures, pursuant to two Guaranty
Agreements with the Original Trustee, dated June 1, 2001 and
January 1, 2005.
A portion of the proceeds of the Bonds was deposited into a
"Construction Fund" maintained by M&T; and, certain payments made
by Northwest under the Special Facilities Lease were deposited by
the Trustee or the Original Trustee into a "Revenue Fund"
maintained also by M&T.
Adversary Proceeeding
After filing for bankruptcy, Northwest filed an adversary
proceeding against M&T and the MAC, asserting that the Special
Facilities Lease is not a "true lease" and that it should be
treated as a disguised financing for purposes of the Bankruptcy
Code.
Northwest further sought a declaration that any claim against
Northwest in respect of the Special Facilities Lease or the other
Bond Agreements should be treated as "a pre-petition unsecured
claim, to the extent allowed."
Northwest also sought judgment avoiding a postpetition payment
made by Northwest under the Facilities Lease and ordering that
the payment be returned to Northwest.
M&T disputed Northwest's assertion, contending that Northwest
must comply with Section 365 of the Bankruptcy Code and pay its
postpetition lease obligations until the Bonds have been repaid
in full.
M&T asserted that, to the extent the Special Facilities Lease is
treated as a disguised financing for purposes of the Bankruptcy
Code, M&T's claims in respect of the Bonds would be secured based
upon the governing documents and upon a theory of equitable
liens or mortgages, and M&T requested adequate protection of its
security interests.
After filing the Complaint, Northwest made timely payment of all
Bond Payment Obligations. The balance, together with interest,
through July 13, 2007, totals $15,752,566.
Consequently, M&T filed Claim Nos. 7497 and 11244 against the
Debtors with respect to the Bonds, each for $142,275,839. M&T
asserted that the Claims were secured Claims.
Pending resolution of the Adversary Proceeding, M&T and Northwest
stipulated on the modification of the automatic stay to enable
M&T to withdraw and disburse in accordance with the Indenture all
amounts in the Revenue Fund and all amounts in the Construction
Fund in excess of $5,382,770, with each party otherwise reserving
all rights with respect to interests in and disbursement of the
funds to be maintained in the Construction Fund.
Upon the withdrawal and disbursement of the Excess Amounts, any
obligation of Northwest in respect of the Agreement or the Bonds
was reduced by the Excess Amounts.
M&T would maintain at least $5,382,770 in the Construction Fund,
and refrain from seeking to withdraw and disburse the Retained
Amount until the Court has adjudicated or dismissed Northwest's
cause of action for a declaratory judgment.
The Stipulation also provided for the satisfaction of the accrued
fees and expenses of M&T and Wells Fargo, and creation of a
reserve for future fees and expenses of M&T.
As of March 1, 2007, the balance of the Construction Fund was
$6,837,500 and the balance of the Revenue Fund was approximately
$125,000.
In light of the associated risks of pursuing the Adversary
Proceeding and the need to continue uninterrupted operations at
the Airport, Northwest, the MAC, M&T, and holders of more than
97% of the outstanding principal amount of the Bonds have
determined that it is in their best interests as well as the best
interests of all of the holders of the Bonds to resolve the
Adversary Proceeding and other outstanding issues between the
Parties at this time pursuant to the terms of the Settlement
Agreement.
Settlement Agreement
To resolve all claims filed by M&T in Northwest's bankruptcy
case, as well as all amounts owed by Northwest on account of the
Bonds and the Bond Agreements, M&T will be granted:
(a) an allowed general unsecured claim against Northwest for
$163,736,423, which is irrevocable and not subject to
setoff;
(b) $15,752,566 from a segregated account, which Northwest
will wire transfer to M&T on the first business day after
the Court's Settlement Order becomes final, to be applied
by the Trustee in accordance with the Indentures; and
(c) authorization to immediately disburse the balance of
the Construction Fund and the Revenue Fund, if any, in
accordance with the Indentures.
Moreover, MAC will be allowed a $71,598 General Unsecured Claim
against Northwest, which is not subject to setoff.
Upon release to M&T of the balance of each of the Accounts
pursuant to the Settlement Agreement, Northwest and the MAC will
have no further rights to the Accounts and the amounts deposited
therein.
The allowance of the M&T Allowed Claim and the MAC Allowed Claim
will be deemed (i) a prepayment in full of all of the Bond
Payment Obligations, and (ii) a full satisfaction of the MAC's
reletting obligations under the Bond Agreements.
Northwest will be relieved of all monetary obligations under the
Special Facilities Lease, other than certain obligations to MAC.
About Northwest Airlines
Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures. Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks. Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents.
The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce R.
Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq., at
Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts. The Official Committee of
Unsecured Creditors has retained Akin Gump Strauss Hauer & Feld
LLP as its bankruptcy counsel in the Debtors' chapter 11 cases.
When the Debtors filed for bankruptcy, they listed $14.4 billion
in total assets and $17.9 billion in total debts. On Jan. 12,
2007 the Debtors filed with the Court their Chapter 11 Plan. On
Feb. 15, 2007, they Debtors filed an Amended Plan & Disclosure
Statement. The Court approved the adequacy of the Debtors'
Disclosure Statement on March 26, 2007. On May 21, 2007, the
Court confirmed the Debtors' Plan. The Plan took effect May 31,
2007.
(Northwest Airlines Bankruptcy News, Issue No. 77; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)
* * *
As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services raised its ratings on Northwest
Airlines Corp. and its Northwest Airlines Inc. subsidiary,
including raising the long-term corporate credit ratings on both
entities to 'B+' from 'D', following their emergence from Chapter
11 bankruptcy proceedings. The rating outlook is stable.
In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating, to
Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy. That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.
OFFICEMAX INC: S&P Revises Outlook to Positive from Stable
----------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook for
OfficeMax Inc. to positive from stable. At the same time, S&P
affirmed the ratings on the company, including the 'B+' corporate
credit rating. The action reflects Itasca, Illinois-based
OfficeMax's improved credit metrics. While the company is facing
some economic headwinds and still needs to overcome reinvestment
and supply chain needs, management's turnaround initiatives have
started to take traction and should continue to benefit the
company's profitability levels over time.
At June 30, 2007, lease-adjusted debt to EBITDA for OfficeMax had
improved to 3.8x from 6.6x at the end of 2005. This was due to
better profitability at both its retail and contract segments and
marginally lower debt levels. Total lease-adjusted debt is
currently around $2.4 billion.
"We could consider a higher rating within the next nine months if
operating performance remains stable despite more tepid consumer
appetite," said Standard & Poor's credit analyst Stella Kapur,
"and if the company generates positive free cash flow."
OPTION ONE: Negative Performance Cues S&P to Lower Ratings
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class M-4, M-5, and M-6 asset-backed certificates from Option One
Mortgage Loan Trust 2003-5. At the same time, S&P affirmed its
ratings on the remaining six classes from the same transaction.
The downgrades are based on negative performance that has allowed
monthly losses to consistently outpace monthly excess interest,
causing overcollateralization to fall to $1.3 million, well below
its target of $3.7 million. In addition, loss projections
indicate that this trend could continue and further erode credit
support to these classes.
As of the July 25, 2007, distribution date, cumulative losses for
this transaction were 1.04% of the original pool balance. Total
delinquencies were 21.39% of the current pool balance, and severe
delinquencies (90-plus-days, foreclosures, and REOs) were 17.05%.
The affirmations are based on credit support percentages that are
sufficient to maintain the current ratings on the securities. A
combination of excess spread, O/C, and subordination provides
credit support for these transactions.
The collateral consists of subprime fixed- and adjustable-rate
mortgage loans on one- to four-family residential properties.
Ratings Lowered
Option One Mortgage Loan Trust 2003-5
Rating
------
Class To From
----- -- ----
M-6 CCC BB
M-5 B BBB+
M-4 BBB A
Ratings Affirmed
Option One Mortgage Loan Trust 2003-5
Class Rating
----- ------
A-1,A-2,A-3 AAA
M-1 AA+
M-2 AA
M-3 AA-
PACIFIC LUMBER: Files 13-Week Cash Flow Budget
----------------------------------------------
Pacific Lumber Company and its debtor-affiliates delivered to the
U.S. Bankruptcy Court for the Southern District of Texas, a 13-
week cash flow budget through the period ending Oct. 19, 2007, in
accordance with the approval of the continued use of cash
collateral.
A full-text copy of the 13-week Budget is available for free at:
http://ResearchArchives.com/t/s?22bf
The budget may be amended, supplemented or otherwise modified
from time to time until the maturity or termination of the DIP
Facility, subject to the variances set forth in the DIP Loan
Agreement.
Headquartered in Oakland, California, The Pacific Lumber Company
-- http://www.palco.com/-- and its subsidiaries operate in
several principal areas of the forest products industry,
including the growing and harvesting of redwood and Douglas-fir
timber, the milling of logs into lumber and the manufacture of
lumber into a variety of finished products.
Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber
Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned
subsidiaries of Pacific Lumber.
Scotia Pacific, Pacific Lumber's largest operating subsidiary, was
established in 1993, in conjunction with a securitization
transaction pursuant to which the vast majority of Pacific
Lumber's timberlands were transferred to Scotia Pacific, and
Scotia Pacific issued Timber Collateralized Notes secured by
substantially all of Scotia Pacific's assets, including the
timberlands.
Pacific Lumber, Scotia Pacific, and four other subsidiaries filed
for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case
Nos. 07-20027 through 07-20032). Jack L. Kinzie, Esq., at Baker
Botts LLP, is Pacific Lumber's lead counsel. Nathaniel Peter
Holzer, Esq., Harlin C. Womble, Jr., Esq., and Shelby A. Jordan,
Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific
Lumber's co-counsel. Kathryn A. Coleman, Esq., and Eric J.
Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia
Pacific's lead counsel. John F. Higgins, Esq., and James Matthew
Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-
counsel.
When Pacific Lumber filed for protection from its creditors, it
listed estimated assets and debts of more than $100 million.
Scotia Pacific listed total assets of $932,000,000 and total debts
of $765,978,335. The Debtors' exclusive period to file a chapter
11 plan expires on Sept. 18, 2007, as extended. The Debtors'
exclusive period to solicit acceptances of that plan expires on
Nov. 19, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No.
24, http://bankrupt.com/newsstand/or 215/945-7000).
PACIFIC LUMBER: Judge Schmidt Approves Scopac and BoNY Stipulation
------------------------------------------------------------------
The Hon. Judge Richard S. Schmidt of the U.S. Bankruptcy Court for
the Southern District of Texas approved the stipulation between
Scotia Pacific Company LLC and The Bank of New York Trust Company,
N.A., as Indenture Trustee for the Timber Notes, which provides
for:
-- the payment to be made under the cash collateral budget of
the fees and expenses of counsel and other professionals
engaged or to be engaged by BoNY; and
-- adequate protection of the secured interests represented by
BoNY and certain related issues.
Scopac will pay the monthly fees of BoNY's professionals up to a
certain amount :
Professional Starting Date Fees Cap
------------ ------------- --------
Thompson & Knight LLP June 1, 2007 $50,000
Fulbright & Jaworski LLP May 10, 2007 $100,000
Houlihan Lokey Howard & Zukin May 1, 2007 $150,000
Scopac will also pay for the reasonable fees and out-of-pocket
expenses, not to exceed $2,500,000, of various professionals that
BoNY hires to deal with issues relating to the value of Scopac's
properties, including Western Timber Services, Fleming and
Associates, a biometrician, and certain other experts.
Scopac and BoNY are also authorized to enter into a
Confidentiality Agreement, which provides that "Confidential
Information" and "Proprietary Information" produced between the
parties will be kept confidential by the Receiving Parties and
will not be used other than in connection with the Chapter 11
cases.
Confidential information refers to information furnished by the
Debtors that pertains to or concerns any of the Debtors and their
estates.
Proprietary Information refers to:
-- any "trade secret" or "confidential research, development,
or commercial information" as those terms are used in
Section 107(b)(1) of the Bankruptcy Code; and
-- non-public information relating to Scopac's timber
operations, including Scopac's timber inventory, any growth
rates and yield curves, site index information, and all
information submitted to any state or federal agency under
seal as well as any descriptions of the Timber Information.
As previously reported, the Court granted Scotia Pacific continued
use of its Cash Collateral through Aug. 31, 2007.
Scopac relates that it intends to circulate an additional budget
to certain parties-in-interest in accordance with the terms of
the Second Cash Collateral Order.
Scopac will also endeavor, prior to August 24, to obtain consent
from parties to be able to submit an agreed Third Final Cash
Collateral Order, authorizing it to use cash collateral beyond
August 31.
About Pacific Lumber
Headquartered in Oakland, California, The Pacific Lumber Company
-- http://www.palco.com/-- and its subsidiaries operate in
several principal areas of the forest products industry,
including the growing and harvesting of redwood and Douglas-fir
timber, the milling of logs into lumber and the manufacture of
lumber into a variety of finished products.
Scotia Pacific Company LLC, Scotia Development LLC, Britt Lumber
Co., Inc., Salmon Creek LLC and Scotia Inn Inc. are wholly owned
subsidiaries of Pacific Lumber.
Scotia Pacific, Pacific Lumber's largest operating subsidiary, was
established in 1993, in conjunction with a securitization
transaction pursuant to which the vast majority of Pacific
Lumber's timberlands were transferred to Scotia Pacific, and
Scotia Pacific issued Timber Collateralized Notes secured by
substantially all of Scotia Pacific's assets, including the
timberlands.
Pacific Lumber, Scotia Pacific, and four other subsidiaries filed
for chapter 11 protection on Jan. 18, 2007 (Bankr. S.D. Tex. Case
Nos. 07-20027 through 07-20032). Jack L. Kinzie, Esq., at Baker
Botts LLP, is Pacific Lumber's lead counsel. Nathaniel Peter
Holzer, Esq., Harlin C. Womble, Jr., Esq., and Shelby A. Jordan,
Esq., at Jordan Hyden Womble Culbreth & Holzer PC, is Pacific
Lumber's co-counsel. Kathryn A. Coleman, Esq., and Eric J.
Fromme, Esq., at Gibson, Dunn & Crutcher LLP, acts as Scotia
Pacific's lead counsel. John F. Higgins, Esq., and James Matthew
Vaughn, Esq., at Porter & Hedges LLP, is Scotia Pacific's co-
counsel.
When Pacific Lumber filed for protection from its creditors, it
listed estimated assets and debts of more than $100 million.
Scotia Pacific listed total assets of $932,000,000 and total debts
of $765,978,335. The Debtors' exclusive period to file a chapter
11 plan expires on Sept. 18, 2007, as extended. The Debtors'
exclusive period to solicit acceptances of that plan expires on
Nov. 19, 2007. (Scotia/Pacific Lumber Bankruptcy News, Issue No.
24, http://bankrupt.com/newsstand/or 215/945-7000).
PARMALAT SPA: Judge Drain Issues Permanent Injunction Order
-----------------------------------------------------------
The Hon. Robert Drain of the U.S. Bankruptcy Court for the
Southern District of New York has granted permanent injunction as
requested in the Section 304 Petition filed by Dr. Enrico Bondi,
as Extraordinary Administrator of:
(i) the Composition Debtors, composed of Parmalat Finanziaria
S.p.A.; Parmalat S.p.A.; Parmalat Netherlands B.V.;
Parmalat Finance Corporation B.V.; Parmalat Capital
Netherlands B.V.; Dairies Holding International B.V.;
Parmalat Soparfi S.A.; Olex S.A.; Eurolat S.p.A.; Lactis
S.p.A.; Contal S.r.l.; Geslat S.r.l.; Newco S.r.l.;
Centro Latte Centallo S.r.l.; Panna Elena S.r.l. and
Parmengineering S.r.l.; and
(ii) the Liquidating Debtors, composed of Parma Food
Corporation B.V.; Coloniale S.p.A., Parmatour S.p.A.; Hit
S.p.A.; Hit International S.p.A.; Nuova Holding, S.p.A.
and Eliair S.r.l.
Judge Drain ruled that the composition is given full force and
effect in the United States, and is binding on and enforceable
against all holders of claims against the Composition Debtors and
their successor, Reorganized Parmalat.
Judge Drain determined that all the creditors of the Composition
Debtors and Reorganized Parmalat, and all creditors of the
Liquidating Debtors, as applicable, with respect to any actions
that have been or may be taken in the United States, are further
enjoined from:
(a) commencing or continuing any action or legal proceeding
(x) against the Composition Debtors, the Liquidating
Debtors, or any of their property or proceeds, and from
seeking discovery of any nature against the Composition
Debtors, the Liquidating Debtors, or any of their
subsidiaries, insofar as the action asserts a claim that
is subject to the Composition or otherwise subject to the
Foreign Debtors' insolvency proceedings in Italy, or (y)
to create, perfect or enforce any lien, setoff, or other
claim against the Foreign Debtors;
(b) enforcing any judicial, quasi-judicial, administrative or
regulatory judgment or arbitration award obtained against
the Composition Debtors, the Liquidating Debtors, or
any of their affiliates, or any of their property or
proceeds if the enforcement is based on a claim that is
subject to the Composition or otherwise subject to the
Italian Proceedings;
(c) withdrawing from, setting off against, or otherwise
applying property that is the subject of any trust or
escrow agreement or similar arrangement in which any of
the Composition Debtors or the Liquidating Debtors have
interest in excess of certain allowed amounts; and
(d) commencing or continuing any action or legal proceeding,
including by way of counterclaim, against the Composition
Debtors or any of their affiliates or any of their
property or proceeds.
In his modified bench ruling on permanent injunction request,
Judge Drain said Section 304 allows a bankruptcy court to enjoin
any proceeding or action against a foreign debtor with respect to
the debtor itself and property involved in that foreign
proceeding.
Judge Drain further noted that Section 304 is "consistent with
the general policy of U.S. law to recognize the importance of
centralizing the administration of bankruptcy cases and estates
in the home jurisdiction and assisting, consistent with
appropriately protecting the rights of U.S. creditors against
unfair treatment or unfair discrimination, the home court to
conduct the debtor's reorganization, and also assisting the home
court, as is requested here, to implement the debtor's
reorganization."
In addition, Judge Drain finds that the foreign proceedings in
Parma provide for a comprehensive procedure for the orderly and
equitable distribution of the Foreign Debtors'assets and the just
treatment of creditors. Generally, he adds, U.S. claimholders
are not discriminated against or unduly prejudiced or
inconvenienced in the Italian proceedings.
Judge Drain stated that while there are statements that the
Bankruptcy Court must consider whether the foreign proceeding is
being conducted in good faith, the primary focus of the
Bankruptcy Court's inquiry should be on the foreign court's
conduct of that proceeding and the underlying law governing that
proceeding.
"There's been no showing to me that the Italian courts lack the
ability to sanction such assertedly frivolous conduct, and I am
fairly confident that they do have the ability to control the
lawyers who are appearing before them from asserting frivolous or
obviously unfounded positions, and that they have the ability
ultimately to control Dr. Bondi, if that is indeed what he is
doing," Judge Drain stated in the ruling.
"Let me say that the proposed injunction does permit all of the
creditors affected by the injunction to return to the Bankruptcy
Court, in appropriate circumstances, for relief from the
injunction," Judge Drain continued. "So that although I am
prepared to defer to the Italian Courts' determination of the
data certa issue, if, in fact, something occurs which would merit
relief from the injunction, the creditors have the right to come
back [to the Bankruptcy Court] to the extent that I have the
reference from the District Court."
Nothing in the Permanent Injunction Order will impair the effect
of certain judgment of permanent injunction against defendant
Parmalat Finanziaria, S.p.A., entered by the District Court on
July 29, 2004, including any and all obligations of the Foreign
Debtors, Reorganized Parmalat and their subsidiaries and
affiliates under the Consent and Undertakings of Defendant
Parmalat Finanziaria, S.p.A., dated July 28, 2004, as
incorporated by reference in the SEC Judgment, in connection with
the action styled Securities and Exchange Commission v. Parmalat
Finanziaria, S.p.A., Civ. No. 03 CV 10266 (PKC).
Moreover, Judge Drain ruled that nothing in the Order is intended
to:
-- limit the effect of that stipulation between Citibank,
N.A., Citibank, N.A. International Banking Facility, Dr.
Bondi, Reorganized Parmalat and the Foreign Debtors
regarding Parmalat Paraguay S.A., dated November 30, 2006;
and
-- limit the jurisdiction of the Civil and Criminal Court of
Parma or any other Italian court of competent jurisdiction
with respect to the adjudication of claims brought by
parties against the Foreign Debtors or any other person or
entity, provided that any entity seeking to assert a claim
arising under or relating to certain private placement
notes and guaranty claims, is enjoined from commencing or
continuing any action against the Foreign Debtors or
Reorganized Parmalat with respect to the Noteholders'
Notes.
To the extent the District Court has withdrawn the reference to
the Bankruptcy Court or otherwise asserted jurisdiction over the
Section 304 Petition, the Permanent Injunction will not apply to
Grant Thornton LLP and Grant Thornton International in any manner
with respect to their assertion of defenses, counterclaims, or
any other actions taken in connection with the conduct of these
litigations:
* Dr. Enrico Bondi v. Grant Thornton International, el al.,
04 Civ. 9771 (LAK);
* In re Parmalat Securities Litigation, 04 Civ. 0030 (LAK);
* Gerald K. Smith, etc. v. Grant Thornton International, et
al., 06 Civ. 00383 (LAK);
* Food Holdings Limited and Dairy Holdings Limited, etc. v.
Grant Thornton International, et al., 05 Civ. 9934 (LAK);
* Parmalat Capital Finance Limited, etc. v. Grant Thornton
International, et al., 06 Civ. 02991 (LAK);
* G. Peter Pappas, etc. v. Bank of America Corporation, et
al., 06 Civ. 3109 (LAK); or
with respect to any other actions which may be commenced by
Parmalat representatives, affiliates, successors or related
entities.
About Parmalat
Based in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/
-- sells nameplate milk products that can be stored at room
temperature for months. It also has about 40 brand product lines,
which include yogurt, cheese, butter, cakes and cookies, breads,
pizza, snack foods and vegetable sauces, soups and juices.
The Company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors. When the U.S. Debtors filed
or bankruptcy protection, they reported more than US$200 million
in assets and debts. The U.S. Debtors emerged from bankruptcy
on April 13, 2005.
Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases. The Parma Court has declared the units
insolvent.
On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.
Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A. The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases. On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York. In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators. Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.
The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases. (Parmalat Bankruptcy News, Issue No. 90;
http://bankrupt.com/newsstand/or 215/945-7000).
PARMALAT SPA: Hearing on Liquidators' Request Moved to October 16
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
adjourns to Oct. 17, 2007, at 10:00 a.m., the hearing to consider
the Preliminary Injunction request of Gordon I. MacRae and James
Cleaver, as Joint Official Liquidators of Parmalat Capital Finance
Limited, Dairy Holdings Limited, and Food Holdings Limited, on one
hand, and Parmalat Finanziaria S.p.A. and its affiliates and
subsidiaries, under the direction of Dr. Enrico Bondi,
Extraordinary Administrator of the Parmalat companies, on the
other hand.
The Order will be without prejudice to Parmalat's right to object
for preliminary injunctive relief. Each of the Petitioners and
Parmalat reserve all rights and arguments with respect to the
proceedings under Section 304 of the Bankruptcy Code.
Nothing contained in the Order will be construed as Parmalat's
agreement with any of the positions or actions taken by the JPLs
in commencing the ancillaary proceedings, in the United States or
in the Cayman Islands.
Pursuant to Rule 7065 of the Federal Rues of Bankruptcy
Procedure, the security provisions of Rule 65(c) of the Federal
Rules of Civil Procedure are waived.
Judge Drain also extends Parmalat's time to answer the Section
304 Petition commencing the ancillary proceedings until Nov. 21,
unless otherwise ordered by the Bankruptcy Court.
Judge Drain rules that the Temporary Restraining Order will
remain in effect pursuant to the Order until October 16.
Exhibit and witness lists related to any Preliminary Injunction
Hearing will be served and filed by October 11.
About Parmalat
Based in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/
-- sells nameplate milk products that can be stored at room
temperature for months. It also has about 40 brand product lines,
which include yogurt, cheese, butter, cakes and cookies, breads,
pizza, snack foods and vegetable sauces, soups and juices.
The Company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors. When the U.S. Debtors filed
or bankruptcy protection, they reported more than US$200 million
in assets and debts. The U.S. Debtors emerged from bankruptcy
on April 13, 2005.
Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases. The Parma Court has declared the units
insolvent.
On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.
Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A. The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases. On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York. In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators. Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.
The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases. (Parmalat Bankruptcy News, Issue No. 90;
http://bankrupt.com/newsstand/or 215/945-7000).
POGO PRODUCING: To Redeem $200 Mil. of 8-1/4% Senior Sub. Notes
---------------------------------------------------------------
Pogo Producing Company will redeem all $200 million of its
outstanding 8-1/4% Senior Subordinated Notes due 2011 on Sept. 20,
2007. The indenture governing the Notes provides for their
redemption at 102.75% of their face amount, plus accrued interest
to Sept. 19, 2007.
The Notes may be redeemed, as set forth in the indenture, through
the office of the Trustee:
Wells Fargo Bank N.A.
Corporate Trust Operations
MAC N9303-121, 6th & Marquette Avenue
Minneapolis, MN 55479
Headquartered in Houston, Texas, Pogo Producing Company (NYSE:
PPP) -- http://www.pogoproducing.com/-- explores for, develops
and produces oil and natural gas. Pogo owns approximately
4,000,000 gross leasehold acres in major oil and gas provinces in
North America, 3,119,000 acres in New Zealand and 1,480,000 acres
in Vietnam.
* * *
As reported in the Troubled Company Reporter on May 31, 2007,
Standard & Poor's Ratings Services said that its 'BB' corporate
credit rating on Pogo Producing Co. remains on CreditWatch with
developing implications following the company's announcement that
it is selling its Canadian oil- and gas-producing subsidiary for
$2 billion.
POPULAR ABS: Mounting Delinquency Cues S&P to Lower Ratings
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of mortgage pass-through certificates from three Popular
ABS Mortgage Pass-Through Trust transactions: class B-3 from
series 2005-4, class BF-3 from series 2005-5 (group I), and
classes B-2 and B-3 from series 2006-B. Concurrently, S&P
affirmed its ratings on the remaining classes from various Popular
ABS Mortgage Pass-Through Trust transactions.
The lowered ratings reflect the mounting delinquency pipelines in
these collateral pools. Credit support for these transactions is
derived from a combination of subordination, excess interest, and
overcollateralization. Although these pools have incurred low
cumulative losses to date, the projected credit support for these
classes is no longer sufficient to support the previous ratings.
As of the July 2007 remittance period, O/C for the pool backing
series 2005-4 was at 9.59 million, or 3.16% of the current pool
balance, while severe (90-plus-days, foreclosure, and REO) and
total delinquencies constituted 11.02% and 16.62% of the current
pool balance, respectively. For the same time period, the O/C for
loan group I from series 2005-5 was at $7.04 million, or 2.55% of
the current pool balance, while severe delinquencies reached
$18.08 million, or 6.54% of the current pool balance. As of the
July 2007 remittance period, the O/C for the pool backing series
2006-B was at $6.84 million, or 3.25% of the current pool balance.
Total and severe delinquencies for series 2006-B constituted
18.83% and 12.68% of the current pool balance, respectively.
The affirmations are based on credit support percentages that are
sufficient to maintain the current ratings.
The collateral backing these transactions consists primarily of
fixed- and adjustable-rate, fully amortizing and balloon mortgage
loans secured by first and second liens on one- to four-family
residential properties.
Ratings Lowered
Popular ABS Mortgage Pass-Through Trust
Rating
------
Series Class To From
------ ----- -- ----
2005-4 B-3 B BB
2005-5 BF-3 B BB-
2006-B B-2 B+ BB+
2006-B B-3 B BB-
Ratings Affirmed
Popular ABS Mortgage Pass-Through Trust
Series Class Rating
------ ----- ------
2004-4 AF-1, AF-3, AF-4, AF-5 AAA
2004-4 AF-6, AV-1 AAA
2004-4 M-1 AA
2004-4 M-2 A+
2004-4 M-3 A
2004-4 M-4 A-
2004-4 B-1 BBB+
2004-4 B-2 BBB
2004-4 B-3 BBB-
2004-4 B-4 BB+
2004-5 AF-3, AF-4, AF-5 AAA
2004-5 AF-6, AV-1A, AV-1B, AV-2 AAA
2004-5 M-1 AA
2004-5 M-2 A
2004-5 M-3 A-
2004-5 M-4 BBB+
2004-5 B-1 BBB
2004-5 B-2 BBB-
2004-5 B-3 BB+
2005-1 AF-2, AF-3, AF-4 AAA
2005-1 AF-5, AF-6, AV-1A, AV-1B AAA
2005-1 AV-2 AAA
2005-1 M-1 AA
2005-1 M-2 A
2005-1 M-3 A-
2005-1 M-4 BBB+
2005-1 B-1 BBB
2005-1 B-2 BBB-
2005-1 B-3 BB+
2005-1 B-4 BB
2005-2 AF-1, AF-2, AF-3, AF-4, AF-5 AAA
2005-2 AF-6, AV-1A, AV-1B, AV-2 AAA
2005-2 M-1 AA
2005-2 M-2 A
2005-2 M-3 A-
2005-2 M-4 BBB+
2005-2 M-5 BBB
2005-2 M-6 BBB-
2005-2 B-1 BB+
2005-2 B-2 BB
2005-2 B-3 BB-
2005-3 AF-1, AF-2, AF-3, AF-4 AAA
2005-3 AF-5, AF-6, AV-1A, AV-1B, AV-2 AAA
2005-3 M-1 AA
2005-3 M-2 A
2005-3 M-3 A-
2005-3 M-4 BBB+
2005-3 M-5 BBB
2005-3 M-6 BBB-
2005-3 B-1 BB+
2005-3 B-2 BB
2005-3 B-3 BB-
2005-4 AF-1, AF-2, AF-3, AF-4 AAA
2005-4 AF-5, AV-1, AV-2 AAA
2005-4 M-1 AA
2005-4 M-2 A
2005-4 M-3 A-
2005-4 M-4 BBB+
2005-4 M-5 BBB
2005-4 M-6 BBB-
2005-4 B-1, B-2 BB+
2005-5 AF-1, AF-2, AF-3, AF-4, AF-5 AAA
2005-5 AF-6 AAA
2005-5 MF-1 AA
2005-5 MF-2 A
2005-5 MF-3 A-
2005-5 MF-4 BBB+
2005-5 MF-5 BBB
2005-5 MF-6 BBB-
2005-5 BF-1 BB+
2005-5 BF-2 BB
2005-5 AV-1, AV-2A, AV-2B, AV-2C AAA
2005-5 MV-1 AA
2005-5 MV-2 A
2005-5 MV-3 A-
2005-5 MV-4 BBB+
2005-5 MV-5 BBB
2005-5 MV-6 BBB-
2005-5 BV-1, BV-2, BV-3 BB+
2005-5 BV-4 CCC
2005-6 A-1, A-2, A-3, A-4, A-5, A-6 AAA
2005-6 M-1 AA
2005-6 M-2 A
2005-6 M-3 A-
2005-6 M-4 BBB+
2005-6 M-5 BBB
2005-6 M-6 BBB-
2005-6 B-1, B-2 BB+
2005-6 B-3 BB
2005-A AF-1, AF-2, AF-3, AF-4, AF-5 AAA
2005-A AV AAA
2005-A M-1 AA
2005-A M-2 A
2005-A M-3 A-
2005-A M-4 BBB+
2005-A M-5 BBB
2005-A M-6 BBB-
2005-A B-1 BB+
2005-A B-2 BB
2005-A B-3 BB-
2005-B AF-1, AF-2, AF-3, AF-4, AF-5 AAA
2005-B AV-2 AAA
2005-B M-1 AA
2005-B M-2 A
2005-B M-3 A-
2005-B M-4 BBB+
2005-B M-5 BBB
2005-B M-6 BBB-
2005-B B-1 BB+
2005-B B-2 BB
2005-B B-3 BB-
2005-C AF-1, AF-2, AF-3, AF-4, AF-5 AAA
2005-C AV AAA
2005-C M-1 AA
2005-C M-2 A
2005-C M-3 A-
2005-C M-4 BBB+
2005-C M-5 BBB
2005-C M-6 BBB-
2005-C B-1 BB+
2005-C B-2 BB
2005-C B-3 BB-
2005-D A-1, A-2, A-3, A-4, A-5, A-6 AAA
2005-D M-1 AA
2005-D M-2 A
2005-D M-3 A-
2005-D M-4 BBB+
2005-D M-5 BBB
2005-D M-6 BBB-
2005-D B-1, B-2, B-3 BB+
2005-D B-4 BB
2006-A A-1. A-2, A-3, A-4 AAA
2006-A M-1 AA
2006-A M-2, M-3 A
2006-A M-4 A-
2006-A M-5, M-6 BBB
2006-A B-1 BBB-
2006-A B-2 BB+
2006-A B-3 BB-
2006-B A-1, A-2, A-3 AAA
2006-B M-1 AA
2006-B M-2, M-3 A
2006-B M-4 A-
2006-B M-5, M-6 BBB+
2006-B B-1 BBB
2006-C A-1, A-2, A-3, A-4 AAA
2006-C M-1 AA
2006-C M-2 A
2006-C M-3 A-
2006-C M-4 BBB+
2006-C M-5 BBB
2006-C M-6 BBB-
2006-C B-1 BB+
2006-C B-2 BB-
2006-D A-1, A-2, A-3 AAA
2006-D M-1 AA
2006-D M-2 A
2006-D M-3 A-
2006-D M-4 BBB+
2006-D M-5 BBB
2006-D M-6 BBB-
2006-D B-1 BB+
2006-D B-2 BB
2006-D B-3 B+
2006-E A-1, A-2, A-3 AAA
2006-E M-1 AA
2006-E M-2 A
2006-E M-3 A-
2006-E M-4 BBB+
2006-E M-5 BBB
2006-E M-6 BBB-
2006-E B-1 BB+
2006-E B-2 BB
2006-E B-3 B+
PW LLC: Trustee Wants Case Converted to Chapter 7
-------------------------------------------------
Nancy Knufer, the appointed Chapter 11 Trustee in PW LLC's
bankruptcy case, asks the United States Bankruptcy Court for
the Central District of California to convert PW LLC's case into
a Chapter 7 liquidation proceeding.
The Trustee tells the Court that the Debtor has insufficient
assets and resources to fund a plan of reorganization. The
Trustee says that it has liquidated all known tangible assets
of the Debtor's estate.
Additionally, the Trustee also seeks the Court's approval to
retain:
a. Danning Gill Diamond & Kollitz LLP as her general
counsel; and
b. Hahn Fife & Company as her accountant.
The Court will convene a hearing on Sept. 5, 2007, 10:00 a.m., 255
E. Temple St., Courtroom 1475 in Los Angeles, to consider the
Trustee's request.
Headquartered in Santa Monica, California, PW LLC filed for
Chapter 11 protection on November 20, 2006 (Bankr. C.D. Calif.
Case No. 06-16059). Martin J. Brill, Esq. of Levene, Neale,
Bender, Rankin & Brill LLP represents the Debtor in its
restructuring efforts. No Official Creditors Committee was
appointed in this case. In its schedules filed with the Court,
the Debtor disclosed total assets of $55,500,000 and total
liabilities of $49,197,639. On Dec. 27, 2006, Nancy Knupfer was
appointed as the Debtor's chapter 11 trustee. John N. Tedford,
Esq., at Danning, Gill, Diamond & Kollitz, represents the chapter
11 trustee.
RADIO ONE: High Debt Concerns Cue S&P to Cut Rating to B from B+
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Lanham, Maryland-based radio broadcaster Radio One Inc.
to 'B' from 'B+'. The outlook is stable.
At the same time, S&P lowered its rating on the company's
$800 million senior subordinated notes to 'CCC+' from 'B-'. S&P
also affirmed its 'BB-' bank loan rating on Radio One's senior
secured credit facility, two notches above the corporate credit
rating, and recovery rating of '1', indicating S&P's expectation
of very high (90%-100%) recovery in the event of a payment
default.
S&P removed all ratings from CreditWatch. Ratings were originally
placed on CreditWatch with negative implications on March 22,
2007, after the company's announced that it would delay the filing
of its SEC Form 10-K until the conclusion of an internal review of
historical stock option-granting practices for 1999-2005.
"The downgrade reflects our concerns over high debt leverage,
uncertainty surrounding the resolution of continued financial
covenant violations, and weakened profitability in a number of key
markets," said Standard & Poor's credit analyst Michael Altberg.
As of June 30, 2007, the company was in violation of credit
agreement financial covenants, and it has received its second
waiver from lenders until Sept. 15, 2007. By that time, the
company expects to put in place a longer term solution, which
could entail a new credit facility or an amendment to its existing
credit facility. Despite these efforts and the potential for debt
repayment from asset sale proceeds, S&P expect that debt leverage
will remain high over the intermediate term on continuing
operating challenges.
RADNET MANAGEMENT: Moody's Rates Upsized Credit Facilities at Ba3
-----------------------------------------------------------------
Moody's assigned a Ba3 rating to the upsized senior secured first
lien credit facilities of RadNet Management, Inc., a subsidiary of
RadNet, Inc.
The upsized facilities consist of a $55 million senior secured
revolver, increase of $10 million, and a $248.9 million senior
secured term loan B, increase of $25 million.
Moody's concurrently reassigned a Caa1 rating to the existing
$135 million second lien term loan due 2013. This action follows
the Aug. 10, 2007 announcement that RadNet planned to cancel its
previously contemplated $445 million debt financing. In addition,
Moody's affirmed the Corporate Family Rating at B2 and the
Speculative Grade Liquidity Rating at SGL-2. The Probability of
Default Rating has been upgraded to B2 from B3. The rating
outlook is stable. Moody's will withdraw the ratings previously
assigned on July 5, 2007 on the proposed $445 million debt
financing.
GE Healthcare Financial Services agreed to arrange the incremental
$35 million as part of the company's existing credit facilities.
The incremental financing will consist of an additional
$10 million of capacity under the existing $45 million senior
secured first lien revolving credit facility and a $25 million
increase to the company's $225 million senior secured first lien
term loan B. The incremental facilities will be used to fund
certain identified strategic initiatives and for general corporate
purposes.
Moody's assigned these ratings to the upsized facilities:
-- $55 million (current commitment is $45 million) senior secured
first lien revolving credit facility due 2011, rated Ba3,
(LGD2, 29%)
-- $248.9 million (original amount equaled $225 million) senior
secured first lien term loan B due 2012, rated Ba3, (LGD2,
29%)
-- $135 million senior secured second lien term loan due 2013,
rated Caa1 (LGD5, 80%)
Moody's withdrew these ratings:
-- $45 million senior secured first lien revolving credit
facility due 2013, rated B2 (LGD3, 33%)
-- $400 million senior secured first lien term loan due 2014,
rated B2 (LGD3, 33%)
These ratings have been affirmed:
-- Corporate Family Rating, B2
-- Speculative Grade Liquidity Rating, SGL-2
This rating has been upgraded:
-- Probability of Default rating, to B2 from B3
The affirmation of the B2 Corporate Family Rating continues to
reflect favorable operating results and stable credit metrics
generally consistent with a B2 rating exhibited on a post-
acquisition basis with Radiologix and under the full effects of
the Medicare reimbursement cuts as mandated by the Deficit
Reduction Act. The affirmation also reflects material cost
savings realized to-date as a result of the merger with
Radiologix, a stronger, more diversified footprint together with
continued, sound liquidity.
The SGL-2 rating reflects a good liquidity profile. The
expectation is that the company will continue to fund all working
capital and capital expenditures from operating cash flow.
External liquidity will be provided by a $55 million revolver that
will be drawn only modestly at the close of the upsized
facilities. Moody's anticipates that the company will utilize the
revolver from time to time to fund opportunistic, tuck-in
acquisitions in the diagnostic imaging space.
The stable outlook reflects Moody's expectation that the company
will continue to grow revenues and cash flow through the expansion
of procedure volume and the number of scan modalities offered at
its sites as well as through numerous, small opportunistic
acquisitions of imaging centers from competitors in a reasonably
disciplined manner.
Downward pressure on the ratings or outlook could develop if
expansion plans become too aggressive, or if the company starts to
encounter integration problems as a consequence of its multi-
pronged expansion program, resulting in an erosion of margins and
cash flow with a reduction in adjusted free cash flow to debt
below roughly 2% on a sustained basis.
The ratings could also be downgraded if the ratio of adjusted
total debt to EBITDA increases above 6.5 times. The ratings or
outlook could improve in the event that the company's site
development and acquisition program continues to be well executed,
resulting in the enhanced density of operations and profitability
of existing sites, translating into an improvement in adjusted
free cash flow to debt to a level of 5% or better or to a ratio of
adjusted debt to EBITDA below 4.3 times on a sustained basis.
RadNet provides diagnostic imaging services through a network of
132 fixed-site, free-standing outpatient imaging centers,
consisting of 95 multi-modality and 37 single-modality facilities,
primarily in the states of California, Maryland and New York. For
the twelve months ended June 30, 2007, the company recognized
revenue of about $390 million.
RELIANT ENERGY: Bankruptcy Filing Does Not Affect Fitch's Ratings
-----------------------------------------------------------------
The filing for bankruptcy protection by Reliant Energy's Inc.'s
Channelview subsidiaries does not affect the company's ratings
(Issuer Default Rating (IDR) 'B') or Stable Rating Outlook. The
Channelview subsidiary consists of an 830mw gas-fired baseload
facility located in the Houston zone of ERCOT. There was
approximately $342 million non-recourse, project-level debt
outstanding of as of June 30, 2007.
The project had never generated dividends for RRI, because the
conditions for distribution in its debt covenants were never met.
Therefore, the bankruptcy has no effect on the cash flow
supporting debt at the RRI level. The Channelview asset did not
guarantee any of RRI's secured debt, although Fitch did consider
the residual value of the plant in its recovery analysis. Fitch
does not expect the bankruptcy to affect the recovery rating of
RRI's debt.
RRI's current ratings reflect the uncertainty of operating cash
flows generated by an unhedged merchant portfolio and a retail
business facing increased competition.
Reliant Energy, Inc.
-- Issuer Default Rating 'B';
-- Senior secured debt 'BB/RR1';
-- Senior unsecured debt 'B+/RR2'.
Fitch's Recovery Ratings are a relative indicator of creditor
recovery prospects on a given obligation within an issuers'
capital structure in the event of a default.
RISHA WILLIAMS: Case Summary & Eight Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Risha Karima Williams
10929 Mariner Drive
Fort Washington, MD 20744-5818
Bankruptcy Case No.: 07-17741
Chapter 11 Petition Date: August 17, 2007
Court: District of Maryland (Greenbelt)
Judge: Wendelin I. Lipp
Debtor's Counsel: William C. Johnson, Jr., Esq.
1522 K. Street Northwest, Suite 200
Washington, DC 20005
Tel: (120) 234-76796
Fax: (120) 234-76797
Total Assets: $5,443,489
Total Debts: $4,008,210
Debtor's Eight Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Land Rover Capital Group Range Rover Sport $12,000
National Bankruptcy Service
Center
P.O. Box 21550
Tulsa, OK 74121-1550
P.E.P.C.O. utility $4,170
Correspondence Section
701 Ninth Street, Northwest
Washington, DC 20068-0001
Pleasant Prospect H.O.A. property $3,626
ta Woodmore
c/o Legum & Norman
1300 Spring Street,
Suite 201
Silver Springs, MD 20910
Washington Gas utility $2,626
Capital One credit card $2,000
purchases
B.B.&T. Bankcard Center credit card $900
purchases
Chevon Credit Bank, N.A. credit card $600
purchases
Direct Merchants Bank credit card $445
purchases
ROBERT COOPER: Case Summary & Eight Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Robert L. Cooper
5775 Heathsville Road
Enfield, NC 27823
Bankruptcy Case No.: 07-03034
Type of business: The Debtor once owned and operated Cooper
Enterprises Income Tax Services.
Chapter 11 Petition Date: August 20, 2007
Court: Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: Walter L. Hinson, Esq.
Hinson & Rhyne, P.A.
P.O. Box 7479
Wilson, NC 27895-7479
Tel: (252) 291-1746
Estimated Assets: $1 Million to $100 Million
Estimated Debts: $1 Million to $100 Million
Debtor's Eight Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
W.C. Weaver real estate; $191,236
P.O. Box 602 value of security:
Sharpsburg, NC 27878 $137,670
Bank of America $82,073
Attention: Customer Service
P.O. Box 15027
Wilmington, DE 19850-5027,
19850-5026
Chase $16,065
Attention: Managing Agent
P.O. Box 15298
Wilmington, DE 19850-5298
Nash Hospitals, Inc. $4,626
Lowes/G.E.M.B. $3,865
State Farm Insurance possible liability $2,550
on auto accident
Capital One $2,193
Innovative Merchant Solutions $295
SAGEMARK COMPANIES: Posts $1.4 Mil. Net Loss in Second Quarter
--------------------------------------------------------------
Sagemark Companies Ltd. reported a net loss of $1.4 million on
total revenues of $2.1 million for the second quarter ended
June 30, 2007, compared with a net loss of $660,000 on total
revenues of $2.5 million for the same period in 2006.
Total revenues for the second quarter of 2007 represent a net
decrease of approximately $359,000 from the second quarter of 2006
which is the net impact of increases in management fee and lease
revenues of $111,000 and $157,000, respectively, and a decrease of
$627,000 in net patient service revenues.
The increase in net loss is mainly attributable to the decrease in
total revenues and an increase in total operating expenses.
Consolidated operating expenses increased $447,000, or 16%, of
which $85,000 was increased expenses of the company's PET imaging
centers and $363,000 was increased corporate expenses.
The most significant increase in the operating expenses of the
company's PET imaging centers is attributed to those centers that
were operational for all of the second quarter of 2007 but were
not operational or were only operational for a portion of the
second quarter of 2006.
Interest expense increased $70,000 when comparing the second
quarter of 2007 to the second quarter of 2006.
At June 30, 2007, the company's consolidated balance sheet showed
$22.6 million in total assets, $16.3 million in total liabilities,
$1.5 million in minority interest, and $4.8 million in total
stockholders' equity.
The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $4.1 million in total current
assets available to pay $8.4 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?22c5
Going Concern Doubt
Moore Stephens P.C., in Cranford, N. J., expressed substantial
doubt about The Sagemark Companies Ltd.'s ability to continue as a
going concern after reviewing the company's consolidated financial
statements as of June 30, 2007. The auditing firm reported that:
-- the company has continuing recurring losses,
-- the Federal Deficit Reduction Act of 2005, which became
effective on Jan. 1, 2007, has materially reduced
reimbursement rates for outpatient medical diagnostic
imaging procedures performed on Medicare patients and has had
a material effect on the company's ability to generate
positive cash flow and will have a negative impact on future
revenues from the company's existing PET imaging centers,
-- the company is not in compliance with certain loan covenants
required by a majority of its capital lease and loan
agreements, and
-- the company has a working capital deficiency
as of June 30, 2007.
About Sagemark Companies
Sagemark Companies Ltd. (OTC BB: SKCO.OB) -- together with its
subsidiaries, owns, operates, and manages out-patient medical
diagnostic imaging centers in the United States. The company's
imaging centers utilize positron emission tomography (PET),
combination PET and computed tomography, and related equipment and
technology. PET is a non-invasive medical diagnostic imaging
procedure that produces images of the body's metabolic and
biologic functions for diagnosis, staging, and treatment of
certain cancers, coronary disease, and neurological disorders.
As of June 30, 2007, the company owns and or operates eight
PET imaging centers. The company was founded in 1961 and is based
in New York City.
SANMINA-SCI: Poor Operating Results Cue Moody's Ratings Review
--------------------------------------------------------------
Moody's Investors Service placed the ratings of Sanmina-SCI
Corporation on review for possible downgrade based on the
company's continued poor operating results, which reflect weak
demand from OEMs and operational inefficiencies in the components
business.
The electronic manufacturing services sector continues to be
plagued by excess capacity, competitive pricing pressures and
ongoing business restructurings. Moody's review will focus on
Sanmina's ability to grow revenue across all of its end-market
verticals, stabilize its operating margins, effectively manage its
working capital, rationalize its asset base and generate proceeds
from divestitures, namely the low margin PC business.
Sanmina's leverage has increased from 5.4x (Moody's adjusted
debt/EBITDA) at the end of fiscal year 2006 to 7.2x as a result of
weak EBIT levels during the last three quarters. The company's
operating margin has declined from 2% in fiscal year 2006 to 1.4%
on a Moody's adjusted basis.
Ratings under review for possible downgrade include:
-- Ba3 Corporate Family Rating;
-- Ba3 rating on $300 million floating rate notes due 2010;
-- Ba3 rating on $300 million floating rate notes due 2014;
-- B2 rating on $400 million senior subordinated notes due 2013;
-- B2 rating on $600 million senior subordinated notes due 2016;
-- SGL -- 2 Speculative Grade Liquidity Rating.
Headquartered in San Jose, California, Sanmina-SCI Corporation is
one of the largest electronics contract manufacturing services
companies providing a full spectrum of integrated, value added
solutions.
SAPPHIRE TOWER: Judge Orders Sale of Project's Property
-------------------------------------------------------
Ontario Superior Court Judge Peter Cumming named BDO Dunwoody as
the interim receiver for the property located at 66 Temperance
Street, Joe Schneider of Bloomberg in Toronto reports.
The sale order comes after owner Harry Stinson failed to sell the
property to Tulip Business Developers for CDN$30 million or
approximately $28.2 million. The order also marked an end for Mr.
Stinson's attempt to build Ontario's tallest residential tower at
81 stories, the report adds.
According to Mr. Schneider, the plan fell apart when Graphic Arts
Building Corp., the company that sold the property to Mr. Stinson,
demanded full payment on a CDN$10.5 million mortgage in default.
The property has also an additional CDN$15 million debt attached
to it with CDN$10 million being held by unsecured creditors.
Arthur Jacques, Esq., Mr. Stinson's counsel however told the Court
not to put the project in a formal bankruptcy or liquidation
citing that it could "devalue" the site.
Mr. Schneider discloses that Judge Cumming agreed with the
assessment and held off the official bankruptcy until another
hearing slated on Sept. 4, 2007.
The case is In the Matter of the Companies' Creditors Arrangement
Act and in the Matter of a Plan of Compromise or Arrangement of
Sapphire Tower Development Corp., Ontario Superior Court of
Justice (Toronto), File No.: 07-cl-7109.
SATURN VENTURES: Fitch Downgrades Rating and Removes Neg. Watch
---------------------------------------------------------------
Fitch downgrades and removes one class of notes from Rating Watch
Negative and affirms three classes of notes issued by Saturn
Ventures I, Ltd. These affirmations are the result of Fitch's
review process and these rating actions are effective immediately:
-- $96,793,649.60 class A-1 notes affirm at 'AAA';
-- $44,895,659.26 class A-2 notes affirm at 'AAA';
-- $23,345,742.82 class A-3 notes affirm at 'AA+';
-- $17,958,263.70 class B notes downgraded to 'BB+' from
'BBB+'; removed from Rating Watch Negative.
Saturn Ventures I, Ltd. is a static collateralized debt obligation
managed by Church Tavern Advisors, LLC which closed Oct. 29, 2003.
The portfolio is comprised of subordinate residential mortgage-
backed securities, commercial mortgage-backed securities, asset-
backed securities, CDOs, and real estate investment trust.
Included in this review, Fitch discussed the current state of the
portfolio with the asset manager. In addition, Fitch conducted
cash flow modeling utilizing various default timing and interest
rate scenarios to measure the breakeven default rates going
forward relative to the minimum cumulative default rates required
for the rated liabilities.
On July 12, 2007 Fitch placed the class B notes on Rating Watch
Negative due to negative rating migration on the underlying
portfolio. Since the last rating action on Jan. 19, 2007, the
weighted average rating factor has increased to 5.55 as of the
most recent trustee report dated July 30, 2007 from 5.50 at the
last review. The change in the WARF is small due to some positive
rating migration offsetting some of the negative rating migration
causing a barbell effect on the rating distribution of the
portfolio. Additionally, there is approximately 14% of the
portfolio currently on Rating Watch Negative, of which many of
these assets are currently rated below investment grade. It is
expected that these assets will experience writedowns and
principal loss in the future. Assets rated 'BB+' or lower
represented approximately 13.46% of the portfolio. The class A
and B overcollateralization ratio have decreased slightly to
120.42% and 108.60% from 120.58% and 108.75% as of the last
review.
The ratings of class A-1, A-2, and A-3 notes address the
likelihood that investors will receive full and timely payments of
interest as per the governing documents, as well as the aggregate
outstanding amount of principal by the stated maturity date. The
rating of the class B notes address the likelihood that investors
will receive ultimate interest payments as per the governing
documents, as well as the aggregate outstanding amount of
principal by the stated maturity date.
SAYBROOK POINT: Fitch Cuts Rating on $1.154 Million Shares to B+
----------------------------------------------------------------
Fitch downgrades three classes of notes issued by Saybrook Point
CBO II, Ltd. These affirmations are the result of Fitch's review
process and are effective immediately:
-- $245,000,000 class A notes affirmed at 'AAA';
-- $2,000,000 class B-1 notes affirmed at 'A+';
-- $13,000,000 class B-2 notes affirmed at 'A+';
-- $12,000,000 class C-1 notes downgraded to 'BBB-' from 'BBB';
remove from Rating Watch Negative;
-- $6,000,000 class C-2 notes downgraded to 'BBB-' from 'BBB';
remove from Rating Watch Negative;
-- $1,153,763.08 preference shares downgraded to 'B+' from
'BB+'; remove from Rating Watch Negative.
Saybrook II is a collateralized debt obligation which closed
Nov. 14, 2002 and is managed by General Re - New England Asset
Management Inc. Saybrook II is a revolving transaction and will
exit its reinvestment period on Nov. 1, 2007. The portfolio is
composed of 75% residential mortgage-backed securities, 9% asset-
backed securities, 0.5% debt securities issued by real estate
investment trusts, 8.5% commercial mortgage-backed securities, 6%
CDOs, and 1% corporates.
On July 12, 2007, Fitch placed the class C-1 and class C-2 notes
and the preference shares on Rating Watch Negative due to exposure
to subprime RMBS assets in the underlying portfolio. Of the
exposure to subprime RMBS in Saybrook II, 14.6% consists of the
2005-2007 vintage, which are experiencing higher delinquencies and
defaults. Fitch's rating actions also reflect the recent credit
quality deterioration within the portfolio. Since July 12, 2007,
17.27% of the current deal portfolio experienced negative credit
migration by a weighted average of 1.63 notches. Since last
review on Feb. 12, 2006, OC amounts have continued to decline to
116.82%, 110.08%, and 102.96% for the class A, B, and C OC ratios,
respectively. Included in this review, Fitch discussed the
current state of the portfolio with the asset manager. In
addition, Fitch conducted cash flow modeling for various default
timing, interest rate scenarios, and prepayment assumptions to
measure the breakeven default rates going forward relative to the
minimum cumulative default rates required for the rated
liabilities.
Fitch believes that this subprime exposure, along with credit
deterioration in the portfolio has increased the risk profile of
the class C notes and preference shares. This rating analysis
also incorporated Fitch's revised methodology for rating
structured finance CDOs.
The ratings of the class A notes address the likelihood that
investors will receive timely payment of interest and ultimate
payment of principal, as per the governing documents. The ratings
of the class B-1, B-2, C-1 and C-2 notes address the likelihood
that investors will receive ultimate payment of interest and
ultimate payment of principal, as per the governing documents.
The ratings of the preference shares address only the ultimate
receipt of the $12 million aggregate liquidation preference, as
per the governing docs, of which $10,846,236.92 has been received
to date leaving a rated balance of $1,153,763.08.
SEA CONTAINERS: Wants Rule 2004 Discovery on GE SeaCo SRL
---------------------------------------------------------
Sea Containers Ltd. And its debtor-affiliates By this motion, the
Debtors and the Official Committee of Unsecured Creditors for Sea
Containers Ltd. ask the U.S. Bankruptcy Court for the District of
Delaware to compel GE SeaCo SRL to respond to certain document
requests on or before Sept. 15, 2007.
GE SeaCo is a joint venture between SCL and GE Container SRL, an
affiliate of GE Capital Corporation, that is engaged in the
business of leasing marine and land containers to ocean carriers
and shippers.
On July 16, 2007, GE SeaCo filed 22 proofs of claim, aggregating
more than $150,000,000, against the Debtors.
Edmon L. Morton, Esq., at Young Conaway Stargatt & Taylor, in
Wilmington, Delaware, relates that the Document Requests focus
primarily on GE SeaCo's operations, its historical, current and
projected financial results, and certain other GE SeaCo balance
sheet information -- the Asset Discovery.
With respect to the GE SeaCo Claims, alleged to aggregate more
than $150,000,000, the Debtors seek the actual materials that GE
SeaCo used to analyze the claims and prepare its filed proofs of
claim -- the Claims Discovery.
A list of the GE SeaCo Document Requests is available for free
at http://ResearchArchives.com/t/s?22c0
The Debtors and the SCL Committee seek an examination of GE SeaCo
under Rule 2004 of the Federal Rules of Bankruptcy Procedure to
allow them to discover information that will, among other things:
-- provide basis of valuing SCL's ownership interest in GE
SeaCo;
-- support the formulation, negotiation, solicitation and
confirmation of a plan reorganization in the Debtors'
cases;
-- allow SCL to monitor the leasing management operations of
GE SeaCo as they relate to the Debtors; and
-- permit the debtors to evaluate at a general level the
sufficiency and validity of the claims GE SeaCo and its
subsidiaries filed against the Debtors.
The Debtors also ask the Court to grant them ongoing access to
the newly implemented SAP Business Warehouse system immediately
or, if the system is not yet up and running, as soon as GE
SeaCo's employees are given that access.
Many of the relevant financial documents are not self-
explanatory, Mr. Morton notes. To develop a proper and complete
understanding of GE SeaCo's documents, the Debtors and the SCL
Committee ask Judge Carey to compel GE SeaCo to produce four of
its employees for examination no later than September 30, 2007:
1. Tony Basoukeas, Chief Financial Officer
2. Mahindra Nagda, Head of Treasury and former Controller
3. John Hatton, Vice President - Operations
4. Paul Merritt, Vice President - Products
The Examinations will neither be redundant nor unnecessarily
burdensome, because they are needed to explain and complete gaps
in the documentary record, Mr. Morton points out.
The Rule 2004 Discovery relates directly to the Debtors' property
and financial condition, Mr. Morton contends. "The SCL Member
Interest and the Revenue Streams are property of SCL's estate
and, in fact, constitute the bulk of the value available for
creditors taken as a whole in all of these chapter 11 cases."
"[Moreover,] the value of the SCL Member Interest and the Revenue
Streams will be relevant to determining whether the Debtors can
meet their obligations under a plan of reorganization and retain
sufficient liquidity and capital resources to conduct their
businesses," Mr. Morton adds.
The parties have undertaken an active dialogue in trying to reach
an agreement on the Document Requests, the requested examinations
and the SAP Access, Mr. Morton tells the Court. While the
parties have significantly narrowed the open issues, they have
not reached a complete accord on the discovery. Thus, the
Debtors and the SCL Committee file its 2004 Discovery Motion in
an abundance of caution, in case the parties fail to reach a
final settlement.
About Sea Containers
Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974. On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.
Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.
The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.
In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of $62,400,718 and total liabilities of
$1,545,384,083.
The Court extended the Debtors' exclusive period to file a Plan
of Reorganization to Sept. 28, 2007. (Sea Containers Bankruptcy
News, Issue No. 24; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
SEA CONTAINERS: Pension Deficit Reaches $383 Million, Report Says
-----------------------------------------------------------------
Sea Containers Ltd.'s estimated pension liabilities has increased
to approximately $383,000,000, the Sunday Telegraph reports.
Additional pension claims, aggregating about $115,000,000,
against Sea Containers have been filed in the U.S. Bankruptcy
Court for the District of Delaware, Sylvia Pfeifer of the Sunday
Telegraph relates. On the other hand, the company's accepted
pension deficit with respect to its British pension schemes
totaled $268,000,000.
Sea Containers' pension liabilities in Britain have previously
caught the attention of the U.K. Pension Regulators. The U.K.
Regulators has in fact required the company to put up financial
arrangements with respect to those liabilities.
The $383 million pension deficit and the U.K. Regulators'
requirement may affect the claims filed by the company's
bondholders, aggregating more than $374,000,000, the newspaper
notes.
In connection with its reorganization case, Sea Containers is
expected to sell most of its Illustrated London News and the
Corinth Canal business, Ms. Pfeifer says.
Headquartered in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974. On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.
Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.
The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.
In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of $62,400,718 and total liabilities of
$1,545,384,083.
The Court extended the Debtors' exclusive period to file a Plan
of Reorganization to Sept. 28, 2007. (Sea Containers Bankruptcy
News, Issue No. 24; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
SECURED ASSETS: Case Summary & 29 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Secured Assets Trust
aka Secured Assets
119 North El Camino Real, Suite 147
Encinitas, CA 92024
Bankruptcy Case No.: 07-04501
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No.
------ --------
SAIF, Inc. 07-04500
Type of Business: The Debtors provide commercial inventory
financing loans to used automobile dealerships.
Chapter 11 Petition Date: August 20, 2007
Court: Southern District of California (San Diego)
Judge: John J. Hargrove
Debtors' Counsel: Richard S. Van Dyke, Esq.
Van Dyke & Associates, APLC
5741 Palmer Way, Suite B
Carlsbad, CA 92010
Tel: (760) 438-8437
Total Assets Total Debts
------------ -----------
Secured Assets Trust $15,898,044 $15,898,044
SAIF, Inc. $10,349,530 $16,397,887
A. Secured Assets Trust's List of its 20 Largest Unsecured
Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Ernest Burnett, Trustee Promissory Notes $3,700,000
31521 Via Estelita
San Juan Capistrano, CA 92675
SAT-IDE Trust Promissory Notes $1,019,692
22865 Lake Forest Drive
Suite 32
Lake Forest, CA 92630
SAT-IDE Trust Promissory Note $500,000
Revell Ruttenberg
5800 East Lake Drive, No. 423
Lisle, IL 60532
Lester Berry Promissory Note $410,000
48 Main Street
Ayer, MA 01432
Ray Solomon Promissory Notes $400,000
19028 Chaparral
Penn Valley, CA 95946
Twelve Morgan, LLC Promissory Note $400,000
31521 Via Estelita
San Juan Capistrano, CA 92675
Don Andrews Promissory Note $300,000
1824 Van Buren
Mountain View, CA 94040
Burnett Family Trust Promissory Notes $300,000
31521 Via Estelita
San Juan Capistrano, CA 92675
PENSCO Trust Promissory Note $279,876
Daniel Dwyer
P.O. Box 26903
San Francisco, CA 94126
Bangqia & Ning Xu Promissory Notes $265,699
548 Coyote Canyon
Brea, CA 91762
James Hayes/Political Data Promissory Notes $237,354
Richard Iluykman Promissory Notes $235,000
Lois Pelott Promissory Note $210,000
John Eby Promissory Notes $200,000
Hildegard Hassinger Promissory Note $160,000
Jean Cash Promissory Notes $150,000
Jeffrey A. Coles Promissory Notes $150,000
William Allen Offerman Promissory Note $150,000
Wendell S. & Caria T. Gehring Promissory Notes $145,000
Marilu Patten Promissory Note $130,000
B. SAIF, Inc.'s List of its Nine Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Gary Polich, et al. $426,251
c/o Brian Clark, Esq.
520 South Fourth Street
Suite 320
Las Vegas, NV 89101
State of California 2003, 2004 Taxes $26,265
Franchise Tax Board
P.O. Box 1286
Rancho Cordova, CA 95741-1286
Mission Fed CU Unliquidated
c/o Duane Tyler, Esq.
4180 La Jolla Village Drive
Suite 540
La Jolla, CA 92037
Manal Naoom Unliquidated
Afshin Kashani Unliquidated
Auto Finance Group Unliquidated
Parvis Ghadimi Unliquidated
Mehran Khomamizadeh Unliquidated
Terrence J. Moore, Esq. Attorney's Fees Unliquidated
SENTINEL MANAGEMENT: Faces SEC's Civil Fraud Charges
----------------------------------------------------
The Securities and Exchange Commission filed civil fraud charges
against Sentinel Management Group Inc. alleging that Sentinel
suffered losses for several months because of "undisclosed use
of leverage, commingling and misappropriation of clients'
securities," The Wall Street Journal said on its Website Tuesday.
A person familiar with the investigation told WSJ that the
complaint, filed Monday in U.S. District Court in Chicago, claims
Sentinel's woes are a case of fraud disguised as a casualty of the
markets.
A lawyer for Sentinel declined to comment on the issue, WSJ said.
Based in Northbrook, Illinois, Sentinel Management Group Inc. --
http://www.sentinelmgi.com/-- is a full service firm offering a
variety of security solutions. The company filed a chapter 11
petition on August 17, 2007 (Bankr. N.D. Ill. Case No. 07-14987).
The Debtor selected Ronald Barliant, Esq., at Goldberg, Kohn, Bell
& Black Rosenbloom & Moritz, Ltd. as its counsel. When the Debtor
sought bankruptcy protection, it listed assets and debts of more
than $100 million.
SHARPER IMAGE: Says Funds are Available for Plans
-------------------------------------------------
Sharper Image Corporation disclosed that it has adequate funding
to execute its operating and strategic plans. The statement was
in response to a report that the company was likely to file for
bankruptcy if it obtained an adverse court decision.
The Daily Business Review had reported that company experts were
to testify that the company could file for bankruptcy if it was
forced to pay $900 million to settle a class action lawsuit on air
purifiers. The report further stated that the suit was filed by
27 states attorneys general.
According to the Associated Press, the company's shares fell 32%
during trading when the report came out.
According to the company, "[it] did not participate in th[e]
article nor does it know where the reporter got th[e] hypothetical
and arbitrary figure. Furthermore, Sharper Image does not have an
expert validating or testifying to this in court."
"Sharper Image recently expanded its existing revolving credit
facility and is currently finalizing its term loan," the company
added.
"Sharper Image participated in a fairness hearing [Fri]day to
review the Florida class action settlement, which the Company has
outlined previously in SEC filings. The proposed settlement is
the result of substantial negotiation with the plaintiffs. The
Company believes this settlement is in the best interests of
Sharper Image and its shareholders, and fair to its customers.
"Because the matter is still pending in court, Sharper Image is
unable to make any further comments."
Term Loan
The company, on Monday, said that it closed on its $20 million
term loan with Wells Fargo Retail Finance, LLC, secured by the
appraised value of the company's intellectual property. The
company further said that $10 million of the $20 million loan was
made immediately available, and that the balance is expected to be
made available within 45 days, when syndication is complete.
About Sharper Image
Sharper Image Corp. -- http://www.sharperimage.com/--
(NASDAQ:SHRP) is a multi-channel specialty retailer. The company
operates in three principal selling channels: the Sharper Image
specialty stores throughout the United States, the Sharper Image
catalog and the Internet through its Website. In addition,
through its Brand Licensing Division, the company is also
licensing the Sharper Image brand to select third parties to allow
them to sell Sharper Image branded products in other channels of
distribution.
SOLUTIA INC: Has Until November 5 to Remove Civil Actions
---------------------------------------------------------
The Hon. Prudence Carter Beatty of the U.S. Bankruptcy Court for
the Southern District of New York extend the time within which
Solutia Inc. and its debtor-affiliates may remove civil actions,
under Rule 9027(a) of the Federal Rules of Bankruptcy
Procedures, through and including Nov. 5, 2007.
The Debtors' prior deadline to remove pending Civil Actions under
Bankruptcy Rule 9027(a) expired on August 6, 2007.
The Debtors are parties to numerous Civil Actions and are
represented by many different law firms in each or them. The
Debtors are continuing to review their files and records to
determine whether they should remove certain claims or civil
causes of action pending in state or federal court to which they
might be parties, Jonathan S. Henes, Esq., at Kirkland & Ellis
LLP, in New York, tells the Court.
Unless the enlargement is granted, the Debtors believe they will
not have sufficient time to consider adequately if removal of any
of the Civil Actions is necessary, Mr. Henes asserts. Moreover,
he says, the rights of any party to the Civil Actions will not be
prejudiced by the extension. Inasmuch as Section 362(a) of the
Bankruptcy Code automatically stays actions against the Debtors,
the Civil Actions will not be proceeding in their respective
courts even absent the Debtors' requested relief, he adds.
If the Debtors ultimately seek to remove any action pursuant to
Bankruptcy Rule 9027, any party to the litigation can seek to
have the action remanded pursuant to Section 1452(b) of the
Judiciary and Judicial Procedures Code, Mr. Henes notes.
About Solutia Inc.
Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in the
manufacture and sale of chemical-based materials, which are used
in consumer and industrial applications worldwide. The company
and 15 debtor-affiliates filed for chapter 11 protection on Dec.
17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949). When the
Debtors filed for protection from their creditors, they listed
$2,854,000,000 in assets and $3,223,000,000 in debts.
Solutia is represented by Allen E. Grimes, III, Esq., at
Dinsmore & Shohl, LLP and Conor D. Reilly, Esq., at Gibson,
Dunn & Crutcher, LLP. Trumbull Group LLC is the Debtor's claims
and noticing agent. Daniel H. Golden, Esq., Ira S. Dizengoff,
Esq., and Russel J. Reid, Esq., at Akin Gump Strauss Hauer &
Feld LLP represent the Official Committee of Unsecured Creditors,
and Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice.
On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement. On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan. The Disclosure Statement hearing began on
July 10, 2007. The Debtors have asked the Court to extend their
exclusive plan filing period to Dec. 31, 2007. (Solutia
Bankruptcy News, Issue No. 96; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).
ST. VINCENT'S: Expects to Emerge from Bankruptcy by Labor Day
-------------------------------------------------------------
Saint Vincent Catholic Medical Centers discloses that it expects
its plan to be effective by Labor Day.
As reported in the Troubled Company Reporter on July 30, 2007, the
Hon. Adlai Hardin of the U.S. Bankruptcy Court for the Southern
District of New York confirmed the Debtors' Amended Chapter 11
Plan.
"This is an extremely exciting day for Saint Vincent's. The Plan
reflects the culmination of more than two years of effort to
create a strong, financially viable healthcare institution,
focused on a bright future with many opportunities. We
appreciate the support we received throughout the chapter 11 from
so many parties, and we are very pleased that our pre-petition
unsecured creditors and pre-petition medical malpractice
creditors voted overwhelming in support of the Plan," said Martin
McGahan, Chief Restructuring Officer of Saint Vincent's and
Managing Director of Alvarez & Marsal.
Saint Vincent's – Stronger Operationally and Financially
During its chapter 11, Saint Vincent's undertook a significant
restructuring by divesting or closing acute care facilities that
were experiencing large operating losses, renegotiating managed
care contracts to reflect more equitable reimbursement for the
services provided, and renegotiating other service contracts for
more favorable terms, among other actions.
"Saint Vincent's is grateful to our physicians, nurses, and
employees who demonstrated unparalleled support and commitment
throughout the bankruptcy process," stated Alfred E. Smith, IV,
Board Chairman of Saint Vincent's. "As a result of their
accomplishments during our reorganization, Saint Vincent's looks
forward to delivering our mission of care and service as a
stronger revitalized health system."
GE Healthcare Financial Services, which had been its debtor-in-
possession lender, will increase its commitment to Saint
Vincent's by extending it exit financing in the amount of a $320
million credit facility.
As a key commitment to employees and retirees, the Plan includes
the continuation of Saint Vincent's pension plan, keeping
benefits in place for current employees and retirees.
Looking Towards the Future – With Our Mission Unchanged
In planning for the future, the new Saint Vincent's is re-
committed to serving the healthcare needs of the West Side and
Downtown by building a new state-of-art medical center across
from its current location in Greenwich Village.
"We are very excited about constructing the new hospital, it will
be the first all digital hospital in New York City built from the
ground-up and the first in the City to employ green building
technologies throughout," explained Mr. Smith.
Saint Vincent's has begun working with elected officials,
community organizations, block associations and various leaders
on its plan and to seek their input.
The "new" Saint Vincent's looks forward to continuing to provide
high quality medical, behavioral health, and continuing care to
our patients and communities.
The reorganized Saint Vincent's will be focused on a core health
care mission, anchored by St. Vincent's Hospital Manhattan and
St. Vincent's Hospital Westchester, skilled nursing facilities in
Brooklyn and Staten Island, behavioral health and home care
services throughout the Metropolitan area, and sponsorship of the
US Family Health Plan under contract with the Department of
Defense.
Saint Vincent's serves as the academic medical center of New York
Medical College in New York City. The healthcare organization is
sponsored by the Roman Catholic Bishop of Brooklyn and the
president of the Sisters of Charity of New York.
Chapter 11 Plan Modifications
Subsequently, the Debtors delivered to Court a supplemental
exhibit, listing the immaterial modifications to the confirmed
Chapter 11 Plan. Among the modifications are revised definitions
of certain terms and deletion of certain provisions.
A list of the modifications to the First Amended Plan is
available for free at http://ResearchArchives.com/t/s?22c1
About Saint Vincent's
Based in New York City, Saint Vincent's Catholic Medical Centers
of New York -- http://www.svcmc.org/-- the healthcare provider in
New York State, operates hospitals, health centers, nursing homes
and a home health agency. The hospital group consists of seven
hospitals located throughout Brooklyn, Queens, Manhattan, and
Staten Island, along with four nursing homes and a home health
care agency.
The company and six of its affiliates filed for chapter 11
protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945
through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst,
Esq., at McDermott Will & Emery, LLP, filed the Debtors' chapter
11 cases. On Sept. 12, 2005, John J. Rapisardi, Esq., at Weil,
Gotshal & Manges LLP took over representing the Debtors in their
restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid &
Priest LLP, represents the Official Committee of Unsecured
Creditors. As of Apr. 30, 2005, the Debtors listed $972 million
in total assets and $1 billion in total debts. The Debtors filed
their Chapter 11 Plan of Reorganization accompanying a disclosure
statement explaining that Plan on Feb. 9, 2007. On June 1, 2007,
the Debtors filed an Amended Plan & Disclosure Statement. The
Court confirmed the Debtors' Amended Plan on July 27, 2007.
(Saint Vincent Bankruptcy News, Issue No. 61 Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).
TEREX CORP: Moody's Lifts Corporate Family Rating to Ba2
--------------------------------------------------------
Moody's Investors Service raised Terex Corporation's corporate
family rating to Ba2 from Ba3. In addition, Terex's probability
of default rating was raised to Ba2 from Ba3 and the rating on the
$300 million 7.375% senior subordinated notes was raised to Ba3
LGD 5, 77% from B1 LGD 5, 76%. The rating on Terex's senior
secured bank facility remains at Ba1 LGD 2, though the associated
loss given default assessment rate has declined to 24% from 22%.
The ratings outlook is stable.
The corporate family rating has been raised to Ba2 due to recently
strong operating performance, debt reductions and the improving
control environment. Since June of 2006 Terex's last twelve month
revenues increased to $8.2 billion from $6.8 billion, EBITA margin
strengthened to 11.1% from 8.7% and total debt declined to
$1.7 billion from $2 billion.
In Moody's view Terex has made significant progress toward
remediating the remaining material weakness that was identified by
the company and confirmed by Pricewaterhouse Coopers as part of
its audit of the company's 2006 financial statements. This
material weakness concerned the lack of control over tax
reporting. Recent remediation steps have included improvements in
the supporting documentation and practices used in the tax
provision calculation process, hiring tax managers in the U.S. and
U.K., and developing models to better update FIN 48 provisions and
balances. The progress made in improving internal controls has
lessened some of the uncertainty that was weighing on the ratings.
Although the corporate family and probability of default ratings
have improved, the rating on Terex's senior secured bank facility
debt remains unchanged largely due to the change in capital
structure that occurred in January 2007 when the company redeemed
its $200 million 9.25% senior subordinated notes. The redemption
reduced the amount of debt with a priority claim junior to the
priority claim of the credit facility debt. That is, though
Moody's views the probability of Terex's default to now be lower,
given default, Moody's would expect the degree of recovery
realized by the bank debt class to be unchanged; conversely, the
expected degree of recovery realized by the $300 million 7.375%
senior subordinated notes class would now be greater.
The key risks that Terex faces are potential near-term weakening
of the economy, the cyclicality of its end markets, and potential
costs associated with any resolution of the Securities and
Exchange Commission and U.S. Department of Justice investigations.
In addition, parts shortages for certain classes of heavy
equipment are slowing inventory turns and partially limiting flow
through of higher earnings. Nevertheless, Moody's expects that
Terex should now be able to weather these risks within the Ba2
rating level due to the company's improved balance sheet, and
commitment to maintain ample liquidity.
The SGL-1 Speculative Grade Liquidity Rating anticipates that the
company will maintain very good liquidity over the next 12-month
period. Terex's operating cash flow generation combined with
about $473 available under its committed revolving credit facility
and about $453 million in cash at the end of June 2007 should be
sufficient to fund the company's normal operating capital
requirements, capital spending and debt service over the next 12
months.
Terex Corporation, headquartered in Westport, Connecticut, is a
diversified global manufacturer of construction, infrastructure,
and surface mining equipment. Last twelve months June 30, 2007
revenues were about $8.2 billion.
THORNBURG MORTGAGE: Fitch Junks Issuer Default Rating
-----------------------------------------------------
Fitch Ratings has downgraded these ratings of Thornburg Mortgage,
Inc. and placed them on Rating Watch Negative:
-- Issuer Default Rating to 'CCC' from 'BB';
-- Senior Unsecured Notes to 'CCC-' from 'BB' and assigned a
Recovery Rating of 'RR5';
-- Unsecured Subordinate Notes to 'CC' from 'BB-' and assigned
an RR of RR6';
-- Preferred Stock 'CC' from 'B+' and assigned an RR of 'RR6'.
Fitch's downgrade of all ratings reflects concern for Thornburg's
ability to generate and maintain adequate liquidity under current
market conditions. Recently, Thornburg's ARM securities suffered
a precipitous decline in market value which has resulted in
significant margin calls from lenders providing repurchase
agreement financing collateralized by those securities. In
addition, Fitch is concerned by Thornburg's lack of alternative
sources of funding, and therefore increased reliance on repurchase
agreement financing, given that the company no longer has access
to the commercial paper and asset-backed securitization markets.
Fitch's Recovery Rating of RR5 assigned to the senior unsecured
notes and RR6 assigned to the unsecured subordinate notes and the
preferred stock reflects Fitch's view that there could potentially
be below-average to poor recoveries in the event of default.
Fitch placed all ratings on Negative Watch due to the likelihood
that liquidity pressures experienced by Thornburg would worsen,
should lenders cut off credit or reduce the available credit and
advance rates under the repurchase agreements or the market value
of ARM securities decline further, resulting in increased margin
calls and fewer proceeds received from the potential sales of ARM
assets.
Based in Santa Fe, New Mexico, Thornburg Mortgage, Inc. is a
lender to the single-family residential mortgage housing market
and is focused principally on the jumbo segment. Thornburg
originates, acquires and retains investments in ARM assets. The
company's ARM assets comprise Purchased ARM Assets and ARM Loans.
All of Thornburg's ARM assets are either Traditional ARMs, which
includes Pay Option ARMs, or Hybrid ARMs. For tax purposes,
Thornburg is organized as a real estate investment trust and is
managed externally by Thornburg Mortgage Advisory Corporation.
TRANSDIGM INC: $300MM Exchange Offer of Sr. Notes Expires Today
---------------------------------------------------------------
TransDigm Inc.'s pending offer to exchange up to $300 million
aggregate principal amount of 7-3/4% Senior Subordinated Notes due
2014, for an equal principal amount of 7-3/4% Senior Subordinated
Notes due 2014, which was scheduled to expire at 5:00 p.m., New
York City time, on Aug. 17, 2007, has been extended until
5:00 p.m., New York City time, today, Aug. 22, 2007, unless
otherwise further extended or earlier terminated.
The notes were issued on Feb. 7, 2007 was registered under the
Securities Act of 1933, as amended.
The Bank of New York Trust Company N.A., the exchange agent for
the exchange offer, has advised TransDigm Inc. that, as of
5:00 p.m., New York City time, on Aug. 17, 2007, $299,850,000
in aggregate principal amount of the 7-3/4% Senior Subordinated
Notes due 2014, had been validly tendered and not withdrawn in the
exchange offer.
Except for the extension of the expiration date, all terms and
conditions of the exchange offer are unchanged and remain in full
force and effect.
A copy of the final prospectus related to the exchange offer and
the related letter of transmittal may be obtained from:
The Bank of New York Trust Company N.A.
Attention: Mrs. Carolle Montreuil.
Corporate Trust Operations, Reorganization Unit
101 Barclay Street, Floor 7 East
New York, New York 10286
Headquartered in Cleveland, Ohio, TransDigm Group Incorporated
(NYSE: TDG) - http://www.transdigm.com/-- through its wholly
owned subsidiaries, including TransDigm Inc., designs,
manufactures and supplies highly engineered aircraft components
for use on nearly all commercial and military aircraft in service.
Major product offerings, substantially all of which are ultimately
provided to end-users in the aerospace industry, include ignition
systems and components, gear pumps, mechanical/electro-mechanical
actuators and controls, NiCad batteries/chargers, power
conditioning devices, hold-open rods and locking devices,
engineered connectors, engineered latches and cockpit security
devices, lavatory hardware and components, specialized AC/DC
electric motors and specialized valving.
* * *
Moody's Investor Services placed B1 on TransDigm Inc.'s
probability of default and long term corporate family rating on
September 2006. The outlook is negative. These ratings still
holds to date.
Standard and Poor's assigned B+ on its long term foreign and local
issuer credit on June 2003. The outlook is stable. These ratings
still holds to date.
TRANS ENERGY: Earns $119,069 in Second Quarter Ended June 30
------------------------------------------------------------
Trans Energy Inc. reported net income of $119,069 on revenues of
$417,152 for the second quarter ended June 30, 2007, compared with
a net income of $821,239 on revenues of $422,793 for the same
quarter ended June 30, 2006.
Results for the quarter ended June 30, 2007, includes a gain of
$774,505 from the sale of three non-producing well bores located
in West Virginia to Leatherwood Inc. for net cash proceeds of
$774,505, while results for the quarter ended June 30, 2006,
include a gain of $704,116 from the sale of the company's Wyoming
oil and gas properties.
Total revenues from continuing operations for the three months
ended June 30, 2007, decreased 1% compared to the second quarter
of 2006, primarily due to decreased production and lower pipeline
transmission revenues.
Income from operations for the second quarter of 2007 was $287,500
compared to a gain from operations of $549,181 for the second
quarter of 2006. This decrease is due to an increase in selling,
general and administrative expenses due to the associated expenses
of the company's debt financing and the increase in production
costs associated with the implementation of the work over program.
The decrease in net income primarily reflects the decrease in
income from operations, and an increase in interest expense of
$131,011. Additionally, during the second quarter ended June 30,
2006, the company recorded income from discontinued operations of
$307,279 due to the disposal of Arvilla Inc.
At June 30, 2007, the company's consolidated balance sheet showed
$8.2 million in total assets, $7.6 million in total liabilities,
and $563,406 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?22c6
Going Concern Doubt
As reported in the Troubled Company Reporter on April 23, 2007,
Malone & Bailey PC, in Houston, expressed substantial doubt about
Trans Energy 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's
significant losses from operations, accumulated deficit of
$33,026,735, and working capital deficit of $2,610,953 at
Dec. 31, 2006.
Trans Energy has incurred cumulative operating losses through
June 30, 2007, of $33,485,261. Historically, the company's
revenues have not been sufficient to cover operating costs.
About Trans Energy
Trans Energy Inc. (OTC BB: TENGE.OB) -- http://www.transenergyinc/
-- is an oil and gas exploration and development company in the
Appalachian Basin headquartered in St Mary's, West Virginia, with
offices also in Parkersburg. The company, operating since 1994,
restructured itself during 2006 with a new management team, a
focus on oil and gas development, and a business plan for rapid
growth.
TRIBUNE CO: S&P Cuts Rating to B+ and Retains Negative Watch
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Tribune
Co.; the corporate credit rating was lowered to 'B+' from 'BB-'.
The ratings will remain on CreditWatch with negative implications
until the close of the company's LBO valued at slightly less than
$14.5 billion, including the assumption and repayment of
approximately $5.7 billion of debt. Based on S&P's analysis of
Tribune's expected operating performance and cash flow generation,
and the proposed capital structure, S&P have determined that at
the close of the LBO transaction, S&P will lower the corporate
credit rating to 'B' with a negative outlook. This incorporates
an estimated $290 million in proceeds to be received from the
settlement of the Matthew Bender tax case and cash available of
$262 million at July 1, 2007, in addition to expected debt
reduction from planned asset sale proceeds, including the sale of
the Chicago Cubs and the company's 25% interest in Comcast
SportsNet Chicago.
The negative outlook on the 'B' corporate credit rating upon the
close of the LBO represents a revision in the expected outlook
from stable, and reflects deterioration in expected operating
performance and cash flow generation compared with previous
expectations. S&P have factored into this conclusion its
expectation that newspaper advertising and circulation revenue at
Tribune would decline in 2008, but at lower rates than expected
for 2007. A partial offset to this is our belief that Tribune
will benefit from modestly improved performance in its
broadcasting unit in 2008, and that cash operating expenses will
decline due to lower labor costs.
Given current trends, however, S&P expect that the company will be
challenged to improve EBITDA next year. The 'B' rating relies
upon Tribune completing expected asset sales and other
transactions worth up to approximately $1 billion over the near-
to-intermediate term, and reducing its amortizing term loan X,
which had $1.4 billion outstanding at June 2007. As of June 2007,
term loan X will require mandatory principal payments of $650
million in December 2008 and the remaining $750 million in June
2009. S&P expect interest coverage upon the close of the LBO to
be 1.3x and leverage at more than 9.5x, pro forma for new debt
issued net of expected asset sales and other proceeds.
The current 'B+' corporate credit rating reflects the completion
of the first of two steps to close Tribune's LBO. In May 2007,
the company tendered for $4.3 billion in common shares and
refinanced $2.8 billion in debt, funded by a $10.1 billion senior
secured credit facility closed in June 2007 (the facility includes
a $750 million revolver and a committed $2.1 billion incremental
term loan that will partly finance step two of the LBO). In
addition, Sam Zell has made an initial $250 million investment in
Tribune and the company's employee stock ownership plan purchased
$250 million of newly issued Tribune stock. Proceeds from the
incremental term loan and an expected
$2.1 billion unrated bridge facility, combined with a $65 million
incremental investment from Zell (bringing the total investment by
Zell to $315 million at close) and $215 million in option exercise
proceeds would be used, among other things, to repurchase the
remaining outstanding shares of Tribune and pay transaction fees
and expenses.
The downgrade to 'B+' reflects deterioration in expected operating
performance and cash flow generation versus S&P's previous
estimates. However, incorporating the expected prepayment of
Tribune's term loan X over the near-to-intermediate term from
asset sales, the tax settlement, and other proceeds of up to
approximately $1 billion, interest coverage should remain above 2x
and leverage would be near 7x beginning in 2008.
"We recognize that Tribune's business is a portfolio of discrete
assets, many of which would be readily marketable under normal
market conditions," noted Standard & Poor's credit analyst Emile
Courtney. "Given the variability in recent cash flow performance,
a stated strong willingness on the part of the company to sell
additional assets if needed--provided there is also the ability--
would be a key rating factor in the event of further deterioration
in operating fundamentals."
TRUE TEMPER: Moody's Junks Corporate Family Rating
--------------------------------------------------
Moody's Investors Service downgraded True Temper Sports, Inc.'s
corporate family rating to Caa1 from B3 and its senior secured
credit facilities to B1 from Ba3.
Moody's also confirmed the Caa2 rating on the company's senior
subordinated notes. The ratings downgrade reflects the company's
weaker than anticipated operating performance, stemming from
increases in the cost of nickel, rising medical benefit costs, and
certain inefficiencies in its primary steel shaft manufacturing
facility.
The downgrade also reflects the company's weak credit metrics and
extremely limited financial flexibility. The company has very
limited cushion under the financial covenants governing its senior
secured credit facilities. Slightly offsetting these risks is the
recent improvement in sales trends and the prospects for improved
earnings in the second half of fiscal 2007 relative to the same
period last year. The ratings outlook is stable. This action
completes a review that was initiated on Aug. 8, 2007.
Ratings downgraded:
-- Corporate family rating to Caa1 from B3;
-- Probability-of-default rating to Caa1 from B3;
-- $20 million senior secured revolving credit facility due 2009
to B1 (LGD2, 16%) from Ba3 (LGD2, 15%);
-- $86 million senior secured term loan B due 2011 to B1 (LGD2,
16%) from Ba3 (LGD2, 15%).
Ratings confirmed:
-- $125 million senior subordinated notes due 2011 at Caa2.
Point estimate revised to (LGD5, 80%) from (LGD5, 79%).
True Temper' Caa1 rating is driven by the company's extremely weak
financial metrics, inadequate interest coverage, and the prospects
for continued negative cash flows given weak earnings and planned
investments in its startup manufacturing facility in China.
Concerns over the company's quantitative profile are further
compounded by business risks, including the company's modest size,
limited product diversification, some customer concentration, and
sensitivity to commodity price fluctuations (particularly for
steel, nickel, and natural gas).
Notwithstanding these concerns, the rating is supported by True
Temper's favorable qualitative profile with a dominant share in
the steel shaft market (further reinforced by its acquisition of
Royal Precision's manufacturing assets and intellectual property
in 2006), material share within the graphite shaft market, strong
brand equity within the trade, long-stand relationships with key
OEM customers, and strong operating margins.
The stable outlook reflects Moody's expectation that True Temper's
operating performance will improve over the near-term and that it
will maintain compliance with its financial covenants. The
willingness of the sponsors to contribute equity in the June 2007
quarter to cure a potential default under the credit facility
covenants and the potential for future contributions also supports
the outlook.
Headquartered in Memphis, Tennessee, True Temper Sports, Inc. is
the leading manufacturer of steel golf club shafts. The company
also participates in the premium-end of the graphite golf shaft
market and manufactures tubular components for other recreational
sports including hockey and bicycling. Sales were about
$108 million for the twelve months ended July 1, 2007.
TWEETER HOME: Trims Down HQ Staff Jobs as Part of Restructuring
---------------------------------------------------------------
Schultze Asset Management, LLC, disclosed sweeping staffing
reductions at Tweeter Home Entertainment Group Inc. The action
primarily focused on Tweeter's headquarters in Canton,
Massachusetts.
"In order to address some of the financial issues that caused
Tweeter to go into bankruptcy in the first place, some difficult
choices will be necessary going forward," George Schultze,
Chairman of the Board," said. "As a consequence, it is with great
regret that I must report we are forced to undertake significant
staffing reductions. Economic trends & competition make it
absolutely imperative that we hunker down now and become a 'lean &
mean' operating business which will be the New Tweeter. We simply
will not survive for the long term unless we face the unpleasant
reality of our market & business environment now and take action
to cut overhead. This action should allow our remaining stores
significantly more 'breathing room' so we can afford to re-stock
them with the critical inventory our distinguishing customers
demand."
"Importantly, our actions today will help ensure that our business
lives on to best our competitors and achieve the goals we have set
for its success," Mr. Schultze continued. "Although I cannot
guarantee it, our actions should help ensure that the remaining
employees do not receive termination notices in the near future.
The cuts we are making are deliberate but painful and will surely
be difficult for everyone involved. Even so, we hope the
remaining team members will see Tweeter 'rise from the ashes' and
return to cash flow profitability despite a difficult tour through
bankruptcy and extraordinary changes in the way we operate and in
the marketplace we serve."
Based in Canton, Massachussets, Tweeter Home Entertainment Group
Inc. -- http://www.tweeter.com/-- retails mid-to high-end audio
and video consumer electronics products. Tweeter and seven of its
affiliates filed for chapter 11 Protection on June 11, 2007
(Bankr. D. Del. Case No: 07-10787 through 07-10796). Gregg M.
Galardi, Esq. and Mark L. Desgrosseilliers, Esq. at Skadden,
Arps, Slate, Meagher & Flom, L.L.P. represent the Debtors in
their restructuring efforts. As of Dec. 21, 2006, Tweeter
had total assets of $258,573,353 and total debts of
$190,417,285.
The Debtors' exclusive period to file a plan expires on Oct. 9,
2007.
UNISYS CORP: Moody's Reviews B2 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service placed the B2 corporate family and
senior unsecured ratings for Unisys Corporation on review for
possible downgrade.
The review was prompted by the company's slower than anticipated
improvement in profitability and its weak liquidity. For the six
months ended June 2007, the company's revenues declined about 5%,
excluding the impact of foreign currency movements, and the
company incurred a GAAP pretax loss of about $49 million,
including $66 million pretax restructuring charges.
The review will focus on the company's prospects to stabilize
revenues and to continue to achieve operating margin expansion.
The review will also assess the potential for additional
restructuring costs and the company's working capital needs,
especially those related to it's I/T outsourcing services
business, and available liquidity.
Concurrent with its decision to review the company's ratings,
Moody's downgraded the company's speculative grade liquidity
rating to SGL-4 from SGL-3, based on Unisys' weak internal
liquidity and its reliance on external sources of financing.
Effective May 31, 2006, Unisys entered into a three-year,
$275 million secured revolving credit facility. The facility is
secured by the company's assets, except that the collateral does
not include accounts receivable that are subject to the company's
$300 million U.S. trade accounts receivable facility ($125 million
outstanding at June 2007), U.S. real estate, or stock of the
company's U.S. operating subsidiaries.
As of June 2007, there were no borrowings under the revolver and
availability less draws for letters of credit. The A/R
securitization facility requires maintenance of certain ratios
related to the sold receivables, has a termination rating trigger
at B3, and requires annual renewals with a final expiration in
November 2008. The company is currently in compliance with
financial covenants under both the revolving credit facility and
its securitization program. The revolver may be terminated if the
company does not repay, refinance, or defease by Jan. 1, 2008 its
7.875% unsecured notes due April 2008.
By Moody's estimates, there would be only modest liquidity were
the company to fund or defease the $200 million notes from cash or
its revolver over the next twelve months.
The company's $521 million in corporate cash and investments at
June 30, 2007 was strengthened primarily by the receipt of about
$378 million in net proceeds from the March 2006 sale of its stake
in NUL, its exclusive hardware and software distributor in Japan.
The company's free cash flow in the twelve months ended June 2007
(defined as cash flow from operations before about $245 million
restructuring cash outflows, about $58 million tax refunds, and
accounts receivable securitization flows, less capital
expenditures), was modest at about $60 million. Capital
expenditures increased to 6% of revenues in the six months ended
June 2007 from 5% in the six months ended June 2006.
Ratings on review for possible downgrade are:
-- $200 million 7.875% senior unsecured notes due 2008 B2, LGD4,
57%
-- $300 million 6.875% senior unsecured notes due 2010 B2, LGD4,
57%
-- $400 million 8% senior unsecured notes due 2012 B2, LGD4, 57%
-- $150 million 8.5% senior unsecured notes due 2015 B2, LGD4,
57%
-- Corporate Family Rating B2
-- Probability Default Rating B2
Headquartered in Blue Bell, Pennsylvania, Unisys Corporation
provides I/T services and technology hardware to commercial and
governmental clients worldwide.
US AIRWAYS: Court Extends Claims Objection Deadline to October 31
-----------------------------------------------------------------
In accordance with Sections 1.44 and 9.6(b) of the Joint Plan of
Reorganization and with the consent of the Post-Effective Date
Committee, the U.S. Bankruptcy Court for the Eastern District of
Virginia extends Reorganized U.S. Airways and affiliates' deadline
to object to administrative claims to Oct. 31, 2007.
The Reorganized Debtors are responsible for administering,
disputing, objecting to, compromising and otherwise resolving
Claims against and Interests in the Debtors, with oversight of
the claims reconciliation and settlement process by the Post-
Effective Date Committee.
Pursuant to Section 1.44 of the Plan, the Claims Objection
Deadline means that day which is 180 days after the Effective
Date, unless such day is not a Business Day, in which case the
deadline shall be the next Business Day, as the same may be
extended from time to time by the Bankruptcy Court, with the
consent of the Post-Effective Date Committee.
About U.S. Airways Group
Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.
Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.
US Airways and its subsidiaries filed another chapter 11 petition
on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represent the Debtors
in their restructuring efforts. In the Company's second
bankruptcy filing, it lists $8,805,972,000 in total assets and
$8,702,437,000 in total debts.
The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005. The Debtors completed their
merger with America West on the same date. (US Airways Bankruptcy
News, Issue No. 147 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
As reported in the Troubled Company Reporter on March 13, 2007,
Standard & Poor's Ratings Services assigned its 'B' rating to US
Airways Group Inc.'s $1.6 billion secured credit facility due
2014, currently being syndicated.
US AIRWAYS: Wants Seven Proofs of Claim Disallowed
--------------------------------------------------
In their final omnibus claims objection, the Reorganized U.S.
Airways ask the U.S. Bankruptcy Court for the Eastern District of
Virginia to disallow seven proofs of claim.
On September 15, the Court entered an order providing for a
General Bar Date of February 3, 2005, and a Governmental Unit Bar
Date of March 11, 2005 and that claimants are required to file
proofs of claim with Donlin, Recano & Company, Inc., the Debtors
claims and noticing agent; not with the Court.
As of the Bar Dates, Donlin received 5,080 claims totaling
approximately $39,600,000,000 and currently a total of 6,368
Proofs of Claim totaling approximately $40,600,000,000.
According to Ms. Sarah B. Boehm, Esq. at McGuirewoods LLP, in
Norfolk, Virginia, the Debtors contend that many of the proofs of
claim are patently illegitimate, duplicative, assert claims for
which the Debtors have no liability, or are overstated in amount.
As of August 1, the Debtors have filed 14 omnibus claims
objections, and the Court has entered orders dissallowing and
expunging or reclassifying most of the claims objected. The
Court also has entered orders continuing the hearing as to
certain claims for which responses were filed.
By this objection, the Reorganized Debtors ask the Court to
disallow:
(I) Claims filed by N. Bruce Ashby, a former executive vice
president of US Airways, because:
(a) Claim Nos. 3755 and 3756 state that they are for
amounts arising in September 2004, but do not prorate
for the prepetition period of September 1 to 11; and
(b) Claim Nos. 5787 and 5788 are not entitled to
administrative priority pursuant to Section 503(b) of
the Bankruptcy Code.
(II) Claim Nos. 54, 55 and 56 filed by the Michigan Department
of Revenue because, among other reasons, they purport to
amend claims which were disallowed by the Court and thus
there were no underlying claims to amend.
About U.S. Airways Group
Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.
Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.
US Airways and its subsidiaries filed another chapter 11 petition
on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represent the Debtors
in their restructuring efforts. In the Company's second
bankruptcy filing, it lists $8,805,972,000 in total assets and
$8,702,437,000 in total debts.
The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005. The Debtors completed their
merger with America West on the same date. (US Airways Bankruptcy
News, Issue No. 147 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
As reported in the Troubled Company Reporter on March 13, 2007,
Standard & Poor's Ratings Services assigned its 'B' rating to US
Airways Group Inc.'s $1.6 billion secured credit facility due
2014, currently being syndicated.
VALENTEC SYSTEMS: June 30 Balance Sheet Upside-Down by $5.6 Mil.
----------------------------------------------------------------
Valentec Systemss Inc.'s consolidated balance sheet at June 30,
2007, showed $26.5 million in total assets and $32.1 million in
total liabilities, resulting in a $5.6 million total stockholders'
deficit.
The company's consolidated balance sheet at June 30, 2007, also
showed strained liquidity with $17.9 million in total current
assets available to pay $31.8 million in total current
liabilities.
The company reported a net loss of $1.2 million on revenues of
$5.3 million for the second quarter ended June 30, 2007, compared
with a net loss of $2.4 million on revenues of $4.3 million for
the same period ended June 30, 2006.
For the six month period ended June 30, 2007, net loss was
$3.4 million compared with a net loss of $2.5 million for the same
period in 2006.
Revenues for the six months ended June 30, 2007, were $6.9 million
compared to $10.3 million for the six months ended June 30, 2006,.
The decrease in revenues for the six months ended June 30, 2007,
is due to program delays experienced by Valentec's subcontractors
on the AMMO and Keshet Contacts as well as delays caused by the
fire in the company's 40mm manufacturing facility on Aug. 14,
2006.
The increase in net loss for the six months ended June 30, 2007,
was due primarily to an increase in interest and financing
expenses to support the foreign military programs, an increase in
cost of goods sold as a result of resolving frustrated sub-tier
supplier issues on specific contracts, and a delay in restarting
the company's 40mm manufacturing facility.
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?22b8
Going Concern Doubt
As reported in the Troubled Company Reporter on May 24, 2007, Webb
& Company, P.A., of Boynton Beach, Florida, expressed substantial
doubt about Valentec Systems 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
auditor pointed to the company's working capital deficiency and
negative cash flows from operations.
The Company has a working capital deficiency of $13.9 million and
a net loss of $3.4 million for the six months ended June 30, 2007.
The company currently does not have enough cash to continue
operations for twelve month.
About Valentec Systems
Minden, Louisiana-based Valentec Systems, Inc. -- (OTC BB: VSYNE)
-- http://www.valentec.net/ -- supplies conventional ammunition,
and pyrotechnic and related defense products. The company's
primary focus is ground based systems and ordnance. Recently the
company has entered into systems management and systems
integration.
VERASUN ENERGY: Completes ASAlliances's Ethanol Plants Buyout
-------------------------------------------------------------
VeraSun Energy Corporation closed on its acquisition deal with
ASAlliances Biofuels LLC for three ethanol plants with a combined
annual production capacity of approximately 330 million gallons
per year. VeraSun reported the acquisition on July 23.
The company funded the acquisition with $200 million of equity,
$250 million of cash and $275 million in project financing. The
equity consisted of 13,801,384 shares of VeraSun stock valued at
$14.49.
The three facilities are each expected to operate at 110MMGY and
are located in Linden, Indiana, Albion, Nebraska and Bloomingburg,
Ohio. The Linden facility began startup operations last month,
while Albion will complete construction in the fourth quarter and
Bloomingburg by the end of first quarter 2008.
VeraSun now has 450MMGY of production capacity with four
facilities in operation and another 550MMGY of capacity under
construction at five different sites. In addition to the Linden
facility, VeraSun has operating plants in Aurora, South Dakota and
Fort Dodge and Charles City, Iowa.
Construction is underway at Hartley, Iowa, Welcome, Minnesota, and
Reynolds, Indiana, in addition to the Albion and Bloomingburg
facilities. Each of VeraSun's nine facilities is expected to
operate at 110MMGY, with the exception of VeraSun Aurora, which is
a 120MMGY facility.
About ASAlliances Biofuels LLC
ASAlliances Biofuels LLC was formed by Americas Strategic
Alliances LLC on Dec. 15, 2004. The company is a collaboration of
the companies in the ethanol and agribusiness industries. The
company develops, constructs, operates, and manages ethanol and
DDG production plants.
About VeraSun Energy Corporation
Headquartered in Brookings, South Dakota, VeraSun Energy
Corporation (NYSE: VSE) – http://www.verasun.com/and
http://www.VE85.com/-- is a producer of renewable fuel. The
company has three operating ethanol production facilities located
in Aurora, South Dakota, Fort Dodge and Charles City, Iowa. The
company markets E85, a blend of 85% ethanol and 15% gasoline for
use in Flexible Fuel Vehicles, directly to fuel retailers under
the brand VE85(TM). VE85(TM) is available at more than 90 retail
locations.
* * *
As reported in the Troubled Company Reporter on Aug. 3, 2007,
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on VeraSun Energy Corp., its 'B+' rating on the
company's $210 million senior secured notes due 2012, and its 'B-'
rating on the $450 million senior unsecured 10-year notes due
2017. The outlook is stable.
VESCOR DEVELOPMENT: Case Summary & 27 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: Vescor Development, L.L.C.
871 Coronado Center Drive, Suite 200
Henderson, NV 89052
Bankruptcy Case No.: 07-15210
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
A.D.L. 1, L.L.C. 07-15211
I.D.L. 9, L.L.C. 07-15212
J.D.L. 10, L.L.C. 07-15213
Type of business: The Debtor develops real estate.
Chapter 11 Petition Date: August 20, 2007
Court: District of Nevada (Las Vegas)
Debtors' Counsel: Laurel E. Davis, Esq.
Fennemore Craig, P.C.
300 South Fourth Street, Suite 1400
Las Vegas, NV 89101
Tel: (702) 692-8000
Fax: (702) 692-8099
Total Assets Total Debts
------------ -----------
Vescor Development, L.L.C. $151,954,690 $85,590,847
A.D.L. 1, L.L.C. $57,336,846 $54,330,973
I.D.L. 9, L.L.C. $54,378,248 $54,338,817
J.D.L. 10, L.L.C. $24,000,000 $54,334,829
A. Vescor Development, LLC's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Apex Holdings 23, L.L.C. intercompany loan $11,821,237
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Apex Vegas Vista, L.L.C. intercompany loan $7,686,964
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Apex Capital C.C.N. 23, intercompany loan $2,601,488
L.L.C.
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Vegas Vista VI, L.L.C. intercompany loan $1,600,000
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Apex M.M., Inc. intercompany loan $1,036,927
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Vegas Vista 6 Holdings, intercompany loan $1,000,000
L.L.C.
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
B.D.L. 2, L.L.C. intercompany loan $993,395
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
VesCor Capital, Inc. intercompany loan $843,500
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Montana Freeport Holdings intercompany loan $700,000
L.L.C.
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Benedict Gambino loan $500,000
P.O. Box 900334
Sandy, UT 84090
S.V. Lending, L.L.C. intercompany loan $500,000
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
H.B. Equities, L.L.C. intercompany loan $407,000
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Digital Data Communications intercompany loan $335,942
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Poggemeyer Design Group trade debt $309,303
2601 North Tenaya Way
Las Vegas, NV 89128
A.D.L. 1, L.L.C. intercompany loan $303,567
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
VesCorp Capital IV-M, intercompany loan $200,000
L.L.C.
Bryan Construction, Inc. trade debt $122,571
VesCorp Capital IV-A, L.L.C. intercompany loan $90,000
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
Sienna Office Park 2, L.L.C. commercial lease $59,431
Stantec Consulting, Inc. trade debt $44,508
B. ADL 1, LLC does not have any creditors who are not insiders.
C. IDL 9, LLC's Three Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Apex Holding Company, L.L.C. real property; $54,330,973
2300 West Sahara Avenue, value of security:
Suite 550 $51,800,000
Las Vegas, NV 89102
Clark County Treasurer $5,052
c/o Bankruptcy Clerk
P.O. Box 551220
Las Vegas, NV 89155-1220
VesCor Development, L.L.C. $2,792
861 Coronado Center Drive,
Suite 222
Henderson, NV 89052
D. JDL 10, LLC's Four Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Apex Holding Company, L.L.C. real property; $52,814,032
2300 West Sahara Avenue, value of security:
Suite 550 $24,000,000
Las Vegas, NV 89102
Apex Utility Holding Company real property; $1,516,941
2300 West Sahara Avenue, value of security:
Suite 550 $24,000,000; value
Las Vegas, NV 89102 of senior lien:
$52,814,032
Clark County Treasurer $2,536
c/o Bankruptcy Clerk
P.O. Box 551220
Las Vegas, NV 89155-1220
VesCor Development, L.L.C. $1,320
WCI COMMUNITIES: New Board Structure Includes Carl Icahn
--------------------------------------------------------
WCI Communities Inc. agreed to a new board structure that
includes Carl Icahn, the company's largest shareholder; Don E.
Ackerman, the current chairman; and seven others, The Wall Street
Journal said on its Website Monday.
Earlier, WCI said in a press statement that it has reached an
agreement with its lenders to amend the company's credit
facilities, which, among others, provide for a waiver or consent
to any default arising from certain changes in the composition
of WCI's board of directors.
Additionally, the amendments reduced the company's borrowing
capacity under a revolving credit facility from $850 million to
$700 million, and its term loan agreement from $300 million to
$262.5 million.
Headquartered in Florida, WCI Communities Inc. (NYSE: WCI) --
http://www.wcicommunities.com/-- is a home builder catering to
primary, retirement, and second-home buyers in Florida, New York,
New Jersey, Connecticut, Maryland and Virginia. The company
offers both traditional and tower home choices and features a wide
array of recreational amenities in its communities. In addition
to homebuilding, WCI generates revenues from its Prudential
Florida WCI Realty Division and its recreational amenities, as
well as through land sales and joint ventures. The company
currently owns and controls developable land on which the company
plans to build about 20,000 traditional and tower homes.
* * *
As of Aug. 8, 2007, the company holds Moody's B3 long-term
corporate family rating and probability of default rating.
Moody's placed the company's senior subordinate rating at Caa2.
The outlook is negative.
Standard & Poor's also rated the company's long-term foreign and
local issuer credits at CCC+.
WERNER LADDER: Trustee Objects to Panel's Disclosure Statement
--------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
asks the U.S. Bankruptcy Court for the District of Delaware to
deny approval of the Disclosure Statement with respect to the
Plan of Liquidation filed by the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Werner Holding Co. (DE),
Inc., and its affiliates.
Representing the U.S. Trustee, Mark S. Kenney, Esq., asserts that
the Committee's Disclosure Statement describes a Plan that is
"unconfirmable" on its face.
The Disclosure Statement provides that under the terms of the
Plan, some administrative claimholders will not be paid as
required under Section 1129(a)(9) of the Bankruptcy Code, Mr.
Kenney explains.
Mr. Kenney adds that any allowed administrative claims based on
the transaction fees of Jefferies & Company, Inc., or Rothschild,
Inc., will be paid and satisfied solely from the proceeds of the
Liquidation Trust Assets pursuant to a Liquidation Trust
Agreement.
The Disclosure Statement does not indicate that Jefferies and
Rothschild have formally agreed to different treatment of their
administrative claims, contends Mr. Kenney.
Moreover, Mr. Kenney points out, the Committee's request to
convert the Debtors' Chapter 11 cases to a Chapter 7 proceeding
suggests that there may be additional administrative claimants
whose claims cannot be paid on the effective date of a plan of
reorganization.
The Committee's Conversion Motion also indicates that the
Debtors' estates may not have sufficient assets to fully pay
priority claimants, hence, contradicting a provision in the
Disclosure Statement regarding payment of priority claims, in
full, on the Effective Date, Mr. Kenney notes.
Therefore, absent any provision for full payment of all
administrative and priority claims, the Plan is infeasible and
unconfirmable, Mr. Kenney maintains.
Mr. Kenney further notes that adequate information regarding the
Plan requires specific disclosure of whether Jefferies,
Rothschild and other administrative claimants have agreed to the
deferred and possibly contingent payment of their administrative
claims.
If all affected administrative claimants have not agreed,
adequate information would also require specific disclosure that
the Plan cannot be confirmed unless Jefferies, Rothschild and
other possible administrative claimants have each agreed to the
Plan's proposed treatment of their administrative claims, Mr.
Kenney avers. If the administrative claimants have not agreed to
the treatment of their claims, those claimants have effective
veto power over the Plan, he says.
Similar disclosure must also be made regarding any delay in
payment or uncertainty of payment of priority claims, and whether
priority claimants have agreed to deferred and possibly
contingent payment of their claims, asserts Mr. Kenney.
Alternatively, the U.S. Trustee consents to the approval of the
Disclosure Statement, to the extent that it provides specified
modifications that take into account her objections.
The Court will convene a hearing on August 23 to consider
approval of the Disclosure Statement.
Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.
aka Werner Ladder Co. -- http://www.wernerladder.com/--
manufactures and distributes ladders, climbing equipment and
ladder accessories. The company and three of its affiliates filed
for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case
No. 06-10578).
The Debtors are represented by the firm of Willkie Farr &
Gallagher LLP as lead counsel and the firm of Young, Conaway,
Stargatt & Taylor LLP as co-counsel. Rothschild Inc. is the
Debtors' financial advisor. The Official Committee of Unsecured
Creditors is represented by the firm of Winston & Strawn LLP as
lead counsel and the firm of Greenberg Traurig LLP as co-counsel.
Jefferies & Company serves as the Creditor Committee's financial
advisor. At March 31, 2006, the Debtors reported total assets of
$201,042,000 and total debts of $473,447,000. On June 19, 2007,
the Creditors Committee submitted their own chapter 11 plan and
disclosure statement explaining that plan. The hearing to
consider the adequacy of the Creditors' Committee's Disclosure
Statement has been adjourned to August 23, 2007. (Werner Ladder
Bankruptcy News, Issue No. 37; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or (215/945-7000).
WERNER LADDER: Case Conversion Hearing Moved to September 27
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
adjourned the hearing on the Official Committee of Unsecured
Creditors' request to convert Werner Holding Co. (DE) Inc., aka
Werner Ladder Co. and its debtor-affiliates chapter 11 cases to
chapter 7 liquidation proceedings.
The hearing, previously set for Aug. 23, 2007, will now be held on
Sept. 27, 2007 at 1:30 p.m.
AS reported in the Troubled Company Reporter on July 23, 2007, the
Committee believes that there are insufficient assets in the
Debtors' estate to confirm a Chapter 11 plan within a reasonable
time, in that:
(i) the $750,000 wind-down budget, which New Werner Holding
Co. (DE), LLC, agreed to pay as an assumed liability
under the Asset Purchase Agreement to fund certain
invoiced expenses, is insufficient to pay the wind-down
expenses of the Debtors' estates; and
(ii) there is no funding to pay other administrative expense
and priority claims during plan confirmation.
The Creditors Committee further believes that converting the
Debtors' cases to Chapter 7, rather than dismissing the cases, is
in the best interests of the general unsecured creditors because
a Chapter 7 trustee may promptly begin liquidating the remaining
assets pursuant to the Court-approved stipulation among the
Committee; Levine Leichtman Capital Partners III, L.P., together
with Milk Street Investors LLC; and other major parties-in-
interest.
Under the Stipulation, the Committee agreed to conditionally
withdraw its objection to the Debtors' request to sell
substantially all of their assets in exchange for certain funding
obligations and agreements of the other parties, as well as New
Werner, that would pay the expenses to wind down the estates and
pursue causes of action. The Sale proceeds would be shared with
the general unsecured creditors.
Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.
aka Werner Ladder Co. -- http://www.wernerladder.com/--
manufactures and distributes ladders, climbing equipment and
ladder accessories. The company and three of its affiliates filed
for chapter 11 protection on June 12, 2006 (Bankr. D. Del. Case
No. 06-10578).
The Debtors are represented by the firm of Willkie Farr &
Gallagher LLP as lead counsel and the firm of Young, Conaway,
Stargatt & Taylor LLP as co-counsel. Rothschild Inc. is the
Debtors' financial advisor. The Official Committee of Unsecured
Creditors is represented by the firm of Winston & Strawn LLP as
lead counsel and the firm of Greenberg Traurig LLP as co-counsel.
Jefferies & Company serves as the Creditor Committee's financial
advisor. At March 31, 2006, the Debtors reported total assets of
$201,042,000 and total debts of $473,447,000. On June 19, 2007,
the Creditors Committee submitted their own chapter 11 plan and
disclosure statement explaining that plan. The hearing to
consider the adequacy of the Creditors' Committee's Disclosure
Statement has been adjourned to August 23, 2007. (Werner Ladder
Bankruptcy News, Issue No. 37; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or (215/945-7000).
WHATELY CDO: Fitch Lowers Ratings on Two Note Classes to BB-
------------------------------------------------------------
Fitch has downgraded two and affirmed five classes of notes issued
by Whately CDO I, Ltd. These rating actions are the result of
Fitch's review process and are effective immediately.
-- $203,855,413 Class A-1A affirmed at 'AAA';
-- $6,000,000 Class A-1BF affirmed at 'AAA';
-- $63,000,000 Class A-1BV affirmed at AAA';
-- $27,000,000 Class A-2 affirmed at 'AA';
-- $12,000,000 Class A-3 affirmed at 'A';
-- $4,000,000 Class BF downgraded to 'BB-' from 'BBB' and
removed from Rating Watch Negative;
-- $10,000,000 Class BV downgraded to 'BB-' from 'BBB' and
removed from Rating Watch Negative;
Whately I is a collateralized debt obligation that closed on
June 9, 2004 and is managed by David L. Babson. Whately I has
exited its reinvestment period in June 2007. Fitch conducted cash
flow modeling utilizing various default timing and interest rate
scenarios to measure the breakeven default rates going forward
relative to the minimum cumulative default rates required for the
rated liabilities.
Fitch's rating actions reflect the recent credit quality
deterioration within the portfolio. The majority of these actions
has taken place in the last two months and was the result of
credit deterioration in the subprime residential mortgage-backed
securities space. The portfolio is currently composed of
approximately 80% RMBS, 6% asset-backed securities, 8% commercial
mortgage-backed securities and 6% CDOs. The majority of these
actions has taken place in the last two months and was the result
of credit deterioration in the subprime RMBS space.
Approximately, 1.68% of the underlying assets are currently on
Rating Watch Negative.
Of the 41.19% exposure to subprime RMBS in Whatley I, 4.08%,
16.14% and 4.83% consist of the 2005, 2006 and 2007 vintages,
respectively, which are experiencing higher levels of
delinquencies and defaults. Fitch believes that this subprime
exposure, along with credit deterioration in the portfolio has
increased the risk profile of the class BF and class BV notes.
This rating analysis incorporated Fitch's revised methodology for
rating structured finance CDOs.
The Fitch weighted average rating factor has increased to
3.56('BBB+'/ 'BBB') as per the August 1, 2007 trustee report from
2.97 ('A-/BBB+') during the last review in June 2006. The class
A-3 interest coverage ratio is below the required threshold. The
senior and class B interest coverage ratios are passing the
minimum threshold but, with minimal cushion for the senior
interest coverage ratio. All classes are in compliance with the
overcollateralization triggers of 108%, 105%, and 101.5%.
The ratings of the class A-1A, A-1BF, A-1BV and A-2 notes address
the likelihood that investors will receive timely payments of
interest, as per the governing documents, as well as the aggregate
principal amount by the June 2044 maturity date. The ratings of
the class A-3, BF and BV notes address the likelihood that
investors will receive ultimate interest payments, as per the
governing documents, as well as the aggregate principal amount by
the June 2044 maturity date, as per the transactions governing
docs.
WHOLE FOODS: Appeals Court Puts Wild Oats Merger Deal On Hold
-------------------------------------------------------------
A federal appeals court temporarily put on hold Whole Foods Market
Inc.'s $565 million purchase of Wild Oats Markets Inc., The Wall
Street Journal said on its Web site Tuesday.
The order, WSJ relates, prevented Whole Foods from "taking any
further steps to acquire" Wild Oats.
Earlier, Federal Trade Commission Competition Director Jeffrey
Schmidt expressed regret at a federal district court decision
regarding a proposed merger between Whole Foods and Wild Oats,
calling it a loss for both consumers and competition.
On Aug. 16, 2007, the U.S. District Court for the District of
Columbia denied the FTC's request for a preliminary injunction
related to the proposed merger.
"We respect the Court's decision, which we currently are
reviewing. We brought this challenge because the evidence before
us showed that the merger would most likely result in higher
prices and reduced choices for consumers who shop at premium
natural and organic supermarkets," Mr. Schmidt said. "We are
reviewing our options."
On June 5, 2007, the FTC authorized its staff to seek a federal
district court order to prevent Whole Foods from acquiring Wild
Oats. The FTC argued in court in Washington, DC, on July 31 and
August 1, 2007, that the merger would violate federal antitrust
laws by substantially reducing competition in the market for
premium natural and organic supermarkets in several geographic
areas throughout the United States. The federal district court
decision allows the transaction to proceed, pending the FTC's
filing of a request for emergency stay with the district and
appellate courts prior to its appeal being heard. The Commission
also has authorized the staff to act on its administrative
complaint to permanently enjoin the merger.
About Wild Oats Markets
Headquartered in Boulder, Colorado, Wild Oats Markets Inc. --
http://www.wildoats.com/-- is a natural and organic foods
retailer in North America with annual sales of approximately
$1.2 billion. Wild Oats Markets was founded in Boulder, Colorado
in 1987. Wild Oats Markets currently operates 110 stores in 24
states and British Columbia, Canada under four banners: Wild Oats
Marketplace (nationwide), Henry's Farmers Market (Southern
California), Sun Harvest (Texas), and Capers Community Market
(British Columbia).
About Whole Foods Market
Founded in 1980 in Austin, Texas, Whole Foods Market, Inc.
(NASDAQ: WFMI) -- http://www.wholefoodsmarket.com/-- is a
natural and organic foods supermarket. In fiscal year 2006,
the company had sales of $5.6 billion and currently has more
than 190 stores in the United States, Canada, and the United
Kingdom.
* * *
As reported in the Troubled Company Reporter on May 1, 2007,
Standard & Poor's Ratings Services said that while the ratings on
Whole Foods Market Inc., including the 'BBB-' corporate credit
rating, currently remain on CreditWatch with negative
implications, where they were placed on Feb. 22, 2007, S&P will
lower the corporate credit rating to 'BB+' from 'BBB-' upon
closure of its acquisition of Wild Oats Inc. At that time,
ratings will also be removed from CreditWatch. The outlook will
be stable.
WHOLE FOODS: Moves Wild Oats Tender Offer Expiration to Aug. 27
---------------------------------------------------------------
Whole Foods Market Inc. has extended the expiration date for its
tender offer to purchase outstanding shares of Wild Oats Markets
to 5:00 p.m., Eastern time, Monday, Aug. 27, 2007, based on the
United States Court of Appeals for the District of Columbia
Circuit's order enjoining the merger with Wild Oats Markets Inc.
pending further order.
"The purpose of the stay order is to give the court sufficient
opportunity to consider the merits of the motion for an injunction
and should in no way be construed as a ruling on the merits," Paul
Denis of Dechert LLP, lead litigation counsel on behalf of Whole
Foods Market, said. "We will file our responsive brief by
Wednesday afternoon and the FTC has until noon, Eastern Time
Thursday, to file their response. We will then hope for a quick
ruling that legally clears the way for the merger to move
forward."
As of the close of business on Aug. 17, 2007, a total of
20,376,834 shares of common stock of Wild Oats, which represent
approximately 68.1% of the 29,926,251 shares that were outstanding
as of July 27, 2007, have been tendered and not withdrawn pursuant
to the tender offer.
On Feb. 21, 2007, Whole Foods Market entered into a merger
agreement with Wild Oats, pursuant to which Whole Foods Market,
through a wholly-owned subsidiary, has commenced a tender offer to
purchase all of the outstanding shares of Wild Oats at a purchase
price of $18.50 per share in cash.
On June 7, 2007, the FTC filed a suit in the federal district
court to block the proposed acquisition on antitrust grounds and
seeking a temporary restraining order and preliminary injunction
pending a trial on the merits. Whole Foods Market and Wild Oats
consented to a temporary restraining order pending a hearing on
the preliminary injunction, which concluded on Aug. 1, 2007.
On Aug. 16, 2007, the U.S. District Court for the District of
Columbia denied the FTC's motion for a preliminary injunction. In
order to permit an orderly review by the District Court and
the Court of Appeals, Whole Foods and Wild Oats agreed not to
consummate the transaction until noon Monday, Aug. 20, 2007, in
order to permit the FTC to have an opportunity to request a stay
of the District Court's decision pending appeal.
On Aug. 17, 2007, the District Court issued an order denying the
FTC's request for a stay pending appeal. On Aug. 20, 2007, the
United States Court of Appeals for the District of Columbia
Circuit issued an order enjoining the merger pending further
order.
About Wild Oats Markets
Headquartered in Boulder, Colorado, Wild Oats Markets Inc. --
http://www.wildoats.com/-- is a natural and organic foods
retailer in North America with annual sales of approximately
$1.2 billion. Wild Oats Markets was founded in Boulder, Colorado
in 1987. Wild Oats Markets currently operates 110 stores in 24
states and British Columbia, Canada under four banners: Wild Oats
Marketplace (nationwide), Henry's Farmers Market (Southern
California), Sun Harvest (Texas), and Capers Community Market
(British Columbia).
About Whole Foods Market
Founded in 1980 in Austin, Texas, Whole Foods Market, Inc.
(NASDAQ: WFMI) -- http://www.wholefoodsmarket.com/-- is a
natural and organic foods supermarket. In fiscal year 2006,
the company had sales of $5.6 billion and currently has more
than 190 stores in the United States, Canada, and the United
Kingdom.
* * *
As reported in the Troubled Company Reporter on May 1, 2007,
Standard & Poor's Ratings Services said that while the ratings on
Whole Foods Market Inc., including the 'BBB-' corporate credit
rating, currently remain on CreditWatch with negative
implications, where they were placed on Feb. 22, 2007, S&P will
lower the corporate credit rating to 'BB+' from 'BBB-' upon
closure of its acquisition of Wild Oats Inc. At this time,
ratings will also be removed from CreditWatch. The outlook will
be stable.
WR GRACE: Dr. Florence Estimates PI Liabilities at $1.3 Billion
---------------------------------------------------------------
Dr. B. Thomas Florence, W.R. Grace & Co. and its debtor-
affiliates' asbestos expert, estimates that the Debtors' total
present value of pending and future asbestos-related personal
injury liabilities ranges from $385,000,000 to $1,314,000,000,
with a median value of $712,000,000.
Dr. Florence estimates that the value of pending PI Claims that
met the evidentiary criteria ranges from $83,000,000 to
$713,000,000 with a median value of $128,000,000.
Dr. Florence also estimates that the present value of future PI
Claims that would meet the evidentiary criteria ranges from
$303,000,000 to $1,141,000,000 with a median value of
$585,000,000.
Dr. Florence used a specific set of assumptions in the estimation
of the Debtors' PI liabilities. Those assumptions, according to
Dr. Florence, are based on the premise that only claimants whose
claims meet certain criteria would be able to sustain their
burden of proof that their claims against the Debtors are valid,
and therefore should be valued as part of the estimation process.
The criteria Dr. Florence used are:
1. A proof of claim;
2. Nature of exposure to Grace asbestos-containing products
must be one of these types:
* a worker who personally mixed Grace asbestos-
containing products; or
* a worker who personally installed Grace asbestos-
containing products;
3. Minimum causation criteria for Lung Cancer claims of:
* diagnosis of asbestosis based on the B-Reader report
of a reliable B-Reader; or
* reproducible International Labor Organization score of
1/0 or greater;
4. Minimum medical criteria for Other Cancer claims of
diagnosis of laryngeal cancer;
5. Minimum medical criteria for all non-malignant claims of:
* diagnosis of asbestosis or diffuse pleural thickening
based on the B-Reader report of a reliable B-Reader;
or
* ILO score of 1/0 or greater for asbestosis;
6. Minimum impairment criteria for Severe Asbestosis claims
of:
* Diagnosis of asbestosis based on the B-Reader report
of a reliable B-Reader;
* ILO score of 2/1 or greater; and
* Pulmonary Function Test results of TLC<65% complying
with the American Thoracic Society standards;
7. Minimum impairment criteria for Asbestosis claims of:
* Diagnosis of asbestosis or diffuse pleural thickening
based on the B-Reader report of a reliable B-Reader;
* ILO score of 1/0 or greater for asbestosis; and
* PFT results of TLC<80% complying with ATS standards.
Dr. Florence also utilized these sources of data for his estimate
of the Debtors' PI liabilities:
1. Grace's historical claims database as of June 14, 2002;
2. Grace's PI Questionnaire and Proof of Claim database
prepared by Rust Consulting, Inc., as of April 30, 2007;
3. A random sample of pending claims for which information
gathered from attachments to the PI Questionnaire was
entered into a database by the Celotex Asbestos Settlement
Trust;
4. A random sample of claims closed by Grace before the
Petition Date;
5. Manville Trust Claims Database as of September 30, 2006;
6. A random sample of Lung Cancer and Other Cancer claims for
which x-rays were reviewed; and
7. A random sample of Non-malignant claims for which PFT
results were reviewed for adherence to ATS standards.
Analysis Research Planning Corporation, the Debtors' asbestos
claims consultant, applied an average inflation value of 2.5% per
year to bring all settlement averages to 2001 dollars, Dr.
Florence tells the Court.
ARPC selected the range from April 1999 to April 2001 because it
was the most recent and therefore more reflective of future
events, without over-weighting any single time period.
To estimate the nominal value of the median future claim
estimates, ARPC applied a 2.5% inflation rate to settlement
values through 2007 and then a 1.0% inflation rate was used to
reflect a 2.5% annual inflation rate reduced by an average 1.5%
claim deflation rate representing the effects on claim values
of an aging population and a primarily static period of exposure.
Dr. Florence provides the estimated net present value of pending
and future claims that met or will be able to meet the
evidentiary criteria:
Present Value of Grace Liability
for Pending and Future Claims
(in millions)
Based on claims providing medical & exposure data
Other Severe Unimpaired
Meso Lung Cancer Asbestosis Asbestosis Asbestosis Total
---- ---- ------ ---------- ---------- ---------- -----
$257 $63 $3 $16 $96 $58 $493
Based on claims providing medical & exposure data & assuming same
proportions for those not providing data
Other Severe Unimpaired
Meso Lung Cancer Asbestosis Asbestosis Asbestosis Total
---- ---- ------ ---------- ---------- ---------- -----
$659 $63 $5 $29 $179 $107 $1,043
---- ---- ------- ---------- ---------- ---------- -----
Median $414 $63 $4 $21 $131 $79 $712
==== ==== ====== ========== ========== ========== =====
A full-text copy of the Florence Report is available for free at:
http://ResearchArchives.com/t/s?22c3
Biggs Estimates PI Liabilities at $7.9-Bil.
Jennifer L. Biggs, the Future Claims Representative's asbestos
expert, estimates the Debtors' PI liabilities at $7,900,000,000
on an undiscounted basis. When reduced to present value as of
the Petition Date using a 5.2% interest rate, Ms. Biggs estimates
the Debtors' PI liabilities to be about $3,700,000,000.
Ms. Biggs opines that the range of the Debtors' PI liabilities is
$6,400,000,000 to $11,800,000,000 on an undiscounted basis, and
$3,000,000,000 to $5,300,000,000 discounted.
Ms. Biggs' estimate is based on projecting the quantity and type
of future PI Claims against the Debtors for up to 54 years after
the Petition Date. The estimate also includes a provision for
the known pending PI Claims filed against the Debtors on or
before the Petition Date. Ms. Biggs calculated the total
liability by multiplying the known pending and projected future
claims filings by the expected average payment amounts that the
Debtors would pay to claimants in each of the years in
projection.
Ms. Biggs relied on these factual data and information for her
analysis:
1. Grace's internal Case Management System database;
2. Manville PI Trust claim information as of December 31,
2006;
3. Rust Consulting's tabulation of PI Questionnaire and Proof
of Claim responses as of April 30, 2007;
4. Dr. Victor L. Roggli's analysis of the underlying PI
Questionnaire responses;
5. Information from various studies regarding asbestos
epidemiology and claims forecast modeling conducted by Eric
Stallard; and
6. Interest rate assumptions provided by Joseph Radecki.
A full-text copy of the Biggs Report is available for free at:
http://ResearchArchives.com/t/s?22c4
Roggli Rebutts Florence's Report
Dr. Victor L. Roggli, an expert retained by the FCR, notes that
Dr. Florence assumes a number of medical criteria on which the
value of pending and future PI Claims against the Debtors is
based. Dr. Roggli argues that those criteria are not medically
sound and, any estimate based on those criteria, would be flawed.
Dr. Roggli asserts that Dr. Florence's minimum exposure criteria
are invalid. A substantial fraction of mesothelioma cases occur
in bystanders and those patients have considerably elevated lung
burdens of asbestos, Dr. Roggli maintains.
Dr. Florence's minimum criteria exclude workers who may have
removed Grace products, another important potential source of
exposure, Dr. Roggli further points out. Dr. Florence's minimum
exposure criteria also exclude claimants who become sick based on
household contacts of asbestos workers. Those contacts are major
source of asbestos-related disease among women, Dr. Roggli
contends.
Moreover, Dr. Roggli notes that the medical criteria Dr. Florence
assumed with respect to the minimum causation criteria for lung
cancer claims are much too restrictive. Dr. Roggli says numerous
studies show that lung cancer can be caused by asbestos exposure
even when the assumed criteria are not satisfied.
Dr. Roggli also asserts that the Debtors' requirement of
FEV1/FVC >= 65% for a causal link between asbestos exposure and
asbestosis is wrong. It is well recognized that asbestos
exposure causes peribronchiolar fibrosis, which some
investigators have termed mineral dust airways disease, Dr.
Roggli relates.
PI Committee & FCR Object to
Debtors' Further Attorney Deposition Requests
The PI Committee and the FCR ask the U.S. Bankruptcy Court for the
District of Delaware to deny the Debtors' request to send
interrogatories to law firms as the request violates the Federal
Rules and is completely baseless, unnecessary, and wasteful of
estate resources.
The PI Committee and the FCR note that Dr. Florence's Report did
not suggest that he needed the discovery the Debtors seek in the
Interrogatories. Dr. Florence or any of the Debtors' experts did
even not allege that they need more information to supplement
their reports, Mark T. Hurford, Esq., at Campbell & Levine, LLC,
in Wilmington, Delaware, counsel to the PI Committee, also
states.
Dr. Florence completed his estimate of the Debtors' PI
liabilities since early June 2007, and Dr. Florence took the
opportunity to state affirmatively that he had all the PI
Questionnaires and Proof of Claim information that he needed,
Mr. Hurford cites.
The Florence Report provides ample basis for the Court to finally
end the Debtors' crusade for unnecessary and irrelevant discovery
from the asbestos claimants' law firms, Mr. Hurford contends.
In addition, the PI Committee and the FCR assert that the Court
can, and should, preclude the depositions and additional
interrogatories for these reasons:
(a) The Debtors have far exceeded the 10 fact witness
deposition limit permitted under Rule 30 of the Federal
Rules of Bankruptcy Procedure and should not get any more
depositions beyond those they have already taken.
(b) The Court previously ruled that discovery directed to
claimant law firms was generally not permissible.
(c) There is no provision in the Federal Bankruptcy Rules that
provide for the sending of interrogatories to non-parties
like law firms that represent claimants.
Certain claimants represented by Montgomery, McCracker, Walker &
Rhoads, LLP, tell the Court that to the extent the Debtors seek
to obtain any additional discovery from the MMWR Firms, that
discovery should proceed in the ordinary course (i) with no
advance validation by the Court of specific interrogatories that
it has never seen or considered, (ii) with no bypassing of the
obligations on all counsel to meet and confer in advance of
objections, and (iii) with no bypassing of the rights of the MMWR
Firms to have discovery objections ruled on by the Court.
PD Claimants Seek to File Responses Under Seal
About nine law firms sought and obtained the Court's authority to
file their responses to the Debtors' objection to protective
order requests under seal:
* Motley Rice, LLP
* Baron & Budd, P.C.
* Foster & Sear, L.L.P.
* LeBlanc & Waddell, L.L.P.
* Provost Umphrey, L.L.P.
* Reaud Morgan & Quinn, L.L.P.
* Silber Pearlman, LLP
* Wietz & Luxenberg, P.C.
* Williams Kherkher, L.L.P.
About W.R. Grace
Headquartered in Columbia, Md., W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.
The Company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
James H.M. Sprayregen, Esq., at Kirkland & Ellis, and Laura Davis
Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub,
P.C., represent the Debtors in their restructuring efforts. The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.
Stroock & Stroock & Lavan LLP represent the Official Committee of
Unsecured Creditors. The Creditors Committee tapped Capstone
Corporate Recovery LLC for financial advice. David T. Austern,
the legal representative of future asbestos personal injury
claimants, is represented by Orrick Herrington & Sutcliffe LLP and
Phillips Goldman & Spence, PA. Anderson Kill & Olick, P.C.,
represent the Official Committee of Asbestos Personal Injury
Claimants. The Asbestos Committee of Property Damage Claimants
tapped Martin W. Dies, III, Esq., at Dies & Hile L.L.P., and C.
Alan Runyan, Esq., at Speights & Runyan,to represent it. Lexecon,
LLP, provided asbestos claims consulting services to the Official
Committee of Equity Security Holders.
The Debtors' filed their Chapter 11 Plan and Disclosure Statement
on Nov. 13, 2004. On Jan. 13, 2005, they filed an Amended Plan
and Disclosure Statement. The hearing to consider the adequacy of
the Debtors' Disclosure Statement began on Jan. 21, 2005. The
Debtors' exclusive period to file a chapter 11 plan expired on
July 23, 2007.
At Dec. 31, 2006, the W.R. Grace's balance sheet showed total
assets of $3,620,400,000 and total debts of $4,189,100,000. (W.R.
Grace Bankruptcy News, Issue No. 136; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).
WR GRACE: Court Amends Deadlines on PI Estimation Proceedings
-------------------------------------------------------------
The Hon. Judith Fitzgerald of the U.S. Bankruptcy Court for the
District of Delaware further amends two deadlines relating to the
Case Management Order governing the PI Claims Estimation
proceedings:
* Experts who will testify as to the number, amount and value
of present and future asbestos claims may file supplemental
or rebuttal reports until Sept. 11, 2007.
* All parties have until Sept. 24, 2007, to seek to call one or
more non-expert witnesses to testify to make a good faith
effort to compile a final list of those non-experts and
substitute one or more non-experts not previously designated.
Judge Fitzgerald also schedules Oct. 31, 2007, and Nov. 1 to 2,
2007, as hearing dates to address any matters not otherwise
addressed in the Amended CMO. All the hearings will be held in
Pittsburgh, Pennsylvania.
About W.R. Grace
Headquartered in Columbia, Md., W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally.
The Company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
James H.M. Sprayregen, Esq., at Kirkland & Ellis, and Laura Davis
Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones & Weintraub,
P.C., represent the Debtors in their restructuring efforts. The
Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.
Stroock & Stroock & Lavan LLP represent the Official Committee of
Unsecured Creditors. The Creditors Committee tapped Capstone
Corporate Recovery LLC for financial advice. David T. Austern,
the legal representative of future asbestos personal injury
claimants, is represented by Orrick Herrington & Sutcliffe LLP and
Phillips Goldman & Spence, PA. Anderson Kill & Olick, P.C.,
represent the Official Committee of Asbestos Personal Injury
Claimants. The Asbestos Committee of Property Damage Claimants
tapped Martin W. Dies, III, Esq., at Dies & Hile L.L.P., and C.
Alan Runyan, Esq., at Speights & Runyan,to represent it. Lexecon,
LLP, provided asbestos claims consulting services to the Official
Committee of Equity Security Holders.
The Debtors' filed their Chapter 11 Plan and Disclosure Statement
on Nov. 13, 2004. On Jan. 13, 2005, they filed an Amended Plan
and Disclosure Statement. The hearing to consider the adequacy of
the Debtors' Disclosure Statement began on Jan. 21, 2005. The
Debtors' exclusive period to file a chapter 11 plan expired on
July 23, 2007.
At Dec. 31, 2006, the W.R. Grace's balance sheet showed total
assets of $3,620,400,000 and total debts of $4,189,100,000. (W.R.
Grace Bankruptcy News, Issue No. 136; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).
* Chrysalis' Unit Completes Acquisition of Holliston Mills
----------------------------------------------------------
Chrysalis Capital Partners reported on Aug. 20, 2007, that
its affiliate, Holliston LLC, completed the acquisition of
substantially all of the assets of The Holliston Mills Inc.
The U.S. Bankruptcy Court in Delaware approved the sale to
Chrysalis on July 30, 2007. Chrysalis Capital said that Holliston
Mills was sold pursuant to a court order auction and section 363
sale of assets under the U.S. Bankruptcy Code.
Holliston LLC will maintain its operations in Church Hill,
Tennessee.
"The management team at Holliston Mills is thrilled to have
found a financial and operational partner in Chrysalis," President
and CEO of Holliston, Lawrence Maston said. "We look forward to
working with them to advance the company's processes, products and
services, and continue to uphold our market-leading position."
"Holliston has a strong history of delivering top quality
materials to its customers. We are excited for this opportunity
to collaborate with management to further enhance the company's
operations and cultivate its long-term success," Managing Partner
of Chrysalis Capital Partners, Greg Segall said.
Pepper Hamilton LLP advised Chrysalis and Holliston LLC and
National City Business Credit has provided credit facilities to
Holliston LLC. Young, Conaway Stargatt & Taylor LLP and Palomino
Capital LP served as counsel and financial advisor to the seller,
respectively.
About Hollistion Mills Inc.
Based in Church Hill, Tenn., The Holliston Mills Inc. --
http://www.icgholliston.com/-- produces fabrics for various
coating applications. The company filed for Chapter 11 protection
on May 21, 2007 (Bankr. D. Del. Case No. 07-10687). Joseph A.
Malfitano, Esq., Margaret B. Whiteman, Esq., and Robert S. Brady,
Esq., at Young, Conaway, Stargatt & Taylor represent the Debtor
in its restructuring efforts. Francis A. Monaco Jr., Esq., at
Monzack and Monaco, P.A. is the proposed counsel for the Official
Committee of Unsecured Creditors. As of March 31, 2007, the
Debtor had total assets of about $28,000,000 and total
liabilities of about $27,500,000.
About Chrysalis
Chrysalis Capital Partners, Inc. - http://www.ccpfund.com/-- is a
private equity firm with $300 million in capital under management.
Chrysalis focuses on 'special situation' investing such as
divestitures, buyouts, turnarounds, financial restructurings,
reorganizations, and recapitalizations in middle-market companies
with typical revenues of $50 to $500 million, across a wide range
of industries throughout the United States.
The firm will invest in all facets of the capital structure, and
is well versed in working actively with underperforming companies
and financial distress. Chrysalis is an affiliate of Independence
Capital Partners, a family of private equity funds with over
$6 billion of committed capital under management.
* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
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
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http://www.beardaudioconferences.com/
BEARD AUDIO CONFERENCES
Fundamentals of Corporate Bankruptcy and Restructuring
Audio Conference Recording
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http://www.beardaudioconferences.com/
BEARD AUDIO CONFERENCES
Handling Complex Chapter 11
Restructuring Issues
Audio Conference Recording
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BEARD AUDIO CONFERENCES
Healthcare Bankruptcy Reforms
Audio Conference Recording
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BEARD AUDIO CONFERENCES
High-Yield Opportunities in Distressed Investing
Audio Conference Recording
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BEARD AUDIO CONFERENCES
Homestead Exemptions under BAPCPA
Audio Conference Recording
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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
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BEARD AUDIO CONFERENCES
KERPs and Bonuses under BAPCPA
Audio Conference Recording
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Partnerships in Bankruptcy: Unwinding The Deal
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BEARD AUDIO CONFERENCES
Privacy Rights, Protections & Pitfalls in Bankruptcy
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Real Estate Bankruptcy
Audio Conference Recording
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Reverse Mergers—the New IPO?
Audio Conference Recording
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BEARD AUDIO CONFERENCES
Second Lien Financings and Intercreditor Agreements
Audio Conference Recording
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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
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BEARD AUDIO CONFERENCES
Validating Distressed Security Portfolios: Year-End Price
Validation and Risk Assessment
Audio Conference Recording
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BEARD AUDIO CONFERENCES
When Tenants File -- A Landlord's BAPCPA Survival Guide
Audio Conference Recording
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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 R. 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 ***