/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/071127.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, November 27, 2007, Vol. 11, No. 281 Headlines 1031 TAX GROUP: Ch. 11 Trustee Taps Deloitte as Financial Advisor 1755 AQUA: Largest Secured Lender Wants Bankruptcy Case Dismissed 1755 AQUA: Wants Court Approval to Auction Property 1755 AQUA: Selects Sheldon Good as Real Estate Auctioneer ALLTEL CORP: Units' Tender Offer for Debt Securities Expires AMERICAN AXLE: Moody's Affirms Ba3 Corporate Family Rating AMERICAN HOME: DBSP Appeals Servicing Business Sale Order AMERICAN HOME: First American's Motion to Dismiss Lawsuit Denied AMERICAN HOME: Court Okays Kekst as Corp. Communications Advisor AMR HOLDCO: Moody's Lifts Corporate Family Rating to Ba3 from B1 ANNETTE PASSE: Case Summary & Two Largest Unsecured Creditors ARLINGTON HOSPITALITY: Plan Confirmation Hearing Set for Dec. 12 BUILDING MATERIALS: Earns $4.2 Million in Third Quarter of 2007 C2K2 MOTORS: Wants Access to Sovereign Bank's Cash Collateral C2K2 MOTORS: Sovereign Bank Says Debtor is "Out of Business" CHIEF CONSOLIDATED: Sept. 30 Balance Sheet Upside-Down by $63.3MM CITY CAPITAL: Posts $1.4 Million Net Loss in Third Quarter CONEXANT SYSTEMS: Donald R. Beall Retires from the Board DOMTAR CORP: Unit To Redeem Series A & B Pref. Shares on Dec. 21 DUNMORE HOMES: Court Approves Interim DIP Financing of $500,000 DUNMORE HOMES: Court Gives Interim Okay to Use Cash Collateral E*TRADE FINANCIAL: Rumors on Sale Talks Spur Stock Price Increase ECCO DRILLING: Case Summary & 20 Largest Unsecured Creditors EXIDE TECH: Posts $14.8 Mil. Net Loss in Fiscal 2008 2nd Quarter FEDDERS CORP: Wants Until February 19 to Remove Civil Actions FIELDSTONE MORTGAGE: Case Summary & 20 Largest Unsecured Creditors FISHER COMMUNICATIONS: S&P Affirms B- Corporate Credit Rating FORD MOTOR: Retirees' Health-Fund Risk Greater than GM Workers' GENERAL MOTORS: Retirees' Fund Risk Lesser than Ford Workers' GENESCO INC: Gets U.S. Attorney's Subpoena on Finish Line Merger GMAC LLC: ResCap Support Cues Moody's to Put Ba2 Rating on Review GPS INDUSTRIES: Sept. 30 Balance Sheet Up-Side-Down by $1.03 Mil. IKON OFFICE: Board Approves $500 Mil. Common Stock Redemption INTELLIGENTIAS INC: Posts $4.2 Million Net Loss in Third Quarter LAFAYETTE NEIGHBORHOOD: City Wants Home Program Funds Returned LAFAYETTE NEIGHBORHOOD: Bank and Receiver Want 43 Lots Abandoned LAFAYETTE NEIGHBORHOOD: First Financial Wants Stay Lifted MATTRESS GALLERY: Final Hearing on OMG Financing Moved to Dec. 7 MONITOR OIL: Files for Bankruptcy Protection in New York MONITOR OIL: Voluntary Chapter 11 Case Summary NETBANK INC: Committee Taps Kilpatrick Stockton as Counsel NETBANK INC: Committee Taps Rogers Towers as Co-Counsel NEUMANN HOMES: Taps Epiq Bankruptcy as Claims and Noticing Agent NEUMANN HOMES: Wants Court Okay to Hire Skadden Arps as Counsel NEUMANN HOMES: Wants Drinker Biddle as Special Counsel PERFORMANCE TRANS: Has Until December 23 to File Schedules PERFORMANCE TRANS: Obtains Interim OK to Access Cash Collateral PERFORMANCE TRANS: Gets Interim Nod on $3.5 Mil. DIP Financing PERKINELMER INC: Inks $300 Mil. Unsecured Interim Credit Facility PETRO ACQUISITIONS: Voluntary Chapter 11 Case Summary POLAR MOLECULAR: Selling Fuel Tech Patents & Trademarks on Jan. 14 POPE & TALBOT: PwC Recommends Extension of Stay Period to Jan. 15 POPE & TALBOT: Obtains Interim Authority to Borrow Up to $68 Mil. POPE & TALBOT: Obtains Interim Nod to Use of Cash Collateral PRIVA INC: Files Proposal to Creditors Under BIA QUEBECOR WORLD: To Suspend Dividends on Preferred Shares RAM HOLDINGS: Voluntary Chapter 11 Case Summary SOLOMON DWEK: Case Summary & 253 Largest Unsecured Creditors TEKTRONIX INC: Completes $2.8 Bil. Merger Deal with Danaher TRANSOCEAN INC: Moody's Slices Preferred Shelf Rating to (P)Ba1 TRUE NORTH: Secures $133,487 in Advance from Quorum Investment UNITED RENTALS: Should Honor Merger Agreement Terms, Cerberus Says * Large Companies with Insolvent Balance Sheets ********* 1031 TAX GROUP: Ch. 11 Trustee Taps Deloitte as Financial Advisor ----------------------------------------------------------------- Gerard A. McHale, Jr., the Chapter 11 Trustee for 1031 Tax Group LLC and its debtor-affiliates, asks the United States Bankruptcy Court for the Southern District of New York for authority to employ Deloitte Financial Advisory Services LLP as his financial advisor, nunc pro tunc to Nov. 2, 2007. The firm is expected to: a) assist the Trustee in the development of real estate appraisals, real estate financing and marketing materials; b) assist the Trustee with the identification, recovery and realization of the Debtors' assets; c) assist the Trustee in the negotiation and development of distribution plans and plans of reorganization and liquidation; d) review the Debtor's liquidity and assist the Trustee in the assessment of cash funding requirements; e) assist the Trustee in connection with the inventory and security of the Debtor's records and assets; f) assist the Trustee in connection with the tracing of fund flows and asset movement; g) assist the Trustee in the development of periodic reports and other communications to creditors, the Bankruptcy Court and other interested parties; h) assist the Trustee in the reconciliation of claims and resolution of related disputes; i) attend and participate in meetings in an advisory capacity relating to matters within the scope of the firm's services; j) assist the Trustee in analyzing various causes of action; and k) provide testimony with respect to any related matters. The firm's professionals charge their fees at these hourly rates: Partner, Principal, Director $660 Senior Manager $480 Manager $400 Senior Consultants $300 Staff $265 John P. Sordillo, a partner at the firm, assures the Court that his firm is a "disinterested person" as that term is defined in Sec. 101(14) of the Bankruptcy Code. Headquartered in Richmond, Virginia, The 1031 Tax Group LLC -- http://www.ixg1031.com/-- is a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. The company and 15 of its affiliates filed for Chapter 11 protection on May 14, 2007 (Bankr. S.D.N.Y. Case No. 07-11447 through 07-11462). Paul Traub, Esq., Norman N. Kinel, Esq., and Steven E. Fox, Esq., at Dreier LLP, represent the Debtors in their restructuring efforts. The Debtors selected Kurtzman Carson Consultants LLC as their claims agent. Thomas J. Weber, Esq., Melanie L. Cyganowski, Esq., and Allen G. Kadish, Esq., at Greenberg Traurig, LLP, represent the Official Committee of Unsecured Creditors. As of Sept. 30, 2007, the Debtors had total assets of $164,231,012 and total liabilities of $168,126,294, resulting in a total stockholders' deficit of $3,895,282. Gerard A. McHale, Jr., was appointed as the Debtors' Chapter 11 trustee on Oct. 25, 2007. 1755 AQUA: Largest Secured Lender Wants Bankruptcy Case Dismissed ----------------------------------------------------------------- North Bay Village Investment Trust LLC, 1755 Aqua Vista II LLC's single largest secured creditor, asks the U.S. Bankruptcy Court for the Southern District of Florida to dismiss the chapter 11 bankruptcy case of the Debtor and remove its automatic stay alleging bad faith filing. The Debtor, according to North Bay, has nothing to reorganize, has no equity in property, is a single asset real estate with raw land only, and has no liability insurance on its property. North Bay points to the Debtor's parcel of land in North Bay Village, Florida with a market value of $9,408,955. North Bay tells the Court that its the secured debt accrues interest of at least $6,000 a day. In addition, North Bay says that the Debtor's bankruptcy was filed less than one day prior to a foreclosure sale and that the Debtor was reactivated as a company the same date as the bankruptcy filing. North Bay relates that it tried to settle that matter outside the Court by contacting the Debtor's counsel, Scott Alan Orth, Esq., but failed to make contact. North Bay's Secured Debt On May 17, 2006, the Debtor obtained a first mortgage from Peninsula Bank, North Bay's predecessor-in-interest, for the prinicipal sum of $7,000,000 under a mortgage deed and security agreement. Concurrently, the Debtor issued Peninsula Bank a promissory note for the same amount. Due to the Debtor's failure to pay its debt, the debt was declared in default and was later assigned to a movant/creditor who then filed a foreclosure action in Miami Dade County Circuit Court. A final judgment of foreclosure was granted on Sept. 10, 2007 against the Debtor. The judgment provided, among others, for the foreclosure sale of the Debtor's property scheduled on Oct. 25, 2007, and specifically liquidate the debt, for at least $8,580,291 with interest of 25% per annum. The judgment also held that Peninsula Bank's lien was superior to that of the defendants. About 1755 Aqua Vista North Miami, Florida-based 1755 Aqua Vista II LLC owns and develops real estate in North Bay Village in Miami-Dade County, Florida. The Debtor filed for chapter 11 bankruptcy on Oct. 24, 2007 (Bankr. S.D. Fl. Case No. 07-19056). Scott Alan Orth, Esq. at The Law Offices of Scott Alan Orth, PA, represents the Debtor in its restructuring efforts. North Bay Village Investment Trust LLC, formerly Peninsula Bank, is the Debtor's largest secured creditor with an $8 million claim under a final judgment of mortgage foreclosure issued by the Miami-Dade Circuit Court. North Bay holds a first priority lien on the Debtor's real property. James B. Miller, Esq., is North Bay's counsel. The Debtor's schedules show total assets of $14,000,000 and total liabilities of $6,140,958. The Debtor's exclusive period to file a chapter 11 plan expires on Feb. 21, 2008. 1755 AQUA: Wants Court Approval to Auction Property --------------------------------------------------- 1755 Aqua Vista II LLC asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to sell its real estate assets at an auction. The Debtor discloses that it acquired the property for $11,250,000 in April 2006. The Debtor also discloses that various parties have claims secured by the assets, including North Bay Village Investment Trust LLC, which asserts $7,000,000, plus interest and fees, in first mortgage claims. In addition, the Debtor relates that Jeffery Levitan, holds a $1,900,000 second mortgage against the assets, and Wexford High Yield Debt Fund I, LLC holds $2,350,000 third mortgage. The Debtor further relates that the property was scheduled for a state court foreclosure sale on Oct. 25, 2007. However, the Debtor says that based on discussion with its junior mortgage holders, the sale would not return a fair price for the property. Hence the Debtor wants to publicly sell the property believing that a well advertised sale of the property will bring the best price for it. Proposed Bidding Procedures The Debtor proposes that bidders may participate in the auction by depositing 5% of their bid and providing evidence of their financial wherewithal to close on a proposed sale. The proposed minimum initial bid will be $8,000,000. Overbids at the auction will be in $50,000 increments. Additionally, the Debtor proposes that the auction be scheduled the same day as the sale hearing. About 1755 Aqua Vista North Miami, Florida-based 1755 Aqua Vista II LLC owns and develops real estate in North Bay Village in Miami-Dade County, Florida. The Debtor filed for chapter 11 bankruptcy on Oct. 24, 2007 (Bankr. S.D. Fl. Case No. 07-19056). Scott Alan Orth, Esq. at The Law Offices of Scott Alan Orth, PA, represents the Debtor in its restructuring efforts. North Bay Village Investment Trust LLC, formerly Peninsula Bank, is the Debtor's largest secured creditor with an $8 million claim under a final judgment of mortgage foreclosure issued by the Miami-Dade Circuit Court. North Bay holds a first priority lien on the Debtor's real property. James B. Miller, Esq., is North Bay's counsel. The Debtor's schedules show total assets of $14,000,000 and total liabilities of $6,140,958. The Debtor's exclusive period to file a chapter 11 plan expires on Feb. 21, 2008. 1755 AQUA: Selects Sheldon Good as Real Estate Auctioneer --------------------------------------------------------- 1755 Aqua Vista II LLC asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to employ Sheldon Good & Company Auctions Inc. as its real estate assets auctioneer. Sheldon will market and conduct the sale of the Debtor's real estate property, about 60,900 square feet of unimproved waterfront land on 1755 Kennedy Causeway in Miami Dade County, Florida. The property also includes architectural plans designed by Kobi Karp, zoning approvals and other rights. The proposed minimum initial bid will be $8,000,000. Overbids at the auction will be in $50,000 increments. The Debtor will pay Sheldon commission of 6% of the total purchase price. The Debtor and Sheldon have agreed that a 7.5% buyer's premium will be added to the high bid price, which will constitute part of the total purchase price. The Debtor assures the Court that Sheldon holds no interest adverse to the Debtor and is disinterest as defined withing Section 101(14) of the Code. The firm can be reached at: Alan R. Kravets Sheldon Good & Company Auctions Inc. 333 W. Wacker Drive, Suite 400 Chicago, IL 60606 Tel: (312) 346-1500 http://www.sheldongood.com/ About 1755 Aqua Vista North Miami, Florida-based 1755 Aqua Vista II LLC owns and develops real estate in North Bay Village in Miami-Dade County, Florida. The Debtor filed for chapter 11 bankruptcy on Oct. 24, 2007 (Bankr. S.D. Fl. Case No. 07-19056). Scott Alan Orth, Esq. at The Law Offices of Scott Alan Orth, PA, represents the Debtor in its restructuring efforts. North Bay Village Investment Trust LLC, formerly Peninsula Bank, is the Debtor's largest secured creditor with an $8 million claim under a final judgment of mortgage foreclosure issued by the Miami-Dade Circuit Court. North Bay holds a first priority lien on the Debtor's real property. James B. Miller, Esq., is North Bay's counsel. The Debtor's schedules show total assets of $14,000,000 and total liabilities of $6,140,958. The Debtor's exclusive period to file a chapter 11 plan expires on Feb. 21, 2008. ALLTEL CORP: Units' Tender Offer for Debt Securities Expires ------------------------------------------------------------ Alltel Corporation disclosed the expiration, as of 8:00 a.m., New York City time, on Nov. 16, 2007, of the cash tender offers and consent solicitations by its subsidiaries, Alltel Communications Inc. and Alltel Ohio Limited Partnership, for their outstanding debt securities. The final results of the tender offers and consent solicitations for the Securities are: a) Issuer: ACI Title of Security: 6.65% Senior Notes due 2008 CUSIP No.: 885571AE9 Principal Amount Outstanding: $38,981,000 Amount of Securities Tendered: $26,189,000 Approximate Percentage Tendered: 67.18% b) Issuer: ACI Title of Security: 7.60% Senior Notes due 2009 CUSIP No.: 885571AD1 Principal Amount Outstanding: $52,974,000 Amount of Securities Tendered: $49,272,000 Approximate Percentage Tendered: 93.01% c) Issuer: Alltel Ohio Title of Security: 8% Notes due 2010 CUSIP No.: 02003XAA8 Principal Amount Outstanding: $297,338,000 Amount of Securities Tendered: $280,038,000 Approximate Percentage Tendered: 94.18% As a result of receiving consents from holders of more than a majority in aggregate principal amount of each series of Securities, each Issuer has entered into a supplemental indenture implementing the proposed amendments to the relevant indentures governing the Securities, which eliminate or make less restrictive certain restrictive covenants and conditions to defeasance, well as certain events of default with respect to certain series of Securities, and related provisions in the indentures. Citi and Goldman, Sachs & Co. acted as dealer managers for the tender offers and as solicitation agents for the consent solicitations. For additional information regarding the terms of the tender offers and consent solicitations, please contact: Citi at (800) 558-3745 (toll-free) or Goldman, Sachs & Co at (877) 686- 5059 (toll free). Requests for documents may be directed to Global Bondholder Services, which acted as the depositary and information agent for the tender offers and consent solicitations, at (866) 540-1500 (toll-free). About Alltel Corporation Headquartered in Little Rock, Arkansas, ALLTEL Corporation (NYSE:AT) -- http://www.alltel.com/-- operates a wireless network, which delivers voice and advanced data services nationwide to 12 million customers. * * * As reported in the Troubled Company Reporter on Nov. 22, 2007, Moody's Investors Service has downgraded Alltel's $2.3 billion legacy senior unsecured notes to Caa1 from A2 and has assigned a Caa1 rating with an LGD 5 (79%) to Alltel's $1.0 billion PIK toggle notes following the leveraged buyout by TPG Capital and Goldman Sachs Capital Partners which closed on Nov. 16, 2007. The corporate family rating remains unchanged at B2. The ratings are subject to Moody's review of final documentation. This concludes the review initiated on Nov. 2, 2007. The rating outlook for Alltel is stable. AMERICAN AXLE: Moody's Affirms Ba3 Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service affirmed American Axle & Manufacturing Holdings, Inc.'s Corporate Family rating of Ba3 as well as the senior unsecured rating of Ba3 to American Axle & Manufacturing, Inc.'s notes and term loan. At the same time, the rating agency revised the rating outlook to stable from negative and renewed the Speculative Grade Liquidity rating of SGL-1. The change in outlook to stable reflects both the considerable progress that American Axle has made in reducing its cost structure as a result of recent restructuring initiatives and the successful resolution of the UAW contract negotiations with General Motors Corporation - which accounts for some 78% of American Axle's revenues. In addition, the company maintains a very strong liquidity position consisting of $362 million in cash and access to a $600 million credit facility that is largely unutilized. Moody's believes that these operational and financial strengths should enable American Axle to maintain credit metrics that are supportive of a Ba3 rating despite near-term challenges its faces. These challenges include the need to renegotiate its own UAW labor contract early next year, the prospect of lower light vehicle production levels during 2008, and the continued shift in consumer preference away from trucks and SUVs to smaller vehicles. American Axle's current leverage and coverage metrics adjusted for qualitative factors are consistent with the Ba3 rating category. Savings realized from earlier restructuring programs have gained traction, capital expenditures related to the GMT-900 platform have peaked, content per vehicle has increased, free cash flow has been generated, and capital raising earlier in 2007 has placed substantial liquidity on the balance sheet. Combined with ongoing access to a $600 million revolving credit, American Axle's liquidity is viewed as sufficient to finance any further restructuring actions that could occur from its labor negotiations in early 2008 without requiring any material increase in indebtedness, if any. Moreover, if programs under a new labor agreement were structured that generate incremental savings in addition to those associated with the announced Buffalo Separation Program and earlier 2006 actions, operational efficiencies could be further enhanced. As a result of its more robust long-term operating model and its strong liquidity position, credit measures are likely to remain positioned in the Ba3 category. This operational and financial profile, combined with the recent renewal of labor agreements between the UAW and Michigan based OEMs, support a stable rating outlook. The Speculative Grade Liquidity rating of SGL-1 represents excellent liquidity. This develops from significant internal resources, expectations of free cash flow, and minimal near term debt maturities. However, internal sources may be subject to change once terms of a new labor contract are known. External sources consist of a $600 million revolving credit under which there were no borrowings at the end of the third quarter. The company has ample room under its principal financial covenants which measure debt net of cash and exclude certain non-recurring charges from the measurement of EBITDA and their related impact on deemed net worth. All of the company's bank obligations and notes are currently unsecured, which establishes some flexibility to generate alternative liquidity, if needed, subject to lien baskets and sale/leaseback limitations in the respective indentures. Ratings affirmed and updated loss given default assessments: -- American Axle & Manufacturing Holdings, Inc. -- Corporate Family, Ba3 -- Probability of Default, Ba3 -- Unsecured guaranteed convertible note, Ba3 (LGD-4, 56%) American Axle & Manufacturing, Inc. -- Unsecured guaranteed notes, Ba3 (LGD-4, 56%) -- Unsecured guaranteed term loan, Ba3 (LGD-4, 56%) -- Speculative Grade Liquidity, SGL-1 Holdings' obligations are guaranteed by American Axle and vice versa. The last rating action was on June 5, 2007 when American Axle's $250 million unsecured term loan was rated and the Speculative Grade Liquidity rating of SGL-1 was affirmed. American Axle & Manufacturing, Inc., headquartered in Detroit, MI, is a world leader in the manufacture, design, engineering and validation of driveline systems and related components and modules, chassis systems, and metal formed products for light truck, SUV's and passenger cars. The company has manufacturing locations in the USA, Mexico, the United Kingdom, Brazil, China and Poland. The company reported revenues of $3.2 billion in 2006. AMERICAN HOME: DBSP Appeals Servicing Business Sale Order --------------------------------------------------------- DB Structured Products Inc. notified the U.S. Bankruptcy Court for the District of Delaware that it will take an appeal to the U.S. District Court for the District of Delaware from Judge Sontchi's order approving the sale of American Home Mortgage Investment Corp. and its debtor-affiliates' loan servicing business to Wilbur Ross' AH Mortgage Acquisition Co., Inc., free and clear of liens, claims and interests. The Debtors recently obtained Bankruptcy Court approval to sell their loan servicing business to AHM Acquisition Co. Inc. for approximately $500,000,000, under a two-stage closing process. Included in the approved sale are certain of the Debtors' rights and obligations arising out of a Master Mortgage Loan Purchase and Servicing Agreement between the Debtors and DBSP. Accordingly, DBSP asked the District Court to determine whether the Bankruptcy Court erred: -- in finding that the master mortgage loan purchase and servicing agreement between the Debtors and DBSP could be sold by the Debtors pursuant to Section 363 of the Bankruptcy Code, even if the agreement provides that the Debtors' ability to assign the MLPSA is conditioned on DBSP's approval; -- in finding that the Debtors can sell the MLPSA, pursuant to Section 363, without the need for the buyer of the Debtors' loan servicing business to comply with the provisions of the agreement requiring that the servicer under the MLPSA meet the qualifications of a Fannie Mae and a Freddie Mac servicer; -- in finding that the Debtors can sell the MLPSA without the need for the Buyer to comply with the MLPSA's provisions that require the servicer to remit to DBSP any payment required to be made under the MLPSA's terms; -- in finding that the MLPSA's indemnity and payment waterfall provisions were unenforceable cross-default provisions that could not be enforced by DBSP; -- in finding that otherwise enforceable contractual restrictions upon assignment are unenforceable in bankruptcy pursuant to Section 363(1); -- in determining that the MLPSA's servicing provisions constituted a separate, independent agreement that could be severed from the remainder of the MLPSA and sold separately by the Debtors; and -- in finding that the Debtors had satisfied Section 363(f) with respect to the Debtors' sale of the servicing provisions contained in the MLPSA, so as to allow the Debtors to sell the MLPSA free and clear of any claims of DBSP. Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors has selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. The Debtors' exclusive period to file a plan expires on Dec. 4, 2007. (American Home Bankruptcy News, Issue No. 16, Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERICAN HOME: First American's Motion to Dismiss Lawsuit Denied ---------------------------------------------------------------- The Hon. Jose L. Linares of the U.S. District Court for the District of New Jersey has denied a request by the First American Title Insurance Company to dismiss a civil action filed by American Home Mortgage Investment Corp. and its debtor-affiliates. Civil Action In March 2007, the Debtors commenced a lawsuit against First American before the District Court, seeking, among others, compensatory and consequential damages in an amount to be determined at trial, but currently estimated at $400,000, exclusive of interest and costs, for breach of its obligations to the Debtors. First American is the underwriter for the property title insurance for certain mortgage loans which the Debtors funded for seven real properties in the state of New Jersey. In the complaint, the Debtors' counsel, Peter J. Leyh, Esq., at Braverman Kaskey, in Philadelphia, Pennsylvania, told the District Court that First American is liable for the fraudulent actions of its closing agents, which resulted to American Home's losses. Mr. Leyh pointed out that First American's closing agents intentionally prepared settlement statements that were misleading and were designed to hide the fraudulent transactions from lenders, including American Home. Additionally, Mr. Leyh noted that on the closing of the loans, the closing agents disregarded the closing instructions provided by American Home, and failed to disburse funds in accordance with the HUD-1 settlement statements of the United States Department of Housing and Urban Development. Due to that failure, Mr. Leyh argued, American Home was, among others: -- forced to defend its lien; -- precluded from exercising its foreclosure rights in response to the default of the borrowers of those loans; and -- forced to write off certain Subject Loans. Subsequently, First American filed a request asking the District Court to dismiss the complaint arguing that the case "cannot proceed until all indispensable parties have been joined." American Home responded that First American's contentions to dismiss the complaint for failure to join necessary and indispensable parties is remarkable insofar as it never actually specifies which persons are "necessary and indispensable" to the maintenance of the action. Representing First American, Robert L. Grundlock, Jr., Esq., at Rubin, Ehrlich & Buckley, P.C., in Princeton, New Jersey, asserted that American Home ignored the procedural ramifications of failing to join those who allegedly defrauded American Home. According to Mr. Grundlock, American Home has identified in its complaint, but failed to join: (1) George Otlowski, Esq.; (2) Mitchell Fishman, Esq.; (3) County Line Title Agency, Inc.; (4) Wayne Puff; (5) New Jersey Affordable Home Corp.; (6) Jeffrey Neuman; (7) Carol Edelman; and (8) United Funding Capital, Inc. The actual fraudsters need to be joined to determine the existence and nature of an underlying liability or damages, Mr. Grundlock said. He noted that without a factual determination, a plaintiff cannot proceed against a party against which it has alleged a secondary liability. District Court's Ruling In its order denying First American's request, Judge Linares noted that courts considering a Civil Rule 19 request must undertake a two-step inquiry, in which the court must determine whether the absent party is "necessary" to the action, and whether the party is "indispensable." Judge Linares noted that, among other things, County Line and Mssrs. Otlowski and Fishman, are not "necessary" parties under Rules 19(a)(1), (a)(2), or 19(b), so, they need not be joined for the action to proceed appropriately. In factors used to consider Civil Rule 19(b) analysis, of "whether the plaintiff will have an adequate remedy if the action is dismissed for nonjoinder," Judge Linares concluded that the factor allows the complaint to proceed. He maintained that without addressing whether American Home will sustain any harm if it is required to wait to bring the action, the Court finds that if American Home have no other sufficient remedy "at this time," the action should not be dismissed for failure to join certain non- parties. About American Home Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors has selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. The Debtors' exclusive period to file a plan expires on Dec. 4, 2007. (American Home Bankruptcy News, Issue No. 16, Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMERICAN HOME: Court Okays Kekst as Corp. Communications Advisor ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized American Home Mortgage Investment Corp. and its debtor-affiliates to employ Kekst and Company Incorporated as their corporate communications advisor, effective as of Aug. 6, 2007. Judge Sontchi authorized Kekst and Company to apply its $50,000 retainer to its outstanding fees and expenses. He directed Kekst to apply the retainer first to any postpetition fees and expenses, and then, to any prepetition fees. The Court also ruled that Kekst may file a general unsecured claim for any unpaid fees incurred before the Debtors' bankruptcy filing. James L. Patton, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, informed the Court that the Debtors previously engaged Kekst to provide corporate and crisis communications services and in the short time in which they have been engaged, Kekst's professionals have worked closely with the Debtors' management team and have become well acquainted with the Debtors' operations and businesses. The Debtors require Kekst to render corporate communications services as needed throughout the course of its Chapter 11 cases that includes: (a) providing general strategic public relations advice related to the reorganization of the Debtors' management; (b) preparing, distributing, and following up on press releases and responsive statements relevant to the Chapter 11 cases and its progress; (c) assisting in answering questions from the media on the Debtors' behalf and contacting the media as necessary to convey information; (d) preparing various correspondence and other communications related to the reorganization for the Debtors to use with its employees, customers, and other key business constituencies; (e) preparing and editing materials to anticipate the concerns and likely questions from various constituencies affected by the reorganization and development of appropriate information for the Debtors to use in response; (f) attending meetings and participating in phone conferences with, among others, the Debtors' management and its attorneys and financial advisors as required; (g) attending court hearings and developing information about them for the benefit of internal and external constituencies; and (h) consulting and reviewing drafts of all materials with all appropriate company officials and attorneys. Kekst will be paid base on its hourly rates: Senior Partners $600 - $875 Partners $380 - $870 Senior Associates $375 - $425 Associates/Analyst $200 - $325 The firm will also be reimbursed for it's reasonable out-of- pocket expenses. According to Mr. Patton, Kekst has received a non-refundable minimum fee of $50,000 in connection with prepetition services rendered and postpetition representation of the Debtors' chapter 11 cases. Kekst's charges for services will be applied against the Kekst Fee, with any charges in excess of the Kekst Fee billed separately. The Debtors will indemnify and hold harmless Kekst, its officers, directors, employees, and agents from any and all losses, claims, damages, liabilities, costs, and expenses, which Kekst may be subject to or incur at any time in connection with the services rendered by Kekst in the Debtors' cases. Robert Siegfried, an employee of the firm, assures the Court that Kekst does not hold or represent any interest adverse to the Debtors' estates, and is a disinterested person under Section 101(14) of the Bankruptcy Code. About American Home Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- is a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for chapter 11 protection on Aug. 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors has selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. The Debtors' exclusive period to file a plan expires on Dec. 4, 2007. (American Home Bankruptcy News, Issue No. 16, Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). AMR HOLDCO: Moody's Lifts Corporate Family Rating to Ba3 from B1 ---------------------------------------------------------------- Moody's Investors Service upgraded the Corporate Family Rating on co-issuers AMR Holdco, Inc. and EmCare Holdco Inc. to Ba3 from B1. The co-issuers are operated through a holding company, Emergency Medical Services L.P. which is in turn owned by Emergency Medical Services Corporation. Moody's concurrently upgraded the rating on the $450 million senior secured credit facility, consisting of a $100 million senior secured revolver due 2011 and a $350 million senior secured term loan due 2012, to Ba1 from Ba2. Moody's also upgraded the ratings on the $250 million senior subordinated notes due 2015 to B1 from B3. Following this action, the outlook has been changed to stable from positive. The upgrade in the Corporate Family Rating to Ba3 from B1 primarily reflects the following factors: 1) continued improvement in balance sheet leverage; 2) strong cash flow generation capabilities; and 3) a solid and continually improving track record as a standalone operation. Other factors that support the ratings are the company's leading market shares in both of the markets that it serves; its strong customer and geographic diversification; a stable, recurring revenue base; strong underlying industry demand dynamics; and lastly, sound employee retention experience. Factors that serve to depress the company's ratings include modest EBITDA margins; reimbursement risk with respect to physician fee payments during 2008 and beyond; collection risk due to a high percentage of uninsured patients served and the high concentration of compensation and benefits as a percentage of total costs. The company's sensitivity to increases in liability insurance and fuel costs as well as the fee for service risk inherent in the company's revenue stream also weigh negatively on the company's ratings. The ratings outlook is stable, reflecting the company's sound top- line revenue growth generated from both the solid organic expansion of operations as well as the completion of numerous, small accretive acquisitions. The outlook also reflects Moody's expectation for further margin expansion driven by operational efficiencies, successful expansion into contiguous markets and improving economies of scale. The outlook also anticipates that continued progress will be made with respect to the difficulties that the company has experienced with regard to obtaining provider numbers from insurers on the EmCare side of the business with free cash flow to adjusted debt on the order of 7% or better to be achieved by the end of 2008. Upgrade potential is constrained by the company's active acquisition strategy. Nevertheless, the ratings could be upgraded if the company continues to demonstrate sound revenue growth through new contract wins coupled with cost containment in salaries and benefits and cost savings in technology initiatives such as billing and patient records management, resulting in improving margins and cash flows that drive the ratio of free cash flow to debt to be maintained in the 12% to 15% range on a sustained basis. Conversely, while the likelihood of a downgrade is considered to be small, the ratings could be adjusted downward if government reimbursement levels are significantly reduced in either segment of the company's business, professional liability claims rise materially above current levels, competitive cost pressures build in the area of compensation and benefits, or the company embarks on a more aggressive acquisition strategy that re- leverages the company, resulting in adjusted total debt to EBITDA of 4.25 times or more or a decline in the ratio of EBIT to interest expense to 1.9 times or less on a sustained basis. Following is a list of actions: -- Upgraded the Corporate Family Rating, to Ba3 from B1 -- Upgraded the Probability of Default Rating, to Ba3 from B1 -- $100 million Senior Secured Revolving Credit Facility due 2011, to Ba1 (LGD2, 18%) from Ba2 (LGD2, 20%) -- $350 million Senior Secured Term Loan B Facility due 2012, to Ba1 (LGD2, 18%) from Ba2 (LGD2, 20%) -- $250 million, 10%, Senior Subordinated Notes, due 2015, to B1 (LGD5, 74%) from B3 (LGD5, 77%) The outlook has been changed to stable from positive. Headquartered in Greenwood Village, Colorado, Emergency Medical Services Corporation is a leading provider of emergency medical services in the U.S. EMS operates through two business segments: EmCare Holdings Inc. and American Medical Response, Inc. EmCare is the company's emergency department and hospital-based management services segment. AMR is the leading provider of ambulance services in the U.S. For the twelve months ended Sept. 30, 2007 EMSC reported revenues of approximately $2.1 billion. ANNETTE PASSE: Case Summary & Two Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: Annette Passe 2085 Sandwood Drive, Condo 103 Lake havasu city, AZ 86403 Bankruptcy Case No.: 07-00629 Chapter 11 Petition Date: November 25, 2007 Court: District of Arizona (Yuma) Debtor's Counsel: Michael Reddig, Esq. P.O. Box 22143 Flagstaff, AZ 86002 Tel: (928) 774-9544 Fax: (928) 774-2043 Estimated Assets: $2,011,450 Estimated Debts: $1,382,692 Debtor's Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of America Credit Card $2,440 P.O. Box 26012 Nc4-105-03-14 Greensboro, NC 27420 Wilshire Credit Corp. Mortgage Unknown P.O. Box 8517 Portland, OH 97207 ARLINGTON HOSPITALITY: Plan Confirmation Hearing Set for Dec. 12 ---------------------------------------------------------------- The Honorable A. Benjamin Goldgar of the United States Bankruptcy Court for the Northern District of Illinois scheduled a hearing on Dec. 12, 2007, at 10:00 a.m., to consider confirmation of Arlington Hospitality Inc. and its debtor-affiliates' Amended Joint Plan of Orderly Liquidation. As reported in the Troubled Company Reporter on Oct. 19, 2007, Judge Goldgar had approved the adequacy of the Debtors' Amended Disclosure Statement describing their Amended Joint Liquidation Plan. The Plan will be funded by all property of the Debtors' estates, including proceeds received and remaining from the operation of the Debtors' business prior to the sales, remaining proceeds from the sales and preference recoveries, if any. Treatment of Claims Under the Plan, Administrative Claims and Priority Tax Claims will be paid in full. Holders of Secured Claims will receive either cash equal to the amount of the unpaid allowed secured claim or relief from the automatic stay arising under Section 362(a) of the Bankruptcy Code in order to collect and liquidate the property securing their claim. The Debtors disclosed that they have satisfied all priority claims. On the effective date, each holder of an Insurance Claim will automatically be granted relief from the automatic stay to permit the holder to proceed to prosecute and liquidate its claim against the Debtors. When the claim is liquidated, it will be paid first by the Debtors' insurance carrier to the extent of any insurance coverage. To the extent the Debtors would be required to pay a deductible, premium or retention before the insurance carrier will defend or satisfy the claim, the Debtors or the Plan Administrator, may elect to: a) pay such deductible, premium or retention; or b) have the entire claim treated as an unsecured claim. Holders of Convenience Claims, which the Debtors estimate to be $52,000, will receive cash equal to the lesser of 27% of their claims. General unsecured creditors will receive a pro rata share of the available cash. The Debtors estimate that unsecured claims total between $3.4 million to $5.5 million and holders will receive between 1% to 28% of their claims. Holders of Penalty Claims will also receive a pro rata share of the available cash after all valid claims have been paid. Equity Interests will be cancelled and holders will not receive anything under the Plan. A full-text copy of the Disclosure Statement is available for a fee at: http://ResearchArchives.com/t/s?25b5 About Arlington Hospitality Based in Arlington Heights, Illinois, Arlington Hospitality, Inc., dba Amerihost Properties, Inc., and its affiliates develop and construct limited service hotels and own, operate, manage and sell those hotels. The Debtors operate 15 AmeriHost Inn Hotels under leases from PMC Commercial Trust. Arlington Hospitality, Inc., serves as a guarantor under these leases. Arlington Inns Inc., an affiliate, filed for bankruptcy protection on June 22, 2005 (Bankr. N.D. Ill. Case No. 05-24749), the Honorable A. Benjamin Goldgar presiding. Arlington Hospitality and additional debtor-affiliates filed for chapter 11 protection on Aug. 31, 2005 (Bankr. N.D. Ill. Lead Case No. 05-34885). Catherine L. Steege, Esq., at Jenner & Block LLP, provides the Debtors with legal advice and Chanin Capital LLC serves as the company's investment banker. David W. Wirt, Esq., at Winston & Strawn, represents the Official Committee of Unsecured Creditors. As of March 31, 2005, Arlington Hospitality reported $99 million in total assets and $94 million in total debts. BUILDING MATERIALS: Earns $4.2 Million in Third Quarter of 2007 --------------------------------------------------------------- Building Materials Holding Corporation reported sales for the third quarter of 2007 decreased 24% to $618 million from $818 million in the same quarter a year ago. For the nine months, sales decreased 28% to $1.9 billion from $2.6 billion in the same period of 2006. Net income for the third quarter of 2007 decreased to $4.2 million from $35.3 million in the same quarter a year ago. For the nine months ended Sept. 30, 2007, net income decreased to $18.6 million from $97.6 million or $3.30 per share in the same period of 2006. Income from discontinued operations included a gain from the September 2007 sale of three BMC West distribution operations and their related operating results. Net income from these discontinued operations was $3.1 million for the quarter, $900,000 in the same quarter a year ago, $4.3 million for the nine months and $2.0 million for the same period a year ago. "Our third quarter results reflect the continued deterioration of the homebuilding market," Robert E. Mellor, Chairman, President and Chief Executive Officer, stated. "Throughout the quarter, negative macroeconomic factors such as declining housing permits, ongoing mortgage market difficulties and the substantial inventory of unsold homes have continued to impact participants in the homebuilding industry. In this challenging business environment, we have remained focused on managing costs, maintaining a solid balance sheet and generating operating cash flow." At Sept. 30, 2007, the company's balance sheet showed total assets of $1.3 billion and total liabilities of $717.1 million, resulting in a stockholders' equity of 589.2 million. Equity at Dec. 31, 2006 was $572.6 million. Based in San Francisco, California, Building Materials Holding Corp., a Fortune 1000 company, provides residential construction services and building materials in the United States. BMHC serves the homebuilding industry through two subsidiaries: SelectBuild provides construction services to high-volume production homebuilders in key growth markets across the country; and BMC West distributes building materials and manufactures building components for professional builders and contractors in the western and southern states. * * * As reported in the Troubled Company Reporter on Nov. 22, 2007, Standard & Poor's Ratings Services lowered its corporate credit rating on San Francisco-based Building Materials Holding Corp. to 'BB-' from 'BB' and its senior secured bank loan rating to 'BB' from 'BB+'. C2K2 MOTORS: Wants Access to Sovereign Bank's Cash Collateral ------------------------------------------------------------- C2K2 Motors Inc. asks the U.S. Bankruptcy Court for the Middle District of Pennsylvania for permission to access the cash collateral securing repayment of its obligations to Sovereign Bank. The Debtor needs the funds to cover ordinary and necessary operating expenses, including payment of wages due to its employees on its next payday of Nov. 30, 2007. The Debtor will use the funds pursuant to a three-month cash flow projection, a copy of which is available for free at: http://researcharchives.com/t/s?25c1 Sovereign Bank asserts a claim of approximately $1,300,000 as of the Debtor's bankruptcy filing, which claim is secured by liens on the Debtor's assets. The Bank also claims that it holds a security interest in all prepetition accounts receivable from the operation of the Debtor's business. The cash proceeds of any accounts receivable may constitute cash collateral securing the Bank's claim. As of bankruptcy filing, the Debtor's cash balance was approximately $1,408, and the Debtor's accounts receivable balance was approximately $78,971. As adequate protection, the Debtor grants the Bank a postpetition lien on postpetition cash and accounts receivable, and the proceeds will replace any cash collateral used by the Debtor. The hearing to consider the Debtor's request has been set for Dec. 6, 2007, 9:30 a.m., at 197 South Main Street, Courtroom 2, Max Rosenn US Courthouse, in Wilkes-Barre, Pa. Objections are due December 4. Headquartered in Mill Hall, Pennsylvania, C.2.K.2. Motors Inc. sells new and used automobiles in retail. It also leases passenger cars and trucks. The company filed for chapter 11 protection on November 9, 2007 (Bankr. M.D. Pa. Case No. 07-52925). Faith M. Lucchesi, Esq. at De Boef Lucchesi & Associates, P.C. serves as the Debtor's counsel. When the Debtor filed for bankruptcy, it listed assets and debts between $1 million to $100 million. The Debtor has yet to file a list of its 20 largest unsecured creditors. No Official Committee of Unsecured Creditors has been appointed to date. C2K2 MOTORS: Sovereign Bank Says Debtor is "Out of Business" ------------------------------------------------------------ Sovereign Bank asks the U.S. Bankruptcy Court for the Middle District of Pennsylvania to deny C2K2 Motors Inc.'s request to access its cash collateral contending that the Debtor is "effectively out of business." According to the Bank, the Debtor has lost its franchise with Daimler Chrysler and therefore no longer has a new vehicle franchise. Additionally, the Bank says it placed the Debtor on finance hold prepetition. The Bank denies that the Debtor has need for the use of cash collateral. Attorney for Sovereign Bank, William P. Carlucci, Esq., at Elion, Wayne, Grieco, Carlucci Shipman & Irwin, P.C. points out that the Debtor has little or no inventory and has lost the use of lines of credit to purchase new or used motor vehicles. Mr. Carlucci notes that the Debtor's "projection of cash flow" for the use of the cash collateral is hypothetical at best and that the Debtor cannot establish a reasonable likelihood of an effective reorganization. The Bank believes that the Debtor has used cash collateral without its consent or an appropriate order from the Court, in violation of the bankruptcy code. It also believes that the Debtor has failed to repay to the Bank sums advanced by the Bank in order to permit the Debtor to purchase new vehicles and used vehicles with the result that the Debtor has operated "out of trust" in violation of the terms of loan documents executed by the Debtor. Headquartered in Mill Hall, Pennsylvania, C.2.K.2. Motors Inc. sells new and used automobiles in retail. It also leases passenger cars and trucks. The company filed for chapter 11 protection on November 9, 2007 (Bankr. M.D. Pa. Case No. 07-52925). Faith M. Lucchesi, Esq. at De Boef Lucchesi & Associates, P.C. serves as the Debtor's counsel. When the Debtor filed for bankruptcy, it listed assets and debts between $1 million to $100 million. The Debtor has yet to file a list of its 20 largest unsecured creditors. No Official Committee of Unsecured Creditors has been appointed to date. CHIEF CONSOLIDATED: Sept. 30 Balance Sheet Upside-Down by $63.3MM ----------------------------------------------------------------- Chief Consolidated Mining Company's consolidated balance sheet at Sept. 30, 2007, showed $2.0 million in total assets, $65.3 million in total liabilities, and $24,727 in minority interest in consolidated subsidiaries, resulting in a $63.3 million total shareholders' deficit. The company's consolidated balance sheet at Sept. 30, 2007, also showed strained liquidity with $439,136 in total current assets available to pay $2.3 million in total current liabilities. The company reported a net loss of $280,499 on $0 of revenues for the third quarter ended Sept. 30, 2007, compared with a net loss of $59,274 on $-0- of revenues in the same period in 2006. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2007, are available for free at http://researcharchives.com/t/s?25bf Going Concern Doubt Hansen, Barnett & Maxwell P.C., in Salt Lake City, expressed substantial doubt about Chief Consolidated Mining Company's ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2006, and 2005. The auditing frim reported that the company has little unrestricted cash, has a working capital deficiency and a capital deficiency, has incurred significant losses from operations, and has significant reclamation and EPA settlement obligations and environmental contingencies. About Chief Consolidated Headquartered in Eureka, Utah, Chief Consolidated Mining Company (NASD: CFCM.PK) -- http://www.chiefmines.com/ -- owns or controls approximately 16,000 acres of mining land in Utah and Juab counties in Utah. These properties include the Burgin Mine, whose mining rights are owned by the company's subsidiary Tintic Utah Metals LLC, a Colorado limited liability company, and the Trixie Mine, owned by the company's subsidiary Chief Gold Mines Inc., a Delaware corporation. Of these 16,000 acres, approximately 6,000 acres are subject to being sold, pursuant to a Consent Decree with the Environmental Protection Agency. CITY CAPITAL: Posts $1.4 Million Net Loss in Third Quarter ---------------------------------------------------------- City Capital Corp. reported a net loss of $1,464,876 on revenues of $120,264 for the third quarter ended Sept. 30, 2007, compared with a net loss of $306,612 on $0 of revenues in the same period last year. For the three months ended Sept. 30, 2007, the company sold 1 redeveloped home. Operating expenses for the three months ended Sept. 30, 2006, was $243,473. This compares to operating expenses for the same period in 2007 totaling $1,395,664. The majority of the increase for the period ending Sept. 30, 2007, over Sept. 30, 2006, was attributable to consulting cost, including stock for services of $1,062,697. At the end of the second quarter, most of the company's outstanding consulting agreements were canceled due to a downturn in business. At Sept. 30, 2007, the company's consolidated balance sheet showed $4,028,426 in total assets, $2,969,363 in total liabilities, and $1,059,063 in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2007, are available for free at http://researcharchives.com/t/s?25c0 Going Concern Doubt As reported in the Troubled Company Reporter on April 24, 2007, De Joya, Griffith & Company LLC, in Henderson, Nevada, expressed substantial doubt about City Capital Corporation'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 recurring losses from operations and negative cash flows. About City Capital Headquartered in Franklin, Tennessee, City Capital Corp. (OTCBB: CCCN) -- http://www.citycapitalcorp.net/-- is engaged in leveraging investments, holdings and other assets to create self- sufficiency for communities around the country and the world. CONEXANT SYSTEMS: Donald R. Beall Retires from the Board -------------------------------------------------------- Donald R. Beall retired from Conexant Systems Inc.'s board of directors. Mr. Beall had served as a Conexant director from the time of the company's inception. "Don played a pivotal role in Conexant's spin-off from Rockwell International in 1999 and has been a key member of the company's board of directors since then," Dan Artusi, Conexant president and chief executive officer, said. "On behalf of the company's employees and shareholders, I'd like to thank Don for his numerous contributions over many years of dedicated service. We'll miss his strategic insights and guidance, and we wish him the best moving forward." "I enjoyed serving on Conexant's board of directors and am confident that the company has a bright future," Mr. Beall said. "Dan and the team are committed to taking the actions necessary to improve the company's performance and create value for customers and shareholders. I look forward to following Conexant's progress." Mr. Beall retired as chairman and chief executive officer of Rockwell International Corp. in 1998. He held board positions with Jazz Semiconductor, Mindspeed Technologies Inc., and Skyworks Solutions Inc., companies that were originally part of Conexant. He is also a former director of Amoco, ArvinMeritor, Proctor & Gamble, and Times Mirror. He continues to serve as a director on the board of Rockwell Collins, is chairman of the Beall Family Foundation, and is an overseer of Stanford University's Hoover Institution. In addition, he is involved with numerous professional, educational, public service, and philanthropic organizations. About Conexant Systems Inc. Headquartered in Newport Beach, California, Conexant Systems Inc. (NASDA: CNXT) -- http://www.conexant.com/-- designs, develops and sells semiconductor system solutions that connect personal access products such as set-top boxes, residential gateways, PCs and game consoles to voice, video and data processing services over broadband and dial-up connections. Key semiconductor products include digital subscriber line and cable modem solutions, home network processors, broadcast video encoders and decoders, digital set-top box components and systems solutions, and the company's foundation dial-up modem business. * * * As reported in the Troubled Company Reporter on Aug. 2, 2007, Standard & Poor's Ratings Services lowered its corporate credit rating on Conexant Systems Inc to 'B-' from 'B', and its senior secured debt rating to 'B+' from 'BB-', based on recent unfavorable operating trends. The outlook is stable. DOMTAR CORP: Unit To Redeem Series A & B Pref. Shares on Dec. 21 ---------------------------------------------------------------- Domtar Inc., a subsidiary of Domtar Corporation, sent on Nov. 21, 2007, notices of redemption to the registered holders of all of its Series A Preferred Shares and Series B Preferred Shares. In accordance with the share provisions applicable to such Preferred Shares and the notices of redemption, the Series A Preferred Shares will be redeemed on Dec. 21, 2007, at CDN$25.4932 per Series A Preferred Share, representing the redemption price of CDN$25.00 plus accrued dividends of CDN$0.4932, accruing as of and from Oct. 2, 2007, being the last dividend payment date. The Series B Preferred Shares will be redeemed on Dec. 21, 2007, at CDN$25.2466 per Series B Preferred Share, representing the redemption price of CDN$25.00 plus accrued dividends of Canadian $0.2466, accruing as of and from Oct. 2, 2007. Holders of the Series A or Series B Preferred Shares should direct any questions regarding surrender of their certificate(s) to Computershare Trust Company of Canada at 1-866-245-4053, or e-mail to corporateactions@computershare.com. About Domtar Corporation Headquartered in Montreal, Quebec, Canada, Domtar Corporation (NYSE/TSX: UFS) -- http://www.domtar.com/-- is an integrated producer of uncoated freesheet paper in North America and is also a manufacturer of papergrade pulp. The company designs, manufactures, markets and distributes a wide range of business, commercial printing, publication well as technical and specialty papers with recognized brands such as First Choice(R), Domtar Microprint(R), Windsor Offset(R), Cougar(R) well as its full line of environmentally and socially responsible papers, Domtar EarthChoice(R). Domtar owns and operates Domtar Distribution Group, a network of strategically-located paper distribution facilities. Domtar also produces lumber and other specialty and industrial wood products. The company employs nearly 14,000 people. * * * As reported in the Troubled Company Reporter on Oct 1, 2007, Moody's Investors Service affirmed Domtar Corporation's and Domtar Inc.'s existing credit ratings and assigned a B1 senior unsecured rating to Domtar's proposed $1.5 billion of new bonds which will replace Domtar Inc's existing bonds. DUNMORE HOMES: Court Approves Interim DIP Financing of $500,000 --------------------------------------------------------------- The Hon. Judge Martin Glenn of the United States Bankruptcy Court for the Southern District of New York has granted Dunmore Homes Inc., on an interim basis, permission to borrow up to $500,000 from Sidney B. Dunmore pursuant to a DIP Financing Agreement. The Court permits the Debtor to grant Mr. Dunmore, the liens, mortgages and security interests provided for under the DIP facility. The obligations under the DIP facility are administrative expenses and thus, the Debtor is authorized to grant Mr. Dunmore, a valid, binding, enforceable and perfected senior lien and security interest in all of the Debtor's property and assets, subject only to the carve-out and to any valid prepetition lien, the Court holds. The Debtor is also authorized to grant each prepetition creditor holding a prepetition lien in the Debtor's assets, including cash collateral, valid replacement liens and security interests in the collateral, subject to the carve-out and junior to the DIP lender's lien and the prepetition liens as adequate protection for the Debtor's use of prepetition cash collateral. As reported in the Troubled Company Reporter on Nov. 22, 2007, RBC Centura Bank told the Court that it opposes any effort by the Debtor to encumber assets that were fraudulently transferred to it by Dunmore Homes LLC as part of the September 2007 sale of Dunmore California's assets, and therefore the request for DIP financing should be denied. The amount of the replacement liens is equal to the lesser of: (a) the amount of the secured portion of a valid, enforceable, properly perfected, and unavoided prepetition security interest of the secured party in the cash collateral; (b) the cash collateral used; and (c) the aggregate diminution of the value after the bankruptcy filing of the secured party's valid, enforceable, properly perfected, and unavoided prepetition security interest in the prepetition collateral as of the bankruptcy filing. If sufficient funds are not otherwise available from the Debtor's estate, the Court rules, the Collateral may be used by the Debtor to pay (i) U.S. Trustee fees pursuant to Section 1930(a)(6) of the Judicial and Judiciary Code and fees payable to the Clerk of the Bankruptcy Court, and (ii) expenses of the Committee member and the reasonable fees and expenses of the Debtor's and the Committee's bankruptcy professionals, provided that those fees and expenses are provided for in the cash collateral budget and does not exceed $100,000. If Mr. Dunmore elects to permanently cease making loans after the first date of an "Event of Default" under the DIP Financing Agreement, he may send a notice to the Debtor, the Debtor's general bankruptcy counsel and financial advisors, and the general bankruptcy counsel to any Court-approved official committees. No fees or expenses incurred thereafter will increase the pre-trigger carve-out amount. Mr. Dunmore may seek the Court's assistance to implement a process to determine amounts owing for the carve-out. Pursuant to the Interim DIP Order, the DIP facility will be in effect through Dec. 18, 2007, unless extended by Mr. Dunmore in writing and in his sole discretion. The Court will convene a hearing on Dec. 14, 2007, to consider the Debtor's request on a final basis. Headquartered in Granite Bay, California, Dunmore Homes Inc. is a privately-owned homebuilder. The company filed for Chapter 11 protection on Nov. 8, 2007 (Bankr. S.D.N.Y. Case No. 07-13533). Maria A. Bove, Esq., and Debra I. Grassgreen, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtor in its restructuring efforts. When the Debtor filed for protection against its creditors, it listed assets and liabilities of more than $100 million. The Debtor's exclusive period to file a plan expires on March 7, 2008. (Dunmore Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). DUNMORE HOMES: Court Gives Interim Okay to Use Cash Collateral -------------------------------------------------------------- The Hon. Judge Martin Glenn of the United States Bankruptcy Court for the Southern District of New York authorizes Dunmore Homes Inc., on an interim basis, to use cash collateral for all purposes permitted by the DIP facility up to the aggregate amount of disbursements and accruals in the cash collateral budget. Cash collateral for which the Debtor is granted use does not include cash collateral generated postpetition from the Montecito, Diamond Ridge, Stone Creek or Providence projects as to which RBC Centura Bank alleges to provide financing. As reported in the Troubled Company Reporter on Nov. 22, 2007, RBC Centura Bank told the Court that it objects to the use of cash collateral as it relates to the Montecito, Diamond Ridge, Stone Creek and Providence projects, on the basis that it has a security interest in those projects, and the adequate protection proposed by the Debtor is not sufficient. The Court will conduct a hearing on Dec. 14, 2007, to consider the Debtor's request, on final basis. Headquartered in Granite Bay, California, Dunmore Homes Inc. is a privately-owned homebuilder. The company filed for Chapter 11 protection on Nov. 8, 2007 (Bankr. S.D.N.Y. Case No. 07-13533). Maria A. Bove, Esq., and Debra I. Grassgreen, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtor in its restructuring efforts. When the Debtor filed for protection against its creditors, it listed assets and liabilities of more than $100 million. The Debtor's exclusive period to file a plan expires on March 7, 2008. (Dunmore Bankruptcy News, Issue No. 3; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). E*TRADE FINANCIAL: Rumors on Sale Talks Spur Stock Price Increase ----------------------------------------------------------------- E*Trade Financial Corp. stock price went up last week following speculations that the company is mulling a sale of all or part of its assets, according to various papers citing a CNBC television report. Quoting unnamed sources, the CNBC report identified Charles Schwab Corp. and TD Ameritrade Holding Corp. as two of the bidders for E*Trade's either entire company or brokerage operations. Both E*Trade and Charles Schwab have declined to comment. TD Ameritrade is in the pursuit of expansion through mergers and acquisitions, Reuters reports, but has not specifically identified E*Trade. As reported in the Troubled Company Reporter on Nov. 16, 2007, E*Trade's CEO, Mitchell H. Caplan, has been considering two options to save the online brokerage firm from bankruptcy, a cash infusion or sale of the brokerage firm. TCR previously disclosed that a 59% plunge in E*Trade's shares following an analyst's statement that mounting credit losses could lead customers to pull out deposits and likely put the company at the risk of bankruptcy. Despite the firm assuring customers that it can take a $1 billion write-down and is well capitalized, investors remained unconvinced pushing the company's shares to $3.55, the lowest since August 2002. Based in New York City, E*Trade Financial Corp. (NasdaqGS: ETFC) -- http://us.etrade.com/-- provides financial services including trading, investing, banking and lending for retail and institutional customers. Securities products and services are offered by E*Trade Securities LLC. Bank and lending products and services are offered by E*Trade Bank, a Federal savings bank or its subsidiaries. * * * As reported in the Troubled Company Reporter on Nov. 15, 2007, Standard & Poor's Ratings Services lowered its ratings on E*Trade Financial Corp. to 'B' from 'BB-' and on its subsidiary E*Trade Bank to 'BB-' from 'BB+'. At the same time, S&P placed the ratings on CreditWatch with negative implications. Moody's Investors Service lowered its rating outlook on E*Trade Financial Corporation (Senior debt at Ba2) and its lead thrift subsidiary, E*Trade Bank (LT deposits at Baa3) to stable from positive. ECCO DRILLING: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: Ecco Drilling Co., Ltd. 12540 State Highway 155 North Tyler, TX 75708 Tel: (903) 877 3535 Bankruptcy Case No.: 07-60987 Type of Business: The Debtor offers oil well drilling and gas well drilling services. Chapter 11 Petition Date: November 23, 2007 Court: Eastern District of Texas (Tyler) Judge: Bill Parker Debtor's Counsel: Jason R. Searcy, Esq. P.O. Box 3929 Longview, TX 75606 Tel: (903) 757-3399 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Suncoast Resources, Inc. $594,196 P.O. Box 972321 Dallas TX 75397 Reed HyCalog $460,707 P.O. Box 201409 Houston TX 772216 Alan Fielding Electric $378,550 P.O. Box 112 Whitehouse TX 75791 Mega Fluids, L.L.C. $279,241 Lindale TX 75771 P.O. BOx 447 Kilgore Rental Tools, Inc. $276,605 P.O. Box 189 Laird Hill TX 75666 Stallion Heavy Haulers $209,584 Applied Machinery Corp $144,000 T.E.S.C.O. Services, Inc. $140,316 Smith International, Inc. $135,669 Ecco Drilling International $113,220 Co. Spencer Harris Machine & Tool $110,367 Petromax Operating Co., Inc. $100,000 Wilson $94,499 Bergfeld Agency, L.L.C. $88,612 P.&W. Sales, Inc. $87,507 Dales Oil Well $84,427 Sonpetrol Espa�a, S.A. $75,500 R.E.X. Morgan Welding $71,637 Farley Machineworks Co. $70,939 Mud King Products, L.L.C. $67,060 EXIDE TECH: Posts $14.8 Mil. Net Loss in Fiscal 2008 2nd Quarter ---------------------------------------------------------------- Exide Technologies reported its financial results for its fiscal 2008 second quarter, which ended Sept. 30, 2007. The company reported a net loss of $14.8 million for the second quarter of fiscal 2008 as compared with a net loss of $35.1 million in the second quarter of fiscal 2007. Included in the current period's net loss was a non-cash tax charge of $16.7 million resulting from an adjustment to the company's net deferred tax asset in Germany to recognize the impact of a lower corporate tax rate. Foreign currency remeasurement gains in the current quarter aggregated $9.6 million compared with a $1.3 million remeasurement loss in the prior year period favorably impacting year-over-year pre-tax results by $10.9 million. Operationally, gross profit aggregated $130.3 million in the second quarter of fiscal 2008, an increase of $24.9 million over the prior year comparable period. Increased gross profit resulted principally from higher pricing and continued improved manufacturing performance, partially offset by the rapid escalation of lead costs and recognition of an incremental $4.5 million environmental remediation provision. Total selling, general, and administrative expenses for the second quarter of fiscal 2008 amounted to $107.9 million compared with $102.3 million in the fiscal 2007 second quarter. The fiscal 2008 second quarter costs were unfavorably impacted by the weaker U.S. dollar, but were also impacted by targeted incremental marketing spending. The net loss for the first half of fiscal 2008 was $50.5 million and compared with a net loss of $73.0 million in the comparable prior year period. In addition to the aforementioned tax charge in the second quarter of fiscal 2008, current year six month results were unfavorably impacted by the $21.3 million loss on early debt extinguishment disclosed in the company's 10-Q for the first quarter of this fiscal year, associated with the company's lower cost refinancing effort. Liquidity and Capital Resources As of Sept. 30, 2007, the company had total liquidity of $167.7 million consisting of cash and cash equivalents of $91.6 million and availability under the company's revolving loan facility and other loan facilities of $40.1 million and $36.0 million. This compared to a total liquidity position of $145.9 million at March 31, 2007, consisting of cash and cash equivalents of $76.2 million and availability under the revolving loan facility and other credit facilities of $59.3 million and $10.4 million. At Sept. 30, 2007, the company's balance sheet showed total assets of $2.39 billion, total liabilities of $2.0 billion and total sheholders' equity of $394.7 million. 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. * * * Moody's Investor Service placed Exide Technologies' senior secured debt and probability of default ratings at 'Caa1' in September 2006. The ratings still hold to date with a stable outlook. FEDDERS CORP: Wants Until February 19 to Remove Civil Actions ------------------------------------------------------------- Fedders Corp. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware to extend the period within which they can remove civil actions until Feb. 19, 2008. The Debtors tell the Court that they are parties to numerous judicial proceedings in various claims in multiple forums throughout the United States as of the Aug. 22, 2007. The Debtors say that they need sufficient time to evaluate, analyze and determine each actions and which action, if any, to remove. The Debtors together with their counsel devoted substantial time to administer their Chapter 11 cases, including, among others, preparing monthly operating reports, statements of assets and liabilities and statement of financial affairs, as well as obtaining Court approval of their postpetition financing agreement. The Debtors assure the Court that the extension request will not prejudice any of their adversaries because each of the action is stayed as set forth in Section 362(a) of the Bankruptcy Court. A hearing to consider the Debtor's request has been scheduled at 10:00 a.m., on Dec. 20, 2007. Based in Liberty Corner, New Jersey, Fedders Corporation -- http://www.fedders.com/-- manufactures and markets air treatment products, including air conditioners, air cleaners, dehumidifiers, and humidifiers. The company filed for Chapter 11 protection on Aug. 22, 2007, (Bankr. D. Del. Case No. 07-11182). Its debtor-affiliates filed for separate Chapter 11 cases. Norman L. Pernick, Esq. of Saul, Ewing, Remick & Saul LLP represents the Debtors in their restructuring efforts. The Debtors have selected Logan & Company Inc. as claims and noticing agent. The U.S. Trustee for region 3 has appointed an Official Committee of Unsecured Creditors on this case. When the Debtors filed for protection from its creditors, it listed total assets of $186,300,000 and total debts of $322,000,000. The company has production facilities in the United States in Illinois, North Carolina, New Mexico, and Texas and international production facilities in the Philippines, China and India. FIELDSTONE MORTGAGE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Lead Debtor: Fieldstone Mortgage Co. 11000 Broken Land Parkway, Suite 600 Columbia, MD 21044 Bankruptcy Case No.: 07-21814 Type of Business: The Debtor is a direct lender that offers mortgage loans for multiple credit situations. See http://www.fieldstonemortgage.com/ Chapter 11 Petition Date: November 23, 2007 Court: District of Maryland (Baltimore) Judge: James F. Schneider Debtor's Counsel: Joel I. Sher, Esq. Shapiro, Sher, Guinot & Sandler 36 South Charles Street, Suite 2000 Baltimore, MD 21201 Tel: (410) 385-4278 Fax: (410) 539-7611 Estimated Assets: $1 Million to $100 Million Estimated Debts: More than $100 Million Debtor's 20 Largest Unsecured Creditors: Entity Claim Amount ------ ------------ Morgan Stanley $38,460,058 2002 T-Rex Avenue, Suite 300 Boca Raton, FL 33431 Household $23,262,063 3023 H.S.B.C. Way Fort Mill, SC 29715 Bear, Stearns & Co., Inc. $15,299,474 800 State Highway 121 Bypass Lewisville, TX 75067-4180 Countrywide $10,442,925 8521 Fallbrook Avenue West Hills, CA 91304 C.S.F.B. $6,053,683 Eleven Madison Avenue West Hills, CA 91304 U.B.S. Securities, L.L.C. $3,626,488 1285 Avenue of the Americas, 11th Floor New York, NY 10019 J.P. Morgan Chase $2,030,530 10790 Rancho Bernardo Road San Diego, CA 92127 Merrill Lynch $1,781,007 4 World Financial Center New York, NY 10080 Blue Cross Blue Shield $700,000 10455 Mill Run Circle Owings Mills, MD 21117 Washington Mutual $389,912 7255 Baymeadows Way Jacksonville, FL 32256 Lehman Brothers, Inc. $254,688 327 Inverness Drive South Englewood, CO 80122 M.C.I. $231,878 M.S.D.W. Southwest Partners, $230,633 L.P. Moody's Investor Service $123,950 E. Appraise It $116,350 Staples $105,600 L.I.S. Tax $100,375 First American Credco $88,868 Hunton & Williams, L.P. $88,843 Clayton First Income Services $83,639 FISHER COMMUNICATIONS: S&P Affirms B- Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services removed from CreditWatch and affirmed its ratings on Seattle, Washington-based TV broadcaster Fisher Communications Inc., including the 'B-' corporate credit rating. The outlook is positive. Standard & Poor's had originally placed the ratings on CreditWatch with positive implications on June 14, 2007. "The rating action is based on uncertainty regarding the pace of improvement in the company's credit quality, especially given acquisitions in process," explained Standard & Poor's credit analyst Debbie Kinzer. The ratings on Fisher reflect the company's high debt leverage, concentrated cash flow base, and weak EBITDA margin. They also reflect S&P's concerns about prospects for discretionary cash flow growth and competition from other major network-affiliated stations whose parent companies have greater financial resources. These factors are only partially offset by broadcasting's good margin and discretionary cash flow potential, resilient station asset values, and the liquidity derived from the company's ownership of shares in Safeco Corp. FORD MOTOR: Retirees' Health-Fund Risk Greater than GM Workers' -------------------------------------------------------------- Ford Motor Company retirees face a higher risk of paying their own medical expenses compared to their General Motors Corp. counterparts under a newly ratified union provision, which analysts claim works better for Ford than for its workers, Jeff Green and Bill Koenig write for Bloomberg News. The Troubled Company Reporter disclosed on Nov. 16, 2007, that the United Auto Workers union membership employed at Ford Motor had ratified a memorandum of understanding that covers post-retirement medical care and a new national collective bargaining agreement governing the wages, hours and terms and conditions of employment for UAW-represented employees. A new retiree health care plan will be established and maintained by either an independent committee or a joint labor-management committee and will be funded by a newly established Voluntary Employee Beneficiary Association trust, which will be responsible for payment of all the Retiree Medical Benefits. Almost half of the $13.6 billion that Ford Motor had agreed to contribute into the VEBA trust, is pledged against either Ford shares or assets, compared with about 14% of GM's $32 billion, Bloomberg states. Ford will use a $3.3 billion bond convertible to Ford shares that matures in 2013 and a $3 billion, 10-year, second lien against the company's assets to pay part of the $13.6 billion, Bloomberg reveals. "Ford's health care scheme fails to achieve one of the primary goals of the UAW -- a separation between the financing for retiree health care and the fate of Ford," Fitch Ratings credit analyst Mark Oline said in an interview, Bloomberg notes. When the VEBAs take effect on Jan. 1, 2010, Ford and GM will end their obligation to pay an estimated $70.7 billion in retiree health care costs, Bloomberg relates. To sweeten the deal, Ford agreed to keep open until 2011 five plants that it had intended to close. The carmaker also committed to manufacture new models in many factories. "The GM structure is better for the workers," Pete Hastings, an analyst at Morgan Keegan & Co. in Memphis, Tennessee, said. "Ford's structure is better for Ford, the way it's structured, than for the workers." About GM Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Moody's Investors Service affirmed its rating for General Motors Corporation (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity rating) but changed the outlook to Stable from Positive. In an environment of weakening prospects for US auto sales GM has announced that it will take a non-cash charge of $39 billion for the third quarter of 2007 related to establishing a valuation allowance against its deferred tax assets (DTAs) in the US, Canada and Germany. As reported in the Troubled Company Reporter on Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and other ratings on General Motors Corp. and removed them from CreditWatch with positive implications, where they were placed Sept. 26, 2007, following agreement on the new labor contract. The outlook is stable. About Ford Motor 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. * * * As reported in the Troubled Company Reporter on Nov. 19, 2007, Moody's Investors Service affirmed the long-term ratings of Ford Motor Company (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured, and B3 probability of default), but changed the rating outlook to Stable from Negative and raised the company's Speculative Grade Liquidity rating to SGL-1 from SGL-3. Moody's also affirmed Ford Motor Credit Company's B1 senior unsecured rating, and changed the outlook to Stable from Negative. These rating actions follow Ford's announcement of the details of the newly ratified four-year labor agreement with the UAW. GENERAL MOTORS: Retirees' Fund Risk Lesser than Ford Workers' ------------------------------------------------------------- Ford Motor Company retirees face a higher risk of paying their own medical expenses compared to their General Motors Corp. counterparts under a newly ratified union provision, which analysts claim works better for Ford than for its workers, Jeff Green and Bill Koenig write for Bloomberg News. The Troubled Company Reporter disclosed on Nov. 16, 2007, that the United Auto Workers union membership employed at Ford Motor had ratified a memorandum of understanding that covers post-retirement medical care and a new national collective bargaining agreement governing the wages, hours and terms and conditions of employment for UAW-represented employees. A new retiree health care plan will be established and maintained by either an independent committee or a joint labor-management committee and will be funded by a newly established Voluntary Employee Beneficiary Association trust, which will be responsible for payment of all the Retiree Medical Benefits. Almost half of the $13.6 billion that Ford Motor had agreed to contribute into the VEBA trust, is pledged against either Ford shares or assets, compared with about 14% of GM's $32 billion, Bloomberg states. Ford will use a $3.3 billion bond convertible to Ford shares that matures in 2013 and a $3 billion, 10-year, second lien against the company's assets to pay part of the $13.6 billion, Bloomberg reveals. "Ford's health care scheme fails to achieve one of the primary goals of the UAW -- a separation between the financing for retiree health care and the fate of Ford," Fitch Ratings credit analyst Mark Oline said in an interview, Bloomberg notes. When the VEBAs take effect on Jan. 1, 2010, Ford and GM will end their obligation to pay an estimated $70.7 billion in retiree health care costs, Bloomberg relates. To sweeten the deal, Ford agreed to keep open until 2011 five plants that it had intended to close. The carmaker also committed to manufacture new models in many factories. "The GM structure is better for the workers," Pete Hastings, an analyst at Morgan Keegan & Co. in Memphis, Tennessee, said. "Ford's structure is better for Ford, the way it's structured, than for the workers." About Ford Motor 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. About GM Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 280,000 people around the world and manufactures cars and trucks in 33 countries, including the United Kingdom, Germany, France, Russia, Brazil and India. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. * * * As reported in the Troubled Company Reporter on Nov. 9, 2007, Moody's Investors Service affirmed its rating for General Motors Corporation (B3 Corporate Family Rating, Ba3 senior secured, Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity rating) but changed the outlook to Stable from Positive. In an environment of weakening prospects for US auto sales GM has announced that it will take a non-cash charge of $39 billion for the third quarter of 2007 related to establishing a valuation allowance against its deferred tax assets (DTAs) in the US, Canada and Germany. As reported in the Troubled Company Reporter on Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and other ratings on General Motors Corp. and removed them from CreditWatch with positive implications, where they were placed Sept. 26, 2007, following agreement on the new labor contract. The outlook is stable. GENESCO INC: Gets U.S. Attorney's Subpoena on Finish Line Merger ---------------------------------------------------------------- Genesco Inc. has received a subpoena from the Office of the U.S. Attorney for the Southern District of New York for documents relating to the company's negotiations and merger agreement with The Finish Line Inc. The subpoena states that the documents are sought in connection with alleged violations of federal fraud statutes. "The U.S. Attorney subpoena comes on the heels of the baseless fraud allegations made by UBS ten days ago," Genesco Chairman and Chief Executive Officer Hal Pennington stated. "These allegations are completely without merit and are simply part of UBS' litigation tactics to avoid their contractual obligations; we will fully cooperate with the U.S. Attorney in connection with their inquiry. Most importantly, we will not be deterred from enforcing our rights under the merger agreement." As reported in the Troubled Company Reporter on June 20, 2007, the Boards of Directors of The Finish Line and Genesco have unanimously approved a definitive merger agreement under which The Finish Line will acquire all of the outstanding common shares of Genesco for $54.50 per share in cash. The total transaction value is approximately $1.5 billion. 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. 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 Nov. 5, 2007, Moody's Investors Service downgraded Genesco Inc.'s corporate family and probability of default ratings to B1 from Ba3 and maintained the review for possible downgrade. In addition, Moody's downgraded the company's convertible senior subordinated debentures to B2 from B1. GMAC LLC: ResCap Support Cues Moody's to Put Ba2 Rating on Review ----------------------------------------------------------------- Moody's Investors Service placed GMAC LLC's Ba2 senior unsecured rating on review for possible downgrade. The action was in response to GMAC's affirmation of support for Residential Capital, LLC, as disclosed in ResCap's Nov. 21, 2007 debt tender announcement. ResCap's ratings and outlook (Ba3 senior unsecured, negative outlook) were not affected by the tender announcement or this GMAC rating action. Moody's said that GMAC's most recent expressions of support for ResCap have raised additional concerns as to the extent to which the firm might entertain a leveraging of its credit profile to support ResCap through its operating difficulties. Moody's position is that any capital support GMAC extends to ResCap, other than that for which GMAC serves only as a conduit for GMAC's owners, would result in an equalization of GMAC's ratings with ResCap's. In Moody's view, GMAC's high stand-alone leverage position has no capacity to provide un-backed support at the current credit grade. In Moody's last rating action on GMAC and ResCap, GMAC's ratings were downgraded one notch to Ba2 while ResCap's ratings were downgraded two notches to Ba3. GMAC's ratings were kept in proximity to ResCap's, reflecting Moody's view that GMAC could be required to provide support to ResCap that weakens GMAC's stand- alone credit profile. Moody's believes that the probability of such support may have shifted higher, in light of the explicit indications of support recently provided by management. During its review of GMAC's ratings, Moody's will seek greater definition regarding the tolerances GMAC's owners exhibit regarding the uses of GMAC's capital and credit worth to support ResCap in ways that could heighten risks to GMAC's creditors. Moody's will also explore the owners' ability and willingness to take actions that neutralize the impact of GMAC's extensions of support to ResCap that would otherwise diminish GMAC's stand-alone credit profile. Moody's anticipates concluding its review by the end of December 2007. According to Moody's, investments or pursuit of endeavors that primarily benefit ResCap could evidence a use of GMAC capital that constitutes ResCap support, if not backed by injections or other explicit support from GMAC's owners. Moody's is also concerned that current market conditions have delayed GMAC's pursuit of other intended capital management initiatives designed to strengthen its capital position. Moody's view is that GMAC's auto finance and insurance businesses have continuing and important strategic value to GM. GM's consent is required on many significant matters relating to GMAC's strategic direction, investment, and capitalization. GM's interest could act as a countervailing influence on investor pressures to further involve GMAC in supporting ResCap through its difficulties. ResCap's ratings (senior unsecured at Ba3) and negative outlook are not affected by Moody's review of GMAC's ratings or the announced $750 million tender offer. ResCap's current rating assumes its parent is willing and able to provide capital support if needed. Moody's added that it believes that the maturities selected for tender and overall size of the program are appropriate considering ResCap's current liquidity position. Detroit-based GMAC LLC provides retail and wholesale auto financing, auto extended warranty and insurance products, and residential mortgage finance through wholly-owned subsidiary Residential Capital, LLC. GMAC reported a consolidated nine-month net loss of $1.6 billion. GPS INDUSTRIES: Sept. 30 Balance Sheet Up-Side-Down by $1.03 Mil. ----------------------------------------------------------------- GPS Industries Inc. reported net loss of $3.53 million for three months ended Sept. 30, 2007, compared to a net loss of $3.48 million for the same period in the previous year. Net loss for the three-month period, was substantially similar to the net loss in the 2006 three-month period even though the company's 2007 loss from operations was $1.17 million greater than its loss from operations in the 2006 three-month period. Net losses were substantially similar because the company's other losses, mostly in interest expense and derivative liability changes, were $1.12 million higher during the three-month period ended Sept. 30, 2006. For the nine months ending Sept. 30, 2007, net loss was $20.55 million as a result of the $12.50 million deemed preferred stock dividend. Liquidity And Capital Resources The company has incurred significant losses from operations. As of Sept. 30, 2007, the company has a working capital deficit of $ 5.20 million. The company's operations currently do not generate sufficient cash to internally fund its working capital needs. Accordingly, to date, the company's operating deficits was funded by outside sources of funding, including funds raised from: (i) the sale of shares of our common stock and preferred stock; (ii) the issuance of debentures; (iii) the issuance of shares as payment for services and in satisfaction of indebtedness; (iv) bank lines of credit; and (v) short-term loans made to us by the company's affiliates and by third parties. The company incurred a loss on extinguishment of debt in nine- month 2007 fiscal period and a gain from extinguishment of debt in the 2007 three-month fiscal period, whereas the company recognized gains from the extinguishment of debt during both the three- and nine month periods ending Sept. 30, 2006. The loss during the fiscal 2007 nine-month period is due to stock issuances in settlement of loans partially offset by a gain on extinguishment of debt on the write-off of accounts payable from discontinued operations. At Sept. 30, 2007, the company's balance sheet showed total assets of $13.95 million, and total liabilities of $14.98 million, resulting to a total shareholders' deficit of $1.03 million. Going Concern Doubt On April 16, 2007, Sherb & Co., LLP, in New York City, raised substantial doubt about GPS Industries Inc.'s ability to continue as a going concern after auditing the company's financial reports for the years ended Dec. 31, 2006 and 2005. The auditors pointed to the company's significant losses and working capital deficit of $7,337,819. About GPS Industries Hedaquartered in Surrey, British Columbia, GPS Industries Inc. (OTC:GPSN) -- http://www.gpsindustries.com/-- develops and markets GPS and Wi-Fi multimedia solutions to enable managers of golf facilities, resorts, and residential communities to improve operational efficiencies and generate significant new revenue streams. IKON OFFICE: Board Approves $500 Mil. Common Stock Redemption ------------------------------------------------------------- IKON Office Solutions' board of directors has approved the repurchase of $500 million of its common stock. IKON intends to repurchase up to $295 million of its common stock through a modified "Dutch Auction" self-tender offer at a price of not less than $13 per share or more than $15 per share. The minimum tender price represents a premium of approximately 21% over IKON's closing stock price of $10.77 on Nov. 19, 2007. The tender offer is expected to commence on Nov. 21, 2007, and will be subject to certain conditions, including the receipt of financing. The company plans to repurchase the difference between $500 million and the amount repurchased through the tender offer during the balance of fiscal 2008. The rate and pace of these share repurchases will be subject to financing and market conditions, as well as applicable regulations. This statement follows an increase by IKON's board of directors of its share repurchase program authorization to $1.1 billion in total. Since program inception and assuming completion of the $500 million share repurchase plan, IKON will have repurchased nearly $1 billion of its shares under its share repurchase program. The company plans to finance these share purchases through a combination of cash and incremental borrowings. IKON also has entered into an amended confidentiality agreement with Steel Partners II L.P., pursuant to which Steel Partners has agreed to refrain from taking certain actions with respect to its investment in IKON through May 2009, subject to completion of the pending repurchase plan. "We are returning immediate value to our shareholders through this tender offer," Matthew J. Espe, IKON's chairman and chief executive officer, said. "Our share repurchase program has been an integral part of our capital strategy for several years, and the decision to accelerate this program reflects our belief that our shares are currently undervalued. We are also pleased to announce our agreement with Steel Partners, who remains supportive of our ongoing repurchase strategy." The company plans to provide an update on the expected impact of the share repurchase plan, including any associated non-recurring charges, as well as related guidance for fiscal year 2008 during its earnings conference call in January 2008. The company does not expect the tender offer to have a material impact on its first quarter fiscal 2008 financial results, excluding any non-recurring charges it may incur. About Ikon Office Headquartered in Malvern, Pennsylvania, IKON Office Solutions Inc. (NYSE:IKN) -- http://www.ikon.com/-- is an independent channel for copier, printer and MFP technologies. It delivers integrated document management solutions and systems, enabling customers worldwide to improve document workflow and increase efficiency. IKON has approximately 25,000 employees in over 400 locations throughout North America and Western Europe. * * * As reported in the Troubled Company Reporter on Nov. 23, 2007, Moody's Investors Service placed the ratings of IKON Office Solutions under review for possible downgrade. Ratings under review include: (i) corporate family rating of Ba2; (ii) probability of default rating of Ba2; (iii) senior unsecured $14 million, notes due 2008 at Ba3, LGD 4, 64%; (iv) senior unsecured $225 million, notes due 2015 at Ba3, LGD 4, 64%; (v) senior unsecured $260 million notes due 2025 at Ba3, LGD 4, 64%; and (vi) senior unsecured $95 million notes due 2027 at Ba3,LGD 4, 64%. Standard & Poor's Ratings Services placed its 'BB' corporate credit rating on IKON Office Solutions Inc. on CreditWatch with negative implications. INTELLIGENTIAS INC: Posts $4.2 Million Net Loss in Third Quarter ---------------------------------------------------------------- Intelligentias Inc. reported a net loss of $4.2 million on revenues of $3.6 million for the third quarter ended Sept. 30, 2007, compared with a net loss of $1,465 on $0 of revenues in the same period last year. The company was in its development stage through March 31, 2007, and began to generate revenues from operations only in the second quarter of 2007. The company's net loss for the third quarter ended Sept. 30, 2007, reflects an operating loss of $2.8 million, interest expense of $1.1 million and a loss on the derivative warrant liability mark- to-market adjustment of $229,385. At Sept. 30, 2007, the company's consolidated balance sheet showed $50.1 million in total assets, $29.1 million in total liabilities, and $21.0 million in total stockholders' equity. The company's consolidated balance sheet at Sept. 30, 2007, also showed strained liquidity with $6.6 million in total current assets available to $26.8 million in total current liabilities. Full-text copies of the company's consolidated financial statements for the quarter ended Sept. 30, 2007, are available for free http://researcharchives.com/t/s?25be Liquidity Since inception, the company has funded operations primarily through sales of debt and convertible debt securities, which, in the aggregate, have made available $13,470,000. As of Sept. 30, 2007, the company's principal sources of liquidity are cash and cash equivalents of $1,146,877, which are available as a result of the debt financings. Going Concern Doubt Ehrhard, Keefe, Steiner & Hottman PC, in Denver, expressed substantial doubt about Intelligentias Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2006.. The auditing firm reported that the the company has incurred losses since inception, has limited operations and has not fully commenced planned principal operations. About Intelligentias Inc. Headquartered in Redwood City, Calif., Intelligentias Inc. (OTC BB: ITLI.OB) -- http://www.intelligentias.com/-- provides data retention, tracking, and investigatory services for telecommunications companies, Internet service providers, and law enforcement agencies. LAFAYETTE NEIGHBORHOOD: City Wants Home Program Funds Returned -------------------------------------------------------------- The City of Lafayette, Indiana asks the U.S. Bankruptcy Court for the Northern District of Indiana to execute a judgment to exclude housing program-related promissory notes and mortgages as property of the estate in the cases of Lafayette Neighborhood Housing Services. The City also demands the transfer to HOME Investment Trust Fund proceeds of the housing program which the Debtor holds. Home Program-Related Notes and Mortgages The City of Lafayette is the lead agency of Lafayette Housing Consortium which receives grant allocations from the U.S. Department of Housing and Urban Development. The consortium is required to undertake activities to provide and expand supply of housing, including a program that provided direct subsidies or down payment assistance to eligible homebuyers. Repayment of the assistance would be forgiven or deferred if the assisted homebuyer complied with the requirements of the program also known as forgivable program. Another activity provided direct subsidies to assisted homebuyers at a low interest rate under a program. In order to participate in the programs, assisted homebuyers are required to occupy the assisted property as primary residence for a period of affordability. The period of affordability is enforced through the execution of promissory note, mortgage and covenant for deed restrictions. In the forgivable program, if the period of affordability is met, the down payment assistance is forgiven and the mortgage released. If an assisted homebuyer ceases to occupy the property before the period of affordability expires, up to 100% of the down payment assistance will be recaptured and considered as recaptured fund. In the payback program, payments of the principal and interest on the down payment assistance is program income. The Debtor participated in the programs as a subrecipient which administers the programs by providing the down payment assistance, with funds provided by the City through the Home Program. As part of this administration, the Debtor prepared the required promissory notes and mortgages, which the assisted homebuyers executed in favor of the Debtor. Program Funds Must be Returned The City explains to the Court that pursuant to written agreements with the Debtor, recaptured funds or program income must be repaid to the consortium's HOME Investment Trust Fund local account and should not be retained by the Debtor. Hence, the City claims that any monies to be paid under the promissory notes and mortgages are not available for use by the Debtor and are not part of the estate. The City demands that the Debtor return any program income or recaptured funds it received prior or subsequent to the bankruptcy filing. The City relates that upon completion of the program proceeds transfer and assignment of the promissory notes and mortgages, the City will release the Debtor from future financial liability that could arise by virtue of a default by the assisted homebuyer. This release, however, does not release the Debtor from financial liability for program income or recaptured funds that have been previously received by the Debtor and which the Debtor used for ineligible purposes. The City adds that it will retain the right to file a proof of claim in the Debtor's case relating to ineligible use of the program funds. The City wants the Debtor to maintain records related to the notes and mortgages, as required, otherwise the Debtor must deliver the records to the City. About Lafayette Neighborhood Headquartered Lafayette, Indiana, Lafayette Neighborhood Housing Services -- http://www.nhslaf.org/-- is a community based, non- profit partnership with many programs designed to benefit the residents of Lafayette. LNHS filed for chapter 11 protection on Oct. 12, 2007 (Bankr. N.D. Ind. Case No. 07-40572). David A. Rosenthal, Esq., in Lafayette, Indiana, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $7,318,668 and total debts of $16,875,249. LAFAYETTE NEIGHBORHOOD: Bank and Receiver Want 43 Lots Abandoned ---------------------------------------------------------------- Lafayette Bank and Trust Company and Lafayette-West Lafayette Development Corporation, State Court appointed receiver, jointly ask the U.S. Bankruptcy Court for the Northern District of Indiana to abandon 43 properties from Lafayette Neighborhood Housing Services' bankruptcy cases. According to Lafayette Bank and Lafayette Development, this abandonment will allow the receivership to continue in the Tippecanoe County Circuit Court so that the properties can be sold through receivership and the proceeds be applied to the bank's mortgage lien and the surplus paid over to the estate. Lafayette Bank and Lafayette Development relates to the Court that the abandonment will be subject to the rights and restrictions regarding Department of Housing and Urban Development Rental Rehabilitation Program funds provided by the City of Lafayette regarding the 43 properties. Receivership at Tippecanoe Circuit Court On Aug. 24, 2007, the Bank filed a complaint for foreclosure of mortgages and on note regarding the 43 properties with the Tippecanoe County Circuit Court. At that time, the Bank was owed principle sum of $3,798,958, plus accrued interest as of Oct. 26, 2006 in the amount of $63,440. Interest accrued on the note from Oct. 26, 2006 until the Debtor's bankruptcy filing on Oct. 12, 2007 was at the rate of $754 per day. On Sept. 17, 2007, the Tippecanoe Circuit Court appointed Lafayette Development as Receiver of the 43 properties and Jeffrey J. Newell, Esq. was appointed attorney for the receiver. Since its appointment, the Receiver has received offers to purchase the 43 properties. The 43 Properties Have Inconsequential Value The Bank's court filings reveal that the Receiver has determined that the 43 properties are subject to valid and properly perfected first mortgage liens in favor of the Bank securing debts as of Jan. 2, 2003. In September 2007, the Bank obtained appraisals on the 43 properties valued at $2,625,500, excluding 161 South, Third property, which the Bank and the Receiver values at less than $100,000. Thus, the Bank and the Receiver believe that the value of the 43 properties is substantially less than the Bank's mortgage liens and therefore there is no equity which could be realized for the estate. The Bank's mortgage lien as of the bankruptcy filing is more than $3,900,000 and the value of the properties is less than $3,000,000. Further, the Bank and the Receiver believe that the cost of preservation and sale of the 43 properties may be higher than their estimated liquidation price. The Bank and the Receiver cite Section 554 of the Bankruptcy Code that states, "the Trustee may abandon any property of the estate that is burdensome to the estate or that is of inconsequential value and benefit to the estate". Therefore, the Bank and the Receiver ask the abandonment of the 43 properties from Bankruptcy and believes that this is in the best interest of the estate. The Bank and the Receiver relates they agree that in the event that the Bank's mortgage lien is not paid in full from the sale of the properties then the Bank will be allowed to assert a deficiency claim. James R. Schrier, Esq., represents Lafayette Bank and Trust Company. About Lafayette Neighborhood Headquartered Lafayette, Indiana, Lafayette Neighborhood Housing Services -- http://www.nhslaf.org/-- is a community based, non- profit partnership with many programs designed to benefit the residents of Lafayette. LNHS filed for chapter 11 protection on Oct. 12, 2007 (Bankr. N.D. Ind. Case No. 07-40572). David A. Rosenthal, Esq., in Lafayette, Indiana, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $7,318,668 and total debts of $16,875,249. LAFAYETTE NEIGHBORHOOD: First Financial Wants Stay Lifted --------------------------------------------------------- First Financial, as successor in interest to The Bright National Bank, asks the U.S. Bankruptcy Court for the Northern District of Indiana for relief from stay to pursue a state court foreclosure action with respect to Lafayette Neighborhood Housing Services' real property located at 114-116 South Sixth Street, 118-120 South Sixth Street, and 124-124.5 South Sixth Street in Lafayette, Indiana. First Financial also asked the Court to order the Debtor to abandon these real property from the estate. First Financial related that on Aug. 8, 2002, Bright National extended $300,889 in credit to the Debtor pursuant to a promissory note. To secure the note, Bright National obtained mortgages from the Debtor on the real estate at South Sixth Street. Subsequent to November 2006, the Debtor failed to make payments on the note, including payments which have become due postpetition, and is in default of the note and mortgages. As of Nov. 6, 2007, the principal and unpaid accrued interest due under the note and mortgages amounted to $269,760, and interest continues to accrue. First Financial told the Court that its interest in the real estate is not adequately protected as the real estate's value depreciates. Hence, First Financial asserted that it is irreparably harmed by the stay due to the continuing increase in the Debtor's debt under the note and mortgages. First Financial added that the Debtor has no equity in the real estate since the value of the property is less than the debt the Debtor owes, thus, the real estate is not necessary to the Debtor's effective reorganization. First Financial demanded the abandonment of the real estate from bankruptcy since the real estate is burdensome to the estate and is of inconsequential value to the estate. Keith R. Fafarman, Esq., at Seeger, Hodson & Forbes represents First Financial. About Lafayette Neighborhood Headquartered Lafayette, Indiana, Lafayette Neighborhood Housing Services -- http://www.nhslaf.org/-- is a community based, non- profit partnership with many programs designed to benefit the residents of Lafayette. LNHS filed for chapter 11 protection on Oct. 12, 2007 (Bankr. N.D. Ind. Case No. 07-40572). David A. Rosenthal, Esq., in Lafayette, Indiana, represents the Debtor. When the Debtor filed for protection from its creditors, it listed total assets of $7,318,668 and total debts of $16,875,249. MATTRESS GALLERY: Final Hearing on OMG Financing Moved to Dec. 7 ---------------------------------------------------------------- The hearing to consider final approval of a debtor-in-possession financing agreement entered into by Gallery Corp. dba Mattress Gallery with OMG Acquisition Corporation has been moved from Nov. 21, 2007, to Dec. 7, 2007, at 9:00 a.m. The Debtor previously obtained interim authority from the U.S. Bankruptcy Court for the District of Delaware to borrow up to $1,000,000 from OMG's $2,025,000 loan commitment. The Debtor will use the DIP funds to: -- finance working capital and other general corporate purposes; and -- pay current interest and fees on the DIP facility. As adequate protection, the Debtor grants OMG: i) first priority liens on and security interests in (a) all of the Debtor's leasehold interests, (b) other prepetition assets that are unencumbered by the first priority lien of Kimco Securities Corporation, the Debtor's prepetition secured lender and (c) postpetition assets other than avoidance actions; ii) fully perfected liens on and security interests in all of the Debtor's assets that are subject to Kimco's first priority lien, which liens and security interests will be junior to Kimco's first priority lien but senior to all other liens and security interests; and iii) a superpriority administrative expense claim status pursuant to Sec. 364(c)(1) of the Bankruptcy Code. Kimco holds a $4.1 million claim against the Debtor, secured by a perfected first priority lien on the Debtor's accounts receivable, inventory, intangibles and other prepetition assets. Pursuant to the OMG Financing, the Debtor grants Kimco a replacement lien on all of Kimco's prepetition collateral as adequation protection. The Debtor also grants Kimco a second priority lien on the Debtor's leasehold interests, as adequate protection, behind OMG's first priority lein on such interests. Headquartered in Commerce, California, Gallery Corp. dba Mattress Gallery filed for Chapter 11 protection on Nov. 1, 2007 (Bankr. D. Del. Case No. 07-11628). Donald J. Detweiler, Esq., and Sandra G.M. Selzer, Esq., at Greenberg Traurig LLP represent the Debtor in its restructuring efforts. Kurtzman Carson Consultants is the Debtor's claim agent. The Official Committee of Unsecured Creditorsselected Klehr, Harrison, Harvey, Branzburg & Ellers LLP as its counsel. When the Debtor filed for protection from its creditors, it listed total assets and debts between $1 million and $100 million. MONITOR OIL: Files for Bankruptcy Protection in New York -------------------------------------------------------- Monitor Oil plc, along with two subsidiaries, Monitor Single Lift 1, Ltd., and Monitor US FinCo, Inc., has filed voluntary petitions under Chapter 11 of the Bankruptcy Code with the U.S. Bankruptcy Court for the Southern District of New York. In its website, the company's directors stated that the filing was done after careful consultation with its advisers with a view to seeking to preserve value in the Company's material assets. The company related that it expects debtor-in-possession financing will be made available to the company within the Chapter 11 process in order to allow restructuring opportunities to be considered and if thought appropriate, taken forward. Monitor Oil, P.L.C. -- htpp://www.monitoroil.com/ -- is an oil and gas service company that provides oil and gas production solutions, offshore services and engineering services. MONITOR OIL: Voluntary Chapter 11 Case Summary ---------------------------------------------- Lead Debtor: Monitor Oil, P.L.C. 250 West 57th Street, Suite 1610 New York, NY 10107 Bankruptcy Case No.: 07-13709 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Monitor Single Lift 1, Ltd. 07-13708 Monitor US FinCo, Inc. 07-13710 Type of Business: The Debtor is an oil and gas service company that provides oil and gas production solutions, offshore services and engineering services. See htpp://www.monitoroil.com/ Chapter 11 Petition Date: November 21, 2007 Court: Southern District of New York (Manhattan) Debtors' Counsel: Eric Lopez Schnabel, Esq. Dorsey & Whitney, L.L.P. 250 Park Avenue New York, NY 10177 Tel: (212) 415-9368 Fax: (302) 355-0830 Consolidated Quarterly Financial Condition as of June 30, 2007: Total Assets: $310,100,000 Total Debts: $247,800,000 The Debtors did not submit a list of their largest unsecured creditors. NETBANK INC: Committee Taps Kilpatrick Stockton as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of NetBank Inc.'s Chapter 11 case asks the United States Bankruptcy Court for the Middle District of Florida for permission to retain Kilpatrick Stockton LLP as its attorney, nunc pro tunc Nov. 6, 2007. Kilpatrick Stockton will: a) render legal advice regarding the Committee's organization, duties and powers in this case; b) assist the Committee in its investigation of the acts, conducts, assets, liabilities, and financial condition of the Debtor, the operation of the of the Debtor's business and the Debtor's business and the desirability of continuing the same, the potential sale of the Debtor's assets, and any other matter relevant to this case or the formulation and analysis of any plan of reorganization or plan of liquid ation; c) attend meetings of the Committee and meetings with the Debtor, its attorneys, and other professionals, as requested by the Committee; d) represent the Committee in hearings before the Courtl; e) assist the Committee in preparing all necessary motions, applications, responses, reports, and other pleadings in connection with the administration of this case; and f) provide other legal assistance as the Committee may deem necessary and appropriate. Todd C. Meyers, a partner of the firm, will bill $525 per hour until Nov. 30, 2007. In Mr. Meyers' affidavit, he will charge $565 per hour commencing Dec. 1, 2007, for this engagement. To the best of the Committee's knowledge the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Court. Mr. Meyers can be reached at: Todd C. Meyers, Esq. Kilpatrick Stockton LLP 1100 Peachtree Street, Suite 2800 Atlanta, GA 30309-4530 Tel: (404) 815-6500 Fax: (404) 815-6555 http://www.kilpatrickstockton.com/ Headquartered in Jacksonville, Florida, NetBank Inc. -- http://www.netbank.com/-- is a financial holding company of Netbank, the United States' oldest Internet bank serving retail and business customers in all 50 states. NetBank Inc. does retail banking, mortgage banking, business finance, and providing ATM and merchant processing services. The company filed for Chapter 11 protection on Sept. 28, 2007 (Bankr. M.D. Fla. Case No. 07-04295). Alan M. Weiss, Esq., at Holland & Knight LLP. As of Sept. 25, 2007, Debtor listed total assets at $87,213,942 and total debts at $42,245,857. NETBANK INC: Committee Taps Rogers Towers as Co-Counsel ------------------------------------------------------- The Official Committee of Unsecured Creditors of NetBank Inc.'s Chapter 11 case asks the United States Bankruptcy Court for the Middle District of Florida for authority to retain Rogers Towers P.A., as its attorney, nunc pro tunc Nov. 6, 2007. As the Debtor's co-counsel, Rogers Towers will: a) render legal advice regarding the Committee's organization, duties and powers in this case; b) assist the Committee in its investigation of the acts, conducts, assets, liabilities, and financial condition of the Debtor, the operation of the of the Debtor's business and the Debtor's business and the desirability of continuing the same, the potential sale of the Debtor's assets, and any other matter relevant to this case or the formulation and analysis of any plan of reorganization or plan of liquid ation; c) attend meetings of the Committee and meetings with the Debtor, its attorneys, and other professionals, as requested by the Committee; d) represent the Committee in hearings before the Court; e) assist the Committee in preparing all necessary motions, applications, responses, reports, and other pleadings in connection with the administration of this case; and f) provide other legal assistance as the Committee may deem necessary and appropriate. The firm's professionals and their compensation rates are: Professional Designation Hourly Rate ------------ ----------- ----------- Betsy C. Cox, Esq. Shareholder $325 J. Ellsworth Summers. Esq. Associate $240 Jacob J. Payne, Esq. Associate $200 Jim K. Farrar Paralegal $140 To the best of the Committee's knowledge the firm does not hold any interest adverse to the Debtor's estate and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Headquartered in Jacksonville, Florida, NetBank Inc. -- http://www.netbank.com/-- is a financial holding company of Netbank, the United States' oldest Internet bank serving retail and business customers in all 50 states. NetBank Inc. does retail banking, mortgage banking, business finance, and providing ATM and merchant processing services. The company filed for Chapter 11 protection on Sept. 28, 2007 (Bankr. M.D. Fla. Case No. 07-04295). Alan M. Weiss, Esq., at Holland & Knight LLP. As of Sept. 25, 2007, Debtor listed total assets at $87,213,942 and total debts at $42,245,857. NEUMANN HOMES: Taps Epiq Bankruptcy as Claims and Noticing Agent ---------------------------------------------------------------- Neumann Homes Inc. and its debtor-affiliates seek the United States Bankruptcy Court for the Northern District of Illinois' authority to employ Epiq Bankruptcy Solutions LLC as their claims, noticing and solicitation agent. The Debtors also seek the Court's permission to: a) make available the Mailing Matrix to any parties-in- interest at their sole cost and expense; and b) mail directly to the parties on the Mailing Matrix initial notices. George N. Panagakis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois, says that Epiq agreed to provide the Debtors services on these terms and conditions stated in bankruptcy services agreement: a) The Debtors should make monthly payments to Epiq. b) Epiq reserves the right to increase its charges or rates annually on January 2nd of each year. However, if the increases exceed 10%, Epiq will be required to give 60 days prior written notice to the Debtors. c) The Debtors should pay to Epiq all taxes, including sales, use and excise taxes, but not personal property or income taxes. d) The Debtors should pay to Epiq any actual charges as a result of the Debtors' error or omission. e) In the event of termination due to the Debtors' default, the Debtors should be liable for all amounts then owing. f) Upon the Court's approval of the agreement, the Debtors should pay Epiq a retainer for $25,000. g) Epiq reserves all property rights in and to all materials, concepts, know-how, techniques, programs, systems and other information. h) Any data, programs, storage media or other materials furnished by the Debtors may be retained by Epiq until the services are paid for, or until the agreement is terminated with the services having been paid for in full. i) Epiq makes no representations or expressed and implied warranties. The agreement also provides that the Debtors should indemnify and hold Epiq, its affiliates and others harmless from and against losses, claims, damages, liabilities, costs, among others, as a result of Epiq's rendering of services. The agreement further provides that, at the Debtors' request, Epiq should be authorized to establish accounts with financial institutions in the name of and as agent for the Debtors. If certain financial products are provided to the Debtors pursuant to Epiq's agreement with these financial institutions, Epiq may receive compensation from the institutions for those services. Headquartered in Warrenville, Illinois, Neumann Homes Inc. -- http://www.neumannhomes.com/-- develops and builds residential real estate throughout the Midwest and West US. The company is active in the Chicago area, southeastern Wisconsin, Colorado, and Michigan. The company have built more than 11,000 homes in some 150 residential communities. The company offer formal business training to employees through classes, seminars, and computer- based training. The company filed for Chapter 11 protection on Nov. 1, 2007 (Bankr. N.D. Ill. Case No. 07-20412). George Panagakis, Esq., at Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the Debtors to represent them in these cases. When the Debtors filed for protection against its creditors, they listed assets and debts of more than $100 million. (Neumann Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). NEUMANN HOMES: Wants Court Okay to Hire Skadden Arps as Counsel --------------------------------------------------------------- Neumann Homes Inc. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the Northern District of Illinoisto employ Skadden, Arps, Slate, Meagher and Flom LLP and its affiliated law practice entities as their primary bankruptcy counsel as of Nov. 1, 2007. The Debtors selected Skadden Arps because it is familiar with their businesses as well as legal and financial affairs. They add that the firm has substantial experience and knowledge in the field of debtors' and creditors' rights and business reorganizations under Chapter 11. As bankruptcy counsel, Skadden Arps 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 businesses and properties; b) attend meetings and negotiate with the creditors' representatives and other parties-in-interest, advise and consult on the conduct of the Chapter 11 cases; c) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on their behalf, the defense of any actions commenced against the estates, among others; d) prepare legal documents on behalf of the Debtors; e) protect the interests of the estates before the Court, any appellate courts, and the U.S. Trustee; and f) provide other necessary legal services and advice to the Debtors. The firm would be compensated on an hourly basis, plus reimbursement of expenses incurred for any related works undertaken. The firm's hourly rates range from $680 to $950 for partners and counsel, and $340 to $765 for counsel, special counsel and associates. The firm received a prepetition retainer for $280,000, however, it is less than the costs the firm incurred in representing the Debtors before the Initial Petition Date. Accordingly, Skadden does not have any post-petition retainer remaining. George N. Panagakis, Esq., at Skadden, in Chicago, Illinois, assures the Court that the firm does not have any connection with any of the Debtors or parties-in-interest. He adds that Skadden is a "disinterested person" as that phrase is defined in Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b). Headquartered in Warrenville, Illinois, Neumann Homes Inc. -- http://www.neumannhomes.com/-- develops and builds residential real estate throughout the Midwest and West US. The company is active in the Chicago area, southeastern Wisconsin, Colorado, and Michigan. The company have built more than 11,000 homes in some 150 residential communities. The company offer formal business training to employees through classes, seminars, and computer- based training. The company filed for Chapter 11 protection on Nov. 1, 2007 (Bankr. N.D. Ill. Case No. 07-20412). George Panagakis, Esq., at Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the Debtors to represent them in these cases. When the Debtors filed for protection against its creditors, they listed assets and debts of more than $100 million. (Neumann Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). NEUMANN HOMES: Wants Drinker Biddle as Special Counsel ------------------------------------------------------ Neumann Homes Inc. and its debtor-affiliates ask the United States Bankruptcy Court for the Northern District of Illinois for permission to hire Drinker Biddle & Reath LLP, as special counsel, nunc pro tunc to Nov. 1, 2007. Under the terms of the engagement letter dated Oct. 3, 2007, Drinker Biddle will assist in matters related to financing and other matters as requested by the Debtors. Specifically, the firm is expected to: a) assist the Debtors dispose Precision Framing Systems, LLC; b) assist in negotiating and implementing DIP financing; c) represent the Debtors in intellectual property and certain litigation matters, employee labor and benefit issues; and d) provide other necessary legal services and advice to the Debtors. The Debtors tell the Court that Drinker Biddle agreed to be compensated on an hourly basis. The firm's hourly rates range from $260 to $550 for partners, counsel and associates, and $80 to $250 for legal assistants. In addition, the Debtors would reimburse the firm for any costs incurred in the rendition of services. Dennis J. Carlin, Esq., at Drinker Biddle, in Chicago, Illinois, tells Judge Wedoff that the firm does not hold any interest adverse to the Debtors or their estates. He assures Judge Wedoff that Drinker Biddle is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b). Headquartered in Warrenville, Illinois, Neumann Homes Inc. -- http://www.neumannhomes.com/-- develops and builds residential real estate throughout the Midwest and West US. The company is active in the Chicago area, southeastern Wisconsin, Colorado, and Michigan. The company have built more than 11,000 homes in some 150 residential communities. The company offer formal business training to employees through classes, seminars, and computer- based training. The company filed for Chapter 11 protection on Nov. 1, 2007 (Bankr. N.D. Ill. Case No. 07-20412). George Panagakis, Esq., at Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the Debtors to represent them in these cases. When the Debtors filed for protection against its creditors, they listed assets and debts of more than $100 million. (Neumann Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000). PERFORMANCE TRANS: Has Until December 23 to File Schedules ---------------------------------------------------------- Performance Transportation Services Inc. and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the Western District of New York, to extended the period to file their: (a) schedules of assets and liabilities; (b) schedules of executory contracts and unexpired leases; and (c) statements of financial affairs to Dec. 23, 2007. Given the size and complexity of PTS' business and financial affairs, PTS was not able to complete the Schedules and Statements as of the Petition Date and requires more than 15 days after the Petition Date to complete the task, Garry M. Graber, Esq., at Hodgson Russ, LLP, in Buffalo, New York, points out. "Rushing to complete the Schedules and Statements soon after the Petition Date likely would compromise the completeness and accuracy of the Schedules and Statements," Mr. Graber says. "The additional time requested also should help ensure that these documents are as accurate as possible," Mr. Graber explains. "Given the volume of information provided in these documents and the fact that the information is required to be accurate as of the Petition Date, providing the Debtors with additional time will help ensure that the relevant information is fully processed through the Debtors' various information systems and can be incorporated into the relevant schedules." Performance Transportation Services Inc. is the second largest transporter of new automobiles, sport-utility vehicles and light trucks in North America, and operates under three key transportation business lines including: E. and L. Transport, Hadley Auto Transport and Leaseway Motorcar Transport. The company and 13 of its affiliates previously filed for Chapter 11 protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Lead Case No. 06- 00107). The Court confirmed the Debtors' plan on Dec. 21, 2006, and that plan became effective on Jan. 29, 2007. Garry M. Graber, Esq. of Hodgson, Russ LLP and Tobias S. Keller, Esq. of Jones Day represented the Debtors in their retructuring efforts. When the Debtor filed for protection from their creditors it reported more than $100,000,000 in total assets. It also disclosed owing more than $100,000,000 to at most 10,000 creditors, including $708,679 to Broadspire and $282,949 to General Motors of Canada Limited. The company and its debtor-affiliates filed their second Chapter 11 bankruptcy on Nov. 19, 2007 (Bankr. W.D.N.Y. Case Nos: 07-04746 thru 07-04760). Tobias S. Keller, Esq., at Jones Day, represents the Debtors. Garry M. Graber, Esq., at Hodgson, Russ LLP, serve as the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. (Performance Bankruptcy News, Issue No. 30; Bankruptcy Creditors' Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000). PERFORMANCE TRANS: Obtains Interim OK to Access Cash Collateral --------------------------------------------------------------- Performance Transportation Services Inc. and its debtor-affiliates was granted interim authority by the U.S. Bankruptcy Court for the Western District of New York, to use Secured Lenders' Cash Collateral from loans incurred before the bankruptcy filing. "The Debtors require immediate access to their cash, cash equivalents, and the proceeds of existing accounts receivable and inventory to continue their ordinary course, day-to-day operations, service their customers, and accomplish their goals of maximizing the value of their estates through a sale for the benefit of all stakeholders," John Stalker, chief financial officer of Performance Transportation, said. Prior to bankruptcy filing, Performance Transportation obtained funding pursuant to: (1) a $150,000,000 First Lien Credit and Guaranty Agreement dated January 26, 2007, with Goldman Sachs Credit Partners L.P., as syndication agent; and The CIT Group/Business Credit, Inc., as administrative agent and collateral agent; and (2) a $35,000,000 Second Lien Credit and Guaranty Agreement, dated January 26, 2007, with Wells Fargo Bank, National Association, which succeeded Goldman Sachs Credit Partners L.P. as successor syndication, administrative and collateral agent. As of Nov. 19, 2007, the total outstanding principal balance under the First Lien Credit Facility consisted of: -- $49,625,000 with respect to the First Lien Term Loans, -- $16,500,000 with respect to the First Lien Revolving Loans; and -- $72,774,945 with respect to the First Lien Letters of Credit. The Debtors owe roughly $35,000,000 under the Second Lien Credit Facility as of the Petition Date. The proceeds of the First Lien Credit Facility are secured by a first priority lien on substantially all of PTS' assets in favor of CIT Group, for the benefit of the First Lien Lenders. The proceeds of the Second Lien Credit Facility are secured by a second priority lien on substantially all of PTS' assets in favor of Wells Fargo, for the benefit of the Second Lien Lenders. As adequate protection of the Prepetition Secured Lenders' interest in the Cash Collateral, the Debtors have proposed to provide the Lenders replacement liens on the Cash Collateral, other than avoidance actions under Chapter 5 of the Bankruptcy Code. The replacement liens are subject and subordinate to the liens granted to the DIP Lenders and a carve-out for Clerk of Court fees, U.S. Trustee fees, and bankruptcy professionals' fees. The Debtors will make interest payments in cash under the First Lien Credit Agreement, including interest that have accrued and remained unpaid as of the Petition Date. The Second Lien Agent will accrue with respect to interest payments due under the Second Lien Facility, an amount equal to the "Base Rate" under the Second Lien Credit Agreement plus the default rate, which will be added to the principal balance of the obligations due under the Second Lien Facility. The accrual of interest with respect to the Second Lien Facility will be provisional and conditioned upon the First Lien Secured Lenders being paid in full. The Debtors will also pay for the First and Second Lien Secured Lenders' legal costs and expenses. Any committee of unsecured creditors appointed in the case will have 60 days from the Petition Date to file, on behalf of the Debtors' estates, objections or complaints challenging the validity, extent, priority, avoidability or enforceability of the Prepetition Debt or the Prepetition Secured Lenders' liens and security interests. The Debtors, in consultation with FTI Consulting, Inc., their financial advisors, have performed a review and analysis of their projected cash needs. Based upon that review and analysis, the Debtors and FTI have prepared a budget outlining the Debtors' postpetition cash needs to continue their ordinary course, day-to- day operations and maintain viability as a going concern postpetition. Copies of the DIP Budget were to be provided at the First Day Hearing and are available upon request. The Court will convene a hearing on December 3, 2007, at 2:00 p.m. to consider final approval of the Debtors' request. About Performance Transportation Performance Transportation Services Inc. is the second largest transporter of new automobiles, sport-utility vehicles and light trucks in North America, and operates under three key transportation business lines including: E. and L. Transport, Hadley Auto Transport and Leaseway Motorcar Transport. The company and 13 of its affiliates previously filed for Chapter 11 protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Lead Case No. 06- 00107). The Court confirmed the Debtors' plan on Dec. 21, 2006, and that plan became effective on Jan. 29, 2007. Garry M. Graber, Esq. of Hodgson, Russ LLP and Tobias S. Keller, Esq. of Jones Day represented the Debtors in their retructuring efforts. When the Debtor filed for protection from their creditors it reported more than $100,000,000 in total assets. It also disclosed owing more than $100,000,000 to at most 10,000 creditors, including $708,679 to Broadspire and $282,949 to General Motors of Canada Limited. The company and its debtor-affiliates filed their second Chapter 11 bankruptcy on Nov. 19, 2007 (Bankr. W.D.N.Y. Case Nos: 07-04746 thru 07-04760). Tobias S. Keller, Esq., at Jones Day, represents the Debtors. Garry M. Graber, Esq., at Hodgson, Russ LLP, serve as the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. (Performance Bankruptcy News, Issue No. 30; Bankruptcy Creditors' Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000). PERFORMANCE TRANS: Gets Interim Nod on $3.5 Mil. DIP Financing -------------------------------------------------------------- Performance Transportation Services Inc. and its debtor- affiliates, obtained interim authority from the U.S. Bankruptcy Court for the Western District of New York, to borrow $3.5 million debtor-in-possession financing from Black Diamond Commercial Finance LLC. "The availability of interim loans under the DIP Facility will bridge the Debtor' financing needs until the Final Hearing and provide the necessary assurance to vendors, employees and customers of the Debtors' ability to meet their near-term obligations," John Stalker, chief financial officer of Performance Transportation, said. Previously, the Debtors requested to secure $15 million in DIP facility. The Debtors will use the loan proceeds for working capital and other general corporate purposes. According to Mr. Stalker, Performance Transportation Services will serve as borrower under the $15,000,000 Superpriority First Lien DIP Revolving Credit Facility to be syndicated by Black Diamond. PTS' domestic debtor-subsidiaries will serve as guarantors. Black Diamond will act as sole administrative agent, collateral agent, bookrunner, and lead arranger. The DIP CreditFacility is subject to final definitive documentation. Pursuant to Black Diamond's commitment letter and accompanying DIP Term Sheet, the DIP Loan will incur interest at the Adjusted LIBOR plus 450 basis points. PTS may elect interest periods of 1, 2 or 3 months for Adjusted LIBOR borrowings. In the event of default, PTS will pay applicable interest rate plus 2.0% per annum. The Debtors are required under the DIP Facility to pay a commitment fee equal to 100 basis points per annum on the undrawn portion of the commitments in respect of the DIP Revolving Facility. The commitment fee is payable monthly in arrears after the DIP Closing Date and upon the termination of the commitments, calculated based on the number of days elapsed in a 360-day year. The Debtors are required to pay certain other fees required pursuant to a fee letter. The Debtors must also indemnify Black Diamond and any other members of the lending consortium for any liabilities related to the DIP Credit Facility. The Debtors' obligations under the DIP Revolving Facility will be entitled to superpriority claim status pursuant to Section 364(c)(1) of the Bankruptcy Code and secured by a perfected lien on all of the Debtors' assets pursuant to Section 364(c)(2). The DIP liens will be senior to the liens that secure the Debtors' obligations under: (a) the First Lien Credit and Guaranty Agreement, dated January 26, 2007, with Goldman Sachs Credit Partners L.P., as syndication agent, and The CIT Group/Business Credit Inc., as administrative agent and as collateral agent; and (b) the Second Lien Credit and Guaranty Agreement dated January 26, 2007. Entities managed by Black Diamond Capital Management, L.L.C., and its subsidiaries or affiliates hold in excess of 50% of the principal amounts outstanding under the First Lien Credit Facility. The Debtors owe roughly $139,000,000 under the First Lien Credit Facility. The DIP liens are subject to a carve-out for Clerk of Court fees, U.S. Trustee fees, and bankruptcy professionals' fees. The DIP Revolving Facility must be repaid in full, and the Commitment will terminate, at the earliest of: -- May 19, 2007, six months after the Petition Date; -- the substantial consummation of a plan of reorganization confirmed in the Debtors' cases; and -- the acceleration of the loans and the termination of the Commitment. The Debtors will default under the DIP Facility if they fail to timely satisfy these intermediate milestones: (i) Distribute an information package to potentially buyers interested in acquiring the Debtors' assets by not later than 20 days after the Court grants interim approval of the DIP Facility; (ii) File a motion to sell the Debtors' assets pursuant to Section 363 of the Bankruptcy Code and a motion to approve bid procedures with respect to the sale by not later than 5 days after the entry of the Interim Order; (iii) The entry of an order by the Court approving bid procedures for the sale of the Debtors' assets by not later than 40 days after the filing of the Sale Motion; (iv) An auction with respect to the sale of the Debtors' assets, if necessary, must occur by not later than 10 days after Court approval of the bid procedures; (v) The entry of an order by the Court approving the sale of the Debtors assets by not later than 5 days after the conclusion of the auction; and (iv) Consummation of the sale of the Debtors' assets by not later than 15 days after approval of the Sale. The Court will convene a hearing on Dec. 3, 2007, at 2:00 p.m. to consider final approval of the Debtors' request. About PTS Performance Transportation Services, Inc. is the second largest transporter of new automobiles, sport-utility vehicles and light trucks in North America, and operates under three key transportation business lines including: E. and L. Transport, Hadley Auto Transport and Leaseway Motorcar Transport. The company and 13 of its affiliates previously filed for Chapter 11 protection on Jan. 25, 2006 (Bankr. W.D.N.Y. Lead Case No. 06- 00107). The Court confirmed the Debtors' plan on Dec. 21, 2006, and that plan became effective on Jan. 29, 2007. Garry M. Graber, Esq. of Hodgson, Russ LLP and Tobias S. Keller, Esq. of Jones Day represented the Debtors in their retructuring efforts. When the Debtor filed for protection from their creditors it reported more than $100,000,000 in total assets. It also disclosed owing more than $100,000,000 to at most 10,000 creditors, including $708,679 to Broadspire and $282,949 to General Motors of Canada Limited. The company and its debtor-affiliates filed their second Chapter 11 bankruptcy on Nov. 19, 2007 (Bankr. W.D.N.Y. Case Nos: 07-04746 thru 07-04760). Tobias S. Keller, Esq., at Jones Day, represents the Debtors. Garry M. Graber, Esq., at Hodgson, Russ LLP, serve as the Debtors' local counsel. The Debtors' claims & balloting agent is Kutzman Carson Consultants LLC. (Performance Bankruptcy News, Issue No. 30; Bankruptcy Creditors' Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000). PERKINELMER INC: Inks $300 Mil. Unsecured Interim Credit Facility ----------------------------------------------------------------- PerkinElmer Inc. disclosed in a regulatory filing on Form 8-K with the U.S. Securities and Exchange Commission that on Nov. 14, 2007, it entered into a $300 million unsecured interim credit facility among Bank of America N.A. as administrative agent and certain lenders party thereto. The company drew down all of the funds available under this bridge facility on the same day to pay the consideration for PerkinElmer's acquisition of ViaCell Inc. which was completed on Nov. 14, 2007. The total purchase price paid by PerkinElmer for this acquisition, including fees and expenses, was approximately $313 million in cash. This interim credit facility matures on March 31, 2008, at which point all amounts outstanding are due in full. PerkinElmer may allocate all or a portion of its indebtedness under this interim credit facility to interest based upon either the Eurocurrency rate plus a margin or the base rate, which is the higher of (1) the corporate base rate announced from time to time by Bank of America N.A. and (2) the Federal Funds rate plus 50 basis points. The Eurocurrency margin for this interim credit facility as of Nov. 14, 2007 was 62.5 basis points. The agreement for this facility contains affirmative, negative and financial covenants and events of default customary for financings of this type and consistent with those contained in the agreement for PerkinElmer's current unsecured revolving credit facility among PerkinElmer and Wallac Oy as borrowers, Bank of America N.A. as administrative agent, Swing Line lender and L/C issuer, and other lenders party thereto. The loan may be prepaid without premium or penalty with notice to the administrative agent. In the event PerkinElmer issues or sells new equity interests outside the ordinary course of business or incurs additional indebtedness, PerkinElmer shall prepay an amount equal to the net cash proceeds from such issuance or incurrence, as described in the Credit Agreement. In addition, if any amount of principal of the loan is not paid when due, the applicable interest rate increases to the default rate, which is the applicable rate plus 2%. A full-text copy of Credit Agreement is available for free at: http://researcharchives.com/t/s?25bd About PerkinElmer Inc. Headquartered in Waltham, Massachussetts, PerkinElmer Inc. (NYSE: PKI) -- http://www.perkinelmer.com/-- is a provider of scientific instruments, consumables and services to the pharmaceutical, biomedical, environmental testing and general industrial markets, commonly referred to as the health sciences and photonics markets. The company designs, manufactures, markets and services products and systems within two business segments: Life and Analytical Sciences and Optoelectronics. The health sciences markets include all of the businesses in the company's Life and Analytical Sciences segment and the medical imaging business, well as elements of the medical sensors and lighting businesses in the company's Optoelectronics segment. The photonics markets include the remaining businesses in the company's Optoelectronics segment. * * * In November 2005, Moody's placed the company's subordinate debt rating at Ba1. The rating still holds to date with a stable outlook. PETRO ACQUISITIONS: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Lead Debtor: Petro Acquisitions, Inc. 3955 Alexandria Pike Cold Spring, KY 41076 Bankruptcy Case No.: 07-15723 Debtor-affiliates filing separate Chapter 11 petitions on Nov. 27, 2007: Entity Case No. ------ -------- O.V. Acquisition, Inc. 07-15754 Petro Supply, Inc. 07-15755 A.F.M. 29008, Inc. 07-15756 C.F.M. #29016, Inc. 07-15757 C.F.M. #29027, Inc. 07-15758 A.F.M. 29041, Inc. 07-15761 C.F.M. # 2943, Inc. 07-15762 Shivsagar Corp. 07-15763 Greenfield Convenient #2955, Inc. 07-15764 C.F.M. #29056, Inc. 07-15765 A.F.M. 29061, Inc. 07-15766 A.F.M. 29065, Inc. 07-15767 C.F.M. 29069 Inc. 07-15768 Owenton Cenvenient, Inc. 07-15769 A.F.M.-Remington 86, Inc. 07-15770 A.F.M.-Crookshank 87, Inc. 07-15771 Bhavi & Giri, Inc. 07-15772 C.F.M. #29098 Inc. 07-15773 A.F.M. Dry Ridge 106, Inc. 07-15774 A.F.M. 29107, Inc. 07-15776 A.F.M. 29114, Inc. 07-15777 Debtor-affiliates filing separate Chapter 11 petitions on Nov. 17, 2007: Entity Case No. ------ -------- Waco Acquisitions, Inc. 07-15630 A.F.M. 802, Inc. 07-15631 A.F.M. 803, Inc. 07-15632 A.F.M. 804, Inc. 07-15634 A.F.M. 808, Inc. 07-15635 A.F.M. 809, Inc. 07-15636 A.F.M. 811, Inc. 07-15637 A.F.M. 813, Inc. 07-15638 A.F.M. 817, Inc. 07-15639 Debtor-affiliates filing separate Chapter 11 petitions on Nov. 12, 2007: Entity Case No. ------ -------- A.F.M. 805, Inc. 07-15511 A.F.M. 806, Inc. 07-15512 A.F.M. 807, Inc. 07-15513 A.F.M. 810, Inc. 07-15514 A.F.M. 812, Inc. 07-15515 A.F.M. 814, Inc. 07-15516 A.F.M. 815, Inc. 07-15517 A.F.M. 816, Inc. 07-15518 Ohio Valley A.F.M., Inc. 07-15506 Debtor-affiliates filing separate Chapter 11 petitions on Nov. 5, 2007: Entity Case No. ------ -------- Gillespie Acquisition, Inc. 07-15378 Gillespie Wholesale, Inc. 07-15379 A.F.M. 711, Inc. 07-15381 A.F.M. 712, Inc. 07-15383 A.F.M. 713, Inc. 07-15384 A.F.M. 714, Inc. 07-15386 A.F.M. 716, Inc. 07-15388 Jackson Center 717, Inc. 07-15389 A.F.M. 717, Inc. 07-15390 A.F.M. 720, Inc. 07-15392 A.F.M. 721, Inc. 07-15393 A.F.M. 722, Inc. 07-15394 A.F.M. 723, Inc. 07-15396 Type of Business: Petro Acquisitions Inc., operates and franchises 140 AmeriStop gas stations and convenience stores in Ohio, Kentucky and Indiana. The company's wholly-owned subsidiary Gillespie Acquisition, Inc. filed for Chapter 11 protection with 13 affiliates on November 5 (Bankr. S.D. Ohio Lead Case No. 07-15378). Waco Acquisitions, Inc., another of Petro's wholly-owned subsidiary, filed for bankruptcy with eight affiliates on November 17 (Bankr. S.D. Ohio. Lead Case No. 07-15630). A.F.M. 805, Inc. and eight affiliates, are subsidiaries of Waco Acquisition and filed for Chapter 11 on November 12 (Bankr. S.D. Ohio Lead Case No. 07-15511). Ohio Valley A.F.M., Inc., a subsidiary of OV Acquisition, which in turn is a subsidiary of Waco Acquisition, also filed for bankruptcy of November 12 (Bankr. S.D. Ohio under Case No. 07-15511). The case summaries of the bankruptcy petitions of Petro's subsidiaries was published in the Troubled Company Reporter on Nov. 20, 2007. Chapter 11 Petition Date: November 21, 2007 Court: Southern District of Ohio (Cincinnati) Debtors' Counsel: Ronald E. Gold, Esq. Frost, Brown, Todd L.L.C. 2200 P.N.C. Center 201 East Fifth Street Cincinnati, OH 45202 Tel: (513) 651-6800 Fax: (513) 651-6981 Estimated Assets: $1 Million to $100 Million Estimated Debts: $1 Million to $100 Million Petro Acquisitions' affiliates that filed their voluntary Chapter 11 petitions on Nov. 27, have yet to file a list of their 20 largest unsecured creditors. POLAR MOLECULAR: Selling Fuel Tech Patents & Trademarks on Jan. 14 ------------------------------------------------------------------ Polar Molecular Corp., a wholly owned subsidiary of Polar Molecular Holding Corporation, will sell its patents and trademarks, which concern fuel additive technology designed to control combustion chamber deposits and reduce octane requirements of gasoline engines, at 10:00 a.m. on Jan. 14, 2008, under Uniform Commercial Code Article 9. The assets will be sold as a single unit without warranty of title, possession, quiet enjoyment or any other warranty. Minimum bid increment will be $25,000 until $1 million. The foreclosing creditor may bid up to about $1.25 million. The highest bidder must wire transfer the first $500,000 of its bid at the conclusion of the auction and the balance within two business days. Failure to complete payment will cause forfeiture of the amount paid, and permit, but not require, sale to the next highest bidder. Headquartered in Denver, Colorado, Polar Molecular Holding Corp. (Nasdaq:POMH) -- http://www.polarmolecular.com/-- sells a proprietary line of fuel additives for gasoline, diesel and industrial heating oils under the trademarked name DurAlt(R) FC. The patented technology optimizes engine combustion, thereby improving fuel mileage and decreasing emissions. POPE & TALBOT: PwC Recommends Extension of Stay Period to Jan. 15 ----------------------------------------------------------------- PricewaterhouseCoopers Inc., the court-appointed Monitor in Pope & Talbot Inc. and its debtor-affiliates' CCAA proceedings, has recommended to the Superior Court of Justice (Commercial List) for the Province of Ontario, in Canada, that the Applicants' request for an extension of the stay period to Jan. 15, 2008, be granted. As reported in the Troubled Company Reporter on Nov. 5, 2007, the Hon. Justice Geoffrey B. Morawetz held that until and including Nov. 23, 2007, no proceeding or enforcement process in any court or tribunal will be commenced or continued against or in respect of the Applicants, the Partnerships or PricewaterhouseCoopers Inc., the court-appointed Monitor, or affecting the Applicants' business or property except with the written consent of the Applicants, the Partnerships and the Monitor, or with leave of the CCAA Court. The Monitor has asserted in its second report to Mr. Justice Morawetz dated Nov. 20, 2007, that the Applicants require additional time to determine and implement the appropriate next steps toward their restructuring. "An extension of the stay period is needed to provide the stability required during that time," the Monitor said. The Monitor believes that, based on information currently available, creditors would not be materially prejudiced by an extension of the stay period to Jan. 15, 2008. "The Applicants have acted and are acting in good faith and with due diligence and that circumstances exist that make an extension of the stay period appropriate," the Monitor maintained. Headquartered in Portland, Oregon, Pope & Talbot Inc. (Other OTC: PTBT.PK) -- http://www.poptal.com/-- is a pulp and wood products business. Pope & Talbot was founded in 1849 and produces market pulp and softwood lumber at mills in the US and Canada. Markets for the company's products include the US, Europe, Canada, South America and the Pacific Rim. The company and its U.S. and Canadian subsidiaries applied for protection under the Companies' Creditors Arrangement Act of Canada on Oct. 28, 2007. The Debtors' initial CCAA Stay expires on Nov. 23, 2007. The company and fourteen of its debtor-affiliates filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. D. Del. Lead Case No. 07-11738). Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones L.L.P. is Debtors' proposed bankruptcy counsel. When the Debtors filed for bankruptcy, they listed total assets of $681,960,000 and total debts of $601,090,000. The Debtors' exclusive period to file a plan expires on March 18, 2008. Pope & Talbot Pulp Sales Europe, LLC, a subsidiary, on Nov. 21, 2007, filed an application for relief under Belgian bankruptcy laws in the commercial court in Brussels. If the Belgian court grants Pope & Talbot Europe's application, it is expected it will be liquidated through the bankruptcy proceeding. (Pope & Talbot Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). POPE & TALBOT: Obtains Interim Authority to Borrow Up to $68 Mil. ----------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware has granted Pope & Talbot Inc. and its debtor-affiliates authority, on an interim basis, to borrow up to $68,000,000 from Wells Fargo, Ableco Finance, and other DIP lenders. The Debtors related that their inability to obtain sufficient liquidity and to make critical payments on certain obligations on a timely basis would result in a permanent and irreplaceable value to the detriment of their estates. Thus, the Debtors determined that they would require debtor-in-possession financing to meet their ongoing liability needs. After review and deliberation and in accordance with the advice of Rothschild Inc., the Debtors entered into a DIP Loan Agreement dated Nov. 19, 2007, with Wells Fargo Financial Corporation Canada, as administrative agent, Ableco Finance LLC, as collateral agent; and certain other lenders. The DIP facility is comprised of: (1) a revolving credit facility of up to $71,062,301, and (2) a multi-draw term loan B credit facility of up to $18,000,000. The DIP facility also includes a $17,062,301 subfacility for the issuance of letters of credit. The DIP Loan Agreement is principally designed as a mechanism to achieve the sales of substantially all of the Debtors' ongoing business, Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, says. The DIP Loan Agreement contemplates that the proposed sales will be completed prior to Feb. 15, 2008. Loan Proceeds Available financing and advances under the DIP Loan Agreement will be made to fund the Debtors' working capital and general corporate needs, including professional fees as approved by the Court, the Court ruled. Upon final approval of the DIP facility, proceeds of the DIP loans will also be used to: -- repay all prepetition revolver obligations in full; -- pay all accrued and unpaid interest and letter of credit fees in respect of the DIP loans; and -- pay fees and expenses of the DIP lenders in respect of the DIP Loan Agreement and prepetition loan facilities. The DIP lenders are granted superpriority administrative expense status pursuant to Section 364(c)(1) of the Bankruptcy Code. As security for the DIP obligations, the DIP lenders are granted, subject and subordinate in priority of payment only to the carve- out and the permitted priority liens: -- first priority, perfected security interests and liens, in and on all postpetition collateral, -- first priority, perfected security interests in and liens on all of the Debtors' currently owned and after acquired unencumbered property, and -- solely with respect to the term loan priority collateral, junior priority, perfected security interests in and liens on all of the Debtors' property. Interest Rate The revolver loans are subject to a 5% Eurodollar loan interest and a 4% base rate loan interest. The term loans are subject to a 9.75% Eurodollar loan interest and a 8.75% base rate loan interest. Upon an event of default, the loans are subject to default interest at a rate of 2% in excess of the rate of interest otherwise in effect. Maturity Date The DIP facility will terminate on the earlier of: (i) Feb. 15, 2008; (ii) the date of both (x) the effective date and substantial consummation of a chapter 11 plan of reorganization and (y) the effective date and implementation of a plan of compromise or arrangement in the CCAA proceedings; (iii) 30 days after the entry of the applicable interim bankruptcy court order if the applicable final bankruptcy court order has not been entered by the U.S. Bankruptcy Court and if the Canadian DIP order has not been made by the Canadian bankruptcy court, in each case, on or prior to that date; (iv) the date on which the stay of the CCAA proceedings expires; (v) the date of the closing of a sale of all or substantially all of the the Debtors' assets pursuant to Section 363 of the Bankruptcy Code and the CCAA; (vi) an earlier date on which all DIP loans and other extensions of credit will become due and payable in accordance with the terms of DIP Loan Agreement and other DIP loan documents. Carve Out The DIP Loan Agreement contains a "carve-out" for the payment of certain professional fees and the U.S. Trustee fees. The scope of the carve-out in the DIP Loan Agreement also provides carve- outs for (i) the Debtors' operating expenses incurred pursuant to the budget as of the acceleration date or the final maturity date, (ii) accrued payroll and related expenses for the two-week period immediately preceding any such date, and (iii) the "Directors' Charge" provided in the CCAA initial order. Fees The Debtors will pay for the account of each revolving credit lender, a commitment fee for the period from and including the date of the DIP Loan Agreement to the last day of the revolving credit commitment period. The commitment fee is computed at the commitment fee rate of 0.5% per annum on the average daily amount of the available revolving credit commitment. The Debtors will pay the lenders a non-refundable $600,000 fee at the closing of the DIP facility. Other Provisions The DIP facility also provides for mandatory prepayment provisions, and customary events of default. Until all fees and all other DIP obligations have been paid in full, it will deemed an event of default under the DIP loan documents if the Debtors fail to: A. In the case of the Debtors' wood products business: * obtain by Nov. 30, 2007, Court approval of procedures for sale of substantially all of the wood business assets; * conduct, on or before Dec. 20, 2007, one or more auctions for the sale of substantially all of the wood business assets; * obtain, on or before Jan. 8, 2008, Court approval of the sale of substantially all of the wood business assets; and * consummate no later than Jan. 31, 2008, one or more sale of substantially all of the wood business assets. B. In the case of the Debtors' pulp business * obtain by Dec. 7, 2007, Court approval of procedures for sale of substantially all of the pulp business assets; * conduct, on or before Jan. 22, 2008, one or more auctions for the sale of substantially all of the pulp business assets; * obtain, on or before Jan. 28, 2008, Court approval of the sale of substantially all of the pulp business assets; and * consummate no later than the final maturity date of the DIP loans, one or more sale of substantially all of the wood business assets. A full-text copy of the DIP Loan Agreement is available for free at http://researcharchives.com/t/s?25b7 The DIP motion is subject to approval of the Bankruptcy Court and the CCAA Court. Monitor's Comments PricewaterhouseCoopers Inc., as monitor in the proceedings commenced by the Debtors under the Companies' Creditors Arrangement Act of Canada, says that while it has not been involved in the negotiation of the DIP Loan Agreement, it understands that the loan agreement represents the only additional financing currently available to them. Accordingly, the Monitor supports the Debtors' entering into the DIP Loan Agreement. The DIP Loan Agreement though, the Monitor points out, provides significant restrictions and limitations on the Debtors' ability to operate their businesses as well as restrictions on the Debtors' restructuring alternatives, which include a compulsory sale process and timeline. "It is possible that the [Debtors] could be in default of its obligations prior to the final maturity date, and the DIP lender could exercise its enforcement rights and remedies under the DIP Loan Agreement," Greg Watson, president of PwC, says. According to the Monitor, it has informed the Debtors and the DIP lenders of its preliminary observations with respect to the timing of the sales process and the need to ensure that there is sufficient time and ability for potential purchasers to fully consider and participate in the sales process. The Monitor maintains that it intends to discuss the sales procedure and timelines with the Debtors and the DIP lenders. The Monitor adds that its counsel has completed a preliminary review of the security granted by the Debtors to the lenders under the DIP Lredit Agreement. The Monitor's counsel has concluded that the lenders' security are valid and enforceable in accordance with their terms and perfected in registration in Ontario. The counsel is awaiting results necessary to confirm similar conclusions with respect to British Columbia. Headquartered in Portland, Oregon, Pope & Talbot Inc. (Other OTC: PTBT.PK) -- http://www.poptal.com/-- is a pulp and wood products business. Pope & Talbot was founded in 1849 and produces market pulp and softwood lumber at mills in the US and Canada. Markets for the company's products include the US, Europe, Canada, South America and the Pacific Rim. The company and its U.S. and Canadian subsidiaries applied for protection under the Companies' Creditors Arrangement Act of Canada on Oct. 28, 2007. The Debtors' initial CCAA Stay expires on Nov. 23, 2007. The company and fourteen of its debtor-affiliates filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. D. Del. Lead Case No. 07-11738). Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones L.L.P. is Debtors' proposed bankruptcy counsel. When the Debtors filed for bankruptcy, they listed total assets of $681,960,000 and total debts of $601,090,000. The Debtors' exclusive period to file a plan expires on March 18, 2008. Pope & Talbot Pulp Sales Europe, LLC, a subsidiary, on Nov. 21, 2007, filed an application for relief under Belgian bankruptcy laws in the commercial court in Brussels. If the Belgian court grants Pope & Talbot Europe's application, it is expected it will be liquidated through the bankruptcy proceeding. (Pope & Talbot Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). POPE & TALBOT: Obtains Interim Nod to Use of Cash Collateral ------------------------------------------------------------ The United States Bankruptcy Court for the District of Delaware has granted Pope & Talbot Inc. and its debtor-affiliates, authority, on an interim basis, to use the lenders' cash collateral in the Debtors' existing bank operating accounts in an amount not to exceed $14,800,000. Prior to the bankruptcy filing, the Debtors borrowed money from Wells Fargo Financial Corporation Canada, as administrative agent; Ableco Finance LLC, as term loan B agent and collateral agent; and certain other lenders pursuant to a credit agreement dated June 2006, as subsequently amended. The prepetition credit agreement provided for: * a term loan B facility of $130.5 million, * a term loan C facility of $119.5 million, and * a revolving credit facility of up to $75 million. The Debtors other than Pope & Talbot Ltd. guaranteed P&T Ltd.'s obligations under the prepetition credit agreement. P&T Ltd.'s prepetition obligations and the Debtor guarantors' obligations are secured by substantially all of the Debtors' assets. As of Oct. 29, 2007, the Debtors' prepetition obligations that remained outstanding are: Aggregate Category Principal Amt. -------- -------------- Prepetition revolving loan obligations $37,196,614 Prepetition term loan obligations $185,440,383 Prepetition letters of credit $17,155,183 Prepetition bank product obligations $7,944,908 Pursuant to a Forbearance Agreement with the Debtors, the prepetition lenders implemented a mechanism for sweeping the Debtors' bank accounts on a daily basis prior to the bankruptcy filing. Accordingly, the Debtors had minimal cash on hand as of Oct. 28, 2007, the date they filed for voluntary application under the Companies' Creditors Arrangement Act. Subsequently, pursuant to the CCAA initial order, the prepetition lenders were stayed from sweeping cash from P&T Ltd.'s bank accounts and the Debtors were authorized to use the cash that they had in their accounts and any cash receipts from their outstanding accounts. As of the bankruptcy filing, the Debtors estimate that they have approximately $4,000,000 in their bank accounts. Pope & Talbot Inc. president and chief executive officer Harold N. Stanton says that the Debtors require the continued use of any cash that they may have, as well as any cash receipts from outstanding accounts that they receive after the bankruptcy filing, to continue to (i) finance their operations, (ii) make essential payments like employee wages, payroll and other taxes, and (iii) for the purchase of goods, materials and other general corporate and working capital purposes in the ordinary course of the Debtors' businesses. The Debtors, with the assistance of advisors, have prepared a weekly projection of their cash and expenditures for the 14 weeks. A full-text copy of the Debtors' forecast of cash flows commencing as of the week ending Nov. 2, 2007, through and including the week ending Feb. 29, 2008, is available for free at http://researcharchives.com/t/s?25bc As adequate protection for the diminution in value or amount of the prepetition collateral, the prepetition lenders will be granted superpriority administrative expenses claims and replacement liens in the postpetition collateral. Pope & Talbot Inc. president and chief executive officer Harold N. Stanton clarifies that the cash collateral use will be subject to the prior written consent of the prepetition lenders as to amount and use. Any committee or party-in-interest may challenge the validity, priority, enforceability, amount or extent of the lenders' lien. Any committee appointed in the case or any other party-in- interest with requisite standing may commence an action until: (i) 60 days after the appointment by the U.S. Trustee of a statutory creditors' committee in the Debtors' cases; or (ii) 75 days after the entry of a final DIP order if no creditors' committee is appointed. Headquartered in Portland, Oregon, Pope & Talbot Inc. (Other OTC: PTBT.PK) -- http://www.poptal.com/-- is a pulp and wood products business. Pope & Talbot was founded in 1849 and produces market pulp and softwood lumber at mills in the US and Canada. Markets for the company's products include the US, Europe, Canada, South America and the Pacific Rim. The company and its U.S. and Canadian subsidiaries applied for protection under the Companies' Creditors Arrangement Act of Canada on Oct. 28, 2007. The Debtors' initial CCAA Stay expires on Nov. 23, 2007. The company and fourteen of its debtor-affiliates filed for Chapter 11 protection on Nov. 19, 2007 (Bankr. D. Del. Lead Case No. 07-11738). Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones L.L.P. is Debtors' proposed bankruptcy counsel. When the Debtors filed for bankruptcy, they listed total assets of $681,960,000 and total debts of $601,090,000. The Debtors' exclusive period to file a plan expires on March 18, 2008. Pope & Talbot Pulp Sales Europe, LLC, a subsidiary, on Nov. 21, 2007, filed an application for relief under Belgian bankruptcy laws in the commercial court in Brussels. If the Belgian court grants Pope & Talbot Europe's application, it is expected it will be liquidated through the bankruptcy proceeding. (Pope & Talbot Bankruptcy News, Issue No. 5; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). PRIVA INC: Files Proposal to Creditors Under BIA ------------------------------------------------ Priva Inc. filed a proposal for its creditors pursuant to the Bankruptcy and Insolvency Act with RSM Richter Inc., a licensed trustee, on Nov. 23, 2007. The Proposal provides for a basket of $150,000 to be distributed amongst the preferred and unsecured creditors of Priva. If accepted by the statutory majorities of creditors, Priva will apply to the Superior Court of Quebec for approval of the Proposal. If approved by the Court, the Proposal will be binding on all creditors subject thereto and Richter will distribute dividends to the creditors in accordance with the terms of the Proposal. On Oct. 26, 2007, Priva filed a notice of intention to file a proposal to its creditors pursuant to the Bankruptcy and Insolvency Act. Concurrently with the filing of the Notice, Priva applied for, and obtained, an order from the Superior Court of Quebec appointing RSM Richter Inc. as Interim Receiver to certain of its assets. At the same time, the Superior Court of Quebec authorized Priva to file articles of amendment to change its name. Priva had until Nov. 26, 2007 to file a proposal to its creditors or to request an extension. Headquartered in Montreal, Priva Inc. (TSX VENTURE: PIV) -- http://www.priva-inc.com/-- is a manufacturer, distributor and marketer of an assortment of absorbent, waterproof textile products sold to retailers in Canada, the U.S., the U.K., Australia and Spain, with export sales representing just about 67% of sales. Priva's products for adults are sold under the Priva and AmericareTM labels; children's products are marketed under the "SnoozyTM" and "Tidy TurtleTM" brand names and Priva's anti- allergen products are sold under the QuorumTM and Zip & Block labels. At June 30, 2007, Priva Inc.'s balance sheet showed total assets of $3.12 million and total liabilities of $3.2 million, resulting to a shareholders' deficit of $0.08 million. In October 2007, the Superior Court of Quebec appointed RSM Richter Inc. as interim receiver to certain of Priva's assets and authored the sale of the majority of those assets to Fiberlinks Textiles Inc. QUEBECOR WORLD: To Suspend Dividends on Preferred Shares -------------------------------------------------------- Quebecor World Inc. is suspending dividend payments on its Series 3 and Series 5 Preferred Shares. While the company has the funds available to pay such dividends, it has been advised by counsel that as a result of recent developments, the company may be prevented from paying dividends to holders of its preferred shares because it may not satisfy the applicable capital adequacy test contained in the Canada Business Corporations Act. In order to rectify this situation, the company intends to propose to its shareholders at its next annual shareholders meeting scheduled for May 2008 a reduction of stated capital as permitted under the CBCA to allow the company to resume paying dividends, including accrued, unpaid dividends. The company notes that the dividends on the Series 3 and Series 5 preferred shares (including dividends that were to be paid on Dec. 1, 2007) are cumulative and holders will be entitled to receive unpaid dividends, when declared by the Board of Directors, at such time as the company is permitted to resume the payment of dividends. The company also disclosed that one of its directors, Robert Coallier has resigned from the Board of Directors for personal reasons which are unrelated to the announcement. Headquartered in Montreal, Quebec, Quebecor World Inc. (TSX: IQW)(NYSE:IQW), -- http://www.quebecorworldinc.com/-- provides market solutions, including marketing and advertising activities, well as print solutions to retailers, branded goods companies, catalogers and to publishers of magazines, books and other printed media. It has 127 printing and related facilities located in North America, Europe, Latin America and Asia. In the United States, it has 82 facilities in 30 states, and is engaged in the printing of books, magazines, directories, retail inserts, catalogs and direct mail. In Canada it has 17 facilities in five provinces, through which it offers a mix of printed products and related value-added services to the Canadian market and internationally. The company is an independent commercial printer in Europe with 19 facilities, operating in Austria, Belgium, Finland, France, Spain, Sweden, Switzerland and the United Kingdom. In March 2007, it sold its facility in Lille, France. Quebecor World (USA) Inc. is its wholly owned subsidiary. * * * As reported in yesterday's Troubled Company Reporter, Moody's Investors Service placed Quebecor World Inc.'s long term debt ratings on review for possible downgrade and downgraded the company's speculative grade liquidity rating to SGL-4 (indicating poor liquidity). The rating action responds to the company's Nov. 20 announcement that "adverse current financial market conditions" had caused it to withdraw "its refinancing plan involving an offer of approximately CDN$250 million of its equity shares, an offer on a private placement basis of an aggregate of $500 million of new debt securities and amendments to the Company's secured credit facilities". Moody's also placed these ratings on review for possible downgrade: B3 Corporate Family Rating; Caa1 Senior Unsecured Regular Bond/Debenture; and B3 Probability of Default Rating, Placed. As reported in the Troubled Company Reporter on Nov. 22, 2007 Standard & Poor's Ratings Services has lowered its ratings on Quebecor World Inc. by one notch, including the long-term corporate credit rating to 'B-' from 'B'. RAM HOLDINGS: Voluntary Chapter 11 Case Summary ----------------------------------------------- Lead Debtor: R.A.M. Holdings, L.L.C. N1711 Ryan Road Lodi, WI 53555 Bankruptcy Case No.: 07-14653 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Interstate Properties, Inc. 07-14654 Chapter 11 Petition Date: November 23, 2007 Court: Western District of Wisconsin (Madison) Judge: Robert D. Marti Debtors' Counsel: J. David Krekeler, Esq. Krekeler Strother, S.C. 15 North Pinckney Street P.O. Box 828 Madison, WI 53701-0828 Tel: (608) 258-8555 Estimated Assets Estimated Debts ---------------- --------------- R.A.M. Holdings, L.L.C. $1 Million to $1 Million to $100 Million $100 Million Interstate Properties, Inc. $1 Million to $1 Million to $100 Million $100 Million The Debtors do not have any unsecured creditors who are not insiders. SOLOMON DWEK: Case Summary & 253 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Solomon Dwek 311 Crosby Avenue Deal, NJ 07723 Bankruptcy Case No.: 07-11757 Debtor-affiliate filing separate Chapter 11 petition on November 26, 2007: Entity Case No. ------ -------- Monmouth Road Brokers, L.L.C. 07-27357 Debtor-affiliate filing separate Chapter 11 petition on October 31, 2007: Entity Case No. ------ -------- Monmouth Consulting Services, L.L.C. 07-25913 Debtor-affiliate filing separate Chapter 11 petition on October 22, 2007: Entity Case No. ------ -------- Dwek Land, L.L.C. 07-25349 Dwek Motors, L.L.C. 07-25350 Debtor-affiliate filing separate Chapter 11 petition on October 15, 2007: Entity Case No. ------ -------- 170 Broad, L.L.C. 07-24922 Debtor-affiliate filing separate Chapter 11 petition on October 12, 2007: Entity Case No. ------ -------- Copper Gables, L.L.C. 07-24829 Dwek Homes, L.L.C. 07-24832 Myrtle Avenue Land, L.L.C. 07-24835 Dwek Wall Gas, L.L.C. 07-24836 Grant Avenue Estates, L.L.C. 07-24837 Neptune City Stores, L.L.C. 07-24839 Debtor-affiliate filing separate Chapter 11 petition on September 27, 2007: Entity Case No. ------ -------- Tinton Falls Land, LLC 07-23872 Debtor-affiliates filing separate Chapter 11 petitions on September 4, 2007: Entity Case No. ------ -------- WLB Center, LLC 07-22630 Asbury Gas, LLC 07-22632 Jemar Enterprises, LLC 07-22633 Melville Dwek, LLC 07-22634 Newport WLB, LLC 07-22635 Red Bank Gas, LLC 07-22636 WLB Highway, LLC 07-22638 Debtor-affiliates that filed separate Chapter 11 petitions before August 24, 2007: Entity Case No. ------ -------- Dwek Branches, L.L.C. 07-22035 Dwek Assets, L.L.C. 07-22036 WLB Center, LLC 07-21752 Dwek Properties, LLC 07-20939 Neptune Medical, LLC 07-18766 Dwek Raleigh, L.L.C. 07-18316 Greenwood Plaza Acquisitions, L.L.C. 07-18317 Sinking Springs II, L.L.C. 07-18318 Sinking Springs, L.P. 07-18320 1631 Highway 35, L.L.C. 07-16041 167 Monmouth Road, L.L.C. 07-16045 2100 Highway 35, L.L.C. 07-16048 230 Broadway, L.L.C. 07-16049 264 Highway 35, L.L.C. 07-16052 374 Monmouth Road, L.L.C. 07-16053 55 North Gilbert, L.L.C. 07-16054 601 Main Street, L.L.C. 07-16055 6201 Route 9, L.L.C. 07-16057 Aberdeen Gas, L.L.C. 07-16058 Bath Avenue Holdings, L.L.C. 07-16060 Belmar Gas, L.L.C. 07-16061 Berkeley Heights Gas, L.L.C. 07-16062 Brick Gas, L.L.C. 07-16064 Dover Estates, L.L.C. 07-16065 Dwek Gas, L.L.C. 07-16066 Dwek Hopatchung, L.L.C. 07-16067 Dwek Income, L.L.C. 07-16068 Dwek Ohio, L.L.C. 07-16069 Dwek Pennsylvania, L.P. 07-16071 Dwek Wall, L.L.C. 07-16072 Dwek Woodbridge, L.L.C. 07-16073 Kadosh, L.L.C. 07-16074 Lacey Land, L.L.C. 07-16075 Monmouth Plaza, L.L.C. 07-16076 P&Y Holdings, L.L.C. 07-16077 Sugar Maple Estates, L.L.C. 07-16078 West Bangs Avenue, L.L.C. 07-16079 Beach Mart, L.L.C. 07-16104 Dwek Trenton Gas, LLC 07-12794 Neptune Gas, LLC 07-12796 Route 33 Medical, LLC 07-12798 1111 Eleventh Avenue 07-12799 Dwek North Olden, LLC 07-12800 Dwek State College, LLC 07-12802 Creditors who filed involuntary chapter 7 petitions against Solomon Dwek: Entity Nature of Claim Claim Amount ------ --------------- ------------ PNC Bank, N.A. Loans $22,993,731 5th Avenue and Wood Street Pittsburgh, PA 15222 Washington Mutual Bank Loans $22,660,558 1301 2nd Avenue WMC 3501 Seattle, WA 98101 Four Star Builders Indemnification of $58,387 1301 Route 33, Suite 3E Claim on Home Neptune, NJ 07753 Buyer's Warranty Type of Business: The Debtors are properties of real estate developer Solomon Dwek. Mr. Dwek was accused of defrauding P.N.C. Bank by depositing a bad $25-million check on April 24, 2006 and then transferring out most of the money the next day. An involuntary chapter 7 petition was filed against Mr. Dwek on Feb. 9, 2007 with the U.S. Bankruptcy Court for the District of New Jersey. On Feb. 22, 2007, the Court converted the case to a chapter 11 reorganization under supervision of a trustee. Chapter 11 Petition Date: May 5, 2007 Court: District of New Jersey (Trenton) Debtors' Counsel: Timothy P. Neumann, Esq. Broege, Neumann, Fischer & Shaver, LLC 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 Fax: (732) 223-2416 Financial condition of debtor-affiliate that filed on November 26, 2007: Total Assets Total Debts ------------ ----------- Monmouth Road Brokers, L.L.C. $650,000 $0 Financial condition of debtor-affiliate that filed on October 31, 2007: Total Assets Total Debts ------------ ----------- Monmouth Consulting Services, L.L.C. $1,100,198 $0 Financial condition of debtor-affiliate that filed on October 22, 2007: Total Assets Total Debts ------------ ----------- Dwek Land, L.L.C. $4,415,000 $619,085 Dwek Motors, L.L.C. $1,290,000 $7,044 Financial condition of debtor-affiliate that filed on October 15, 2007: Total Assets Total Debts ------------ ----------- 170 Broad, L.L.C. $2,900,000 $1,400,518 Financial condition of debtor-affiliates that filed on October 12, 2007: Total Assets Total Debts ------------ ----------- Copper Gables, L.L.C. $1,100,000 $5,393,910 Dwek Homes, L.L.C. $11,508,847 $6,623,529 Myrtle Avenue Land, L.L.C. $1,251,362 $73,744 Dwek Wall Gas, L.L.C. $375,000 $0 Grant Avenue Estates, L.L.C. $6,200,100 $31,896,093 Neptune City Stores, L.L.C. $1,100,000 $5,393,910 Financial condition of debtor-affiliates that filed on September 27, 2007: Total Assets Total Debts ------------ ----------- Tinton Falls Land, LLC $800,000 $10,266,876 Financial condition of debtor-affiliates that filed on September 4, 2007: Total Assets Total Debts ------------ ----------- WLB Center, LLC $6,012,081 $3,652,480 Asbury Gas, LLC $500,000 $132,298 Jemar Enterprises, LLC $2,200,000 $924,538 Melville Dwek, LLC $425,000 $7,224 Newport WLB, LLC $5,500,297 $4,903,989 Red Bank Gas, LLC $1,030,000 $46,008 WLB Highway, LLC $1,411,615 $7,000,000 Financial condition of debtor-affiliates that filed before August 24, 2007: Total Assets Total Debts ------------ ----------- Dwek Branches, LLC $14,638,167 $18,125,863 Dwek Assets, LLC $21,096,393 $16,510,850 WLB Center, LLC $6,012,081 $3,652,480 Dwek Properties, LLC $17,809,448 $23,403,588 Neptune Medical, LLC $3,206,961 $2,865,749 Dwek Raleigh, L.L.C. $6,250,291 $5,120,286 Greenwood Plaza $7,384,944 $5,332,924 Acquisitions LLC Sinking Springs II, L.L.C. $4,317,585 $2,676,477 Sinking Springs, L.P. $3,958,181 $3,919,222 1631 Highway 35, L.L.C. $969,824 $235,379 167 Monmouth Road, L.L.C. $2,010,780 $782,872 2100 Highway 35, L.L.C. $3,364,561 $20,126,806 230 Broadway, L.L.C. $1,024,775 $5,411,444 264 Highway 35, L.L.C. $804,745 $422,973 374 Monmouth Road, L.L.C. $756,984 $5,115,620 55 North Gilbert, L.L.C. $5,100,907 $3,618,102 601 Main Street, L.L.C. $2,486,713 $5,000,000 6201 Route 9, L.L.C. $1,500,048 $1,136,975 Aberdeen Gas, L.L.C. $300,100 $75 Bath Avenue Holdings, L.L.C. $427,386 $5,002,253 Belmar Gas, L.L.C. $902,777 $7,000,000 Berkeley Heights Gas, L.L.C. $3,765,774 $9,590,389 Brick Gas, L.L.C. $569,110 $0 Dover Estates, L.L.C. $5,000,000 $2,078,935 Dwek Gas, L.L.C. $3,909,148 $3,000,000 Dwek Hopatchung, L.L.C. $901,509 $645,506 Dwek Income, L.L.C. $8,491,631 $12,071,262 Dwek Ohio, L.L.C. $630,065 $504,185 Dwek Pennsylvania, L.P. $1,505,779 $1,142,160 Dwek Wall, L.L.C. $4,283,804 $2,213,029 Dwek Woodbridge, L.L.C. $4,995,979 $2,863,687 Kadosh, L.L.C. $900,121 $750,395 Lacey Land, L.L.C. $850,027 $290,075 Monmouth Plaza, L.L.C. $752,829 $399,380 P&Y Holdings, L.L.C. $637,630 $338,640 Sugar Maple Estates, L.L.C. $7,520,388 $5,472,159 West Bangs Avenue, L.L.C. $500,536 $248,343 Beach Mart, L.L.C. $855,318 $5,468,135 A list of 180 largest unsecured creditors for the debtor- affiliates that filed before August 24, 2007, is available for free at http://researcharchives.com/t/s?232f A. WLB Center, LLC's List of its Four Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Property $1,310 Management, LLC Management 167 Monmouth Road Oakhurst, NJ 07755 JCP&L Unknown P.O. Box 3687 Akron, OH 44309-3687 NJ American Water Co. Unknown P.O. Box 371331 Pittsburgh, PA 15250-7331 NJNG Unknown P.O. Box 1378 Belmar, NJ 07715-0001 B. Asbury Gas, LLC's List of its Seven Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Brinkerhoof Environmental Environmental $122,415 Services Services at former 1913 Atlantic Avenue Gulf Service Suite R5 Station Manasquan, NJ 08736 Capital Property Property Management $4,000 Management, LLC 167 Monmouth Road Oakhurst, NJ 07755 Dickstein Associates Agency Insurance $2,844 4001 Asbury Avenue Neptune, NJ 07753 JCP&L Utilities $129 NJ DEP Unknown Township of Neptune $785 Sewer Authority Rent-A-Fence, Inc. $196 C. Jemar Enterprises, LLC's List of its Three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Coastal Property Property $120 Maintenance, LLC Maintenance 167 Monmouth Road Oakhurst, NJ 07755 Cutting Edge Lawn Service, LLC $350 17 Tall Oaks Drive Hazlet, NJ 07730 NJ DEP Unknown 401 East State Street Trenton, NJ 08625 D. Melville Dwek, LLC's List of its Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Property $4,000 Management, LLC Management 167 Monmouth Road Oakhurst, NJ 07755 NJ DEP Unknown 401 East State Street Trenton, NJ 08625 E. Newport WLB, LLC's List of its 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Penn Federal Savings Bank $45,074 [unknown address] Key Equipment Finance Co. $4,824 P.O. Box 203901 Houston, TX 77216-3901 NJ American Water Co. $2,011 P.O. Box 371331 Pittsburgh, PA 15250-7331 Cutting Edge Lawn $1,696 Service, LLC Kleen Rite $1,353 Morris County Elevator $198 NJ Natural Gas Co. $171 JRG Termite & Pest Control Tenant $128 Dew Drop Lawn Sprinklers, LLC $53 Meridian Health Realty Corp. Tenant Unknown Dr. Christian Pierson Tenant Unknown Sovereign Bank Tenant Unknown F. Red Bank Gas, LLC's List of its Four Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Property $4,000 Management, LLC Management 167 Monmouth Road Oakhurst, NJ 07755 DMR Lawns & Landscapes, Inc. Landscaping $1,160 28 Broad Street Eatontown, NJ 07724 Coastal Property Property $883 Maintenance, LLC Management 167 Monmouth Road Oakhurst, NJ 07755 NJ DEP Unknown 401 East State Street Trenton, NJ 08625 G. WLB Highway, LLC and Tinton Falls Land, LLC do not have any creditors who are not insiders. D. Copper Gables, LLC's List of its Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Shore Mechanical Services $1,541 407 N. Riverside Drive Neptune, NJ 07753 N.J. American Water Co. Utilities $1,072 Box 371331 Pittsburgh, PA 15250-7331 J.C.P.&L. Utilities $1,070 P.O. Box 3687 Akron, OH 44309-3687 Cutting Edge Lawn Service, Landscaping $1,070 L.L.C. Coastal Property Maintenance, Property $389 L.L.C. Maintenance E. Dwek Homes, LLC's List of its 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Township of Lakewood 1745 Ridge Unknown 212 Fourth Street Avenue, Lakewood, NJ 08701 Lakewood, NJ Property held by Joseph Dwek and Yeshua, L.L.C., transferred pursuant to Interim Settlement Agreement; value of security: $345,000 178 Williamsburg Unknown Lane, Lakewood, NJ Property held by Joseph Dwek and Yeshua, L.L.C., transferred pursuant to Interim Settlement Agreement; value of security: $165,000 335 Woodlake Unknown Manor Drive, Lakewood, NJ Property held by Joseph Dwek and Yeshua, L.L.C., transferred pursuant to Interim Settlement Agreement; value of security: $155,000 627 River Avenue, Unknown Lakewood, NJ Property held by Joseph Dwek and Yeshua, L.L.C., transferred pursuant to Interim Settlement Agreement; value of security: $275,000 Coventry Square Condominium $1,085 Association 445 East Kennedy Boulevard Lakewood, NJ 08701 Coastal Property Maintenance, $963 L.L.C. 167 Monmouth Road Oakhurst, NJ 07755 N.J. Natural Gas Co. $28 David Shoenfeld Lease Unknown Oscar Rugama Lease Unknown Pablo Ortega Lease Unknown Raul Gonzalez Lease Unknown Rosalina Vega Lease Unknown Senaia Rosonicic Lease Unknown Tia Askew Lease Unknown Tiffany Strand Lease Unknown Tisha Covington Lease Unknown Capital Property Management, Property Unknown L.L.C. Management Dickstein Associates Agency insurance Unknown F. Myrtle Avenue Land, LLC does not have any creditors who are insiders. G. Dwek Wall Gas, LLC's List of its Two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Management, Property Unknown L.L.C. Management 167 Monmouth Road Oakhurst, NJ 07755 Dickstein Associates Agency insurance Unknown 4001 Asbury Avenue Neptune, NJ 07753 H. Grant Avenue Estates, LLC's List of its Five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Management, Property $4,000 L.L.C. Management 167 Monmouth Road Oakhurst, NJ 07755 Franey Muha Alliant $3,939 Hochberg, Addeo & Associates, $670 L.L.C. Coastal Property Maintenance, Property $264 L.L.C. Maintenance Dickstein Associates Agency $250 I. Neptune City Stores, LLC's largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Management, Property $6,200 L.L.C. Management 167 Monmouth Road Oakhurst, NJ 07755 J. 170 Broad, LLC's largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ Tax Collector Commercial unknown Township of Red Bank Building located 90 Monmouth Street at 170 Broad Red Bank, NJ 07701 Street, Red Bank, NJ Property held by Joseph Dwek and Yeshua, L.L.C., transferred pursuant to Interim Settlement; value of security: $2,900,000; value of senior lien: $1,394,810 J.C.P.&L. Utilities $4,923 P.O. Box 3687 Akron, OH 44309-3687 Fly by Night Cleaning Service Trade debt $786 K. Dwek Land, LLC's Eight largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Capital Property Management, Property $4,000 L.L.C. Management 167 Monmouth Road Oakhurst, NJ 07755 The Hartford $1,931 P.O. Box 580 Hartford, CT 06104-2907 Miller Lawn Care Service, $481 L.L.C. 200 Court Place Brick, NJ 08723 Dickstein Associates Agency $100 Brick Township Municipal Utilities $91 Authorities New Jersey American Water Co. $8 New Jersey Natural Gas Co. $5 J.C.P.&L. $2 L. Dwek Motors, LLC's Five largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Coastal Property Maintenance, Property $749 L.L.C. Maintenance - J. 167 Monmouth Road Dwek Oakhurst, NJ 07755 Capital Property Management, Property $500 L.L.C. Management 167 Monmouth Road Oakhurst, NJ 07755 Cutting Edge Lawn Service, Landscaping,- J. $428 L.L.C. Dwek 17 tall Oaks Drive Hazlet, NJ 07730 The Cumberland Insurance Group Property insurance $352 - J. Dwek Atlantic Lock & Safe J. Dwek $80 M. Monmouth Consulting Services, LLC's Largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ Township of Neptune 1335 -10th Avenue Unknown 25 Neptune Boulevard Neptune, NJ; Neptune, NJ 07753 value of security: $600,000 N. Monmouth Road Brokers, LLC's Largest Unsecured Creditor: Entity Nature of Claim Claim Amount ------ --------------- ------------ Unknown real estate; unknown value of security: $650,000 Unknown unknown TEKTRONIX INC: Completes $2.8 Bil. Merger Deal with Danaher ----------------------------------------------------------- Danaher Corporation has completed the merger of its indirect wholly owned subsidiary into Tektronix Inc. On Oct. 15, 2007, the company reached a definitive agreement under which Danaher will make a cash tender offer to acquire all of the outstanding common shares of Tektronix for $38 per share. The aggregate purchase price is approximately $2.8 billion, including debt, transaction costs and net of cash acquired. The board of directors of Tektronix has unanimously recommended that Tektronix shareholders accept and tender their shares into the offer, which represents a premium of approximately 34% to Tektronix's closing price on Oct. 12, 2007. The companies also disclosed the expiration, as of 11:59 PM, New York City time, on Nov. 20, 2007, of the subsequent offering period in the tender offer made by Raven Acquisition Corp., Danaher's indirect wholly owned subsidiary, for all of the outstanding shares of Tektronix Inc. common stock. The initial tender offer period expired on Nov. 15, 2007. According to the final report of the depositary for the offer, as of the expiration of the subsequent offering period, a total of approximately 69,094,604 shares of Tektronix common stock had been validly tendered and not withdrawn into the offer, including shares tendered during the subsequent offering period and excluding shares previously tendered pursuant to guaranteed delivery procedures that were not actually delivered. Stockholders who validly tendered and did not withdraw their shares will promptly receive the offer price of $38 per share, net to the seller in cash without interest. As a result of these purchases in the tender offer and subsequent offering period, Danaher, through Raven Acquisition Corp., now owns over 90% of the outstanding shares of Tektronix common stock. Raven will promptly acquire all of the remaining outstanding shares of Tektronix common stock by means of a short-form merger under Oregon law. In the merger, Raven will merge with and into Tektronix, and Tektronix will become an indirect wholly owned subsidiary of Danaher. Tektronix's common stock will now cease to be traded on the New York Stock Exchange. Detailed instructions will be mailed to former Tektronix stockholders who did not tender their shares into the offer outlining the steps to be taken to obtain the merger consideration of $38 per share in cash, without interest. The closing of the merger and the cessation of trading of Tektronix's common stock on the New York Stock Exchange are each a "fundamental change" under the terms of the indenture governing Tektronix's $345 million aggregate principal amount 1.625% Senior Convertible Notes due 2012, which entitles the noteholders to convert their notes into a cash amount based on the value of a certain number of common shares to be determined by a formula set forth in the indenture. About Danaher Corporation Headquartered in Washington, DC, Danaher Corporation (NYSE:DHR) -- http://www.danaher.com/ -- is a manufacturer of Professional Instrumentation, Medical Technologies, Industrial Technologies and Tools and Components. About Tektronix Inc. Headquartered in Beaverton, Oregon, Tektronix Inc. (NYSE:TEK) -- is http://www.tektronix.com/-- is a supplier of test, measurement, and monitoring products, solutions and services for the communications, computer, consumer electronics, and education industries -- well as military/aerospace, semiconductor, and a broad range of other industries worldwide. With 60 years of experience, Tektronix enables its customers to design, build, deploy, and manage next-generation global communications networks, computing and advanced technologies. Tektronix has operations in 19 countries worldwide. * * * As reported in the Troubled Company Reporter on Oct. 17, 2007, Standard & Poor's Ratings Services placed its ratings, including the 'BB+' corporate credit rating, on Tektronix Inc. on CreditWatch with positive implications, following the announcement that the company will be acquired by 'A+' rated Danaher Corp. for $2.85 billion. TRANSOCEAN INC: Moody's Slices Preferred Shelf Rating to (P)Ba1 --------------------------------------------------------------- Moody's Investors Service downgraded the senior unsecured ratings for Transocean Inc. to Baa2 from Baa1 in conjunction with the pending merger with GlobalSantaFe. Moody's also downgraded GSF's senior unsecured ratings to Baa2 from Baa1 as Transocean will be assuming the debt for GSF. This concludes the ratings review for both Transocean and GlobalSantaFe. The outlook is stable. "The downgrade to Baa2 reflects the significant increase in leverage that is being used to fund the $15 billion stock repurchase component of the merger" said Moody's Vice President- Senior Analyst, Ken Austin. "While the combined company will form the largest offshore drilling company in the world and currently holds a very strong contract backlog, the company's pro forma leverage profile is expected to be weaker than the Baa1 rated drillers over the near to medium term." The ratings also assume the merger closes on or around Nov. 27, 2007 with little to no changes upon receiving final regulatory approvals. While the merger is technically a stock for stock transaction with a dividend payment, the $15 billion cash payment being made to the existing shareholders of both RIG and GSF effectively serves as stock repurchase as those shares will be reclassified. This cash payment to shareholders will be funded entirely with debt and as a result, pro forma leverage (adjusted debt/EBITDA) will be approximately 3.5x and debt/capitalization will be approximately 65%. These metrics exceed the average leverage metrics of 0.65x and 20.1% respectively for the Baa1 rated drillers and are likely to remain higher than the peer group average into 2009 even if the company meets its own debt reduction and EBITDA targets. The Baa2 rating also considers the potential for future stock buybacks, which could slow or even delay the planned debt reduction the company has laid out for the next two years. At close, a fully underwritten bridge loan will be used to fund the stock buyback. Subsequently, the company is expected to largely refinance the bridge loan with various types of debt that will enable the company to start its debt reduction as early as Q1 '08. The company currently plans to continue to reduce debt into 2009 by which time it is projecting to reduce debt to about $10 to $11 billion from pro forma debt of $17.7 billion. However, if RIG's backlog remains strong, Moody's believes the company may have to consider additional future stock buybacks before it finishes with its targeted debt reductions over the next two years. The Baa2 also reflects RIG's dominant position in the offshore market. Pro forma for the merger, RIG's market position will make it by far the largest driller in the world with approximately 145 rigs (including 2 joint venture owned rigs). This fleet is more than twice the size of RIG's closest peer, and is also considered among the highest quality fleets with approximately half of the fleet suited for the deepwater and mid-water markets, which have the best near to medium term visibility for continued high levels of exploration and production activity. These factors have largely driven the company's revenue backlog to grow to approximately $33 billion as the company continues sign new term contracts at very high dayrates. Although the company will have significant exposure to the jack-up market (approximately 45% of the combined fleet), which Moody's believes has the highest potential for weakness in the near-term, the company's international presence in that market serves as a partial mitigant to this risk. In addition, only about one-third of the pro forma combined revenues are from the jack-up fleet, leaving the company's earnings and cash flows weighted towards the more favorable mid-water and deepwater markets. The stable outlook assumes that no additional stock buybacks occur over the next twelve months and that management will meet its projected debt reduction targets and brings leverage to within the 2.0x range by the end of 2008. However, if the company alters its debt reduction plan and keeps leverage at currently high levels, the outlook would likely come under pressure. Conversely, a positive outlook and/or upgrade would be considered if at the end of 2008 the company exceeds its debt reduction and leverage targets and has the momentum to continue on that trend. Pro forma liquidity is considered strong as the company is expected to generate EBITDA between $6.5 billion and $7.5 billion, which is more than sufficient to cover planned capital spending of $2 billion, interest expense of about $750 million and working capital needs. In addition, the company will have a new $2.0 billion 5-year senior unsecured revolving credit facility with leverage covenants that RIG is expected to remain comfortably within over the next 12 months. However, liquidity could become impacted if capital market conditions worsen and the company cannot refinance the majority of the bridge loan (which has a one-year maturity) with longer-term debt. The ratings being downgraded for Transocean are: the senior unsecured shelf rating to (P) Baa2 from (P) Baa1, the subordinated shelf rating to (P) Baa3 from (P) Baa2, and the preferred shelf rating to (P) Ba1 from (P) Baa3. The ratings for GSF also being downgraded are: the senior unsecured shelf rating to (P) Baa2 from (P) Baa1, the subordinated shelf rating to (P) Baa3 from (P) Baa2, and the preferred shelf rating to (P) Ba1 from (P) Baa3. The shelf ratings for GSF will be withdrawn upon closing of the merger. Transocean Inc. is an international drilling service contractor based in Houston, Texas. TRUE NORTH: Secures $133,487 in Advance from Quorum Investment -------------------------------------------------------------- Quorum Investment Pool Limited Partnership has advanced to True North Corporation the sum of $133,487 pursuant to a letter agreement dated Oct. 30, 2007. Pursuant to the Letter Agreement, Quorum held $133,487 in escrow for the benefit of True North to be released to True North in the sole discretion of Quorum. The funds for the Letter Agreement and an additional $166,513 were advanced by Quorum and secured by a secured debenture issued by True North to Quorum on Oct. 30, 2007. This secured debenture was for a principal aggregate amount of $300,000. The secured debenture bears interest at 8% per annum, calculated monthly and payable quarterly in arrears, with a maturity date of Nov. 29, 2007. This is the third debenture financing that the company has completed with Quorum over the past two months. The previous two such financings closed on Sept. 26, 2007 and Oct. 12, 2007. The Sept. 26, 2007 secured debenture financing was for a principal amount of $207,693 and the Oct. 12, 2007, secured debenture financing was for a principal amount of $100,000. Both of the Previous Debentures were issued on the same terms and conditions as the October 30 Debenture. Quorum has advised the company that it intends to extend the maturity for the repayment of each of the secured debentures until Jan. 15, 2008. About True North Headquartered in Mississauga, Ontario, True North Corporation (TSX: TN) -- http://www.truenorthcorp.ca/-- is an integrated marketing services company. TNC delivers services through two focus areas: Marketing Services & Sales Channel Support. At June 30, 2007, the company's balance sheet showed total assets of $5,887,121 and total liabilities of $10,661,201, resulting to a shareholders' deficit of $4,774,080. UNITED RENTALS: Should Honor Merger Agreement Terms, Cerberus Says ------------------------------------------------------------------ Cerberus Capital Management, L.P. and Cerberus Partners L.P. filed an action for a declaratory judgment against United Rentals, Inc. in New York State Supreme Court. In taking this action, Cerberus seeks to ensure that United Rentals honors the express contractual undertakings it made contemporaneous with the execution of a merger agreement, dated July 22, 2007. As reported in the Troubled Company Reporter on Nov. 23, 2007, United Rentals filed a lawsuit with the Delaware Court of Chancery against RAM Holdings Inc. and RAM Acquisition Corp., acquisition vehicles formed by Stephen A. Feinberg's Cerberus Capital Management L.P. to acquire United Rentals, seeking to compel the Cerberus acquisition vehicles to complete the agreed-upon transaction. United Rentals related that the repudiation, which is unwarranted and incompatible with the covenants of the merger agreement, is nothing more than a naked ploy to extract a lower price at the expense of United Rentals' shareholders. Contrary to United Rentals' current position in litigation and in the press, while negotiating the merger agreement, Cerberus and its affiliates, with respect to any and all claims arising under or related to the merger agreement, negotiated for and received a liability cap of $100 million. Due to the uncertainty in the financial markets, Cerberus and its affiliates required, and United Rentals expressly agreed, that United Rentals' sole and exclusive remedy against Cerberus and its affiliates was damages in an amount not to exceed $100 million. This bedrock principle of the transaction is reflected in all of the critical agreements and documents, and in particular, in the Merger Agreement and in Cerberus' Limited Guarantee of the obligations of the RAM Entities. Thus, in the Limited Guarantee that Cerberus provided to United Rentals as part of the transaction, United Rentals agreed, after substantial negotiation that the liability of Cerberus and its affiliates for any claims arising under or related to the Merger Agreement would be capped at $100 million and that United Rentals had no rights to seek equitable relief. Regrettably, United Rentals is now engaged in an effort to rewrite history and the contracts into which it entered, claiming that it has the right to compel the RAM Entities and Cerberus to go forward with the merger transaction. United Rentals' position flies in the face of the provisions of the Merger Agreement and the Limited Guarantee. The plain text of the documents is directly contrary to United Rentals' position. Under the Limited Guarantee and Equity Commitment Letter, United Rentals has no right to and therefore may not require Cerberus or its affiliates to fund or finance any transactions contemplated by the merger agreement or to bring any claim against Cerberus or its affiliates relating to or arising out of the merger agreement other than a claim for non-payment of the Guaranteed Obligations subject to a cap of $100 million. In taking this action, Cerberus seeks merely to ensure that United Rentals honors the express contractual undertakings contemporaneous with the execution of the merger agreement. About United Rentals United Rentals Inc. -- http://www.unitedrentals.com/-- (NYSE: URI) is an equipment rental company with an integrated network of over 690 rental locations in 48 states, 10 Canadian provinces and one location in Mexico. The company's approximately 11,500 employees serve construction and industrial customers, utilities, municipalities, homeowners and others. The company offers for rent over 20,000 classes of rental equipment with a total original cost of $4.3 billion. * * * As reported in the Troubled Company Reporter on Nov. 19, 2007, Standard & Poor's Ratings Services said that its 'BB-' corporate credit ratings on United Rentals Inc. and its wholly owned subsidiary United Rentals Inc. remain on CreditWatch with negative implications. * Large Companies with Insolvent Balance Sheets ----------------------------------------------- Total Shareholders Total Working Equity Assets Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------------ ------ ------- Absolute Software ABT (3) 77 28 AFC Enterprises AFCE (37) 151 (7) Alaska Comm Sys ALSK (28) 557 24 Apex Silver Mine SIL (281) 1,366 (167) Bare Escentuals BARE (132) 214 76 Bearingpoint Inc BE (365) 2,021 384 Blount International BLT (78) 472 140 CableVision System CVC (5,131) 9,807 (630) Carrols Restaurant TAST (13) 463 (29) Centennial Comm CYCL (1,078) 1,322 20 Cheniere Energy CQP (203) 1,962 109 Choice Hotels CHH (149) 338 (31) Cincinnati Bell CBB (671) 1,966 17 Claymont Stell PLTE (40) 158 80 Compass Minerals CMP (48) 722 145 Corel Corp. CRE (20) 249 (19) Crown Holdings I CCK (65) 6,949 440 Crown Media HL CRWN (619) 703 48 CV Therapeutics CVTX (157) 281 204 Cyberonics CYBX (18) 132 (28) Denny's Corporation DENN (201) 413 (65) Domino's Pizza DPZ (1,434) 497 82 Dun & Bradstreet DNB (467) 1,419 (262) Einstein Noah Re BAGL (41) 146 0 Extendicare Real EXE-U (24) 1,277 161 Gencorp Inc. GY (31) 1,082 74 General Motors GM (40,071) 149,500 (1,798) Healthsouth Corp. HLS (1,025) 2,529 (351) ICO Global C-New ICOG (103) 600 116 IDEARC Inc IAR (8,531) 1,658 391 IMAX Corp IMX (64) 220 12 IMAX Corp IMAX (64) 220 12 Incyte Corp. INCY (141) 283 238 Indevus Pharma IDEV (75) 156 14 Intermune Inc ITMN (13) 292 237 Koppers Holdings KOP (24) 676 186 Life Sciences Re LSR 0 236 7 Linear Tech Corp LLTC (636) 1,334 827 Lodgenet Entertn LNET (18) 709 18 McMoran Exploration MMR (100) 1,807 (223) Mediacom Comm MCCC (188) 3,631 (276) National Cinemed NCMI (579) 439 40 Navisite Inc NAVI (14) 116 11 Nexstar Broadcasting NXST (87) 708 (20) NPS Pharm Inc NPSP (210) 361 (119) ON Semiconductor ONNN (35) 1,526 395 PRG-Schultz Intl PRGX (29) 115 21 Primedia Inc PRM (129) 282 6 Protection One PONN (13) 675 (287) Radnet Inc. RDNT (53) 434 41 Regal Entertainment RGC (93) 2,594 (41) Riviera Holdings RIV (42) 219 18 RSC Holdings Inc RRR (73) 3,554 (283) Rural Cellular RCCC (595) 1,328 98 Sealy Corp. ZZ (128) 1,023 40 Sipex Corp SIPX (18) 44 2 Sirius Satellite SIRI (641) 1,587 (262) Sonic Corp SONC (107) 759 (41) St. John Knits Inc. SJKI (52) 213 80 Station Casinos STN (291) 3,932 (50) Stelco Inc STE (64) 2,657 693 Town Sports Int. CLUB (6) 483 (71) Voyager Learning VLCY (53) 917 (637) Weight Watchers WTW (945) 1,037 (134) Western Union WU (146) 5,685 (2,261) Worldspace Inc. WRSP (1,713) 376 (42) WR Grace & Co. GRA (343) 3,794 (1,246) XM Satellite XMSR (724) 1,709 (244) ********* 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, Joseph Medel C. Martirez, 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. 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