/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/090812.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 12, 2009, Vol. 13, No. 222 Headlines 31302 MONTEREY: Case Summary & Largest Unsecured Creditor ABITIBIBOWATER INC: Canada Court OKs Lease Surrender Pacts ABITIBIBOWATER INC: Ernst & Young's Reports on Canada Units ABITIBIBOWATER INC: To Enter Into Consent Decree On EPA Claims ADVANTA CORP: Says Going Concern Depends on New Biz Opportunities AGAINST ALL ODDS: Signs Deal with Gen. Growth for Lease Assignment AGT CRUNCH: Court Approves Sale to Angelo Gordon ALLIED CAPITAL: In Default of Asset Coverage Ratio Covenants AMBRILIA BIOPHARMA: CCAA Case Prompts Delay in Filing Q2 Results AMDL INC: Annual Stockholders' Meeting to be Held August 21 AMERICA WEST BANK: FDIC Orders Online Auction of FF&E APEX SILVER MINES: All Claims Have Been Substantially Resolved APPIAN LLC: Voluntary Chapter 11 Case Summary APRIA HEALTHCARE: S&P Assigns 'B+' Rating on $310 Mil. Notes ASARCO LLC: Creditors Might Collect More than $2-Bil Owed to Them ASARCO LLC: Has Confidential Pact With Charlotte Thornton ASARCO LLC: Proposes Settlement With 7 Tennessee Workers ASARCO LLC: Union Head Back Employee Opposition to Grupo Mexico ASCENDANT UTAH: Meeting of Creditors Scheduled for September 3 AVERY ENVIRONMENTAL: Chapter 11 Trustee Takes Over B & L INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors BAHMAN INC: Case Summary & Largest Unsecured Creditor BALL CORP: Moody's Assigns 'Ba1' Rating on $325 Million Notes BALL CORP: S&P Assigns 'BB+' Rating on $650 Mil. Senior Notes BEARINGPOINT INC: Halts Quarterly Reports With SEC BIOJECT MEDICAL: Reports $301,000 Net Loss in June 30 Quarter BROOK STREET: Voluntary Chapter 11 Case Summary BRUNSWICK CORP: Moody's Rates $250 Million Notes at 'Ba3' BRUNSWICK CORP: S&P Puts B Issue-Level Rating on $250MM Sr. Notes BUDGET WASTE: Obtains Extension of CCAA Protection Until Aug. 14 CANADIAN SUPERIOR: To Have New Board as Part of Palo Alto Deal CAPE FEAR BANK: FDIC Orders Online Auction of FF&E CARL LLOYD MOULTON: Case Summary & 9 Largest Unsecured Creditors CASE NEW HOLLAND: S&P Assigns 'BB+' Rating on $1 Bil. Sr. Notes CATHOLIC CHURCH: Fairbanks Creditors' Counsel Represented Jesuits CATHOLIC CHURCH: Fairbanks Creditors Want Documents From Monroe CC MEDIA: Reports $3.68 Billion Net Loss for Second Quarter CENTRAL STATES: Case Summary & 18 Largest Unsecured Creditors CENTRUE FINANCIAL: Defers Interest Expense Payments on Debentures CFM SYSTEMS: Voluntary Chapter 11 Case Summary CHEMTURA CORP: Court OKs Woodard & Curran Consulting Agreement CHEMTURA CORP: Gets Court Nod for Closing of Biolab Company Store CHEMTURA CORP: Wins Court OK to Ink Abersham Supplier Agreement CIRCUIT CITY: Proposes Axion-Led Auction for Former Call Center CIT GROUP: Bondholders Not Pushing for Bankruptcy Filing CIT GROUP: FMR Has 3.65% Equity Stake; Ameriprise Has 5.17% CIT GROUP: BusinessFactors.com Reaches Out to Affected Clients CITIGROUP INC: Terra, et al., File Securities Fraud Action CITY OF DETROIT: Faces Receivership, Needs Union Cuts CITY OF VALLEJO: Appellate Panel Affirms Ch. 9 Eligibility COMDISCO HOLDING: Posts $144,000 Net Loss for June 30 Quarter COLONIAL BANCGROUP: Expects Q2 Loss; Mgt. Has Going Concern Doubt COOPER-STANDARD: Canada Unit Obtains CCAA Stay Until Sept. 3 COOPER-STANDARD: RSM Richter's Monitor Report on CSA Canada COOPER-STANDARD: To Pay Prepetition Claims of Foreign Vendors COOPER-STANDARD: Wants to File Action in CSA Canada Case CROSSWOODS HOTEL: Case Summary & 20 Largest Unsecured Creditors CROWN OHIO: Case Summary 18 Largest Unsecured Creditors DALE NEISWENDER: Case Summary & 6 Largest Unsecured Creditors DALE GERRATT: Case Summary & 20 Largest Unsecured Creditors DEAN & MOORE: Voluntary Chapter 11 Case Summary DEERFIELD CAPITAL: Amends Net Worth Covenants in TruPS Indentures DELPHI CORP: PBGC Takes Over Underfunded Pension Plans DISCOVERY LAND: Case Summary & 3 Largest Unsecured Creditors DONALD BRANDT: U.S. Trustee Sets Meeting of Creditors for Aug. 27 DUANE READE: Discounted Repurchase Cues S&P's Rating Cut to 'SD' DUANE THOMAS: Case Summary & 20 Largest Unsecured Creditors EAST COAST SANITATION: Case Summary & 20 Largest Unsec. Creditors EDGE PETROLEUM: Posts $9.3MM Net Loss in Quarter Ended June 30 EDUCATION RESOURCES: To File Reorganization Plan This Month ENERGY PARTNERS: Court Rejects Tudor Pickering, Houlihan Fee Pacts EPIX PHARMACEUTICALS: PRX-07034 to Be Sold at Sept 30. Auction EPIXTAR CORP: U.S. Trustee Wants Cases Converted to Chapter 7 EXIDE TECHNOLOGIES: Receives $34.3-Mil. Federal Grant EXIDE TECHNOLOGIES: Reports $54 Mil. Net Loss in Second Quarter EXIDE TECHNOLOGIES: Wants Dec. 4 Extension to Remove 2 Cases FAIRBRIDGE COMMONS: Case Summary & 20 Largest Unsecured Creditors FELY SMIRNOFF: Case Summary & 15 Largest Unsecured Creditors FIRST FEDERAL BANKSHARES: Warns of Adverse Going Concern Opinion FIRST FEDERAL BANKSHARES: Says Trust Preferred CDOs are Illiquid FIRST FEDERAL BANKSHARES: Levon Mathews Resigns as CEO & President FORD MOTOR: Big 3 Automakers Recipients To Grant For Batteries FOX RUN INVESTMENTS: Case Summary 10 Largest Unsecured Creditors FULL CIRCLE ENTERPRISES: Voluntary Chapter 11 Case Summary GASTAR EXPLORATION: Moody's Withdraws 'Caa3' Corp. Family Rating GENERAL GROWTH: Citicorp Wants Foreclosure Sale for Oakwood Mall GENERAL GROWTH: Allows Against All Odds to Assign Lease GENERAL GROWTH: Committee Proposes Houlihan as Fin'l Advisor GENERAL GROWTH: Lease Decision Deadline Moved to Nov. 12 GENERAL GROWTH: Lets Gottschalks Auction Store Leases GENERAL MOTORS: Court Approves Unions' Deal With New GM GENERAL MOTORS: Court OKs Baker AS Special Counsel to Old GM GENERAL MOTORS: Court OKs Jones Day as Special Counsel to Old GM GENERAL MOTORS: Debtors Assume Gulfstream 350 Services Pact GENERAL MOTORS: July Sales Show Improvement from Prior Month GENERAL MOTORS: New GM Sells Cars in eBay, Tops Cash for Clunkers GENERAL MOTORS: To Sell De Minimis Assets in Ordinary Course GENERAL MOTORS: Wants Extension of Removal Period for Civil Suits GENTA INC: To Hold Conference Call on Aug. 14 to Discuss Q2 Report GIBRALTAR INDUSTRIES: S&P Lifts Issue-Level Rating on Loan to 'BB' GOTTSCHALKS INC: Gets Gen. Growth Consent to Assign Leases GREEKTOWN HOLDINGS: Gets Nod to Assume Detroit Casino Council CBA GREGORY TORO: Case Summary & 6 Largest Unsecured Creditors GRUMPY BEAR'S: Voluntary Chapter 11 Case Summary HAMPSHIRE GROUP: Obtains Covenant Relief Under HSBC Loan HELLER EHRMAN: Made Fraudulent Conveyances, Says Committee HERITAGE ORGANIZATION: Creditors Trust Wins $61MM Fraud Case HILDA RODRIGUEZ: Case Summary & 20 Largest Unsecured Creditors INSPECTION CONSTRUCTION: Case Summary & 20 Largest Unsec Creditors INTERCLICK INC: Says Going Concern Doubt Finally Removed INVESTMENT EQUITY: Wants Case Dismissed; Has No More Assets ISTAR FINANCIAL: Likely Default Cues Fitch to Junk Issuer Ratings J.D. SWEARINGEN: Voluntary Chapter 11 Case Summary JHD ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors JIM SLEMONS: Case Summary & 2 Largest Unsecured Creditors KAUTILYA SHARMA: Voluntary Chapter 11 Case Summary KIMBERLY HORTON: Case Summary & 20 Largest Unsecured Creditors LEAR CORP: $500MM Loan from JPM Okayed Despite Alternative Offer LEAR CORP: Canada Units Ask for CCAA Stay Extension Until Nov. 20 LEAR CORP: Cash Collateral Use Approved on Final Basis LEAR CORP: Proposes October 2 Claims Bar Date LEAR CORP: Revised Management Incentive Plan Gets Support LEAR CORP: Rozmor Land Wants to Draw on JPM LoC for Unpaid Note LEHMAN BROTHERS: Elliot Assoc. Opposes Add'l Funding for Aurora LEHMAN BROTHERS: To Auction Off Than 3,000 Artworks LEHMAN BROTHERS: IOVE Fund Holds in Excess of $8MM of Debt LINCOLN MEMORIAL: Receiver Files $600MM Insurance Fraud Suit LINTON PROPERTIES: Stipulation with DIP Barred Avoidance Action LITE-FOOT HOSIERY: Case Summary & 20 Largest Unsecured Creditors LODGIAN INC: Posts $7.3 Million Net Loss in Quarter Ended June 30 LUXURY OUTER BANKS: Case Summary & 2 Largest Unsecured Creditors LV SENSORS: Puts Intellectual Property Up for Sale After Closure MAGNA ENTERTAINMENT: Hearing Slated on MID Shareholders' Concerns MAGUIRE PROPERTIES: No Bankruptcy Plans; to Surrender Buildings MAGUIRE PROPERTIES: Completes Sale at Park Place in Irvine, Calif. MANTIFF CHEYENNE: Court Okays Sale of Cheyenne Hotel MD MOODY: Taps Keller & Bolz and Blackburn as Special Counsels MD MOODY: U.S. Trustee Sets Meeting of Creditors for September 9 MEGA MEDIA: Case Summary & 20 Largest Unsecured Creditors MEMORIAL SERVICE: Receiver Files $600MM Insurance Fraud Suit MO'S BBQ: Voluntary Chapter 11 Case Summary METALDYNE CORP: MD Investors Wins Auction for All Assets MIRANT CORP: Appeal Resolved on Deal With Alliance Entities MIRANT CORP: Castex Appeals Stay Denial Before Circuit Court MIRANT CORP: Court Approves Settlement With Southern Co. & PX MIRANT CORP: Final Decree Closing Ch. 11 Cases of MAEM, et al. MORGANS HOTEL: Wells Fargo & Wachovia-Led Lenders Relax Covenants NATIONAL COAL: Lenders Foreclosed on Alabama Unit Capital Stock NATIONAL PREARRANGED: Former Execs, et al., Face $600MM Fraud Suit NCI BUILDING: Moody's Downgrades Corporate Family Rating to 'B3' NEWPAGE CORP: Tender Offer Amendment Won't Move S&P's 'CC' Rating NIGHTHAWK TRANSPORT: NGP Does Not See Material Recovery on Claim NORTEL NETWORKS: RIM Wants New Talks on Ericsson AB Sale NORTEL NETWORKS: Ernst & Young's July Monitor's Report NORTH AMERICAN TECH: Deadline to Pay Interest Moved to Aug. 17 NORTH AMERICAN TECH: Whitley Penn Replaces KBA as Accountants NORTHWEST AIRLINES: Resolves DBS Aircraft Claims OCEAN 08 LLC: Case Summary & 5 Largest Unsecured Creditors OSCIENT PHARMACEUTICALS: Section 341(a) Meeting Set For August 20 OSCIENT PHARMACEUTICALS: Taps Firms to Assist in Chapter 11 Case PACISLATINO VILLAGES: Case Summary & 4 Largest Unsecured Creditors PENN NATIONAL: Moody's Assigns 'B1' Rating on $250 Mil. Notes PEQUOT CAPITAL: SEC Got 45 Tips on Possible Insider Trading PINNACLE ENTERTAINMENT: S&P Downgrades Issue-Level Rating to 'B' PINNEY'S LOGGING: Case Summary & 20 Largest Unsecured Creditors PLAINFIELD APARTMENTS: Files for Bankruptcy in New Jersey PLAINFIELD APARTMENTS: Case Summary & 19 Largest Unsec. Creditors PLAINS EXPLORATION: Moody's Affirms 'Ba3' Corp. Family Rating PROTOSTAR LTD: Can Obtain $2MM of DIP Financing from Wells Fargo PROTOSTAR LTD: Proposes Sept. 23 Auction for PSI I's Assets PROTOSTAR LTD: Submits Bid Procedures for Sale of PS II's Assets PROTOSTAR LTD: Taps UBS Securities as Investment Banker PSYSTAR CORP: Gets Dismissal of Chapter 11 Bankruptcy Case RATHGIBSON INC: Wins Final Approval of $80MM DIP Financing RB&J MATERIALS: Case Summary & 20 Largest Unsecured Creditors RED RIVER ENERGY: Controlling Shareholders Have Duties RICH CAPITOL: Can Access Wachovia's Cash Collateral on Interim RICH CAPITOL: Wachovia Wants Court to Appoint Chapter 11 Trustee RICH CAPITOL: Taps Genovese Joblove as Counsel RICHARD KAY: Case Summary & 8 Largest Unsecured Creditors RJ PROPERTIES: Voluntary Chapter 11 Case Summary RIVER OAKS: Can Hire Mitchell & Culp as Attorneys RONSON CORP: Lender Wants Asset Sale by Sept 30; Forbearance Moved RONSON CORP: Zippo Sues to Halt Sale of Consumer Products Unit ROSS & LOGAN: Case Summary & 20 Largest Unsecured Creditors SEMGROUP ENERGY: Has Going Concern Doubt Due to Semgroup LP Bankr. SEQUENOM INC: Posts $37.7MM Net Loss in Six Months Ended June 30 SONICBLUE INC: To Pay Lehman Brothers' $1.3MM Scheduled Claim SIX FLAGS: Has Investment In Federated Investor Inc.'s Fund SPANSION INC: Court Approves Key Employee Incentive Plan SPANSION INC: Court OKs Randy Furr as Executive VP & CFO SPANSION INC: Gets Court Nod to Buy BALC Equipment for $6 Mil. SPANSION INC: Stock Delisted by NASDAQ Effective July 20 SPRINT NEXTEL: Fitch Assigns 'BB' Rating on $500 Mil. Senior Notes SPRINT NEXTEL: Moody's Assigns 'Ba2' Rating on $1.3 Bil. Notes STACEY CRANDALL: Case Summary & 20 Largest Unsecured Creditors STAGE COACH: Case Summary & 2 Largest Unsecured Creditors STAMFORD INDUSTRIAL: Postpones Earnings Release & Conference Call STANT PARENT: Gets Court Approval for Garden City as Claims Agent STATION CASINOS: Continues Promotions & Employment SUNNY CORRAL: Files for Chapter 11 in Texas SUNNY CORRAL: Voluntary Chapter 11 Case Summary SYNUTRA INTERNATIONAL: Management Admits to Going Concern Doubt TARRAGON CORP: $6.25-Mil. ARKOMD DIP Loan Extended Until Sept. 10 TARRAGON CORP: Disclosure Statement Hearing Set for September 10 TARRAGON CORP: Time to Remove Actions Extended Until October 8 TAYLOR BEAN: Bankruptcy Filing Imminent; BofA Takes Over Mortgages TELEPLUS WORLD: Asks Bankruptcy Court to Dismiss Case TEMORE WILLIS: Case Summary & 9 Largest Unsecured Creditors TETRAGENEX PHARMACEUTICALS: Voluntary Chapter 11 Case Summary THORNBURG MORTGAGE: U.S. Trustee Balks at Asset Sale Termination TOP SHIPS: Posts $15,949,000 Net Loss for June 30 Quarter TOUSA INC: Homes Sale Closings Top 340 in June to July TOUSA INC: Plan Hearing Delayed on Committee Suit vs. Lenders TOUSA INC: Trial on Committee Suit vs. Lenders Resumes Aug. 28 TOUSA INC: Wins Court Approval of Management Incentive Plan TRI STAR ALUMINUM: Files for Chapter 11 Bankruptcy Protection TRI STAR ALUMINUM: Case Summary 20 Largest Unsecured Creditors TRIPLE ELL TRANSPORT: Case Summary & 20 Largest Unsec. Creditors TOP SHIPS: Posts $15,949,000 Net Loss for June 30 Quarter UNIVERSAL MARKETING: Taps Executive Sounding as Restructuring Mgr. VERASUN ENERGY: Gets Court Approval for Schrader as Auctioneer VISTEON CORP: Term Loan Agent Opposes Two Advisors for Committee VINYL PROFILES: Case Summary & 20 Largest Unsecured Creditors WATCHWOOD LLC: Failure of Deal With Creditor Leads to Chapter 11 WATCHWOOD LLC: Case Summary & 20 Largest Unsecured Creditors WAYTRONX INC: Posts $1.5MM Net Loss in Six Months Ended June 30 WEST CORP: Balance Sheet Upside-Down by $2.36 Billion WEST CORP: Maturity Extension Won't Move Moody's B2 Rating WM F. KIEFER: Case Summary & 20 Largest Unsecured Creditors WOODBURY COUNTRY: Voluntary Chapter 11 Case Summary WORLDCOM INC: IRS Wins Remand In Excise Tax Fight With WorldCom ZILA INC: Stockholders Meeting on Sept. 18 to Consider Merger * 2009 Tire Shipments to Drop 16%; Decline in OEM Tires Cited * Bank Failures Assured as Mortgage Holdings Suffer * Canadian Bankruptcies Rise 52% in June from A Year Ago * Consumer, Celebrity Bankruptcies May Hit 1.4 Million * Kurtzman Carson Named Among Best Places to Work in Los Angeles * Survey Says Lenders See Economic Recovery Within Next 9 Months * U.S. House Prices Keep Climbing With a 1.2% Rise in June * Upcoming Meetings, Conferences and Seminars ********* 31302 MONTEREY: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: 31302 Monterey Capital Management Inc 31302 Monterey St Laguna Beach, CA 92651 Bankruptcy Case No.: 09-18228 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Thomas C. Nelson, Esq. 550 W C St, Suite 1850 San Diego, CA 92101 Tel: (619) 236-1245 Fax: (619) 236-1246 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified Alan Mandelberg with a disputed trade claim for an unknown amount as its largest unsecured creditor. A full- text copy of the Debtor's petition is available for free at: http://bankrupt.com/misc/cacb09-18228.pdf The petition was signed by Keith Middlebrook, president of the Company. ABITIBIBOWATER INC: Canada Court OKs Lease Surrender Pacts ---------------------------------------------------------- The Canadian Court authorized Abitibi-Consolidated Inc. and various Canadian subsidiaries to transfer certain property leased to Bowater Canadian Forest Products Inc., by Fort Williams First Nation Corp. The Fort William First Nation Reserve is located near the BCFPI pulp mill situated in Thunder Bay, Ontario. Fort William First Nation had concluded its negotiation with Canadian National Railway Company for the return of former reserve lands that had been acquired by CNRC's predecessor in title through the expropriation provisions of the Indian Act in the early 1900s. In 1999, the Returned Lands were taken in freehold title by FWFN Corporation pending the formal steps required to reincorporate the Returned Lands into the Reserve. In October 2001, the FWFN Corporation and BCFPI executed the Freehold Lease Agreement for a term of 20 years plus renewals with respect to the Lands, those being a portion of the Returned Lands held by FWFN Corporation. BCFPI and the FWFN had the full support of the Minister of the day for an expedited process for consideration of the return of the Lands to reserve status under the Indian Act. The Freehold Lease Agreement was amended on September 24, 2002, and October 20, 2003. Following the execution of the Freehold Lease Agreement, FWFN erected a building on the Lands that was suitable for the installation of sawmill equipment and machinery. BCFPI took occupancy of the Building in 2003 and began operations. The return of the Lands to reserve status has become the subject of lengthy and complex negotiations. Because the Lands were being removed from provincial jurisdiction and placed under the federal jurisdiction of the Indian Act, the negotiations included both the federal and provincial governments. In this regard, the Initial Order in the CCAA Proceedings dated April 17, 2009, as amended and restated, does not prevent or otherwise interfere with: -- the execution of agreements by any person, legislative or executive action by Her Majesty in right of Canada or any province, including the passage of the Fort William First Nation Sawmill Regulations under the First Nations Commercial and Industrial Development Act, S.C. 2005, c. 53; or -- the taking of any other steps, each as may be required in connection with the negotiation among Bowater Canadian Forest Products Inc., the Fort William First Nation, the Fort William First Nation Development Corp., Her Majesty the Queen in right of Canada or "the Crown", and the Fort William First Nation, LP, with respect to the FWFN's proposal that certain lands in the District of Thunder Bay, currently leased to and occupied by BCFPI, be transferred to the Crown and set apart as a "Reserve", for the use and benefit of the FWFN. The Canadian Court also authorized BCFPI, the Crown, FWFN, FWFN Corporation and FWFNLP to enter into the Lease Surrender Agreement, pursuant to which the current tenure of BCFPI under its freehold lease is surrendered to the FWFN Corporation. According to Mr. Justice Gascon, BCFPI, the FWFN and the Minister of Indian Affairs and Northern Development may enter into the Permit Agreement, allowing BCFPI to continue occupancy of the Lands under Section 28(2) of the Indian Act. The Crown, as lessor, and FWFNLP as lessee, may enter into the Lease Agreement, and FWFNLP as lessor, and BCFPI as sub-lessee, to enter into the Sub-lease Agreement, both with respect to the Lands and in substitution of the Permit Agreement, if a successful designation for lease vote is held by the FWFN and accepted by the Crown pursuant to the Indian Act. Similarly, BCFPI, FWFN and the FWFN Corporation may enter into, and execute, a Right of Way Agreement and Option Agreement. Mr. Justice Gascon further directed BCFPI to provide a release of liability to the Minister with respect to the execution of the Permit Agreement. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 27 pulp and paper facilities and 34 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has more third-party certified sustainable forest land than any other company in the world. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of September 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes Abitibibowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Ernst & Young's Reports on Canada Units ----------------------------------------------------------- In its 10th report, Ernst & Young, Inc., the Court-appointed monitor in the Canadian proceedings of the CCAA Applicants, updated Mr. Justice Gascon on the request of Regie des Rentes du Quebec in relation to current service contributions of certain pension plans of the CCAA Applicants. According to E&Y Vice President Alex Morrison, the estimated current service contributions of the Abitibi-Consolidated Inc. Group pension plans for 2009 total C$29.3 million on a going- concern basis, which assumes that the Pension Plans will continue indefinitely. Meanwhile, the estimated current service contributions for 2009 for Bowater Canada Forest Products Inc. aggregate C$8.9 million. Regie des Rentes du Quebec proposed that the basis for calculating the current Service Contributions should be changed to that of a Solvency Methodology, which assumes that the Pension Plan is about to be wound up so that its assets will have to be used immediately, as opposed to over time, to meet its existing liabilities. Based on the Solvency Methodology, the 2009 Current Service Contributions would be (i) C$91.8 million per annum or C$7.6 million per month for ACI Group, and (ii) C$39 million per annum or $3.25 million per month for BCFPI, which represent an increase of $62.5 million and C$30.1 per annum in pension funding for the CCAA Applicants. Based on E&Y's review of the ACI Group's 13-week forecast liquidity position, ACI does not have sufficient liquidity to fund an aggregate of $62.5 million of additional Current Service Liquidity based on the Solvency Methodology without substantially consuming its liquidity reserves. Similarly, Mr. Morrison said, BCFPI does not appear to have sufficient liquidity to fund the additional Current Service Contributions without risking its ability to operate or without receiving substantial advances from Bowater Incorporated. A full-text copy of E&Y's 10th Monitor's Report is available for free at http://bankrupt.com/misc/CCAA_10thE&YReport.pdf 11th Monitor's Report Alex Morrison, vice-president at Ernst & Young, Inc., the Court- appointed monitor in the Canadian proceedings of the CCAA Applicants, apprised Mr. Justice Gascon regarding the Cross- Border Protocol that the Debtors in the Chapter 11 cases have asked the U.S. Bankruptcy Court for the District of Delaware to approve. The Monitor notes that the purpose of the Protocol is to assist in the efficient administration of, and to govern the conduct of all interested parties in, the cross-border restructuring proceedings. The Protocol incorporates international guidelines applicable to Court-to-Court communications in cross-border cases and sets forth the administrative procedures to effectively coordinate the CCAA proceedings and the Chapter 11 cases. Approval of the Cross-Border Protocol will enhance the coordination and harmonization of the cross-border nature and complexity of the Insolvency Proceedings, while maximizing the benefits to the stakeholders, the Monitor maintains. The Cross- Border Protocol is intended to promote the orderly and efficient administration of the insolvency proceedings in both Canada and the U.S., while reducing the costs associated with administration and avoiding the duplication of efforts, the Monitor notes. A full-text copy of E&Y's 11th Monitor's Report is available for free at http://bankrupt.com/misc/CCAA_11thE&YReport.pdf 12th Monitor's Report Ernst & Young, Inc., the Court-appointed monitor in the Canadian proceedings of the CCAA Applicants, informed Mr. Justice Gascon, on the Applicants' request to approve the sale of certain timberlands in Quebec, which will result to sale proceeds aggregating C$53 million. Alex Morrison, vice-president at E&Y, specified that the Sale involves a total of 121,000 hectares of land in Quebec, which are categorized as: (1) 140 parcels, comprising approximately 25,000 hectares, located in the Mauricie region of Quebec; (2) 82 parcels, comprising approximately 82,000 hectares, located in the Charlevoix/Saguenay region of Quebec; and (3) three parcels, comprising approximately 68,000 hectares, located in the Cote-Nord region of Quebec. The CCAA Applicants have advised E&Y that the Quebec Timberlands are all "legacy properties" that have been held by, and are considered non-strategic to, the AbitibiBowater Inc. Group. Following review of several bids relating to the Sale of the Quebec Timberlands, the CCAA, in consultation with E&Y, entered into Purchase and Sale Agreements with these purchasers: Purchaser Purchase Price --------- -------------- Solifor Charlevoix-Saguenay, C$20 million Societe en Commandite Solifor Mauricie, C$27 million Societe en Commandite 3908666 Canada Inc. C$6 million According to Mr. Morrison, the Debtors and the Purchasers have agreed that the Purchasers will have until August 21, 2009, to complete due diligence with respect to any defects with respect to title to the Quebec Timberlands. As a condition of closing, the Purchasers must be satisfied that there will not exist any title defects with respect to the Purchased Properties that could have a material impact on the value of the Properties. Another closing condition is that all three transactions must close concurrently. E&Y held that if the Quebec Timberlands Sale Transactions do not close, the ACI Group will be deprived of the much needed C$53 million in liquidity. Accordingly, E&Y recommended approval the sale of the Quebec Timberlands to the Purchasers for these reasons: * The ACI Group conducted a marketing process with input and oversight of the Monitor that was appropriate in the circumstances; * The Purchase Price appears reasonable compared to precedent transactions in the Province of Quebec, and is within a reasonable range of appraised values; and * The Purchase Price will provide the ACI Group with much needed liquidity. Honorable Mr. Justice Clement Gascon, J.S.C., of the Superior Court Commercial Division for the District of Montreal in Quebec, Canada, approved the CCAA Applicants' request to their Quebec Timberland Assets. A full-text copy of E&Y's 12th Monitor's Report is available for free at http://bankrupt.com/misc/CCAA_12thE&YReport.pdf About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 27 pulp and paper facilities and 34 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has more third-party certified sustainable forest land than any other company in the world. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of September 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes Abitibibowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: To Enter Into Consent Decree On EPA Claims -------------------------------------------------------------- AbitibiBowater Inc. and its affiliates sought and obtained the Bankruptcy Court's authority to enter into and consummate a consent decree with the United States of America, on behalf of the U.S. Environmental Protection Agency, to settle EPA's alleged violations of the Debtors of the Clean Air Act. The Court also modified the automatic stay permitting the Debtors to enter into and consummate the Consent Decree. According to Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, the EPA specifically alleged in its complaint in April 2006, that the Debtors violated the Clean Air Act at their paper facility in Calhoun, Tennessee, involving (i) improper calculation in 1989 of emission limits for certain boilers in the Calhoun Facility's operating permit, and (ii) improper conduct of monitoring and measuring of parameters related to emissions from the pulping operations in the Facility. The Consent Decree is the result of extensive negotiations between the Debtors and the EPA, which are intended to settle the claims relating to the alleged Clean Air Act Violations, Mr. Greecher avers. Moreover, the Consent Decree also establishes mutually satisfactory reporting and operational guidelines that will ensure the Debtors' continued compliance with the Clean Air Act in the future, according to Mr. Greecher. The pertinent provisions of the Consent Decree are: (1) A Civil Penalty will be asserted against the Debtors for $30,000, to be allowed as a prepetition general unsecured claim in the Debtors' Chapter 11 cases, in favor of the United States. The Penalty will not be subject to discrimination or subordination. (2) All of EPA's civil claims under the Complaint are resolved. (3) The Debtors will be required to submit applications to the Tennessee Department of Environment and Conservation to amend the Debtors' Operating Permit and the Emission Limits for certain boilers at the Calhoun Facility. (4) The Debtors will be required to acquire, install, calibrate, certify and operate Continuous Emission Monitors at the Calhoun Facility. The Debtors will also have additional monitoring, reporting and testing obligations. (5) Failure to comply with the Consent Decree will result in the Debtors' payment of $1,000 per day, pursuant to a written demand, until the violation is corrected. (6) The Consent Decree will be lodged with the U.S. District Court for the Eastern District of Tennessee. The U.S. Government, on behalf of the EPA, reserves the right to withdraw or withhold its consent of the comments given regarding the Consent Decree, with respect to those that disclose facts or considerations indicating that the Consent Decree is inappropriate, improper or inadequate. Mr. Greecher points out that the agreed $30,000 Penalty "is truly a de minimis amount" when compared with the Debtors' potential exposure under the EPA's Complaint. No objections were asserted against the Debtors' request. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 27 pulp and paper facilities and 34 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has more third-party certified sustainable forest land than any other company in the world. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of September 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes Abitibibowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ADVANTA CORP: Says Going Concern Depends on New Biz Opportunities ----------------------------------------------------------------- Advanta Corp. said its ability to continue as a going concern may depend on the successful implementation of a plan for new business opportunities. Advanta made the disclosure in its second quarter report on Form 10-Q, where it reported a net loss of $330,069,000, compared with a $4,015,000 net income during three months ended June 30, 2009. As of June 30, 2009, the Company had $3,128,981,000 in assets against total liabilities of $3,031,763,000. Currently, Advanta's business consists of the servicing of the business credit card receivables its own on its balance sheet and those that are owned by the Advanta Business Card Master Trust. "In order to continue as a going concern we may need to successfully implement a new business plan for new business opportunities that will generate revenues and profits in the future. There can be no assurance that we will be able to do that," Advanta said. In this connection, its bank subsidiary, Advanta Bank Corp., is subject to the requirements of two agreements with the Federal Deposit Insurance Corporation. The agreements place significant restrictions on Advanta Bank's activities and operations, including its deposit-taking operations, and require Advanta Bank Corp. to maintain a total risk-based capital ratio of at least 10% and a tier I leverage capital ratio of at least 5%. Its continued operations may depend on Advanta Bank Corp.'s ability to comply with the requirements of the regulatory agreements, the Company said. In addition, one of the regulatory agreements provides that Advanta Bank Corp. terminate its deposit-taking activities and deposit insurance after payment of its existing deposits, unless it submits a plan for the continuation of its deposit-taking operations and deposit insurance that is approved by the FDIC. If Advanta Bank is unable to obtain approval from the FDIC to continue its deposit-taking operations it could reduce new business opportunities it might want to pursue. The Company also noted that while it does not anticipate funding its operations through increasing Advanta Bank deposits in the immediate future, if Advanta Bank is unable to obtain approval from the FDIC to continue its deposit taking operations, the Company may need to find alternative sources of funding at some point in the future. "If we are unable to develop and implement new business opportunities that will generate sufficient revenues and profits or if we are unable to access sufficient funding for new business opportunities, we may not be able to continue as a going concern," Advanta Corp. said. A copy of the Form 10-Q may be available for free at: http://researcharchives.com/t/s?416e About Advanta Corp. Spring House, Pennsylvania-based Advanta Corp. (NASDAQ: ADVNB; ADVNA) -- http://www.advanta.com/-- manages one of the nation's largest credit card portfolios (through Advanta Bank Corp.) in the small business market. Founded in 1951, Advanta has long been an innovator in developing and introducing many of the marketing techniques that are common in the financial services industry. AGAINST ALL ODDS: Signs Deal with Gen. Growth for Lease Assignment ------------------------------------------------------------------ Prepetition, Against All Odds USA, Inc., is party to three lease agreements with Debtors Willowbrook Mall, LLC; Woodbridge Center Property, LLC, and Rouse SI Shopping Center, LLC. Against All Odds sought and obtained the U.S. Bankruptcy Court for the District of New Jersey's approval of a sale of substantially all its assets. Against All Odds held conducted an auction as part of its sale and intends to assume and assign the GGP Leases pursuant to Section 365 of the Bankruptcy Code to either New Deal LLC, as stalking horse bidder, or the ultimate buyer. Accordingly, in a stipulation approved by the U.S. Bankruptcy Court for the Southern District of New York, Against All Odds and the Debtors agree to lift the automatic stay under Section 362(a) of the Bankruptcy Court solely to allow Against All Odds to assume and assign the GGP Leases. However, the modification of the automatic stay is without prejudice to the Debtors' rights under Section 365(b) (x) to object to the amount of any proposed cure of the outstanding amounts owing under any of the GGP Leases; and (y) to adequate assurance of future performance under each of the GGP Leases by the approved buyer. If there is no approved buyer of the Against All Odds assets, this stipulation will be deemed null and void. About Against All Odds Moonachie, New Jersey-based Against All Odds USA Inc. -- http://www.aao-usa.com/-- operates more than 70 men's apparel stores from New York to California. It sells clothing and accessories targeted at young men including lines by Southpole, G Unit, Ecko Unlimited and Converse. It was founded in 1995. The Debtor filed for bankruptcy protection on January 5, 2009 (Bankr. D. N.J. Case No. 09-10117). The Hon. Donald H. Steckroth presides over the case. Dwight E. Yellen, Esq., and Michael James Sheppeard, Esq., at Ballon, Stoll, Bader & Nadler PC in Hackensack, New Jersey (Tel: (201) 342-7808) represent the Debtor. Against All Odds listed both assets and debts to be less than $50 million each. According to court documents, Against All Odds' 20 largest creditors without collateral backing their claims are owed a total of $10.6 million. Wicked Fashions is listed as the largest unsecured creditor, holding a $3.9 million claim. The U.S. Bankruptcy Court for the District of New Jersey approved on May 28, 2009, the sale of substantially all of Against All Odds, USA, Inc.'s assets to New Deal, LLC. AGT CRUNCH: Court Approves Sale to Angelo Gordon ------------------------------------------------ AGT Crunch Acquisition LLC obtained Judge Robert Gerber's approval to sell its high-end fitness clubs, named Fitness Crunch, to insider Angelo, Gordon & Co., after a settlement that calls for the buyer to pay more money to creditors. According to Bloomberg's Tiffany Kary, under the settlement, approved in principle by Judge Gerber, Angelo Gordon will waive rights to recover about $5 million in money transferred out of Crunch's estate. Angelo Gordon, which owned 92% of the stock of Crunch Fitness prepetition, will also fun post-bankruptcy litigation by the creditors and be shielded from lawsuits for its involvement with Crunch. As reported by the TCR on August 7, 2009, the official committee of unsecured creditors in AGT Crunch's case conveyed opposition to the sale to CH Fitness Investors LLC because the sale terms would extinguish $17.5 million in avoidance claims. AGT Crunch reached an agreement to sell its business to CH Fitness Investors LLC -- an entity formed by New Evolution Fitness Company and certain investing affiliates of Angelo Gordon -- for a credit bid of as much as $40 million. The credit bid would be comprised of debt on the DIP loan as well as a portion of the $56.7 million Crunch owes on a pre-bankruptcy secured loan from CH Fitness. Before resolution was reached, the Creditors Committee argued that certain transfers made by AGT Crunch a year before the filing should be recovered, or CH Fitness should provide adequate consideration for those claims. The Committee pointed out that AGT Crunch wrongly transferred $4.6 million to insiders including fund manager Angelo Gordon a year before the filing. AGT Crunch also paid $12.9 million to secured creditors during the 90 days before the petition date. About AGT Crunch AGT Crunch Acquisition Co. and its affiliates ran and operated the Crunch Fitness chain of 19 high-end fitness clubs. The clubs, with 73,000 members, are located in New York, Chicago, Los Angeles and Rock Creek, Maryland. New York-based AGT Crunch Acquisition LLC and its affiliates filed for Chapter 11 on May 6, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-12889). Davin J. Hall, Esq., at Dechert LLP, represents the Debtors in their restructuring efforts. Diana G. Adams, the U.S. Trustee for Region 2, appointed seven creditors to serve on the official committee of unsecured creditors. The petition listed assets of $104 million against $102 million in total liabilities. Debt includes $56.7 million on a first-lien loan now mostly owned by Angelo Gordon affiliates. There is a second-lien debt for another $22.7 million. ALLIED CAPITAL: In Default of Asset Coverage Ratio Covenants ------------------------------------------------------------ Allied Capital Corporation reports that events of default related to certain covenants have occurred and are continuing under the company's revolving line of credit and private notes. The company's asset coverage ratio, which these debt agreements require to be no less than 200%, was 174% as of June 30, 2009. In July 2009, the company agreed in principle to terms with these lenders and private noteholders on a comprehensive restructuring of these debt agreements. In connection with the restructuring discussions, the company repaid $50 million of the outstanding private notes in July 2009. The terms of the restructuring are non-binding and remain subject to final documentation and closure. The company will disclose the terms of the restructuring when it is completed. Allied Capital said there can be no assurance of the timing of any debt restructuring or that the company will complete a restructuring of its debt. Until the restructuring is completed, this debt remains subject to acceleration. The company expects the restructured debt to result in a significantly increased cost of capital. As a result, the company expects its profitability will be substantially reduced and that it would not be able to pay a cash dividend for an extended period of time. The company has focused its efforts on selling assets in its portfolio to generate capital to improve its liquidity and de- lever its balance sheet. During the three and six months ended June 30, 2009, the company sold or had repayments on portfolio investments that generated cash proceeds of $345.5 million and $587.3 million, respectively. At June 30, 2009, the company had cash and money market and other securities totaling $484.0 million as compared to $50.7 million at December 31, 2008. At June 30, 2009, the company had borrowings on its revolving line of credit of $50.0 million, outstanding private notes of $1.0 billion and outstanding public debt of $745.5 million. In addition as of June 30, 2009, $62.0 million in standby letters of credit that have been issued under the revolving line of credit remained outstanding. During the three and six months ended June 30, 2009, the Company repurchased publicly issued notes in the market with a total par value of $132.0 million and $134.5 million, respectively, for a total cost of $49.8 million and $50.3 million, respectively. After recognizing the remaining unamortized original issue discount associated with the notes repurchased, the company recognized a gain on repurchase of debt of $81.5 million and $83.5 million for the three and six months ended June 30, 2009, respectively. About Allied Capital Allied Capital Corp. -- http://www.alliedcapital.com/-- is a business development company that is regulated under the Investment Company Act of 1940. Allied Capital has a portfolio of investments in the debt and equity capital of middle market businesses nationwide. Founded in 1958 and operating as a public company since 1960, Allied Capital has been investing in the U.S. entrepreneurial economy for 50 years. Allied Capital has a diverse portfolio of investments in 92 companies across a variety of industries. AMBRILIA BIOPHARMA: CCAA Case Prompts Delay in Filing Q2 Results ---------------------------------------------------------------- Ambrilia Biopharma Inc. said the filing of its interim financial statements, management's discussion and analysis and related CEO and CFO certifications for the second quarter ended on June 30, 2009, will be delayed beyond the filing deadline of August 14, 2009. On July 31, 2009, Ambrilia received protection under an initial order granted pursuant to the Companies' Creditors Arrangement Act (Canada). As a result of Ambrilia's ongoing review process while under CCAA protection, there is a high degree of measurement uncertainty with respect to the appropriate carrying value of certain of Ambrilia's assets on its balance sheet and as a result Ambrilia is unable to prepare its Interim Filings. Ambrilia intends to file with securities regulatory authorities throughout the period in which it is in default, the same information it provides to its creditors when the information is provided to the creditors and in the same manner as it would file a material change report. While under CCAA protection, Ambrilia's Board of Directors maintains its usual role and its management remains responsible for Ambrilia's day-to-day operations, under the supervision of the Court-appointed monitor. Currently, the stay period under the Order will end on August 31, 2009, but may be extended upon further order of the Quebec Superior Court. Ambrilia plans to remedy the default and file the Interim Filings as soon as it is able to do so. However, Ambrilia cannot confirm with certainty when it will be able to remedy the default and file its Interim Fillings. The CCAA Order also allows Ambrilia to postpone its annual and special meeting of shareholders, previously scheduled to be held on August 4, 2009, until a further date which will be within a three-month period following the emergence of Ambrilia from protection under the CCAA. Raymond Chabot inc. is the court appointed Monitor for the CCAA proceedings and will monitor the ongoing operations of Ambrilia and its subsidiary, assist with the development and filing of a plan of reorganization, compromise or arrangement with its creditors and other stakeholders, liaise with creditors, partners and other stakeholders and report to the court. Fasken Martineau DuMoulin LLP is acting as legal counsel for Ambrilia and its subsidiary. Ambrilia also intends to satisfy the provisions of the alternate information guidelines of section 4.4 of National Policy 12-203 - Cease Trade Orders for Continuous Disclosure Defaults as long as it is in default of the filing requirements. Any recovery for creditors and other stakeholders, including shareholders, is uncertain and is highly dependent upon a number of factors, including the outcome of Ambrilia proceedings under the CCAA. On August 5, Ambrilia said the review by the Toronto Stock Exchange of its common shares with respect to meeting the requirements for continued listing has been stayed until August 30 or such later date as the court may order, pursuant to the Initial CCAA Order. Also, Ambrilia has refused the TSX's request as to Ambrilia voluntarily suspend trading of its common shares. Therefore, trading of Ambrilia's listed common shares continues. About Ambrilia Biopharma Ambrilia Biopharma Inc. -- http://www.ambrilia.com/-- is a biotechnology company focused on the discovery and development of novel treatments for viral diseases and cancer. Ambrilia's product portfolio is comprised of oncology and antiviral assets, including two new formulations of existing peptides for cancer treatment, a targeted delivery technology for cancer, an HIV protease inhibitor program as well as HIV integrase and entry inhibitors, Hepatitis C virus inhibitors and anti-Influenza A compounds. Ambrilia's head office, research and development and manufacturing facilities are located in Montreal. AMDL INC: Annual Stockholders' Meeting to be Held August 21 ----------------------------------------------------------- The Annual Meeting of Stockholders of AMDL, Inc., will be held at the Company's corporate office, located at 2492 Walnut Avenue, Suite 100, Tustin, California, on Tuesday, August 21, 2009, at 10:30 a.m., local time, to consider and vote upon: -- An amendment of the Company's Certificate of Incorporation to change the Company's name to "Radient Pharmaceuticals Corporation"; -- A proposal to authorize the issuance of up to 6,500,000 shares of common stock, par value $0.001 in connection with a potential offering of either Common Stock, convertible preferred stock, convertible debt or warrants to purchase Common Stock, to one or a limited number of third-party, accredited investors, which number of potentially issuable shares would constitute up to roughly 37.9% of the Company's issued and outstanding shares, on terms deemed acceptable by the Board of Directors, which may include a potential issuance price per share below the greater of a share of the Common Stock's book value or its market value at the time of issuance; -- A proposal to approve and ratify the issuance of up to 3,346,665 shares of Common Stock, issuable upon conversion of the principal amount of the outstanding 10% convertible promissory notes and accompanying warrants to purchase Common Stock issuable on conversion thereof, which number of potentially issuable shares constituted roughly 20.9% of the issued and outstanding shares as of the date on which the Company closed its private offering of 10% convertible promissory notes, at a potential issuance price per share below the greater of a share of Common Stock's book value or its market value at such time; -- A proposal to approve and ratify the issuance of up to 1,546,600 shares of Common Stock on exercise of outstanding warrants to purchase shares of Common Stock, which number of potentially issuable shares constituted roughly 9.7% of the Company's issued and outstanding shares as of the date on which the Company completed the final closing of the private offering of 12% (Series 1) senior promissory notes and warrants, at a potential issuance price per share below the greater of a share of the Common Stock's book value or its market value at such time, and will be issued upon the exercise of the warrants issued to the holders of such 12% senior promissory notes and the placement agents in the 12% Senior Note Offering; -- A proposal to approve and ratify the offering of the 12% (Series 2) senior promissory notes and warrants, which will result in approval and ratification of the issuance of up to 3,160,520 shares of the Common Stock, on exercise of outstanding warrants to purchase shares of Common Stock, which number of potentially issuable shares constituted approximately 18.1% of the issued and outstanding shares as of the date on which the Company completed the second closing of the private offering of 12% Series 2 Note Offering, at a potential issuance price per share below the greater of a share of the Common Stock's book value or its market value at such time, and will be issued upon the exercise of the warrants issued to the holders of such 12% senior promissory notes and the placement agents in the 12% Series 2 Note Offering; -- The election of five directors as follows: two Class I directors to hold office until the 2012 Annual Meeting of Stockholders, one Class II director to hold office until the 2011 Annual Meeting of Stockholders, and two Class III directors to hold office until the 2010 Annual Meeting of Stockholders, or until the directors' successors will have been duly elected and qualified; or, in the event that the stockholders do not vote in favor of Proposal 7, then to elect five directors for one-year terms or until their successors will have been duly elected and qualified or until their death, resignation or removal; -- A proposal to amend and restate the Company's amended Certificate of Incorporation; -- A proposal to amend and restate the Company's Bylaws; -- A proposal to adopt a Stockholders Rights Agreement; -- The approval of the Company's 2008-2009 Performance and Equity Incentive Plan; -- A proposal to approve and ratify the issuance of 120,000 shares of Common Stock to the independent directors; and -- Other business as may properly come before the Annual Meeting. Only stockholders of record on July 2, 2009, are entitled to notice of and to vote at the Annual Meeting. About AMDL Headquartered in Tustin, California, with operations in Shenzhen, Jiangxi, and Jilin, China, AMDL, Inc., along with its subsidiary Jade Pharmaceutical Inc., is a vertically integrated bio- pharmaceutical company devoted to the research, development, manufacturing, and marketing of diagnostic, pharmaceutical, nutritional supplement, and cosmetic products. The Company employs roughly 500 people in the U.S. and China. Going Concern Doubt In its Form 10-Q filing in May 2009, AMDL disclosed it is actively seeking additional debt or equity financing. AMDL incurred net losses before discontinued operations of $1,938,117 and $1,678,537 for the three months ended March 31, 2009 and 2008, and had an accumulated deficit of $37,287,070 at March 31, 2009. Moreover, despite generating cash from operating activities of continuing operations of $739,535 for the three months ended March 31, 2009, AMDL used cash in operating activities of continuing operations of $1,926,938 during the three months ended March 31, 2008. At May 10, 2009, AMDL had cash on hand in the U.S. and China of roughly $5,000,000. Its operations in China currently generate positive cash from operations, but the availability of any cash from operations in China and the timing thereof may be uncertain. Its receivables in China have been outstanding for extended periods, and AMDL has experienced increased delays in collection. Its U.S. operations currently require roughly $425,000 per month to fund the cost associated with its general U.S. corporate functions, payment by corporate of the salaries of executives in China, and the expenses related to the further development of the DR-70 test kit. In lieu of reinvesting all cash flow from Chinese operations in China, currently the necessary funds to meet its cash flow obligations in the U.S. are being transferred from JPI or JJB to AMDL in the United States. KMJ Corbin & Company LLP, in Costa Mesa, California -- in its April 2009 audit report on the Company's financial statements for the year ended December 31, 2008 -- raised substantial doubt about the Company's ability to continue as a going concern. At March 31, 2009, AMDL had $41,803,234 in total assets and $7,729,303 in total liabilities. AMERICA WEST BANK: FDIC Orders Online Auction of FF&E ----------------------------------------------------- Penny Worley Auctioneers is holding an online auction of furniture, fixtures and equipment from FDIC Receivership for America West Bank of Utah. Items in this online bank auction include: computers, executive office furniture, art works, leather chairs, office equipment, storage and shelving, filing cabinets, decorative items, security cameras, Diebold ATM machine, fire-proof filing cabinets, various safes, and much more. "This is a great opportunity to purchase some fine items, including Ashley furniture," said Jerry Jenkins. "All of these items will sell to the highest bidders." Mr. Jenkins said the items were ordered sold by the Federal Deposit Insurance Corporation as receivership for America West Bank of Utah. In 2008, Penny Worley Auctioneers was named an official auctioneer for the FDIC. The online auction is open to the public. Bidding ends August 21. Bidders must register prior to bidding. For more information, visit http://www.WorleyAuctioneers.com/or call Jerry Jenkins at (513) 313-9178. Penny Worley Auctioneers conducts auctions throughout the United States, including over 100 auctions in 2008. The company is a member of the National Auctioneers Association, the Ohio Auctioneers Association and the Certified Appraisers Guild of America, National Association of Realtors & Ohio Association of Realtors and Members of the Cincinnati and Dayton Home Builders Association. Jerry Jenkins Penny Worley Auctioneers (513) 313-9178 jerry@worleyauctions.com America West Bank is the 32nd bank to fail in 2009 and the second in Utah. America West Bank, in Layton, Utah, was closed in May by the Utah Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Cache Valley Bank, Logan, Utah, to assume all of the deposits of America West. APEX SILVER MINES: All Claims Have Been Substantially Resolved -------------------------------------------------------------- Golden Minerals Company -- successor to Apex Silver Mines Limited for purposes of reporting under the U.S. federal securities laws, upon emergence from Chapter 11 bankruptcy on March 24, 2009 -- disclosed that all of the Chapter 11 claims in the case have now been substantially resolved. ASML is in liquidation in the Cayman Islands that will include cancellation of ASML ordinary shares. On Monday, Golden Minerals reported that for the second quarter 2009, it recorded a total net loss of $6.5 million, which included among other items, $1.8 million in revenue net of associated costs for management services, a loss of $1.3 million on the mark down of its auction rate security investments, $3.0 million of administrative expense, $3.0 million of exploration expense, and $600,000 of reorganization cost. About Apex Silver Mines Headquartered in Denver, Colorado, Apex Silver Mines Limited (Pink Sheets:APXSQ) -- http://www.apexsilver.com-- explores and develops silver and other mineral properties in Central and South America. The Company is based in George Town, Cayman Islands. The Company and its affiliate, Apex Silver Mines Corporation, filed for Chapter 11 protection on January 12, 2009 (Bankr. S.D. N.Y. Lead Case No. 09-10182). James L. Bromley, Esq., and Sean A. O'Neal, Esq., at Cleary Gottlieb Steen & Hamilton LLP, represented the Debtors in their restructuring efforts. Davis Graham & Stubbs LLP served as special purpose counsel; Jefferies & Co, Inc. as financial advisor; and Epiq Bankruptcy Solutions LLC as claims agent. When the Debtors filed for protection from their creditors, they listed assets and debts between $500 million to $1 billion each. Apex Silver Mines said the Joint Plan of Reorganization filed together with wholly owned subsidiary Apex Silver Mines Corporation became effective on March 24, 2009, and that the Company and ASMC have emerged from Chapter 11 proceedings. Under the Plan, Golden Minerals Company, a newly formed Delaware corporation, became the successor to the Company's assets. The Company's pending provisional liquidation proceedings under Cayman Islands law was converted to a compulsory liquidation. The United States Bankruptcy Court for the Southern District of New York entered an order confirming the Plan on March 4, 2009. Pursuant to the Plan, Sumitomo Corporation acquired the Company's direct and indirect interests in the San Cristobal mine, including its 65% interest in Minera San Cristobal, for a cash purchase price of $27.5 million, plus $2.5 million in expense reimbursements and the assumption of certain liabilities. The Company has been released and discharged from liabilities associated with the San Cristobal mine, including its guarantee of San Cristobal's indebtedness. ASMC entered into a Management Services Agreement with Sumitomo under which it will provide certain management services with respect to the San Cristobal mine and receive an annual fee of roughly $6.0 million, and a potential annual incentive fee of $1.5 million. The Management Agreement will have an initial term of 12 months and thereafter may be terminated by Golden Minerals with 12 months' prior notice or by Sumitomo with six months' prior notice. If terminated by Sumitomo, Golden Minerals will be entitled to a $1.0 million termination fee. APPIAN LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Appian LLC 136 Worcester Road Wellesley, MA 02481 Case No.: 09-17602 Type of Business: The Debtor operates a real estate business. Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Joan N. Feeney Debtor's Counsel: John F. Davis, Esq. 900 Cummings Center, Suite 207T Beverly, MA 01915 Tel: (978) 232-9640 Fax: (978) 232-9644 Email: john@jfdesq.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. APRIA HEALTHCARE: S&P Assigns 'B+' Rating on $310 Mil. Notes ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned Lake-Forest, California-based oxygen, infusion and medical equipment provider Apria Healthcare Group Inc.'s proposed issuance of $310 million senior secured notes due 2014 (series A-2) its issue-level rating of 'B+' (one notch lower than the 'BB-' corporate credit rating on the company). S&P also assigned the notes a recovery rating of '5', indicating S&P's expectation of modest (10%-30%) recovery for noteholders in the event of a payment default. All other ratings are unchanged. Ratings List Apria Healthcare Group Inc. Corporate Credit Rating BB-/Stable/-- New Rating Apria Healthcare Group Inc. Senior Secured $310 mil. notes due 2014 B+ Recovery Rating 5 ASARCO LLC: Creditors Might Collect More than $2-Bil Owed to Them ----------------------------------------------------------------- Asarco LLC CEO Joseph Lapinsky said at the plan confirmation hearing that some creditors might collect more than the $2 billion they are owed depending on how Judge Richard Schmidt rules in the case, Steven Church at Bloomberg News reported. According to Mr. Church, the CEO acknowledged that possibility during the opening of a two-week bankruptcy hearing where the judge will choose between competing plans filed for ASARCO. Under the plan proposed by ASARCO LLC, unsecured creditors would receive more the 100% because a unit of Asarco's parent, Grupo Mexico SAB, lost a related fraudulent transfer lawsuit last year and was ordered to return stock worth more than $7 billion, Mr. Church said, citing court records. Competing Plans ASARCO LLC has sent to creditors three competing Chapter 11 plans for voting -- plans sponsored by investors led by Harbinger Capital Partners Master Fund I Ltd., another by parent Grupo Mexico SAB, through ASARCO Inc. and a third by ASARCO LLC. The Bankruptcy Court began confirmation hearings for the competing plans on August 10. ASARCO LLC's plan is built upon an agreement to sell assets to Vedanta unit Sterlite Industries Inc. Sterlite has agreed to provide a $770 million promissory note, pay $1.59 billion in cash and assume certain liabilities as part of its consideration in exchange for ASARCO's assets. Grupo Mexico, through ASARCO Inc. and Americas Mining Corp., is offering to purchase ASARCO LLC, in exchange for $1.72 billion in cash plus a note for $280 million for unsecured creditors. The Plan, however, includes the cancellation of the fraudulent transfer judgment. Harbinger's plan proposes to purchase ASARCO's assets for $500 million and the assumption of certain liabilities. While it is not withdrawing its Plan, Harbinger has asked the Court to suspend confirmation of its own plan to conserve estate resources. It said that since it filed its Plan, the Debtors and Grupo Mexico have made substantial modifications to the terms of their proposed plans. Asarco LLC vs. Parent According to Bloomberg, at the hearing on August 10, Grupo Mexico and Sterlite each increased the cash portions of their offers. Grupo Mexico's plan is worth more to creditors than the Sterlite offer because it pays more to creditors than the Sterlite offer because it pays more in cash and because its note is guaranteed, Robert Moore, Esq., said, according to the Bloomberg report. Mr. Moore also the bankruptcy judge to reject ASARCO LLC's plan because under the bankruptcy court rules, creditors can't get more than what they are owed plus interest. About ASARCO LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When ASARCO LLC filed for protection from its creditors, it listed US$600 million in total assets and US$1 billion in total debts. ASARCO LLC has five affiliates that filed for Chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for Chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its Chapter 11 case. On October 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for Chapter 11 protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining & Development Co., Ltd., Peru Mining Exploration & Development Co., and Green Hill Cleveland Mining Co. filed for Chapter 11 protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197 to 08-20202). Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Has Confidential Pact With Charlotte Thornton --------------------------------------------------------- Charlotte M. Thornton of Sunland Park, New Mexico, informs Judge Richard Schmidt that she has entered into a "'Strictly Private and Confidential' Nondisclosure and Confidentiality Agreement" with ASARCO LLC through its real estate attorneys regarding real estate tied to ASARCO's bankruptcy estate. By this motion, Ms. Thornton seeks a protective order to enable her to file an "Under Seal Motion." She asserts that her confidential request is derived from fully reviewed matters of confidential, commercial in nature and relating to the Agreement. About ASARCO LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When ASARCO LLC filed for protection from its creditors, it listed US$600 million in total assets and US$1 billion in total debts. ASARCO LLC has five affiliates that filed for Chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for Chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its Chapter 11 case. On October 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for Chapter 11 protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining & Development Co., Ltd., Peru Mining Exploration & Development Co., and Green Hill Cleveland Mining Co. filed for Chapter 11 protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197 to 08-20202). ASARCO LLC filed a plan of reorganization on July 31, 2008, premised on the sale of the Debtors' assets to Sterlite USA for US$2.6 billion. By October 2008, ASARCO LLC informed the Court that Sterlite refused to close the proposed sale and thus, the Original Plan could not be confirmed. The parties has since renewed their purchase and sale agreement and ASARCO LLC has obtained Court approval of a settlement and release contained in the new PSA for the sale of the ASARCO assets for US$1.1 billion in cash and a US$600 million note. Americas Mining Corporation, an affiliate of Grupo Mexico SAB de CV, submitted its own plan which allows it to keep its equity interest in ASARCO LLC by offering full payment to ASARCO's creditors. AMC offered provide up to US$2.7 billion in cash and a US$440 million guarantee to assure payment of all allowed creditor claims, including payment of liabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowed amount of the claims against ASARCO. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Proposes Settlement With 7 Tennessee Workers -------------------------------------------------------- For many years, ASARCO LLC's Tennessee Mines Division extracted ore from the Immel, Young, and Coy zinc mines in eastern Tennessee, and operated a mill at the Young mine. Certain former employees of ASARCO who worked at TMD filed proofs of claim based on alleged work-related injuries. Seven of the workers have agreed to accept general unsecured claims in amounts that are consistent with settlements and judgments that were obtained by similarly-situated employees before the bankruptcy. They are: Allowed Settling Creditor Claim No. Unsecured Claim ----------------- --------- --------------- Taylor, Henry 10171 $87,500 Donaldson, Neta 10176 45,000 Elmore, Lonnie 10175 50,000 Nance, Lloyd 10173 22,000 Nance, Jeff 10174 6,000 Wood, Carolyn 10172 5,000 Strange, Hal 10170 2,385 In the interest of avoiding litigation over the scope of the Debtors' liability on the Claims, if any, ASARCO and the Creditors have negotiated and agreed to settle the Claims. ASARCO, therefore, asks the Court to approve its compromise and claims settlement with 7 Tennessee Creditors. Pursuant to Section 362(d)(1) of the Bankruptcy Code, ASARCO also asks the Court to modify the automatic stay to allow the Settling Creditors to seek approval of the claims settlement in the Tennessee State Court, where certain of the claims were originally filed or could have been filed, or in the Tennessee Department of Labor. The key provisions of the proposed Claims Settlement are: -- For each of the Settling Creditors, ASARCO agrees to allow general unsecured claims equal to the proposed Allowed Unsecured Claim; -- An Allowed Unsecured Claim includes an agreed-upon payment for one or more of these: * permanent partial disability; * reimbursement for past medical expenses relating to the claimant's alleged work-related injury or injuries; * any outstanding Court costs; and * future medical expenses relating to the alleged work- related injury or injuries; and -- The Settling Creditors agree that their proofs of claims will be deemed amended to assert only the amounts ASARCO has agreed to allow, and to release any future claims against ASARCO relating to alleged work-related injury or injuries. ASARCO intends to execute separate settlement agreements with each Settling Creditor. ASARCO notes that the terms of the Claims Settlements are substantively identical and all are conditioned on the approval of the Bankruptcy Court. About ASARCO LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When ASARCO LLC filed for protection from its creditors, it listed US$600 million in total assets and US$1 billion in total debts. ASARCO LLC has five affiliates that filed for Chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for Chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its Chapter 11 case. On October 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for Chapter 11 protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining & Development Co., Ltd., Peru Mining Exploration & Development Co., and Green Hill Cleveland Mining Co. filed for Chapter 11 protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197 to 08-20202). ASARCO LLC filed a plan of reorganization on July 31, 2008, premised on the sale of the Debtors' assets to Sterlite USA for US$2.6 billion. By October 2008, ASARCO LLC informed the Court that Sterlite refused to close the proposed sale and thus, the Original Plan could not be confirmed. The parties has since renewed their purchase and sale agreement and ASARCO LLC has obtained Court approval of a settlement and release contained in the new PSA for the sale of the ASARCO assets for US$1.1 billion in cash and a US$600 million note. Americas Mining Corporation, an affiliate of Grupo Mexico SAB de CV, submitted its own plan which allows it to keep its equity interest in ASARCO LLC by offering full payment to ASARCO's creditors. AMC offered provide up to US$2.7 billion in cash and a US$440 million guarantee to assure payment of all allowed creditor claims, including payment of liabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowed amount of the claims against ASARCO. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASARCO LLC: Union Head Back Employee Opposition to Grupo Mexico --------------------------------------------------------------- Grant Winston, president of the United Steelworkers Associate Members, Greater Tucson Chapter, wrote to the Court on behalf of USW members to support Mission and Silver Bell Units employees' opposition to the proposed take over by Grupo Mexico SAB de C.V. of the Debtors' businesses. Mr. Winston contended that many of the workers at Mission and Silver Bell worked in the mines when Grupo Mexico owned the mines in the past, and the employees' first-hand experience with it was "horrendous." He asserted that Grupo Mexico's management approach totally disregards important workplace considerations, like worker safety, fairness and environmental precautions. He related that Grupo Mexico's poor track record is not isolated in Tucson mines, but "can be seen practically everywhere the oppressive and inconsiderate hand of Grupo management reaches." "Judge I think it would be safe for us to assume your agreement that the workers and their families who stand to be affected by your decision more than perhaps anyone else are major stakeholders in that decision," Mr. Grant said. "They do not wish to be returned to the 'tender mercies' of Grupo Mexico -- they have been there and done that, and it did not, and would not, end well," he averred. USW Responds Patrick M. Flynn, Esq., in Houston, Texas, tells the Court that, without any comment on the contents of the letter, the USW did not authorize the sending of Mr. Grant's letter. Mr. Grant was not and is not authorized to communicate with the Court on behalf of the USW and that he was not and is not authorized to send communications on USW letterhead with the name of USW District Director Robert LaVenture on it, Mr. Flynn says. Competing Plans ASARCO LLC has sent to creditors three competing Chapter 11 plans for voting -- plans sponsored by investors led by Harbinger Capital Partners Master Fund I Ltd., another by parent Grupo Mexico SAB, through ASARCO Inc. and a third by ASARCO LLC. The Bankruptcy Court began confirmation hearings for the competing plans on August 10. ASARCO LLC's plan is built upon an agreement to sell assets to Vedanta unit Sterlite Industries Inc. Sterlite has agreed to provide a $770 million promissory note, pay $1.59 billion in cash and assume certain liabilities as part of its consideration in exchange for ASARCO's assets. Grupo Mexico, through ASARCO Inc. and Americas Mining Corp., is offering to purchase ASARCO LLC, in exchange for $1.72 billion in cash plus a note for $280 million for unsecured creditors. The Plan, however, includes the cancellation of the fraudulent transfer judgment. Harbinger's plan proposes to purchase ASARCO's assets for $500 million and the assumption of certain liabilities. While it is not withdrawing its Plan, Harbinger has asked the Court to suspend confirmation of its own plan in order to conserve estate resources. It said that since it filed its Plan, the Debtors and Grupo Mexico have made substantial modifications to the terms of their proposed plans. About ASARCO LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Lehman Brothers Inc. provides the ASARCO with financial advisory services and investment banking services. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When ASARCO LLC filed for protection from its creditors, it listed US$600 million in total assets and US$1 billion in total debts. ASARCO LLC has five affiliates that filed for Chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for Chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its Chapter 11 case. On October 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for Chapter 11 protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining & Development Co., Ltd., Peru Mining Exploration & Development Co., and Green Hill Cleveland Mining Co. filed for Chapter 11 protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197 to 08-20202). ASARCO LLC filed a plan of reorganization on July 31, 2008, premised on the sale of the Debtors' assets to Sterlite USA for US$2.6 billion. By October 2008, ASARCO LLC informed the Court that Sterlite refused to close the proposed sale and thus, the Original Plan could not be confirmed. The parties has since renewed their purchase and sale agreement and ASARCO LLC has obtained Court approval of a settlement and release contained in the new PSA for the sale of the ASARCO assets for US$1.1 billion in cash and a US$600 million note. Americas Mining Corporation, an affiliate of Grupo Mexico SAB de CV, submitted its own plan which allows it to keep its equity interest in ASARCO LLC by offering full payment to ASARCO's creditors. AMC offered provide up to US$2.7 billion in cash and a US$440 million guarantee to assure payment of all allowed creditor claims, including payment of liabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowed amount of the claims against ASARCO. Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ASCENDANT UTAH: Meeting of Creditors Scheduled for September 3 -------------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of creditors in Ascendant Utah, LLC's Chapter 11 case on September 3, 2009, at 3:00 p.m. The meeting will be held at 300 Las Vegas Blvd., South, Room 1500, Las Vegas, Nevada. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Las Vegas, Nevada-based Ascendant Utah, LLC, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-23539). Christopher Patrick Burke, Esq., who has an office in Las Vegas, Nevada, assists the Company in its restructuring efforts. The Company said it does not have unsecured creditors who are non-insiders when it filed its petition. In its petition, the Debtor listed total assets of $47,000,210 and total debts of $33,513,303. AVERY ENVIRONMENTAL: Chapter 11 Trustee Takes Over -------------------------------------------------- John P. Boan at Times-Georgian reports that a Chapter 11 trustee has been named to help maintain Avery Environmental Services, Inc., and keep the Company from having to liquidate its assets. Times-Georgian didn't disclose the trustee's name. According to Times-Georgian, County Attorney Cynthia Daley told the Carroll County Board of Commissioners on Tuesday that it came to the county's attention that the Company was liquidating equipment. Times-Georgian relates that one of Avery Environmental's creditors had also filed a motion to convert the Company's bankruptcy proceedings into Chapter 7 liquidation. County officials then met with representatives from First Georgia Bank, Avery Environmental's biggest creditor, and after additional discussions between the bank and other stakeholders, a decision was made to appoint a trustee to help right the Company's troubled finances, Times-Georgian states. Times-Georgian says that the trustee has been directed to approve a management company to assist Avery Environmental in meeting the requirements of the restructuring. Citing Ms. Daly, Times- Georgian states that Avery Environmental will continue with daily pickups at all the county's convenience centers. The city of Carrollton, which previously had a contract with Avery Environmental for the pickup of curbside recyclables, will be taking over the recycling collection services by August 31 regardless of what happens to the Company, Times-Georgian reports. Carrollton, Georgia-based Avery Environmental Services, Inc., filed for Chapter 11 bankruptcy protection on October 30, 2008 (Bankr. N.D. Ga. Case No. 08-13222). George M. Geeslin, Esq., who has an office in Atlanta, Georgia, assists the Company in its restructuring efforts. The Company listed $1,000,000 to $10,000,000 in assets and $1,000,000 to $10,000,000 in debts. B & L INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: B & L Investments, Inc. 676 N. Battlefield Boulevard, Suite B Chesapeake, VA 23320 Bankruptcy Case No.: 09-73281 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- B & L Battlefield Texaco, LLC 09-73282 B & L Independence Texaco, LLC 09-73283 B & L Little Creek Texaco, LLC 09-73284 B & L Pembroke, LLC 09-73285 B & L RC2-Speedzone, LLC 09-73286 Racecoast Edmonds Corner, LLC 09-73287 Racecoast, LLC 09-73288 Chapter 11 Petition Date: August 9, 2009 Court: United States Bankruptcy Court Eastern District of Virginia (Norfolk) Debtor's Counsel: Karen M. Crowley, Esq. Crowley, Liberatore, & Ryan, P.C. 1435 Crossways Boulevard, Suite 300 Chesapeake, VA 23320 Tel: (757) 333-4500 Fax: (757) 333-4501 Email: kcrowley@clrfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A full-text copy of the Debtor's petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/vaeb09-73281.pdf The petition was signed by Syed Sherazi, president of the Company. BAHMAN INC: Case Summary & Largest Unsecured Creditor ----------------------------------------------------- Debtor: Bahman, Inc. 1910 Dual Highway Hagerstown, MD 21740 Bankruptcy Case No.: 09-24692 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Wendelin I. Lipp Debtor's Counsel: Craig Palik, Esq. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: (301) 441-2420 Fax: (301) 982-9450 Email: cpalik@mhlawyers.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified Miles & Stockbridge, P.C. with a claim for $16,760 as its largest unsecured creditor. A full-text copy of the Debtor's petition is available for free at: http://bankrupt.com/misc/mdb09-24692.pdf The petition was signed by Bahman Rowhani, managing member of the Company. BALL CORP: Moody's Assigns 'Ba1' Rating on $325 Million Notes ------------------------------------------------------------- Moody's Investors Service assigned a Ba1 rating to both the new $325 million senior unsecured notes due 2016 and the new $325 million senior unsecured notes due 2019 of Ball Corporation. Moody's also affirmed the company's Ba1 corporate family and probability of default rating. The rating outlook remains stable. Additional instrument ratings are detailed below. The rating is in response to the company's announcement on August 10, 2009, that it had commenced an offering of approximately $325 million senior unsecured notes due 2016 and $325 million of senior unsecured notes due 2019. The net proceeds of the offering will be used to finance the proposed acquisition of certain beverage can manufacturing assets from Anheuser-Busch InBev for total cash consideration of approximately $577 million (announced on July 1, 2009). The transaction is expected to close at year end or early in the first quarter of 2010, subject to regulatory approval. The affirmation of the rating despite the completely debt financed transaction reflects the modest increase in pro-forma leverage, the strong pro-forma free cash flow and the company's commitment to direct all free cash flow to debt reduction over the near term. The affirmation also reflects Ball's stable profitability, the well consolidated industry structure and good post acquisition liquidity. Pro-froma for the transaction, leverage will increase to approximately 3.75 times from 3.5 times. The integration of the assets is not likely to pose any difficulty given the company's past track record and similarity of the acquired assets to the existing operations. Moody's anticipates that credit metrics will return to pre-acquisition level quickly. The rating is constrained by the company's aggressive financial policies, concentration of sales and primarily commoditized product line. The rating is also constrained by an EBIT margin that is weak for the rating category. Moody's took these rating actions: -- Affirmed corporate family rating, Ba1 -- Affirmed probability of default rating, Ba1 -- Assigned $325 million senior unsecured notes due August 2016, Ba1 (LGD 4, 54%) -- Assigned $325 million senior unsecured notes due August 2019, Ba1 (LGD 4, 54%) -- Affirmed $715 million multicurrency credit facility due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed $35 million Canadian credit facility due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed GBP85 million Term A Loan due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed EUR350 million Term B Loan due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed CAD 149 million Term C Loan due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed $450 million Term D Loan due October 2011, Ba1 (LGD 4, 54% from 53%) -- Affirmed $509 million 6.825% senior unsecured notes due December 2012, Ba1 (LGD 4, 54% from 53%) -- Affirmed $450 million 6.625% senior unsecured notes due March 2018, a Ba1 (LGD 4, 54% from 53%) The ratings outlook is stable. The rating and outlook are subject to final documentation and use of proceeds. Moody's last rating action on Ball occurred on September 29, 2006, when Moody's affirmed Ball's Ba1 corporate family rating and introduced its loss given default methodology. Broomfield, Colorado-based Ball Corporation is a manufacturer of metal and plastic packaging, primarily for beverages, foods and household products, and a supplier of aerospace and other technologies and services to government and commercial customers. Revenue for the twelve month period ended June 28, 2009 totaled approximately $7.2 billion. BALL CORP: S&P Assigns 'BB+' Rating on $650 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'BB+' senior unsecured debt rating (the same as the corporate credit rating on the company) and a recovery rating of '3' to Ball Corp.'s proposed offering of $650 million of senior unsecured notes maturing in 2016 and 2019. These ratings indicate S&P's expectation of meaningful (50% to 70%) recovery for senior unsecured noteholders in the event of a payment default. At the same time, S&P assigned a preliminary senior unsecured debt rating of 'BB+' to Ball Corp.'s shelf registration under which the notes will be issued. Although Ball plans to use the proceeds of the notes offering to finance the $577 million acquisition of the plants from A-B InBev, the offering is not conditioned upon completion of the acquisition, which the company expects to close in late 2009 or early 2010, subject to regulatory approval. If the acquisition is not completed, Ball expects to use the net proceeds from the offering for general corporate purposes, including other potential acquisitions, the refinancing or repayment of debt, working capital, share repurchases or capital expenditures. "The ratings on Broomfield, Colo.-based Ball Corp. reflect its position as one of the world's leading beverage and food can manufacturers. Key business strengths include relatively stable demand and the ability to pass through raw material cost fluctuations to customers on a timely basis, resulting in relatively stable earnings and cash flow," said Standard & Poor's credit analyst Cynthia Werneth. Aggressive financial policies that keep the company significantly leveraged, as well as somewhat less financial flexibility than most peers, balance these attributes. Pro forma for the notes offering, total adjusted debt at June 28, 2009, was about $3.9 billion. S&P adjust debt to include about $900 million of tax-effected underfunded postretirement benefits, off-balance sheet receivables financing, and capitalized operating leases. Ball's financial profile should remain in a range appropriate for the ratings, given its satisfactory business profile, relatively steady free cash flow generation, and track record of restoring credit quality following acquisitions. S&P expects FFO to debt to average about 20%. Once debt associated with the A-B InBev transaction has been reduced, the economy stabilizes, and the company addresses its upcoming debt maturities, S&P think that the company will use discretionary cash flow for additional acquisitions and share repurchases. S&P could lower the ratings or revise the outlook to negative if the company followed the AB- InBev acquisition with another meaningful-sized, debt-financed transaction or the resumption of significant share repurchases before it has strengthened the financial profile. Financial policies would likely preclude an upgrade. BEARINGPOINT INC: Halts Quarterly Reports With SEC -------------------------------------------------- Following the commencement of the Chapter 11 cases, Bearingpoint Inc.'s available management has been particularly strained by the considerable attention required for administering the Chapter 11 Cases and marketing, negotiating and consummating the sale of the Company's businesses and assets. The Company is pursuing the sale of all or substantially all of its businesses and assets to a number of parties. The Company expects that these sale transactions will result in modification of the plan of reorganization filed with the Bankruptcy Court on February 18, 2009 and, if it is successful in selling all or substantially all of its assets, in the liquidation of the Company's business and the Company ceasing to operate as a going concern. Because of the Company's current financial position, coupled with the loss of a significant number of personnel who previously participated in the preparation of the Company's periodic reporting obligations, the Company is incapable of absorbing the costs and tasks associated with preparing its Form 10-Q. Consequently, the Company will not file the Form 10-Qs for the periods ended June 30, 2009 and March 31, 2009 and has adopted a "modified reporting" program with respect to its reporting obligations under the federal securities laws. The Company will continue to file under cover of Form 8-K copies of the monthly financial reports that are required to be filed with the Court in lieu of continuing to file quarterly and annual reports under Section 13(a) of the Securities Exchange Act of 1934, as amended. The Company will also continue to file other current reports on Form 8-K as required by the federal securities laws. The Company believes that this "modified reporting" program is consistent with the protection of its investors and creditors as set forth in the Securities and Exchange Commission's Exchange Act Release No. 9660, dated June 30, 1972, and Staff Legal Bulletin No. 2, dated April 15, About BearingPoint BearingPoint, Inc. -- http://www.BearingPoint.com/-- was one of the world's largest providers of management and technology consulting services to Global 2000 companies and government organizations in more than 60 countries worldwide. Based in McLean, Va., BearingPoint -- a former consulting arm of KPMG LLP - - has approximately 15,000 employees focusing on the Public Services, Commercial Services and Financial Services industries. The Company's service offerings are designed to help clients generate revenue, increase cost-effectiveness, manage regulatory compliance, integrate information and transition to "next- generation" technology. BearingPoint, Inc., fka KPMG Consulting, Inc., together with its units, filed for Chapter 11 protection on February 18, 2009 (Bankr. S.D.N.Y., Case No. 09-10691). Alfredo R. Perez, Esq., at Weil Gotshal & Manges LLP, in Houston; Marcia J. Goldstein, Esq., Ronit J. Berkovich, Esq., and Jose R. Alcantar, Esq., at Weil Gotshal & Manges LLP, in New York, represent the Debtors as restructuring counsel. AlixPartners, LLP, is the Debtors' restructuring advisors. Greenhill & Co., LLC, is the Debtor's financial advisor & investment banker. Jeffrey S. Sabin, Esq., at Bingham McCutchen LLP represents the Creditors' Committee as counsel. BearingPoint disclosed total assets of $1,762,689,000, and debts of $2,231,839,000 as of September 30, 2008. BIOJECT MEDICAL: Reports $301,000 Net Loss in June 30 Quarter ------------------------------------------------------------- Bioject Medical Technologies Inc. reported revenues of $1.7 million for the second quarter ended June 30, 2009, unchanged from the comparable 2008 period. Product sales were $1.6 million in the 2009 period compared to $1.4 million in the comparable 2008 period. License and technology fees were $124,000 for the quarter ended June 30, 2009 compared to $275,000 in the comparable 2008 period. The Company reported a net loss of $301,000 in the second quarter of 2009 compared to a net loss of $916,000 in the second quarter of 2008. The Company reported an operating loss of $108,000 in the second quarter of 2009 compared to an operating loss of $787,000 in the second quarter of 2008. Included in the current quarter operating loss is $308,000 of non-cash expenses compared to non-cash expenses of $591,000 in the second quarter of 2008. The charges in the 2009 quarter are comprised of non-cash compensation expense related to the fair value of stock-based awards, warrants and stock funding of $121,000 compared to $275,000 in the comparable year ago period, and depreciation and amortization of $187,000 compared to $222,000 in the comparable year ago period. Also included in the second quarter 2008 non-cash charge is $94,000 related to the write-off of goodwill. Net loss allocable to common shareholders for the second quarter of 2009 was $313,000 compared to $989,000 in the comparable 2008 period. Included in the net loss allocable to shareholders in the 2009 period is a $145,000 non-cash charge related to the change in the fair value of derivative liabilities. As of June 30, 2009, the Company had $5.6 million in total assets; $3.2 million in total current liabilities, $1.3 million in deferred revenues, and $373,000 in other long-term liabilities; and $636,000 in stockholders' equity. At June 30, 2009, Cash and cash equivalents totaled $1.3 million and accumulated deficit is $121.6 million. Basic and diluted net loss per share allocable to common shareholders for the quarter ended June 30, 2009 was $0.02 per share on 17.0 million weighted average shares outstanding compared to a net loss of $0.06 per share on 15.7 million weighted average shares outstanding for the same period of 2008. For the six months ended June 30, 2009, Bioject reported revenues of $3.7 million compared to revenues of $3.5 million in the comparable period of 2008. The six month 2009 operating loss was $283,000 compared to $1.5 million in the comparable period of 2008. Net loss allocable to common shareholders was $550,000, or $0.03 per share, in the six-month period ended June 30, 2009 compared to $1.8 million, or $0.11 per share, in the comparable period of 2008. "Results for the second quarter and first six months of 2009 indicate that we are making significant progress during challenging times. We are pleased to report that product sales were up 13% and 12% for the second quarter of 2009 and the first six months of 2009, respectively, as compared to the prior year periods. In addition, we were able to reduce the operating loss for the second quarter and the first six months of 2009 by 86% and 81%, respectively, as compared to the same periods in 2008. Our determined efforts have also contributed to reductions in total operating expenses of 27% and 20% for the second quarter and year to date, respectively, over the same periods last year. While we continue to make positive improvements to our operational and financial results, we still have work to do in overcoming the challenges ahead, and a priority focus remains to address our debt obligations and improve our cash position," said Ralph Makar, President and CEO. Bioject Medical Technologies Inc., based in Portland, Oregon, develops and manufactures needle-free injection therapy systems. Due to the Company's limited amount of additional committed capital, recurring losses, negative cash flows and accumulated deficit, the report of its independent registered public accounting firm for the year ended December 31, 2008, expressed substantial doubt about the Company's ability to continue as a going concern. BROOK STREET: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Brook Street Inc. 3434 East Bengal Boulevard Suite 177 Salt Lake City, UT 84121 Bankruptcy Case No.: 09-28298 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: Judith A. Boulden Debtor's Counsel: Andres' Diaz, Esq. 1 On 1 Legal Services 307 West 200 South, Suite 3004 Salt Lake City, UT 84101 Tel: (801) 596-1661 Fax: (801) 359-6803 Email: courtmail@adexpresslaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Christian N. Peterson, president of the Company. BRUNSWICK CORP: Moody's Rates $250 Million Notes at 'Ba3' --------------------------------------------------------- Moody's Investors Service rated Brunswick's new proposed $250 million senior secured notes Ba3 and affirmed all of its existing ratings. The existing ratings include a B2 CFR and PDR, Caa1 for the senior unsecured notes and a liquidity rating of SGL 2. The rating outlook is negative. Proceeds from the secured notes are expected to be used to tender for the $150 million notes due in June 2011 at par, general corporate purposes and to purchase a portion of the $250 million notes due in June 2013 on the open market. Brunswick's B2 corporate family and probability of default ratings reflect the severe decrease in discretionary consumer spending and most notably for highly discretionary marine related products, which has resulted in weak credit metrics and a significant decrease in revenue and operating income. While revenue and earnings are expected to further decrease for the remainder of 2009 due to the dramatic reduction in production, both are expected to improve in 2010 and 2011 assuming demand does not decrease significantly from its current levels. "Embedded in the B2 rating is Moody's expectation that production will start matching or exceeding retail demand by Q1 2010 and that Brunswick will maintain its good liquidity position with the combination of cash and availability under its revolver not falling below $400 million, cash of at least $300 million and no draw downs under the $400 million ABL credit facility" said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. The affirmation of the SGL 2 speculative grade liquidity rating reflects Moody's view that Brunswick will maintain a good liquidity profile over the next twelve months. Brunswick's liquidity profile is highlighted by cash balances of around $460 million, no debt maturities until 2013 (assuming the $150 million notes due in 2011 are refinanced in full with the proceeds from the $250 million secured notes) and access to an undrawn $400 million asset based credit facility, which has around $80 million to $100 million available. Brunswick liquidity profile also benefits from the lack of any maintenance financial covenants (the $400 million ABL and GE joint venture agreement both contain a 1.1x fixed charge coverage ratio covenant if availability under the $400 million revolver falls to $60 million or less), and the ability to monetize select marine brands. Despite Moody's expectation that Brunswick should be able to generate free cash flow over the next twelve months, the company's liquidity profile is constrained by the high degree of uncertainty in discretionary consumer spending and the limited potential to generate a significant amount of additional cash from working capital. If the company does not start generating cash flow from operations rather than from working capital in the first half of 2010, its liquidity profile may be pressured. The negative outlook reflects the continuing uncertainty in discretionary consumer spending and notably in the marine market, and, despite the recent improvement, the tenuous recovery in the capital markets. The negative outlook also reflects Moody's view that discretionary spending will likely remain weak over the near term a well as Moody's concern that there could be additional marine dealership failures. The Ba3 rating on the senior secured notes reflects a B2 probability-of-default rating and an LGD 2. The Ba3 senior secured note rating also reflects its junior position to the $400 million ABL revolving credit facility, its seniority to the $100 million Mercury receivable ABL and the senior unsecured notes and its upstream guarantees from operating subsidiaries. Ratings assigned include: * Senior secured notes due 2014 at Ba3 (LGD 2, 29%); Ratings affirmed/assessments revised include: * Corporate family rating at B2; * Probability of default rating at B2; * Senior unsecured notes rating at Caa1 (LGD 5, 87% from LGD 5, 83%); * Speculative grade liquidity rating at SGL 2 The last rating action was on January 6, 2009, where Moody's assigned a liquidity rating, confirmed all other ratings and kept the ratings outlook negative Brunswick is headquartered in Lake Forest, Illinois. The company manufactures marine engines, pleasure boats, bowling capital equipment and fitness equipment, and operates retail bowling centers. Sales for the twelve months ended July 4, 2009, approximated $3.3 billion. BRUNSWICK CORP: S&P Puts B Issue-Level Rating on $250MM Sr. Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its ratings to Brunswick Corp.'s proposed $250 million senior secured notes due 2016. S&P assigned the notes an issue-level rating of 'B' (one notch higher than the 'B-' corporate credit rating on the company) with a recovery rating of '2', indicating S&P's expectation of substantial (70%-90%) recovery for noteholders in the event of a payment default. Proceeds from the offering will be used to fund the tender offer for the $150 million notes due 2011 and general corporate purposes, including repaying other debt of the company. Also, S&P revised its recovery rating on Brunswick's senior unsecured debt to '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default, from '4'. S&P lowered the issue-level rating on this debt to 'CCC' (two notches lower than the 'B-' corporate credit rating) from 'B-', in accordance with S&P's notching criteria for a '6' recovery rating. The recovery rating revision reflects the increased amount of higher-priority debt ahead of the unsecured debt. The 'B-' corporate credit rating on the company was affirmed, and the rating outlook is negative. "The 'B-' corporate credit rating reflects the sharp decline in Brunswick's profitability because of difficult recreational marine conditions and lower prospects for a substantial industry turnaround over the intermediate term," said Standard & Poor's credit analyst Andy Liu. "Liquidity is an additional concern, in S&P's view." S&P expects that erosion of demand and cutbacks in production will continue to cause accounts receivable and inventory liquidation, aiding cash flow generation temporarily in 2009. However, if business deterioration does not moderate by 2010, these benefits, as well as lower capital expenditures, are unlikely to offset cash flow pressures from declining demand. The result could be a discretionary cash deficit and increased vulnerability to economic, industry, and credit market fluctuations. For the 12 months ended July 4, 2009, Brunswick reported a consolidated EBITDA loss -- a material deterioration from a 2.8% EBITDA margin in 2008. The company generated positive discretionary cash flow year to date, benefiting from a $67 million tax refund and working capital liquidation. Standard & Poor's currently expects that Brunswick will generate positive discretionary cash flow in 2009, with accounts receivable and inventory liquidation, together with cost reductions, more than offsetting lower sales. However, S&P also believes that discretionary cash flow in 2010 could be negative given S&P's expectation of extended weakness in operating performance and a diminishing benefit from working capital liquidation. BUDGET WASTE: Obtains Extension of CCAA Protection Until Aug. 14 ---------------------------------------------------------------- BWI Holdings, Inc., operating as Budget Waste, Inc., has been granted an extension of its CCAA protection granted March 4, 2009, up to and including August 14, 2009. At which time Budget Waste will be seeking another extension. Budget Waste has been working diligently with several sources in regard to obtaining a new credit facility. At this time Budget Waste is conducting due diligence with several lending sources to seek the best feasible terms and lending conditions that will best benefit the company. Once the company has made a final decision, the funds will help and assist Budget Waste in emerging from CCAA. In addition, the company would like to advise that it has successfully added several new short and long term service contracts. As reported by the Troubled Company Reporter on March 10, 2009, the BWI Holdings board of directors elected to seek protection for Budget Waste Alberta from creditors under the Companies Creditors' Agreement Act in Canada to reorganize the business to insure that the assets and business of Budget Waste are properly protected for shareholders. BWI Holdings said Budget Waste is suffering the same types of financial issues as so many other businesses, including shortage of affordable credit from banks and slow or failed payment from customers as a consequence of the global financial crisis. BWI Holdings, the public parent company in the U.S., is not part of the CCAA proceedings. BWI Holdings said Budget Alberta has sufficient cash on hand to fund ongoing operations, and its business will continue without interruption. BWI Holdings said the decision to file for creditor protection is being implemented by Budget Alberta because of the extremely high interest rates Budget Alberta has been paying on equipment leases that have been in place for some time and Budget Alberta's challenge with attempting to secure refinancing of these leases with bank debt or other financings at current market rates in an environment where lenders are not lending. Under CEO Jim Can, the company embarked on an ambitious turnaround in 2008 that involved cutting costs, eliminating expenses, reducing payroll, and focusing on key markets, all of which allowed Budget Alberta to begin operating on a positive cash flow basis. However, as the global recession deepened, Budget Alberta's customers began delaying payments, some have gone out of business altogether without paying Budget, and the downturn in housing construction and oil & gas projects, typical market strongholds for Budget Alberta, all have led to a severe tightening of cash. About BWI Holdings BWI Holdings, Inc. -- http://www.budgetwaSuitecom/-- is holding company with its primary subsidiary, a waste solutions company located in Western Canada, that provides complete waste and recycling services to commercial, industrial, construction, homebuilding, oilfield and residential clients. With its broad range of innovative services, Budget offers its customers more value than other companies and competitive rates. CANADIAN SUPERIOR: To Have New Board as Part of Palo Alto Deal -------------------------------------------------------------- Canadian Superior Energy Inc. is finalizing its information circular for forwarding to shareholders in connection with its annual and special meeting of shareholders. The meeting, which had previously been scheduled for September 1, 2009, will now be held on September 9, 2009. The board of directors of Canadian Superior will be substantially reconstituted at the meeting. The nominees for the board named in the information circular are Kerry R. Brittain, Marvin M. Chronister, Dr. James Funk, Dr. William Roach, Gregory G. Turnbull and Richard Watkins, of whom the first four were proposed by Palo Alto Investors, LLC, pursuant to a settlement agreement. All the nominees to the board are independent, as that term is defined in applicable Canadian securities legislation. The nominees have the support of Palo Alto which previously had requisitioned a meeting of shareholders of Canadian Superior to, among other things, elect a replacement board of directors. Canadian Superior has entered into a settlement agreement with Palo Alto which, subject to the approval of the Court of Queen's Bench of Alberta, provides for Canadian Superior to nominate and support the election of the individuals named above as directors of Canadian Superior. The Company has filed an application with the Court requesting the Court's approval of the terms of the settlement agreement. Hardie and Kelly Inc., the Court-appointed Monitor under the CCAA proceedings, has advised the Company that it will recommend approval of the settlement agreement to the Court. At the meeting, shareholders will also be asked to approve the previously announced proposed plan of arrangement involving Canadian Superior, Challenger Energy Corp. and the shareholders of Challenger Energy Corp. The Company expects to mail its information circular and form of proxy to shareholders on or about August 14, 2009. Shareholders are urged to review the materials, and to return their duly completed form of proxy -- voting in favor of each of the items set out in the Notice of Meeting -- as soon as possible and in any event prior to September 4, 2009. Challenger Energy Merger As reported by the Troubled Company Reporter on June 23, 2009, Canadian Superior and Challenger Energy entered into an arrangement agreement providing for the acquisition by Canadian Superior of Challenger. Canadian Superior will acquire all of the outstanding common shares of Challenger in exchange for the issuance of 0.51 of a common share of Canadian Superior for each outstanding Challenger Share. Based on the 20 day volume weighted average trading price of the Canadian Superior Shares, the exchange ratio equals a price of C$.4345 per Challenger Share and represents a 36% premium to Challenger's closing trading price on June 18, 2009 and a 15% premium to the 20 day volume weighted average trading price of the Challenger Shares. The total transaction value, including the assumption of roughly C$54.4 million in Challenger's net debt, is roughly C$77.8 million. Characteristics of the Pro Forma Company: -- Current Western Canadian production of roughly 3,050 boepd (85% natural gas); with an additional 300 boepd behind pipe and over 146,000 net undeveloped in Alberta and BC; -- A diversified suite of oil and natural gas exploration and development assets located in Canada, Trinidad and Tobago, and North Africa and a liquefied natural gas ("LNG") project located on the east coast of the United States; -- A market capitalization in excess of C$160.6 million (based on the current trading price of the Canadian Superior Shares); -- Approximately 195.8 million shares outstanding. Canadian Superior intends to exit CCAA with these assets in place -- a 25% interest in Block 5(c) and its MG exploration block, both in Trinidad, all of its Western Canadian producing properties, its interest in the 7th of November block offshore Libya and Tunisia, its Liberty Natural Gas LNG project in New Jersey, and its offshore Nova Scotia exploration acreage. In addition the Company will reconstitute its Board of Directors, make additions to senior management, and also intends to have in place a new undrawn credit facility, with sufficient funding to execute its anticipated 18- month capital program. Transaction Terms and Conditions The transaction is to be effected by way of an arrangement under the Canada Business Corporations Act. Completion of the Arrangement, which is anticipated to occur in late August, is subject to, among other things, the requisite approval of the holders of Challenger Shares (Challenger Shareholders), the approval of the Court of Queen's Bench of Alberta, the receipt of all necessary regulatory and stock exchange approvals, and certain closing conditions that are customary for a transaction of this nature. The Board of Directors of Challenger has unanimously determined that the proposed Arrangement is in the best interests of, and fair to, Challenger and its stakeholders, and unanimously recommends that Challenger Shareholders vote in favour of the Arrangement at the upcoming meeting. Each of the directors and officers of Challenger, who collectively hold approximately 2% of the outstanding Challenger Shares, have agreed to enter into support agreements pursuant to which each has agreed to vote in favour of the Arrangement. The Arrangement Agreement prohibits Challenger from soliciting or initiating any discussion regarding any other business combination or sale of material assets, contains provisions for Canadian Superior to match competing, unsolicited proposals and provides for a mutual C$3 million termination fee payable in certain circumstances. Financial Advisors Jennings Capital Inc. is acting as financial advisor to the Independent Committee of the Board of Directors of Canadian Superior with respect to the Arrangement and has advised the Independent Committee and the Board of Directors of Canadian Superior that it is of the opinion that the consideration to be offered by Canadian Superior pursuant to the proposed Arrangement is fair, from a financial point of view, to Canadian Superior and its shareholders. Peters & Co. Limited is acting as financial advisor to Challenger in connection with its review of strategic alternatives and the Arrangement and has advised the Board of Directors of Challenger that it is of the opinion, as of the date hereof, that the consideration to be received by the Challenger Shareholders pursuant to the proposed Arrangement is fair, from a financial point of view, to the Challenger Shareholders. About Canadian Superior Energy Canadian Superior Energy Inc. -- http://www.cansup.com/-- is a Calgary, Alberta, Canada-based diversified global energy company engaged in the exploration and production of oil and natural gas, and liquefied natural gas projects, with operations offshore Trinidad and Tobago, offshore Nova Scotia, Canada, in Western Canada, in the United States and in North Africa. About Challenger Energy Challenger Energy Corp. -- http://www.challenger-energy.com/-- is a Calgary, Alberta, Canada based oil and gas exploration company which has invested approximately US$80.1 million in exploration expenditures in Block 5(c) offshore Trinidad and Tobago. CAPE FEAR BANK: FDIC Orders Online Auction of FF&E -------------------------------------------------- Penny Worley Auctioneers is holding an online auction of furniture, fixtures and equipment from FDIC receivership for Cape Fear Bank of North Carolina. Items in the online bank auction include: computers, executive office furniture, art works, wicker furniture, office equipment, storage and shelving, filing cabinets, decorative items, NCR ATM machine, various safes, and much more. "This is a great opportunity to purchase computer and IT equipment along with office furniture," said Jerry Jenkins. "All of these items will sell to the highest bidders." Mr. Jenkins said the items were ordered sold by the Federal Deposit Insurance Corporation as receivership for Cape Fear Bank of North Carolina. In 2008, Penny Worley Auctioneers was named an official auctioneer for the FDIC. The online auction is open to the public. Bidding ends August 28. Bidders must register prior to bidding. For more information, visit http://www.WorleyAuctioneers.com/or call Jerry Jenkins at (513) 313-9178. Penny Worley Auctioneers conducts auctions throughout the United States, including over 100 auctions in 2008. The company is a member of the National Auctioneers Association, the Ohio Auctioneers Association and the Certified Appraisers Guild of America, National Association of Realtors & Ohio Association of Realtors and Members of the Cincinnati and Dayton Home Builders Association. Jerry Jenkins Penny Worley Auctioneers (513) 313-9178 jerry@worleyauctions.com About Cape Fear Bank Based in Raleigh, North Carolina, Cape Fear Bank Corporation, fdba Bank of Wilmington Corporation, filed for Chapter 11 bankruptcy protection on June 23, 2009 (Bankr. E.D.N.C. Case No. 09-05179). Judge J. Rich Leonard presides over the case. Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., in New Bern, North Carolina, serves as the Debtor's counsel. In its petition, the Debtor disclosed $473,852 in total assets and $10,560,000 in total debts As reported by the Troubled Company Reporter on April 13, Cape Fear Bank was closed April 10 by the North Carolina Office of Commissioner of Banks, which then appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with First Federal Savings and Loan Association of Charleston, Charleston, South Carolina, to assume all of the deposits of Cape Fear Bank. Cape Fear intends to liquidate and distribute all of its assets to its creditors pro rata, under the supervision of the Bankruptcy Court, through a Plan of Liquidation filed simultaneously with its bankruptcy case. Cape Fear Bank Corp.'s primary asset consisted of its stock in Cape Fear Bank, which was lost after the FDIC was appointed as the receiver for the bank. As of March 31, 2009, Cape Fear Bank had total assets of approximately $492 million and total deposits of $403 million. In addition to assuming all of the deposits of the failed bank, First First Federal agreed to purchase approximately $468 million in assets. The FDIC retained the remaining assets for later disposition. CARL LLOYD MOULTON: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Carl Lloyd Moulton 4877 SW 134th Terrace Ocala, FL 34481 Bankruptcy Case No.: 09-13034 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of New Hampshire Live Database (Manchester) Debtor's Counsel: William S. Gannon, Esq. William S. Gannon PLLC 889 Elm Street, 4th Floor Manchester, NH 03101 Tel: (603) 621-0833 Fax: (603) 621-0830 Email: bgannon@gannonlawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Mr. Moulton's petition, including a list of his 9 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nhb09-13034.pdf The petition was signed by Mr. Moulton. CASE NEW HOLLAND: S&P Assigns 'BB+' Rating on $1 Bil. Sr. Notes --------------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'BB+' issue-level rating to Case New Holland Inc.'s proposed $1 billion senior notes due 2013. The recovery rating on this debt is '4', indicating S&P's expectation of average (30%-50%) recovery in the event of a default. Case New Holland is a wholly-owned subsidiary of CNH Global N.V., which will guarantee the notes. S&P expects that the company will use the proceeds primarily for debt repayment. The corporate credit rating and outlook on publicly traded CNH are the same as those on majority owner Fiat SpA, because of the close ties between the two companies. Fiat has a roughly 90% equity ownership stake in CNH. Fiat views CNH as a core business and provides liquidity support to CNH by way of intercompany loans and bank loan guarantees. As of June 30, 2009, CNH had about $900 million of cash deposited with Fiat affiliates' cash management pools (repayable to CNH on one-day's notice). CNH has a satisfactory business position as the world's second- largest agricultural equipment maker and as a major manufacturer of construction equipment. Product diversification across agricultural equipment (more than 75% of revenues) and construction equipment (less than 25%) supports CNH's business profile. The company also benefits from good geographic diversity, with the North American market accounting for about 35% of sales, Western Europe about 30%, and Latin America and other regions the remainder. The agricultural and construction equipment markets remain cyclical and sensitive to economic activity, government policy, investment trends, commodity prices, and other variables. Despite CNH's revenue diversification, industry cyclicality will make for continued volatility in the company's operating performance. The outlook is negative, the same as on Fiat. "Because Standard & Poor's views CNH as core to Fiat, a positive or negative rating action on Fiat would result in the same action on CNH," said Standard & Poor's credit analyst Dan Picciotto. "If S&P cease to view CNH as core to Fiat, and if CNH's financial profile, without Fiat support, is insufficient to maintain the ratings, S&P could take a negative rating action," he continued. Ratings List CNH Global N.V. Case New Holland Inc. Corp. credit rating BB+/Negative/-- New Ratings Assigned Proposed $1 billion senior notes due 2013 BB+ Recovery rating 4 CATHOLIC CHURCH: Fairbanks Creditors' Counsel Represented Jesuits ----------------------------------------------------------------- James I. Stang, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, filed a declaration in connection with its retention as the counsel to the Catholic Bishop of Northern Alaska's Official Committee of Unsecured Creditors. The supplemental declaration reflects the Pachulski's involvement in the Chapter 11 bankruptcy case of the Society of Jesus, Oregon Province, which is pending in the U.S. Bankruptcy Court for the District of Oregon before Judge Elizabeth Perris. Prior to the filing of the Jesuits' case, Pachulski consulted with certain state court counsel regarding sexual abuse claims against the Jesuits, Mr. Stang discloses. He notes that the firm did not represent any creditor of the Jesuits. Upon the filing of Jesuits' case, Mr. Stang reveals that the firm agreed to appear on behalf of creditors, who did not have claims against the Diocese of Fairbanks. Pamela Singer, Esq., an "of counsel" employed by the firm signed pro hac vice applications on behalf of certain state court counsel to enable them to appear before Judge Perris. Mr. Stang also tells the Court that the official committee of unsecured creditors in the Jesuits' case has selected Pachulski to serve as its counsel, and the application to retain the firm has been approved. He adds that the firm has terminated its representation of the creditors on whose behalf it appeared before Judge Perris. About Diocese of Fairbanks The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/-- filed for Chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady LLP represents the Debtor in its restructuring efforts. Michael R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's local counsel and Cook, Schuhmann & Groseclose Inc. as its special counsel. Judge Donald MacDonald, IV, of the United States Bankruptcy Court for the District of Alaska presides over Fairbanks' Chapter 11 case. The Debtor's schedules show total assets of $13,316,864 and total liabilities of $1,838,719. The church's plans to file its bankruptcy plan and disclosure statement on July 15, 2008. Its exclusive plan filing period expires on January 15, 2009. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Fairbanks Creditors Want Documents From Monroe --------------------------------------------------------------- In another round of requests, the Official Committee of Unsecured Creditors for the Catholic Bishop of Northern Alaska asks for production of documents pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure from Monroe Foundation, Inc., and Catholic Trust of Northern Alaska. James I. Stang, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, tells the Court that the Creditors Committee is filing the request because "third party" Monroe and "third party" CTNA have refused to produce any documents on the grounds that the Creditors Committee's document requests served with subpoenas on June 23, 2009, are moot. He relates that the Creditors Committee has attempted to meet and confer with counsel for both Monroe and CTNA but has been unsuccessful in getting them to address the particulars of the document request directed to their client or to agree to produce any, let alone all, of the requested documents. Mr. Stang contends that the document requests were proper as they were made pursuant to the contested matter of the Diocese's First Amended and Restated Disclosure Statement. He relates that Monroe and CTNA contend that the contested matter is over even though the matter was taken under advisement by the Court, and is still under advisement. He also avers that Monroe and CTNA also ignore the fact that the Creditors Committee has stated its intention to object to the Diocese's plan of reorganization on grounds that include those set forth in the Disclosure Statement. The Creditors Committee disagrees that the subpoenas are somehow mooted and regrets that the unreasonable stance taken by Monroe and CTNA is costing the bankruptcy estate time and money that could be put to better use. Among the documents and other items requested by the Creditors Committee are: * witnesses to be examined; * date, time and place of production; and * documents in their possession that constitute solicitations of donations from donors, constitute transmittals of donations, or memorialize conversations about donations. The Creditors Committee also asks the Court to compel Monroe and CTNA to produce all non-privileged documents responsive to the requests attached to the Creditors Committee's subpoena, which document requests relate to issues raised in the Disclosure Statement, including issues relating to the Creditors Committee's stated objections to the Plan's confirmation. The Creditors Committee and its counsel, Gillian N. Brown, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, submit declarations and memorandum in support of its requests. In another request, the Creditors Committee asks the Court to compel eight of the Diocese's parishes to produce all non- privileged documents responsive to its document requests: (1) Immaculate Conception ? Bethel; (2) Immaculate Conception ? Fairbanks; (3) Our Lady of Sorrows; (4) Sacred Heart Cathedral; (5) St. Mark's; (6) St. Nicholas; (7) St. Patrick's; and (8) St. Raphael. In the event that the Court finds that CTNA and the Parishes are entities separate from the Diocese, and whose assets are not property of the bankruptcy estate, the Creditors Committee also seeks sanctions for their failure to comply with the subpoenas, and failure to meet and confer. The Creditors Committee also sought and obtained a Court order for the expedited hearing on its request to compel the Parishes to comply with its subpoenas. The Parishes did not object to the request to shorten. * * * The Court denied the Creditors Committee's request to direct Monroe and CTNA to produce documents under Rule 2004. A hearing will be held on August 12, 2009, to consider the request to compel Monroe, CTNA and the Parishes to comply with the Creditors Committee's subpoenas. Objections to the request to compel were due August 6, and replies to the objections are due August 10. About Diocese of Fairbanks The Roman Catholic Diocese of Fairbanks in Alaska, aka Catholic Bishop of Northern Alaska, aka Catholic Diocese of Fairbanks, aka The Diocese of Fairbanks, aka CBNA -- http://www.cbna.info/-- filed for Chapter 11 bankruptcy on March 1, 2008 (Bankr. D. Alaska Case No. 08-00110). Susan G. Boswell, Esq., at Quarles & Brady LLP represents the Debtor in its restructuring efforts. Michael R. Mills, Esq., of Dorsey & Whitney LLP serves as the Debtor's local counsel and Cook, Schuhmann & Groseclose Inc. as its special counsel. Judge Donald MacDonald, IV, of the United States Bankruptcy Court for the District of Alaska presides over Fairbanks' Chapter 11 case. The Debtor's schedules show total assets of $13,316,864 and total liabilities of $1,838,719. The church's plans to file its bankruptcy plan and disclosure statement on July 15, 2008. Its exclusive plan filing period expires on Jan. 15, 2009. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CC MEDIA: Reports $3.68 Billion Net Loss for Second Quarter ----------------------------------------------------------- CC Media Holdings, Inc., has filed to the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q for the period ended June 30, 2009. On June 30, 2009, CC Media reported $17.90 billion in assets against $1.49 billion in total current liabilities, $20.25 billion in long-term debt, $2.41 billion in deferred tax liability, and $723.82 million in other long-term liabilities, resulting in $6.97 billion in total shareholders' deficit. CC Media posted consolidated net loss of $3.68 billion in the three months ended June 30, 2009, compared to net income of $289.96 million in the same period last year. CC Media reported consolidated net loss of $4.11 billion in the six months ended June 30, 2009, compared to $1.10 billion net income in the same period last year. Consolidated Revenue CC Media said, "Our consolidated revenue decreased $393.2 million during the second quarter of 2009 compared to the same period of 2008. Our radio broadcasting revenue declined $173.9 million from decreases in both local and national advertising. Our International outdoor revenue declined $153.3 million, with approximately $58.9 million from movements in foreign exchange. Our Americas outdoor revenue declined $69.4 million primarily from a decline in bulletin, poster and airport revenue." CC Media's consolidated revenue decreased $749.4 million during the first six months of 2009 compared to the same period of 2008. The Company's radio broadcasting revenue declined $339.9 million from decreases in both local and national advertising. The Company's International outdoor revenue declined $283.5 million, with approximately $119.8 million from movements in foreign exchange. The Company's Americas outdoor revenue declined $132.6 million primarily from a decline in bulletin, poster and airport revenue. Share-Based Payments As of June 30, 2009, there was $116.0 million of unrecognized compensation cost, net of estimated forfeitures, related to unvested share-based compensation arrangements that will vest based on service conditions. This cost is expected to be recognized over four years. In addition, as of June 30, 2009, there was $80.2 million of unrecognized compensation cost, net of estimated forfeitures, related to unvested share-based compensation arrangements that will vest based on market, performance and service conditions. This cost will be recognized when it becomes probable that the performance condition will be satisfied. Restructuring Program On January 20, 2009, CC Media announced that it commenced a restructuring program targeting a reduction of fixed costs. "For the three months ended June 30, 2009, we recognized approximately $36.5 million, $6.9 million and $13.3 million as components of direct operating expenses, selling, general and administrative expenses and corporate expenses, respectively, related to the restructuring program. For the six months ended June 30, 2009, we had recognized approximately $49.4 million, $19.8 million and $21.1 million as components of direct operating expenses, SG&A expenses and corporate expenses, respectively, related to the restructuring program," the Company said. The Company's financial statements are available at: http://ResearchArchives.com/t/s?4161 About CC Media Clear Channel Communications is the operating subsidiary of San Antonio, Texas-based CC Media Holdings Inc. As reported by the Troubled Company Reporter on August 6, 2009, Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on CC Media Holdings Inc. and its operating subsidiary, Clear Channel Communications Inc., to 'CC' from 'CCC'. The rating outlook is negative. CENTRAL STATES: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Central States Mechanical, Inc. 2729 W Oklahoma PO Box 1003 Ulysses, KS 67880 Bankruptcy Case No.: 09-12542 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of Kansas (Wichita) Judge: Chief Judge Robert E. Nugent Debtor's Counsel: William B. Sorensen Jr., Esq. Morris Laing Evans Brock And Kennedy Old Town Square 300 N Mead, Suite 200 Wichita, KS 67202-2722 Tel: (316) 262-2671 Email: wsorensen@morrislaing.com Total Assets: $6,629,448 Total Debts: $3,833,492 A full-text copy of the Debtor's petition, including a list of its 18 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ksb09-12542.pdf The petition was signed by Robert E. Myers, president of the Company. CENTRUE FINANCIAL: Defers Interest Expense Payments on Debentures ----------------------------------------------------------------- The Board of Directors of Centrue Financial Corporation has elected to temporarily defer interest expense payments on all $20.2 million in outstanding junior subordinated debentures related to the Company's trust preferred securities to bolster the Company's capital and liquidity positions. The Board also has determined to suspend the cash dividends on common stock and defer cash dividends. The terms of the junior subordinated debentures and the trust documents allow the Company to defer payments of interest for up to 20 consecutive quarterly periods without default or penalty. The Company will also suspend regularly scheduled dividend payments on its common stock and defer regularly scheduled dividend payments on the $500,000 in principal outstanding on Series A convertible preferred stock (aggregate liquidation preference of $2.8 million), the $300,000 principal outstanding Series B mandatory redeemable preferred stock and $29.9 million in principal outstanding Series C fixed rate, cumulative perpetual preferred stock (aggregate liquidation preference of $32.7 million). By taking these actions, the Company expects to save roughly $2.8 million in annual cash payments. As of June 30, 2009, the Company was considered "well-capitalized" for regulatory purposes. Centrue Financial Corporation -- http://www.centrue.com/-- is a regional financial services company headquartered in St. Louis, Missouri and devotes special attention to personal service. The Company serves a market area which extends from the far western and southern suburbs of the Chicago metropolitan area across Central Illinois down to the metropolitan St. Louis area. CFM SYSTEMS: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: CFM Systems, LLC 15103 Margeson Houston, TX 77084 Bankruptcy Case No.: 09-35849 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Letitia Z. Paul Debtor's Counsel: Calvin C. Braun, Esq. Orlando & Braun LLP 3401 Allen Parkway, Suite 101 Houston, TX 77019 Tel: (713) 521-0800 Fax: (713) 521-0842 Email: calvinbraun@orlandobraun.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Charles E. Jackson, president of the Company. CHEMTURA CORP: Court OKs Woodard & Curran Consulting Agreement -------------------------------------------------------------- Chemtura Corp. and its affiliates won the Bankruptcy Court's approval to enter into an environmental consulting agreement with Woodard & Curran. The Debtors aver that the assistance of W&C in the evaluation and estimation of clean-up costs relating to certain legacy environmental liabilities and related matters during their Chapter 11 cases. The Debtors want to address their environmental liabilities during their Chapter 11 cases, and have started discussions with the United States Department of Justice representing the Environmental Protection Agency and several individual state agencies in an attempt to achieve consensual resolution of their environmental liabilities, Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, relates. W&C is a preeminent environmental consultancy firm specializing in environmental remediation cost analysis and remediation strategy. W&C has worked together with the Debtors for more than 15 years with respect to remediation activities at the Debtors' Naugatuck, Connecticut site, Mr. Cieri tells the Court. Thus, W&C already has familiarity with certain aspects of the Debtors' business and environmental liabilities. While the Debtors have extensive in-house environmental expertise and have previously engaged separate outside environmental consultants on a site-by-site basis, Mr. Cieri argues that the engagement of a single outside environmental consultant to conduct a coordinated analysis of the Debtors' legacy environmental liabilities is prudent in order to ensure consistent methodology and objectivity in the cost analysis and to assist in future settlement negotiations with federal and state authorities, and, if necessary, for litigation. Specifically, the Debtors need W&C to: -- coordinate the efforts of both in-house and outside remediation professionals to gather and evaluate information concerning the sites for use in preparing valuation reports; -- develop and implement a standard documentation package to be presented to federal and state authorities; -- develop and implement a standard form valuation report to be employed for all sites; -- complete the site valuations according to the relevant standards; -- assist counsel in organizing sample valuation reports for presentation to federal and state authorities; and -- refine valuation reports as needed. The Debtors will pay W&C based on the firm's hourly rates, which are consistent with W&C's prior engagement with the Debtors: Principal $150 Senior Consultant $125 Project Manager $105 W&C has provided the Debtors with an initial estimate for its services under the Agreement of approximately $200,000, which is subject to change based upon the work that may be requested by the Debtors. About Chemtura Corp Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHEMTURA CORP: Gets Court Nod for Closing of Biolab Company Store ----------------------------------------------------------------- Chemtura Corp. and its affiliates obtained approval to permanently close the BioLab Company Store and reject certain unexpired leases related to the Store. The Debtors developed the Store as a branded retail store concept that would sell pool chemicals in conjunction with other backyard products together with design and maintenance services that could be franchised to existing and new pool chemical supply dealers. However, the Debtors analyzed, together with their financial advisors, that the Store is not viable as a self-supporting unit and instead is generating economic losses and represents an unnecessary drain on their estates. Accordingly, the Debtors determined that maintaining the Store is no longer integral to their ongoing business and will not yield value beneficial to them or their estates. The Debtors thus closed the Store on May 28, 2009. Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, asserts that closing the Store will enable the Debtors to stop incurring losses and get rid of burdensome contracts. The Agreements that the Debtors seek to reject in connection with the Store are: * a lease agreement between BioLab Company Store and Old Towne Enterprises LLC; and * a vehicle lease agreement between BioLab Company Store and Enterprise Rent-A-Car Company. The monthly cost under the Lease is approximately $7,804 and the Lease is scheduled to expire on July 31, 2013. BioLab Company Store's monthly cost under the Vehicle Lease is approximately $512. The Vehicle Lease is scheduled to expire April 30, 2012. Mr. Cieri relates that the current expected annual fixed costs for the Store is approximately $120,000, which includes approximately $99,810 for rent under the Lease and the Vehicle Lease. In the last 12 months, he notes, the Store has only generated $43,000 in revenues against $441,000 in total operating costs. The Store also has year-to-date losses totaling $307,000. About Chemtura Corp Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHEMTURA CORP: Wins Court OK to Ink Abersham Supplier Agreement --------------------------------------------------------------- Chemtura Corp. and its affiliates won approval from the Bankruptcy Court to enter into an exclusive supplier agreement with Abersham Commercial Services, Inc., and a related supply agreement with Ambiente Housing Midwest. Abersham has developed and patented materials and a process for the construction of residential structures using panels consisting of composites of glass cenospheres and a polymeric resin binding system. According to Richard M. Cieri, Esq., at Kirkland & Ellis LLP, in New York, the Debtors and Abersham have been working together informally during the last two years to develop urethane prepolymer and curatives compatible with the Abersham Process for use as cenosphere binders in the manufacture of the Composite Panels, with the intent of creating a future exclusive supplier relationship if the development initiative was successful. Currently, the Composite Panels and other components of the Abersham housing system are manufactured, assembled, sold and distributed by Ambiente Housing pursuant to a license agreement with Abersham, Mr. Cieri notes. The initial development work in the Chemtura-Abersham project related to the Cenosphere Binders has been promising and as a result, Chemtura and Abersham have now engaged in arm's-length negotiations to formalize their supply arrangement and enter into an exclusive supplier agreement, Mr. Cieri tells the Court. Specifically, pursuant to the Agreement, Abersham desires to appoint the Debtors as the exclusive authorized supplier of Cenosphere Binders to Ambiente, as licensee of Abersham, for a minimum quantity of 9,000,000 lbs. of Cenosphere Binders over the life of the Agreement. In addition, the Agreement contemplates that, in its capacity as Abersham's sole authorized supplier of Cenosphere Binders, the Debtors will enter into an ancillary supply agreement directly with Ambiente, subject to negotiation of mutually acceptable terms and conditions. Mr. Cieri contends that the appointment of the Debtors as Abersham's exclusive supplier will set the stage for other supply agreements for Cenosphere Binders as the Agreement provides that the exclusive supplier appointment may be extended by mutual agreement to future licensees of Abersham for the manufacture of Composite Panels or other composite construction products using the Abersham Process. The Debtors estimate that the term of the Agreement and the Ambiente Supply Agreement will last three years based on a projected demand of 3,000,000 lbs. per year for the Debtors' urethane material, which will result in revenues of approximately $21.1 million. Mr. Cieri also notes that the Supplier Agreement and the Ambiente Supply Agreement will not require the addition of any sales, marketing or technical personnel. About Chemtura Corp Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CIRCUIT CITY: Proposes Axion-Led Auction for Former Call Center --------------------------------------------------------------- Circuit City Stores asks the Bankruptcy Court for authority to enter into agreement for sale of certain real property in Atlanta, Georgia, subject to an auction, BankruptcyData.com reports. The Debtors plan to sell their former call center in Atlanta to Axion Holdings for $1.5 million, absent higher and better bids for the asset. Competing bids are due on August 20, 2009, and an auction will be held on August 24, if any qualified bids are received. The Debtors have also requested a sale hearing be held on August 27. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08- 35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. CIT GROUP: Bondholders Not Pushing for Bankruptcy Filing -------------------------------------------------------- CIT Group Inc. said in a document sent to the Securities and Exchange Commission that bondholders don't plan to push for a bankruptcy filing. CIT Group made the disclosure in a notice about a one-week delay, until August 17, of its second quarter results on Form 10-Q. On July 20, CIT announced that it had entered into a $3 billion secured term loan facility provided by a group of the Company's major bondholders. Proceeds of $2 billion were committed and drawn by the Company on July 20, with the additional $1 billion committed and drawn on August 4. CIT further announced on July 20 the intent to commence a comprehensive restructuring of its liabilities to provide additional liquidity and further strengthen its capital position. The terms of the Credit Facility do not allow for the Credit Facility proceeds to be used by the Company to make certain August 17 debt principal and interest payments without the successful completion of a debt tender offer as discussed further below. As a first step of the restructuring plan, on July 20, the Company commenced a cash tender offer for its outstanding $1 billion in floating rate senior notes due August 1. If the tender offer is successfully completed, the Company intends to use the proceeds of the Credit Facility to complete the tender offer and make payment for the August 17 notes. "Further, the Company and a Steering Committee of the bond holder lending group do not intend for the Company to seek relief under the U.S. Bankruptcy Code, but rather will pursue restructuring efforts as part of the comprehensive restructuring plan to enhance the Company's liquidity and capital position. If the pending tender offer is not successfully completed, and the Company is unable to obtain alternative financing, an event of default under the provisions of the Credit Facility would result and the Company could seek relief under the U.S. Bankruptcy Code," CIT Group said. The Credit Facility contains provisions (i) requiring the Company and the Steering Committee to work together in good faith to promptly develop a mutually acceptable restructuring plan for the Company and its Subsidiaries and (ii) requiring the Company to adopt a restructuring plan acceptable to the majority in number of the Steering Committee by October 1, 2009. The agreement also calls for a draft of the restructuring plan on a "best efforts basis" by August 14, 2009. As a result, the Company currently expects to complete and begin executing on the restructuring plan prior to the required October 1 deadline. The Company's senior management and other key personnel have been spending significant amount of time in the Company's restructuring efforts during the last several weeks. These efforts have prevented the Company to complete its preparation and review of the Form 10-Q on time to file it by August 10 without unreasonable effort and expense. About CIT Group CIT Group Inc. -- http://www.cit.com/-- is a bank holding company with more than $60 billion in finance and leasing assets that provides financial products and advisory services to small and middle market businesses. Operating in more than 50 countries across 30 industries, CIT provides an unparalleled combination of relationship, intellectual and financial capital to its customers worldwide. CIT maintains leadership positions in small business and middle market lending, retail finance, aerospace, equipment and rail leasing, and vendor finance. Founded in 1908 and headquartered in New York City, CIT is a member of the Fortune 500. CIT Group reported $75.7 billion in assets and $68.2 billion in liabilities, including $3 billion in deposits, at the end of the first quarter. As reported by the TCR on July 24, Standard & Poor's Ratings Services said that its ratings on CIT Group Inc. (CC/Negative/C) are not immediately affected by the company's announcement that it had initiated a recapitalization plan and entered into a $3 billion loan facility provided by a group of major bondholders. "The current rating level continues to reflect a significantly heightened risk of bankruptcy," S&P said. As part of the restructuring, CIT commenced a cash tender offer for its outstanding floating-rate senior notes due August 17, 2009. Noting that the price offered is less than face value, S&P said that, in accordance with criteria, upon completion of the offer, it will lower its counterparty credit rating on the company to 'SD' (selective default) and lower the ratings on the affected debt issue to 'D'. As reported by the TCR on July 20, Moody's Investors Service lowered CIT Group's senior unsecured rating to Ca from B3 and issuer rating to Ca from B3. The downgrade follows CIT's announcement that that it expects no additional support from the U.S. government and that it is evaluating alternatives, which Moody's believes includes a high probability of a near-term bankruptcy filing. CIT GROUP: FMR Has 3.65% Equity Stake; Ameriprise Has 5.17% ----------------------------------------------------------- Ameriprise Financial Inc. and RiverSource Investments, LLC say that they have shared dispositive power of 20,101,996 shares or 5.17% of the outstanding common stock of CIT Group Inc. AFI is the parent company of RvS. In a separate filing with the Securities and Exchange Commission, Fidelity Management & Research Company, a wholly-owned subsidiary of FMR LLC, said it is the beneficial owner of 13,765,724 shares or 3.493% of the common Stock outstanding of CIT Group as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. Pyramis Global Advisors, LLC, an indirect wholly-owned subsidiary of FMR LLC, is the beneficial owner of 631,934 shares or 0.160% of the outstanding common stock of CIT Group as a result of its serving as investment adviser to institutional accounts, non-U.S. mutual funds, or investment companies owning the shares. As a result, FMR LLC is the beneficial owner of 14,397,658 shares or 3.65% of the common stock outstanding. Restructuring Plan CIT said July 15 that it has been advised that there is no appreciable likelihood of additional government support being provided over the near term. The Company's Board of Directors and management, in consultation with its advisors, are evaluating alternatives. CIT later announced a restructuring of its liabilities to provide additional liquidity and further strengthen its capital position. CIT obtained a $3 billion loan and commenced a cash tender offer for its outstanding floating-rate senior notes due August 17, 2009. The price offered is less than face value, and the Company has indicated that without a successful tender offer it may have to file for bankruptcy protection. CIT has more than $1 billion of unsecured notes maturing in both third- and fourth-quarter 2009. Payments for these notes could become increasingly difficult to make if borrower draws increase significantly and CIT does not win regulatory approval of its strategic initiatives, Standard & Poor's said. CIT applied for access to government aid before $1 billion in bonds mature in August. Since Nov. 25 the Federal Deposit Insurance Corp. has backed $274 billion in bond sales under its Temporary Liquidity Guarantee Program. However, the FDIC was apprehensive to approve the application because of CIT's worsening credit quality. This led to reports that CIT, which serves as lender to 950,000 businesses, is preparing for a bankruptcy filing. According to the Wall Street Journal, CIT Group hired Skadden, Arps, Slate, Meagher & Flom, LLP, to prepare for a bankruptcy filing. About CIT Group CIT Group Inc. -- http://www.cit.com/-- is a bank holding company with more than $60 billion in finance and leasing assets that provides financial products and advisory services to small and middle market businesses. Operating in more than 50 countries across 30 industries, CIT provides an unparalleled combination of relationship, intellectual and financial capital to its customers worldwide. CIT maintains leadership positions in small business and middle market lending, retail finance, aerospace, equipment and rail leasing, and vendor finance. Founded in 1908 and headquartered in New York City, CIT is a member of the Fortune 500. CIT Group reported $75.7 billion in assets and $68.2 billion in liabilities, including $3 billion in deposits, at the end of the first quarter. As reported by the TCR on July 24, Standard & Poor's Ratings Services said that its ratings on CIT Group Inc. (CC/Negative/C) are not immediately affected by the company's announcement that it had initiated a recapitalization plan and entered into a $3 billion loan facility provided by a group of major bondholders. "The current rating level continues to reflect a significantly heightened risk of bankruptcy," S&P said. As part of the restructuring, CIT commenced a cash tender offer for its outstanding floating-rate senior notes due August 17, 2009. Noting that the price offered is less than face value, S&P said that, in accordance with criteria, upon completion of the offer, it will lower its counterparty credit rating on the company to 'SD' (selective default) and lower the ratings on the affected debt issue to 'D'. As reported by the TCR on July 20, Moody's Investors Service lowered CIT Group's senior unsecured rating to Ca from B3 and issuer rating to Ca from B3. The downgrade follows CIT's announcement that that it expects no additional support from the U.S. government and that it is evaluating alternatives, which Moody's believes includes a high probability of a near-term bankruptcy filing. CIT GROUP: BusinessFactors.com Reaches Out to Affected Clients -------------------------------------------------------------- After receiving a $2.33 billion bailout from federal officials in December 2008, CIT Group, a bank holding company which provides commercial financing, leasing products, and loans to about a million small and midsize businesses, said earlier this month that its bondholders were pledging billions in short-term financing, prompting many SMBs to seek out alternative sources of business financing. BusinessFactors.com, an accounts receivable factoring company, is reaching out to the hundreds of thousands of SMBs that are currently relying on CIT for financing, as these CIT customers may soon be unable to find alternative financing, and could slide into bankruptcy along with CIT. "Our main concern is helping CIT customers solve their long-term liquidity concerns, and regain control of their cash flow with our wide range of small business financing and factoring solutions," said Robert Bernfeld of BusinessFactors.com. As time runs out for CIT, Business Factors can provide valuable alternatives to CIT customers, with many different flexible financing solutions available, including accounts receivable factoring, invoice factoring, credit card factoring, asset based loans, purchase order financing, working capital credit lines, inventory financing, commercial equipment finance and leasing, and business working capital. "In the current economy we've seen time and time again that there is no financial institution too big to fail," said Mr. Bernfeld. "Even if you're not a CIT customer diversifying your sources of business financing is a good idea to avoid the ramifications of other businesses' financial mistakes." About Business Factors Business Factors -- http://www.BusinessFactors.com/-- is a business finance company that specializes in providing invoice factoring, accounts receivable financing, equipment loans and leasing, and more to businesses across the US and Canada. CITIGROUP INC: Terra, et al., File Securities Fraud Action ---------------------------------------------------------- The Bankruptcy Estate of Terra Securities ASA and seven Norwegian municipalities commenced an action on Monday in New York seeking more than $200 million from Citigroup for violations of the United States securities laws. The lawsuit contends that Citigroup misled Terra and the municipalities in 2007 and thereby induced the municipalities into purchasing notes linked to a "tender option bond" fund purportedly managed by Citigroup. TOB funds involve leveraged investments in United States municipal bonds. Ultimately, the municipalities lost roughly $90 million to Citigroup, and Terra, a Norwegian securities firm, suffered additional losses when it was forced into bankruptcy. The case was filed in the United States District Court for the Southern District of New York and names as defendants Citigroup, Inc., Citigroup Global Markets, Inc., and Citigroup Alternative Investments LLC. Kasowitz, Benson, Torres & Friedman LLP represents Terra and the Norwegian municipalities of Bremanger, Hattfjelldal, Hemnes, Kvinesdal, Narvik, Rana and Vik. "Citigroup's marketing materials contained misleading statistics that concealed from both Terra and the municipalities the significant risk inherent in the fund-linked notes," said Jon Skjorshammer, the court-appointed administrator of Terra from the Norwegian law firm Selmer & Co. "Moreover, Citigroup specifically directed Terra to present these deceptive materials to the municipalities. We believe we have substantial claims against these defendants, and we intend to pursue them fully." According to the lawsuit, Citigroup, through Terra, marketed and sold to the municipalities over $115 million in notes linked to the TOB fund in May and June 2007. In deciding to purchase the notes, the municipalities contend they relied on Citigroup's solicitation materials, which allegedly contained statistical data that falsely represented the TOB fund was properly hedged against volatility when in fact it was not. By August 2007, the value of the TOB fund was falling, and in September 2007, the municipalities were required to post additional collateral. As a result of Citigroup's misrepresentations, the municipalities lost most of their original investment by May 2008, and Terra filed for bankruptcy in November 2007. The lawsuit contends that the deceptive materials provided to Terra for presentation to the municipalities were prepared in New York by Citigroup Global Markets and Citigroup Alternative Investments. The materials and their general disclaimers made no adequate reference to the significant credit risk underlying the fund's strategy, presenting it instead as a low-risk arbitrage opportunity, according to the lawsuit. About Citigroup Inc. Based in New York, Citigroup Inc. (NYSE: C) -- http://www.citigroup.com/-- is organized into four major segments -- Consumer Banking, Global Cards, Institutional Clients Group, and Global Wealth Management. At June 30, 2009, Citigroup had total assets of $1.84 trillion and total liabilities of $1.69 trillion. As reported in the Troubled Company Reporter on November 25, 2008, the U.S. government entered into an agreement with Citigroup to provide a package of guarantees, liquidity access, and capital. As part of the agreement, the U.S. Treasury and the Federal Deposit Insurance Corporation will provide protection against the possibility of unusually large losses on an asset pool of roughly $306 billion of loans and securities backed by residential and commercial real estate and other such assets, which will remain on Citigroup's balance sheet. As a fee for this arrangement, Citigroup issued preferred shares to the Treasury and FDIC. The Federal Reserve agreed to backstop residual risk in the asset pool through a non-recourse loan. Citigroup is one of the banks that, according to results of the government's stress test, need more capital. CITY OF DETROIT: Faces Receivership, Needs Union Cuts ----------------------------------------------------- Michael McDonald at Bloomberg News reports that Detroit Mayor David Bing told unions the city would run out of cash by October and would have to seek receivership unless they agreed to concessions. Mr. Bing, a Democrat, proposed that the city's 10,000 unionized workers take a 10% wage reduction to help offset a drop in tax revenue and state aid, said Edward Cardenas, a spokesman for the mayor. The city's 1,500 nonunion workers agreed to 10% pay cuts scheduled for Sept. 1, which will save up to $5 million, he said. "Unless steps are taken by the beginning of October, we will be out of cash," Mr. Cardenas said in a telephone interview with Bloomberg. "We are trying to do everything we can" to avoid filing for receivership. The Detroit area had an unemployment rate of 17.1% in June, the highest for a metropolitan area with more than 1 million people, as automakers shed workers, Bloomberg said, citing a U.S. Department of Labor report. CITY OF VALLEJO: Appellate Panel Affirms Ch. 9 Eligibility ---------------------------------------------------------- According to Carla Main at Bloomberg, the U.S. Bankruptcy Appellate Panel for the Ninth Circuit in San Francisco, California affirmed an order by the Bankruptcy Court that allowed the city of Vallejo to file for bankruptcy over unions' objections. The Appellate Panel held that the District Court was correct when it found that the City of Vallejo satisfied the elements of Chapter 9, Section 109 of the Bankruptcy Code by proving insolvency and showing that further negotiation with the union was impractical. The City failed to reach an agreement with the unions before filing for bankruptcy. On appeal, the firefighter union argued that Vallejo was ineligible to file for protection under Chapter 9 because it had money in its operating account and it had not negotiated changes to the unions' contract in good faith. Bloomberg relates that the Appellate Panel agreed that Vallejo did not negotiate toward a plan of adjustment with its constituencies, but held that the District Court's mistake was harmless error because filing is also permissible under Section 109(c)(5)(C), which allows a city to file if negotiation with a creditor would be "impractical." The appellate case is Local 1186 v. City of Vallejo, 08-1244, 9th U.S. Circuit Court of Appeals (San Francisco). Vallejo is currently undergoing reorganization under Chapter 9 of Bankruptcy Code. The U.S. Bankruptcy Court for the Eastern District of California ruled in March that the city has the right to terminate contracts with labor unions. The bankruptcy judge also ruled that the more cumbersome provisions for terminating labor contracts applicable to companies in Chapter 11 don't apply to municipalities reorganizing in Chapter 9. The judge has directed parties to engage in talks to resolve their contract disputes. About the City of Vallejo Vallejo -- http://www.ci.vallejo.ca.us/GovSite-- is a city in Solano County, in California. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. The City is a charter city organized and exercising governmental functions under its charter and the laws and constitution of the state. Its governing body is its City Council. The City filed for protection under Chapter 9 of the U.S. Bankruptcy Code on May 23, 2008 (Bankr. E.D. Calif. Case No. 08-26813). Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represent the City. COMDISCO HOLDING: Posts $144,000 Net Loss for June 30 Quarter ------------------------------------------------------------- Comdisco Holding Company, Inc., reported financial results for its fiscal third quarter ended June 30, 2009. For the quarter ended June 30, 2009, Comdisco Holding reported a net loss of roughly ($144,000), or ($0.04) per common share (basic and diluted). The per share results for Comdisco Holding are based on 4,029,055 shares of common stock outstanding on average during the quarter ended June 30, 2009. For the quarter ended June 30, 2009, total revenue increased by 47 percent to roughly $1,277,000. The increase is primarily the result of higher gains on the sale of equity securities in the current quarter. Gains were roughly $896,000 for the current quarter compared to gains of roughly $554,000 for the quarter ended June 30, 2008. Net cash provided by operating activities was roughly $6,455,000 for the nine months ended June 30, 2009 compared to net cash provided by operating activities of roughly $10,217,000 for the nine months ended June 30, 2008. The net cash provided by operating activities in the nine months ended June 30, 2009 included cash receipts of roughly $5,359,000 from income tax refunds for Comdisco Holding's Canadian subsidiary. However, the receipts are anticipated to be used to satisfy Canadian taxes payable. Total assets are roughly $77,385,000 as of June 30, 2009, which included roughly $64,166,000 of unrestricted cash, compared to total assets of roughly $75,464,000 as of September 30, 2008, which included roughly $57,554,000 of unrestricted cash. As a result of bankruptcy restructuring transactions, adoption of fresh-start reporting and multiple asset sales, Comdisco Holding's financial results are not comparable to those of its predecessor company, Comdisco, Inc. About Comdisco Comdisco Holding Company, Inc., emerged from Chapter 11 bankruptcy proceedings on August 12, 2002, and, under its Plan of Reorganization, its business purpose is limited to the orderly sale or run-off of all its remaining assets. Pursuant to Comdisco's plan of reorganization and restrictions contained in its certificate of incorporation, Comdisco is specifically prohibited from engaging in any business activities inconsistent with its limited business purpose. Accordingly, within the next few years, it is anticipated that Comdisco will have reduced all of its assets to cash and made distributions of all available cash to holders of its common stock and contingent distribution rights in the manner and priorities set forth in the Plan. At that point, the company will cease operations. The company filed on August 12, 2004, a Certificate of Dissolution with the Secretary of State of the State of Delaware to formally extinguish Comdisco Holding's corporate existence with the State of Delaware except for the purpose of completing the wind-down contemplated by the Plan. COLONIAL BANCGROUP: Expects Q2 Loss; Mgt. Has Going Concern Doubt ----------------------------------------------------------------- The Colonial BancGroup, Inc. was informed by the U.S. Department of Justice on August 6, 2009, that it is the target of a federal criminal investigation relating to the Company's mortgage warehouse lending division and related alleged accounting irregularities. The Company has been informed that the alleged accounting irregularities relate to more than one year's audited financial statements and regulatory financial reporting, and the Company's Board of Directors and Audit Committee are making every effort to determine the impact of these alleged accounting irregularities on the Company's financial statements and regulatory financial reporting. The Company intends to cooperate with the investigation. BancGroup's management and board of directors are assessing the impact of these recent events on the Company's financial position and results of operations, and as a result, BancGroup is unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2009 within the prescribed time period. BancGroup believes that the consolidated statements of income will reflect a net loss for the three and six months ended June 30, 2009 and as a result of uncertainties associated with BancGroup's ability to increase its capital levels to meet regulatory requirements, management has concluded that there is substantial doubt about its ability to continue as a going concern. The net loss is due primarily to increased credit costs and noncash charges related to a deferred tax asset valuation allowance and goodwill impairment. Pending completion of the investigation and determination of any potential impact on BancGroup's financial statements, the Company is not in a position to quantify the financial position as of June 30, 2009 or the results for the three or six months ended June 30, 2009. About Colonial BancGroup Colonial BancGroup (NYSE: CNB) -- http://www.colonialbank.com/-- operates 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. BancGroup posted a net loss of $606 million, or $3.02 per common share, in the quarter compared to a net loss of $168 million, or $0.86 per common share, in the 1st quarter of 2009. As a result of regulatory actions and the current uncertainties associated with Colonial's ability to increase its capital levels to meet regulatory requirements, management has concluded that there is substantial doubt about Colonial's ability to continue as a going concern. As reported by the TCR on August 4, Fitch Ratings has downgraded the ratings of The Colonial BancGroup's Long-term Issuer Default Rating (IDR) to 'C' from 'CCC' and Colonial Bank's long-term IDR to 'C' from 'B-'. Moody's Investors Service downgraded the issuer ratings of Colonial BancGroup to 'C' from 'Caa1'. The rating actions follow the announcement that the pending $300 million investment by Taylor Bean & Whitaker and its consortium of investors has terminated. BancGroup was mandated to raise $300 million in equity from the private sector in order to receive the much needed $550 million of capital through the Treasury's Capital Purchase Program, for which it already received preliminary approval. COOPER-STANDARD: Canada Unit Obtains CCAA Stay Until Sept. 3 ------------------------------------------------------------ Cooper-Standard Automotive Canada Limited sought and obtained an order from the Honorable Justice Sidney N. Lederman of the Ontario Superior Court of Justice, granting them protection from creditors under the Companies' Creditors Arrangement Act. Mr. Justice Lederman, in an August 4 order, stayed all actions and suits against the company, its property and RSM Richter Inc., the court-appointed monitor of the company's business, until September 3, 2009. While the protection is in effect, no party is permitted to "discontinue, fail to honor, alter, interfere with, repudiate, terminate or cease to perform any right, renewal right, contract, agreement, license or permit" in favor of or held by CSA Canada except with leave of the Canadian Court or with consent of the company, RSM and Deutsche Bank Trust Company Americas. Any party that has agreements with CSA Canada for the supply of goods or services are restrained from discontinuing, altering, interfering with or terminating the supply of those goods or services until further order of the Canadian Court. About Cooper-Standard Cooper-Standard Automotive Inc., headquartered in Novi, Mich., is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. For more information, visit the Company's Web site at: http://www.cooperstandard.com/ Cooper-Standard is a privately-held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Fr� res & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA proceedings undertaken by Cooper-Standard Holdings Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) COOPER-STANDARD: RSM Richter's Monitor Report on CSA Canada ----------------------------------------------------------- The Honorable Justice Sidney N. Lederman of the Ontario Superior Court of Justice appointed RSM Richter Inc. to monitor the property and the conduct of business of Cooper-Standard Automotive Canada Limited. As CSA Canada's monitor, RSM Richter is tasked to: (1) monitor CSA Canada's receipts and disbursements; (2) report to the Canadian Court any matters relating to the property and business of CSA Canada; (3) assist the company in disseminating to its "debtor-in- possession" lenders and their counsel financial and other information agreed to between CSA Canada and Deutsche Bank Trust Company Americas, the DIP agent, which may be used in the company's insolvency proceeding; (4) advise CSA Canada in preparing its cash flow statements and reporting required by the DIP lenders, which will be reviewed by RSM and delivered to the lenders and their counsel; (5) advise CSA Canada in developing a plan of compromise or arrangement and any amendments to the plan; (6) assist CSA Canada in conducting and administering creditors' or shareholders' meetings for voting on the plan; (7) have full and complete access to the books, records and management, employees and advisors of CSA Canada, and to its business and property to the extent required; (8) to engage independent legal counselor, if necessary or advisable, to exercise RSM's powers and performance of its obligations; and (9) consider, and if deemed advisable, prepare a report and assessment on the plan. RSM, however, is prohibited from taking possession of CSA Canada's properties and from taking part in managing or supervising the company's business. Moreover, the firm will not be liable for anything as a result of its appointment except for any gross negligence or willful misconduct. In return for RSM's services, Mr. Justice Lederman authorized CSA Canada to pay $100,000 to the firm, and another $100,000 to its counsel as security for payment of their fees and disbursements. In addition, RSM and its counsel are entitled to the benefit of, and are granted a charge on CSA Canada's properties of, up to $450,000, as security for their professional fees and disbursements. First Monitor Report RSM Richter Inc., as court-appointed monitor of Cooper-Standard Automotive Canada Limited, delivered its first monitor report to the Ontario Superior Court of Justice to provide background information about the company and its U.S. affiliates, and about the bankruptcy loan it availed to fund its operations. CSA Canada is a wholly owned subsidiary of Cooper-Standard Automotive Inc., an Ohio-based wholly owned subsidiary of Cooper- Standard Holdings Inc. It was incorporated under the Ontario Business Corporations Act. The company operates six owned manufacturing facilities located in Ontario including one in each of Glencoe, Georgetown and Mitchell and three in Stratford. It also leases four warehouses in Ontario. CSA Canada is the parent company of 16 operating and non- operating direct and indirect subsidiaries in nine countries including Germany, Australia, Spain, Czech Republic, China, the United States and the United Kingdom. Its main customers are Ford Motor Company, General Motors Company and Chrysler Group LLC as well as certain Tier I and Tier II automotive suppliers. As of July 9, 2009, CSA Canada employs about 1,462 individuals, comprised of 231 salaried employees, 737 hourly employees and 494 employees. Hourly employees are members of the United Steelworkers or Canadian Auto Workers unions. CSA Canada, its U.S.-based affiliates and other related companies are substantially owned by The Cypress Group L.L.C. and GS Capital Partners 2000 L.P. CSA Canada is a borrower under certain credit facilities along with those companies. A. Financial Results The First Monitor Report disclosed these unaudited financial results of CSA Canada for fiscal year ended December 31, 2007, and 2008, and for the six-month period ended June 30, 2009: ($000) Six Months Year Ended Year Ended Ended June 30 December 31 December 31 2009 2008 2007 ------------- ----------- ----------- Sales $73,604 $318,724 $397,955 Gross margin 6,881 50,347 86,450 Gross margin percentage 93% 158% 217% EBITDA 6,377 31,432 56,566 Income before taxes (1,362) 9,173 33,848 Net income/(loss) 82,931 6,433 23,808 The report said that on a stand-alone basis, CSA Canada has been profitable, though year-to-date fiscal 2009 results reflect significant erosion in gross margin and EBITDA. Over the same period, CSA Canada, its U.S. affiliates and other related companies incurred consolidated losses of about $151 million, $121.5 million and $54.7 million for fiscal 2007, 2008 and the six-month period ended June 30, 2009. Their losses are attributable to interest obligations stemming from their significant leverage and the distressed state of the automotive sector. According to the report, CSA Canada is facing a liquidity crisis as a result of obligations stemming from secured credit facilities it shares with U.S. affiliates and other related companies. In particular, $109.1 million is immediately due and payable, the report said. B. Company Obligations As of June 30, 2009, CSA Canada, its U.S. affiliates and other related companies had approximately $1.17 billion of outstanding indebtedness, on a consolidated basis, excluding trade liabilities, of which: * $84.3 million consisted of amounts owing under a senior secured revolving credit facility; * $522.8 million consisted of five senior secured term loan facilities; * $513.4 million consisted of unsecured senior and senior subordinated bond debt; and * $49.9 million consisted of debt on account of other credit facilities, capital leases for affiliates, swaps, and other miscellaneous obligations. The revolving credit facility and the term loan facilities are unconditionally guaranteed on a senior secured basis by Cooper- Standard Holdings and most of its U.S. subsidiaries. C. Funding of the Proceedings The proposed debtor-in-possession lenders under the Chapter 11 cases of Cooper-Standard Holdings and its U.S. affiliates, and the insolvency proceeding of CSA Canada, represented by Deutsche Bank Trust Company Americas as administrative agent, have agreed to fund the companies' operations pursuant to a DIP credit facility consisting of a $175 million "initial facility" and up to a $25 million "incremental facility." As it relates to CSA Canada, the DIP facility contemplates: * borrowings by CSA Canada of up to $50 million, in an initial advance of $15 million and a subsequent advance of $35 million; * that the obligations of CSA Canada will be secured by a first-ranking court ordered DIP lenders' charge over all the property, assets and undertaking of the company ranking subordinate only to the so-called administration charge; * a variable interest rate, being a minimum of 13% on "base rate loans;" * an upfront fee of 2.5% of the advances made and an exit fee of 2.5% on the repayment of these advances as well as an extension fee of 1% that may become payable upon each extension of the DIP facility, if any; and * the granting of comprehensive security by CSA Canada to secure the advances made to it including a pledge of the shares of its foreign affiliates. D. Post-Filing Cash Flow CSA Canada's cash flow projection for the 13-week period ending November 1, 2009, reflects: * an opening cash balance of $29.1 million, partly on account of the balance of funds received by the company from Canada Revenue Agency pursuant to an advance pricing arrangement; * CSA Canada reserving funds for the federal portion of the tax obligations stemming from the advance pricing arrangement, currently estimated to be $16.5 million; * negative operating cash flow of $11.4 million; and * draws under the DIP facility of $50 million, comprising $15 million to be used by CSA Canada to fund working capital and $35 million related to repayment of inter-company loans. CSA Canada and its financial advisors are preparing global financial forecasts by legal entity in order to determine which specific subsidiaries would require funding and the timing related thereto. The global forecast is not expected to be completed before the end of this month. The projection contemplates CSA Canada drawing $35 million under the DIP facility during the week ending August 30, 2009, and repaying a portion of its inter-company obligations during the week ending September 6, 2009. CSA Canada assumes that it will not receive the provincial portion of the tax refund under the advance pricing arrangement, estimated to be $40 million, within the 13-week period. About Cooper-Standard Cooper-Standard Automotive Inc., headquartered in Novi, Mich., is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. For more information, visit the Company's Web site at: http://www.cooperstandard.com/ Cooper-Standard is a privately-held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Fr� res & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA proceedings undertaken by Cooper-Standard Holdings Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) COOPER-STANDARD: To Pay Prepetition Claims of Foreign Vendors ------------------------------------------------------------- Cooper-Standard Holdings Inc. and its affiliated debtors seek approval from Judge Peter Walsh of the U.S. Bankruptcy Court for the District of Delaware to: (1) pay claims of essential suppliers and foreign suppliers; (2) confirm the grant of administrative expense status to obligations arising from prepetition delivery of goods received within 20 days of the commencement of their Chapter 11 cases, and pay those obligations in their discretion in the ordinary course of business; and (3) approve repudiating vendor procedures. Based on their books and records, the Debtors estimate that they have outstanding prepetition claims totaling approximately $25.1 million, of which about $3 million is owed to "essential suppliers," while about $630,000, is owed to their foreign suppliers. About $16.9 million of the prepetition claims represents obligations due to production-related goods, of which about $15 million is entitled to priority treatment under Section 503(b)(9) of the Bankruptcy Code. Attorney for the Debtors, Michael Merchant, Esq., at Richards, Layton & Finger P.A., in Wilmington, Delaware, said that maintaining the services provided by the Debtors' key suppliers is vital to the success of the Debtors' bankruptcy cases. "Unless certain of their essential and foreign suppliers' claims are paid, it is likely that a significant portion of the [suppliers] will not continue to supply and provide services to the Debtors, in which case the Debtors' business would grind to a halt, and the Debtors' customers would also suffer extremely detrimental and potentially irreparably results," Mr. Merchant said in court papers. The Debtors proposes to pay the suppliers based on understanding that they are to continue providing services to them. They proposed that a letter be sent to the suppliers containing these conditions to the payment of their claims: (1) the amount of the essential and foreign supplier's estimated prepetition claim, after accounting for any set-offs, other credits and discounts; (2) the Debtors' agreement to pay the supplier's estimated prepetition claim, after accounting for any set-offs, other credits and discounts; (3) the Debtors' payment of the supplier's estimated prepetition claim, after accounting for any set-offs, other credits and discounts thereto will be in exchange for the supplier's continued provision of services to the Debtors during their bankruptcy; (4) the supplier's agreement that to the extent it has received payment of a prepetition claim but subsequently refuses to supply services to the Debtors, any payments received by the supplier on account of its claims will be repaid to the Debtors or deemed to have been in payment of then outstanding, undisputed postpetition obligations owed to those suppliers, at the Debtors' option; (5) the supplier's agreement not to file or otherwise assert against the Debtors, their estates, any other person or entity, any of their assets or property -- real or personal, any lien, regardless of the statute or other legal authority upon which that lien is asserted, related in any way to remaining prepetition amounts allegedly owed to the supplier by the Debtors arising from agreements entered into prior to the bankruptcy filing and, to the extent the supplier has previously obtained that lien, the supplier's agreement to take all necessary actions to remove the lien as promptly as possible. (6) the supplier's agreement to release to the Debtors, upon their request, goods or other assets of the Debtors in the supplier's possession and confirmation that the supplier has no lien on any production tooling based upon the Debtors' failure to pay prepetition amounts they owe to the foreign supplier; (7) the supplier's acknowledgment that it has viewed the terms and provisions of the final order approving the Debtors' request and consents to be bound by the order; and (8) the supplier's agreement that it will not separately assert or otherwise seek payment for reclamation claims or claims pursuant to Section 503(b)(9) of the Bankruptcy Code. Repudiating Vendor Procedures Given the sensitivity of the Debtors' businesses to immediate disruption if suppliers refuse to deliver goods or services, the Debtors also seek court approval to pay, on a conditional basis, claims of suppliers that have contractual obligations to them but which refuse to honor their obligations on a postpetition basis. If payment is made, the Debtors propose that these procedures be implemented: (1) If a supplier refuses to perform its postpetition obligations pursuant to an executory contract with the Debtors because they have failed to pay the supplier's prepetition claim, the Debtors are authorized to pay the claim provisionally so long as within three days of payment, the Debtors file a "notice of repudiating vendor" and seek the entry of an order to "show cause." (2) If a supplier refuses to perform its postpetition obligations pursuant to an executory contract with the Debtors, the Debtors may, whether or not they make the provisional payment, file the notice and seek an order, requiring the supplier to appear before the Court, to show cause why it should not be found to have willfully violated the bankruptcy laws and why it should not be required to return any provisional payment made to it by the Debtors. If the Court determines that the repudiating supplier's conduct violated the automatic stay, the Debtors propose that the Court direct the supplier to return the conditional payment plus attorney's fees and interest accrued on the conditional payment at the rate charged the Debtors under the agreements governing their bankruptcy loan or so-called "debtor-in-possession financing." In connection with the proposed payment of the suppliers' claims, the Debtors also ask the Court that all concerned banks and other financial institutions be authorized to honor all checks presented for payment of those claims as well as all fund transfer requests made; and that the Debtors be authorized to issue new postpetition checks or effect new postpetition fund transfers to replace the checks or fund transfer requests that have been dishonored or rejected. Court Issues Interim Approval Judge Walsh issued an interim court order authorizing the Debtors to pay the suppliers' claims, including those that are entitled to priority treatment under Section 503(b)(9), up to $11.63 million during the interim period. He also approved the proposed conditions to payment of the suppliers' claims and the proposed repudiating vendor procedures. Judge Walsh directed the banks and financial institutions to honor the Debtors' checks as well as all fund transfer requests made; and authorized the Debtors to issue new postpetition checks or effect new postpetition fund transfers to replace the checks or fund transfer requests that have been dishonored or rejected. The hearing to consider final approval of the Debtors' request is scheduled for September 1, 2009. Creditors and other concerned parties have until August 25, 2009, to file their objections. About Cooper-Standard Cooper-Standard Automotive Inc., headquartered in Novi, Mich., is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. For more information, visit the Company's Web site at: http://www.cooperstandard.com/ Cooper-Standard is a privately-held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Fr� res & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA proceedings undertaken by Cooper-Standard Holdings Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) COOPER-STANDARD: Wants to File Action in CSA Canada Case -------------------------------------------------------- Cooper Tire & Rubber Company seeks the U.S. Bankruptcy Court for the District of Delaware's approval to file an action in Cooper- Standard Automotive Canada Ltd.'s insolvency case in Canada. CSA Canada, which filed an insolvency proceeding in Canada on August 4, 2009, is owned and controlled by Cooper-Standard Automotive Inc. Cooper Tire made the move to require CSA Canada to segregate about C$50 million in tax refund that it will be receiving from the Canada Revenue Agency as well as the $60 million refund it received from the agency on July 27, 2009, pending court determination as to the ownership of the funds. Cooper Tire asserts ownership of the tax refunds based on a provision of a stock purchase agreement that was executed in connection with the transfer of its stock to Cooper-Standard Holdings Inc. Under the agreement, Cooper Tire is entitled to all refunds of its taxes and interest received by CSA-Holdings or any of its affiliates prior to the disposition. The refunds also allegedly belongs to Cooper Tire regardless of which legal entity or affiliate of Cooper-Standard Automotive receives the refund. Attorney for Cooper Tire, Jeffrey Waxman, Esq., at Morris James LLP, in Wilmington, Delaware, says the immediate segregation of the tax refund would ensure that Cooper Tire's interests would not be irreparably harmed by the dissipation of its property. "In the event that the anticipated tax refund is remitted to CSA Canada, and the anticipated tax refund is subsequently dissipated, Cooper Tire may be left with no adequate remedy at law," Mr. Waxman says. Mr. Waxman points out that Cooper-Standard Holdings and its affiliated debtors will not be prejudiced by the filing of the action since the tax refund is not an asset of their estate as it is being sent to CSA Canada. The hearing to consider approval of Cooper Tire's request is scheduled for August 18, 2009. Creditors and other concerned parties have until August 14, 2009, to file their objections. About Cooper-Standard Cooper-Standard Automotive Inc., headquartered in Novi, Mich., is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. For more information, visit the Company's Web site at: http://www.cooperstandard.com/ Cooper-Standard is a privately-held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Fr� res & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA proceedings undertaken by Cooper-Standard Holdings Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) CROSSWOODS HOTEL: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Crosswoods Hotel Investors LLC dba Homewood Suites by Hilton 565 Metro Place South- # 220 Dublin, OH 43017 Bankruptcy Case No.: 09-59119 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Southern District of Ohio (Columbus) Debtor's Counsel: Robert J. Morje, Esq. 620 E Broad St Columbus, OH 43215 Tel: (614) 242-4242 Email: rmorje@dvslv.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ohsb09-59119.pdf The petition was signed by Peter L. Coratola, managing member of the Company. CROWN OHIO: Case Summary 18 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Crown Ohio Investments, LLC 1453 President Street Brooklyn, NY 11213 Bankruptcy Case No.: 09-46767 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Dennis E. Milton Debtor's Counsel: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212) 301-6944 Fax: (212) 422-6836 Email: KJNash@finkgold.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 18 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nyeb09-46767.pdf The petition was signed by Abe New, manager/member of the Company. DALE NEISWENDER: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Dale Allan Neiswender Judy Carolyn Neiswender 5229 W Lone Cactus Drive Glendale, AZ 85308 Bankruptcy Case No.: 09-18916 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Charles G. Case II Debtors' Counsel: Nasser U. Abujbarah, Esq. The Law Offices Of Nasser U. Abujbarah 10654 N. 32nd St. Phoenix, AZ 85028 Tel: (602) 493-2586 Fax: (602) 923-3458 Email: NUALegal@yahoo.com Total Assets: $1,156,102 Total Debts: $1,984,187 A full-text copy of the Debtors' petition, including a list of their 6 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/azb09-18916.pdf The petition was signed by the Joint Debtors. DALE GERRATT: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Dale W. Gerratt dba Gerratt Dairy Becky A. Gerratt 1350 S 2250 E Hazelton, ID 83335 Bankruptcy Case No.: 09-41176 Chapter 11 Petition Date: August 6, 2009 Court: United States Bankruptcy Court District of Idaho (Twin Falls) Judge: Jim D. Pappas Debtors' Counsel: Brent T. Robinson, Esq. POB 396 Rupert, ID 83350 Tel: (208) 436-4717 Email: btr@idlawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/idb09-41176.pdf The petition was signed by the Joint Debtors. DEAN & MOORE: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Dean & Moore Insurance, Inc. dba Able Dean & Moore Insurance 1428 Towne Lake Parkway, Suite 97 Woodstock, GA 30189 Bankruptcy Case No.: 09-80657 Chapter 11 Petition Date: August 6, 2009 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Joyce Bihary Debtor's Counsel: David L. Miller, Esq. Law Offices of David L. Miller The Galleria - Suite 960 300 Galleria Parkway, NW Atlanta, GA 30339 Tel: (404) 231-1933 Email: millerlawfirm@mindspring.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Douglas Terry Dean, president/CEO of the Company. DEERFIELD CAPITAL: Amends Net Worth Covenants in TruPS Indentures ----------------------------------------------------------------- Deerfield Capital Corp. on July 31, 2009, entered into three supplemental indentures with the holders of the trust preferred securities issued by each of Deerfield Capital Trust I, Deerfield Capital Trust II and Deerfield Capital Trust III. The Supplemental Indentures amend the consolidated net worth covenants contained in the indentures governing the Trust Preferred Securities to: (i) permanently decrease the net worth required by the Net Worth Covenants from $175 million to $50 million; and (ii) provide that the initial measurement date for compliance with the Net Worth Covenants will be September 30, 2012. The provisions supersede the temporary waiver of the Net Worth Covenants obtained from the holders of the Trust Preferred Securities in November 2008. The Supplemental Indentures also contain provisions prohibiting the Company from incurring additional indebtedness and declaring additional dividends and distributions on its capital stock, in each case for the life of the Trust Preferred Securities and except as specifically permitted under the terms of the Supplemental Indentures. Based in Chicago, Illinois, Deerfield Capital Corp. (NYSE AMEX: DFR) -- http://www.deerfieldcapital.com/-- through its subsidiary, Deerfield Capital Management LLC, manages client assets, including bank loans and other corporate debt, RMBS, government securities and asset-backed securities. In addition, DFR has a principal investing portfolio comprised of fixed income investments, including bank loans and other corporate debt and RMBS. DELPHI CORP: PBGC Takes Over Underfunded Pension Plans ------------------------------------------------------ The Pension Benefit Guaranty Corporation on August 10, 2009, assumed responsibility for the pension plans of Delphi Corp. The plans ended as of July 31, 2009. Delphi's six pension plans cover 70,000 workers and retirees. The PBGC will pay pension benefits to those individuals up to limits set by federal law. "In the near future, we will contact each person in the plans to let them know about the next steps," the agency said. Since Delphi entered bankruptcy protection in 2005, the PBGC has worked with Delphi, GM and other stakeholders to keep all the pension plans ongoing or to have them assumed by GM. In September 2008, GM took on $2.5 billion in liabilities of the Delphi Hourly Plan, and had been expected to assume the entire obligation for the hourly plan. However, GM itself reorganized in bankruptcy earlier this year and now states it is unable to afford the additional financial burden of the Delphi pensions. The PBGC originally announced the Delphi plans would end as of July 22, but that date has now been changed to July 31. Delphi sponsors six defined benefit plans for its workers. The Delphi Hourly Pension Plan covers 47,000 participants and has about $3.7 billion in assets and more than $8 billion in liabilities, according to PBGC estimates. The PBGC, in a July 22 statement, said it expects to be responsible for about $4 billion of the plan's shortfall of nearly $4.4 billion. The Delphi Salaried Pension Plan covers about 20,000 workers and retirees, and has $2.4 billion in assets and liabilities of $5 billion, according to PBGC estimates. The PBGC expects to be responsible for about $2.2 billion of its estimated $2.6 billion in underfunding. In addition, the agency will be responsible for $50 million in underfunding of four smaller Delphi plans with 2,000 participants. These plans are the ASEC Manufacturing Retirement Program; Delphi Mechatronic Systems Retirement Program; Packard-Hughes Interconnect Bargaining Retirement Plan; and Packard-Hughes Interconnect Non-Bargaining Retirement Plan. The PBGC will pay pension benefits up to the limits set by law. In 2009, the maximum benefit for a 65-year-old is $54,000 per year. The maximum is lower for those who retire earlier or elect survivor benefits. In addition, certain early retirement subsidies and supplements are generally not insured, and benefit increases made within the past five years may not be fully guaranteed. About Delphi Corp A former unit of General Motors, Delphi Corporation (PINKSHEETS: DPHIQ) -- http://www.delphi.com/-- is a global supplier of mobile electronics and transportation systems, including powertrain, safety, steering, thermal, and controls & security systems, electrical/electronic architecture, and in-car entertainment technologies. Based in Troy, Michigan, Delphi had approximately 146,600 employees and operates 150 wholly owned manufacturing sites in 34 countries with sales of $18.1 billion in 2008. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represent the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court approved Delphi's First Amended Joint Disclosure Statement and related solicitation procedures for the solicitation of votes on the First Amended Plan on December 20, 2007. The Court confirmed the Debtors' First Amended Plan on January 25, 2008. The Plan has not been consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DISCOVERY LAND: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Discovery Land Ventures LLC 24911 Avenue Stanford Valencia, CA 91355 Bankruptcy Case No.: 09-20095 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Philip E. Koebel, Esq. POB 94799 Pasadena, CA 91109 Tel: (626) 797-6342 Fax: (626) 410-1149 Email: lawofpek@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb09-20095.pdf The petition was signed by Nasir Eftekhari, member of the Company. DONALD BRANDT: U.S. Trustee Sets Meeting of Creditors for Aug. 27 ----------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors in Donald H. Brandt's Chapter 11 case on August 27, 2009, at 2:30 p.m. The meeting will be held at Room 100-B, 501 East Polk St., (Timberlake Annex), Tampa, Florida. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Bradenton, Florida-based Donald H. Brandt filed for Chapter 11 on July 27, 2009 (Bankr. M. D. Fla. Case No. 09-16166). The Law Office of Amy C. Boohaker, PA, represents the Debtor in his restructuring efforts. In his petition, the Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in debts. DUANE READE: Discounted Repurchase Cues S&P's Rating Cut to 'SD' ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its corporate credit rating on New York-based Duane Reade Inc. to 'SD' (selective default) from 'CC'. S&P also lowered its issue-level rating on the company's $195 million 9.75% subordinated notes due 2011 to 'D' from 'C'. "These actions follow the company's announced final results of its tender offer and the repurchase of $143.3 million, or 73.5% of the outstanding notes; S&P withdrew the rating on the company's $210 million senior secured notes due 2010, following the completion of the cash tender for these notes at par, and withdrew the rating on the proposed $110 million notes due 2016 as Duane Reade increased the proposed $215 million senior secured notes to $300 million," said Standard & Poor's credit analyst Ana Lai. All other outstanding ratings on the company's debt remain unchanged. The rating action follows Duane Reade's repurchase of $143.3 million of its $195 million 9.75% subordinated notes due 2011 at a discount ($875 for each $1,000 principal amount. S&P view the tender offer as a distressed exchange and tantamount to default. Duane Reade also completed the tender for $205 million of its $210 million senior secured notes due 2010 at par. Duane Reade used net proceeds from a $300 million 11.75% senior secured notes offering due 2015, and a portion of the proceeds from a $125 million preferred equity investment by entities associated with Oak Hill Capital Partners, L.P., to fund the tender of both note issues. S&P expects to raise Duane Reade's corporate credit rating as soon as is practical. On July 16, 2009, S&P cited a preliminary expectation that the corporate credit rating could possibly be raised to 'B-', based on the post-tender capital structure and increased financial flexibility from extending its debt maturities and improved liquidity position. However, debt leveraged remains very high since S&P treats the preferred equity investment as debt. DUANE THOMAS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Duane Thomas Marine Construction, LLC 296 Rockhill Court Marco Island, FL 34145 Bankruptcy Case No.: 09-17391 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Middle District of Florida (Ft. Myers) Debtor's Counsel: Stephen R. Leslie, Esq. Stichter, Riedel, Blain & Prosser 110 East Madison Street, Suite 200 Tampa, FL 33602-4700 Tel: (813) 229-0144 Email: sleslie.ecf@srbp.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/flmb09-17391.pdf The petition was signed by Duane O. Thomas Jr., manager of the Company. EAST COAST SANITATION: Case Summary & 20 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: East Coast Sanitation Co. Inc. PO Box 442 East Hanover, NJ 07936 Bankruptcy Case No.: 09-30888 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of New Jersey (Newark) Debtor's Counsel: Daniel J. Yablonsky, Esq. Yablonsky & Associates, LLC 1430 Route 23 North Wayne, NJ 07470 Tel: (973) 686-3800 Fax: (973) 686-3801 Email: ecfmail@yablaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/njb09-30888.pdf The petition was signed by Srinivas Bikkasani, president of the Company. EDGE PETROLEUM: Posts $9.3MM Net Loss in Quarter Ended June 30 -------------------------------------------------------------- Edge Petroleum Corp. posted a net loss of $9,369,000 for three months ended June 30, 2009, compared to a net loss of $27,823,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $86,309,000 compared with a net loss of $44,002,000 for the same period in 2008. At June 30, 2009, the Company's balance sheet showed total assets of $264,030,000, total liabilities of $252,492,000 and stockholders' equity of $11,538,000. Going Concern Doubt On March 16, 2009, BDO Seidman, LLP, in Houston, Texas raised substantial doubt about Edge Petroleum Corp.'s ability to continue as a going concern after auditing the Company's financial statements for the years ended December 31, 2008, and 2007. The auditor noted that the Company is in a negative working capital position with significant payments due June 30, 2009, under the revolving credit agreement. The carrying amount of the Company's debt as of December 31, 2008, approximated fair value because the interest rates were variable and reflective of market rates, but as of June 30, 2009, the Company related it is not practicable to estimate the fair value of its outstanding debt in light of the impending maturity on August 31, 2009, that the Company is seeking to address. The carrying amount of the Company's debt as of June 30, 2009, was $234 million and the interest rate applied at June 30, 2009, was 5.75%. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4165 Edge Petroleum Corp. (NASDAQ: EPEX) is a Houston-based is an independent oil and natural gas company engaged in the exploration, development, acquisition and production of crude oil and natural gas properties in the United States. At December 31, 2007, the Company's net proved reserves were 163.5 billion cubic feet equivalent (Bcfe), comprising 116.6 billion cubic feet of natural gas, 4.8 million barrels of natural gas liquids and 3 million barrels of crude oil and condensate. Natural gas and natural gas liquids accounted for approximately 89% of those proved reserves. Approximately 77% of total proved reserves were developed, as of December 31, 2007, and they were all located onshore, in the United States. On January 31, 2007, the Company completed the purchase of certain oil and natural gas properties located in 13 counties in south and southeast Texas, and other associated assets from Smith Production Inc. (Smith) As reported by the Troubled Company Reporter on February 4, 2009, Edge Petroleum Corp., said that it may be required to seek protection under Chapter 11 of the U.S. Bankruptcy Code if it is unable to address its debt obligations. The Company engaged Akin Gump Strauss Hauer & Feld LLP to act as the company's legal advisor in connection with its evaluation of various financial and strategic alternatives and to represent the Company generally in its ongoing corporate and securities matters as its primary outside counsel. EDUCATION RESOURCES: To File Reorganization Plan This Month ----------------------------------------------------------- The Education Resources Institute, Inc., said in court documents filed on Friday that it is continuing talks with creditors and would be filing a reorganization plan and a disclosure statement no later than August 26. Emily Chasan at Reuters reports that TERI has had more than six extensions on filing its reorganization plan and missed its latest deadline of August 5. The U.S. Bankruptcy Court for the District of Massachusetts told TERI that it would be unlikely to grant further extensions of the exclusivity period, court documents say. Headquartered in Boston, Massachussetts, The Education Resources Institute Inc. -- http://www.teri.org/-- aka Boston Systems Resources Inc., Brockton Education Opportunity Center, TERI, TERI College Access, TERI College Access Centers and TERI Marketing Services Inc., is a nonprofit organization that promotes educational opportunities for all through its college access and loan guarantee activities. Founded in 1985, TERI is a guarantor of private or non-government student loans with more than $17 billion in outstanding guarantees. The Debtor filed for Chapter 11 petition on April 7, 2008 (Bankr. D. Mass. Case No. 08-12540.) Daniel Glosband, Esq., Gina L. Martin, Esq., at Goodwin Procter LLP represent the Debtor in its restructuring efforts. The Debtor's Conflicts Counsel is Craig and Macauley PC. Grant Thornton LLP, acts as financial advisors, and Citigroup Global Markets Inc. acts as investment banker. Its Claims Agent is Epiq Bankruptcy Solutions LLC. When the Debtor filed for protection from its creditors, it listed estimated assets of more that $1 billion and estimated debts of $500,000 to $1 billion. ENERGY PARTNERS: Court Rejects Tudor Pickering, Houlihan Fee Pacts ------------------------------------------------------------------ Peg Brickley posted on The Wall Street Journal blog, Bankruptcy Beat, that the Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern District of Texas has rejected the fee agreements between energy investment and merchant banking boutique Tudor, Pickering, Holt & Co. LLC and Houlihan Lokey, two members of the official committees in Energy Partners, Ltd.'s Chapter 11 case. Tudor Pickering was advising the committee representing shareholders in Energy Partners' bankruptcy, while Houlihan Lokey worked for the official committee representing unsecured noteholders. According to Bankruptcy Beat, Judge Bohm chided Tudor Pickering and Houlihan Lokey for arrogance and described the fee deals as "outrageous", saying, "The men and women of our nation's armed forces, who risk their lives to preserve and protect the abundant freedoms of this country, earn an annual salary that barely exceeds Tudor Pickering's proposed $25,000-per-day appearance fee." Bankruptcy Beat relates that the two firms had sworn "under oath that they will render services only if they immediately receive a nonrefundable fee aggregating $1.0 million." Based in New Orleans, Louisiana, Energy Partners, Ltd., (Pink Sheets: ERPL.PK) is an independent oil and natural gas exploration and production company. The Company had interests in 24 producing fields, six fields under development and one property on which drilling operations were then being conducted, all of which are located in the Gulf of Mexico Region. Energy Partners, Ltd., and its affiliates filed for Chapter 11 on May 1, 2009 (Bankr. S.D. Tex. Lead Case No. 09-32957). Paul E. Heath, Esq., at Vinson & Elkins LLP, represents the Debtors in their restructuring efforts. The Debtors propose to employ Parkman Whaling LLC as financial advisor. The Debtors' financial condition as of December 31, 2008, showed total assets of $770,445,000 and total debts of $708,370,000. EPIX PHARMACEUTICALS: PRX-07034 to Be Sold at Sept 30. Auction -------------------------------------------------------------- Joseph F. Finn, Jr., C.P.A., said the PRX-07034 Therapeutics - CNS Phase 2 will be part of the intellectual property offered for sale at the September 30, 2009 auction. The PRX-07034 Therapeutics - CNS Phase 2 is a small molecule, oral 5HT6 antagonist for cognitive impairment associated with schizophrenia. The Company has completed Phase 1 in obesity with racemic compound and completed Phase 1 with chiral compound. It has an open IND and a significant quantity of chiral API available. The intellectual property, regulatory dossier, fixed assets and clinical inventory will be sold at auction on September 30, 2009. Persons interested in bidding must sign a Confidentiality Disclosure Agreement obtained from Finn's Office - jffinnjr@earthlink.net or 781-237-8840. They will then receive a bid package. Joseph F. Finn, Jr., C.P.A. is the founding partner of the firm, Finn, Warnke & Gayton, Certified Public Accountants of Wellesley Hills, Massachusetts. He works primarily in the area of management consulting for distressed enterprises, bankruptcy accounting and related matters, such as assignee for the benefit of creditors and liquidating agent for a corporation. He has been involved in a number of loan workouts and bankruptcy cases for 35 years. His most recent Assignments for the Benefit of Creditors in the biotech field include Spherics, Inc., ActivBiotics, Inc. and Prospect Therapeutics, Inc. About EPIX Pharmaceuticals EPIX Pharmaceuticals, Inc. (NASDAQ:EPIX), is a biopharmaceutical company focused on discovering and developing novel therapeutics through the use of its proprietary and highly efficient in silico drug discovery platform. The company has a pipeline of internally-discovered drug candidates currently in clinical development to treat diseases of the central nervous system -- see http://www.trialforAD.com/-- and lung conditions. EPIX also has collaborations with leading organizations, including GlaxoSmithKline, Amgen and Cystic Fibrosis Foundation Therapeutics. As reported by the Troubled Company Reporter, EPIX on July 20, 2009, entered into an Assignment for the Benefit of Creditors in accordance with Massachusetts law. Following the Company's unsuccessful efforts to effect a strategic alternative, including a financing, recapitalization, sale or disposition of corporate assets, merger or strategic business combination, the Company's Board of Directors determined it was in the best interests of the enterprise to cease the Company's operations and to provide for an orderly liquidation of its assets by entering into the Assignment. EPIXTAR CORP: U.S. Trustee Wants Cases Converted to Chapter 7 ------------------------------------------------------------- Donald F. Walton, United States Trustee for Region 21, asks the U.S. Bankruptcy Court for the Southern District of Florida to convert Epixtar Corp., et al.'s Chapter 11 cases, to cases under Chapter 7, or in the alternative, to appoint a Chapter 11 trustee pursuant to Section 1104(a) of the Bankruptcy Code. The U.S. Trustee says that the last monthly operating report filed by the Debtors was for September 2008. The U.S. Trustee adds that two of the Debtors owe in excess of $10,000 and $7,500 in U.S. Trustee Program fees. Failure to file monthly operating reports and to pay appropriate fees establish cause to convert the cases under Section 112(b)(4)(F) and Section 1112(b)(4)(K), respectively, of the Bankruptcy Code., say the U.S. Trustee. Subsequent to the U.S. Trustee's motion, the Debtors and the Creditors Committee jointly filed a plan and disclosure statement. About Epixtar Corp. Based in Miami, Florida, Epixtar Corp. fdba Global Assets Holding Inc. -- http://www.epixtar.com/-- acquires or establishes companies specialized in mass-market communication products. Epixtar operates through its subsidiaries, National Online Services Inc. and One World Public. The Company and its debtor-affiliates filed for Chapter 11 protection on October 6, 2005 (Bank. S.D. Fla. Case No. 05-42040). Michael D. Seese, Esq., at Hinshaw & Culbertson, LLP, and Eyal Berger, Esq., at Kluger, Peretz, Kaplan and Berlin, P.L., represent the Debtors in their restructuring efforts. Carlos E. Sardi, Esq., Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., represent the official committee of unsecured creditors as counsel. When the Debtors filed for protection from their creditors, they listed total assets of $30,376,521 and total debts of $39,158,724. EXIDE TECHNOLOGIES: Receives $34.3-Mil. Federal Grant ----------------------------------------------------- As part of President Obama's announcement concerning new advanced battery and electric drive projects that will receive $2.4 billion in funding under the American Recovery and Reinvestment Act of 2009, Exide Technologies was awarded $34.3 million for its proposal for the domestic manufacture of affordable lead-acid batteries incorporating advanced carbon technology. Exide Technologies (Nasdaq:XIDE) is a global leader in stored electrical-energy solutions for both transportation and industrial applications. Exide's project involves two of its global technologies: a spiral wound absorbed glass mat design and a flat plate AGM design. These batteries are fully production ready, and Exide already has customers for these products. In addition to its own advanced carbon technology, Exide recently entered into a memorandum of understanding with Axion Power International, Inc., a developer of advanced batteries and energy storage products that incorporate patented lead carbon battery PbC Technology(TM). This collaboration provides a multi-dimensional structure of expertise that fuels Exide's ability to expedite the development of advanced lead-acid batteries and new chemistries for use in product development, broadening opportunities in transportation channels. The project will address the increased demand for micro-hybrid vehicles, idle reduction commercial vehicles, and other strategic market segments. Exide's project also is designed to offer favorable energy and environmental impacts. During the next three years, the Company believes that the investment will enable production capacity of approximately 1.5 million batteries and create as many as 320 manufacturing jobs -- approximately 120 positions at its Transportation manufacturing operation in Bristol, Tennessee and 200 positions at its Industrial Energy manufacturing facility in Columbus, Georgia. The Exide facility in Bristol, Tennessee will be the only advanced AGM spiral wound lead-acid battery production operation in the U.S. that serves the transportation market segment. The Columbus, Georgia project will address the investment in advanced AGM flat plate batteries. In addition to transportation applications, the Exide Columbus location is expected to offer these products and technology for industrial applications. Both Exide operations will manufacture the AGM batteries, with and without carbon, for stop-start, micro-hybrid and no-idle vehicle applications. Exide estimates that these advanced AGM batteries, when installed in vehicles incorporating energy management technologies, can save approximately 75 million gallons of fuel per year -- equivalent to $175 million at the pump. This fuel savings also is expected to reduce U.S. dependence on imported oil by more than three million barrels per year, likewise reducing emissions by more than 600,000 metric tons of carbon dioxide (CO2) per year. "Despite the current economic situation, we believe this area of investment can be expected to yield significant benefits including job creation, energy savings and an association with both advanced technology and environmental sustainability," said Gordon Ulsh, President and Chief Executive Officer of Exide Technologies. "The convergence of innovative designs, novel carbon-lead hybrid chemistries, and the application of nano technology -- all in conjunction with lead-acid technology that has proven itself for more than a century -- sets the stage for the delivery of superior energy storage solutions." Exide also has received support from the states of Georgia and Tennessee that will amount to as much as $15 million in tax incentives and other benefits during the next decade. 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 April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP 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. Bankruptcy Creditors' Service, Inc., publishes Exide Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Exide Technologies and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * Reorganized Exide Technologies carries a 'B' issuer credit rating, with a stable outlook, from Standard & Poor's. EXIDE TECHNOLOGIES: Reports $54 Mil. Net Loss in Second Quarter --------------------------------------------------------------- Exide Technologies, a global leader in stored electrical energy solutions, announced its fiscal 2010 first quarter financial results, for the period ended June 30, 2009. Highlights of Fiscal 2010 First Quarter Results * Net sales for the fiscal 2010 first quarter of $592.9 million compared to $971.3 million in the prior year quarter on 28% lower unit volumes; * Gross margin for the fiscal 2010 first quarter was 18.0% compared to 17.4% in the prior year period; * Adjusted net loss for the fiscal 2010 first quarter was $11.0 million or ($0.15) per share as compared to adjusted net income of $13.2 million or $0.18 per diluted share in the fiscal 2009 comparative period; * Net cash provided by operating activities for fiscal 2010 first quarter was $56.5 million compared to $40.1 million for the prior fiscal year first quarter; and * Liquidity increased from $297 million at March 31, 2009, to $314 million at June 30, 2009. Consolidated Results Fiscal 2010 first quarter consolidated net sales were $592.9 million as compared to net sales of $971.3 million in the fiscal 2009 first quarter. Net sales in the fiscal 2010 period were negatively impacted by foreign currency translation ($48.6 million), price reductions due to a 35% decline in average lead prices quarter over quarter ($85.3 million) and overall lower unit volumes ($244.5 million). The lower volume equates to an approximate 28% reduction in unit sales over the prior year period and is driven by lower original equipment (OE) builds in Transportation and Industrial Energy, lower capital spending in the Network Power channels and softer aftermarket volumes in Transportation Americas, the result of the transition of two accounts to competitors as previously announced. Consolidated net loss for the fiscal 2010 first quarter was $54.0 million or $0.71 per share compared to net loss for the fiscal 2009 first quarter of $10.3 million or $0.14 per share. The results for these comparable periods were impacted by the these items: * The fiscal 2010 first quarter results include restructuring and related asset impairment charges of $39.5 million, net of tax, or $0.52 per share. These charges are principally the result of a provision related to the planned closure of our U.K. Industrial Energy facility and incremental severance related costs to finalize the closure of our Auxerre, France Transportation facility. This amount compares with net of tax restructuring charges in the first quarter of the prior year in the amount of $2 million or $0.03 per share. * The results of the fiscal 2010 first quarter include currency remeasurement income, net of tax, in the amount of $4.6 million or $0.06 per share, compared to $1.7 million, net of tax, or $0.02 per share in the fiscal 2009 first quarter. * The fiscal 2010 first quarter includes an unrealized loss from revaluation of warrants liability in the amount of $0.5 million or $0.01 per share compared to $9.7 million or $0.12 per share in the fiscal 2009 first quarter. Unrealized gains and losses from revaluation of warrants liability are not subject to income taxes. * The fiscal 2010 first quarter includes reorganization items, net of tax, in the amount of $0.4 million or $0.01 per share compared to the fiscal 2009 period of $0.3 million. * The fiscal 2010 first quarter tax provision was negatively impacted by $7.2 million or ($0.08) per share due to valuation allowance increases. This compares with a $13.2 million or $0.18 per share recognition of a non-cash tax valuation allowance in the fiscal 2009 first quarter, principally in Australia. Excluding the impact of the above described, non-operational items, adjusted net loss for the fiscal 2010 first quarter was $11.0 million or $0.15 per share. This compares with adjusted net income for the comparable prior year period of $13.2 million or $0.18 per share. A reconciliation of net income or loss and net income or loss per share to adjusted net income or loss and adjusted net income or loss per share is provided as an attachment to this release. Consolidated Adjusted EBITDA for the fiscal 2010 first quarter was $23.1 million as compared with Adjusted EBITDA of $71.1 million in the prior fiscal year first quarter. Although gross profit declined by $62.8 million in comparison to the prior fiscal year first quarter primarily on lower volume; as a percent of net sales, margins increased to 18.0% in the fiscal 2010 first quarter, compared to 17.4% in the prior year period. Gordon A. Ulsh, President and Chief Executive Officer, said, "We continue the difficult work necessary to align our cost structure appropriately to market conditions and expect this work to pay significant dividends in the second half of fiscal 2010. Even with current headwinds, we expect to report significant sequential improved Adjusted EBITDA in the second quarter. And, assuming no further significant contraction in the global economy and a rational pricing environment, we anticipate reporting higher Adjusted EBITDA for the third and fourth quarters of fiscal 2010 as compared to the same quarters of fiscal 2009. Due primarily to seasonality in our Transportation segments, our first fiscal quarter has historically been our lowest performing quarter of the fiscal year and this year is expected to follow this pattern." Selling, general and administrative expenses for the fiscal 2010 first quarter decreased approximately 14% to $108.3 million versus the comparable prior year period of $126.0 million. Approximately $11.8 million of the decrease resulted from foreign currency translation, with the remainder attributable to the Company's continued focus on cost reduction. Net interest expense decreased approximately 23% or $4.5 million to $14.7 million in the fiscal 2010 first quarter as compared to $19.2 million in the fiscal 2009 first quarter, primarily a result of lower average net debt, lower accounts receivable factoring and the favorable impact of lower interest rates. At June 30, 2009, net debt decreased 7% to $545.4 million from $588.7 million at March 31, 2009. As of June 30, 2009, the Company had cash and cash equivalents of $121.5 million and $110.0 million availability under its bank revolving loan facility. This compares to cash and cash equivalents of $69.5 million and $130.6 million availability under the revolving loan facility at March 31, 2009. Free cash flow was $40.2 million for the three months ended June 30, 2009 as compared to $44.8 million for the prior year period. Free cash flow in the prior year quarter was favorably impacted by the receipt of $16.4 million from the sale of a previously closed manufacturing facility. Segment Information for the Three Months Ended June 30 Transportation Segments Net sales of the Company's combined Transportation segments in the fiscal 2010 first quarter were $377.2 million as compared to $582.2 million in the same period of fiscal 2009. Approximately $128.3 million of the decline in net sales is primarily the result of 27% lower unit volumes in both OE and aftermarket sales. A stronger dollar against most foreign currencies resulted in unfavorable currency translation of approximately $22.9 million. Price reductions resulting from lead escalator arrangements negatively impacted net sales by $53.8 million in the fiscal 2010 first quarter as compared to the fiscal 2009 period. Adjusted EBITDA for the combined Transportation segments was $16.1 million in the fiscal 2010 first quarter versus $41.2 million in the comparable fiscal 2009 period. Adjusted EBITDA for the Transportation segments declined in the current fiscal quarter from the prior year period primarily due to lower sales volumes and lower profits from its recycling operations, the result of significantly lower lead prices. Mr. Ulsh stated, "The actions taken to reduce legacy capacity began to benefit our results in the latter part of the current year quarter. We expect that these benefits will accelerate as we move into the second fiscal period." Industrial Energy Segments Fiscal 2010 first quarter total net sales for the Company's combined Industrial Energy segments were $215.6 million as compared to $389.0 million in the comparable fiscal 2009 period. This decrease was primarily due to a 33% decline in unit volumes for both motive power and network power products in the fiscal 2010 first quarter as compared to the prior year period. Net sales were negatively impacted by unfavorable foreign currency translation of $25.7 million and lead related price reductions due to lead escalator arrangements of approximately $31.5 million over the prior year period. "It appears the rate of decline in market demand, particularly in Motive Power, has leveled out. Although we do not believe we will see further reductions, we expect the recovery to be slow," Mr. Ulsh said. Total Adjusted EBITDA for the Industrial Energy segments in the fiscal 2010 first quarter totaled $13.6 million versus $36.4 million in the fiscal 2009 first quarter. This decrease is primarily due to lower sales volumes for motive power and network power products. Non-GAAP Financial Measures The Company uses Adjusted EBITDA as a key measure of its operational financial performance. This measure is the key indicator of the Company's operational performance and excludes the nonrecurring impact of the Company's current restructuring actions. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, amortization and restructuring charges. The Company's Adjusted EBITDA definition also adjusts reported earnings for the effect of non-cash currency remeasurement gains or losses, the non-cash gain or loss from revaluation of the Company's warrants liability, impairment charges and non-cash gains or losses on asset sales. The Company calculates Adjusted Earnings Per Share by excluding from net income (loss) per diluted share certain items, such as non-cash tax valuation allowances, reorganization items related to the Company's prior bankruptcy proceedings and the non-cash gain or loss from revaluation of the Company's warrants liability. The Company also excludes the impact of restructuring and impairment charges incurred to improve its relative cost position when compared with the competition. Further, non-cash currency remeasurement gains and losses have been excluded as these are the result of financing as opposed to operating decisions. The Company believes that these measures are useful to investors and management because they allow investors to evaluate the Company's performance for different periods on a more comparable basis by excluding these non-operational items that the Company believes are not indicative of, or may obscure trends useful in evaluating, the Company's continuing operations. This supplemental presentation should not be construed as an inference that the Company's future results will be unaffected by similar adjustments to net income (loss) per share determined in accordance with GAAP. The Company also defines Free Cash Flow as cash from operating activities and cash from investing activities, both as measured in accordance with Generally Accepted Accounting Principles. It believes that Free Cash Flow provides useful information about the cash generated by our core operations after capital expenditures and the sale of non-core assets. All of the foregoing non-GAAP financial measures should be used in addition to, but not in isolation or as a substitute for, the analysis provided in the Company's measures of financial performance prepared in conformity with U.S. GAAP. The non-GAAP financial measures should be read only in conjunction with the Company's condensed consolidated financial statements prepared in accordance with GAAP. Conference Call The Company held a conference call to discuss its results Friday, August 7, 2009, at 9:00 a.m. Eastern Time. A telephonic replay of the conference call is available: Dates: from 12:00 p.m. ET August 7, 2009, to 11:59 p.m. ET August 21, 2009 Domestic dial-in: 800-642-1687 International dial-in: 706-645-9291 Passcode: 20972213 A full-text copy of Exide Technologies' Fiscal 2010 First Quarter Results is available for free at: http://ResearchArchives.com/t/s?4112 Exide Technologies and Subsidiaries Unaudited Consolidated Balance Sheets As of June 30, 2009 (in thousands) ASSETS Current Assets Cash and cash equivalents $121,521 Receivables , net 441,283 Inventories 415,313 Prepaid Expenses and Other 17,652 Deferred financing costs, net 4,991 Deferred income taxes 26,181 ---------- Total Current Assets 1,026,941 ---------- Property, Plant, and Equipment, Net 598,967 Other Assets: Goodwill 4,260 Other Intangible assets, net 181,865 Investment in affiliates 2,044 Deferred financing costs, net 11,130 Deferred income taxes 58,253 Other 21,978 ---------- 279,530 ---------- Total Assets $1,905,438 ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Short-term borrowings $7,532 Current maturities of long-term debt 5,208 Accounts payable 245,374 Accrued expenses 308,492 Warrants liability 1,614 ---------- Total current liabilities 568,220 ---------- Long-term debt 654,140 Non-current retirement obligations 204,867 Deferred income tax liability 28,625 Other non-current liabilities 137,126 ---------- Total liabilities 1,592,978 ---------- Commitments and Contingencies - Minority Interest Stockholders' equity: Preferred Stock - Common stock, par value $.01 755 Additional paid-in-capital 1,112,425 Accumulated deficit (841,255) Accumulated other comprehensive (loss) income 24,088 ---------- Total Stockholders' equity 296,013 Noncontrolling interests 16,447 ---------- Total stockholders' equity 312,460 ---------- Total Liabilities and Stockholders' equity $1,905,438 ========== Exide Technologies and Subsidiaries Statement of Consolidated Operations For the Three Months Ended June 30, 2009 (in thousands) Net Sales $592,854 Cost of sales 486,170 ---------- Gross profit 106,684 ---------- Expenses Selling, marketing and advertising 65,318 General and administrative 42,931 Restructuring 35,665 Other expense (income), net (3,361) Interest expense, net 14,720 ---------- 155,273 ---------- Loss before reorganization items, income tax, minority interest (48,589) Reorganization items, net 555 Income tax provision (benefit) 4,872 Minority interest - ---------- Net loss ($54,016) ========== Exide Technologies and Subsidiaries Statement of Consolidated Cash Flows For the Three Months Ended June 30, 2009 (in thousands) Cash Flows From Operating Activities: Net loss ($54,016) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 22,480 Unrealized loss (gain) on warrants 471 Net loss on asset sales 5,364 Deferred income taxes 345 Provision for doubtful accounts 1,787 Non-cash stock compensation 2,284 Reorganization items, net 555 Minority interest - Amortization of deferred financing costs 1,234 Currency remeasurement loss(gain) (9,264) Changes in assets and liabilities Receivables 75,720 Inventories 22,757 Prepaid expenses and other 437 Payables (26,776) Accrued expenses 15,643 Non-current liabilities (1,354) Other, net (1,181) ---------- Net cash provided by operating activities 56,486 Cash Flows From Investing Activities: Capital expenditures (15,171) Acquisition of businesses, net (1,170) Proceeds from sales of assets, net - ---------- Net cash (used in) provided by (16,341) investing activities Cash Flows From Financing Activities: Increase (Decrease) in short-term borrowings 25 Increase (Decrease) in borrowings under Senior Credit Facility (749) Common stock issuance 51 Increase (decrease) in other debt 8,385 ---------- Net cash provided by financing activities 7,712 Effect of exchange rate changes on cash 4,159 ---------- Net increase (decrease) in cash 52,016 Cash and cash equivalents, beginning of period 69,505 ---------- Cash and cash equivalents, end of period $121,521 ========== 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 April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP 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. Bankruptcy Creditors' Service, Inc., publishes Exide Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Exide Technologies and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * Reorganized Exide Technologies carries a 'B' issuer credit rating, with a stable outlook, from Standard & Poor's. EXIDE TECHNOLOGIES: Wants Dec. 4 Extension to Remove 2 Cases ------------------------------------------------------------ Reorganized Exide Technologies asks the Bankruptcy Court to further extend through December 4, 2009, the time within which it may file notices of removal with respect to these state court cases: (a) Anh-Thi Winkler and William F. Winkler vs. Berks Products Corp., Exide Technologies, and Empire Steel Casting, Inc., Case No. 08-2580; and (b) Christopher Orth vs. Berks Products Corp., Exide Technologies, and Empire Steel Casting, Inc., Case No. 08- 2584. According to James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, the Debtor was served with these two complaints on March 10, 2008, each filed in the Court of Common Pleas of Berks County, Pennsylvania. Mr. O'Neill tells the Court that the extension is necessary because the Reorganized Debtor has reason to suspect, based on information and belief, that the claims asserted in the State Court Cases arose prior to the Petition Date. However, the allegations in the State Court Cases are vague, ambiguous and incomplete that the Reorganized Debtor cannot currently make a definitive assessment as to whether or not the asserted causes of action are related to the Chapter 11 cases, he says. Accordingly, the Reorganized Debtor seeks the extension of time to permit it to further investigate the asserted claims and to determine whether removal is appropriate, Mr. O'Neill explains. The Court will convene a hearing on September 9, 2009, at 10:00 a.m., to consider the Reorganized Debtor's request. Objections are due on September 2, 2009, at 4:00 p.m. 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 April 14, 2002 (Bankr. Del. Case No. 02-11125). Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP 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. Bankruptcy Creditors' Service, Inc., publishes Exide Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Exide Technologies and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * Reorganized Exide Technologies carries a 'B' issuer credit rating, with a stable outlook, from Standard & Poor's. FAIRBRIDGE COMMONS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Fairbridge Commons LLC 985, 1015 and 1035 Fairfield Ave. Bridgeport, CT 06605 Bankruptcy Case No.: 09-51562 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of Connecticut (Bridgeport) Judge: Alan H.W. Shiff Debtor's Counsel: Matthew K. Beatman, Esq. Zeisler and Zeisler 558 Clinton Avenue P.O. Box 3186 Bridgeport, CT 06605 Tel: (203) 368-4234 Email: MBeatman@zeislaw.com Total Assets: $5,081,500 Total Debts: $18,293,227 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ctb09-51562.pdf The petition was signed by Manuel Scharf, managing member of the Company. FELY SMIRNOFF: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Fely L. Smirnoff aka Fely Santiago 668 Spruce Ave South San Francisco, CA 94080 Bankruptcy Case No.: 09-32268 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Thomas E. Carlson Debtor's Counsel: Marc Voisenat, Esq. Law Offices of Marc Voisenat 1330 Broadway #1035 Oakland, CA 94612 Tel: (510) 272-9710 Email: voisenat@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Ms. Smirnoff's petition, including a list of her 15 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/canb09-32268.pdf The petition was signed by Ms. Smirnoff. FIRST FEDERAL BANKSHARES: Warns of Adverse Going Concern Opinion ---------------------------------------------------------------- Management of First Federal Bankshares, the parent company of Vantus Bank, believes the Company's independent registered public accounting firm may express substantial doubt about the Company's ability to continue as a going concern in the auditors' report contained within the Company's annual report on Form 10-K. Management cited various regulatory actions and the current uncertainties associated with the Company's ability to increase Vantus Bank's capital levels to meet regulatory requirements. The Company is working to implement the capital infusion to increase Vantus Bank's regulatory capital ratios to address the uncertainties giving rise to a possible going concern assessment. The Bank's regulatory capital ratios as of June 30, 2009, were: * a Tier 1 Leverage Ratio of 4.47% (compared to the adequately capitalized threshold of 4.00%); * a Tier 1 Risk-Based Capital Ratio of 3.35% (compared to the adequately capitalized threshold of 4.00%); and * a Total Risk-Based Capital Ratio of 3.98% (compared to the adequately capitalized threshold of 8.00%). The Company received notification on May 10, 2009, from the Office of Thrift Supervision that the Bank was considered significantly undercapitalized under the Prompt Corrective Action capital categories and that the Bank must increase its capital and return to adequately capitalized status. The Company has been anticipating the issuance by the OTS of a PCA Directive and Stipulation to a PCA Directive. On July 31, 2009, the Company consented to the issuance of a Cease and Desist Order. Among other things, the Cease and Desist Order requires that by August 31, 2009, the Board of Directors must adopt and submit to the OTS a business plan for enhancing the consolidated capital and earnings of the Company. At a minimum, the business plan must address how the Bank will increase its Tier 1 Capital Ratio to at least 8.0% and its Total Risk-Based Capital Ratio to at least 12.0% by December 31, 2009, and how it will maintain these ratios thereafter. The Company has been in contact with several private equity groups related to a possible capital infusion in the Bank. However, there can be no assurance that the Company will succeed in raising additional capital from private equity or other sources. Moreover, a transaction would likely result in substantial dilution to the Company's current stockholders and could adversely affect the price of the Company's common stock. About Vantus Bank The Company's banking subsidiary, Vantus Bank, is headquartered in Sioux City, Iowa. Founded in 1923, Vantus Bank is a community bank serving businesses and consumers in seven full-service offices in northwest Iowa, a full-service office in South Sioux City, Nebraska, and six full-service offices in central Iowa, including four in the Des Moines market area. FIRST FEDERAL BANKSHARES: Says Trust Preferred CDOs are Illiquid ---------------------------------------------------------------- First Federal Bankshares, the parent company of Vantus Bank, says its trust preferred collateralized debt obligations are substantially illiquid, and their valuation is highly complex and involves a comprehensive process including quantitative modeling and significant judgment. As a result, the Company engaged an independent consulting firm to assist in the valuation of these securities. Based on the consulting firm's findings, management determined the Company's trust preferred CDO securities had an aggregate fair value of $10.0 million at June 30, 2009. To determine the write down on these securities, management completed an analysis of projected cash flows and discounted the cash flows at the original purchased yield. The difference in the cost basis of the security and the net present value of the cash flows was considered a credit- related loss and was recorded through operations as an impairment loss. The effects of the trust preferred CDO securities on the Company's operations and capital position will continue to be influenced by external market conditions and other factors outside of the Company's control, including but not limited to, specific issuer credit deterioration, deferral and default rates of specific issuer financial institutions, failure or government seizure of the underlying financial institutions, rating agency actions, and the prices at which observable market transactions in these types of securities occur. While management closely monitors the performance of the Company's trust preferred CDO securities and does not intend to sell these securities prior to the recovery in value, the current market environment significantly limits the Company's ability to mitigate its exposure to future credit- related OTTI write downs and price changes in these securities. Accordingly, if the aforementioned market conditions deteriorate further, it is likely that the Company would then determine additional credit-related OTTI on the Company's trust preferred CDO securities. Such a determination would correspondingly have a further material adverse impact on the Company's earnings, shareholders' equity and regulatory capital. On August 11, 2009, First Federal Bankshares recorded a net loss for the three months ended June 30, 2009, of $17.7 million or $5.46 per diluted share, compared to a net loss of $22.2 million, or $6.84 per diluted share, for the three months ended June 30, 2008. For the 12 months ended June 30, 2009, the Company recorded a net loss of $18.6 million, or $5.75 per diluted share, compared to a net loss of $25.4 million, or $7.82 per diluted share, for the 12 months ended June 30, 2008. The loss for the three and 12 months ended June 30, 2009, was primarily attributable to "other than temporary impairment" charges of $12.3 million and $19.2 million, respectively, relating to the Company's pooled trust preferred collateralized debt obligations. In addition, based on an evaluation of the Bank's deferred tax asset as of June 30, 2009, the Company concluded that it was more likely than not that a portion of the deferred tax asset will not be realized. The Company said total assets decreased by $61.5 million to $503.5 million at June 30, 2009, from $565.0 million at June 30, 2008. The Company had $500.3 million in total liabilities and $3.22 million in stockholders' equity as of June 30, 2009. The decrease in total assets was partially due to the sale of the Grinnell, Iowa, branch, the bulk sale of mortgage loans and planned run-off in the Bank's commercial real estate portfolio. Deposits totaled $392.9 million at June 30, 2009, as compared to $446.6 million at June 30, 2008. The decrease was primarily attributed to the sale of the Bank's Grinnell, Iowa, branch. About Vantus Bank The Company's banking subsidiary, Vantus Bank, is headquartered in Sioux City, Iowa. Founded in 1923, Vantus Bank is a community bank serving businesses and consumers in seven full-service offices in northwest Iowa, a full-service office in South Sioux City, Nebraska, and six full-service offices in central Iowa, including four in the Des Moines market area. FIRST FEDERAL BANKSHARES: Levon Mathews Resigns as CEO & President ------------------------------------------------------------------ First Federal Bankshares, the parent company of Vantus Bank, says Levon Mathews on August 10, 2009, submitted his resignation as President and Chief Executive Officer of the Company and of the Bank. Mr. Mathews has accepted a position as President and Chief Executive Officer of a financial institution outside the Bank's market area. Mr. Mathews' resignation is effective September 25, 2009, and he is expected to remain as President and Chief Executive Officer of the Company and the Bank through that date. The Board of Directors has initiated a search for a successor to Mr. Mathews and will consider internal as well as external candidates for the position. About Vantus Bank The Company's banking subsidiary, Vantus Bank, is headquartered in Sioux City, Iowa. Founded in 1923, Vantus Bank is a community bank serving businesses and consumers in seven full-service offices in northwest Iowa, a full-service office in South Sioux City, Nebraska, and six full-service offices in central Iowa, including four in the Des Moines market area. FORD MOTOR: Big 3 Automakers Recipients To Grant For Batteries -------------------------------------------------------------- As a part of the U.S. Government's $787 billion economic stimulus grant, the big three automakers -- Ford Motor Co., General Motors Co. and Chrysler Group LLC -- are among the recipients of $2.4 billion in federal grants President Barack Obama announced to encourage the development of hybrid and electric vehicles. To sustain the development of electric vehicles, the U.S. Government intends to give $1.5 billion to battery makers, $500 million to electric motors manufacturers; and $400 million is allocated to test a system for recharging electric-powered cars, Bloomberg News reported on August 5, 2009. Initially, the U.S. Government has released $105.9 million to GM for the production of battery packs for Chevrolet's Volt range - extended electric vehicle, and $99.8 million to Electric Transportation Engineering, Nissan Motor Co.'s partner, for the development of electric-vehicle charging stations in five markets, where Nissan will make about 1,000 of its leaf electric cars available in those markets, the report added. In a press release, General Motors President and CEO Fritz Henderson said, "General Motors Company commends the Administration, Congress and Department of Energy for recognizing advanced batteries as a critical component in our nation's long- term competitiveness and technology leadership. This investment will help deliver domestically-produced and affordable energy sources for American consumers while aiding in the nation's recovery by creating U.S. based manufacturing jobs." "These grants will allow GM to accelerate the deployment of battery pack manufacturing in the U.S. and enable high volume production of the world's first extended range electric vehicle - the Chevy Volt," Mr. Henderson added. "GM brings more than a decade of company investment and experience in electric drive vehicles to this project. We appreciate the opportunity to quicken the development of this important work, which will ultimately lead to a reduction in the use of foreign oil and give America a lead in the race to electrify the automobile," he continued. 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 by the Troubled Company Reporter on April 15, 2009, Standard & Poor's Ratings Services said it raised its ratings on Ford Motor Co. and related entities, including the corporate credit rating, to 'CCC+' from 'SD-'. The ratings on Ford Motor Credit Co. are unchanged, at 'CCC+', and the ratings on FCE Bank PLC, Ford Credit's European bank, are also unchanged, at 'B-', maintaining the one-notch rating differential between FCE and its parent Ford Credit. S&P said that the outlook on all entities is negative. Moody's Investors Service in December 2008 lowered the Corporate Family Rating and Probability of Default Rating of Ford Motor Company to Caa3 from Caa1 and lowered the company's Speculative Grade Liquidity rating to SGL-4 from SGL-3. The outlook is negative. The downgrade reflects the increased risk that Ford will have to undertake some form of balance sheet restructuring to achieve the same UAW concessions that General Motors and Chrysler are likely to achieve as a result of the recently-approved government bailout loans. Such a balance sheet restructuring would likely entail a loss for bond holders and would be viewed by Moody's as a distressed exchange and consequently treated as a default for analytic purposes. FOX RUN INVESTMENTS: Case Summary 10 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Fox Run Investments, LLC 333 Bayside Drive Newport Beach, CA 92660 Bankruptcy Case No.: 09-18234 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Jesse S. Finlayson, Esq. 15615 Alton Pkwy, Suite 250 Irvine, CA 92618 Tel: (949) 759-3810 Fax: (949) 759-3812 Email: jfinlayson@faw-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 10 largest unsecured creditors is available for free at: http://bankrupt.com/misc/cacb09-18234.pdf The petition was signed by John T. Cantwell, managing member of the Company. FULL CIRCLE ENTERPRISES: Voluntary Chapter 11 Case Summary ---------------------------------------------------------- Debtor: Full Circle Enterprises, Inc. P.O. Box 3026 Conroe, TX 77305 Bankruptcy Case No.: 09-35838 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Letitia Z. Paul Debtor's Counsel: Julie Mitchell Koenig, Esq. Tow and Koenig PLLC 26219 Oak Ridge Drive The Woodlands, TX 77380 Tel: (281) 681-9100 Fax: (281) 681-1441 Email: jkoenig@towkoenig.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Donald R. Branham, president of the Company. GASTAR EXPLORATION: Moody's Withdraws 'Caa3' Corp. Family Rating ---------------------------------------------------------------- Moody's Investors Service withdrew Gastar Exploration USA, Inc.'s Caa3 Corporate Family Rating, Caa3 Probability of Default Rating, Caa3 senior secured note rating, and SGL-4 Speculative Grade Liquidity Rating. The rating actions reflect Gastar's redemption of its senior secured notes, as a result of which the issuer no longer has any rated debt outstanding. Moody's last rating action on Gastar dates from May 12, 2009, at which time Moody's confirmed Gastar's ratings. Gastar Exploration USA, Inc., is an independent E&P company headquartered in Houston, Texas. GENERAL GROWTH: Citicorp Wants Foreclosure Sale for Oakwood Mall ---------------------------------------------------------------- Citicorp North America, as administrative agent for the lenders to a unit of General Growth Properties Inc., asks the U.S. Bankruptcy Court for the Southern District of New York to lift the automatic stay to allow it to proceed with the foreclosure sale of a mall. The Citicorp-led lenders are the holders of a duly perfected first mortgage on the Oakwood Mall, which is a regional shopping mall comprising approximately 950,000 square feet located in Gretna, Louisiana, which is in suburban New Orleans. The Oakwood Mall is the sole asset owned by debtor Oakwood Shopping Center Limited Partnership. The Mortgage secures a loan in the principal amount of $95 million, which became due and payable in full on the final maturity date of March 16, 2009, and none of which was paid by Oakwood at maturity. The Lenders were undersecured by more than $10 million when the Debtors commenced their Chapter 11 cases. Based upon new appraisal performed by KTR Realty, the Oakwood Mall has suffered a further loss of value, and is now worth $75.7 million. Citicorp points out that given the Lenders are now undersecured by $19 million, it is a virtual certainty that they will control the class of general unsecured creditors in the Oakwood case. "Accordingly, the Debtors will not be able to confirm a chapter 11 plan of reorganization in the Oakwood case over the Lenders' objections because they will not be able to obtain the consent of a class of impaired creditors." Citicorp notes that courts have regularly held that relief from the automatic stay should be granted where the debtor has no equity in the property, and the property has declined in value postpetition. Attorneys for Citicorp may be reached at: Herrick, Feinstein LLP Stephen B. Selbst Hahn Huynh 2 Park Avenue New York, NY 10016 Tel: (212) 592-1400 Fax: (212) 592-1500 E-mail: srathkopf@herrick.com Sselbst@herrick.com About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Allows Against All Odds to Assign Lease ------------------------------------------------------- Prepetition, Against All Odds USA, Inc., is party to three lease agreements with Debtors Willowbrook Mall, LLC; Woodbridge Center Property, LLC, and Rouse SI Shopping Center, LLC. Against All Odds sought and obtained the U.S. Bankruptcy Court for the District of New Jersey's approval of a sale of substantially all its assets. Against All Odds held conducted an auction as part of its sale and intends to assume and assign the GGP Leases pursuant to Section 365 of the Bankruptcy Code to either New Deal LLC, as stalking horse bidder, or the ultimate buyer. Accordingly, in a stipulation approved by the U.S. Bankruptcy Court for the Southern District of New York, Against All Odds and the Debtors agree to lift the automatic stay under Section 362(a) of the Bankruptcy Court solely to allow Against All Odds to assume and assign the GGP Leases. However, the modification of the automatic stay is without prejudice to the Debtors' rights under Section 365(b) (x) to object to the amount of any proposed cure of the outstanding amounts owing under any of the GGP Leases; and (y) to adequate assurance of future performance under each of the GGP Leases by the approved buyer. If there is no approved buyer of the Against All Odds assets, this stipulation will be deemed null and void. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Committee Proposes Houlihan as Fin'l Advisor ------------------------------------------------------------ The Official Committee of Unsecured Creditors in General Growth Properties Inc.'s cases seeks the Bankruptcy Court's authority to retain Houlihan Lokey Howard & Zukin Capital, Inc., as financial advisor and investment banker, nunc pro tunc to April 27, 2009. Houlihan will provide advisory and investment banking services to the Creditors' Committee and its legal advisors as they deem appropriate and feasible to advise the Committee in the course of the Debtors' Chapter 11 cases, including, but not limited to: (a) Evaluate financing and liquidity options available to the Debtors; (b) Evaluate and assess collateralized mortgage back securities and other secured debt restructuring alternatives; (c) Review and analyze the business plans and forecasts of the Debtors; (d) Review and assess any non-core asset sales proposed by the Debtors; (e) Evaluate the Debtors' debt capacity in light of their projected cash flows and assist in the determination of an appropriate capital structure for the Debtors; (f) Provide specific valuation or other financial analyses as the Committee may require in connection with the financial restructuring; (g) Evaluate all potential transactions and restructuring proposals proposed by the Debtors and analyze and explain any transaction to the Committee; (h) Assist the Committee in evaluating and negotiating any plan of reorganization or liquidation under the Bankruptcy Code or otherwise; (i) Provide testimony in court on behalf of the Committee with respect to any of the foregoing, if necessary; (j) Represent the Committee in negotiations with the Debtors and third parties with respect to any of the foregoing; and (k) Provide other financial advisory and investment banking services as may be agreed upon by Houlihan and the Committee. Subject to the Court's approval, Houlihan will be entitled to be compensated in accordance with this structure: * Monthly Fees: Houlihan will be paid a non-refundable monthly cash fee of $250,000. The first payment will be payable upon the Court's approval of the Application and will be in respect of the period from the Engagement Effective Date through the first monthly anniversary of the Engagement Effective Date. Thereafter, the Monthly Fee will be earned and payable on every monthly anniversary of the Engagement Effective Date during the term of the Application in consideration of Houlihan accepting the engagement and performing services. If any monthly period beginning one month after the Engagement Effective Date begins after the Court's approval of the Engagement Letter, Monthly Fees for those periods will be payable upon the Court's approval of the Engagement Letter. * Deferred Fee: In addition to the Monthly Fees, Houlihan will be entitled to a cash fee equal to $12,500,000. The Deferred Fee will be earned and payable upon the effective date of any Plan. * Other Transaction Services and Fees: To the extent that Houlihan is asked by the Committee and otherwise authorized by the Court to pursue any other capital market transactions or is otherwise requested to serve as a transaction broker on behalf of the Debtors' estates, then Houlihan may be paid an additional deferred fee for those services. Houlihan has agreed that it will not be paid an additional deferred fee for assisting the Debtors and Committee in raising DIP financing in the first three months of the Debtors' Chapter 11 proceedings. The Committee also asks, and Houlihan has agreed, that in the event Houlihan seeks reimbursement for attorneys' fees, the invoices and supporting time records from those attorneys will be included in Houlihan's own application and those invoices and time records will be subject to the U.S. Trustee's guidelines for compensation and reimbursement of expenses and the approval of the Court under the standards of Sections 330 and 331 of the Bankruptcy Code. The Committee also asks the Court to approve indemnification provisions contained in the engagement letter entered into between the Committee and Houlihan. Matthew R. Niemann, a managing director of Houlihan Lokey Howard & Zukin Capital, Inc., assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) and does not represent any interest adverse to the Debtors and their estates. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Lease Decision Deadline Moved to Nov. 12 -------------------------------------------------------- Judge Allan Gropper extended the time for General Growth Properties Inc. to assume or reject unexpired leases, through and including November 12, 2009. However, the Lease Decision Extension will not apply to the lease agreement between GGP Limited Partnership and W. Monroe. One of the Debtors' landlord, 230 W. Monroe PT, LLC, opposed an extension. It told the Court that the Debtors abandoned a leased premise in a multistory office building in Chicago in January 2009 but did not pay for rent for the period March 1 through and including April 16, 2009. W. Monroe complained that the uncertainty as to when the Debtors will reject the lease and allow re-occupancy of the space has hindered its ability to obtain a substitute tenant. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Lets Gottschalks Auction Store Leases ----------------------------------------------------- Pursuant to an auction order in Gottschalks Inc.'s bankruptcy case, Gottschalks held an auction for certain leases of non- residential real property. The Lease portfolio includes six leases of non-residential real property to which General Growth Properties Inc. and its affilaites are a party to. Moreover, pursuant to a Lease Procedures Order in Gottschalks' bankruptcy case, Gottschalks sought to reject a Shopping Center Shop Lease Agreement known as Visalia Lease entered between Price Development Company, Limited Partnership, a debtor-affiliate of the Debtors, and Gottschalks. Accordingly, in a stipulation approved by the U.S. Bankruptcy Court for the Southern District of New York, General Growth and Gottschalks agree that the automatic stay is modified solely to (i) allow Gottschalks to assume and assign any of the General Growth Leases pursuant to the Auction; and (ii) effectuate Gottschalks' rejection of the Visalia Lease pursuant to the Gottschalks Lease Procedures Order. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Court Approves Unions' Deal With New GM ------------------------------------------------------- Judge Robert Gerber approved the transactions contemplated by the settlements entered into between NGMCO, Inc., in its capacity as purchaser of substantially all of the Debtors' assets, and these unions: -- the International Association of Machinists and Aerospace Workers; -- the International Brotherhood of Painters and Allied Trades of the United States and Canada, Sign & Display Union Local 591; -- the Michigan Regional Council of Carpenters, Local 687 and Interior Systems, Local 1045; and -- the International Brotherhood of Electrical Workers. The New Agreements essentially provide for, among other things, new programs regarding retiree benefits that are to be entered into in connection with the Sale. The Unions represent approximately 1,206 of GM's retirees and active employees. The New Agreements provide for new programs regarding retiree benefits that are to be entered into in connection with the proposed sale of the Debtors' assets. The Settlement Agreements state that the Purchaser will provide certain retiree benefits to the covered groups on terms substantially identical to the terms under which the Purchaser has agreed to provide those benefits to GM's salaried retirees. The salient terms of the Settlement Agreements are: (a) Effective January 1, 2010, the Purchaser will have no responsibility under the Retiree Medical Benefits in 2009, which was provided in accordance with the GM Hourly Plan through 2009. (b) All retiree medical benefits will be provided through the Purchaser's Retiree Health Care Plan. The Purchaser's obligation is fixed and capped at certain levels for pre-Medicare single coverage and pre-Medicare family coverage. There will be no retiree medical benefit for those retirees who are Medicare eligible. Benefits will be adjusted annually as necessary to keep the cost in line with the cap. (c) The retiree medical benefits are not guaranteed. The Purchaser may terminate the plan or reduce benefits. If benefits are reduced or terminated, the same restrictions will apply to all groups in the plan. (d) Effective the first month after the closing of the 363 Transaction, the Purchaser will provide Basic Life Insurance in retirement in the maximum amount of $10,000. The Retirees whose Basic Life Insurance Entitlement is below $10,000 will remain at the lower level. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Court OKs Baker AS Special Counsel to Old GM ------------------------------------------------------------ Motors Liquidation Co., formerly General Motors Corp., and its debtor-affiliates obtained the Court's authority to employ Baker & McKenzie as their special counsel, nunc pro tunc to the Petition Date. The Debtors selected Baker as special counsel because of the firm's extensive knowledge, experience and expertise as one the world's largest law firms. Moreover, Baker has rendered prepetition legal services to the Debtors. The Debtors are seeking to retain Baker with respect to these representative matters: * Representing and advising the Debtors through identification and resolution of all tax claims and exposures in the United States and jurisdictions outside of the United States in which the company has operations, in the Debtors' cases and otherwise; * Representing and advising the Debtors in connection with coordination and contingency planning relating to global financing in the Asia Pacific region, including advice relating to regulatory requirements and contract rights; * Representing and advising the Debtors in connection with certain defined strategic alternatives and aspects of potential sales and purchases of assets, including any transaction involving Delphi Corporation, its assets and affiliates; and * Representing and advising the Debtors and their European affiliates in connection with the negotiation and implementation of potential investments and funding arrangements in Europe. The Debtors clarify that Baker's postpetition work is comprised only of the Representative Matters, none of which involves the conduct of the Chapter 11 cases. Furthermore, Baker will coordinate with the Debtors' other professionals to ensure that its services are, to the maximum extent possible, consistent with and complimentary to other professionals' services. The Debtors will pay Baker in accordance with these hourly rates: Professional Hourly Rate ------------ ----------- Partners $325 to $925 Of Counsel $200 to $700 Associates $150 to $540 Paraprofessionals $60 to $250 The Debtors will also reimburse the firm's out-of-pocket expenses. Baker asserts that it is owed approximately $250,000 in unpaid fees and expenses from the Debtors as of the Petition Date for services unrelated to the Chapter 11 cases. A. Duane Webber, Esq., a partner at Baker & McKenzie, assures Judge Gerber that the firm does not hold or represent any interest adverse to the Debtors or the Debtors' estates. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Court OKs Jones Day as Special Counsel to Old GM ---------------------------------------------------------------- Motors Liquidation Co., formerly General Motors Corp., and its debtor-affiliates obtained permission from the Bankruptcy Court to employ Jones Day as their special counsel, nunc pro tunc to the Petition Date. The Debtors relate that Jones Day has previously represented them in connection with legal matters, making the firm uniquely familiar with the related aspects of the Debtors' business operations. Accordingly, the Debtors believe that Jones Day's extensive familiarity with and knowledge on legal matters qualifies the firm to be the Debtors' special counsel. As special counsel, Jones Day will represent the Debtors in connection with (i) commercial litigation defense, (ii) pre-merger notification work, (iii) competition law filings, (iv) ERISA and labor work and (v) tax work. The Special Counsel Matters only constitute a small portion of the Debtors' ongoing legal work, the Debtors disclose. Jones Day will work closely with other professionals retained by the Debtors to ensure that the firm performs specific, complementary and non-duplicative tasks in the Debtors' cases. Jones Day will be paid in accordance with these hourly rates: Professional Hourly Rate ------------ ----------- Partners $427 to $832 Counsel $427 to $675 Associates $225 to $562 Paraprofessionals $157 to $175 Other staff $112 to $270 The firm will also be reimbursed for out-of-pocket expenses. As of May 31, 2009, Jones Day received an aggregate of $5,558,457 from the Debtors as payment for fees and reimbursement of expenses for prepetition services. Jones Day asserts prepetition a claim totaling $769,370 on account of outstanding disbursements, retainer fees and unbilled legal fees. Andrew Kramer, Esq., a partner at Jones Day, affirms that Jones Day does not hold or represent an interest adverse to the Debtors with respect to the Special Counsel Matters, as required by Section 327(e) of the Bankruptcy Code. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Debtors Assume Gulfstream 350 Services Pact ----------------------------------------------------------- Under a Complete Plus Engine Maintenance Program Contract between Motors Liquidation Co. and Jet Support Services, Inc., Jet Support provided maintenance services for the engines in G350 Gulfstream aircraft. The Court has previously authorized the Debtors to reject leases of the Gulfstream 350 aircraft with the engines. Under Maintenance Agreement, the Debtors have the right to remove engines from coverage of monthly payments if those engines are returned to Jet Support. The G350 engines were returned to Jet Support between June 26, and June 29, 2009. Due to the postpetition return of the engines under the Agreement, Jet Support owes the Debtors an estimated $1,750,000. An assumption of the Agreement would result in Jet Support owing the Debtors $1,750,000 on a postpetition basis. By this motion, the Debtors seek the Court's authority to assume the Agreement. The Debtors further ask the Court to find that no cure amounts are owed by the Debtors with respect to the Agreement and that the Debtors have provided Jet Support adequate assurance of the Debtors' future performance under the Agreement. In addition, the Debtors seek a provision that Jet Support will not be entitled to assert or take any act to exercise setoff of any prepetition claim that it might have against any of the Debtors against any obligation to the Debtors with respect to the Agreement. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: July Sales Show Improvement from Prior Month ------------------------------------------------------------ General Motors dealers in the United States delivered 189,443 total vehicles in July, results in a month-over-month retail sales increase. The July total, when compared with a strong July last year and lower fleet sales this year, was down 19 percent compared with a year ago. Retail sales were down 9 percent while fleet sales declined 47 percent. However, when comparing GM's strong July retail sales with June, volume was up nearly 12,000 vehicles. Large pickup retail sales began to recover in July with a 16 percent increase compared with June, driving total GM truck retail sales improvements of 12 percent when compared with the prior month. "Our performance is being driven by the outstanding products in our core Chevrolet, GMC, Cadillac and Buick brands. While still challenging, the market is firming and GM sales are still tracking ahead of what we projected in our reinvention plan," said Mark LaNeve, vice president, U.S. sales. "In July we are projecting our retail market share to exceed our year-ago performance. From great new products, like our Cadillac SRX and CTS Sport Wagon, Chevrolet Camaro and Equinox, to attractive financing and new leasing opportunities and to the Cash-for-Clunkers program that helps reduce the cost to buy a new vehicle -- customers have unprecedented opportunities to get into a new GM car or truck. We anticipate an additional sales lift in August if Congress approves more funding for the wildly-popular Cash-For-Clunkers economic recovery program." Compared with last July, GM overall sales declined 45,741 vehicles driven largely by a planned reduction in fleet sales of 30,423 vehicles (down 47 percent). This drop in fleet sales was a direct result of a strategic decision to tightly control production and inventories that better enable GM dealers to reduce their stock of vehicles to align with market demand. Retail sales of 155,569 vehicles were down 9 percent. GM total truck sales in July were down 18 percent, and car sales of 83,736 were off 21 percent compared with a year ago. However, when compared with a year ago, GM total crossover sales of 39,937 were up 6 percent, driven by the strong performance of Chevrolet Traverse which contributed more than 6,600 sales. When compared with June's retail performance, there were several product highlights in GM's core brands to note: * Chevrolet Aveo, Cobalt, Impala and Malibu contributed to a Chevrolet car retail increase of 8 percent. Chevrolet truck sales increased 27 percent, led by increases by Silverado, Suburban, Avalanche, Colorado, HHR and Equinox. * GMC sales increased 8 percent, led by Sierra, Canyon and Yukon XL. * Cadillac Escalade ESV sales increased 32 percent while Escalade sales increased 3 percent. "Assuming the Cash-For-Clunkers program stays in place, we look to continue this positive momentum in August," Mr. LaNeve said. "We offer twice as many vehicles that qualify for the Cash-For- Clunkers program than any other manufacturer --- vehicles such as Chevrolet Aveo, Cobalt, Malibu, HHR, Silverado and GMC Sierra. Additionally, we have the best selection of crossovers in the industry with Chevrolet Traverse, GMC Acadia, Buick Enclave, and the all-new GMC Terrain, Chevrolet Equinox and Cadillac SRX. Clearly, GM dealers have the cars and trucks that customers demand." A total of 1,487 GM hybrid vehicles were delivered in the month. So far, in 2009, GM has delivered 9,836 hybrid vehicles. Non-core brand sales declined when compared with June as Pontiac dipped 7 percent; Saturn was down 21 percent, and HUMMER and Saab declined 26 percent. GM inventories dropped compared with a year ago, and dipped below the half-million mark as planned, to historically low levels. In July, GM dealers had an average 76 day supply of vehicles. At the end of July, about 466,000 vehicles were in stock, down about 281,000 vehicles (or 38 percent) compared with last year, and down approximately 20 percent compared with June. There were about 202,000 cars and 264,000 trucks (including crossovers) in inventory at the end of July. GM Certified Sales GM Certified Used Vehicles, Saturn Certified Pre-Owned Vehicles, Cadillac Certified Pre-Owned Vehicles, Saab Certified Pre-Owned Vehicles, and HUMMER Certified Pre-Owned Vehicles, combined sold 29,211 vehicles. GM Certified Used Vehicles posted July sales of 25,441 vehicles, down 29 percent from July 2008. Saturn Certified Pre-Owned Vehicles sold 829 vehicles, down 29 percent. Cadillac Certified Pre-Owned Vehicles sold 2,383 vehicles, down 35 percent. Saab Certified Pre-Owned Vehicles sold 371 vehicles, down 52 percent. HUMMER Certified Pre-Owned Vehicles posted an increase with 187 vehicles sold, up 16 percent. "We are confident in the new GM and are committed more than ever to sell our comprehensive line-up of cars, trucks, SUVs and crossovers, whether new or used. Our Certified Used Vehicles offer a worry-free purchasing experience -- a tremendous value to our customers," Mr. LaNeve said. "GM's national network of dealers will continue to honor warranties on current and future General Motors Certified Used/Pre-Owned vehicles, which demonstrates the durability and reliability of our products. GM Certified offers wide-ranging and long-term warranties such as the 12-month/12,000 mile bumper-to-bumper warranty and the industry- leading 100,000 mile/five-year (whichever comes first) limited powertrain warranty on the largest selection of Certified Used vehicles in the industry." GM North America Reports July 2009 Production; Initial Q3 2009 Production Forecast at 535,000 Vehicles, a significant improvement from Q1 and Q2 2009 levels. In July, GM North America produced 102,000 vehicles (39,000 cars and 63,000 trucks). This is down 136,000 vehicles or 57 percent compared with July 2008 when the region produced 238,000 vehicles (116,000 cars and 122,000 trucks). (Production totals include joint venture production of 11,000 vehicles in July 2009 and 14,000 vehicles in July 2008.) The region's 2009 third-quarter production forecast is initially set at 535,000 vehicles (210,000 cars and 325,000 trucks), which is down about 42 percent compared with a year ago. GM North America built 915,000 vehicles (436,000 cars and 479,000 trucks) in the third-quarter of 2008. However, Q3 2009 production volumes have substantially increased versus Q1 and Q2 2009 production volumes of 371,000 (up 44 percent) and 395,000 (up 35 percent), respectively. A full-text copy of GM's July 2009 sale table is available free at http://ResearchArchives.com/t/s?40ae GM China Auto Sales Soar 78% In China, GM's total auto sales in July has reached 959,035 vehicles, soaring by 78% compared with the same period of last year, with re% of these are sales of locally manufactured Buicks and of cheap Wuling brand minivans, Frederick Balfour of Business Week reported. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: New GM Sells Cars in eBay, Tops Cash for Clunkers ----------------------------------------------------------------- In a move to help simplify the car-shopping process, eBay Motors and General Motors Company announced the launch of a first-of-its- kind promotion that enables consumers to 'click and buy' new cars, crossovers and trucks online from participating California Chevrolet, Buick, GMC and Pontiac dealers at outstanding values. The new car shopping Web site http://gm.ebay.com/will be available to consumers from August 11 through September 8, 2009. Consumers will be able to browse hundreds of California dealer online showrooms, ask questions, negotiate prices, and arrange financing and payment to purchase a new 2008, 2009 or select 2010 car, crossover or truck online. With more than 225 GM dealers in California participating, shoppers can at any given time expect to see a wide selection of up to 20,000 new GM vehicles at very competitive prices. Meanwhile, New GM has sold the highest number of cars purchased under the "cash for clunkers" program, giving the automaker the highest auto sales under the plan, Angela Greiling Keane of Bloomberg News reported on August 5, 2009. Based on a data provided by the Department of Transportation released August 5, Bloomberg said GM has sold 18.70% of the cars purchased under the program, while Toyota Motor Corp., had the second-most sales with 17.90%, and Ford Motor Co., was third with 16%. The "cash for clunkers" program, intended to revive the auto industry, offers rebates of up to $4,500 for trading in a car and purchasing a more fuel-efficient model. A legislation passed by the U.S. Congress granting an additional $2,000,000,000 to the "cash for clunkers" program has been approved by the U.S. Senate. In a press release on August 6, 2009, GM's vice president for sales, Mark LaNeve commends the government for spearheading a program that intends to produce fuel-efficient cars while giving car sales the lift it needs. "Consumers have already cast their vote and the CARS program is a clear winner. Our Customers and Dealers appreciate Congress' help in keeping the program's momentum going and providing the stimulus to put more clean, fuel efficient vehicles on the road. CARS is one program that has given consumers, the economy and a vital industry a much needed boost," Mr. Laneve said. "GM offers more eligible vehicles than any other manufacturer, including the Chevy Cobalt XFE with 37 mpg highway, and looks forward to continued increased sales from the CARS program in the coming months. For more information about GM vehicles and how to take advantage of this program, visit http://www.gm.com/cash-for- clunkers," Mr. Laneve continued. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: To Sell De Minimis Assets in Ordinary Course ------------------------------------------------------------ Having completed the sale of substantially all of their assets, Motors Liquidation Co., formerly General Motors Corp., and its debtor-affiliates are liquidating their remaining assets and intend to propose a Chapter 11 plan of liquidation. Certain of those assets are of relatively de minimis value vis-a-vis the aggregate value of the Debtors' remaining assets. The assets of de minimis value consist of real property, including residential property, vacant lots, and warehouses, as well as personal property remaining on those property parcels. By this motion, the Debtors seek the Court's authority, pursuant to Section 363 of the Bankruptcy Code, to: * sell certain assets whose total consideration is $15 million or less pursuant to certain proposed procedures; * pay reasonable commissions and fees to third-party sales agents or auctioneers in connection with those sales; and * assume, assume and assign, or reject executory contracts and unexpired leases related to the de minimis assets, if any. For assets worth less than or equal to $2 million, the Debtors seek to sell those assets without further Court approval, and without further notice any party, whether by private sale or by auction. If the Debtors seek to assume, assume and assign, or reject executory contracts relating to an asset sale that would qualify as a Non-Noticed De Minimis Sale, the Debtors will seek to sell those assets pursuant to the noticed de minimis sale procedures. Moreover, if the Debtors seek to sell assets encumbered by liens granted in favor of the DIP Lenders in connection with an asset sale that would qualify as a Non-Noticed De Minimis Sale, the Debtors will seek to obtain the consent of the lienholder. If the Debtors are unable to obtain the consent of the lienholder, the Debtors may seek to sell the encumbered assets pursuant to the Noticed De Minimis Sale procedures. For assets worth more than $2 million but less than or $15 million, the Debtors will serve a notice of the proposed sale to: the United States Trustee for Region 2; counsel for the Official Committee of Unsecured Creditors; counsel for the DIP Lenders; the state attorney general for the state where any real property to be sold is located; all known parties asserting liens on the assets that are subject of the de minimis sale; and counterparties to all executory contracts or unexpired leases relating to the property to be sold. The Notice Parties will have 10 days from service of the Sale Notice to serve objections to a Noticed De Minimis Sale. The Sale Notice will specify, among others, (i) assets to be sold and its location; (ii) executory contracts, their corresponding cure amounts pursuant to Section 365(b) of the Bankruptcy Code, and statement regarding adequate assurance of future performance by the proposed assignee; and (iii) possible lienholders to the property and a statement indicating how the Debtors propose to satisfy Section 363(f) of the Bankruptcy Code. If the transaction is to be a private sale, the Sale Notice will specify the identity of the proposed purchaser and the material terms of the Noticed De Minimis Sale. Similarly, if the transaction is to by auction, the Sale Notice will specify the auction date and time, the minimum acceptable bid and any other terms and conditions of the sale. Objections should be filed on or before the last day of the Notice Period. If any significant economic terms of a Noticed De Minimis Sale are amended, the Debtors will serve a revised Sale Notice. If an objection is timely served, the Debtors may negotiate with the objecting party, without the need of further notice. Moreover, the Noticed De Minimis Sale may not proceed without withdrawal of the objection; or entry of the Court's order approving the Noticed De Minimis Sale. If no objection is served, the De Minimis Sale will be deemed authorized by the Court. On or before the 30th day of each quarter, beginning with the quarter starting on October 1, 2009, the Debtor will serve with the Official Committee of Unsecured Creditors a report summarizing any (i) Noticed De Minimis Sale during the last relevant quarter; and (ii) any Non-Noticed De Minimis Sale for consideration greater than $500,000 that were consummated pursuant to the De Minimis Procedures Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New York, tells the Court that the De Minimis Procedures will facilitate a more expeditious and cost-effective review by interested parties of sales involving smaller, less valuable, non- core assets than would be available absent the procedures. The Debtors are working to obtain the highest consideration for all of their assets, but are concerned that unnecessary delay in, and the administrative cost of, Court approval for each sale would, in fact, impair the Debtors' ability to maximize value, he stresses. Wayne County Objects The Wayne County Treasurer, the Oakland County Treasurer and the City of Detroit, in Michigan, ask the Court to grant the Debtors' De Minimis Motion but require (a) notice of all sale or transfer of property located within Wayne and Oakland County to Wayne County, to Wayne County, Oakland County and the City of Detroit and (b) payment of the Treasurers' tax liens from the net proceeds of any sale by the Debtors. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: Wants Extension of Removal Period for Civil Suits ----------------------------------------------------------------- Pursuant to Rules 9006(b) and 9027 of the Federal Rules of Bankruptcy Procedure, Motors Liquidation Company and its debtor affiliates ask Judge Robert E. Gerber of the U.S. Bankruptcy Court for the Southern District of New York to extend the time within which they may file notices of removal of civil actions and proceedings in state and federal courts to which they are, or may become parties, until the date that the Court confirms any Chapter 11 plan of reorganization in the Debtors' cases. Pursuant to Rule 9027 of the Federal Rules of Bankruptcy Procedure, the Debtors' existing removal action period for civil actions that have not been stayed pursuant to Section 362(a) of the Bankruptcy Code will expire on August 30, 2009. According to Joseph H. Smolinsky, Esq., at Weil Gotshal & Manges LLP, in New York, the Debtors are aware of more than 31,000 litigation claims pending in various courts as of the Petition Date. He asserts that the proposed Removal Period Extension will provide the Debtors with sufficient additional time to allow them to consider, and make decisions concerning, the removal of the Civil Actions. The Debtors' key personnel are continuing to review their records to determine and assess whether they should remove any Civil Actions while being actively involved in the complex Chapter 11 cases, Mr. Smolinsky says. In this regard, the Debtors require additional time to consider filing notices of removal of the Civil Actions, he adds. Judge Robert Gerber will convene a hearing on August 18, 2009, to consider approval of the Debtors' request. Objections, if any, must be filed by August 13. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars and trucks in 35 countries. In 2007, nearly 9.37 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM Europe is based in Zurich, Switzerland, while General Motors Latin America, Africa and Middle East is headquartered in Miramar, Florida. As reported by the Troubled Company Reporter, GM reported net loss of US$6.0 billion, including special items, in the first quarter of 2009. This compares with a reported net loss of US$3.3 billion in the year-ago quarter. As of March 31, 2009, GM had US$82.2 billion in total assets and US$172.8 billion in total liabilities, resulting in US$90.5 billion in stockholders' deficit. General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, is the Debtors' restructuring officer. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENTA INC: To Hold Conference Call on Aug. 14 to Discuss Q2 Report ------------------------------------------------------------------ Genta Incorporated will release its second quarter 2009 financial results on August 14, 2009. Genta management will host a conference call and live audio webcast to discuss financial results and recent corporate activities at 8:00 am EDT. Participants can access the live call by dialing (877) 634-8606 (U.S. and Canada) or (973) 200-3973 (International). The access code for the live call is Genta Incorporated. The call will also be webcast live at http:www.genta.com/investorrelation/events.html For investors unable to participate in the live call, a replay will be available roughly two hours after the completion of the call, and will be archived for 30 days. Access numbers for this replay are: (800) 642-1687 (U.S. and Canada) and (706) 645-9291 (International); conference ID number is: 22633873. About Genta Incorporated Genta Incorporated -- http://www.genta.com/-- is a biopharmaceutical company with a diversified product portfolio that is focused on delivering innovative products for the treatment of patients with cancer. Two major programs anchor the Company's research platform: DNA/RNA-based Medicines and Small Molecules. Genasense(R) (oblimersen sodium) Injection is the Company's lead compound from its DNA/RNA Medicines program. The leading drug in Genta's Small Molecule program is Ganite(R) (gallium nitrate injection), which the Company is exclusively marketing in the U.S. for treatment of symptomatic patients with cancer related hypercalcemia that is resistant to hydration. The Company has developed G4544, an oral formulation of the active ingredient in Ganite, which has recently entered clinical trials as a potential treatment for diseases associated with accelerated bone loss. The Company is also developing tesetaxel, a novel, orally absorbed, semi-synthetic taxane that is in the same class of drugs as paclitaxel and docetaxel. Ganite and Genasense are available on a "named-patient" basis in countries outside the United States. As reported in the Troubled Company Reporter on May 14, 2009, Genta Incorporated said it currently projects that it will run out of funds in June 2009 absent additional funding. Moreover, the Company does not have any additional financing in place. If the Company is unable to raise additional funds, it could be required to reduce its spending plans, reduce its workforce, license or sell assets or products it would otherwise seek to commercialize on its own, or file for bankruptcy. There can be no assurance that the Company can obtain financing, if at all, on acceptable terms. Genta said its recurring losses and negative cash flows from operation raise substantial doubt about its ability to continue as a going concern. GIBRALTAR INDUSTRIES: S&P Lifts Issue-Level Rating on Loan to 'BB' ------------------------------------------------------------------ Standard & Poor's Ratings Services raised its issue-level rating on Buffalo, N.Y.-based Gibraltar Industries Inc.'s (B+/Negative/ --) senior secured term loan due 2012 to 'BB' (two notches higher than the 'B+' corporate credit rating) from 'BB-'. S&P revised the recovery rating to '1', indicating expectations of very high (90%-100%) recovery in the event of a payment default, from '2'. At the same time, S&P raised the issue-level rating on the company's senior unsecured subordinated debt due 2015 to 'B' (one notch lower than the corporate credit rating) from 'B-'. S&P revised the recovery rating to '5', indicating modest (10%-30%) recovery in the event of payment default, from '6'. Also, S&P withdrew the 'BB-' issue-level rating on the company's $375 million senior secured revolving credit facility. "The issue-level ratings actions follow the company's amendment to its senior credit agreement on July 27, 2009," said Standard & Poor's credit analyst Tobias Crabtree. Specifically, the company amended its $375 million senior secured revolving credit facility to a $200 million asset-based lending facility (not rated). Borrowings are secured by the trade receivables, inventory, personal property and equipment, and certain real property of Gibraltar's significant domestic subsidiaries. Ratings List Gibraltar Industries Inc. Corporate Credit Rating B+/Negative/-- Ratings Raised Gibraltar Industries Inc. To From -- ---- Sr Sec Term Loan Due 2012 BB BB- Recovery Rating 1 2 Sr Sub Notes Due 2015 B B- Recovery Rating 5 6 Ratings Withdrawn Gibraltar Industries Inc. To From -- ---- $375 Mil. Sr Sec Revolving Credit Fac NR BB- GOTTSCHALKS INC: Gets Gen. Growth Consent to Assign Leases ----------------------------------------------------------- Pursuant to an auction order in Gottschalks Inc.'s bankruptcy case, Gottschalks held an auction for certain leases of non- residential real property. The Lease portfolio includes six leases of non-residential real property to which General Growth Properties Inc. and its affilaites are a party to. Moreover, pursuant to a Lease Procedures Order in Gottschalks' bankruptcy case, Gottschalks sought to reject a Shopping Center Shop Lease Agreement known as Visalia Lease entered between Price Development Company, Limited Partnership, a debtor-affiliate of the Debtors, and Gottschalks. Accordingly, in a stipulation approved by the U.S. Bankruptcy Court for the Southern District of New York, General Growth and Gottschalks agree that the automatic stay is modified solely to (i) allow Gottschalks to assume and assign any of the General Growth Leases pursuant to the Auction; and (ii) effectuate Gottschalks' rejection of the Visalia Lease pursuant to the Gottschalks Lease Procedures Order. Headquartered in Fresno, California, Gottschalks Inc. (Pink Sheets: GOTTQ.PK) -- http://www.gottschalks.com/-- is a regional department store chain, operating 58 department stores and three specialty apparel stores in six western states. Gottschalks offers better to moderate brand-name fashion apparel, cosmetics, shoes, accessories and home merchandise. The Company filed for Chapter 11 protection on January 14, 2009 (Bankr. D. Del. Case No. 09-10157). O'Melveny & Myers LLP represents the Debtor in its Chapter 11 case. Lee E. Kaufman, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., serves as the Debtors' co-counsel. The Debtor selected Kurtzman Carson Consultants LLC as its claims agent. The U.S. Trustee for Region 3 appointed seven creditors to serve on an official committee of unsecured creditors. When the Debtor filed for protection from its creditors, it listed $288,438,000 in total assets and $197,072,000 in total debts. GREEKTOWN HOLDINGS: Gets Nod to Assume Detroit Casino Council CBA ----------------------------------------------------------------- In 2007, Greektown Holdings LLC and its affiliates entered into a collective bargaining agreement with the Detroit Casino Council, which is the exclusive bargaining representative for certain of the Debtors' full and regular part-time employees. The Collective Bargaining Agreement governs the relationship between the Debtors and their employees. The CBA's continued existence is critical to the Debtors' ability to secure the continued services of its workforce and to maintain normal operations, Brendan G. Best, Esq., at Schafer and Weiner PLLC, in Bloomfield Hills, Michigan, contends. Recognizing the current economic challenges facing the Debtors, parties to the Detroit Casino Council CBA entered into a memorandum of understanding on June 1, 2009, to modify certain terms and conditions of the CBA. Among other things, the Memorandum of Understanding permits the Debtors to defer wage increases to certain employees due under the CBA, and establishes a joint health care benefits committee responsible for exploring cost saving measures to health care plans for employees. Full-text copies of the CBA and the Memorandum of Understanding are available for free at: http://bankrupt.com/misc/GrktwnCBA.pdf http://bankrupt.com/misc/GrktwnMOU.pdf The Debtors, accordingly, obtained the Court's authority to assume the Detroit Casino Control CBA, as modified by the Memorandum of Understanding. Mr. Best said that assumption of the CBA allows the Debtors to secure the continued benefits and services of its highly trained workforce without delay or interruption, while also implementing certain modifications to the CBA, which both parties have recognized as being critical to the Debtors' efforts to successfully reorganize. "Assumption of the Collective Bargaining Agreement, as modified, is not only essential to maintaining normal relations between the Debtors and their employees, but also greatly enhances the value of the Debtors' bankruptcy estate, as well as their profitability and competitive ability, as a result of the modifications," Mr. Best stated. About Greektown Casino Based in Detroit, Michigan, Greektown Holdings, LLC, and its affiliates -- http://www.greektowncasino.com/-- operates world-class casino gaming facilities located in Detroit's historic Greektown district featuring more than 75,000 square feet of casino gaming space with more than 2,400 slot machines, over 70 tables games, a 12,500-square foot salon dedicated to high limit gaming and the largest live poker room in the metropolitan Detroit gaming market. Greektown Casino employs approximately 1,971 employees, and estimates that it attracts over 15,800 patrons each day, many of whom make regular visits to its casino complex and related properties. In 2007, Greektown Casino achieved a 25.6% market share of the metropolitan Detroit gaming market. Greektown Casino has also been rated as the "Best Casino in Michigan" and "Best Casino in Detroit" numerous times in annual readers' polls in Detroit's two largest newspapers. The Company and seven of its affiliates filed for Chapter 11 protection on May 29, 2008 (Bankr. E.D. Mich. Lead Case No. 08-53104). Daniel J. Weiner, Esq., Michael E. Baum, Esq., and Ryan D. Heilman, Esq., at Schafer and Weiner PLLC, represent the Debtors in their restructuring efforts. Judy B. Calton, Esq., at Honigman Miller Schwartz and Cohn LLP, represents the Debtors as their special counsel. The Debtors chose Conway MacKenzie & Dunleavy as their financial advisor, and Kurtzman Carson Consultants LLC as claims, noticing, and balloting agent. When the Debtor filed for protection from its creditors, it listed consolidated estimated assets and debts of $100 million to $500 million. Bankruptcy Creditors' Service, Inc., publishes Greektown Casino Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Greektown Casino and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GREGORY TORO: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Gregory J. Toro dba Hearthside Inn of St. Germain, Inc. Jane E. Toro N993 Taylor Street Lublin, WI 54447-9751 Bankruptcy Case No.: 09-15335 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Western District of Wisconsin http://www.wiw.uscourts.gov(Eau Claire) Judge: Thomas S. Utschig Debtors' Counsel: James T. Runyon, Esq. P.O. Box 519 Tomahawk, WI 54487 Tel: (715) 453-5387 Email: runyonlawoffices@verizon.net Total Assets: $2,336,325 Total Debts: $919,832 A full-text copy of the Debtors' petition, including a list of their 6 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/wiwb09-15335.pdf The petition was signed by the Joint Debtors. GRUMPY BEAR'S: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Grumpy Bear's, LLC 643 G St Lincoln, CA 95648 Bankruptcy Case No.: 09-36756 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Robert S. Bardwil Debtor's Counsel: Kevin R. Hansen, Esq. 8985 S Eastern Ave #160 Las Vegas, NV 89123 Tel: (702) 478-7770 Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Steven Foulk, managing member of the Company. HAMPSHIRE GROUP: Obtains Covenant Relief Under HSBC Loan -------------------------------------------------------- Hampshire Group Limited said it has successfully completed an amendment and restatement of its $125.0 million Amended and Restated Credit Agreement and Guaranty with HSBC Bank USA, National Association, other financial institutions named therein as bank parties, and HSBC, as Letter of Credit Issuing Bank and as Agent for the Banks. Under the amended terms and conditions, the Credit Facility that was set to expire in April 2013 was reduced to $48 million and now expires in June 2011. The reduction in size reflects the Company's current business needs and the success it has had in convincing its vendors to accept open terms rather than requiring letters of credit. The Amended and Restated Credit Agreement included certain financial and other covenants, including a covenant that Hampshire maintain a fixed charge ratio of consolidated earnings before interest, taxes, depreciation, and amortization of not less than 1.25 to 1.0 of certain fixed charges on the last day of each fiscal quarter on a rolling four quarter basis. Based on its 2008 results, Hampshire determined on March 13, 2009, it was not in compliance with the Credit Facility's consolidated fixed charge ratio covenant and thus could not borrow or issue letters of credit under the Credit Facility. Hampshire entered into a letter agreement, dated April 2, 2009, with HSBC, pursuant to which HSBC reserved all rights and remedies under the Credit Facility and Hampshire acknowledged that HSBC may, but is not obligated to, continue to issue trade letters of credit subject to the terms and conditions of the Credit Facility and provided that new letters of credit are secured by cash and cash equivalents at 105% of their aggregate face amount deposited in an account maintained at HSBC. On May 12, Hampshire entered into a second letter agreement with HSBC pursuant to which Hampshire acknowledged that HSBC may, but is not obligated to, continue to issue standby letters of credit subject to the terms and conditions of the Credit Facility and provided that new standby letters of credit are secured by cash and cash equivalents at 100% of their aggregate face amount deposited in an account maintained at HSBC. On August 7, 2009, Hampshire amended the Credit Facility with the Banks to reduce and convert the facility to a $48.0 million asset based revolving credit facility including trade letters of credit with a $10.0 million sub-limit for standby letters of credit. The reduction in size reflects Hampshire's current business needs and the success Hampshire has had in convincing vendors to accept open terms rather than requiring letters of credit. The financial covenants have been adjusted to provide Hampshire with greater flexibility in the operation of its businesses. Hampshire believes fees and interest rates under the facility increased to current market rates, although much of this increase will be offset by the reduction in the size of the facility. The Amended Facility expires on June 30, 2011, and is secured by substantially all assets of the Company. Borrowings under the Amended Facility are limited by the lesser of $48.0 million or a formula which considers cash, accounts receivable and inventory. Interest rates under the Amended Facility vary with the prime rate or LIBOR. The Amended Facility includes certain covenants which include minimum earnings before interest, taxes, depreciation and amortization (net of certain charges), maximum capital expenditures, minimum availability, minimum liquidity, letters of credit tied to booked orders, and limitations on when direct debt is permitted. Hampshire expects to be in compliance with the covenants for the next 12 months, though there can be no assurance as compliance is dependent on future operating performance. The cash collateral and other requirements of the letter agreements were fully rescinded and replaced by terms and conditions in the Amended Facility. The Amended Facility has other customary provisions for periodic reporting, monitoring, and fees. At June 27, 2009, there were no outstanding borrowings and there were approximately $13.5 million outstanding under letters of credit which were collateralized by cash and reflected as Restricted cash on the unaudited condensed consolidated balance sheet. If Hampshire were in compliance with the Credit Facility at June 27, 2009, its borrowing availability would have been approximately $20.0 million, including cash collateral. Restructuring and Cost Reduction Plans During July 2009, the Company initiated the final phase of its 2009 restructuring plan, which included executive level organizational changes and the consolidation of its Asian operations. As a result of this consolidation, the Company will reduce its global workforce by an additional 29%, bringing total 2009 personnel reductions to approximately 50% of first quarter 2009 staffing levels. The Company believes it will achieve a reduction in annualized selling, general, and administrative expenses of at least $9.3 million through the restructuring plan it initiated in April of 2009. The plan is expected to be completed by the end of the fourth quarter of 2009 and will require restructuring charges totaling approximately $4.4 million. These expense reductions are in addition to those resulting from the 2008 restructuring, which resulted in approximately $3.1 million in annualized savings with a cost of approximately $700,000. The Company has incurred $3.4 million in restructuring charges for the three months and year to date periods ended June 27, 2009 and $400,000 for the same periods of the prior year. About Hampshire Group Hampshire Group, Limited (Pink Sheets: HAMP.PK) is a U.S. provider of women's and men's sweaters, wovens and knits, and a designer and marketer of branded apparel. Its customers include leading retailers such as JC Penney, Kohl's, Macy's, Belk's and Dillard's, for whom it provides trend-right, branded apparel. Hampshire's owned brands include Spring+Mercer(R), its "better" apparel line, Designers Originals(R), Hampshire's first brand and still a top- seller in department stores, as well as Mercer Street Studio(R), Requirements(R), and RQT(R). Hampshire also licenses the Geoffrey Beene(R) and Dockers(R) labels for men's sweaters, both of which are market leaders in their categories, and licenses JOE Joseph Abboud(R) for men's tops and bottoms and Alexander Julian Colours(R) for men's tops. HELLER EHRMAN: Made Fraudulent Conveyances, Says Committee ---------------------------------------------------------- According to Cynthia Cotts at Bloomberg News, a creditors committee formed in Heller Ehrman LLP's Chapter 11 case said in a report that the defunct law firm secretly paid its partners $9 million in 2007, falsely labeling the distributions as "loans." The Committee said that Heller Ehrman made the payments at a time when it had about $3 million in unpaid expenses. "The committee believes that the facts will demonstrate that by December of 2007, Heller LLP was using creditors' funds to overpay shareholders instead of observing its duty to make timely payments to its creditors and properly reserve funds for its operations," according to the report. The Creditors Committee, Bloomberg relates, believes it has evidence to support a claim of constructive fraudulent conveyance against Heller. Constructive fraudulent conveyance occurs when a debtor transfers property, does not receive roughly equal value in exchange and is insolvent or stands at risk of insolvency as a result of the transfer. The Creditors Committee hopes to resolve the dispute through a settlement and are working with the debtor to submit a proposed settlement plan in September, Thomas Willoughby, the creditors' lawyer, said in an interview with Bloomberg. According to Bloomberg, the Creditors Committee believe unsecured creditors are owed $106 million from the Heller estate as a result of the 2007 distributions and subsequent partner payouts. About Heller Ehrman Headquartered in San Francisco, California, Heller Ehrman, LLP LP -- http://www.hewm.com/-- was an international law firm of more than 730 attorneys in 15 offices in the United States, Europe, and Asia. The firm filed a voluntary petition under Chapter 11 of the Bankruptcy Code on December 28, 2008 (Bankr. N.D. Calif. Case No. 08-32514). Members of the firm's dissolution committee led by Peter J. Benvenutti approved a plan dated September 26, 2008, to dissolve the firm. The Hon. Dennis Montali presides over the case. John D. Fiero, Esq., and Miriam Khatiblou, Esq., at Pachulski, Stang, Ziehl, Young and Jones, represent the Debtors as counsel. Thomas A. Willoughby, Esq., at Felderstein Fitzgerald Willoughby & Pascuzzi LLP, represents the official committee of unsecured creditors of the Debtor. The firm listed between $50 million and $100 million each in assets and debts in its bankruptcy petition. HERITAGE ORGANIZATION: Creditors Trust Wins $61MM Fraud Case ------------------------------------------------------------ Cox Smith Matthews Incorporated said Friday its client, Dennis S. Faulkner, Trustee of the Heritage Organization Creditors Trust, secured a judgment totaling nearly $61 million in litigation against Gary M. Kornman and related entities. The Honorable Barbara J. Houser, Chief U.S. Bankruptcy Judge for the Northern District of Texas and president-elect of the National Conference of Bankruptcy Judges, presided over the two week trial in January 2009 and issued her 118-page ruling in favor of the Trustee on May 11, 2009. The Final Judgment in the case was entered on July 13, 2009. The Heritage Organization, L.L.C., is a Delaware entity formed in 1994. On May 17, 2004, Heritage filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code. Prior to its bankruptcy filing, Heritage advised extremely high net worth individuals regarding estate and income tax planning. In August 2004, the Court confirmed the appointment of a Chapter 11 Trustee, Dennis S. Faulkner, Esq., at Lain Faulkner & Co., P.C. in Dallas. Cox Smith subsequently commenced an adversary proceeding on behalf of the Trustee against 31 defendants, many of whom were affiliated with Mr. Kornman, the founder and former chief executive of Heritage. The Trustee alleged that in the several years prior to Heritage's bankruptcy filing, Heritage transferred over $40 million to Kornman-related entities with the intent to hinder, delay or defraud Heritage's creditors. The Trustee and his Cox Smith legal team sought recovery of these transfers pursuant to section 544(b) of the Bankruptcy Code and section 24.005(a)(1) of the Texas Uniform Fraudulent Transfer Act, as well as recovery of millions of dollars of preferential transfers. The case required extensive discovery and pretrial proceedings regarding jurisdictional issues, expert testimony, and summary judgment. At trial, Cox Smith's legal team examined numerous witnesses (including multiple days of testimony by Mr. Kornman); introduced more than 270 exhibits; and successfully briefed and argued several evidentiary issues. After the lengthy trial, the Court ruled in favor of Trustee Dennis Faulkner and against Mr. Kornman and related entities on both fraudulent transfer and preferential transfer claims. "We are very pleased that we were able to achieve this victory for the Trustee and the creditors of Heritage," said Cox Smith's David Bryant, a trial lawyer with extensive bankruptcy litigation experience. "It was an extremely complicated case, but we were fortunate to have a very diligent judge who carefully evaluated the testimony and documentary evidence to reach the correct conclusions." This victory comes close on the heels of a $100 million plus trial win for Cox Smith litigator David Bryant. He and the Cox Smith trial team in April 2009 secured a judgment exceeding $125 million for a financial services client in a fraud case tried in January in the U.S. District Court for the Southern District of Texas in Houston. During the Heritage case, Mr. Bryant worked alongside Cox Smith's Deborah Williamson, one of the nation's leading bankruptcy attorneys. Head of the firm's Creditors' Rights, Corporate Restructuring and Bankruptcy department, Deborah Williamson is a bankruptcy attorney recognized worldwide for her knowledge of bankruptcy and creditors' rights issues. Based in San Antonio, she travels frequently around the state, nation and world to address colleagues and counsel clients on bankruptcy issues and trends. These two highly experienced attorneys have tried many financial fraud litigation cases together during the course of their careers. Cox Smith attorneys Mark Barrera, Pat Conroy and Everett New were also instrumental members of the legal team working on behalf of Trustee Dennis Faulkner. About Cox Smith With a practice history dating to 1939, Cox Smith -- http://www.coxsmith.com/-- is one of the leading business law firms in Texas. From its dominant position in San Antonio with a growing presence in key markets, Cox Smith's attorneys help regional, national and international businesses with a wide variety of matters involving all aspects of business law and litigation. HILDA RODRIGUEZ: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Hilda C. Rodriguez aka El Cazador - Burlington aka El Cazador Mexican Restaurants aka El Cazador Mexican Grill & Cantina 2609 River Vista Loop Mount Vernon, WA 98273 Bankruptcy Case No.: 09-18005 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Thomas T. Glover Debtor's Counsel: Cynthia A. Kuno, Esq. Crocker Kuno PLLC 720 Olive Wy Ste 1000 Seattle, WA 98101 Tel: (206) 624-9894 Email: ckuno@crockerkuno.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Ms. Rodriguez's petition, including a list of her 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/wawb09-18005.pdf The petition was signed by Ms. Rodriguez. INSPECTION CONSTRUCTION: Case Summary & 20 Largest Unsec Creditors ------------------------------------------------------------------ Debtor: Inspection Construction Unlimited, LLC P.O. Box 3008 Morgan City, LA 70381 Bankruptcy Case No.: 09-51086 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Western District of Louisiana (Lafayette/Opelousas) Debtor's Counsel: William C. Vidrine, Esq. 711 W. Pinhook Road Lafayette, LA 70503 Tel: (337) 233-5195 Fax: (337) 233-3897 Email: williamv@vidrinelaw.com Total Assets: $658,329 Total Debts: $2,628,659 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/lawb09-51086.pdf The petition was signed by Jeffrey J. Bertrand Sr., member of the Company. INTERCLICK INC: Says Going Concern Doubt Finally Removed -------------------------------------------------------- interCLICK, Inc., announced August 12 its results for the quarter ended June 30, 2009. Revenue of $10.6 million rose 128% from 2008 second quarter revenue of $4.7 million, and increased 26% sequentially from the 2009 first quarter. Growth was driven by increased demand from existing advertisers as well as strong penetration into new key accounts. A critical change brought about from the downturn in the economy has been the shift in online display advertising budgets away from less efficient site- based buys and towards more efficient audience-based buys, as provided by top ad networks like interCLICK. interCLICK's proprietary technology has fueled its growth by delivering highly efficient results at greater scale to its clients. Gross profit of $5.0 million grew 235% from pro forma 2008 second quarter gross profit of $1.3 million, and increased 26% from 2009 first quarter gross profit of $4.0 million. Gross margin of 47.2% compared with pro forma gross margin of 27.0% in the year-earlier period and 47.3% in the prior quarter. Gross margin strength continued to be driven by supply chain management improvements and efficiencies generated through the Company's advanced proprietary technology platform. EBITDA was $0.2 million, compared to an EBITDA loss of ($1.6) million in the year-earlier period. Free Cash Flow was $0.1 million, compared to negative Free Cash Flow of ($1.7) million in the year-earlier period. Net loss was ($1.0) million, or ($0.03) per share, compared to a net loss of ($3.9) million, or ($0.11) per share in the year earlier period. The results included $0.3 million of one-time expenses consisting of $0.1 million in non-cash expenses for waivers associated with certain outstanding warrants, as well as $0.2 million in legal and accounting costs primarily arising from our recent private placement and fees relating to the 2008 Options Media divestiture. The 2008 second quarter results included a loss of $0.8 million in connection with the sale of a discontinued operation. "Q2 was a very important quarter for us. We saw increased advertiser demand at unprecedented levels which further validated our unique approach," said Michael Mathews, interCLICK's CEO. "We decided to capitalize on this opportunity by investing in our future and building out the infrastructure required to support sustainable growth into 2010 and beyond. We invested heavily in the development of our core technology platform and also built out the operations team required to support the platform. We are very excited to announce that we have already seen tremendous efficiencies created by our approach that sets the stage for very exciting things to come." For the six months ended June 30, 2009, interCLICK had revenue of $19.1 million, an increase of 132% compared to revenue of $8.2 million in the year-earlier period. The Company generated gross profit of $9.0 million, an increase of 326% compared to $2.1 million in the six months ended June 30, 2008. interCLICK recorded a net loss of $(1.0) million, or $(0.03) per share, compared to a net loss of $(7.7) million, or $(0.21) per share in the same six months in 2008. The Company ended the second quarter with cash and cash equivalents of $2.8 million. During the second quarter, the Company closed a private placement and raised gross proceeds of $2.5 million through the issuance of common stock and warrants. Proceeds from the transaction are being used for working capital and general corporate purposes. For the first time, its financial statements did not contain a going-concern footnote, the Company said. Business Outlook: interCLICK expects third quarter revenue to exceed $12.5 million and gross margin to approach 50%. The Company raised its full- year revenue forecast today to exceed $44 million, an increase of at least 96% compared to 2008. Previously, the Company forecast that revenue would exceed $40 million. For the month of July, interCLICK had revenue in excess of $4 million. Conference Call: The Company will hold a conference call at 4:30 p.m. eastern time August 12 to discuss the results. Interested parties should dial (866) 550-6338 (domestically) or (347) 284-6930 (internationally) and use conference ID 6596014. There will be a replay of the call available for 30 days. To access the replay, interested parties should dial (888) 203-1112 (domestically) or (719) 457-0820 (internationally) and use conference ID 6596014. About interCLICK interCLICK, Inc. operates the interCLICK Network, an online advertising platform that combines advanced behavioral targeting with complete data and inventory transparency, allowing advertisers to identify and track their desired audience on an unprecedented level. interCLICK offers advanced proprietary demographic, behavioral, contextual, geographic and retargeting technologies across a network of name brand publishers to ensure the right message is delivered to a precise audience in a brand friendly environment. For more information about the interCLICK Network, visit http://www.interclick.com/ INVESTMENT EQUITY: Wants Case Dismissed; Has No More Assets ----------------------------------------------------------- Investment Equity Holdings, LLC asks the U.S. Bankruptcy Court for the District of Arizona to dismiss its chapter 11 proceeding. The Debtor tells the Court that when it failed to refinance or sell its property consisting of 17.88 acres of raw land near the intersection of Bell Rd. and the 101 Loop, its secured creditor Home National Bank sought and was granted stay relief by order of the Court on April 16, 2009. Thus, the Debtor relates, it has no remaining assets. About Investment Equity Headquartered in Las Vegas, Nevada, Investment Equity Holdings, LLC operates a real estate business. The Company filed for Chapter 11 protection on Sept. 9, 2008 (Bankr. D. Ariz. Case No. 08-11956). Eric Slocum Sparks, Esq., at Eric Slocum Sparks PC, reresents the Debtor as counsel. When the Debtor filed for protection from its creditors, it listed total assets of $13,000,000, and total debts of $9,561,514. ISTAR FINANCIAL: Likely Default Cues Fitch to Junk Issuer Ratings ----------------------------------------------------------------- Given iStar Financial Inc.'s weakened liquidity position, default of some kind appears probable, according to Fitch Ratings. In response, Fitch has downgraded iStar's Issuer Default Rating and outstanding debt ratings: -- IDR to 'CC' from 'B-'; -- Unsecured revolving credit facilities to 'C/RR5' from 'B- /RR4'; -- Senior unsecured notes to 'C/RR5' from 'B-/RR4'; -- Convertible senior floating-rate notes to 'C/RR5' from 'B- /RR4'; -- Preferred stock to 'C/RR6' from 'CC/RR6'. In addition, Fitch has removed iStar from Rating Watch Negative. Fitch has also assigned these security ratings: -- First priority credit agreement 'B/RR1'; -- Second priority credit agreement 'B-/RR2'; -- New 2011 second lien notes 'B-/RR2'; -- New 2014 second lien notes 'B-/RR2'. A Coercive Debt Exchange also figures into iStar's probable default scenario. Fitch could consider the modification or extension of unsecured debt agreements as a CDE in accordance with Fitch's CDE criteria, published March 3, 2009. Even if a CDE is not part of a restructuring, Fitch believes that iStar's weakened credit profile makes default of some kind probable. The rating actions are driven by continued weakening of the quality of iStar's loan portfolio and increasing pressures on iStar's liquidity. The quality of iStar's loan portfolio continues to deteriorate. For the quarter ended June 30, 2009, iStar recognized $435 million of loan loss provisions, and iStar has recognized over $1.3 billion of loan loss provisions over the last 12 months. As of June 30, 2009, non-performing and watch list loans collectively represented over 50% of iStar's loan portfolio, up from 43% as of March 31, 2009. Given the reduced capital availability in the commercial real estate debt capital markets, Fitch expects a further increase in both provisions for loan losses and non-accrual loans for the remainder of 2009. Capital access challenges and weakening property-level fundamentals have decreased the ability of iStar's borrowers to repay loans, as many borrowers historically have refinanced their loans via the secured debt markets or have sold assets. The decreased ability of iStar's borrowers to repay loans, combined with Fitch's expectation that iStar's will face a protracted and difficult environment in which to sell assets, reduces iStar's ability to meet its future funding obligations and debt maturities. iStar's cash source reduction will likely result in a liquidity shortfall between now and the end of 2011. The probability of a shortfall increases given the magnitude of iStar's future funding obligations and debt maturities over the next 24 months. iStar has no unused capacity under its term loans or revolving credit facilities, and thus is reliant upon unrestricted cash, asset sales and loan repayments as its primary sources of liquidity. Under a scenario whereby iStar receives only 30% of contractual loan repayments between now and the end of 2011, iStar would face a liquidity deficit of over $3.0 billion, assuming iStar was unable to sell any assets. Given that over 50% of iStar's unencumbered loans and other lending investments are non- performing, Fitch believes that it will be challenging for iStar to reduce unsecured debt meaningfully via asset sales. Further, the terms of iStar's first and second priority credit agreements restrict the amount of additional secured debt iStar can incur to $750 million, limiting iStar's ability to access its unencumbered asset pool as a source of contingent liquidity. The downgrades of the unsecured revolving credit facilities and senior unsecured notes reflect the consummation of the private exchange offers in May 2009, whereby certain senior unsecured notes were exchanged for secured second lien notes, increasing the structural subordination borne by unsecured creditors and reducing unsecured debt recovery values. In accordance with Fitch's Recovery Rating methodology, Fitch has taken these rating actions: -- Fitch assigned new ratings, and estimates outstanding recovery in the 91%-100% range for iStar's first priority credit agreement, which results in the assignment of a 'B/RR1' rating, or a 3-notch positive differential from iStar's 'CC' IDR based on the current capital structure. This security is secured by a first lien security claim on the collateral pool selected by the creditors party to the first and second priority credit agreements. -- Fitch assigned new ratings, and estimates superior recovery in the 71%-90% range for iStar's second priority credit agreement, new 2011 second lien notes and new 2014 second lien notes, which results in the assignment a 'B-/RR2' rating, or a 2-notch positive differential from iStar's 'CC' IDR based on the current capital structure. These securities, while junior to the first priority credit agreement, have structural seniority relative to unsecured creditors and have a second lien security claim on the collateral pool selected by the creditors party to the first and second priority credit agreements. -- Fitch downgraded iStar's unsecured revolving credit facilities, senior unsecured notes and convertible senior floating-rate notes to 'C/RR5' from 'B-/RR4', reflecting a 1 notch negative differential from iStar's 'CC' IDR, based on the current capital structure, as Fitch estimates below average recovery in the 10%-30% range. However, Fitch's estimated recovery is at the higher end of this range, and actual recovery could be affected meaningfully, depending on the amount of additional secured debt iStar may incur and composition of the unencumbered asset pool. -- Fitch downgraded iStar's preferred stock to 'C/RR6' from 'CC/RR6', reflecting a 1-notch negative differential from iStar's 'CC' IDR, as Fitch continues to estimate poor recovery in the 0%-10% range, based on the current capital structure. The Negative Outlook is based on: -- The potential for further deterioration in the quality of SFI's loan portfolio, including an increase in non-performing loans and additional provisions for loan losses; -- Concerns regarding SFI's ability to sell assets and resolve non-performing loans to reduce pressures on its liquidity; -- Refinancing risk with respect to 2010 and 2011 debt maturities. In 2010, SFI has approximately $800 million of maturing unsecured debt, and in 2011, SFI has approximately $1.2 billion and $2.9 billion of maturing unsecured and secured debt, respectively. Headquartered in New York City, iStar provides structured financing and corporate leasing of commercial real estate nationwide. iStar leverages its expertise in real estate, capital markets, and corporate finance to serve real estate investors and corporations with sophisticated financing requirements. As of June 30, 2009, iStar had $14.6 billion of undepreciated assets and $2.6 billion of undepreciated book equity. J.D. SWEARINGEN: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: J.D. Swearingen Equipment Co., Inc. 2954 Hwy 71 P.O. Box 797 Marianna, Fl 32446 Bankruptcy Case No.: 09-50538 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Northern District of Florida (Panama City) Debtor's Counsel: Charles M. Wynn, Esq. Charles M. Wynn Law Offices, P.A. P.O. Box 146 Marianna, FL 32447 Tel: (850) 526-3520 Fax: (850) 526-5210 Email: wynnlawbnk@earthlink.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by J.D. Swearingen Sr., president of the Company. JHD ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: JHD Enterprises, Ltd. aka Lim's aka Lim's Menswear aka Basix aka Basix For Men & Ladies Fashions and Wigs 951 Aviation Parkway, Suite 900 Morrisville, NC 27560 Bankruptcy Case No.: 09-06680 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Randy D. Doub Debtor's Counsel: William P. Janvier, Esq. Everett Gaskins Hancock & Stevens, LLP PO Box 911 Raleigh, NC 27602 Tel: (919) 755-0025 Fax: (919) 755-0009 Email: bill@EGHS.com Total Assets: $1,327,745 Total Debts: $2,904,203 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nceb09-06680.pdf The petition was signed by Ho Yol B. Lim, secretary of the Company. JIM SLEMONS: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Jim Slemons Hawaii, Inc. 91-1048 Hamana St. Ewa Beach, HI 96706 Bankruptcy Case No.: 09-01802 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Bankruptcy Judge Robert J. Faris Debtor's Counsel: Anthony P. Locricchio, Esq. 903 Maunawili Circle Kailua, HI 96734 Tel: (808) 261-8372 Fax: (808) 261-7733 Total Assets: $750,000 Total Debts: $229,098 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/hib09-01802.pdf The petition was signed by James B. Slemons. KAUTILYA SHARMA: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Kautilya Sharma dba Tony Sharma 7363 Sedona Way Delray Beach, FL 33446 Bankruptcy Case No.: 09-26511 Chapter 11 Petition Date: August 9, 2009 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: David Marshall Brown, Esq. 33 NE 2 St # 208 Ft. Lauderdale, FL 33301 Tel: (954) 765-3166 Email: dmbrownpa@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Kautilya Sharma. KIMBERLY HORTON: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Kimberly Blatnick Horton aka Kim Blatnick aka Kim Horton aka Kim B. Horton aka Kim Blatnick Horton aka Kimberly Blatnick dba Home Tenders of California PO Box 2465 Kamuela, HI 96743 Bankruptcy Case No.: 09-01792 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of Hawaii (Honolulu) Judge: Bankruptcy Judge Robert J. Faris Debtor's Counsel: Lisa M. Volquardsen, Esq. 75-5706 Hanama Place, Suite 102 Kailua-Kona, HI 96740 Tel: (808) 329-3323 Fax: (808) 329-3933 Email: ecf@volquardsenlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of Ms. Horton's petition, including a list of her 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/hib09-01792.pdf The petition was signed by Ms. Horton. LEAR CORP: $500MM Loan from JPM Okayed Despite Alternative Offer ---------------------------------------------------------------- On a final basis, Judge Allan L. Gropper of the U.S. Bankruptcy Court for the Southern District of New York approved Lear Corporation and its debtor affiliates' $500,000,000 debtor-in- possession financing with a group of lenders led by JPMorgan Chase & Co., and Citigroup Inc. "The DIP is unquestionably expensive and it is certainly true that financing in this market is expensive," Judge Gropper said, according to CNNMoney.com. "On the record that I have before me, there is no evidence funding can be obtained that is materially less expensive." Two-thirds of Lear's secured lenders support the financing, says CNNMoney.com. All objections to the request were overruled, withdrawn or resolved. Judge Gropper authorized each Debtor to perform all acts and to execute and deliver all instruments and documents that JPMorgan determines to be reasonably required or necessary for the Debtors' performance of their obligations under the DIP Documents, including: (a) the execution, delivery and performance of the DIP Documents; (b) the execution, delivery and performance of the guarantees by the Domestic Debtors of the obligations of Lear; (c) the execution, delivery and performance of one or more amendments, waivers, consents or other modifications to and under the DIP Documents, in each case in that form as the Debtors, JPMorgan and the DIP Lenders may agree, and no further approval of the Court will be required for amendments, waivers, consents or other modifications to and under the DIP Documents that do not materially and adversely affect the Debtors; (d) the non-refundable payment to JPMorgan, J.P. Morgan Securities Inc. and the DIP Lenders of the fees set forth in the DIP Documents and those agreed to among the Debtors and the DIP Arranger; (e) the non-refundable payment to each DIP Lender of the Upfront Fee, the Exit Fee and the Conversion Fee; and (f) the performance of all other acts required under the DIP Documents. Upon execution and delivery of the DIP Documents, the DIP Documents will constitute valid and binding obligations of the Debtors, as applicable, enforceable against the applicable Debtors in accordance with the terms of the DIP Order and the Documents. All of the DIP Obligations will constitute allowed senior administrative claims against the Domestic Debtors with priority over any and all administrative expenses, adequate protection claims and all other claims against the Domestic Debtors, including without limitation, all administrative expenses of the kind specified in Sections 503(b) and 507(b) of the Bankruptcy Code, and over any and all administrative expenses or other claims arising under Sections 105, 326, 328, 330, 331, 503(b), 507(a), 507(b), 726, 1113, or 1114 of the Bankruptcy Code, whether or not those expenses or claims may become secured by a judgment lien or other non-consensual lien, levy or attachment. As security for the DIP Obligations, these security interests and liens are granted to JPMorgan, for its own and the DIP Lenders' benefit: (i) first lien on unencumbered property; (ii) liens junior to certain existing liens; (iii) liens priming prepetition lenders' liens; and (iv) liens senior to certain other liens. A full-text copy of the Final DIP Order is available for free at: http://bankrupt.com/misc/Lear_DIPfinalorder.pdf Committee and QVT Object, Competing DIP Facility Filed Prior to the entry of the order, the Official Committee of Unsecured Creditors and a group of lenders led by QVT Financial LP, voiced their opposition to the JPMorgan's DIP commitment with the Debtors. Kenneth A. Rosen, Esq., at Lowenstein Sandler PC, in New York, counsel to the Committee, argued that the pricing of the DIP Facility is unduly expensive and excessive. According Mr. Rosen, while the Committee appreciates the difficulty that the Debtors face in trying to obtain DIP financing in today's credit market, the Court should not allow the Debtors to cede control to the DIP Lenders to the detriment of unsecured creditors. In response to the Committee's objection, the Debtors asserted that the concerns raised by the Committee miss the bigger picture. According to the Debtors, the DIP Facility is an important part of a larger deal that will produce substantial economic and non-economic benefits for the Debtors' estates. The Debtors noted that the DIP Facility, coupled with the plan support agreements, supports their transition to emergence and assures exit financing in a time when wary lenders are as likely to exercise remedies as they are to seek constructive financing solutions, especially in distressed sections like the automobile parts manufacturing. Matthew J. Simoncini, Lear's chief financial officer, testified that any delay would cause concern among Lear's suppliers and customers and could hurt the company's overall business prospects, CNNMoney.com said. Accordingly, the Debtors averred that immediate approval of the DIP Facility is necessary to reassure customers and suppliers that their businesses will continue as usual in Chapter 11. QVT, on behalf of one or more funds advised by QVT, along with Appaloosa Management L.P., York Capital Management and a number of other entities, which had offered a last-minute competing financing proposal for $500,000,000, asserted that JPMorgan's DIP commitment has less favorable terms and conditions than the one it has proposed. Matthew P. Morris, Esq., at Lovells LLP, in New York, counsel to QVT, said that under the J.P. Morgan Group DIP Commitment, the Debtors must either give the J.P. Morgan Group warrants to purchase a number of shares of common stock of the reorganized debtor with a value of $25 million or pay each of them another fee equal to 5% of the principal amount of each lender's DIP loans which are to be converted into exit loans. According to Mr. Morris, this overly generous, and ultimately unnecessary "give-a-way" to the J.P. Morgan Group will, depending on which fee the Debtors opt to pay to them, either dilute the shares of common stock of those creditors receiving shares under the Debtors' plan or leave the Debtors with significantly less cash with which to operate at a critical time during its reorganization. In contrast, Mr. Morris noted, the QVT Lender Group did not seek any exit or conversion fees in respect of providing the Debtors with its committed exit facility. Miller Buckfire Supports DIP Motion In support of the Debtors' request, Durc A. Savini, a managing director of Miller Buckfire & Co. LLC and Lear's financial advisor, told Judge Gropper that Lear had approached 16 different parties other than its traditional lenders for financing. Of the eight who agreed to enter into confidentiality agreements, none provided a better deal, Mr. Savini said, according to CNNMoney.com. In a declaration filed in Court, Mr. Savini said that the Debtors require postpetition financing and a long-term restructuring solution to remain competitive. He added that the DIP Facility will provide the Debtors with funds to meet their obligations to vendors and customers, to make necessary capital expenditures and to satisfy working capital and other operational needs, all of which will preserve the value of the Debtors' estates. According to Mr. Savini, the JPMorgan DIP Facility not only satisfies the Debtors' postpetition financing needs, but also ensures financing for the Debtors' businesses upon emergence from Chapter 11 by converting into an Exit Facility upon confirmation of a plan of reorganization. On July 29, 2009, the Debtors submitted with the Court a summary of the contemplated capital expenditure budget and other financial covenant of the DIP Financing, a copy of which is available for free at: http://bankrupt.com/misc/Lear_DIPCovenant.pdf No Communications From Competing Lenders In response to requests made by Judge Gropper regarding the DIP Financing at the July 30, 2009 hearing, counsel to the Debtors and counsel to the agent for the Debtors' prepetition and proposed postpetition secured lenders separately delivered letters to the Court. At the July 30, 2009 hearing, Judge Gropper approved the Debtors' proposed DIP Financing, subject to the Debtors' informing the Court whether the parties that filed a competing proposal for postpetition financing clarified or revised their proposal in light of the issues raised at the hearing. Ryan Blaine Bennett, Esq., at Kirkland and Ellis LLP, in Chicago, Illinois, said that since the July 30 hearing, the Debtors have not received any further communications from any of the parties that submitted the competing DIP Financing proposal. Additionally, Mr. Bennett noted, the Debtors have not received any revised proposals from those parties, nor have they contacted the Debtors to discuss any of the issues raised at the July 30 hearing. In a separate letter, JPMorgan Chase Bank, N.A., apprised the Court that, per the Court's request at the conclusion of the July 30 hearing on the DIP Facility, it has polled the Prepetition Lenders and has confirmed that more than 50% of the Prepetition Lenders would not consent to the implementation of the proposed competing DIP Facility. City of Southfield Provision Judge Gropper clarified that nothing in the DIP Order will be construed to: (i) affect the prepetition or postpetition priority of; or (ii) grant DIP Liens, Adequate Protection Liens or claims that prime, the asserted prepetition and postpetition ad valorem property tax, special assessment, or special tax liens or claims of the City of Southfield, Michigan to the extent that ad valorem property tax, special assessment, or special tax liens or claims are pursuant to applicable law senior to the liens, security interests and claims of the DIP Agent, the DIP Lenders, the Prepetition Agent and the Prepetition Lenders and are not otherwise avoidable. Judge Gropper added that nothing in the DIP Order will prohibit the attachment of those liens of the City of Southfield to property of the Debtors' estates to the extent that attachment is authorized by applicable law. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Canada Units Ask for CCAA Stay Extension Until Nov. 20 ----------------------------------------------------------------- Lear Canada, Lear Canada Investments Ltd., and Lear Corporation Canada Ltd., ask the Honorable Madam Justice Sarah Pepall of the Ontario Superior Court of Justice -- which oversees Lear Canada, et al.'s Canada's Companies' Creditors Arrangement Act proceedings -- to extend the stay period within which all persons are prohibited from discontinuing, altering, interfering with, repudiating, ceasing to perform any right, renewal right, contract agreement, license permit in favor of the Applicants through November 20, 2009. As previously reported, Madam Justice Pepall stayed all proceedings, actions and suits against the Applicants or their property through August 7, 2009. Shari Burgess, vice president and treasurer of Lear Corporation, tells the Canadian Court that in order to coordinate the Canadian Proceedings and the US Proceedings and to facilitate their restructuring, the Applicants are seeking extension of the Stay Period, which would provide sufficient time for the Applicants to complete these steps: (a) the Applicants will file a restructuring plan and disclosure statement shortly with the basic terms being outlined in the plan term sheet previously filed with the Court; (b) a disclosure hearing will be held approximately 35 days subsequent to filing the statement to consider any objections to the disclosure statement and settle its terms; (c) the Applicants will make a motion to set a claims bar date with a view to identify claims entitled to receive the disclosure statement and vote on the Plan; (d) after distribution of the disclosure statement, the Applicants will solicit votes in favor of the Plan; and (e) at that time the Plan receives creditor approval of impaired classes, the Applicants will seek confirmation of their plan of arrangement. Ms. Burgess adds that an extension of the Stay Period is appropriate because: (i) the Applicants are acting in good faith and with due diligence to restructure their business; (ii) an extension of the Stay Period will enable the Applicants to continue negotiations with key stakeholders including the Canadian Automotive Workers' Union; and (iii) an extension of the Stay Period will provide the Applicants the opportunity to implement their restructuring plan in the US Proceedings in an orderly manner without the complication of administering multiple proceedings. Ms. Burgess relates that the Canadian Applicants have not made any advances or transfers of funds to the other Applicants outside of payments for goods and services in the ordinary course of business, and have not encumbered the Property or incurred further indebtedness. Ms. Burgess adds that the Canadian Applicants have continued to pay current services and special payments in respect of the pension plans in place for the benefit of their employees. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Cash Collateral Use Approved on Final Basis ------------------------------------------------------ Judge Allan Gropper authorized Lear Corp. and its affiliates to continue to use prepetition cash collateral, on a final basis, from August 4, 2009, through the maturity date under the DIP Agreement, provided that prepetition lenders are granted adequate protection. Judge Gropper found that the Debtors' use of Prepetition Cash Collateral is necessary to ensure that the Debtors have sufficient working capital and liquidity to preserve and maintain the value of their estates. However, Judge Gropper prohibited the Debtors to charge expenses of administration of the Chapter 11 cases or any future proceeding against the Prepetition Collateral. Judge Gropper entitled JPMorgan Chase Bank, N.A., and the Prepetition Lenders to adequate protection of their interests in the Prepetition Collateral in an amount equal to the aggregate diminution of the Prepetition Collateral, including diminution resulting from the sale, lease or use by the Debtors of the Cash Collateral and any other Prepetition Collateral, the priming of JPMorgan's liens on the Prepetition Collateral by the DIP Liens, and the imposition of the automatic stay pursuant to Section 362 of the Bankruptcy Code. As adequate protection, JPMorgan and the Prepetition Lenders are granted: (a) a valid, perfected replacement security interest in and lien on all of the Domestic Debtors' DIP Collateral, subject and subordinate only to (i) the DIP Liens, (ii) the Carve Out and (iii) Prepetition Perfected Liens; and (b) with priority in payment over any and all administrative expenses of the kinds specified or ordered pursuant to any provision of the Bankruptcy Code, including without limitation, sections 326, 328, 330, 331 and 726 of the Bankruptcy Code, subject and subordinate only to (i) the Carve Out and (ii) the Superpriority Claims granted in respect of the DIP Obligations provided that the 507(b) Claims will not be paid with the proceeds of avoidance actions. Judge Gropper also ordered the applicable Debtors to pay JPMorgan and the Issuing Lender all fees and expenses pursuant to the terms of the Prepetition Loan Documents, including without limitation, the reasonable fees and disbursements of counsel and financial advisors or other third-party consultants to JPMorgan provided that any fees paid to the Issuing Lender will not include any fees payable under section 9.5(e)(ii) of the Prepetition Credit Agreement. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Proposes October 2 Claims Bar Date --------------------------------------------- Lear Corp. and its affiliates anticipate that there may be as many as 50,000 potential claimants in the Chapter 11 cases, which raises the likelihood of a time-consuming claims reconciliation process. Because the Debtors hope to exit Chapter 11 as soon as possible as part of a streamlined financial reorganization, the Debtors desire to begin claims analysis and reconciliation process as soon as possible, pursuant to clearly established procedures that will limit confusion on the part of creditors and, hopefully, result in a claims process that is as efficient as possible. The Debtors relate that they intend to complete their restructuring and emerge from Chapter 11 within a matter of months. Indeed, the Debtors note, they filed the Plan Support Agreements on the Petition Date, which have the support of approximately 68% of the Debtors' prepetition secured lenders, and which attach a plan term sheet setting forth the terms of a proposed Chapter 11 plan. Pursuant to the terms of the Plan Support Agreements, the Debtors committed to meet certain deadlines during the Chapter 11 Cases, including deadlines with respect to confirmation and consummation of a plan of reorganization. The Debtors assert that promptly establishing the bar dates will enable them to satisfy the commitments under the Plan Support Agreements and allow them to emerge from Chapter 11 as soon as practicable. To ensure that they confirm and consummate a comprehensive, viable plan of reorganization and exit the Chapter 11 Cases in a timely manner, the Debtors note that they require complete and accurate information regarding the nature, validity, amount, and status of all claims. Thus, to achieve these objectives, the Debtors seek to establish the claims bar dates to determine what claims may be asserted against them in addition to those listed on their schedules of assets and liabilities. Accordingly, the Debtors ask the Court to establish October 2, 2009, as the general bar date for filing claims. The Debtors further ask the Court to set January 4, 2010, as the deadline for all governmental units to file their claims. General Bar Date and Claim Filing Procedures The Debtors propose that each person or entity that asserts a claim that arose before the Petition Date, including any Claims arising prepetition that may be entitled to administrative priority pursuant to Section 503(b)(9) of the Bankruptcy Code, be required to file an original, written proof of that claim. The Debtors propose that all Proofs of Claim be delivered to Kurtzman Carson Consultants LLC by first-class mail, overnight delivery or hand delivery at this address: Lear Claims Processing Center c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue, El Segundo, California 90245 Each proof of claim must: (a) be signed, be in the English language, and be denominated in United States dollars; (b) include, consistent with Rules 3001(c) and 3001(d) of the Federal Rules of Bankruptcy Procedure, supporting documentation or an explanation as to why that documentation is not available; provided that a Proof of Claim may be filed without supporting documentation upon the prior written consent of Debtors' counsel; and (c) specify by name and case number the Debtor against which the Claim is filed. If the holder asserts a Claim against more than one Debtor or has Claims against different Debtors, a separate Proof of Claim form must be filed with respect to each Debtor. According to the Debtors, Bar Dates should not apply to: * Any Claimant that has already filed a Proof of Claim against the Debtors with the Clerk of the Bankruptcy Court for the Southern District of New York in a form substantially similar to Official Form 10, against the correct Debtor; * Any Claimant whose Claim is listed on the Schedules, provided that (i) the Claim is not scheduled as "disputed," "contingent" or "unliquidated"; and (ii) the Claimant does not disagree with the amount, nature and priority of the Claim as set forth in the Schedules; and (iii) the Claimant does not dispute that the Claim is an obligation of the specific Debtor against which the claim is listed in the Schedules; * Any holder of a Claim that has been allowed by order of the Court or have been fixed by further Court order; * Any Claimant whose Claim has been paid in full by any of the Debtors; * Any holder of a Claim for which specific deadlines have previously been fixed by the Court; * Any Debtor having a Claim against another Debtor or any of the direct or indirect non-debtor subsidiaries of Lear Corporation, having a claim against any of the Debtors; * Any holder of a Claim allowable under Sections 503(b) or 507(a) of the Bankruptcy Code as an expense of administration, with the exception of 503(b)(9) Claims, which Claims are subject to the Bar Dates; * Any Claimant that is a current employee of any of the Debtors, to the extent that the Debtors were authorized by the Court to honor that Claimant's Claim in the ordinary course of their business like wages, commissions, benefits or claims for deferred compensation; * Any holder of a Claim that is limited exclusively to the repayment of principal, interest or other applicable fees and charges owed under any bond or note issued by the Debtors pursuant to an indenture; and * Any holder of an equity interest, which interest is based exclusively upon an interest in the equity ownership of any of the Debtors; provided that holders of Interests who wish to assert a Claim against any of the Debtors that arises out of or relates to the ownership or purchase of an Interest, including Claims arising out of or relating to the sale, issuance or distribution of the Interest, must file a Proof of Claim on or before the applicable Bar Date. Procedures for Providing Notice of the Bar Dates The Debtors will mail shortly after entry of the Bar Date Order approving the Bar Date Motion, and in no event later than August 27, 2009, a bar date package consisting of a Proof of Claim form to certain notice parties including: * the Office of the United States Trustee for the Southern District of New York; * counsel to the Official Committee of Unsecured Creditors; * counsel to any other official committee in the Chapter 11 Cases; * all persons or entities that have requested notice of the proceedings in the Chapter 11 Cases; * all persons or entities that have filed claims against the Debtors, if any; * all creditors and other known holders of Claims, including 503(b)(9) Claims, against the Debtors as of the date of the Bar Date Order, if any, including all persons or entities listed in the schedules of assets and liabilities; * all parties to executory contracts or unexpired leases of the Debtors listed on the Schedules, including executory contracts and unexpired leases which the Debtors included on any subsequent amendments to the Schedules; and * all parties to litigation with the Debtors. The Debtors will also give notice of the General Bar Date by publication, as provided in Rule 2002(l) of the Federal Rules of Bankruptcy Procedure, to creditors to whom notice by mail is impracticable, including creditors who are unknown or not reasonably ascertainable by the Debtors and creditors whose identities are known but whose addresses are unknown by the Debtors. Specifically, the Debtors propose to publish the Bar Date Notice, modified for publication in The Wall Street Journal, The Global and Mail (National Edition) and The Detroit Free Press. The proposed Publication Notice will include a telephone number that creditors may call to obtain copies of a Proof of Claim form, the URL for a Web site at which the creditors may obtain a copy of a Proof of Claim form and information concerning the procedures and appropriate deadlines for filing Proofs of Claim. The Debtors seek the Court's authority to extend the General Bar Date by stipulation and agreed order for certain Claimants, where they determine that the extension is in the best interests of the Debtors and their estates. The Debtors ask the Court to order that any Claimant who is required, but fails, to file a Proof of Claim in accordance with the Bar Date Order on or before the General Bar Date or the Governmental Bar Date, as applicable, will be forever barred, estopped and enjoined from asserting that claim against the Debtors, and the Debtors' property will be forever discharged from any and all indebtedness or liability with respect to that Claim. If the Debtors amend or supplement the Schedules subsequent to the entry of the Bar Date Order, the Debtors propose to give notice by first-class mail of any amendment or supplement to the holders of Claims affected, and propose that the deadline for those holders to file Proofs of Claim, if necessary, be set as the later of (a) the General Bar Date or (b) 30 days from the date that notice of the Schedule amendment or supplement is given. The Debtors anticipate that certain creditors may assert claims in connection with future motions by the Debtors to reject executory contracts and unexpired leases pursuant to Section 365 of the Bankruptcy Code. In this regard, the Debtors propose that any Claimant that holds a Claim that arises from the rejection of an executory contract or unexpired lease, as to which the order authorizing that rejection is dated on or before the date of entry of the Bar Date Order, must file a Proof of Claim based on that rejection on or before the General Bar Date, and any Claimant that holds a Claim that arises from the rejection of an executory contract or unexpired lease, as to which an order authorizing that rejection is dated after the date of entry of the Bar Date Order, must file a Proof of Claim on or before that date as the Court may fix in any order approving the Debtors' proposed expedited rejection procedures for executory contracts and unexpired leases. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Revised Management Incentive Plan Gets Support --------------------------------------------------------- Lear Corp. and its affiliates relate that they have engaged in continued conversations with the U.S. Trustee, the Official Committee of Unsecured Creditors, the Ad Hoc Noteholder Committee and the agent for the Debtors' prepetition and postpetition secured lenders regarding their proposed management incentive plan. The Debtors tell the Court that they, with the assistance of Towers Perrin, have amended the proposed management incentive plan, which amendment has been approved by the Creditors' Committee, the Debtors' noteholders and the Debtors' prepetition secured lenders party to the Plan Support Agreements. Under the Amended KMIP, eligible employees will no longer receive a plan filing award. In place of the plan filing award, eligible employees would earn one-fifth of the total Milestone Awards payout upon the Debtors' confirming a Chapter 11 plan within 270 days of the Petition Date. Additionally, under the Amended KMIP, eligible employees will not receive any incentive payments until the effective date of the Debtors' Chapter 11 plan. Terms of the Amended KMIP (A) Eligible Employees The employees eligible for awards under the Amended KMIP have not changed from the eligible employees described in the Initial KMIP Motion. As described in the Initial KMIP, the Debtors developed the Amended KMIP to provide incentive opportunities to approximately 29 key management employees, including five "insiders" as that term is defined in Section 101(31) of the Bankruptcy Code, each of whom the Debtors determined were integral to the Debtors' ability to develop and effect a plan of reorganization and to maximize value for their estates and facilitate their successful restructuring. The Debtors sought to identify as Amended KMIP participants those employees who drive the Debtors' operational and restructuring activities. Many of the eligible employees were involved in the prepetition negotiations regarding the Plan Term Sheet and the Plan Support Agreements and continue to contribute to the Debtors' Chapter 11 restructuring efforts. Furthermore, certain of the eligible employees drive the high-level operations needed to maximize value for the Debtors' businesses. The diligent efforts of these employees are critical to the Debtors' achieving the financial performance targets under the Amended KMIP and are necessary to ensure that the Debtors satisfy their postpetition credit facility requirements of maintaining $900 million of minimum liquidity, achieving $65 million of cumulative consolidated earnings before interest, taxes, depreciation and amortization and limiting capital expenditures to $100 million through the remainder of 2009. Accordingly, because the Debtors' successful restructuring and emergence from Chapter 11 depend on these 29 employees, the Debtors believe it is appropriate that they participate in the Amended KMIP. (B) Incentive Awards Under the Amended KMIP Awards under the Amended KMIP have been revised to eliminate the award based on the Debtors' filing a Chapter 11 plan within 60 days after the Petition Date. This award has been replaced in the Amended KMIP by an award based upon confirmation of a Chapter 11 plan within 270 days after the Petition Date. Specifically, under the Amended KMIP, 75% of an eligible employee's total target award opportunity now is based upon the Debtors' attaining two Chapter 11 milestones -- confirmation and consummation of a Chapter 11 plan. The remaining 25% of an eligible employee's total target award opportunity is based upon the Debtors' meeting or exceeding certain operating earnings targets. * The Milestone Awards The Milestone Awards are based on the Debtors' confirming and consummating a Chapter 11 plan in accordance with an accelerated timeline. Under the Amended KMIP, the Milestone Awards are allocated in this manner: (i) Plan Confirmation: fifteen percent of the total target award opportunity for confirming by no later than 270 days after the Petition Date a plan of reorganization that substantially conforms to the terms of the Debtors' Plan Term Sheet; and (ii) Plan Consummation: sixty percent of the total target award opportunity for consummating a plan of reorganization that substantially conforms to the terms of the Debtors' Plan Term Sheet and emerging from Chapter 11 by no later than 300 days after the Petition Date. * The Financial Performance Awards Under the Amended KMIP, the Financial Performance Awards are unchanged from those described in the Initial KMIP Motion. The Financial Performance Awards are based upon the Debtors' achieving certain quarterly adjusted operating earnings targets. These operating income targets were established as part of the Debtors' long-term business plan developed by the Debtors prior to the Petition Date. The targets are based upon industry- projected vehicle production levels and operational cost- saving initiatives the Debtors seek to implement. The Debtors' long-term business plan and operating income targets were developed through extensive analysis of the Debtors' businesses and the automotive supply industry and contemplate significant improvement from the Debtors' operating earnings in the first two quarters of 2009. The target operating earnings in the second half of 2009 represent a more than $90 million improvement from the Debtors' operating earnings in the first half of 2009. The Financial Performance Awards' operating income targets require the eligible employees' successful implementation of substantial cost-cutting initiatives and quick responses to changes in global vehicle production volumes. The Debtors believe that the success of these initiatives could result in approximately $350 million in operational cost savings. Absent the continued effort of the eligible employees, however, these projected savings likely will not be realized, and the targeted operating income levels set forth in the Amended KMIP not attained. (C) Payments of Amended KMIP Awards The amount of the potential award payouts has not been changed in the Amended KMIP. The Debtors, with input from Towers Perrin, set individual award opportunities based upon a percentage of each individual's base salary. Amended KMIP awards were designed to approximate the expected 2009 median target-level incentives across peer industrial companies with comparable total revenue to that of the Debtors. The Debtors believe that, if they meet the milestones on which the Milestone Awards are based and if they achieve target-level operating income for the Financial Performance Awards, then the aggregate amount payable under the Amended KMIP will be approximately $20.6 million. With respect to any participating employee, all Amended KMIP awards are based on a percentage of the employee's salary. The Milestone Awards are binary in that the amounts of those awards are set, and those amounts are to be paid only if the Debtors are able to meet the Chapter 11 milestones within the established timeframe. (D) Timing of Amended KMIP Award Payments Under the Amended KMIP, incentive award payments will not be made until the effective date of the Debtors' Chapter 11 plan. For eligible employees other than the Debtors' chief executive officer, both the plan confirmation and consummation Milestone Awards will be paid, in full, on the effective date of the Debtors' Chapter 11 plan. The Financial Performance Awards are payable quarterly by the later of (a) 30 days after completion of the quarter and (b) the effective date of the Debtors' Chapter 11 plan, upon the Debtors' achieving certain adjusted operating earnings targets determined based on the Debtors' long-term business plan. All amounts payable to the Debtors' chief executive officer on account of the Milestone Awards and the Financial Performance Awards will be aggregated and will be paid in two installments: (a) 50% upon the effective date of the Debtors' Chapter 11 plan; and (b) 50% upon the one-year anniversary of the Chapter 11 plan effective date. The Debtors notify parties-in-interest that a hearing to consider their motion to approve the Key Management Incentive Plan has been adjourned to a date to be determined. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEAR CORP: Rozmor Land Wants to Draw on JPM LoC for Unpaid Note --------------------------------------------------------------- Rozmor Land Company asks the Court to lift the automatic stay provisions of Section 362 of the Bankruptcy Code in order to provide Lear Corporation with a notice of acceleration pursuant to the terms of a Real Estate Purchase Agreement it entered into prepetition with Lear, solely for the purpose of drawing on a letter of credit previously issued by JPMorgan Chase Bank, N.A. On September 17, 2004, the Debtor entered into an agreement with Rozmor, whereby the Debtor agreed to purchase from Rozmor certain real property aggregating $6,730,951, pursuant to the Real Estate Purchase Agreement. Section 2 of the Agreement provides that the remaining balance of the Purchase Price will be paid pursuant to a corresponding promissory note and that the periodic outstanding balance of, and all amounts due and to become due to Rozmor under the Note, will be secured by a letter of credit. JPMorgan Chase Bank, N.A., issued an irrevocable standby letter of credit totaling $5,210,951 to secure the Debtor's obligations to Rozmor under the Real Estate Purchase Agreement and the Note. In connection with the Real Estate Purchase Agreement, Lear executed the Note in favor of Rozmor in the principal amount of $6,730,951. According to Robert A. Weisberg, Esq., at Carson Fischer, P.L.C., in Bloomfield Hills, Michigan, counsel for Rozmor Land Company, the Debtor failed to pay Rozmor the monthly installment of $35,000 that was due July 1, 2009, pursuant to the terms of the Note. Mr. Weisberg asserts that the Debtor's failure to make the July Payment constitutes a default under the Note if Lear's failure is not timely cured. Mr. Weisberg relates that if Lear has not cured its failure to make the July Payment or its Bankruptcy Case is not discontinued by September 5, 2009, Lear will be in default of Section 7(a) of the Note, and Rozmor will be entitled, among other things, to accelerate the amounts due under the Note, by declaring all amounts due and to become due to be immediately due and payable, upon written notice to Lear on or after September 6, 2009. Rozmor says it desires to accelerate all amounts due or to become due under the Note, not with the intent of collecting or recovering property from Lear's bankruptcy estate, but rather in order to draw on the Letter of Credit. About Lear Corp. Lear Corporation -- http://www.lear.com/-- is one of the world's leading suppliers of automotive seating systems, electrical distribution systems and electronic products. The Company's products are designed, engineered and manufactured by a diverse team of 80,000 employees at 210 facilities in 36 countries. Lear's headquarters are in Southfield, Michigan, and Lear is traded on the New York Stock Exchange under the symbol [LEA]. Outside the United States, Lear has subsidiaries in Germany, Luxembourg, Sweden, Singapore, China, India, and Mexico, among others. Lear Corporation and its affiliates filed for Chapter 11 on July 7, 2009 (Bankr. S.D.N.Y. Case No. 09-14326). Affiliates part of the Chapter 11 filing include Lear South Africa Limited, Lear Corporation (Germany) Ltd., Lear Corporation Canada Ltd., Lear Mexican Holdings Corporation, and Lear South American Holdings Corporation. Attorneys at Kirkland & Ellis LLP, serve as the Debtors' bankruptcy counsel. McCarthy Tetrault LLP has been engaged as CCAA counsel. Bodman LLP has been hired as special Michigan counsel. Winston & Strawn LLP and Brooks Kushman P.C. have also been tappes as special counsel. Alvarez & Marsal North America LLC, is the Debtors' restrcturing advisors. Ernst & Young LLP is the Debtors' auditors and tax advisors. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. Simpson Thacher & Bartlett LLP represents JP Morgan, as admin. agent for senior secured lenders and DIP lenders. As of May 30, 2009, Lear has assets of US$1,270,800,000 against debts of US$4,536,000,000. Bankruptcy Creditors' Service, Inc., publishes Lear Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Lear Corp. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Elliot Assoc. Opposes Add'l Funding for Aurora --------------------------------------------------------------- A group of creditors asks the Court to deny Lehman Brothers Holdings Inc.'s move to provide additional financing to Aurora Bank FSB and its unit. In court papers, Elliott Associates LP and four other creditors complain that LBHI has provided little information to justify what they say is a potentially risky investment in Aurora Bank and Aurora Loan Services LLC. LBHI previously sought court approval of an amended master repurchase agreement with Aurora Bank that would permit LBHI to acquire from Aurora Bank a portfolio of loans for up to $450 million. LBHI also sought approval to enter into a bridge financing facility with Aurora Loan under which it is required to provide Aurora Loan as much as $500 million in short-term secured financing. "Without providing an outline of either its capital strategy for the bank or its exit strategy, LBHI asks this Court and parties in interest to accept on faith that its proposal . . . will preserve LBHI's equity interest in [Aurora Bank] and is therefore in the best interest of the estate and creditors," says Martin Bienenstock, Esq., at Dewey & Leboeuf LLP, in New York. According to Mr. Bienenstock, LBHI failed to address issues including the enforceability of its security interests if Aurora Bank is seized, the likelihood that Aurora Bank would be allowed to issue brokered certificates if LBHI risks more money, among other issues. "LBHI's cash is a precious and valuable asset, not to be risked absent a compelling showing that cause exists to grant the extraordinary relief requested," Mr. Bienenstock points out. Creditors' Committee Backs Proposed Financing The Official Committee of Unsecured Creditors expressed support for the proposed financing, saying the approval would permit the Debtors to keep open their dialogue with the regulators long enough to fully address the liquidity issues, capital requirements and future business plans of Aurora Bank. "If Aurora Bank is permitted to access the brokered certificate of deposit market, it will be able to conduct normal business operation without the need for further capital support from LBHI, and thus resume its progress toward ongoing financial viability," the Creditors' Committee says. The Creditors' Committee points out that upcoming maturities on existing certificates of deposits could precipitate repeated liquidity crises that could challenge LBHI's ability to continue to support Aurora Bank, if the bank is not authorized to issue certificates of deposits in the near term. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: To Auction Off Than 3,000 Artworks --------------------------------------------------- Lehman Brothers Holdings Inc. is planning to sell its multimillion-dollar collection of more than 3,000 artworks at Freeman's Auctioneers, a regional house in Philadelphia, according to a July 30, 2009, report by ArtInfo.com. The 650 lots, projected to fetch a total of $1 million include modern and contemporary paintings, prints and drawings. Most of the European and American art is from the 1970s onwards, the report said. Items include an abstract 2007 black-and-blue collage by Venezuelan artist Arturo Herrera, estimated to generate as much as $15,000, and Roy Lichtenstein's 1982 print of the Statue of Liberty, which is expected to rake in about $30,000, the report said. Lehman is not selling all of its artworks including those hung in its New York headquarters. Also not included in the sale block are the company's best-known art holdings, 900 works owned by money manager Neuberger Berman, a firm Lehman acquired in 2003, ArtInfo.com reported. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: IOVE Fund Holds in Excess of $8MM of Debt ---------------------------------------------------------- The Italian Oven, Inc., reports that its Bankruptcy Claims Fund, Inc., prepared and submitted request for notice in the Lehman Brothers Holdings bankruptcy so that it receives the opportunity to fully participate. The Bankruptcy Claims Fund owns in excess of $8,000,000 of Lehman Brothers Holdings debt including guaranteed Capital Trust shares that trade as LEHKQ, LEHLQ, LHHMQ, and LEHNQ. IOVE cautions investors that the Company, while optimistic as to the prospects, warns that the bankruptcy court proceeding will not result in a payout of the face value on the claims. Bankruptcy Claims Fund continues to look for opportunities in other bankruptcy cases. Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LINCOLN MEMORIAL: Receiver Files $600MM Insurance Fraud Suit ------------------------------------------------------------ The Special Deputy Receiver of the insolvent Lincoln Memorial Life and Memorial Service Life Insurance Companies, along with the country's participating life and health insurance guaranty associations, which have been paying death benefits under insurance policies issued by the two related life insurance companies associated with National Prearranged Services, Inc., has sued the former executives, lawyers, accountants, investment advisors, and trustees of the pre-need funeral plan and life insurance companies alleging the entire enterprise was more than a $600 million racket supported by the malfeasance of former management and their professional advisors. Approximately 149,000 people in 47 states bought NPS pre-need funeral contracts through their local funeral homes. The vast majority of the pre-need funeral contracts were purportedly backed by life insurance policies issued by Lincoln Memorial and Memorial Service. Both Lincoln Memorial and Memorial Service were placed in receivership in Texas along with NPS on May 14, 2008. Among its 27 claims for relief, the suit seeks treble and punitive damages under the federal Racketeer Influenced and Corrupt Organizations Act, the Lanham Act, and state consumer protection acts. Suit was filed Thursday in federal district court in St. Louis by Reilly Pozner LLP, a Denver-based national trial firm whose partners have successfully represented state insurance guaranty associations in the past, most recently recovering $30 million from a regional brokerage firm on their behalf. That result flowed from the liquidation of Midwest Life Insurance Company and followed three successful jury trials in Colorado, Washington, and Iowa, the latter a three-month trial over the failed annuity provider. Plaintiffs in the action include the National Organization of Life and Health Insurance Guaranty Associations, various state guaranty associations, including those of Missouri, Texas, and Illinois, and the appointed Special Deputy Receiver of the three failed companies, Donna J. Garrett. Among the several dozen defendants are: NPS founder J. Douglas Cassity, a disbarred lawyer and convicted felon, his wife and two sons; Randall K. Sutton, NPS' former president; attorneys and former NPS general counsel Howard A. Wittner and Katherine P. Scannell and the law firm, Wittner, Spewak & Maylock; investment advisor David Wulf and the investment advisory firm Wulf Bates & Murphy; and banks which became involved as trustees, including Bremen Bank & Trust Company, Marshall & Ilsley Trust Company, Southwest Bank, Bank of America, and Comerica and American Stock Transfer and Trust Co. The 130-page complaint details years of systematic collusion, conversion, and fraud -- the alleged looting of hundreds of millions of funds. It can be viewed at: http://www.rplaw.com/pdf/NPS-Lincoln_Memorial_Complaint.pdf To contact: Reilly Pozner LLP Dan Reilly, Esq. Tel: (303) 888-5748 Larry Pozner, Esq. Tel: (303) 888-7063 LINTON PROPERTIES: Stipulation with DIP Barred Avoidance Action --------------------------------------------------------------- WestLaw reports that a reference to debtors by name, in a stipulation that they executed following commencement of their Chapter 11 case and prior to the appointment of a trustee, had to be interpreted in a manner that was consistent with other references to the debtors in the stipulation, as referring to debtors in their capacity as debtors-in-possession rather than individually. Thus, it served to prevent the trustee, as successor to the Chapter 11 debtors-in-possession, from challenging the validity of a garnishment lien which the debtors, as debtors-in-possession, had previously agreed not to challenge in stipulating to its validity. In re Linton Properties, LLC, --- B.R. ----, 2009 WL 2152321, 51 Bankr. Ct. Dec. 203 (Bankr. D.C.). Marc E. Albert, the Chapter 7 Trustee, sued Chesapeake Bank & Trust Company (Bankr. D.C. Adv. Pro. No. 08-10032) to avoid garnishment liens and to recover property allegedly subject to liens securing repayment of a $2.8 million loan, on the theory that the writ of garnishment was not properly served as required under Maryland law. Prior to Mr. Albert's appointment, the Debtor-in-Possession filed complaints (Bankr. D.C. Adv. Pro. Nos. 08-10003 and 08-10004) seeking to avoid the garnishment because it was executed within 90 days before the filing of the bankruptcy petition, and because the garnishment violated the bankruptcy case's automatic stay. On June 11, 2008, the bankruptcy court approved a Stipulation and Order that dismissed Linton's adversary proceedings with prejudice and contained language that the Honorable S. Martin Teel, Jr., says bars the trustee, as successor to Linton, from challenging the liens. Linton Properties, LLC, sought chapter 11 protection (Bankr. D.C. Case No. 08-00095) on February 8, 2008, represented by Stanley M. Salus, Esq., at Akerman, Senterfitt, Wickwire, Gavin & Gibbs, in Vienna, Va., and estimating less than $10 million in assets and liabilities. On August 7, 2008, the bankruptcy case was converted to a Chapter 7 liquidation proceeding. LITE-FOOT HOSIERY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Lite-Foot Hosiery, Inc. 2400 Beck Industrial Blvd W Fort Payne, AL 35967 Bankruptcy Case No.: 09-42351 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Northern District Of Alabama (Anniston) Debtor's Counsel: Stephen Paul Bussman, Esq. PO Box 680925 Fort Payne, AL 35968 Tel: (256) 845-7900 Email: sbussman@bussmanlaw.com Total Assets: $1,416,234 Total Debts: $1,817,417 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/alnb09-42351.pdf The petition was signed by Betty Henderson, secretary/treasurer of the Company. LODGIAN INC: Posts $7.3 Million Net Loss in Quarter Ended June 30 ----------------------------------------------------------------- Lodgian, Inc., posted a net loss of $7,317,000 for three months ended June 30, 2009, compared with a net income of $6,367,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $14,399,000 compared with a net loss of $1,151,000 for the same period in 2008. At June 30, 2009, the Company's balance sheet showed total assets of $528,425,000, total liabilities of $356,156,000 and stockholders' equity of $172,269,000. Going Concern Doubt The Company related that in the absence of an extension, refinancing or repayment of Pools 1 and 3, raise substantial doubt about its ability to continue as a going concern. Approximately $120 million of the Company's outstanding mortgage debt was scheduled to mature in July 2009, and the current severe economic recession has impacted the Company's operating results, which affects operating cash flows well as the ability to refinance the maturing indebtedness. The $120 million of mortgage indebtedness, which was originated in June 2004 by Merrill Lynch and securitized in the collateralized mortgage-backed securities market, was divided into three pools of indebtedness referred to by the Company as the Merrill Lynch Fixed Rate Pools 1, 3 and 4. The Company has reached agreements with the special servicers of Pools 1 and 4 to extend the maturity dates to July 1, 2010, and July 1, 2012, respectively, and has already started the process of refinancing Pool 1 in anticipation of the 2010 maturity date. However, management can provide no assurance that the Company will be able to refinance Pool 1. The Company has also entered into an agreement to extend the maturity date of Pool 3 to Oct. 1, 2009, and the Company and the special servicer are in negotiations concerning a longer-term maturity extension for Pool 3. However, management can provide no assurance that the Company will be able to refinance or extend Pool 3. In the event that the Company is unable to achieve a long-term extension of Pool 3, the Company expects that anticipated cash flow from the hotels securing Pool 3 may not be sufficient to meet the related debt service obligations in the near-term. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4166 About Lodgian Lodgian Inc. -- http://www.lodgian.com/-- is one of the nation's largest independent hotel owners and operators. The Company currently owns or manages a portfolio of 38 hotels with 7,078 rooms located in 22 states. Of the company's 38-hotel portfolio, 18 are InterContinental Hotels Group brands (Crowne Plaza, Holiday Inn, Holiday Inn Select and Holiday Inn Express), 12 are Marriott brands (Marriott, Courtyard by Marriott, SpringHill Suites by Marriott, Residence Inn by Marriott and Fairfield Inn by Marriott), two are Hilton brands, and five are affiliated with other nationally recognized franchisors including Starwood, Wyndham and Carlson. One hotel is an independent, unbranded property, which is currently closed and held for sale. LUXURY OUTER BANKS: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Luxury Outer Banks Homes, LLC P.O. Box 329 Kill Devil Hills, NC 27948 Case No.: 09-06678 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Randy D. Doub Debtor's Counsel: Trawick H. Stubbs Jr., Esq. Stubbs & Perdue, P.A. P.O. Drawer 1654 New Bern, NC 28563 Tel: (252) 633-2700 Fax: (252) 633-9600 Email: efile@stubbsperdue.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Kimberly H. Lane, the company's manager. Debtor's List of 2 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Currituck County Tax Unknown Attn: Manger or Agent Dare Co. Tax Dept. Unknown Attn: Manager or Agent LV SENSORS: Puts Intellectual Property Up for Sale After Closure ---------------------------------------------------------------- Scott Denne posted at The Wall Street Journal blog, Venture Capital Dispatch, that LV Sensors Inc. has put its intellectual property up for sale after it closed in spring, when it failed to raise new capital. According to VentureWire, Dave Wanek at Western Technology Investment said that his firm is acting as a secured lender to find a buyer for LV Sensors' intellectual property. The Dispatch says that LV Sensors raised about $27 million in two rounds of venture capital -- the $12 million Series A provided by Mayfield Fund and U.S. Venture Partners, and a $15 million Series B in 2007 led by Panorama Capital. LV Sensors had released few details of its technology at the time of the closure and a buyer was lined up for the assets shortly after the Company's closure, but Mr. Wanek said that the deal collapsed during due diligence, The Dispatch relates. According to the report, Mr. Wanek wouldn't name the potential buyer. Malaga's Plaxo page says that LV Sensors was sold to Atmel Corp. in May 2009. Citing Mr. Wanek, The Dispatch states that Western Technology is negotiating with other interested companies to sell the assets. LV Sensors Inc. made semiconductors aimed at the automotive market. It designed micro-electromechanical devices that were to be used as wireless sensors in automobiles. MAGNA ENTERTAINMENT: Hearing Slated on MID Shareholders' Concerns ----------------------------------------------------------------- MI Developments Inc. said that, at the request of certain MID Class A shareholders, the Ontario Securities Commission has called a hearing regarding MID's ability to rely on certain exemptions from the requirements to obtain minority shareholder approval and formal valuations under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions in respect of transactions with Magna Entertainment Corp. MID believes that the application of the MID Class A shareholders is without merit and MID will vigorously defend against the application. The hearing will commence on September 9, 2009. MID has not made any decisions regarding its participation in transactions with MEC at this time and MID will continue to evaluate whether to do so during the course of MEC's Chapter 11 process. MID is a real estate operating company engaged primarily in the acquisition, development, construction, leasing, management, and ownership of a predominantly industrial rental portfolio leased primarily to Magna International Inc. and its subsidiaries in North America and Europe. MID also acquires land that it intends to develop for mixed-use and residential projects. MID holds a majority equity interest in MEC, an owner and operator of horse racetracks, and a supplier, via simulcasting, of live horseracing content to the inter-track, off-track and account wagering markets. MEC has filed a voluntary petition for reorganization under Chapter 11 of the U.S. Bankruptcy Code. About Magna Entertainment Based in Aurora, Ontario, Magna Entertainment Corp. is North America's largest owner and operator of horse racetracks based on revenue. The Company develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International, Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a fifty% interest in HorseRacing TV(R), a 24-hour horse racing television network, and TrackNet Media Group LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Following its failure to meet obligations to lenders led by PNC Bank, National Association, and Wells Fargo Bank, National Association, and controlling shareholder MI Developments Inc.'s decision not to provide further financial backing, Magna Entertainment Corp. and 24 affiliates filed for Chapter 11 on March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720). Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, have been engaged as bankruptcy counsel. L. Katherine Good, Esq., and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., are the Debtors' local counsel. Miller Buckfire & Co. LLC, has been tapped as financial advisor and Kurtzman Carson Consultants LLC, as claims agent. Magna Entertainment Corp. had total assets of US$1.054 billion and total liabilities of US$947.3 million based on unaudited consolidated financial statements as of December 31, 2008. MAGUIRE PROPERTIES: No Bankruptcy Plans; to Surrender Buildings --------------------------------------------------------------- Maguire Properties Inc. may relinquish control of seven Southern California buildings with $1.06 billion of debt and said it's not planning on filing for bankruptcy. "We are not considering bankruptcy," Chief Executive Officer Nelson Rising said in an August 10 conference call, according to Bloomberg. "And we feel the course we're on is a far better course of action." The Company has formally disclosed its second quarter 2009 results on a Form 10-Q, where it warned, "We may not have the cash necessary to repay our debt as it matures. Therefore, failure to refinance or extend our debt as it comes due, or a failure to satisfy the conditions and requirements of such debt, could result in an event of default that could potentially allow lenders to accelerate such debt. If our debt is accelerated, our assets may not be sufficient to repay such debt in full, and our available cash flow may not be adequate to maintain our current operations. If we are unable to refinance or repay our debt as it comes due (particularly in the case of loans with recourse to our Operating Partnership) and maintain sufficient cash flow, our business, financial condition, results of operations and common stock price will be materially and adversely affected, and we may be required to file for bankruptcy protection." Net loss for three months ended June 30, 2009 was $428,608,000, compared with a $112,726,000 net loss during the year-ago period. As of June 30, 2009, assets total $4,392,301,000 against debts of $4,866,253,000, for a stockholders' deficit of $473,952,000. A copy of the Company's second quarter report on Form 10-Q is available for free at http://researcharchives.com/t/s?416f Plan to Give Up 6 Properties Maguire Properties said in an August 10 statement that its Board of Directors has approved management's plan to seek to dispose of four former EOP/Blackstone assets and two other assets in cooperation with lenders as well as Park Place I and certain parking areas and development rights. During the quarter ended June 30, 2009, the Company recorded a non-cash impairment charge of approximately $345 million associated with these assets. Mr. Rising, the CEO, said in the statement, "We remain sharply focused on our liquidity issues. We believe a successfully executed Board-approved plan will eliminate the adverse effect these assets have had on the Company's cash position." The Company's Board of Directors has approved the disposal of Park Place I and certain parking areas and development rights as well as the following assets as part of its asset disposition plan: * Stadium Towers in Central Orange County; * Park Place II in Irvine; * 2600 Michelson in Irvine; * Pacific Arts Plaza in Costa Mesa; * 550 South Hope in Downtown Los Angeles; and * 500 Orange Tower in Central Orange County. The Company has contacted the master servicers of the mortgage loans encumbering the named properties and has apprised them that it will no longer continue to fund the cash shortfall associated with the respective mortgages. The Company intends to work cooperatively with the master and special servicers and has expressed a willingness to continue to manage the properties until such time the CMBS special servicer appoints a receiver. The Company has a practice of working collaboratively with lenders and over the last year has completed a number of transactions that achieved favorable results for all parties. A copy of the Company's August 10 statement is available for free at: http://researcharchives.com/t/s?4170 About Maguire Properties, Inc. Maguire Properties, Inc. is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high- quality office properties in the Southern California market. Maguire Properties, Inc. is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. For more information on Maguire Properties, visit its website at www.maguireproperties.com. MAGUIRE PROPERTIES: Completes Sale at Park Place in Irvine, Calif. ------------------------------------------------------------------ Maguire Properties, Inc. (NYSE: MPG), on August 11 announced that it has completed a deed in lieu transaction of Park Place I office featuring 1.7 million square feet and the sale of certain parking areas and development rights within the Park Place campus in Irvine, California. Proceeds from the sales were approximately $17.0 million and will be used for general corporate purposes. Nelson Rising, Maguire's President and Chief Executive Officer, said, "We are extremely pleased with the swift and timely execution of these transactions which represents another step in our program of working cooperatively with lenders. As previously stated, the Company's Board of Directors approved a plan to dispose of a number of identified assets including Park Place I. The Company moved quickly with the lender to achieve a satisfactory result for all parties." About Maguire Properties, Inc. Maguire Properties, Inc. is the largest owner and operator of Class A office properties in the Los Angeles central business district and is primarily focused on owning and operating high- quality office properties in the Southern California market. Maguire Properties, Inc. is a full-service real estate company with substantial in-house expertise and resources in property management, marketing, leasing, acquisitions, development and financing. For more information on Maguire Properties, visit its website at www.maguireproperties.com. As of June 30, 2009, assets total $4,392,301,000 against debts of $4,866,253,000, for a stockholders' deficit of $473,952,000. Net loss for three months ended June 30, 2009 was $428,608,000, compared with a $112,726,000 net loss during the year-ago period. The Company said, in its second quarter report on Form 10-Q, if it is unable to refinance or repay its debt as it comes due and maintain sufficient cash flow, its business will be adversely affected, and it may be required to seek for bankruptcy protection. MANTIFF CHEYENNE: Court Okays Sale of Cheyenne Hotel ---------------------------------------------------- The Associated Press reports that the U.S. Bankruptcy Court for the District of New Jersey has approved Mantiff Cheyenne Hospitality, LLC's sale of the Ramada Hitching Post Inn to HCW Hospitality for $3.7 million. According to The AP, the Court gave Mantiff Cheyenne and Ramada Hitching until August 31 to close the deal. As of July 28, Ramada Hitching owed Fidelity Bank $4.3 million, court documents say. Farifield, New Jersey-based Mantiff Cheyenne Hospitality, LLC purchased Cheyenne-based, three-star hotel Ramada Hitching Post Inn in 2006, months after the hotel's longtime owner, Paul Smith, died of cancer. Mr. Smith had owned and operated the hotel since 1982, when he bought it from his parents. Mantiff Cheyenne -- dba Ramada Hitching Post Inn, fka Best Western Hitching Post Inn -- filed for Chapter 11 bankruptcy protection on February 3, 2009 (Bankr. D. N.J. Case No. 09-12621). Joseph J. DiPasquale, Esq., at Trenk DiPasquale Webster Della Fera & Sodono PC assists the company in its restructuring effort. The Company listed $4,828,347 in assets and $8,484,103 in debts. MD MOODY: Taps Keller & Bolz and Blackburn as Special Counsels -------------------------------------------------------------- M.D. Moody & Sons, Inc., and its debtor-affiliates ask the Bankruptcy Court for the Middle District of Florida to employ Keller & Bolz, LLP, and Blackburn & Company, L.C., as special counsels. Keller & Bolz will represent the Debtors in connection with the prosecution of claims against Roland McLean, Robert Simmons and Sky Construction & Engineering, Inc. Dennis L. Blackburn at Blackburn & Company will represent the Debtors in general corporate and tax matters. The Debtors relate that they will ensure or minimize duplication of legal services provided. The Debtors also selected Huron Consulting Services, LLC, as their financial advisor. Blackburn & Company tells the Court that the firm's hourly rate range from $190 to $300 and that Mr. Blackburn's hourly rate is $300. Keller & Bolz added that the firm is yet to file its fee applications. To the best of the Debtors' knowledge, Keller & Bolz and Blackburn & Company are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. The firms can be reached at: Keller & Bolz, LLP 121 Majorca Avenue, Suite 200 (Coral Gables) Miami, FL 33134 Tel: (305) 529-8500 Fax: (305) 529-0228 Blackburn & Company, L.C. Building 500, 5150 Belfort Road South Jacksonville, FL 32256 Tel: (904) 296-7713 Fax: (904) 296-7716 (904) 493-0384 About M.D. Moody & Sons, Inc. Jacksonville, Florida-based M.D. Moody & Sons, Inc., operates a construction equipment distributing business. The Company and its affiliates filed for Chapter 11 on July 28, 2009 (Bankr. M.D. Fla. Lead Case No. 09-06247.) Richard R. Thames, Esq., at Stutsman Thames & Markey, P.A., represents the Debtors in their restructuring efforts. In their petition, the Debtors said their assets and debts both range from $10,000,001 to $50,000,000. MD MOODY: U.S. Trustee Sets Meeting of Creditors for September 9 ---------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors in M.D. Moody & Sons, Inc.'s Chapter 11 case on Sept. 9, 2009, at 12:00 p.m. The meeting will be held at First Floor, 300 North Hogan St. Suite 1-200, Jacksonville, Florida. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Jacksonville, Florida-based M.D. Moody & Sons, Inc., operates a construction equipment distributing business. The Company and its affiliates filed for Chapter 11 on July 28, 2009 (Bankr. M. D. Fla. Lead Case No. 09-06247.) Richard R. Thames, Esq. at Stutsman Thames & Markey, P.A. represents the Debtors in their restructuring efforts. The Debtor also selected Keller & Bolz, LLP, and Blackburn & Company, L.C., as special counsels. In their petition, the Debtors said their assets and debts both range from $10,000,001 to $50,000,000. MEGA MEDIA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Mega Media Group, Inc. 1122 Coney Island Avenue, Suite 205 Brooklyn, NY 11230 Bankruptcy Case No.: 09-46811 Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. ------ -------- Echo Broadcasting Group Feller 09-46813 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Jerome Feller Debtor's Counsel: Bonnie Pollack, Esq. Cullen & Dykman LLP 100 Quentin Roosevelt Boulevard Garden City, NY 11530 Tel: (516) 296-9143 Fax: (516) 357-3792 Email: bpollack@cullenanddykman.com Matthew G. Roseman, Esq. Cullen & Dykman LLP 100 Quentin Roosevelt Boulevard Garden City, NY 11530 Tel: (516) 296-9143 Total Assets: $180,000 Total Debts: $3,564,061 A full-text copy of the Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nyeb09-46811.pdf The petition was signed by Aleksandr Shvarts, CEO of the Company. MEMORIAL SERVICE: Receiver Files $600MM Insurance Fraud Suit ------------------------------------------------------------ The Special Deputy Receiver of the insolvent Lincoln Memorial Life and Memorial Service Life Insurance Companies, along with the country's participating life and health insurance guaranty associations, which have been paying death benefits under insurance policies issued by the two related life insurance companies associated with National Prearranged Services, Inc., has sued the former executives, lawyers, accountants, investment advisors, and trustees of the pre-need funeral plan and life insurance companies alleging the entire enterprise was more than a $600 million racket supported by the malfeasance of former management and their professional advisors. Approximately 149,000 people in 47 states bought NPS pre-need funeral contracts through their local funeral homes. The vast majority of the pre-need funeral contracts were purportedly backed by life insurance policies issued by Lincoln Memorial and Memorial Service. Both Lincoln Memorial and Memorial Service were placed in receivership in Texas along with NPS on May 14, 2008. Among its 27 claims for relief, the suit seeks treble and punitive damages under the federal Racketeer Influenced and Corrupt Organizations Act, the Lanham Act, and state consumer protection acts. Suit was filed Thursday in federal district court in St. Louis by Reilly Pozner LLP, a Denver-based national trial firm whose partners have successfully represented state insurance guaranty associations in the past, most recently recovering $30 million from a regional brokerage firm on their behalf. That result flowed from the liquidation of Midwest Life Insurance Company and followed three successful jury trials in Colorado, Washington, and Iowa, the latter a three-month trial over the failed annuity provider. Plaintiffs in the action include the National Organization of Life and Health Insurance Guaranty Associations, various state guaranty associations, including those of Missouri, Texas, and Illinois, and the appointed Special Deputy Receiver of the three failed companies, Donna J. Garrett. Among the several dozen defendants are: NPS founder J. Douglas Cassity, a disbarred lawyer and convicted felon, his wife and two sons; Randall K. Sutton, NPS' former president; attorneys and former NPS general counsel Howard A. Wittner and Katherine P. Scannell and the law firm, Wittner, Spewak & Maylock; investment advisor David Wulf and the investment advisory firm Wulf Bates & Murphy; and banks which became involved as trustees, including Bremen Bank & Trust Company, Marshall & Ilsley Trust Company, Southwest Bank, Bank of America, and Comerica and American Stock Transfer and Trust Co. The 130-page complaint details years of systematic collusion, conversion, and fraud -- the alleged looting of hundreds of millions of funds. It can be viewed at: http://www.rplaw.com/pdf/NPS-Lincoln_Memorial_Complaint.pdf To contact: Reilly Pozner LLP Dan Reilly, Esq. Tel: (303) 888-5748 Larry Pozner, Esq. Tel: (303) 888-7063 MO'S BBQ: Voluntary Chapter 11 Case Summary ------------------------------------------- Debtor: Mo'S BBQ & Catering, L.P. dba MO'S BBQ 15103 Margeson Houston, TX 77084 Bankruptcy Case No.: 09-35848 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Marvin Isgur Debtor's Counsel: Calvin C. Braun, Esq. Orlando & Braun LLP 3401 Allen Parkway, Suite 101 Houston, TX 77019 Tel: (713) 521-0800 Fax: (713) 521-0842 Email: calvinbraun@orlandobraun.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Charles E. Jackson. METALDYNE CORP: MD Investors Wins Auction for All Assets -------------------------------------------------------- The auction of substantially all of Metaldyne Corp.'s assets concluded on August 6 and MD Investors Corporation, having submitted the highest and best bid, was named the successful bidder. Metaldyne also had a hearing at which it sought approval of the sale from the U.S. Bankruptcy Court for the Southern District of New York. A favorable ruling from the Court is anticipated this week. The sale would involve Metaldyne's Powertrain, Balance Shaft Module, Tubular Products, and Chassis assets to MD Investors. MD Investors is a new company formed by a coalition of Metaldyne's existing term lenders led by The Carlyle Group, a well-respected private equity firm, and Solus Alternative Asset Management LP, an SEC-registered investment advisor. MD Investors has agreed to purchase most of the company's assets under a 363 sale. Under U.S. bankruptcy law, a 363 sale allows a sale of assets on a going concern basis prior to confirmation of a plan of reorganization where a good business reason exists. The sale is the result of a process commenced after the filing by Metaldyne and its U.S. subsidiaries of voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code on May 27. Under the terms of the parties' asset purchase agreement, MD Investors will purchase the following assets: -- All of Metaldyne's Sintered Products, European Forgings and Vibration Controls Products operations located in Europe, Asia, Brazil, Mexico, and the United States -- Plants in Bluffton, Ind.; Litchfield, Mich., and, subject to Certain conditions, Twinsburg, Ohio -- Metaldyne's balance shaft module operations, which are located at Metaldyne's plants in Fremont, Ind., and Pyeongtaek, Korea -- Metaldyne's tubular products operations housed at Metaldyne's Hamburg, Mich., plant, which produces fabricated exhaust manifolds and other tube-formed products -- Metaldyne's' chassis operations in Edon, Ohio; Barcelona, Spain, Iztapalapa, Mexico, and subject to certain conditions, operations in Greensboro, N.C. "We are very pleased Carlyle, Solus, and a group of our term lenders have agreed to purchase substantially all of Metaldyne's businesses," said Thomas A. Amato, chairman, president and CEO of Metaldyne. "It has always been our plan to divest our better performing operations in connection with our overall Chapter 11 restructuring. We believe the sale of these businesses as a going concern represents the best way to continue to serve our customers and preserve as many jobs as possible. "We are also pleased Metaldyne is moving through the bankruptcy process swiftly and on plan. The highly competitive sale process in this challenging market is a testament to the strength of our businesses, technology and the commitment of our employees." Under the purchase agreement, MD Investors is purchasing the assets with a combination of cash, assumption of liabilities, a "credit bid" and other forms of valuable consideration. In particular, MD Investors is paying approximately $40 million in cash, assuming certain liabilities, including certain obligations to Metaldyne's suppliers, and is credit bidding more than $400 million of secured term debt. MD Investors has also agreed to provide various other forms of valuable consideration to unsecured creditors. The proposed sale transaction has the support of virtually all of Metaldyne's stakeholders, including customers, other secured lenders, the committee of unsecured creditors and, of course, employees. Metaldyne hopes to consummate the sale in the upcoming weeks. About Metaldyne Corporation Headquartered in Plymouth, Michigan, Metaldyne Corporation -- http://www.metaldyne.com/-- is a wholly owned subsidiary of Asahi Tec, a Shizuoka, Japan-based chassis and powertrain component supplier in the passenger car/light truck and medium/heavy truck segments. Asahi Tec is listed on the Tokyo Stock Exchange. Metaldyne is a global designer and supplier of metal based components, assemblies and modules for transportation related powertrain and chassis applications including engine, transmission/transfer case, wheel end, and suspension, axle and driveline, and noise and vibration control products to the motor vehicle industry. On January 11, 2007, in connection with a plan of merger, Asahi Tee Corporation in Japan acquired the shares of Metaldyne. On the same date, Asahi Tee contributed those shares to Metaldyne Holdings, and Asahi Tee thereby became the indirect parent of Metaldyne and its other units. RHJ International S.A. of Belgium now holds approximately 60.1% of the outstanding capital stock of Asahi Tec. The Company owns 23 different properties, including 14 domestic manufacturing facilities in six states, and more than 10 manufacturing facilities North America, Europe, South America and Asia. Metaldyne Corporation aka MascoTech, Inc., aka MascoTech Harbor, Inc., Riverside Acquisition Corporation and Metaldyne Subsidiary Inc. and its affiliates filed for Chapter 11 on May 27, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-13412). The filing did not include the company's non-U.S. entities or operations. Richard H. Engman, Esq., at Jones Day represents the Debtors in their restructuring efforts. Judy A. O'Neill, Esq., at Foley & Lardner LLP serves as conflicts counsel; Lazard Freres & Co. LLC and AlixPartners LLP as financial advisors; and BMC Group Inc. as claims agent. For the fiscal year ended March 29, 2009, the company recorded annual revenues of approximately US$1.32 billion. As of March 29, 2009, utilizing book values, the company had assets of approximately US$977 million and liabilities of US$927 million. MIRANT CORP: Appeal Resolved on Deal With Alliance Entities ----------------------------------------------------------- Judge Terry R. Means of the U.S. District Court for the Northern District of Texas, Fort Worth Division, ordered to close the appeal of Alliance Energy Renewables and AER NY-GEN, LLC, to Bankruptcy Court Judge Michael Lynn's order denying the Alliance Entities' request to direct Mirant New York, Inc., to: (a) pay all costs and expenses of a lawsuit filed by Robert and June Barrett against Mirant NY-Gen, LLC, in the New York State Supreme Court, Sullivan County; and (b) pay all expenses incurred in a cross-claim asserted by Mirant NY-Gen, LLC, in a legal dispute arising from the Woodstone Companies' efforts to restrict access to a Toronto reservoir behind the Swinging Bridge hydro electric facility owned by Mirant NY-Gen. Judge Means' decision was a result of an agreement-in-principle reached by the Alliance Entities and Mirant NY-Gen. About Mirant Corp. Mirant Corporation -- http://www.mirant.com/-- produces and sells electricity in the United States. Mirant owns or leases approximately 10,097 megawatts of electric generating capacity. The company operates an asset management and energy marketing organization from its headquarters in Atlanta, Georgia. Mirant Corporation filed for Chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on January 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtor in its restructuring. When the Debtor filed for protection from its creditors, it listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on Jan. 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included in the parent's bankruptcy exit plan. In February 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and Disclosure Statement. The Court confirmed an amended version of the Plan on May 7, 2007. Mirant NY-Gen emerged from Chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan. The Court confirmed Mirant Lovett's Plan on Sept. 19, 2007. Mirant Lovett emerged from bankruptcy on Oct. 2, 2007. Bankruptcy Creditors' Service, Inc., publishes Mirant Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Mirant Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the Troubled Company Reporter on March 23, 2009, Fitch Ratings affirmed Mirant Corp. and its subsidiaries' Issuer Default Ratings at 'B+'. Fitch also affirmed the companies' other existing ratings as shown in the list of rating actions at the end of this release. The Rating Outlook for MIR and each of its listed subsidiaries remains Stable. In December 2008, Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Mirant and its subsidiaries, Mirant North America LLC and Mirant Americas Generating LLC following a full review of the company. S&P rated Mirant and all of its subsidiaries, including Mirant Mid-Atlantic, on a consolidated basis. Mirant has a weak business profile, reflecting exposure to merchant power commodity markets, environmental emissions compliance due to coal fuel use, and debt refinancing, according to S&P. These risks are mitigated by a large, base-load coal asset position, some geographic diversity, and solid plant operations. MIRANT CORP: Castex Appeals Stay Denial Before Circuit Court ------------------------------------------------------------ Castex Energy, Inc., Castex Energy 1995 LP, Castex Energy 1996 LP, and LaTerre Co., Ltd., filed an interlocutory appeal to the U.S. Court of Appeals for the Fifth Circuit from Judge Terry R. Means' April 3, 2009, order denying the Castex Entities' motion to stay or dismiss the case in favor of arbitration. Castex Energy, Inc., is a privately owned, Houston-based oil and gas exploration and production company. Castex Energy, Inc., is the managing general partner of each of the Castex entities and operates the majority of the assets on behalf of each entity. On June 14, 2001, Mirant Americas Energy Capital, LP, and Castex executed a Purchase and Sale Agreement whereby MAEC agreed to purchase 75% of Castex's rights, titles and interests in certain oil and gas interests and lands located in Louisiana, specifically in the parishes of Cameron, Terrebonne, Iberia, Lafourche, Jefferson Davis and Vermilion; and Castex agreed to transfer to MAEC 75% of the capital stock in Castex LaTerre, Inc., for $198,750,000. The transaction was completed on August 31, 2001. On October 16, 2002, Mirant Americas Production Company, Mirant South Louisiana Production, LLC, and Mirant South Louisiana Fee, LLC, on the one hand, and Castex 1995, LaTerre and Castex, on the other hand, executed a Purchase and Sale Agreement. Under the 2002 Agreement, MAPCO, MSLP and MSLF agreed to sell the Property back to Castex 1995, LaTerre and Castex for $134,633,939. The 2002 Agreement was completed on December 11, 2002. As a result of the Agreement, Castex reacquired its 75% interest. Castex subsequently sold its 100% interest in that property in December 2002 to Apache Corp. for $260,000,000, nearly double the price paid for the 75% interest in the property sold under the 2002 Purchase Agreement. In July 2005, the Mirant Entities filed an adversary proceeding against the Castex Entities in the U.S. Bankruptcy Court for the Northern District of Texas seeking to recover the deemed fraudulent transfers from the Castex Entities. In March 2007, the adversary proceeding was transferred to the District Court after the Castex Entities moved to withdraw reference to the District Court. The Castex Entities filed a request in the District Court to dismiss the case or stay the proceeding pending arbitration. Judge Means, in his April 2009 opinion, ruled that the Castex Entities have substantially invoked the judicial process causing prejudice to MCAR and have thereby waived their right to arbitrate. Judge Means noted, among others, that there does not appear to be any dispute in the case over the existence or validity of the agreement to arbitrate or whether the claims at issue fall within the scope of the agreement. Judge Means, however, ruled that the Castex Entities waived their right to arbitrate by engaging in significant litigation conduct and delaying for 27 months since the adversary was filed and 18 months since the first amended complaint was filed before demanding arbitration. Judge Means further noted that the Castex Entities' attempts at "reserving" their right to arbitrate in their answer and various other filings, including in their motions to dismiss, demonstrate that they have been fully aware of their right to arbitrate since the outset of the litigation. Use of the federal court system to advance one's legal position only to seek to finish the suit in arbitration when the suit could have proceeded to arbitration immediately is not viewed with favor in this circuit, Judge Means concluded. About Mirant Corp. Mirant Corporation -- http://www.mirant.com/-- produces and sells electricity in the United States. Mirant owns or leases approximately 10,097 megawatts of electric generating capacity. The company operates an asset management and energy marketing organization from its headquarters in Atlanta, Georgia. Mirant Corporation filed for Chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on January 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtor in its restructuring. When the Debtor filed for protection from its creditors, it listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on January 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included in the parent's bankruptcy exit plan. In February 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and Disclosure Statement. The Court confirmed an amended version of the Plan on May 7, 2007. Mirant NY-Gen emerged from Chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan. The Court confirmed Mirant Lovett's Plan on September 19, 2007. Mirant Lovett emerged from bankruptcy on October 2, 2007. Bankruptcy Creditors' Service, Inc., publishes Mirant Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Mirant Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the Troubled Company Reporter on March 23, 2009, Fitch Ratings affirmed Mirant Corp. and its subsidiaries' Issuer Default Ratings at 'B+'. Fitch also affirmed the companies' other existing ratings as shown in the list of rating actions at the end of this release. The Rating Outlook for MIR and each of its listed subsidiaries remains Stable. In December 2008, Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Mirant and its subsidiaries, Mirant North America LLC and Mirant Americas Generating LLC following a full review of the company. S&P rated Mirant and all of its subsidiaries, including Mirant Mid-Atlantic, on a consolidated basis. Mirant has a weak business profile, reflecting exposure to merchant power commodity markets, environmental emissions compliance due to coal fuel use, and debt refinancing, according to S&P. These risks are mitigated by a large, base-load coal asset position, some geographic diversity, and solid plant operations. MIRANT CORP: Court Approves Settlement With Southern Co. & PX ------------------------------------------------------------- Mirant Corporation obtained from the Bankruptcy Court approval of a settlement and release agreement, dated September 17, 2008, as amended by the first Waiver to Settlement and Release Agreement dated as of June 9, 2009, with MC Asset Recovery, LLC, The California Power Exchange Corporation, and The Southern Company. The settlement resolves a long-standing dispute among the Debtors, the PX, and Southern relating to the reimbursement of attorneys' fees and costs incurred by the PX in connection with the Debtors' Chapter 11 cases. The disputes are the subject of an adversary complaint still pending before the Court. The Settlement Agreement, approved by the Federal Energy Regulatory Commission, resolves the adversary proceeding and other disputes between the parties. PX filed Claims Nos. 6531 and 6540 asserting potential claims with respect to the participation agreement entered into between the PX and Mirant Americas Energy Marketing, L.P. Southern executed a guarantee in favor of the PX to secure MAEM's obligations under the participation agreement. Claim Nos. 6531 and 6540 include claims for attorneys' fees. In 2005, Old Mirant, various of its subsidiaries, and the Official Committee of Unsecured Creditors filed an adversary proceeding against Southern. MCAR substituted as the sole plaintiff in that adversary proceeding. Subsequently, the United States District Court for the Northern District of Texas granted motions filed by Southern requesting withdrawal of the reference of the adversary proceeding from the Bankruptcy Court and transfer of the proceeding to the United States District Court for the Northern District of Georgia. The removed and transferred action became Case No. 06-0417, styled as MC Asset Recovery LLC v. The Southern Company or the "Georgia Action". In 2006, the PX demands that Southern pay $1,172,807 under the Guarantees on account of legal fees incurred by the PX in connection with MAEM's bankruptcy proceedings. In 2007, Mirant commenced a separate adversary proceeding against the PX seeking a judgment declaring that the PX's demand that Southern pay the legal fees violates the California Settlement, which was entered among Old Mirant and certain of its subsidiaries, the California Attorney General, the California Public Utilities Commission, the California Department of Water Resources, the California Electricity Oversight Board, Pacific Gas and Electric Company, Southern California Edison Company, San Diego Gas & Electric Company and the Federal Energy Regulatory Commission's Office of Market Oversight and Investigations. The California Settlement became effective on April 15, 2005. The California Settlement led to the resolution of the PX's Proofs of Claim. To the extent the PX's Proofs of Claim were filed on behalf of the parties to the California Settlement, they were deemed duplicative and therefore resolved by the California Settlement. To the extent the PX's Proofs of Claim were asserted on behalf of other PX market participants, they were transferred to the real parties-in-interest and have been resolved. In full satisfaction of its individual claims, the PX received an administrative claim that has been paid. Southern asserted a claim for indemnification against the Debtors in the event that it is forced to pay the Fees pursuant to the PX Guarantees. Mirant and Southern both dispute that Southern is obligated to pay any amounts to the PX under the PX Guarantees. Mirant disputes its obligation to indemnify Southern. To resolve the issues, on September 17, 2008, the Parties executed the Settlement Agreement. MCAR and Southern have agreed to settle the Georgia Action, and implementation of that settlement is expected to result in the dismissal of the Georgia Action. The terms of the Settlement Agreement are: (a) Southern will pay $300,000 to the PX in full and complete settlement and satisfaction of any and all claims of the PX under the PX Guarantees, including any claims for Fees. (b) The PX will release the PX Guarantees and return to Mirant the Cash Collateral of approximately $393, 086, which Cash Collateral will continue to accrue interest until returned to Mirant. (c) The originals of the PX Guarantees will be returned to Southern. (d) On the Effective Date, Southern will receive an allowed Class 3 Claim in the amount of $300,000 in full and complete satisfaction of any and all of the Debtors' obligations to indemnify and reimburse Southern on account of any payments made or to be made by Southern under the PX Guarantees. The Southern PX Claims will be treated and satisfied under the terms and conditions set forth in the Plan. (e) The PX and Southern will release all claims against each other. (f) The Parties expressly acknowledge that the allowance of the Southern PX Claims will have no estoppel or res judicata effect that would impair or prevent (i) MCAR from asserting any of the claims asserted in the Georgia Action; (ii) Southern from defending against any of the claims asserted in the Georgia Action or asserting other claims against the Debtors or MCAR; or (iii) the Debtors or MCAR from objecting to any claim asserted by Southern against the Debtors or MCAR. (g) Mirant and the PX agree to act in good faith and use commercially reasonable efforts to cause the Bankruptcy Court to stay all proceedings relating to the Preliminary Injunction Motion and the Adversary Proceeding from the date that the Settlement Agreement is executed by each of the Parties through the date that the Preliminary Injunction Motion and the Adversary Proceeding are dismissed. (h) As soon as practicable following the Effective Date, Mirant will cause the Preliminary Injunction Motion to be withdrawn and the Adversary Proceeding to be dismissed, in each case, with prejudice. About Mirant Corp. Mirant Corporation -- http://www.mirant.com/-- produces and sells electricity in the United States. Mirant owns or leases approximately 10,097 megawatts of electric generating capacity. The company operates an asset management and energy marketing organization from its headquarters in Atlanta, Georgia. Mirant Corporation filed for Chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on Jan. 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtor in its restructuring. When the Debtor filed for protection from its creditors, it listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on Jan. 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included in the parent's bankruptcy exit plan. In February 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and Disclosure Statement. The Court confirmed an amended version of the Plan on May 7, 2007. Mirant NY-Gen emerged from Chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan. The Court confirmed Mirant Lovett's Plan on Sept. 19, 2007. Mirant Lovett emerged from bankruptcy on Oct. 2, 2007. Bankruptcy Creditors' Service, Inc., publishes Mirant Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Mirant Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the Troubled Company Reporter on March 23, 2009, Fitch Ratings affirmed Mirant Corp. and its subsidiaries' Issuer Default Ratings at 'B+'. Fitch also affirmed the companies' other existing ratings as shown in the list of rating actions at the end of this release. The Rating Outlook for MIR and each of its listed subsidiaries remains Stable. In December 2008, Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Mirant and its subsidiaries, Mirant North America LLC and Mirant Americas Generating LLC following a full review of the company. S&P rated Mirant and all of its subsidiaries, including Mirant Mid-Atlantic, on a consolidated basis. Mirant has a weak business profile, reflecting exposure to merchant power commodity markets, environmental emissions compliance due to coal fuel use, and debt refinancing, according to S&P. These risks are mitigated by a large, base-load coal asset position, some geographic diversity, and solid plant operations. MIRANT CORP: Final Decree Closing Ch. 11 Cases of MAEM, et al. -------------------------------------------------------------- Judge D. Michael Lynn of the United States Bankruptcy Court for the Northern District of Texas, Forth worth Division, ruled that effective June 9, 2009, the Debtors' 11 Chapter 11 cases are closed without prejudice to the rights of the New Mirant Entities or any other party in interest to seek to reopen the cases for good cause: Debtor Case No. ------ -------- Mirant Americas Energy Marketing, LP 03-46591 Mirant California, LLC 03-46592 Mirant MD Ash Management, LLC 03-46621 Mirant Special Procurement, Inc. 03-46626 MLW Development, LLC 03-46629 Mirant Americas, Inc. 03-46634 Mint Farm Generation, LLC 03-46593 Mirant Americas Procurement, Inc. 03-46642 Mirant Capital, Inc. 03-46645 Mirant Chalk Point Development, LLC 03-46647 Mirant Dickerson Development, LLC 05-90365 About Mirant Corp. Mirant Corporation -- http://www.mirant.com/-- produces and sells electricity in the United States. Mirant owns or leases approximately 10,097 megawatts of electric generating capacity. The company operates an asset management and energy marketing organization from its headquarters in Atlanta, Georgia. Mirant Corporation filed for Chapter 11 protection on July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of a confirmed Second Amended Plan on January 3, 2006. Thomas E. Lauria, Esq., at White & Case LLP, represented the Debtor in its restructuring. When the Debtor filed for protection from its creditors, it listed $20,574,000,000 in assets and $11,401,000,000 in debts. The Debtors emerged from bankruptcy on January 3, 2006. On March 7, 2007, the Court entered a final decree closing 46 Mirant cases. Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York Inc., and Hudson Valley Gas Corporation, were not included in the parent's bankruptcy exit plan. In February 2007, Mirant NY-Gen filed its Chapter 11 Plan of Reorganization and Disclosure Statement. The Court confirmed an amended version of the Plan on May 7, 2007. Mirant NY-Gen emerged from Chapter 11 on May 7, 2007. On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan. The Court confirmed Mirant Lovett's Plan on September 19, 2007. Mirant Lovett emerged from bankruptcy on October 2, 2007. Bankruptcy Creditors' Service, Inc., publishes Mirant Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Mirant Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the Troubled Company Reporter on March 23, 2009, Fitch Ratings affirmed Mirant Corp. and its subsidiaries' Issuer Default Ratings at 'B+'. Fitch also affirmed the companies' other existing ratings as shown in the list of rating actions at the end of this release. The Rating Outlook for MIR and each of its listed subsidiaries remains Stable. In December 2008, Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Mirant and its subsidiaries, Mirant North America LLC and Mirant Americas Generating LLC following a full review of the company. S&P rated Mirant and all of its subsidiaries, including Mirant Mid-Atlantic, on a consolidated basis. Mirant has a weak business profile, reflecting exposure to merchant power commodity markets, environmental emissions compliance due to coal fuel use, and debt refinancing, according to S&P. These risks are mitigated by a large, base-load coal asset position, some geographic diversity, and solid plant operations. MORGANS HOTEL: Wells Fargo & Wachovia-Led Lenders Relax Covenants ----------------------------------------------------------------- Morgans Hotel Group Co. on August 5, 2009, successfully completed an amendment to its existing line of credit. Among other things, the amendment: -- eliminates the corporate leverage test; -- reduces the corporate fixed charge coverage test to 0.90x from 1.75x; -- amends the borrowing base tests so that, among other changes, a minimum of 35% of appraised value on the New York properties securing the facilities will be available; and -- cleans up a variety of other provisions at the subsidiary level that could have triggered technical defaults. The facility's size was reduced from $220 million to $125 million and the full $125 million is currently available to be borrowed. The Company believes that, without the amendment, it would have had limited availability, if any, under the facility for the remainder of the term. Upon closing, the Company reduced its outstanding borrowings under the facility to $23.9 million and has roughly $11.1 million of outstanding letters of credit associated with the facility. The facility is secured by three of the Company's hotels: Delano, Royalton and Morgans. The interest rate is LIBOR plus 3.75% with a LIBOR floor of 1.0% and the maturity is October 5, 2011. The facility is led by Wells Fargo/Wachovia. Other lenders in the facility include Citibank, Aareal, Bank of America, Allied Irish, KBC Bank and Midfirst. In June 2009, the $40 million non-recourse mortgage and mezzanine loans at Mondrian Scottsdale matured and were not repaid. MHG is continuing to operate Mondrian Scottsdale and accruing interest. MHG is discussing various options with the lenders. MHG does not intend to commit significant monies toward the repayment of the loans or the funding of operating deficits. The Mondrian South Beach joint venture's non-recourse mortgage and mezzanine loans matured on August 1, 2009, and were not repaid by the joint venture. MHG is continuing to operate Mondrian South Beach. The joint venture is in discussion with the lender to extend the maturity. MHG estimates that its total future capital commitments for development projects for the remainder of 2009 will be approximately $13 million, primarily to fund the outstanding letters of credit at Hard Rock. With the re-launch of Mondrian Los Angeles and Morgans in September 2008, all major renovation projects have been completed and there are no significant deferred capital expenditure requirements at our owned hotels. Additionally, MHG intends to utilize its net operating losses of approximately $100 million to offset future income, including potential gains on the sale of assets or interest therein as part of its long-term strategy to reduce its ownership interests in hotels. As of June 30, 2009, consolidated debt excluding the Clift lease obligation was $776.5 million and cash and cash equivalents were $165.2 million, which includes approximately $139.3 million MHG had borrowed under its revolving credit facility. About Morgans Hotel Group Morgans Hotel Group Co. -- http://www.morganshotelgroup.com/-- operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in Miami, Mondrian in Los Angeles, Mondrian in Scottsdale and Mondrian in South Beach, Clift in San Francisco, and Sanderson and St Martins Lane in London. MHG and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. MHG has other property transactions in various stages of completion, including projects in SoHo, New York; Las Vegas, Nevada; Palm Springs, California; Boston, Massachusetts; and Dubai, UAE. NATIONAL COAL: Lenders Foreclosed on Alabama Unit Capital Stock --------------------------------------------------------------- National Coal of Alabama on July 21, 2009, defaulted on its $60 million credit facility. On August 3, 2009, the holders of the 12% Notes due 2012 foreclosed on the outstanding capital stock of NCA. As a result, according to National Coal Corp., the entire debt obligation in default of $64.3 million has been classified as a current liability in National Coal Corp.'s balance sheet at June 30, 2009. National Coal Corp. acquired its Alabama operations in October 2007, financed principally through the issuance of $60 million in 12% Notes due 2012. As of June 30, 2009, NCA accounted for roughly 56% of National Coal Corp.'s debt and liabilities, roughly 39% of its consolidated revenues for the six months then ended, and about 17% of its December 2008 total reserves. No creditor of NCA, including the holders of the 12% Notes due 2012, has any recourse to National Coal Corp. or its other subsidiaries including NCC's Tennessee operating entities for any liabilities of NCA, including liabilities arising under the credit agreement. Therefore, the operations of National Coal Corp. and its other subsidiaries will continue independently of any actions taken with respect to NCA and its assets. About National Coal Headquartered in Knoxville, Tenn., National Coal Corp. -- http://www.nationalcoal.com/-- through its wholly owned subsidiary, National Coal Corporation, is engaged in coal mining in East Tennessee. Currently, National Coal employs about 325 people. National Coal sells steam coal to electric utilities and industrial companies in the Southeastern United States. NATIONAL PREARRANGED: Former Execs, et al., Face $600MM Fraud Suit ------------------------------------------------------------------ The Special Deputy Receiver of the insolvent Lincoln Memorial Life and Memorial Service Life Insurance Companies, along with the country's participating life and health insurance guaranty associations, which have been paying death benefits under insurance policies issued by the two related life insurance companies associated with National Prearranged Services, Inc., has sued the former executives, lawyers, accountants, investment advisors, and trustees of the pre-need funeral plan and life insurance companies alleging the entire enterprise was more than a $600 million racket supported by the malfeasance of former management and their professional advisors. Approximately 149,000 people in 47 states bought NPS pre-need funeral contracts through their local funeral homes. The vast majority of the pre-need funeral contracts were purportedly backed by life insurance policies issued by Lincoln Memorial and Memorial Service. Both Lincoln Memorial and Memorial Service were placed in receivership in Texas along with NPS on May 14, 2008. Among its 27 claims for relief, the suit seeks treble and punitive damages under the federal Racketeer Influenced and Corrupt Organizations Act, the Lanham Act, and state consumer protection acts. Suit was filed Thursday in federal district court in St. Louis by Reilly Pozner LLP, a Denver-based national trial firm whose partners have successfully represented state insurance guaranty associations in the past, most recently recovering $30 million from a regional brokerage firm on their behalf. That result flowed from the liquidation of Midwest Life Insurance Company and followed three successful jury trials in Colorado, Washington, and Iowa, the latter a three-month trial over the failed annuity provider. Plaintiffs in the action include the National Organization of Life and Health Insurance Guaranty Associations, various state guaranty associations, including those of Missouri, Texas, and Illinois, and the appointed Special Deputy Receiver of the three failed companies, Donna J. Garrett. Among the several dozen defendants are: NPS founder J. Douglas Cassity, a disbarred lawyer and convicted felon, his wife and two sons; Randall K. Sutton, NPS' former president; attorneys and former NPS general counsel Howard A. Wittner and Katherine P. Scannell and the law firm, Wittner, Spewak & Maylock; investment advisor David Wulf and the investment advisory firm Wulf Bates & Murphy; and banks which became involved as trustees, including Bremen Bank & Trust Company, Marshall & Ilsley Trust Company, Southwest Bank, Bank of America, and Comerica and American Stock Transfer and Trust Co. The 130-page complaint details years of systematic collusion, conversion, and fraud -- the alleged looting of hundreds of millions of funds. It can be viewed at: http://www.rplaw.com/pdf/NPS-Lincoln_Memorial_Complaint.pdf To contact: Reilly Pozner LLP Dan Reilly, Esq. Tel: (303) 888-5748 Larry Pozner, Esq. Tel: (303) 888-7063 NCI BUILDING: Moody's Downgrades Corporate Family Rating to 'B3' ---------------------------------------------------------------- Moody's Investors Service downgraded the ratings of NCI Building Systems, Inc., including its corporate family rating to B3 from B1 and the ratings of its senior secured credit facilities to B2 from Ba3. The ratings have been put under review for further downgrade. The downgrade reflects the weakness in non-residential construction that is expected to persist throughout 2010, a negative tangible net worth position (from having to write off the bulk of its goodwill exposure during its 2009 first fiscal quarter), credit metrics that are expected to be substantially weaker than its historical performance for at least the next year, and its heavy exposure to volatile raw material costs (principally steel). The company's ratings are supported by its leading industry position in various niches of the engineered building systems and metal components markets, its geographic and product diversity, and the balanced mix of new construction, repair, retrofit, and other end market uses. The review for downgrade was driven by the continued delays that NCI is experiencing in successfully addressing i) the replacement of its now expired $125 million revolver, ii) the refinancing of its $293 million (remaining balance) term loan due June 2010, iii) the refunding of its $180 million convertible senior sub notes that become putable in November 2009, and iv) the curing of its debt leverage covenant defaults in its bank credit facility (that have a current expiration date for the waiver of August 14, 2009). While the company had nothing drawn under its revolver save for a modest amount of letters of credit, which are now cash collateralized, and has over $90 million of cash on hand, it will require external funding to handle what amounts to a recapitalization of its balance sheet as well as continued forbearance on the part of its lending group. Going forward, the ratings would be further stressed by NCI's inability to reach agreement with its lenders, note holders, or potential equity investor such that the November 15 put date for the converts nears without all agreements in place. In addition, the ratings could be pressured by a continued deterioration in the company's operating performance. The ratings outlook could stabilize if the outside equity investment were in fact made in sufficient size as to permit the company to refund most or all of the converts and to contribute towards a refinancing of the term loan. The outlook could also benefit from an improvement in NCI's operating performance and a return to reasonably strong free cash flow generation. These ratings were affected: * Corporate family rating lowered to B3 from B1 * Probability of default rating lowered to B3 from B1 * $293 million senior secured first lien term loan due June 2010 lowered to B2 (LGD3, 37%) from Ba3 (LGD3, 39%) The last rating action for NCI was on May 7, 2009, when the corporate family rating was downgraded to B1. NCI Building Systems, Inc., is one of North America's largest integrated manufacturers of metal products for the nonresidential building industry. In its fiscal 2008 ending November 2, 2008, the company generated approximately $1.76 billion in revenues. NEWPAGE CORP: Tender Offer Amendment Won't Move S&P's 'CC' Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services said that its ratings on NewPage Corp. (CC/Negative/--) are not immediately affected by the coated-paper producer's announcement of an amendment to the terms of its tender offer transaction. NewPage and NP Investor LLC (NPI), an affiliate of its controlling shareholder (Cerberus Capital Management L.P.), have amended the terms of its previously announced second-lien notes tender offer transaction to include these provisions: NewPage will not participate in the second-lien notes tender offer. It had previously planned to participate in an amount of up to $130 million. The maximum payment amount of the second-lien notes tender offer has been reduced from $180 million to $50 million, all of which will be funded by NPI. NPI has waived the consummation of the proposed offering by NewPage of $595 million new senior secured notes as a condition to NPI's participation in the offer. NewPage had initially planned to use the proceeds from the new notes to reduce the outstanding term loan balance by $425 million and finance its portion of the second-lien notes tender offer. NPI has extended the expiration time of the offer, previously scheduled for August 11, 2009, to August 21, 2009, unless further extended. In addition, NPI has extended the expiration time of the tender offers for NewPage's subordinated notes and holdco pay-in-kind (PIK) notes, previously scheduled for August 11, 2009, to August 14, 2009, unless further extended. Standard & Poor's continues to view the tender offers as tantamount to default because of the substantial discounts of the tender offer price, as well as NewPage's vulnerable business risk and highly leveraged financial risk profile due to a challenging operating environment and high debt burden. Upon completion of the contemplated transactions, S&P will lower the corporate credit rating to 'SD' (selective default) and the issue-level rating on the second-lien notes and subordinated notes to 'D' (S&P does not rate the PIK notes). As soon as possible thereafter, S&P will reassess the corporate credit rating and revise the issue ratings based on S&P's postclosing recovery analysis. S&P previously expected that if the tender offers were completed as planned, S&P would have raised the corporate credit rating to 'B-', the same level as the previous rating. However, S&P now believes the likelihood exists that the corporate credit rating could be in the 'CCC' category, given the delay in amending the bank credit facilities to eliminate near-term covenant pressures on a timely basis and NewPage's ability to successfully meet its debt service obligations that would rely on a substantial moderation in sales volume declines recently observed in the coated paper industry. NIGHTHAWK TRANSPORT: NGP Does Not See Material Recovery on Claim ---------------------------------------------------------------- NGP Capital Resources Company says it does not expect a material recovery on its claim against Nighthawk Transport I, LP. In May 2009, Nighthawk Transport I, LP and its subsidiaries defaulted under the terms of its senior credit facility. Nighthawk was unable to restructure its obligations under the senior credit facility and on July 10, 2009, filed a voluntary petition under Chapter 7 of the United States Bankruptcy Code. NGP Capital holds a 16.98% participation in a $109 million senior secured, second lien facility for Nighthawk. As of July 21, 2009, the outstanding balance due to NGP Capital under the facility was $14.5 million and as of June 30, 2009, NGP Capital recorded its investment in Nighthawk at a fair value of zero. NGP Capital is pursuing its claims. NGP Capital Resources Company is a closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. The Company's investment portfolio is principally invested in energy related private companies. From time to time, the Company may also invest in public companies. The Company invests primarily in senior secured and mezzanine loans in furtherance of its business plan and in some instances receives equity investments in portfolio companies in connection with such investments. NGP Capital Resources Company is managed by NGP Investment Advisor, LP, an affiliate of NGP Energy Capital Management. NGP Energy Capital Management, based in Irving, Texas, is an investment firm with more than $9.3 billion of cumulative capital under management since inception, serving all sectors of the energy industry. NORTEL NETWORKS: RIM Wants New Talks on Ericsson AB Sale -------------------------------------------------------- Bloomberg News reported that Michael Lazaridis, co-chief executive officer of Research in Motion Ltd., asked the Canadian government to start new talks about the sale of Nortel Networks Corp. assets to Ericsson AB, saying the transaction would deprive the country of a vital technology. RIM previously made a bid for other key asset of Nortel, but said it was ignored by the Company. Nortel said RIM refused to sign a nondisclosure agreement that other bidders signed. RIM, the Canadian makers of the BlackBerry family of smartphones, that stated it had been willing to offer $1.1 billion for Nortel's wireless operations. At the auction, MatlinPatterson Global Advisors, a New York-based private equity firm, emerged the winning bidder, with its $725 million for the wireless operations, trumping an earlier bid from Nokia Siemens Networks. As reported by the Troubled Company Reporter on July 29, 2009, Nortel, at a joint hearing July 28, Nortel obtained orders from the Ontario Superior Court of Justice and the U.S. Bankruptcy Court for the District of Delaware approving the sale agreement with Telefonaktiebolaget LM Ericsson for substantially all of Nortel's CDMA business and LTE Access assets for a purchase price of US$1.13 billion. Under the asset sale agreement, Ericsson will purchase substantially all of Nortel's CDMA business which is the second largest supplier of CDMA infrastructure in the world, and substantially all of Nortel's LTE Access assets giving it a strong technology position in next generation wireless networks. Also as part of this agreement, a minimum of 2,500 Nortel employees supporting the CDMA and LTE Access business will receive offers of employment from Ericsson. The parties have not yet closed the sale. Alexandre Deslongchamps and Greg Quinn at Bloomberg notes hat the sale to Ericcson included a license on patents for Nortel's long- term evolution, or LTE, technology, which Nortel expects to become a standard in North America, and which Mr. Lazaridis called a "national treasure." Stockholm-based Ericsson has rejected the idea of new talks over the assets. "No, we wouldn't" want new talks, Ericsson Canada Inc. Chief Executive Officer Mark Henderson told reporters after his testimony. He told the legislators that Ericsson's "commitment to Canada is strong and long lasting." Executives Nortel, Ericcson and RIM attended an August 7 hearing by the Canadian Government, which is now deciding whether to formally review the sale. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation (NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next- generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel does business in more than 150 countries around the world. Nortel Networks Limited is the principal direct operating subsidiary of Nortel Networks Corporation. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NORTEL NETWORKS: Ernst & Young's July Monitor's Report ------------------------------------------------------ Ernst & Young Inc., as monitor of the proceedings commenced by Nortel Networks Corporation and its four Canadian affiliates under Canada's Companies' Creditors Arrangement Act, delivered to the Ontario Superior Court of Justice its 16th Monitor Report on July 24, 2009. The Monitor Report provides updates on the Nortel companies' consolidated cash position and liquidity as of July 11, 2009, actual receipts and disbursements, cash flow forecast, among other things. The Monitor relates that as of July 11, 2009, the estimated consolidated cash balance of Nortel Networks Corporation and its subsidiaries was about $2.7 billion. This consolidated cash balance is held globally in various Nortel units and joint ventures. Nortel Networks Corporation, et al. Consolidated Cash Position As of July 11, 2009 (in millions) Gross Unavailable Available Region Cash Restricted Cash & JV's Cash ------ ----- ---------- ------------ -------- NNL 222 (35) (6) 181 Other Canada 45 (24) - 21 NNI 698 (19) - 679 NNI-Reserve MMF (ST/L T) 25 - (25) - NGS 51 - (51) - Other US 2 - - 2 ----- ---------- ------------ -------- North America 1,043 (78) (82) 883 NN UK Limited 330 (27) - 303 Other EMEA Filed Entities 429 (4) - 425 JV-Netas 66 - (66) - EMEA non-filed entities 26 - - 26 ----- ---------- ------------ -------- UK/Europe 851 (31) (66) 754 Greater China 199 (2) - 197 Other ASIAPAC (excl JVs) 195 - - 195 LG Nortel 275 - (275) - Other JVs 36 - (36) - ----- ---------- ------------ -------- ASIA 705 (2) (311) 392 NN CALA Inc. 59 - - 59 CALA non-filed entities 52 - - 52 ----- ---------- ------------ -------- CALA 111 - - 111 ----- ---------- ------------ -------- Total Treasury Cash 2,710 (111) (459) 2,140 ===== ========== ============ ======== As of July 11, 2009, North America had cash available for operations and post-filing intercompany settlements of about $883 million compared to a gross cash position of about $1 billion. Of this amount, approximately $202 million is held by Canadian entities and approximately $681 million is held by U.S. entities. None of the Restricted Cash and Unavailable Cash of NNC and the other CCAA Applicants is readily available to them. Restricted Cash relates primarily to: -- $17 million of cash collateral posted by Nortel with respect to non-Export Development Canada performance bonds and letter of credit facilities; -- $7 million of cash collateral posted with EDC for post- filing performance bonds; -- $10 million related to cash collateral required to issue EDC performance bonds in exotic foreign currencies; -- $10 million held in escrow to the benefit of the insurer related to the so-called "global class action;" -- $4 million held for the benefit of the Health and Welfare Trust; -- $1 million held in escrow with respect to a certain real estate lease; and -- $10 million held in the Directors and Officers' Trust. Unavailable Cash consists of $6 million deposited with financial institutions for future potential letter of credit or performance bonding requirements. NNC is currently working with the financial institutions to have these unavailable funds released. Nortel Networks Inc.'s Restricted Cash includes the proceeds from the sale of the Layer 4-7 Business of $18 million being held in escrow by JPMorgan until an agreement is reached regarding the allocation of those proceeds to various Nortel units, including Nortel Networks Limited. NNI's Unavailable Cash as of July 11, 2009 includes $25 million related to the Money Market Reserve Primary Fund. Since filing, an amount of $40 million has been received from the MMF and a further $6 million is expected to be received before the end of 2009. NGS, a U.S. non-debtor entity, had cash of approximately $51 million for use in its own operations and for settlement of intercompany transactions. The U.K. administrators had cash available for operations and post-filing intercompany settlements for NNUK and the other EMEA Debtors of approximately $728 million. The EMEA non-filed entities had available cash of approximately $26 million, which is expected to be used primarily to fund their in-country operations and intercompany settlements. NETAS, a joint venture in which Nortel owns a 53% interest, has approximately $66 million of cash, of which $35 million represents Nortel's proportionate share. Nortel believes these funds will continue to be used to fund NETAS' operations and repatriation of those funds requires approval of the respective joint venture partners. Nortel entities in the APAC region have approximately $392 million of cash available for operations and intercompany settlements. As a result of the regulatory regime in the People's Republic of China, the funds in Greater China of approximately $197 million are generally only available to fund operations within China and intercompany settlements. LG-Nortel Co. Ltd. and other joint ventures Nortel participate in hold about $311 million cash, of which $159 million represents Nortel's proportional share. Repatriation of those funds Requires approval of the respective joint venture partners. As of July 11, 2009, Nortel Networks (CALA) Inc.'s available cash was $59 million. On July 14, 2009, NCI, a U.S. domiciled entity, filed a voluntary petition under Chapter 11 in a U.S. Bankruptcy Court. NCI's cash is available for its operations and post- filing intercompany settlements. NCI's cash as of the date of filing was $56 million. Its cash is not available, except under circumstances to fund its non-debtor subsidiaries in the CALA region. The CALA non-filed entities have approximately $52 million of cash generally available to fund their in-country operations and inter-company settlements. Actual Receipts and Disbursements from June 7 to July 11, 2009 The actual consolidated net cash inflow of the CCAA Applicants for the period from June 7, 2009, to July 11, 2009, was $79.2 million. Actual net cash inflow exceeded the forecast by $34.3 million, according to the Monitor. Available Cash was impacted by a negative permanent variance of $4.8 million as a result of an unfavorable foreign exchange translation on Canadian dollar denominated cash balances due to the depreciation of the Canadian dollar relative to the U.S. dollar. Unavailable Cash increased by approximately $1 million as a portion of the cash collateral posted for non-EDC performance bonds was reclassified from Restricted Cash to Unavailable Cash as a result of decreased collateral requirements relating to the maturity of certain of the underlying bonds. Restricted Cash decreased by $6 million primarily as a result of $1 million decrease related to the reduced collateral needed on non-EDC performance bonds; $4.1 million decrease in the balance of the Health & Welfare Trust; and the remaining decrease of $0.9 million is related to the depreciation of the Canadian dollar relative to the U.S. dollar, thereby negatively impacting the Canadian dollar denominated Restricted Cash balances. Since January 14, 2009, the CCAA Applicants have not advanced any loans to other non-applicant Nortel entities. Cash Flow Forecast for the Period July 12 to October 31, 2009 NNC and its subsidiaries, with the assistance of Ernst & Young, prepared an updated 19-week cash flow forecast for the period from July 12, 2009, to October 31, 2009. The July 12 Forecast indicates that the CCAA Applicants will have total receipts of $385 million, including $94 million pursuant to the Interim Funding and Settlement Agreement or IFSA, and total disbursements of $465 million resulting in a net cash outflow of $80 million. As of July 11, 2009, the CCAA Applicants have Available Cash balances of approximately $202 million, excluding Restricted Cash and Unavailable Cash of approximately $65 million. The July 12 Forecast indicates the CCAA Applicants will experience a negative cash flow of approximately $77 million during the Forecast Period including receipts totaling $94 million pursuant to the IFSA. A full-text copy of the 16th Monitor Report is available without charge at http://bankrupt.com/misc/Nortel16thMonitorReport.pdf About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation (NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next- generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel does business in more than 150 countries around the world. Nortel Networks Limited is the principal direct operating subsidiary of Nortel Networks Corporation. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NORTH AMERICAN TECH: Deadline to Pay Interest Moved to Aug. 17 -------------------------------------------------------------- Opus 5949 LLC, an affiliate of Sammons VPC, Inc., which beneficially owns greater than 69% of North American Technologies Group, Inc.'s securities, entered into the Limited Waiver to Construction Loan Agreement on July 31, 2009. The Limited Waiver amends the Company's loan agreement with respect to its promissory note in the principal amount of $14,000,000. The Construction Loan originally provided for a 10-year maturity and quarterly principal installments of $350,000 beginning July 1, 2005. An amendment to the Construction Loan note on July 24, 2007, resulted in the deferral of principal installments, totaling $7,000,000, to July 25, 2010. The remaining balance will be paid in quarterly installments of $350,000 starting October 2010 through February 15, 2015. The Limited Waiver provided that the due date of the interest payment that was originally due July 1, 2009, and extended to July 31, 2009, is further extended to August 17, 2009. About North American Technologies North American Technologies Group Inc. (OTC BB: NATK) -- http://www.natk.com/-- is engaged in the manufacturing and marketing of engineered composite railroad crossties through its 100% owned subsidiary TieTek LLC. The Company's composite railroad crosstie is a direct substitute for wood crossties, but with a longer expected life and with several environmental advantages. The Company's balance sheet showed $15,163,882 in total assets and $24,953,909 in total liabilities, resulting in $9,790,027 in stockholders' deficit at March 29, 2009. As of March 29, 2009, the Company had a cash balance of $352,251 and a negative working capital balance of $3,683,997. Going Concern Doubt As reported in the Troubled Company Reporter on June 29, 2009, KBA Group LLP in Dallas, Texas, the Company's independent auditor, raised substantial doubt about the Company's ability to continue as a going concern after its audit report dated June 12, 2009. The uncertainty of achieving profitability or obtaining additional financing raises substantial doubt about the Company's ability to continue as a going concern. NORTH AMERICAN TECH: Whitley Penn Replaces KBA as Accountants ------------------------------------------------------------- The Audit Committee of North American Technologies Group, Inc., engaged the services of Whitley Penn, LLP to act as the Company's independent registered public accounting firm for the fiscal year ending September 27, 2009. Whitley Penn, LLP replaces KBA Group LLP. The engagement of Whitley Penn, LLP is effective July 31, 2009. The Company disclosed the resignation of KBA on July 29, 2009. During the Company's two most recent fiscal years, and in the subsequent interim period though July 31, 2009, neither the Company nor anyone on its behalf consulted with Whitley Penn, LLP regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and Whitley Penn, LLP did not provide either a written report or oral advice to the Company that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions, or a reportable event, as defined in Item 304(a)(1)(v) of Regulation S-K. About North American Technologies North American Technologies Group Inc. (OTC BB: NATK) -- http://www.natk.com/-- is engaged in the manufacturing and marketing of engineered composite railroad crossties through its 100% owned subsidiary TieTek LLC. The Company's composite railroad crosstie is a direct substitute for wood crossties, but with a longer expected life and with several environmental advantages. The Company's balance sheet showed $15,163,882 in total assets and $24,953,909 in total liabilities, resulting in $9,790,027 in stockholders' deficit at March 29, 2009. As of March 29, 2009, the Company had a cash balance of $352,251 and a negative working capital balance of $3,683,997. Going Concern Doubt As reported in the Troubled Company Reporter on June 29, 2009, KBA Group LLP in Dallas, Texas, the Company's independent auditor, raised substantial doubt about the Company's ability to continue as a going concern after its audit report dated June 12, 2009. The uncertainty of achieving profitability or obtaining additional financing raises substantial doubt about the Company's ability to continue as a going concern. NORTHWEST AIRLINES: Resolves DBS Aircraft Claims ------------------------------------------------ Northwest Airlines Inc. and its affiliates informed the Bankruptcy Court and parties-in-interest that they have entered into a stipulation with Deutsche Bank Securities, Inc., QVT Fund LP and SPCP Group, L.L.C., as agent for Silver Point Capital Fund, L.P., and Silver Point Capital Offshore Fund, Ltd., resolving Proofs of Claim Nos. 5904 and 5905 relating to aircraft N926RC and N986US. As previously reported, ALG filed Claim No. 5904, demanding $7,500,000 as a result of the Debtors' rejection of the N926RC Lease; and Claim No. 5905, demanding $7,500,000 as a result of the Debtors' rejection of the N986US Lease. ALG Transportation, Inc. originally asserted the Claims, and transferred them to Deutsche Bank Securities, Inc., which later on partially transferred the Claims to the extent of $2,500,000 per Claim, to QVT Fund LP. Pursuant to the Court-approved Claims Resolution Procedures, the Stipulation will become effective without further Court order. About Northwest Airlines With its acquisition of Northwest Airlines, Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- is now the world's largest airline. From its hubs in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul, New York-JFK, Salt Lake City and Tokyo-Narita, Delta, its Northwest subsidiary and Delta Connection carriers offer service to more than 376 destinations worldwide in 66 countries and serves more than 170 million passengers each year. Delta's marketing alliances allow customers to earn and redeem either SkyMiles or WorldPerks on more than 16,000 daily flights offered by SkyTeam and other partners. The merger closed on October 29, 2008. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP in Washington, represented the Northwest Debtors in their restructuring efforts. On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Northwest Airlines Bankruptcy News and Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). As reported by the TCR on June 29, 2009, Fitch Ratings has downgraded the debt ratings of Delta Air Lines, Inc., and its wholly owned subsidiary Northwest Airlines, Inc. -- (i) DAL's Issuer Default Rating to 'B-' from 'B', First-lien senior secured credit facilities to 'BB-/RR1' from 'BB/RR1', and Second-lien secured credit facility to 'B-/RR4' from 'B/RR4', and (ii) NWA's IDR to 'B-' from 'B'; and Secured bank credit facility to 'BB- /RR1' from 'BB/RR1'. The downgrade of DAL's ratings reflects the continued erosion of the airline's near-term cash flow generation potential that has resulted from extremely weak business travel demand and large year-over-year declines in passenger revenue per available seat mile. OCEAN 08 LLC: Case Summary & 5 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Ocean 08, LLC PO Box 1738 North Hampton, NH 03862 Bankruptcy Case No.: 09-13030 Chapter 11 Petition Date: August 7, 2009 Debtor-affiliate filing separate Chapter 11 petition August 6, 2009: Entity Case No. ------ -------- Brian Hayes 09-_____ Debtor-affiliate filing separate Chapter 11 petition July 30, 2009: Entity Case No. ------ -------- BCH Lang Holding, LLC 09-12851 Debtor-affiliate filing separate Chapter 11 petition April 7, 2009: Entity Case No. ------ -------- 120 Wakefield, LLC 09-11201 Court: United States Bankruptcy Court District of New Hampshire Live Database (Manchester) Judge: Mark W. Vaughn Debtor's Counsel: William S. Gannon, Esq. 889 Elm Street, 4th Floor Manchester, NH 03101 Tel: (603) 621-0833 Fax: (603) 621-0830 Email: bgannon@gannonlawfirm.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtors' petition, including a list of their 5 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nhb09-13030.pdf The petition was signed by Brian Hayes, member of the Company OSCIENT PHARMACEUTICALS: Section 341(a) Meeting Set For August 20 ----------------------------------------------------------------- The U.S. Trustee for Region 1 will convene a meeting of creditors in Oscient Pharmaceuticals Corporation's Chapter 11 case on August 20, 2009, at 1:45 p.m. The meeting will be held at Room 1190, U.S. Trustee Office, Thomas P. O'Neill, Jr., Federal Building, 10 Causeway Street, Boston, Massachusetts. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Based in Waltham, Massachusetts, Oscient Pharmaceuticals Corporation -- http://www.antararx.com/and http://www.factive.com/-- markets two FDA-approved products in the United States: ANTARA(R) (fenofibrate) capsules, a cardiovascular product and FACTIVE(R) (gemifloxacin mesylate) tablets, a fluoroquinolone antibiotic. ANTARA is indicated for the adjunct treatment of hypercholesterolemia (high blood cholesterol) and hypertriglyceridemia (high triglycerides) in combination with diet. FACTIVE is approved for the treatment of acute bacterial exacerbations of chronic bronchitis and community- acquired pneumonia of mild to moderate severity. ANTARA accountsi for over 80% of the Debtors' 2008 revenues. The Company also has a late-stage antibiotic candidate, Ramoplanin, for the treatment of Clostridium difficile-associated disease. As of December 31, 2008, Oscient's audited consolidated financial statements reflected total assets of $174 million and total liabilities of $255 million. Oscient Pharmaceuticals together with an affiliate filed for Chapter 11 on July 13, 2009 (Bankr. D. Mass. Case No. 09-16576). Judge Henry J. Boroff presides over the case. Charles A. Dale III, Esq., at K&L Gates LLP, represents the Debtors. The Debtors also hired Ropes & Gray LLP as special litigation counsel, and Broadpoint Capital Inc. as financial advisor. In its petition, Oscient listed assets ranging from $50,000,001 to $100,000,000, and debts ranging from $100,000,001 to $500,000,000. OSCIENT PHARMACEUTICALS: Taps Firms to Assist in Chapter 11 Case ---------------------------------------------------------------- Oscient Pharmaceuticals Corporation and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Massachusetts for authorization to employ certain professionals to assist in the Chapter 11 cases. The Debtors propose to employ Broadpoint Capital, Inc. as financial advisor; Ropes & Gray LLP as corporate & special litigation counsel; and Garden City Group, Inc. as claims, noticing, and balloting agent. Based in Waltham, Massachusetts, Oscient Pharmaceuticals Corporation -- http://www.antararx.com/and http://www.factive.com/-- markets two FDA-approved products in the United States: ANTARA(R) (fenofibrate) capsules, a cardiovascular product and FACTIVE(R) (gemifloxacin mesylate) tablets, a fluoroquinolone antibiotic. ANTARA is indicated for the adjunct treatment of hypercholesterolemia (high blood cholesterol) and hypertriglyceridemia (high triglycerides) in combination with diet. FACTIVE is approved for the treatment of acute bacterial exacerbations of chronic bronchitis and community- acquired pneumonia of mild to moderate severity. ANTARA accountsi for over 80% of the Debtors' 2008 revenues. The Company also has a late-stage antibiotic candidate, Ramoplanin, for the treatment of Clostridium difficile-associated disease. As of December 31, 2008, Oscient's audited consolidated financial statements reflected total assets of $174 million and total liabilities of $255 million. Oscient Pharmaceuticals together with an affiliate filed for Chapter 11 on July 13, 2009 (Bankr. D. Mass. Case No. 09-16576). Judge Henry J. Boroff presides over the case. Charles A. Dale III, Esq., at K&L Gates LLP, represents the Debtors. The Debtors also hired Ropes & Gray LLP as special litigation counsel, and Broadpoint Capital Inc. as financial advisor. In its petition, Oscient listed assets ranging from $50,000,001 to $100,000,000, and debts ranging from $100,000,001 to $500,000,000. PACISLATINO VILLAGES: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Pacislatino Villages, LLC 428 S. Main St Milpitas, CA 95035 Case No.: 09-56552 Type of Business: The Debtor operates a real estate business. Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Roger L. Efremsky Debtor's Counsel: Chris D. Kuhner, Esq. Kornfield, Nyberg, Bendes and Kuhner 1999 Harrison St. #2675 Oakland, CA 94612 Tel: (510) 763-1000 Email: c.kuhner@kornfieldlaw.com Total Assets: $18,507,752 Total Debts: $22,057,027 The petition was signed by Marie Le, the company's managing member. Debtor's List of 4 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ China Village, LLC $2,835,912 c/o Lawrence A. Jacobson Cohen and Jacobson, LLP 900 Veterans Blvd, Ste 600 Redwood City, CA 94063 JP Morgan Chase Bank 40460-40530 Albrae $18,965,269 Attn Janet J. Scott Street Commercial ($18,266,752 400 E. Main St, 3rd Floor Shopping Mall secured) Stockton, CA 95202 Alameda County Tax Collector 40460-40530 Albrae $250,000 Donald R. White Street Commercial ($18,266,752 1221 Oak St, Rm 13 Shopping Mall secured) Oakland, CA 94612 ($18,965,269 senior lien) Franchise Tax Board LLC fees, penalties $5,846 and interest PENN NATIONAL: Moody's Assigns 'B1' Rating on $250 Mil. Notes ------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Penn National Gaming, Inc.'s proposed $250 million senior subordinated notes due 2019. The company's Ba2 Corporate Family Rating, Ba2 Probability of Default Rating, Ba2 senior secured bank loan rating, and B1 senior subordinated note rating were affirmed. The rating outlook is negative. Proceeds from the proposed note offering will be used to refinance all of the company's outstanding $200 million 6 7/8% senior subordinated notes due 2011 and repay $40 million in term loan borrowings. The rating on the proposed notes is subject to the receipt and review of the final terms and documentation. The rating on the 6 7/8% senior subordinated notes will be withdrawn once the notes are fully redeemed. Penn's Ba2 Corporate Family Rating considers its positive free cash flow profile, geographic and cash flow diversification, and substantial near-term financial flexibility resulting from the 2008 issuance of $1.25 billion in preferred equity. Key concerns include weak gaming demand throughout the U.S. and Moody's expectation that Penn will eventually use its cash resources and debt capacity to pursue acquisitions. The B1 rating assigned to the company's proposed senior subordinated notes -- two notches lower than its Corporate Family Rating -- reflects the significant amount of senior secured debt in the capital structure. This rating was assigned: * $250 million senior subordinated notes due 2019 at B1 (LGD 6, 92%) These ratings were affirmed (and LGD assessments revised): * Corporate Family Rating at Ba2 * Probability of Default Rating at Ba2 * $750 million revolver expiring 2010 at Ba2 (LGD 3, 41% from LGD 3, 42%) * $325 million term A due 2011 at Ba2 (LGD 3, 41% from LGD 3, 42%) * $1.65 billion term B due 2012 at Ba2 (LGD 3, 41% from LGD 3, 42%) * $200 million 6 7/8% guaranteed senior subordinated notes due 2011 at B1 (LGD 5, 89%) * $250 million 6 3/4% senior subordinated notes due 2015 at B1 (LGD 6, 92% from LGD 6, 95%) Moody's last rating action for Penn was on August 19, 2008, when the company's ratings were confirmed and a negative rating outlook was assigned. Penn National Gaming, Inc., owns and operates nineteen gaming and racing facilities in fourteen U.S. and one Canadian jurisdiction. The company generates about $2.4 billion of annual net revenues. PEQUOT CAPITAL: SEC Got 45 Tips on Possible Insider Trading ----------------------------------------------------------- Kara Scannell at The Wall Street Journal reports that Mary Schapiro, the U.S. Securities and Exchange Commission chairperson, said in a letter dated July 14 to Sen. Chuck Grassley that since 2005, the agency had received about 45 referrals from self- policing industry watchdogs related to Pequot Capital Management. Pequot Capital closed in May 2009 amidst investigations on alleged insider trading, The Journal states. Ms. Schapiro's letter was written in response to inquiries from the Iowa Republican, The Journal states. According to The Journal, Ms. Schapiro said that the SEC followed up on all but one referral that was too old, without saying if the tips resulted in new probes. The Journal says that while the SEC has been criticized for not aggressively pursuing tips and complaints, there isn't any evidence suggesting that the SEC mishandled the referrals. The Journal reports that the SEC has been investigating Pequot Capital on and off since 2005. The agency reopened its investigation into Pequot Capital late last year after new information about trading in Microsoft Corp. stock became known. Pequot Capital Management, Inc. -- https://www.pequotcap.com/ -- is a U.S. registered investment adviser founded in 1998 by Arthur J. Samberg, Chairman and Chief Executive Officer, to manage the Pequot Family of Funds, which began trading in 1986. Pequot Capital managed about $15 billion in 2001, making it one of the largest hedge funds in the world. As reported by the Troubled Company Reporter on May 29, 2009, Pequot Capital founder Arthur Samberg said that he decided to close the business, citing public disclosures about the continuing investigation, which he claimed had "cast a cloud over the firm" and had "become a source of personal distraction." PINNACLE ENTERTAINMENT: S&P Downgrades Issue-Level Rating to 'B' ---------------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on Pinnacle Entertainment Inc.'s senior subordinated notes issues to '5', indicating S&P's expectation of modest (10% to 30%) recovery for lenders in the event of a payment default, from '3'. In addition, S&P lowered its issue-level rating on these securities to 'B' (one notch lower than the 'B+' corporate credit rating on the company) from 'B+', in accordance with S&P's notching criteria for a '5' recovery rating. The issue-level ratings on Pinnacle's 8.25% and 7.50% subordinated notes were removed from CreditWatch, where they were listed with negative implications on July 27, 2009. The rating actions, which were previously discussed in S&P's July 27 research report on Pinnacle, reflect the repurchase of $125.465 million of the outstanding $135 million 8.75% senior subordinated notes due 2013 and the expected repurchase of $75 million of the outstanding 8.25% senior subordinated notes due 2012 with the proceeds from a recent $450 million 8.625% senior unsecured notes offering. Ratings List Pinnacle Entertainment Inc. Corporate Credit Rating B+/Stable/-- Downgraded Pinnacle Entertainment Inc. To From -- ---- 8.25% sr sub nts due 2012 B B+/Watch Neg Recovery Rating 5 3 7.50% sub nts due 2015 B B+/Watch Neg Recovery Rating 5 3 8.75% sr sub nts due 2013 B B+ Recovery Rating 5 3 PINNEY'S LOGGING: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Pinney's Logging, Inc. 04226 Healey Road East Jordan, MI 49727 Bankruptcy Case No.: 09-09365 Chapter 11 Petition Date: August 6, 2009 Court: United States Bankruptcy Court Western District of Michigan (Grand Rapids) Judge: Scott W. Dales Debtor's Counsel: Michael W. Donovan, Esq. Donovan/Scott Law, PLC 2910 Lucerne Dr. SE, Suite 120 Grand Rapids, MI 49546 Tel: (877) 810-7890 Email: Donovan@mwdonovan.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/miwb09-09365.pdf The petition was signed by Keith E. Pinney, owner of the Company. PLAINFIELD APARTMENTS: Files for Bankruptcy in New Jersey --------------------------------------------------------- Plainfield Apartments LLC has filed for Chapter 11 protection before the U.S. Bankruptcy Court for the District of New Jersey. According to Carla Main at Bloomberg, Plainfield listed real property valued at $14 million. The largest secured creditor is Spencer Savings Bank, with a $17 million blanket mortgage -- $3 million of which is unsecured -- on all of Plainfield's properties. The largest unsecured creditor is Hess Corp., a fuel supplier, to which the debtor owes $128,000. Plainfield Apartments LLC is a real estate company based in Plainfield, New Jersey. It filed for Chapter 7 on August 7 (Bankr. D. N.J. Case No. 09-30679). Plainfield Apartments listed estimated assets and debt of $10 million to $50 million in its petition. An affiliate, Fulton-Harrison LLC, filed for protection in the same court on July 29 (Case No. 09-29666). PLAINFIELD APARTMENTS: Case Summary & 19 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Plainfield Apartments, LLC 128 East Seventh Street Plainfield, NJ 07060 Case No.: 09-30679 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Morris Stern Debtor's Counsel: Richard D. Trenk, Esq. Trenk, DiPasquale, Webster, Della Fera & Sodono, P.C. 347 Mt. Pleasant Avenue, Suite 300 West Orange, NJ 07052 Tel: (973) 243-8600 Email: rtrenk@trenklawfirm.com Total Assets: $14,181,853 Total Debts: $17,587,846 The petition was signed by David M. Connolly. Debtor's List of 19 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hess Corporation Fuel service $128,712 PSE&G Utilities $69,411 The Jayson Company Utilities $54,426 Elizabethtown Water Company Water $50,038 Lentz Plumbing & Heating Plumbing & Heating $23,536 Hilltop Fuel Fuel service $16,624 Gillmore Gillmore & Graham Accounting Services $7,401 AFA Protective Systems, Inc. Security System $6,639 AFCO $6,257 R.L. Landscape Contractors Landscaping Services $4,762 Louie's Carpet LLC Carpet Service $3,773 Corbett Exterminating, Inc. Exterminating Services $3,116 Sherwin Williams $2,577 Appliance Replacement, Inc. $1,710 Trans Electric, Inc. Electric Service $1,420 Levy, Ehrlich & Petriello $1,238 Pine Valley Tree Service Tree Services $1,070 Acme Windows Window Services $401 USA Locksmiths $398 PLAINS EXPLORATION: Moody's Affirms 'Ba3' Corp. Family Rating ------------------------------------------------------------- Moody's Investors Service affirmed Plains Exploration and Production's ratings and retained a negative rating outlook. PXP's ratings include a Ba3 Corporate Family Rating, Ba3 Probability of Default Rating, and B1 senior unsecured note ratings (LGD 4; 65% from LGD 4; 67%). This action follows PXP's announced $1.1 billion buyout of carried interest future capital spending commitments in the Haynesville Shale drilling and development joint venture with Chesapeake Energy; its associated funding plan including raising approximately $400 million equity; second quarter results; and a review of PXP's business and funding plans for the remainder of 2009 and 2010. The negative outlook reflects the ratings' dependence on substantial improvement in underlying reserve replacement costs, delivery of sound production growth going into 2010 commensurate with capital spending, stronger oil prices, and leverage reduction. Moody's believe 2009 finding and development costs will be very high due to the cost of the Chesapeake carried interest during 2009 and then prepaying $1.1 billion of the remaining burden later this year. After netting out such costs to estimate underlying conditions heading into 2010, normalized reserve replacement costs will need to be competitive. However, while the Haynesville buyout plan adds to already high leverage it reduces bondholders' risk by adding a degree of flexibility to the 2010 through 2012 capital program by reducing mandatory spending as well as decreasing the amount by which PXP was destined to overspend cash flow. In effect, instead of funding a $1.25 billion estimated remaining carried interest from uncertain cash flow, PXP is pre-funding the obligation with approximately $400 million of equity, a $150 million discount off the original cost, balance sheet cash, and borrowings, which is more favorable to bondholders Henceforth, PXP will fund only its own direct costs within the JV. The ratings are further supported by seasoned management; scale still compatible with the ratings; sound liquidity and covenant clearance; a long-lived base of California reserves needing low levels of capital spending to sustain production; a so far promising large Haynesville acreage position; and potentially sizable asset monetization, including potential Gulf of Mexico discoveries and prospects. Key support for the ratings also comes from price protection in the form of 2009 puts on 32,500 barrels/day at $55/barrel and 2010 puts at $55/barrel ($50 after a $5/barrel deferred premium) on 40,000 barrels/day of oil production as well as 2009 collars on 150,000 MMBtu of natural gas production with a $10 floor and 2010 three-way collars on 85,000 MMBtu with a $6.12 floor and $4.64 limit. After a series of proportionately large asset dispositions, joint venture investments, deep horizon and deepwater Gulf of Mexico exploration and development front end costs, hedge monetizations, and debt and equity offerings; PXP carries substantial leverage in advance of receiving commensurate production and cash flow back on its capital outlays. While PXP transformed to a continuing core reliance on its stalwart California oil reserves, its promising Haynesville natural gas play, and its high impact high risk deep horizon and deep water Gulf of Mexico properties, the price outlook is highly uncertain and the degree of commensurate production response remains an inherent risk. Important determinants of PXP's outlook and ratings will be whether PXP substantially reduces its 2009 reserve replacement costs, the quality of the underlying components of those metrics, and production momentum going into 2010. PXP posted very weak drillbit reserve replacement rates, and unsustainably high replacement costs during 2008. Though this was mostly due to major negative oil price-related reserve revisions at year-end 2008 and the $1.65 billion front-end outlay for the Haynesville JV, net of those factors drillbit replacement costs were still high, in the range of $30/boe. Sequential quarter to quarter production during 2009 has been fairly flat in spite of heavy capital spending and was achieved with Haynesville and Flatrock production growth sufficient to offset natural declines elsewhere. While this trend is largely due to the heavy front-end nature of the Gulf of Mexico spending and the unproductive substantial outlays in the Haynesville for Chesapeake's carried interest, PXP's ability to retain its debt ratings requires 2010 production growth commensurate with its capital outlays. While leverage will rise with PXP's buyout of the Chesapeake carried interest, future cash flow will be freed from funding the heavy carried interest burden and instead target productive reinvestment. Leverage on proven developed reserves and on production is high for the ratings, reflecting the 2008 front-end cost of buying into 50% of 20% of Chesapeake's Haynesville acreage, the related carried interest costs, and heavy Gulf of Mexico capital outlays, and will need to decline during 2010. PXP's pro-forma leverage (as adjusted per Moody's) on PD reserves and production approximate $12/Boe and $30,900/Boe, respectively. It is also high on total proven reserves at just over $14/boe (Moody's combines FAS 69 development capital spending with debt). Leverage on reported year-end 2009 reserves could decline if higher oil prices remain significantly above the year-end 2008 levels used to set the economic threshold of reserves. Moody's last rating action for PXP was on March 3, 2009, at which time Moody's assigned a B1 rating to its $500 million pending note offering, affirmed its Ba3 Corporate Family Rating, Ba3 Probability of Default Rating, and B1 senior unsecured note ratings. PROTOSTAR LTD: Can Obtain $2MM of DIP Financing from Wells Fargo ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has granted ProtoStar Ltd., as borrower, and ProtoStar I Ltd., as guarantor, permission, on an interim basis, (i) to borrow up to $2,000,000 in senior secured super-priority financing from Wells Fargo Bank, National Association, as administrative agent for itself and the other DIP lenders, and to use cash collateral of the pre-petition lenders, to finance the Debtors' operations and satisfy other working capital and operational needs of the Debtors. The DIP lenders are granted: a) a first priority senior security interest upon all pre- and post-petition property of ProtoStar I Ltd. b) a first priority senior priming security interest upon (x)(i) 100% of the capital stock of ProtoStar I Ltd. owned by ProtoStar Ltd. and (ii) the Designated Account (as defined in the DIP Credit Agreement) and all cash contained therein and (y) all pre- and post-petition property of ProtoStar I Ltd. c) a security interest upon all pre-petition and post-petition property of ProtoStar Ltd. The Debtors are also authorized to use the pre-petition lenders' cash collateral. As adequate protection, the pre-petition lenders are granted, among other things, replacement and additional security interests in the Senior Priority DIP Collateral for any diminution in the value of their security interests in the pre- petition collateral as of the petition date, a Section 507(b) superpriority claim, and until the indefeasible payment in full of the existing WC obligations, interest on the existing WC obligations will accrue at the default rate of 18% as provided for in the WC Facility. The pre-petition lenders are the lenders under that Credit Agreement (the "WC Facility"), dated as of March 28, 2007, and the holders of the Convertible Senior Secured Notes due 2012 under that certain indenture dated as of September 28, 2006. As of the petition date, ProtoStar Ltd. and ProtoStar I Ltd. are indebted to the WC Facility lenders in the aggregate amount of $10,000,000 plus accured interest. As of the petition date, roughly $182,363,076 plus accrued interest is owed to the holders of the Convertible Senior Secured Notes due 2012. A final hearing to consider entry of a final order authorizing up to $16,000,000 in post-petition financing from the DIP lenders on a final basis is set for August 20, 2009, at 11:30 a.m. About ProtoStar Ltd. Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite operator formed in 2005 to acquire, modify, launch and operate high-power geostationary communication satellites for direct-to- home satellite television and broadband internet access across the Asia-Pacific region. The Company and its affiliates filed for Chapter 11 on July 29, 2009 (Bankr. D. Del. Lead Case No. 09-12659). The Debtor selected Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of Appleby as their Bermuda counsel; UBS Securities LLC as financial advisor & investment banker and Kurtzman Carson Consultants LLC as claims and noticing agent. In their petition, the Debtors listed between $100 million and $500 million each in assets and debts. As of December 31, 2008, ProtoStar's consolidated financial statements, which include non-debtor affiliates, showed total assets of $463,000,000 against debts $528,000,000. PROTOSTAR LTD: Proposes Sept. 23 Auction for PSI I's Assets ----------------------------------------------------------- Photostar Ltd., et al., ask the U.S. Bankruptcy Court for the District of Delaware to: (a) authorize the sale of all or substantially all of the assets of PhotoStar I Ltd., (b) approve bidding procedures relating to the sale, and (c) to authorize the payment of a break up fee and expense reimbursement of up to 3% of the cash purchase price of the assets to the stalking horse bidder in the event another party is the successful bidder at the auction. Under PS I's Debtor-In-Possession Credit Agreement with Wells Fargo Bank, National Association, as administrative agent for itself and the DIP lenders, the Debtors are required to file a motion to establish procedures for the sale of all or subtantially all of PS I's assets by August 3, 2009, hence this request. The Debtors disclose that several potential buyers have expressed interest in PS I's assets, but none of them was prepared to serve as stalking horse bidder. The assets to be sold include all real and personal, tangible and intangible property and assets of PS I, and all proceeds, rents or profits thereof, and all trade names, trademarks, copyrights, and other intellectual property and license rights owned by PS I. The Debtors ask the Court to schedule an auction sale for September 23, 2009. The Debtors have proposed a September 17 deadline for the submission of bids. About ProtoStar Ltd. Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite operator formed in 2005 to acquire, modify, launch and operate high-power geostationary communication satellites for direct-to- home satellite television and broadband internet access across the Asia-Pacific region. The Company and its affiliates filed for Chapter 11 on July 29, 2009 (Bankr. D. Del. Lead Case No. 09-12659). The Debtor selected Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of Appleby as their Bermuda counsel; UBS Securities LLC as financial advisor & investment banker and Kurtzman Carson Consultants LLC as claims and noticing agent. In their petition, the Debtors listed between $100 million and $500 million each in assets and debts. As of December 31, 2008, ProtoStar's consolidated financial statements, which include non-debtor affiliates, showed total assets of $463,000,000 against debts of $528,000,000. PROTOSTAR LTD: Submits Bid Procedures for Sale of PS II's Assets ---------------------------------------------------------------- Photostar Ltd., et al., ask the U.S. Bankruptcy Court for the District of Delaware to: (a) authorize the sale of all or substantially all of the assets of PhotoStar II Ltd., (b) approve bidding procedures relating to the sale, and (c) to authorize the payment of a break up fee of up to 3% of the cash purchase price of the assets and expense reimbursement of up to $500,000 to the stalking horse bidder in the event another party is the successful bidder at the auction. Under PS II's senior secured superpriority DIP multiple draw term loan agreement with the DIP lenders led by Credit Suisse, Singapore Branch, as collateral agent, and Credit Suisse, Cayman Islands Branch, as administrative agent, the Debtors are required to file a motion to establish procedures for the sale of all or subtantially all of PS II's assets by August 3,2009, thus this request The Debtors disclose that several potential buyers have expressed interest in PS II's assets, but none of them was prepared to serve as stalking horse bidder. The assets to be sold include all real and personal, tangible and intangible property and assets of PS II, and all proceeds, rents or profits thereof, and all trade names, trademarks, copyrights, and other intellectual property and license rights owne by PS II. The Debtors ask the Court to schedule an auction sale for September 23, 2009. The Debtors have proposed a September 17 deadline for the submission of bids. About ProtoStar Ltd. Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite operator formed in 2005 to acquire, modify, launch and operate high-power geostationary communication satellites for direct-to- home satellite television and broadband internet access across the Asia-Pacific region. The Company and its affiliates filed for Chapter 11 on July 29, 2009 (Bankr. D. Del. Lead Case No. 09-12659.) The Debtor selected Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of Appleby as their Bermuda counsel; UBS Securities LLC as financial advisor & investment banker and Kurtzman Carson Consultants LLC as claims and noticing agent. In their petition, the Debtors listed between $100 million and $500 million each in assets and debts. As of December 31, 2008, ProtoStar's consolidated financial statements, which include non-debtor affiliates, showed total assets of $463,000,000 against debts of $528,000,000. PROTOSTAR LTD: Taps UBS Securities as Investment Banker ------------------------------------------------------- PhotoStar Ltd., et al., ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ UBS Securities LLC as investment banker and financial advisor effective as of the petition date. UBS has agreed to provide necessary investment banking and financial advisory services in connection with a possible restructuring of ProtoStar's existing obligations and/or the sale, merger or other disposition of all or a portion of ProtoStar's assets. As compensation, UBS will charge these fees: a. A monthly cash advisory fee of (i) $87,500 per month for the first four (4) monthly periods, (ii) $125,000 per month for the subsequent four (4) monthly periods and (iii) $175,000 per month thereafter. b. A transaction fee equal to $3,250,000. c. A DIP Financing Fee equal to $750,000 for any DIP Financing in excess of $25,000,000 raised by UBS from lenders other than PhotoStar's existing lenders. Any DIP Financing Fee will be credited, to the extent actually paid, against the Restructuring Transaction Fee. d. A Sale Transaction Fee is payable promptly at the closing of a Sale Transaction, in accordance with an agreed schedule. Doug Lane, a managing director at UBS, tells the Court that the firm does not hold or represent any interest materially adverse to the Debtors, and that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About ProtoStar Ltd. Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite operator formed in 2005 to acquire, modify, launch and operate high-power geostationary communication satellites for direct-to- home satellite television and broadband internet access across the Asia-Pacific region. The Company and its affiliates filed for Chapter 11 on July 29, 2009 (Bankr. D. Del. Lead Case No. 09-12659). The Debtor selected Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of Appleby as their Bermuda counsel; UBS Securities LLC as financial advisor & investment banker and Kurtzman Carson Consultants LLC as claims and noticing agent. In their petition, the Debtors listed between $100 million and $500 million each in assets and debts. As of December 31, 2008, ProtoStar's consolidated financial statements, which include non-debtor affiliates, showed total assets of $463,000,000 against debts of $528,000,000. PSYSTAR CORP: Gets Dismissal of Chapter 11 Bankruptcy Case ---------------------------------------------------------- Jeff Gamet at TMO Scoop reports that the U.S. Bankruptcy Court for the Southern District of Florida has granted Psystar Corp.'s motion to dismiss its Chapter 11 bankruptcy case. As reported by the Troubled Company Reporter on July 8, 2009, Psystar filed a motion to voluntarily dismiss its Chapter 11 case, claiming that filing financial reports with the Court would be too costly while the Company has to proceed with the suit with Apple. The Company failed to come to an agreement with its legal firm, Carr & Ferrell, the cost of Chapter 11. Psystar owes Carr & Ferrell more than $86,000. Psystar doesn't plan to file for Chapter 7, which would effectively end the Company, Zdnet.com says. Psystar hired Camara & Sibley to replace Carr & Farrell, TMO Scoop states. The Court said that if Psystar files for Chapter 7 bankruptcy protection, Apple's lawsuit against the Company in California won't be subject to an automatic stay, TMO Scoop relates. According to the report, the Court blocked Psystar from filing for Chapter 11 bankruptcy protection for six months and Judge Robert Mark, who's overseeing Psystar's bankruptcy case, is maintaining jurisdiction over the case so he can enforce the terms of his order, the report states. "What this means is that Psystar won't be able to use either Chapters 11 or 7 of the Bankruptcy Code to avoid trial in Judge Alsup's court, for if at the conclusion of six months proceedings are still going forward in Judge Alsup's court, I am certain that Judge Mark will not allow Psystar the protection of the Automatic Stay, should it file another Chapter 11 case," The Mac Observer quoted an attorney familiar with the case as saying. Doral, Florida-based Psystar Corp. makes computers that are capable of running Apple Inc.'s Macintosh operating system. It sells its computer over the Internet. The Company filed for Chapter 11 bankruptcy protection on May 21, 2009 (Bankr. S.D. Fla. Case No. 09-19921). The Company listed up to $50,000 in assets and $100,000 to $500,000 in liabilities. RATHGIBSON INC: Wins Final Approval of $80MM DIP Financing ---------------------------------------------------------- Judge Christopher Sontchi of the U.S. Bankruptcy Court for the District of Delaware granted final approval to RathGibson Inc.'s request to borrow as much as $80 million to help fund its Chapter 11 case, Michael Bathon at Bloomberg News said. Judge Sontchi approved the debtor-in-possession financing provided by affiliates of Wayzata Investment Partners LLC, Eaton Vance Corp. and BlackRock Inc. at a hearing on August 11. RathGibson filed a proposed plan of reorganization that provides for holders of allowed general unsecured creditors to be unimpaired and paid in full on undisputed amounts owed prior to the bankruptcy filing. The plan has the unanimous support of the Company's prepetition secured lender, Boards of Directors, and the management leadership of the Company, as well as certain key noteholders. The plan, if consummated, will result in significantly reducing the Company's debt burden. The Chapter 11 filing marks an important step in RathGibson's ongoing efforts to position the Company for long-term success. Based in Lincolnshire, Illinois, RathGibson -- http://www.RathGibson.com/, http://www.GreenvilleTube.com/and http://www.ControlLine.com/-- is a worldwide manufacturer of highly engineered stainless steel, nickel, and titanium tubing for diverse industries such as chemical, petrochemical, energy -- power generation, energy -- oil and gas, food, beverage, pharmaceutical, biopharmaceutical, medical, biotechnology, and general commercial. Manufacturing locations include: Janesville, Wisconsin, North Branch, New Jersey, Clarksville, Arkansas (Greenville Tube), and Marrero, Louisiana (Mid-South Control Line). In addition to the sales offices in Janesville, North Branch, and Marrero, RathGibson has also strategically placed sales offices in Houston, Texas, USA; Shanghai, China; Manama, Bahrain; Melbourne, Australia; Seoul, Republic of Korea; Mumbai, India; Singapore; Vienna, Austria; and Buenos Aires, Argentina. RathGibson, Inc., together with three affiliates, filed for Chapter 11 on June 13, 2009 (Bankr. D. Del. Case No. 09-12452). Attorneys at Young, Conaway, Stargatt & Taylor and Willkie Farr & Gallagher LLP serve as co-counsel. Jefferies & Company Inc. and Mesirow Financial Consulting LLC have been hired as financial advisors. Kelley Drye & Warren LLP serves as special corporate counsel. The petition says that Rathgibson has assets and debts of $100 million to $500 million. RB&J MATERIALS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: RB&J Materials LLC 4231 Oklahoma Ave, Suite A Woodward, OK 73801 Bankruptcy Case No.: 09-14355 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Western District of Oklahoma (Oklahoma City) Judge: T.M. Weaver Debtor's Counsel: Mark B. Toffoli, Esq. Andrews Davis 100 North Broadway, Suite 3300 Oklahoma City, OK 73102 Tel: (405) 235-8776 Email: mtoffoli@andrewsdavis.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/okwb09-14355.pdf The petition was signed by Robert L. Drake, member of the Company. RED RIVER ENERGY: Controlling Shareholders Have Duties ------------------------------------------------------ WestLaw reports that a defunct corporation that, as of the date of the filing of an involuntary Chapter 7 petition against it, no longer had any officers, board members, trustees, controlling bodies, or "other persons in control," could look only to its controlling shareholders for a representative to carry out its obligations under the Code. The controlling shareholders were the only entities identified in Bankruptcy Rule 9001(5), dealing with the appointment of a representative for corporate debtors, with whom the debtor had any remaining ties when the bankruptcy petition was filed. A bankruptcy judge in Texas held that, in order to be appointed as a representative of a corporate debtor under the Rule, an entity must have ties to the debtor at the time the bankruptcy petition is filed. In re Red River Energy, Inc., - -- B.R. ----, 2009 WL 1867695 (Bankr. S.D. Tex.). On September 12, 2008, C & L Services, L.P.; Tommy's Machine Works, Inc.; Rifle Hospitality, L.L.C.; and Jeffrey Davis filed an involuntary Chapter 7 petition (Bankr. S.D. Tex. Case No. 08- 36021) against the Red River Energy, Inc. On January 13, 2009, the Bankruptcy Court entered an order for relief. On January 14, 2009, Ben B. Floyd was appointed to serve as the Chapter 7 Trustee for this case. On March 9, 2009, the Trustee filed a pleading entitled "Motion to Designate Crestview Capital Master, LLC and Rubicon Master Fund as the Entities Responsible to Discharge Duties of the Debtor Under Federal Rule of Bankruptcy Procedure 9001(5)". On March 17, 2009, Rubicon and Crestview filed their Objection to the Motion. Court records indicate that nearly $4 million was transferred to insiders within the one-year period prior to the Petition Date, and nearly $13 million was transferred outside the ordinary course of business within the two-year period prior to the Petition Date. RICH CAPITOL: Can Access Wachovia's Cash Collateral on Interim -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida authorized Rich Capitol LLC to use, on an interim basis, cash collateral of Wachovia Bank N.A. to pay the ordinary and necessary operating expenses of its business pursuant to the budget. As adequate protection for any diminution in value of the lender's cash collateral, the Debtor grants Wachovia valid and effective replacement security interests in and liens on all its property. By Aug. 20, 2009, the Debtor will pay to Wachovia the sum of $78,000, which amount will be applied by Wachovia as follows: (i) $41,000 toward principal under the loan documents; and (ii) $37,000 for interest. In addition, the Debtor will pay to Wachovia the sum of $21,250 per month for tax escrow. On Nov. 20, 2006, the Debtor executed and delivered to Wachovia, a promissory note in the principal amount of $20,750,000, and a maturity date of Nov. 19, 2010 for construction of an apartment complex known as Capital Walk. A full-text copy of the cash collateral budget is available for free at http://ResearchArchives.com/t/s?4167 Headquartered in Boca Raton, Florida, Rich Capitol, LLC, aka Capital Walk Apartments, operates an investment firm. The Company filed for Chapter 11 on July 28, 2009 (Bankr. S. D. Fla. Case No. 09-25422). Heather L. Harmon, Esq., represents the Debtors in its restructuring efforts. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. RICH CAPITOL: Wachovia Wants Court to Appoint Chapter 11 Trustee ---------------------------------------------------------------- Wachovia Bank N.A., a creditor of Rich Capitol LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida to appoint a Chapter 11 trustee for the Debtor's bankruptcy case. According to Wachovia, the principals of the Debtor have demonstrated, by the totality of their conduct, that they should not be permitted to act as fiduciaries for the Debtor including their failure to comply with an order of the U.S. District Court for the Northern District of Florida. Wachovia asserts that they have engaged in the wrongful diversion of the proceeds of rents and security deposit monies to, among other places, entities controlled by them which have no connection to the mortgage property including, Rich Properties LLC and Richbuilt Construction LLC. Wahovia says it is clearly obvious at this time that the person operating the Debtor are, at best, incompetent or are grossly mismanaging the affairs of the Debtor. Ruden, McClosky, Smith, Schuster & Russell, P.A., represents Wachovia. Headquartered in Boca Raton, Florida, Rich Capitol, LLC, aka Capital Walk Apartments, operates an investment firm. The Company filed for Chapter 11 on July 28, 2009 (Bankr. S. D. Fla. Case No. 09-25422). Heather L. Harmon, Esq., represents the Debtors in its restructuring efforts. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. RICH CAPITOL: Taps Genovese Joblove as Counsel ---------------------------------------------- Rich Capitol LLC, dba Capital Walk Apartments, asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to employ Genovese Joblove & Battista PA as its counsel. Among other things, the firm is expected to: a) advise the Debtor with respect to its powers and duties as debtor and debtor-in-possession in the continued management and operation of its business and property; b) attend meetings and negotiate with representatives of creditors and other parties-in-interest and advise and consult on the conduct of the case, including all of the legal and administrative requirements of operating in Chapter 11; c) advise the Debtor in connection with any contemplated sales of assets or business combinations, including the negotiation of sales promotion, liquidation, stock purchase, merger or joint venture agreements, formulate and implement bidding procedures, evaluate competing offers, draft appropriate corporate documents with respect to the proposed sales, and counsel the Debtor in connection with the closing of such sales; d) advise the Debtor in connection with post-petition financing and cash collateral arrangements, provide advice and counsel with respect to prepetition financing arrangements, and provide advice to the Debtor in connection with financing and capital structure, and negotiate and draft documents relating thereto; and e) advise the Debtor on matters relating to the evaluation of the assumption, rejection or assignment of unexpired leases and executory contracts. According to the motion, the firm will seek compensation for the services of each attorney and paraprofessional acting on behalf of the Debtor in this case at the then-current rate charged for the services. The Debtor assures the Court that the firm is a "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. Headquartered in Boca Raton, Florida, Rich Capitol, LLC, aka Capital Walk Apartments, operates an investment firm. The Company filed for Chapter 11 on July 28, 2009 (Bankr. S. D. Fla. Case No. 09-25422). Heather L. Harmon, Esq., represents the Debtors in its restructuring efforts. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. RICHARD KAY: Case Summary & 8 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Richard B. Kay, Jr. 3874 Harrington Road Gainesville, GA 30507 Bankruptcy Case No.: 09-23282 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Northern District of Georgia (Gainesville) Debtor's Counsel: Ernest V. Harris, Esq. Harris & Liken, L.L.P. PO Box 1586 Athens, GA 30603 Tel: (706) 613-1953 Fax: (706) 613-0053 Email: ehlaw@bellsouth.net Total Assets: $2,339,650 Total Debts: $1,891,600 A full-text copy of the Debtor's petition, including a list of its 8 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ganb09-23282.pdf The petition was signed by Richard B. Kay, Jr. RJ PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: RJ Properties, LLC 100 TGK Circle Rockledge, FL 32955 Bankruptcy Case No.: 09-11598 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Elizabeth A. Green, Esq. Latham Shuker Eden & Beaudine LLP 390 North Orange Avenue, Suite 600 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: bankruptcynotice@lseblaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company says it does not have unsecured creditors who are non insiders when they filed their petition. The petition was signed by James T. Murfin, managing member of the Company. RIVER OAKS: Can Hire Mitchell & Culp as Attorneys ------------------------------------------------- The U.S. Bankruptcy Court for the Western District of North Carolina authorized River Oaks Landing Development LLC to employ Mitchell & Culp PLLC as its attorney. The firm has agreed to provide the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; represent debtor in lawsuits now pending against The Debtor; and perform all other legal services. Papers filed with the Court did not show the firm's compensation rates. The Debtor assured the Court that the firm represents no interest adverse to debtor as debtor-in-possession or the estate. Richmond, Virginia-based River Oaks Landing Development, LLC, filed for Chapter 11 on July 27, 2009 (Bankr. W. D. N.C. Case No. 09-51073). Richard M. Mitchell, Esq., at Mitchell & Culp, PLLC, represents the Debtor in its restructuring efforts. In its petition, the Debtor listed $10,000,001 to $50,000,000 in assets and $100,001 to $500,000 in debts. RONSON CORP: Lender Wants Asset Sale by Sept 30; Forbearance Moved ------------------------------------------------------------------ Ronson Corporation and its wholly owned subsidiaries, Ronson Aviation, Inc., Ronson Consumer Products Corporation and Ronson Corporation of Canada Ltd., further extended its forbearance agreement with their principal lender, Wells Fargo Bank, National Association. Wells Fargo has agreed not to assert existing events of default under the Borrowers' credit facilities with Wells Fargo through November 30, 2009, or such earlier date determined under the Forbearance Agreement. Among other reasons, Wells Fargo may terminate the moratorium if, prior to September 30, 2009, the Company is not party to definitive asset sale agreements, without financing contingencies, covering its consumer products and aviation divisions, respectively. The amendment to the Forbearance Agreement also increases the amount of advances which Wells Fargo will extend under the Company's maximum revolving credit line from $2,500,000 to $3,000,000 and increases the maximum overadvance facility from $750,000 to $1,000,000. The $450,000 forbearance fee, which will be charged as an advance at the end of the moratorium, has been increased to $500,000. As reported by the Troubled Company Reporter, the Company on July 22, 2009, said it has executed a non-binding letter of intent to sell substantially all of the assets of its wholly-owned subsidiaries, Ronson Consumer Products and Ronson Corporation of Canada as well as the related intellectual property owned by Ronson Corporation, to a European manufacturer of pocket and utility lighters. Ronson Consumer Products manufactures and markets packaged fuels and flints and lighters and torches. Details and financial terms were not announced pending negotiation of definitive documentation, which is subject, among other things, to the satisfactory completion of the purchaser's due diligence review of Ronson Consumer Products. In addition to definitive documentation, the consummation of the transaction would be subject to final approval by the parties' boards of directors and approval by the Company's shareholders, receipt of required third- party consents and various other customary conditions. The operations of Somerset, New Jersey-based Ronson Corporation (Pink Sheets: RONC) -- http://www.ronsoncorp.com/-- include its wholly-owned subsidiaries: 1) Ronson Consumer Products Corporation in Woodbridge, New Jersey, 2) Ronson Corporation of Canada Ltd., and 3) Ronson Aviation, Inc. RONSON CORP: Zippo Sues to Halt Sale of Consumer Products Unit -------------------------------------------------------------- Ronson Corporation has been served with a lawsuit in the United States District Court for the Western District of Pennsylvania by Zippo Manufacturing Company regarding the Company's execution of a non-binding letter of intent to sell substantially all of the assets of its consumer products division. In its complaint, Zippo claims that the Company breached alleged obligations to Zippo by accepting the bid of another prospective purchaser in lieu of Zippo's bid, and seeks to enjoin the Company from negotiating the sale of its consumer products division with any party other than Zippo. Following the filing of Zippo's suit, the prospective purchaser with whom the Company has been in discussions has withdrawn its proposal. The Company believes that Zippo's claims are wholly without merit and intends vigorously to defend itself against the claims. As reported by the Troubled Company Reporter, the Company on July 22, 2009, said it has executed a non-binding letter of intent to sell substantially all of the assets of its wholly-owned subsidiaries, Ronson Consumer Products and Ronson Corporation of Canada as well as the related intellectual property owned by Ronson Corporation, to a European manufacturer of pocket and utility lighters. Ronson Consumer Products manufactures and markets packaged fuels and flints and lighters and torches. Details and financial terms were not announced pending negotiation of definitive documentation, which is subject, among other things, to the satisfactory completion of the purchaser's due diligence review of Ronson Consumer Products. In addition to definitive documentation, the consummation of the transaction would be subject to final approval by the parties' boards of directors and approval by the Company's shareholders, receipt of required third- party consents and various other customary conditions. The operations of Somerset, New Jersey-based Ronson Corporation (Pink Sheets: RONC) -- http://www.ronsoncorp.com/-- include its wholly-owned subsidiaries: 1) Ronson Consumer Products Corporation in Woodbridge, New Jersey, 2) Ronson Corporation of Canada Ltd., and 3) Ronson Aviation, Inc. ROSS & LOGAN: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Ross & Logan Industries, Inc. 10817 New Kings Road Jacksonville, FL 32219 Bankruptcy Case No.: 09-06626 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Bradley R. Markey, Esq. Stutsman, Thames & Markey P.A. 50 N Laura Street Suite 1600 Jacksonville, FL 32202-3614 Tel: (904) 358-4000 Fax: (904) 358-4001 Email: BRM@stmlaw.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/flmb09-06626.pdf The petition was signed by Larry Brantley, president of the Company. SEMGROUP ENERGY: Has Going Concern Doubt Due to Semgroup LP Bankr. ------------------------------------------------------------------ SemGroup Energy Partners, L.P. was unable to file its Form 10-Q for the period ended June 30, 2009 by the August 10, 2009 due date. SemGroup, L.P. and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware on July 22, 2008. None of the Partnership, its general partner, the Partnership's subsidiaries nor the subsidiaries of the general partner were party to the Bankruptcy Filings. The Bankruptcy Filings and the events related thereto have had a significant impact upon the Partnership's business and results of operations and may in the future impact the Partnership in various ways. These items include, among others: (i) the reconstitution of the Partnership's general partner's Board of Directors and management in connection with a change of control that occurred in July 2008, (ii) the events of default that were triggered under our credit facility, the corresponding forbearance agreement and amendments thereto and the Consent, Waiver and Amendment to Credit Agreement, dated as of April 7, that the Partnership entered into in order to waive such events of default, (iii) the uncertainty relating to and the rebuilding of our business to provide services to and derive revenues from third parties instead of relying upon the Private Company for substantially all of our revenues, (iv) the hiring of certain operational employees in connection with the Settlement and the rejection of the Amended Omnibus Agreement, (v) becoming a party to securities and other litigation as well as governmental investigations, (vi) being delisted from the Nasdaq Global Market, (vii) failing to make distributions for the second, third and fourth quarters of 2008 and the first and second quarters of 2009, and the expectation that we will not make a distribution for the third quarter of 2009, (viii) experiencing increased general and administrative expenses due to the costs related to legal and financial advisors as well as other related costs, (ix) experiencing increased interest expense as a result of the forbearance agreement to the Partnership's credit facility and amendments thereto, (x) the entering into definitive documentation relating to the settlement of certain matters between the Partnership and the Private Company, (xi) the entering into leases and storage agreements with third party customers and (xii) uncertainty related to future taxation as a result of the transactions. Due to the events related to the Bankruptcy Filings including uncertainties relating to the Partnership's ability to comply with covenants under the Partnership's credit facility, the Partnership's exposure and sensitivity to interest rate risks given the materiality of the Partnership's borrowings under its credit facility, and uncertainties related to securities and other litigation, the Partnership faces substantial doubt as to its ability to continue as a going concern. The Partnership's management and the Board are currently evaluating the impact of these matters, including accounting for the Settlement, on the financial statements. The Partnership expects to file its 10-Q for the quarter ended June 30, 2009 as soon as is reasonably practicable after such evaluation has been completed. About SemGroup Energy Partners LP SemGroup Energy Partners, L.P. (Pink Sheets: SGLP.PK) is a publicly traded master limited partnership with operations in 23 states. It provides integrated terminalling, storage, processing, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and liquid asphalt cement. It manages its operations through three operating segments: (i) crude oil terminalling and storage services, (ii) crude oil gathering and transportation services and (iii) asphalt services. It was formed in February 2007 as a Delaware master limited partnership initially to own, operate and develop a diversified portfolio of complementary midstream energy assets. About SemGroup LP SemGroup L.P. -- http://www.semgrouplp.com/-- is a midstream service company providing the energy industry means to move products from the wellhead to the wholesale marketplace. SemGroup provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids, refined products and asphalt. Services include purchasing, selling, processing, transporting, terminaling and storing energy. SemGroup serves customers in the United States, Canada, Mexico, Wales, Switzerland and Vietnam. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-11525). John H. Knight, Esq., L. Katherine Good, Esq., and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. The CCAA stay expires on November 21, 2008. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. In their petition, they showed more than $1,000,000,000 in estimated total assets and more than $1,000,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by SemGroup L.P. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-700) SEQUENOM INC: Posts $37.7MM Net Loss in Six Months Ended June 30 ---------------------------------------------------------------- Sequenom, Inc., posted a net loss of $20.2 million for three months ended June 30, 2009, compared with a net loss of $9.7 million for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $37.7 million compared with a net loss of $18.3 million for the same period in 2008. At June 30, 2009, the Company's balance sheet showed total assets of $113.8 million, total liabilities of $26.3 million and stockholders' equity of $87.5 million. The Company related that as of June 30, 2009, cash, cash equivalents and current marketable securities totalled $63.6 million, compared to $98.3 million at December 31, 2008. The Company added that there is substantial doubt about its ability to continue as a going concern. Although the Company related that its cash, cash equivalents and current marketable securities will be sufficient to fund its operating expenses and capital requirements through 2010, it will require significant additional financing in the future to fund its operations. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?4168 Sequenom, Inc. (NASDAQ:SQNM) is a diagnostic testing and genetics analysis company. The Company is focused on providing products, services, diagnostic testing, applications and genetic analysis products that translate the results of genomic science into solutions for biomedical research, translational research, molecular medicine applications, and agricultural, livestock and other areas of research. SONICBLUE INC: To Pay Lehman Brothers' $1.3MM Scheduled Claim ------------------------------------------------------------- Lehman Brothers Holdings Inc., James Giddens, as trustee for the liquidation proceedings of Lehman Brothers, Inc., and SONICblue Incorporated, Diamond Multimedia Systems, Inc., ReplayTV, Inc., and Sensory Science Incorporated, ask the Court to approve a stipulation providing that LBI will be entitled to receive distributions on account of its Scheduled Claim in SONICblue's bankruptcy cases. SONICblue scheduled "Lehman Brothers" as holding a non- contingent, undisputed, and liquidated claim in the SONICblue Bankruptcy Proceeding of $1,327,188. The stipulation further provides that LBI Trustee is authorized to execute any document and take any other action necessary to allow the SONICblue Plan Administrator to make distributions on the Allowed Lehman Brothers Claim in accordance with the terms of the stipulation. The stipulation is also filed in the liquidation proceedings of Lehman Brothers, Inc. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008, (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed $639 billion in assets and $613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for $2 dollars plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) About SONICblue Inc. SONICblue Inc. is a consumer electronics company. Prior to January 2001, SONICblue's primary business was to supply graphics and multimedia accelerator subsystems for personal computers. SONICblue completed the acquisition of ReplayTV, Inc., a developer of personal television technology, on August 1, 2001. SONICblue completed the acquisition of Sensory Science, a developer of consumer electronics products, including dual deck videocassette player/recorders and DVD players, on June 27, 2001. Debtor Diamond Multimedia Systems Inc. was an established PC original equipment manufacturer and retail provider of communications and home networking solutions, PC graphics and audio add-in boards and digital audio players. SONICblue Inc. and its debtor-affiliates filed for chapter 11 bankruptcy on March 21, 2003, before the U.S. Bankruptcy Court for the Northern District of California (Lead Case No. 03-51775). The Debtors employed Pillsbury Winthrop Shaw Pittman LLP formerly Pillsbury Winthrop LLP as their bankruptcy counsel. Houlihan Lokey Howard & Zukin Capital served as their financial advisors. Early into the case, the U.S. Trustee appointed an official creditors' committee in the case. On Oct. 4, 2007, the Bankruptcy Court directed the U.S. Trustee to reconstitute the Initial Creditors' Committee. The Initial Creditors' Committee retained Levene, Neale, Bender, Rankin & Brill LLP as bankruptcy counsel; and Alliant Partners, as financial advisors. On March 26, 2007, the Bankruptcy Court disqualified Pillsbury as the Debtors' bankruptcy counsel and ordered the appointment of a chapter 11 trustee for the Debtors. On April 17, 2007, the Court granted the U.S. Trustee's request to appoint Dennis J. Connolly, Esq., as the Chapter 11 Trustee. The U.S. Trustee appointed on October 23, 2007, a reconstituted Creditors' Committee -- comprised of Korea Export Insurance Corporation, Riverside Contracting LLC & Riverside Claims LLC, Synnex K.K., TLI Holdings, Inc., Michelle Miller, and York Capital Opportunity Fund. York Capital Opportunity Fund was later appointed Chair of the Reconstituted Creditors' Committee and Synnex K.K. subsequently resigned as a member. Grant T. Stein, Esq., at Alston & Bird LLP in Atlanta, Georgia; and Cecily A. Dumas, Esq., at Friedman Dumas & Springwater LLP in San Francisco, California, represent the Chapter 11 Trustee. Grobstein Horwath serves as accountants to the Chapter 11 Trustee. Aron M. Oliner, Esq., Mikel R. Bistrow, Esq., and Geoffrey A. Heaton, Esq., at Duane Morris LLP, in San Francisco, represent the Reconstituted Creditors' Committee. The Troubled Company Reporter on October 27, 2008, reported the Bankruptcy Court entered an order confirming SonicBlue's liquidating plan. SIX FLAGS: Has Investment In Federated Investor Inc.'s Fund ----------------------------------------------------------- Six Flags Inc. and its affiliates inform the Bankruptcy Court and the United States Trustee of their investment in Federal Investors, Inc.'s Treasury Obligations Fund -- Institutional Shares -- in compliance with Section 345 of the Bankruptcy Code and Rule 4001-3 of the Local Rules of Bankruptcy Practice and Procedures of the U.S. Bankruptcy Court for the District of Delaware. Eugene F. Maloney, Esq., executive vice president and corporate counsel of Federated Investors, Inc., affirms the Debtors' investment and states that the Treasury Obligations Fund: (a) invest exclusively in United States Treasury bills and United States Notes owned directly or through repurchase agreements; (b) has received the highest money market fund rating from a nationally recognized statistical rating organization, like Standard & Poor's or Moody's; (c) has agreed to redeem in cash, with payment being made no later than the business day following a redemption request by a shareholder, except in the event of an unscheduled closing of Federal Reserve Banks or the New York Stock Exchange; and (d) has adopted a policy that it will notify its shareholders 60 days prior to any change in its investment or redemption. A full-text copy of the September 30, 2008 prospectus of the Federated Fund filed by Federated Investors, Inc., with the U.S. Securities and Exchange Commission is available for free at: http://bankrupt.com/misc/SixF_FedFundProspectus.pdf About Six Flags Inc. Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SPANSION INC: Court Approves Key Employee Incentive Plan -------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware approved Spansion Inc.'s Key Employee Incentive Plan. Separately, the Debtors sought and obtained Judge Carey's authority to make payments under the Approved Incentive Plans as to the in-house lawyer who formerly acted as Assistant Secretary of Spansion Inc., and Spansion LLC. As previously reported, the Court approved the Incentive Plans provided that no payments will be made to the in-house lawyer, whom the Debtors did not name, who acted as Assistant Secretary of Spansion Inc., and Spansion LLC absent further order. In a certification of counsel, the Debtors inform the Court of that the in-house lawyer has resigned, though she remains an employee of the Debtors. The U.S. Trustee had no objection as to the request. The Key Executive Incentive Plan To help ensure that the Debtors' senior executives properly are motivated and incentivized to undertake the substantial efforts that will be required of them during the Chapter 11 cases and to compensate them in part for the loss of prepetition incentives and other non-salary based compensation, the Debtors have created KEIP. The Debtors relate the KEIP is designed to provide certain of their senior executives with appropriate incentives to motivate them to meet and exceed corporate needs and goals, maximize the value of the Debtors' estates, perform key restructuring functions, and work toward an expeditious reorganization. "Given the substantial experience and institutional knowledge of the KEIP Participants, these individuals can help ensure that the value of the Debtors' assets are maximized and that all reorganization efforts go smoothly," Mr. Lastowski tells the Court. The KEIP is limited to eight of the Debtors' Executive Vice Presidents and key officers who are critical to the success of the Debtors' reorganization efforts. KEIP Participants are not eligible to participate in, or receive benefits from, any of the Debtors' other incentive compensation programs. These are the KEIP Participants: * Executive Vice President, MirrorBit NAND Program * Executive Vice President, Worldwide Sales & Marketing * Top Research & Development Executive * Executive Vice President, Embedded Solutions Group * Executive Vice President, Worldwide Operations * Corporate Vice President, Strategic Planning & Human Resources * Vice President, Legal * Chief Financial Officer. Pursuant to the KEIP, the KEIP Participants are entitled to incentive bonus payments upon the occurrence of specific milestones. The amount of each individual KEIP Payment depends on the specific Milestone, the KEIP Participant's annual salary, and whether a specified financial objective is achieved. In the event the objective for a particular Milestone has not been achieved, the KEIP Participants will not receive a KEIP Payment for that Milestone. Milestone 1: Achievement of the first Milestone included in the KEIP is based upon whether the Debtors are able to meet (i) a specific cash balance Objective or (ii) a specific combined EBITDA Objective as of October 1, 2009. If both Objectives are achieved, each KEIP Participant is entitled to receive a payment equal to 35% of his or her annual salary. If only one of the Objectives is achieved, each KEIP Participant is entitled to receive a payment equal to 17.5% of his or her annual salary. Milestone 2: The second Milestone included in the KEIP is based upon whether the Debtors are able to meet a specific combined EBITDA Objective as of April 1, 2010. If the Base Objective is achieved, each KEIP Participant is entitled to receive a payment equal to 35% of his or her annual salary on the later of April 1, 2010, and the date that is 30 days after confirmation of a plan of reorganization. As an extra incentive, if the Debtors are able to meet a heightened EBITDA Objective as of April 1, 2010, each KEIP Participant is entitled to receive an additional payment equal to 30% of his or her annual salary. In the event that the Base Objective is exceeded, but the Bonus Objective is not achieved, each KEIP Participant will be entitled to receive a commensurate percentage of the Upside Bonus. The Debtors anticipate that in the event that each of the Objectives is met, excluding the Bonus Objective, the costs to the Debtors of the KEIP Payments is approximately $2,000,000. Moreover, the Debtors note, if the Bonus Objective also is met, the cost would be approximately an additional $800,000. In total, the projected cost of the KEIP, assuming all Objectives are achieved, is approximately 0.94% of projected EBITDA (1.3% at maximum bonus opportunity) and 0.69% of total payroll (0.99% at maximum). Participation under the KEIP will terminate upon retirement, voluntary resignation, death or termination "for cause," and no KEIP Payment will be made to a KEIP Participant following a Termination Event. If a KEIP Participant is terminated as a result of a sale, job elimination or restructuring prior to the occurrence of a Milestone, that KEIP Participant will be entitled to receive a pro rata KEIP Payment if the associated Objective is achieved. The Debtors also obtained aprpoval for these incentive plans: * the Centurion Plan, * the Retention Bonuses, * the Sale Incentive Plan, * the Executive Management Board Award Program, and * the Spotlight Award Program. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. SPANSION INC: Court OKs Randy Furr as Executive VP & CFO -------------------------------------------------------- Spansion Inc. and its affiliates obtained the Bankruptcy Court's authority to employ Randy Furr as their executive vice president and chief financial officer, nunc pro tunc to June 29, 2009. The Debtors will pay Mr. Furr an annual salary of $440,000. Mr. Furr will also be eligible to participate in the Debtors' Key Employee Incentive Plan, if and when the Plan is approved by the Court. A full-text copy of the Employment Agreement dated June 4, 2009 is available for free at: http://bankrupt.com/misc/Spansion_FurrAgreement.pdf In connection with Mr. Furr's appointment, Mr. Furr entered into an employment offer letter with the Spansion Inc., pursuant to which he is entitled to compensation of $36,667 per month. Mr. Furr may also: (i) receive comprehensive benefits, including medical, dental, life and disability coverage; (ii) participate in the Company's 401(k) retirement savings plan; and (iii) participate in any executive incentive plan that is adopted by the Company. Prior to the hearing held July 23, 2009, the Debtors received informal comments from the Office of the U.S. Trustee. As a result, the Debtors revised the proposed form of order to provide, among other things, that any Key Employee Incentive Plan payment to Mr. Furr will be determined based on an amount equal to 75% of his annual salary rather than his entire annual salary. Moreover, the Revised Proposed Order states that Mr. Furr's Employment Agreement is not approved to the extent that it provides for the right to payment of any severance to Mr. Furr and, subject to further Court order, Mr. Furr will not have a claim under Section 503 of the Bankruptcy Code for the payment of any severance. A hearing on the Motion and Employment Agreement to the extent that it provides for the right or payment of any severance to Mr. Furr will be held on September 1, 2009. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. SPANSION INC: Gets Court Nod to Buy BALC Equipment for $6 Mil. -------------------------------------------------------------- On September 30, 2005, Spansion LLC entered into a lease agreement with Banc of America Leasing Capital, LLC pursuant to which BALC agreed to lease to Spansion certain items of personal property. Schedule 2 of the Lease Agreement provides for the lease of certain equipment by BALC to Spansion for $211,897 per month for a period of 42 months, as amended. Schedule 3 to the Lease Agreement provides for the lease of certain equipment by BALC to Spansion for $527,342 per month for a period of 42 months, as amended. Both Schedules 2 and 3 equipment will expire on July 31, 2009. Spansion has determined that it has no ongoing need for certain of the equipment listed on Schedule 2. Thus, Spansion sought and obtained the Court's authority to purchase from BALC for $6,730,000 the rest of the equipment listed on Schedule 2 and all of the equipment listed on Schedule 3 needed for its business operations going forward. The Retained Equipment are: Schedule Equipment Purchase Price -------- --------- -------------- #2 Two Agilent Tester V5400 $475,000 #3 ASML Lithography Twinscan XT1400E 6,255,000 The Debtors and BALC have agreed, among other things, that: (a) if by August 5, 2009, there is not a final, non-appealable order of the Bankruptcy Court approving their stipulation, then Spansion and BALC will be deemed to have entered into a month-to-month lease for the Retained Equipment on the same terms and conditions as set forth in the Lease Agreement and Schedules 2 and 3, pending further order of the Court or resolution in favor of Spansion. Any payments made will be credited against the Purchase Price if the transaction provided by the Stipulation is consummated. (b) BALC waives any and all claims in connection with the Debtors' Chapter 11 cases relating to the Retained Equipment; and (c) any taxes or other charges asserted by any person or governmental entity on account of the Retained Equipment will be the sole responsibility of the Debtors. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. SPANSION INC: Stock Delisted by NASDAQ Effective July 20 -------------------------------------------------------- Spansion Inc., disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that the Nasdaq Stock Market, Inc., has determined to remove from listing Spansion common stock effective at the opening of the trading session last July 20, 2009. Based on a review of the information provided by the Company, the Nasdaq Staff determined that Spansion no longer qualified for listing on the Exchange pursuant to Listing Rules 5100, 5110(b), IM-5100-1, 5250(c)(1) and 5500. Spansion said it was notified of the Staff's determinations on March 4, 2009, March 16, 2009, and April 16, 2009. Spansion added that it has requested a review of the Staff's determination before the Listing Qualifications Hearings Panel. However, upon review of the information provided by Spansion, the Panel determined that Spansion did not qualify for inclusion on the Exchange based on its failure to comply with these Listing Rules: 5100, 5110(b) IM-5100-1, 5250(c)(1) and 5500. Spansion was notified of the Panel's decision on May 5, 2009 and trading in the Company's securities was suspended on May 7, 2009. Spansion did not request a review of the Panel's decision by the Nasdaq Listing and Hearing Review Council. The Listing Council did not call the matter for review. The Panel's Determination to delist the Company became final on June 19, 2009. About Spansion Inc. Spansion Inc. (NASDAQ: SPSN) -- http://www.spansion.com/-- is a Flash memory solutions provider, dedicated to enabling, storing and protecting digital content in wireless, automotive, networking and consumer electronics applications. Spansion, previously a joint venture of AMD and Fujitsu, is the largest company in the world dedicated exclusively to designing, developing, manufacturing, marketing, selling and licensing Flash memory solutions. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. SPRINT NEXTEL: Fitch Assigns 'BB' Rating on $500 Mil. Senior Notes ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB' rating to Sprint Nextel Corporation's $500 million senior unsecured notes due August 2017. The net proceeds will be used for general corporate purposes. The Outlook is Negative. Sprint Nextel's ratings reflect the challenges that the company has encountered while attempting to stabilize its operations as well as the limited visibility into future operating trends. Fitch believes the company will experience difficulties in regaining its market share of postpaid subscribers, given the high industry penetration rates, the low postpaid churn rates of its national competitors, the weak economy and its competitive position. The ratings are supported by Sprint Nextel's liquidity position, which is a strength of the company given its cash position, current level of free cash flow and availability under its credit facility. Cash at the end of the second quarter of 2009 was $4.6 billion, free cash flow was $1.5 billion for the first six months of the year and available liquidity under its bank credit facility was $1.5 billion. The high level of liquidity effectively addresses Sprint's sizable near-term maturity profile, which includes $600 million due January 2010, $750 million due June 2010, $1 billion of outstanding credit facility debt due December 2010 and $1.7 billion due January 2011. In addition, Sprint will retire all of the Virgin Mobile debt outstanding at the time of closing, which is expected in the fourth quarter of 2009 or first quarter of 2010. At the end of March 31, 2009, outstanding debt net of cash at Virgin Mobile was approximately $250 million. Sprint Nextel also has pension contribution payments required in 2009 in the range of $100 to $200 million. In May 2009, Sprint Nextel repaid $600 million of maturing debt. The notes will be issued under the Sprint Nextel 2006 indenture. Consequently, the terms and conditions of the debt issuance are similar to past debt offerings. However, additional new terms of these notes would potentially require Sprint Nextel to repurchase the notes upon a change in control. Sprint Nextel currently has sufficient cushion under its maximum leverage covenant. As of June 30, 2009, the ratio was 3.1 times (x) compared to the covenant of 4.25x. Fitch continues to remain concerned with Sprint's operating results. While postpaid losses improved sequentially in the second quarter of 2009, the magnitude of the postpaid subscriber losses remains substantial as the company has averaged subscriber losses of over one million for the past six quarters. The weak economy, Sprint's weak brand image and competitive environment continue to create significant headwinds, which has negatively impacted business churn and limited Sprint's ability to improve gross additions. Sprint's indication that further expected improvement in postpaid performance will be gradual reflects the challenging market conditions and creates uncertainty over the level of future net addition improvement despite the benefits of an upgraded device lineup. Positively, while Boost unlimited prepaid subscribers greatly exceeded Fitch's expectations and provided a modest offset to the decline from non-Boost EBITDA, the competitive environment has intensified for this market segment due to the expansion of new competing products and aggressive service plan pricing on enhanced calling features by other carriers. Consequently, future subscriber growth and profitability could be challenging after the initial demand is met from Boost's nationwide deployment. While current subscriber trends are somewhat worse than Fitch's initial expectations, the company's EBITDA generation remains in line with Fitch's current forecast due in part to better stability from expected ARPU and effective cost cutting measures. Free cash flow levels are substantially higher than initial expectations, largely through lower capital spending. Failure to substantially reduce current postpaid subscriber trends and offset these losses with profitable Boost unlimited subscribers will result in further declines in revenue and operating cash flow that will negatively impact FCF and ultimately liquidity. Until Sprint Nextel shows greater progress in stabilizing its operations, Fitch will continue to assess these measures to determine whether further rating actions are warranted. SPRINT NEXTEL: Moody's Assigns 'Ba2' Rating on $1.3 Bil. Notes -------------------------------------------------------------- Moody's Investors Service has assigned a Ba2 rating to Sprint Nextel Corporation's proposed $1.3 billion senior unsecured notes due 2017. The company intends to use the proceeds for general corporate purposes. In conjunction with the rating action, Moody's has affirmed the Company's Ba1 corporate family rating with a negative outlook, along with the SGL-1 short term liquidity assessment. The new debt will not increase materially the company's leverage (LTM Debt/EBITDA would rise by only 0.2x), but the offering deviates somewhat from the Company's recent deleveraging trend. At the same time, Moody's recognizes that the Company has $6.0 billion in debt coming due over the next 18 months, including $3.0 billion in outstandings and LC draws under the credit facility. Based on Moody's estimated free cash flow over this period of over $2 billion combined with existing cash balances of approximately $4.6 billion, Sprint would have the ability to cover its maturities, but without significant cushion. Consequently, the rating agency views Sprint Nextel's debt offering as an opportunistic transaction to enhance its liquidity position. However, the company's ratings could come under pressure if management does not continue to reduce the Company's debt, especially in light of Moody's concerns about Sprint Nextel's operating performance, specifically its continuing loss of high value post paid subscribers. Ratings actions include these: Issuer: Sprint Nextel Corporation -- $1.3 billion new Senior Unsecured notes -- Assigned Ba2 (LGD5-77%) -- Corporate Family Rating -- Affirmed Ba1 -- Probability of Default Rating -- Affirmed Ba1 -- Outlook is Negative Moody's most recent rating action for Sprint Nextel was on July 28, 2009. At that time Moody's affirmed the Company's ratings following the announcement of the planned acquisition of Virgin Mobile. Spring Nextel Corporation, with headquarters in Overland Park, Kansas, is one of the largest telecommunications companies in the United States. It offers digital wireless services under the Sprint master brand name in addition to a broad suite of wireline communication services. The company operates two wireless networks, one based on CDMA technology and the other over the former Nextel Communication's iDEN network. As of 6/30/2009, Sprint Nextel had approximately 48.8 million wireless customers, including wholesale and affiliate subscribers. STACEY CRANDALL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Stacey M. Crandall 2424 Meadowbrook Rd Sacramento, CA 95825 Bankruptcy Case No.: 09-36774 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Thomas Holman Debtor's Counsel: Mitchell L. Abdallah, Esq. 980 9th St 16th Fl Sacramento, CA 95814 Tel: (916) 446-1974 Total Assets: $1,430,770 Total Debts: $2,984,515 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/caeb09-36774.pdf The petition was signed by Stacey M. Crandall. STAGE COACH: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Stage Coach Venture LLC 2487 Gloucester Way Riverside, CA 92506 Bankruptcy Case No.: 09-28134 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Thomas C. Nelson, Esq. 550 W C St Ste 1850 San Diego, CA 92101 Tel: (619) 236-1245 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb09-28134.pdf The petition was signed by Kevin Tucker, managing member of the Company. STAMFORD INDUSTRIAL: Postpones Earnings Release & Conference Call ----------------------------------------------------------------- Stamford Industrial Group, Inc., postponed the release of its financial results for the three and six months ended June 30, 2009, and its conference call to review the results, which had been scheduled for August 10, 2009 at 5:00 p.m., Eastern Daylight Time. No reason was provided. The Company will hold a conference call to discuss its three and six months ended June 30, 2009 financial results when such results are released, which conference call will be announced in a subsequent press release. Stamford Industrial Group, Inc., is working to build a diversified global industrial manufacturing group through organic and acquisition growth initiatives that will complement and diversify existing business lines. Concord Steel, Inc., a wholly owned subsidiary of Stamford Industrial Group, acquired in October 2006, manufactures steel counter-weights and structural weldments that are incorporated into a variety of industrial equipment, including aerial work platforms, cranes, elevators and material handling equipment. STANT PARENT: Gets Court Approval for Garden City as Claims Agent ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Stant Parent Corp. to employ Garden City Group, Inc., as claims and noticing agent. In a separate application, the Debtors ask for the Court's authorization to employ Mesirow Financial Consulting LLC as financial advisor. Connersville, Indiana-based Stant Parent Corp. and its affiliates filed for Chapter 11 on July 27, 2009 (Bank. D. Del. Lead Case No. 09-12647). Sandra G.M. Selzer, Esq., and Scott D. Cousins, Esq., at Greenberg Traurig, LLP, represent the Debtors in their restructuring efforts. In their petition, the Debtors listed assets and debts both ranging from $50,000,001 to $100,000,000. STATION CASINOS: Continues Promotions & Employment -------------------------------------------------- USAplayers.com reports that under the Boarding Pass program, Station Casinos Inc. rewards players with free slot play and other more material rewards that can range from free food to entertainment. According to USAplayers.com, the Boarding Pass program is the VIP program in place by Station Casinos whose rewards can also range from free food to entertainment and offer free play points from playing with free play points being redeemed. USAplayers.com says that the rewards can be met by a multiplier, giving players an immense amount of free play. The rewards program will run uninterrupted, the report states. USAplayers.com relates that promotions and events -- including free food, cheap vacations, and live entertainment -- that take place through Stations Casinos will continue to move forward. According to the report, shows and concerts are being planned for the upcoming future and won't be canceled on accounts of Station Casino's debtors. There will also be no layoffs in the Company, the report adds. USAplayers.com quoted Station Casinos Chairman and CEO Frank J. Fertitta III as saying, "The restructuring of our debt will provide us with the financial flexibility necessary to meet the challenges of the current economic environment." Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SUNNY CORRAL: Files for Chapter 11 in Texas ------------------------------------------- Sunny Corral Management LLC filed for Chapter 11 protection in Fort Worth, Texas. Affiliates of Sunny Corral that filed for bankruptcy protection this year in the same court include Denar Restaurants LLC, Denar LLC, Golden Restaurants LLC, Indy Corral LLC, Kansas Corral LLC, Metro Restaurants LLC and TAG Corral LLC. Sunny Corral Management LLC is a the Largo, Florida-based restaurant management company. It filed for Chapter 11 on August 10, 2009 (Bankr. N.D. Tex. Case No. 09-44939). The Company listed assets and debt of $10 million to $50 million. SUNNY CORRAL: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Sunny Corral Management, LLC 10050 Ulmerton Rd Largo, FL 33771 Case No.: 09-44939 Chapter 11 Petition Date: August 7, 2009 Debtor-affiliates filing separate Chapter 11 petitions August 23, 2009: Entity Case No. ------ -------- Golden Restaurants, LLC 09-44425 Kansas Corral, LLC 09-44426 Tag Corral, LLC 09-44427 Indy Corral, LLC 09-44428 Debtor-affiliate filing separate Chapter 11 petition March 24, 2009: Entity Case No. ------ -------- Denar Restaurants, LLC 09-41675 Debtor-affiliate filing separate Chapter 11 petition April 24, 2009: Entity Case No. ------ -------- Denar, LLC 09-42389 Debtor-affiliate filing separate Chapter 11 petition July 10, 2008: Entity Case No. ------ -------- Metro Restaurants, LLC 08-33377 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: D. Michael Lynn Sunny Corral's Counsel: Davor Rukavina, Esq. Munsch, Hardt, Kopf & Harr 500 N. Akard Street, Suite 3800 Dallas, TX 75201-6659 Tel: (214) 855-7587 Fax: (214) 978-5359 Email: drukavina@munsch.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 Sunny Corral did not file a list of its 20 largest unsecured creditors when it filed its petition. SYNUTRA INTERNATIONAL: Management Admits to Going Concern Doubt --------------------------------------------------------------- In its second quarter report on Form 10-Q, Synutra International Inc. said, "Following the government announcement in mid September 2008 that formula products of the Company and 21 other manufacturers had been contaminated with melamine, the Company conducted a compulsory recall of certain lots of U-Smart products and a voluntary recall of all other products produced before September 16, 2008 at the same facilities, where the Company believed the contaminated milk supplies originated. As a direct result of the incident, the Company has experienced significant operating losses and negative cash flows from operations for the fiscal year ended March 31, 2009 and the fiscal quarter ended June 30, 2009 and, as of June 30, 2009, has a working capital deficit of approximately $83.7 million caused primarily by the product recall costs including cost of replacing products, shipping charges and inventory write down and write off, and subsequent loss of sales. At June 30, 2009, the Company was not in compliance with certain covenants of its loan agreement due to the losses suffered as a result of the melamine issue." "The occurrence of these recent economic events, the ensuing operating losses and negative cash flows and the failure of the Company to meet its debt covenants raise substantial doubt as to the Company's ability to continue as a going concern," Synutra said. For three months ended June 30, 2009, Synutra had a net loss of $9,995,000 on net sale of $47,350,000 compared with a net income of $15,645,000 on $127,380,000 of net sales during the same period in the previous year. According to Synutra, its management is attempting to renegotiate the terms and covenants of the loan agreement and is in the process of evaluating funding alternatives including seeking refinance of certain short-term loans from banks in the People's Republic of China. On October 11, 2007, ABN and another lender provided a three-year term loan to the Company in the aggregate amount of $35 million. The principal amount, and any unpaid accrued interest on the New ABN Loan, will be due on October 11, 2010 and may be prepaid without penalty. The Company has performed an analysis of the relevant ratios and found that due to the net loss which resulted from the significant costs of the product recall, including inventory write-down and write-off, the Company was not able to meet any of the financial covenant requirements as of June 30, 2009. The lenders have proposed (i) waiver fee which equals to 0.75% of the aggregate principal amount outstanding and an increase in the interest rate of 200 basis points to LIBOR for deposits in U.S. dollars plus 5.5%; and (ii) a revised repayment schedule of quarterly amortizations commencing in October 2009 with $5.0 million in October 2009, $5.0 million in January 2010, $10.0 million in April 2010, $10.0 million in July 2010, and $5.0 million on maturity. Any non-payment would constitute a default, for which the banks have rights to enforce on the existing share pledge. The Company is currently in discussions with the lenders on the waiver and is unable to predict when, or if the waiver will be granted. As of June 30, 2009, Synutra has assets of $508,183,000 against total debts of $440,628,000. A full text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?416d Synutra International, Inc. (Synutra) is an infant formula company in China. The Company principally produces, markets, and sells its products under the Shengyuan, or Synutra, name, together with other complementary brands. It sells its products through nationwide sales and distribution network covering 29 provinces and provincial-level municipalities in China. As of March 31, 2009, this network comprised over 480 distributors and over 800 sub-distributors who sell its products in over 65,000 retail outlets. The Synutra family of brands includes several of China's infant formula and children's nutrition brands, including Super and U-Smart. On October 8, 2008, the Company acquired certain assets from Beijing Huilian Food Co., Ltd. (Huilian), which is a provider of prepared baby food in mainland China. TARRAGON CORP: $6.25-Mil. ARKOMD DIP Loan Extended Until Sept. 10 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey has extended the maturity date of the $6.25 million credit facility which Tarragon Corporation, et al., obtained from ARKOMD, LLC, to September 10, 2009. The Bankruptcy Court approved the $6.25 million DIP loan on March 5, 2009. The DIP loan is secured by senior and superpriority postpetition liens on Tarragon's Equity Interests and any otherwise unencumbered assets and property of the Debtors under any applicable loan or security agreement. Under the terms and conditions of the DIP Credit Agreement and the DIP order, the stated maturity date of the DIP loan is July 12, 2009, subject to extension to September 10, 2009, assuming (a) no material budget deviations) occurred within 180 days after the filing date or (b) notwithstanding a material budget deviation, the DIP lender consents in writing. About Tarragon Corporation Based in New York City, Tarragon Corporation (NasdaqGS:TARR) -- http://www.tarragoncorp.com/-- is a leading developer of multifamily housing for rent and for sale. Tarragon's operations are concentrated in the Northeast, Florida, Texas, and Tennessee. Tarragon and its affiliates filed for Chapter 11 protection on January 12, 2009 (Bankr. D. N.J. Case No. 09-10555). The Hon. Donald H. Steckroth presides over the case. Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R. Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A., represent the Debtor as bankruptcy counsel. Kurztman Carson Consultants LLC serves as notice and claims agent. Daniel A. Lowenthal, Esq., at Patterson Belknap Webb & Tyler, LLP, in New York, represents the official committee of unsecured creditors appointed in the case. Tarragon has said equity holders are out of the money with regard to its bankruptcy case. As of September 30, 2008, the Debtors had $840,688,000 in total assets and $1,035,582,000 in total debts. TARRAGON CORP: Disclosure Statement Hearing Set for September 10 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey has set a hearing on the adequacy of the disclosure statement filed by Tarragon Corporation, et al., for September 10, 2009, at 10:00 a.m. at 50 Walnut Street, Newark, NJ 07102. Written objections to the adequacy of the disclosure statement must be filed no later than 5:00 p.m. on September 1, 2009. As reported in the TCR on August 7, 2009, Tarragon Corporation filed with the Bankruptcy Court a disclosure statement explaining a proposed joint Chapter 11 plan of reorganization, wherein affiliated debt-holders are expected to get 60% of the common stock in turn for the waiver of about $40 million of unsecured claims. Upon the plan's effective date, the Debtor will become reorganized Tarragon, pursuant to which all of the existing shares of Tarragon Corporation, including those shares owned by the affiliated debt holders, will be cancelled of record. In exchange for HFZ Capital Group LLC agreeing to purchase certain preferred stock of Reorganized Tarragon having a cumulative preferred dividend of 8% in an amount of up to $5 million of which at least $1 million will be purchased on the effective date to provide initial working capital to Reorganized Tarragon, HFZ will receive 40% of the new issue common stock of Reorganized Tarragon. Subsequent to the effective date, HFZ will purchase, at par, at such time or times as required by the affiliated debt holders, additional preferred stock of Reorganized Tarragon in an amount equal to $5 million less the amount of the initial Preferred Stock Purchase in increments of no less than $500,000. The proceeds of such sale shall be used to enable Reorganized Tarragon to pay, when required, its future operating costs and expenses, including liquidation expenses of Liquidation Assets and debt service, to the extent that the income of Reorganized Tarragon, as reasonably determined by the affiliated debt holders, is insufficient to pay in a timely manner such costs and expenses. In addition, the affiliated debt holders will receive 60% of the common stock of Reorganized Tarragon in exchange for the waiver of approximately $40 million of affiliated unsecured claims held by the affiliated debt holders. A full-text copy of the joint Chapter 11 plan of reorganization is available for free at http://ResearchArchives.com/t/s?40d0 A full-text copy of the disclosure statement is available for free at http://ResearchArchives.com/t/s?40d1 About Tarragon Corporation Based in New York City, Tarragon Corporation (NasdaqGS:TARR) -- http://www.tarragoncorp.com/-- is a leading developer of multifamily housing for rent and for sale. Tarragon's operations are concentrated in the Northeast, Florida, Texas, and Tennessee. Tarragon and its affiliates filed for Chapter 11 protection on January 12, 2009 (Bankr. D. N.J. Case No. 09-10555). The Hon. Donald H. Steckroth presides over the case. Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R. Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A., represent the Debtor as bankruptcy counsel. Kurztman Carson Consultants LLC serves as notice and claims agent. Daniel A. Lowenthal, Esq., at Patterson Belknap Webb & Tyler, LLP, in New York, represents the official committee of unsecured creditors appointed in the case. Tarragon has said equity holders are out of the money with regard to its bankruptcy case. As of September 30, 2008, the Debtors had $840,688,000 in total assets and $1,035,582,000 in total debts. TARRAGON CORP: Time to Remove Actions Extended Until October 8 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey has extended the time within which Tarragon Corporation, et al., may file notices of removal of pending actions under Bankruptcy Rule 9027(a) to October 8, 2009. Based in New York City, Tarragon Corporation (NasdaqGS:TARR) -- http://www.tarragoncorp.com/-- is a leading developer of multifamily housing for rent and for sale. Tarragon's operations are concentrated in the Northeast, Florida, Texas, and Tennessee. Tarragon and its affiliates filed for Chapter 11 protection on January 12, 2009 (Bankr. D. N.J. Case No. 09-10555). The Hon. Donald H. Steckroth presides over the case. Michael D. Sirota, Esq., Warren A. Usatine, Esq., and Felice R. Yudkin, Esq., at Cole Schotz Meisel Forman & Leonard, P.A., represent the Debtor as bankruptcy counsel. Kurztman Carson Consultants LLC serves as notice and claims agent. Daniel A. Lowenthal, Esq., at Patterson Belknap Webb & Tyler, LLP, in New York, represents the official committee of unsecured creditors appointed in the case. Tarragon has said equity holders are out of the money with regard to its bankruptcy case. As of September 30, 2008, the Debtors had $840,688,000 in total assets and $1,035,582,000 in total debts. TAYLOR BEAN: Bankruptcy Filing Imminent; BofA Takes Over Mortgages ------------------------------------------------------------------ Taylor, Bean & Whitaker Mortgage Corp.'s lawyers said in documents filed in the U.S. District Court for the Northern District of West Virginia last week that a bankruptcy filing is "imminent" for Taylor, Bean & Whitaker Mortgage Corp. An internal e-mail at Taylor Bean dated August 10 referred to a new computer folder "to assemble all of our bankruptcy detailed spreadsheets and support," Nick Timiraos and James R. Hagerty at The Wall Street Journal report. As reported by the Troubled Company Reporter on August 7, 2009, Taylor Bean closed down its mortgage-lending operation on August 5. The Federal Housing Administration barred Taylor Bean from making loans insured by the government agency. Taylor Bean said that it wouldn't be able to complete or fund any mortgage loans in unfinished mortgages. The Department of Housing and Urban Development, which oversees the FHA, said that it took action against Taylor Bean because the Company failed to submit a required annual financial report and to disclose "certain irregular transactions that raised concerns of fraud." Taylor Bean disclosed a similar suspension by Freddie Mac. Aparajita Saha-Bubna at The Journal relates that Bank of America Corp. is taking over the servicing of Taylor Bean mortgages that are backed by the Federal Housing Administration. According to The Journal, Taylor Bean executives said that the Company would continue to service other loans for now. The U.S. Department of Housing and Urban Development posted a document on its Web site outlining courses of action for homeowners with FHA loans, which includes solutions to problems borrowers were facing after the failure of Taylor Bean. The problems include homeowners who were unable to make their mortgage payments online through the Taylor Bean Web site or over the phone and they couldn't reach any Taylor Bean official or get word on the status of a loan modification or refinancing. The FHA cheat sheet includes toll-free numbers for BofA's help lines and related links connecting to other pages on the Housing Department's Web site. Ocala, Florida-based Taylor, Bean & Whitaker Mortgage Corp. is a privately held, independent home-loan provider. Among originators of FHA mortgages, Taylor Bean was the third-largest, and it was the nation's 12th-largest home-mortgage lender overall, according to trade publication Inside Mortgage Finance. TELEPLUS WORLD: Asks Bankruptcy Court to Dismiss Case ----------------------------------------------------- Teleplus World, Corp. asks the U.S. Bankruptcy Court for the Southern District of Florida to dismiss its chapter 11 case. The Debtor tells the Court that on or about June 16, 2009, certain creditors of Teleplus Connect Corp., Connect's wholly owned subsidiaries' Telizon, Inc., Avenue Reconnect Inc., 1523813 Ontario, Inc. (Freedom) and 1500536 Ontario, Inc. (One Bill), commenced a legal proceeding against the Subsidiary Entities in Ontario, Canada, by filing an application in the Ontario Superior Court of Justice, Court File No. CV-09-8243-00CL. Connect is a wholly owned subsidiary of the Debtor. On or about June 16, 2009, the Ontario court appointed an interim receiver for the Subsidiary Entities and temporarily enjoined the subsidiaries from up-streaming any additional funds to the Debtor. Given the Ontario Proceeding, the Debtor has decided, and its secured creditors KEDA, which holds a first priority security interest in the assets of the Subsidiary Entities, and York Advisors LLC, which holds a second priority security interest in the assets of the Subsidiary Entities, agree, that the chapter 11 case should be voluntarily dismissed. The Debtor relates that KEDA is owed roughly $1.5 million and YA roughly $14 million, and the approximate value of the collateral securing those claims in no event exceeds $10 million. Dismissal, thus, the Debtors tell the Court, will preserve any claims that creditors have against the Debtor post-dismissal pursuant to applicable U.S. or Canadian law, and will eliminate the administrative and economic burden on the parent that results from complying with the requirement of chapter 11. The Debtor adds that as presently situated, it does not have the ability to fund any further costs of operation absent additional capital. Headquartered in Miami-Lakes, Florida, Teleplus World, Corp. -- http://www.teleplusworld.com/en/-- provides telecommunications products and services including local lines, long distance, toll free and high speed internet services to customers in 53 distinct centrex serving areas. The Company filed for Chapter 11 protection on March 5, 2009 (Bankr. S.D. Fla. Case No. 09-13799). Phillip M. Hudson III, Esq., at Arnstein & Lehr LLP, represents the Debtor in its restructuring efforts. In its schedules of assets and debts, the Debtor disclosed $11,176,165 in total assets and $18,925,502 in total debts. TEMORE WILLIS: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Temore Willis PO Box 280631 Nashville, TN 37228 Bankruptcy Case No.: 09-08986 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Middle District of Tennessee (Nashville) Judge: Keith M. Lundin Debtor's Counsel: Steven L. Lefkovitz, Esq. Law Offices Lefkovitz & Lefkovitz 618 Church St Suite 410 NashvilLE, TN 37219 Tel: (615) 256-8300 Fax: (615) 250-4926 Email: Stevelefkovitz@aol.com Total Assets: $1,154,000 Total Debts: $990,113 A full-text copy of the Debtor's petition, including a list of its 9 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/tnmb09-08986.pdf The petition was signed by Temore Willis. TETRAGENEX PHARMACEUTICALS: Voluntary Chapter 11 Case Summary ------------------------------------------------------------- Debtor: Tetragenex Pharmaceuticals Inc. 560 Sylvan Avenue Englewood Cliffs, NJ 07632 Bankruptcy Case No.: 09-30775 Chapter 11 Petition Date: August 9, 2009 Court: United States Bankruptcy Court District of New Jersey (Newark) Debtor's Counsel: Ira S. Kornstein, Esq. 24 Park Avenue West Orange, NJ 07052 Tel: (973) 736-4007 Fax: (973) 736-4033 Email: iskesq@aol.com Total Assets: $553,225 Total Debts: $5,014,930 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Martin Schacker, chairman and co-CEO of the Company. THORNBURG MORTGAGE: U.S. Trustee Balks at Asset Sale Termination ---------------------------------------------------------------- U.S. Trustee W. Clarkson McDow Jr. in Thornburg Mortgage Inc.'s Chapter 11 proceedings has objected to its motion to halt the sale process of mortgage auditor Adfitech Inc., saying it should not pay investment bank Houlihan Lokey for stopping work, according to Law360. In its objection, U.S. Trustee protested the payment of almost $300,000 to the firm, the report says. Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA) -- http://www.thornburgmortgage.com/-- is a single-family residential mortgage lender focused principally on prime and super-prime borrowers seeking jumbo and super-jumbo adjustable rate mortgages. It originates, acquires, and retains investments in adjustable and variable rate mortgage assets. Its ARM assets comprise of purchased ARM assets and ARM loans, including traditional ARM assets and hybrid ARM assets. Thornburg Mortgage, Inc., and its four affiliates filed for Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787). Judge Duncan W. Keir is handling the case. David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has been tapped as counsel. Orrick, Herrington & Sutcliffe LLP is employed as special counsel. Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as investment banker and financial advisor. Protiviti Inc. has also been engaged for financial advisory services. KPMG LLP is the tax consultant. Epiq Systems, Inc., is claims and noticing agent. In its bankruptcy petition, Thornburg listed total assets of $24,400,000,000 and total debts of $24,700,000,000, as of January 31, 2009. TOP SHIPS: Posts $15,949,000 Net Loss for June 30 Quarter --------------------------------------------------------- TOP Ships Inc., for the three months ended June 30, 2009, reported a net loss of $15,949,000, or $0.58 per share, compared with a net loss of $5,589,000, or $0.22 per share, for the second quarter of 2008. The results for the second quarter of 2009 include net expenses of $11,786,000 relating to the termination of leases. Excluding these expenses, the net loss becomes $4,163,000, or $0.15 per share. Second quarter operating loss was $11,502,000 for 2009, compared with operating income of $7,078,000 for the corresponding period in 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $284,000. Revenues for the second quarter of 2009 were $28,636,000, compared to $76,687,000 recorded in the second quarter of 2008. For the six months ended June 30, 2009, the Company reported a net loss of $14,579,000, or $0.53 per share, compared with a net loss of $24,430,000, or $1.07 per share, for the first half of 2008. Excluding the net expenses of $11,786,000, relating to the termination of leases, the net loss becomes $2,793,000, or $0.10 per share. For the six months ended June 30, 2009, operating loss was $9,145,000 compared with operating income of $4,644,000 for the first half of 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $2,641,000. Revenues for the six-month period ended June 30, 2009 were $58,429,000, compared to $149,324,000 recorded in the first half of 2008. Evangelos J. Pistiolis, President and Chief Executive Officer of TOP Ships Inc., commented: "Despite our negative results, we are happy to report that we have concluded two very important milestones in the history of our company: the termination of our last leases involving five old vessels and the completion of our newbuilding program in a very tough financial environment. In the current shipping and general economic environment, the Company believes it is better positioned than many other companies in the industry. TOP Ships also pointed out its current positive characteristics: -- No capital commitments. -- Cash flow from operations is expected to be positive for the full second half of 2009 and for the full year of 2010. -- Very young fleet. The owned fleet is made up of 13 vessels; eight product tankers with an average age of less than two years and five dry bulk vessels with an average age of 8.4 years -- 80% of the total ship days until the end of 2011 are under Fixed employment, and the gross revenue of these charters totals approximately $200 million. Looking further ahead, 73% of the total ship days until the end of 2012 are under fixed employment, and the gross revenue of these charters totals approximately $250 million. "I would like to stress that our banks have been very supportive to our plans and actions since the beginning of the year, which can be proven from the fact that we have received waivers from all five banks in relation to certain covenant breaches that occurred on December 31, 2008," Mr. Pistiolis said. As of June 30, 2009, the Company had $719.4 million in total assets and $441.7 million in total liabilities. Based in Athens, Greece, TOP Ships Inc., formerly known as TOP Tankers Inc., is an international provider of worldwide seaborne crude oil and petroleum products and drybulk transportation services. The Company operates a combined tanker and drybulk fleet. TOUSA INC: Homes Sale Closings Top 340 in June to July ------------------------------------------------------ TOUSA Inc. and its affiliates delivered to the Bankruptcy Court a list of their home sale closings and related payments to Operational Lien Claimants for the period from June 1 through 30, 2009. The sale closings were for homes located at Arizona, Texas, Florida, Tennessee, Colorado and Nevada. A four-page list covering more than 180 sales is available for free at: http://bankrupt.com/misc/TousaHomesSaleListJune2009.pdf The Debtors also delivered to the Court a list of their home sale closings and related payments to Operational Lien Claimants for the period from July 1 through 31, 2009. The sale closings were for homes located at Arizona, Texas, Florida, Tennessee, Colorado and Nevada. A four-page list covering more than 160 sales is available for free at: http://bankrupt.com/misc/TousaHomesSaleListJuly2009.pdf About TOUSA Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TOUSA INC: Plan Hearing Delayed on Committee Suit vs. Lenders ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida has yet to schedule another hearing date to consider the adequacy of the Disclosure Statement accompanying the First Amended Joint Chapter 11 Plan of TOUSA Inc. and its debtor affiliates. The last reported Disclosure Statement hearing was scheduled for May 14, 2009. The Disclosure Statement hearing has been adjourned three times since the Debtors first filed their original Joint Plan of Reorganization in October 2008. Moreover, the Debtors' exclusive period to file a plan of reorganization expired on July 29, 2009. Exclusivity Stipulation In a separate filing, the Debtors asked the Court to extend the exclusive period within which only they may file a plan. Specifically, the Debtors propose an extension of 30 days from the earlier of: (i) the conclusion of the trial in the fraudulent conveyance action commenced by the Official Committee of Unsecured Creditors against certain of the Debtors' prepetition lenders, including any post-trial submissions; or (ii) the entry of an order or series of orders approving the settlement of, or disposing of, the entirety of the Committee Action, but in any event no later than September 15, 2009. The trial on the Committee Action began on July 13, 2009. Considering the timeframe for post-trial briefing and possible appeals in the Committee Action, the Debtors believe that the filing and ultimate confirmation of a Chapter 11 Plan in their cases, before the ultimate conclusion of the Committee Action, will limit administrative expenses and will further the Debtors' revised business plan. The Debtors further believe that their shift in operational focus should not lead them to veer off the path to confirmation of a Chapter 11 plan. They believe that their revised business plan would best be implemented in connection with a Chapter 11 plan that minimizes administrative expenses and preserves value for stakeholders. Moreover, Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, asserts that cause exists for the proposed extension for these reasons: (a) The Debtors' Chapter 11 cases are sizable and there are complex legal and business issues. (b) The Debtors need more time to negotiate a plan and prepare adequate information. The Debtors are progressing in good faith. (c) The Debtors are paying their postpetition debts as they come due. (d) The Debtors are not seeking an extension of exclusivity to pressure creditors to submit to the Debtors' reorganization demands. (e) The Debtors have demonstrated reasonable prospects for filing a viable plan. (f) The Debtors submit that no creditor or party-in-interest will be prejudiced by granting the proposed extension. Mr. Singerman tells the Court that Citicorp North America, Inc., as administrative agent under the Debtors' prepetition secured First Lien Term Loan; the First Lien Term Loan Lenders; Wells Fargo Bank, N.A., as administrative agent under the Debtors' prepetition secured Second Lien Term Loan; the Second Lien Term Loan Lenders; and the Creditors' Committee have consented to the Exclusivity Motion. More importantly, the Debtors, Citicorp, the First Lien Term Loan Lenders, Wells Fargo, the Second Lien Term Loan Lenders, and the Creditors Committee executed a stipulation with respect to the Debtors' exclusivity periods. The Secured Lenders and the Creditors Committee agree that they will not propose a Chapter 11 plan nor vote in favor of any Chapter 11 plan until after 30 days from the earlier of (i) the conclusion of the Committee Action trial, or (ii) the entry of any order for the settlement or disposition of the Committee Action, but in any event no later than September 15, 2009. Subsequently, Mr. Singerman informed the Court that the Debtors filed their Exclusivity Motion in error, which incorrectly sought exclusivity as opposed to a formal approval of the stipulation entered into with the Secured Lenders and the Committee. Accordingly, the Debtors seek the Court's authority to amend their Exclusivity Motion and seek approval of their stipulation with the Secured Lenders and the Committee. About TOUSA Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TOUSA INC: Trial on Committee Suit vs. Lenders Resumes Aug. 28 -------------------------------------------------------------- The trial on the fraudulent conveyance complaint brought by the Official Committee of Unsecured Creditors against the Secured Lenders of TOUSA Inc. and its subsidiaries commenced on July 13, 2009. The Committee alleged that certain TOUSA Subsidiaries were rendered insolvent by agreeing to guarantee the loans TOUSA obtained and used to acquire the homebuilding assets of Transeastern Properties, Inc, in July 2007. The trial was to run for two weeks. According to Bloomberg News, the first part of trial dealt in part with the solvency opinion prepared by AlixPartners LLP that concluded that TOUSA would be solvent after pledging the assets of its Conveying Subsidiaries in relation to the Transeastern acquisition. The fee for the solvency opinion was $2 million, the report noted. The Committee has subsequently requested for a continuation of the trial. Upon review, Judge Olson of the U.S. Bankruptcy Court for the Southern District of Florida agreed to resume the trial on the Committee Action to August 28, 2009. The continued trial will last for no longer than one day, and testimony will be limited to the rebuttal testimony of Amy Benbrook and Charles Hewlett, the Court ruled. Moreover, discovery is re-opened to the extent that the defendants to the Committee Action may take depositions of Ms. Benbrook and Mr. Hewlett concerning their rebuttal opinions. Judge Olson further extended the deadline to present proposed findings of fact and conclusions of law to September 4, 2009. As a separate matter, Judge Olson has denied the Senior Transeastern Lenders' ore tenus motion for judgment on partial findings, for reasons stated on the record. Summary Judgment on Third Party Complaints Before the Committee Action trial began, Judge Olson entered a ruling on TOUSA's request for a dismissal of the third party complaints lodged by Citicorp North America, Inc., and Wells Fargo Bank, N.A. In its summary judgment motion, TOUSA contended that Citicorp and Wells Fargo, referred to as the "Third Party Plaintiffs," failed to present evidence to support a finding that TOUSA was insolvent. Citicorp is the administrative agent of a $200 million first lien term loan TOUSA obtained, while Wells Fargo is the administrative agent of a $300 million second lien loan of TOUSA. The Third Party Complaints assert third party breach of contract claims against TOUSA "in the alternative" -- specifically asserting that if and to the extent the Committee established its allegations of insolvency against TOUSA, TOUSA will have materially breached solvency representations made in its First Lien and Second Lien Credit Agreements. Citicorp and Wells Fargo asked the Court to deny TOUSA's summary judgment motion. Representing Citicorp, Amy Denton Harris, Esq., at Stitcher, Riedel, Blain & Prosser, P.A., in Tampa, Florida, clarified that the Committee's expert noted that TOUSA was insolvent on a "consolidated basis" -- and not on an "entity-by- entity" basis. Both Citicorp and Wells Fargo averred that because a genuine issue of material fact exists as to whether TOUSA was insolvent or rendered solvent by the Transeastern Acquisition, all competent summary judgment evidence must be considered irregardless of which party proposed that evidence. Wells Fargo added that no rule prohibits a party from pursuing alternate and conflicting factual theories at the summary judgment phase. In response, TOUSA asserted that Citicorp's and Wells Fargo's Third Party Claims are improper. On TOUSA's behalf, Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, argued that the Third Party Claims arise out of the same general set of facts as the Committee's main claim, those claims are not dependent on the outcome of the main Committee Action. Moreover, he maintained that the Third Party Claims can not stand alone because no genuine dispute of material fact exists with respect to the Third Party Claims' central issue -- the solvency of TOUSA on a consolidated basis. TOUSA thus reiterated its request for granting its Summary Judgment Motion. Upon review, Judge Olson held that the Third Party Claims are not dependent on the outcome of the Committee's claims in the Committee Action, and are thus improper third-party claims under Rule 7014 of the Federal Rules of Bankruptcy Procedure. The Court opined that the Third-party Claims: -- are not separate, independent claims capable of standing alone in the Committee Action; and -- are not effectively counterclaims under Rule 13 of the Federal Rules of Civil Procedure because they rely on an event which has not occurred, and that is the establishment by someone that TOUSA was insolvent on a consolidated basis. Judge Olson also noted that Citicorp and Wells Fargo effectively stonewalled all discovery sought by TOUSA to determine the basis for any contention by Citicorp and Wells Fargo that TOUSA was insolvent on a consolidated basis on July 7, 2007, asserting consistently that any discovery was premature. For these reasons, Judge Olson granted summary judgment in TOUSA's favor and dismissed the Third Party Complaints, without prejudice to Citicorp's and Wells Fargo's assertion of claims or defenses relating to solvency of any Debtor that may have been preserved in proofs of claim they may have timely filed in connection with the normal claims reconciliation process in TOUSA's cases. In a separate order, Judge Olson has also stricken the third party complaints of the Senior Transeastern Lenders and The CIT Group/Business Credit Inc. The Court found that the Senior Transeastern Lenders' Third Party Complaint violated the language of a July 15, 2008 Case Management Order, which set a deadline of September 12, 2008, for the filing of any additional claims. The Court also held that the Senior Transeastern Lenders' and CIT Group's filing of Third Party Complaints on February 24, 2009, was highly prejudicial to the Debtors and to other parties to the Committee Action for reasons stated on the record. Summary Judgment on Secured Lenders' Affirmative Defenses The Court also entered a ruling, before the Trial commenced, in the Committee's favor with respect to the affirmative defenses asserted by Citicorp, CIT Business Credit Inc., and Wells Fargo based on substantive consolidation, single business enterprise and alter ago. The Secured Lenders previously asserted that to assess "solvency" and "reasonably equivalent value" in the Committee Action, the Court should first find either that the substantive consolidation doctrine applies to TOUSA, Inc., and its subsidiaries, or that TOUSA and its subsidiaries are a single business enterprise or alter egos of each other. The Committee sought a dismissal of the Secured Lenders' affirmative defenses. On the Committee's behalf, Patricia A. Redmond, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida, asserted that the substantive consolidation defense has no application in this context. She said consolidation would be improper because of the TOUSA creditors' reliance on the separate credit of the individual TOUSA entities. She emphasized that the operations of TOUSA and its subsidiaries reflect an utterly ordinary arrangement of parents, subsidiaries, and sister corporations, comparable to arrangements used by countless other businesses of similar size. In a separate filing, the Committee sought and obtained the Court's authority to file under seal exhibits to its Motion for Summary Judgment. The sealed exhibits contain copies of, among others, (i) an Asset Purchase Agreement between Wall Homes Texas, LLC, and Newmark Homes, L.P.; (ii) an Asset Purchase Agreement among NVR, Inc., TOUSA Homes, Inc. and TOUSA Mid-Atlantic Investment, LLC; (iii) Limited Liability Company Agreement of Beacon Hill at Mountain's Edge, LLC; (iv) excerpts from a July 2007 trial balance; and (v) collected Unanimous Written Consents of several TOUSA Group entities dated July 31, 2007. In response, Citicorp's counsel, Ms. Harris of Stitcher Riedel insisted that there is substantial identity among the TOUSA Entities. She noted that the TOUSA assets were commingled because TOUSA used a centralized cash management system; TOUSA used consolidated financial statements; and assets of the Debtors were also transferred without observing corporate formalities. She added that TOUSA's subsidiaries were guarantors of every loan to their parent, including the First Lien Term Loan, the Second Lien Term Loan, and the Revolver Facility. The boards of directors of TOUSA's subsidiaries were also comprised of senior officers of TOUSA. TOUSA's management ignored the separate legal entities and ran the business as one enterprise, Ms. Harris said. Citicorp sought and obtained the Court's permission to file under seal exhibits to its response to the Committee's Motion for Summary Judgment. Citicorp noted that exhibits contain deemed confidential information. In addition, at Citicorp's request, the Court restricted public access to the Sealed Exhibits, which were inadvertently filed on the public record. Wells Fargo joined in the objection filed by Citicorp. Moreover, in a separate filing, the Senior Transeastern Lenders averred that they adopt the arguments asserted by Citicorp and Wells Fargo. The Committee subsequently supplemented its Summary Judgment Motion, asserting that defenses asserted by the Secured Lenders must be limited by three basic principles, which are: -- the only cognizable value is value received by the Debtors; -- the relevant inquiry is whether each of the Conveying Subsidiaries received value as defined by Section 548(d)(2)(A) of the Bankruptcy Code; -- once the Committee has established that the Debtors did not directly receive reasonably equivalent value, the burden shifts to the Secured Lenders to produce evidence that the Debtors indirectly received value, and to quantify that value. Thereafter, at a July 6, 2009 hearing, Judge Olson noted that Wells Fargo and the Senior Transeastern Lenders withdrew their affirmative defenses of alter ego and substantive consolidation, without prejudice to their right to reassert the substantive consolidation evidence. The Court further noted that the Secured Lenders abandoned their defense of single business enterprise. Instead, the Secured Lenders focused on an argument that value under Section 548(d)(2)(A) can take the form of indirect benefit in addition to direct benefit to the Debtors. Although the Committee had the burden of going forward in attempting to establish that the Conveying Subsidiaries did not receive "value" directly under Section 548(d)(2)(A), Judge Olson opined that it is Citicorp, Wells Fargo and the Senior Transeastern Lenders that had the burden of going forward to establish that Debtors received indirect "value," -- upon a prima facie showing by the Committee of no direct value -- and that the indirect value was tangible, concrete, and quantified with reasonable precision. In this light, Judge Olson granted summary judgment in the Committee's favor and has stricken the Secured Lenders' affirmative defenses. The Court clarified that the Secured Lenders may reassert the substantive consolidation defense in the event a plan of reorganization providing for substantive consolidation of the Debtors is confirmed before judgment in the Committee Action is entered. Transeastern Lenders' Appeal The Senior Transeastern Lenders took an appeal to the U.S. District Court for the Southern District of Florida of two Bankruptcy Court orders in relation to the Committee Action: 1. Judge Olson's order granting the Debtors' motion to strike the Senior Transeastern Lenders' and the CIT Group/Business Credit, Inc.'s third-party complaints entered on July 2, 2009. 2. Judge Olson's order granting the Committee's motion for summary judgment on the dismissal of the Senior Transeastern Lenders' affirmative defense based on substantive consolidation, single business enterprise and alter ego, entered on July 8, 2009. With respect to the Affirmative Defenses Dismissal Order, the Senior Transeastern Lenders want the District Court to review whether Judge Olson erred in: -- granting summary judgment after the Committee withdrew a portion of its summary judgment motion relating to affirmative defense of single business enterprise, and conceded that it could not prevail on that portion of its summary judgment motion; -- concluding that, upon a prima facie showing by the Committee that there were no benefits to support reasonably equivalent value in the context of a fraudulent transfer claim, the burden of production shifted to the Senior Transeastern Lenders, Citicorp North America, Inc. and Wells Fargo Bank, N.A., to show indirect benefits that were tangible, concrete and quantified with reasonable precision; -- concluding that, to support reasonably equivalent value in the context of a fraudulent transfer claim, any indirect benefits must be tangible, concrete and quantified with reasonable precision; -- concluding that upon a prima facie showing by the Committee that there were no direct benefits, the burden of production shifted to the Senior Transeastern Lenders, Citicorp and Wells Fargo; and -- issuing an improper advisory opinion when it conducted oral argument and then ruled on legal issues relating to the analysis of reasonably equivalent value in the context of a fraudulent transfer claim that were not at issue on the Committee's Motion for Summary Judgment, without giving notice to the parties that the Bankruptcy Court intended to address those legal issues. Pre-Trial Briefs Pre-trial briefs were received by the Court on or about July 2, 2009 from Committee, Citicorp, Wells Fargo and the Senior Transeastern Lenders. The Committee told the Court that it will prove that on July 31, 2007, TOUSA compelled substantially all of its subsidiaries to borrow, and grant liens to support, $500 million in additional debt to repay obligations for which the Conveying TOUSA Subsidiaries were not liable. The Committee insisted that the Conveying Subsidiaries were insolvent before the Transeastern Acquisition and were rendered more deeply insolvent as a result of the Transeastern Transaction. "In saddling the Conveying Subsidiaries with the crushing new debt, the Transeastern Acquisition provided little or no value to the Subsidiaries, much less 'reasonably equivalent' value, because all $500 million was used to discharge TOUSA's own obligations for which the Conveying Subsidiaries were not liable," Ms. Redmond pointed out, on behalf of the Committee. Ms. Redmond contended that the Transeastern Acquisition may be avoided as a fraudulent transfer as against either the First Lien Lenders and Second Lien Lenders, or against the Senior Transeastern Lenders. She further noted that the Committee will present sufficient evidence to show that the liens granted to Citicorp and Wells Fargo constituted a fraudulent transaction. Similarly, the Committee will also show that the money paid to the Senior Transeastern Lenders on July 31, 2007, was a fraudulent transaction, under one of three alternative theories: (1) The payment was made directly from the Conveying Subsidiaries' estates, and thus constituted a fraudulent transfer in its own right because the Conveying Subsidiaries did not receive reasonably equivalent value for settling a debt on which they were not liable; (2) The Senior Transeastern Lenders were the "entities for whose benefit" the avoidable fraudulent transfer was made to the First Lien Lenders and Second Lien Lenders; and (3) The payment constituted the proceeds of a fraudulent transfer received by the Transeastern Lenders as subsequent transferees. Accordingly, the Committee urged the Court to find that the liens granted on the Conveying Subsidiaries' property were fraudulent transfers; that the claims and liens of the Term Lenders should be avoided; and that the Transeastern Lenders must return the funds received as a consequence of the fraudulent transfer. For its part, Citicorp argued that the Conveying Subsidiaries received reasonably equivalent value for their term loan obligations and lien transfers. Richard Craig Prosser, Esq., at Stichter, Riedel, Blain & Prosser, P.A., in Tampa, Florida, disclosed that the Conveying Subsidiaries received from the First Lien Term Loan Lenders $200 million in cash and a variety of other direct and indirect benefits. The fact that TOUSA did declare bankruptcy six months after the Transeastern Acquisition does not diminish the value to the Conveying Subsidiaries from avoiding bankruptcy earlier, Mr. Prosser maintained. He also noted that evidence will show that TOUSA was solvent and adequately capitalized on July 31, 2007. Citicorp aimed to show at trial that the fair market value of TOUSA's assets exceeded its liabilities by a substantial margin, he said. Mr. Prosser contended that if the Committee could recover the cash from the Senior Transeastern Lenders and is allowed to recover the Conveying Subsidiaries' partial paydown of the First Lien Term Loan from the First Lien Lenders and their obligation to repay the remainder of the debt, it would lead to an impermissible double recovery. He stated that the Committee will be unable to prove its preference claim against Citicorp, basing on the tax refund received by TOUSA on April 23, 2008. The Committee cannot carry the burden under Section 547 of the Bankruptcy Code because the lien on the Tax Refund did not enable the First Lien Lenders to receive more than they would have in a hypothetical Chapter 7 liquidation, Mr. Prosser related. For those reasons and additional evidence to be introduced at trial, Citicorp asked the Court to find that the Conveying Subsidiaries' transfers and obligations under the First Lien Term Loan are not avoidable as a fraudulent conveyance, and that no basis exists to avoid the lien on the tax refund as a preference. Wells Fargo, on the other hand, asserted that there can be no fraudulent transfer deemed in TOUSA's case unless lenders to corporate groups can be charged with foreseeing impossible-to- predict future shocks. On Wells Fargo's behalf, Jeffrey I. Synder, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, in Miami, Florida, asserted that evidence will show that not only TOUSA received benefits from the Transeastern Acquisition but also that all of the Conveying Subsidiaries received substantial benefits comprising reasonably equivalent value. In its pre-trial brief, the Senior Transeastern Lenders contended that no fraudulent transfer involving them or any other defendant in the Committee Action exists. Michael I. Goldberg, Esq., at Akerman Senterfitt, in Fort Lauderdale, Florida, stressed that no rational lender would put a half-billion dollars of new money at stake if it had even a remote belief that it was lending into a "textbook fraudulent conveyance." He asserted that TOUSA was solvent before and after the July 31 Transactions. Each affirmative report presented by defendants in the Committee Action concludes that TOUSA was solvent at all relevant times, while the Committee's solvency analyses cannot support its burden of proof and its expert opinions rely on unprecedented and untested methodologies that are demonstrably unreliable, Mr. Goldberg maintained. Even if the Committee recover the value of the lien from the Senior Transeastern Lenders, they cannot be liable because they are subsequent transferees who received the transfers in good faith and for value, Mr. Goldberg stressed. The Senior Transeastern Lenders aimed to testify at trial that they had no knowledge of the voidability of the New Loans. They also remind the Court that they are subsequent transferees in good faith and for value. In any case, if the Court deems that the Committee may recover from the Senior Transeastern Lenders, the Senior Transeastern Lenders believe that those damages are limited by the Committee's theories and the Senior Transeastern Lenders' right of recoupment. CIT Group Dropped from Committee Action CIT Group, the Committee and the Senior Transeastern Lenders entered into a Court-approved stipulation, dismissing CIT Group from the Committee Action. The parties agree that CIT Group was not (i) a initial transferee of $426,383,828 received by CIT Group from Universal Land Title, a wholly owned subsidiary of TOUSA; or (ii) an entity for whose benefit the transfer was made under Section 550(a)(1) of the Bankruptcy Code. The parties conceded that CIT Group was a mere conduit in connection with the CIT Transfer. The parties' stipulation does not prevent any party to the Committee Action from calling any current or former employee of CIT Group as a witness or from offering into evidence any documents produced by CIT Group in discovery. Derrough, Hewlett, Salomon Testimony Judge Olson said he has undertaken a preliminary review of William Derrough's and Charles Hewlett's reports and has carefully reviewed the briefs filed by the parties on the admissibility vel non of their expert opinions. Mr. Derrough tendered a valuation report on behalf of the Committee on April 6, 2009, and a rebuttal report on May 29, 2009, on (1) whether TOUSA was solvent on July 31, 2007, and (2) whether the Conveying Subsidiaries received reasonably equivalent value with respect to the July 31, 2007 Term Loans. Certain parties took the deposition of Mr. Derrough and agreed that it should be kept confidential. Mr. Hewlett, on the other hand, prepared a valuation appraisal of TOUSA's real property. Citicorp filed under seal a motion to exclude the opinions of Mr. Derrough, saying its request contains confidential excerpts of Mr. Derrough's deposition. Wells Fargo and the Senior Transeastern Lenders joined in Citicorp's Exclusion Motion. The Committee disputed Citicorp's request and filed its objection under seal, with the Court's consent. In another filing, the Senior Transeastern Lenders also sought to exclude the reports and testimony of Mr. Hewlett on the grounds that he is unqualified to offer a valuation appraisal of TOUSA's real property as he is not a licensed or certified appraiser. Citicorp joined in the Senior Transeastern Lenders' request. In defense of the Hewlett testimony, the Committee insisted that Rule 702 of the Federal Rules of Evidence allows those who are "qualified by knowledge, skill, experience, training, or education" to be admitted as experts and not just those with formal credentials or licenses, and Mr. Hewlett plainly meets this qualification. Upon review, Judge Olson opined that Messrs. Derrough's and Hewlett's reports and proposed evidence satisfy the requisite threshold for reliability under Rule 702. The Court thus denied the Motions to Exclude Mr. Derrough's report and Mr. Hewlett's testimony, subject to determinations of weight and reliability based upon the record made at trial. In a separate ruling, the Court has granted the Committee's request to strike the expert report of John Salomon and admit an excerpt from the deposition of Mr. Salomon into evidence. About TOUSA Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TOUSA INC: Wins Court Approval of Management Incentive Plan ----------------------------------------------------------- TOUSA Inc. and its affiliates obtained approval from the Bankruptcy Court of a management incentive plan, nunc pro tunc to April 1, 2009, and to continue through March 31, 2010. The Debtors believe that it is critically important to properly motivate certain members of their senior management through the course of their controlled asset monetization. The Debtors are essentially asking those senior management members to perform and work toward the maximization of the Debtors' assets in these difficult circumstances knowing with certainty that their jobs will eventually be eliminated, Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, relates. In this regard, he stresses, it is necessary to incentivize senior management to remain with the company. Accordingly, in line with the development of a budget and related business plan, the Debtors and their advisors designed a Management Incentive Plan that is narrowly tailored and reflects the Debtors' current situation and overall macroeconomic conditions. Under the Incentive Management Plan, these members of the Debtors' senior management will be critical to the ongoing functionality of the Debtors' businesses: (1) Tommy McAden, as executive vice president and chief financial officer; (2) George Yeonas, as executive vice president and chief operating officer; and (3) Clint Ooten, as vice president of human resources and administration. Mr. Singerman emphasizes that the Debtors' Senior Management possesses the knowledge, experience and skill necessary to support the Debtors' remaining projects and asset maximization for the benefit of the Debtors' estates. Indeed, he notes, in more than two months since the controlled asset monetization was commenced, the Debtors' Senior Management has led efforts that resulted in a $16 million improvement in estimated realizations. The key terms of the Management Incentive Plan are: (1) During fiscal year 2008, the annual base payment for Senior Management has been: CFO $750,000 COO $750,000 VP of Human Resources $350,000 Effective on the first day of the month succeeding approval of the Management Incentive Plan, the annual base payment for Senior Management will be: CFO $500,000 COO $500,000 VP of Human Resources $350,000 Senior Management will each receive a one-year contract with an effective date of April 1, 2009. The Plan Administrator and Oversight Committee will have the option to extend the contracts of the Senior Management in three or six month intervals, at existing base payment levels. (2) Senior Management will be entitled to receive variable incentive payment. Payments are based on the achievement of certain targets during the Plan Period. There are two six-month measurement periods -- April 2009 through September 2009 and October 2009 through March 2010 -- and the maximum aggregate Incentive Payment that can be paid to Senior Management during the Plan Period is $1.1 million. (3) The Management Incentive Plan establishes four Achievement Targets that serve as measurement factors and are weighted: -- Projected proceeds from consolidated home closings is weighted 20%; -- Blended average selling price for all construction in progress sold is weighted 20%; -- Blended average selling price for all land sales is weighted 20%; and -- Cumulative operating cash flow is weighted 40%. (4) Senior Management will receive Incentive Payment in these percentages: CFO 38.6% COO 38.6% VP of Human Resources 22.8% (5) Senior Management will receive 50% of their earned Incentive Payment for each half yearly measurement period 15 days after the end of each period. The remaining 50% will be held back and paid out upon termination or within six months of the end of the Plan Period, whichever is first. (6) If any member of Senior Management is terminated involuntarily without cause part-way through a six-month period, that member of Senior Management's Incentive Payment will be calculated on a pro-rata basis up to the day of termination and paid 15 days following the end of the period together with all other holdbacks from previous periods that are due. (7) Each member of Senior Management earned a bonus for performance in fiscal year 2008. The fiscal year 2008 bonus amounts for Senior Management were: CFO $375,000 COO $375,000 VP of Human Resources $175,000 The designated fiscal year 2008 bonus amounts will be paid out as: -- 50% will be paid upon approval of the Management Incentive Plan by the Court; -- 25% will be paid on October 31, 2009; and -- 25% will be paid upon termination. (8) Each member of Senior Management is entitled to an additional bonus of 50% of fiscal year 2008 salary in the event that net creditor recoveries equal or exceed an amount of the first lien debt outstanding and they remain employed through at least March 31, 2010. The net recovery threshold is set at $325 million. The Management Incentive Plan also contemplates that Senior Management severance benefits will remain in place under the Debtors' existing policy. The Debtors estimate that severance payments to Senior Management will total $296,000, assuming a March 31, 2010 termination date. Each member of Senior Management with more than one year of tenure at the time of termination will be paid one month of Consolidated Omnibus Budget Reconciliation Act coverage on termination, and each member of Senior Management with more than two years of tenure will be paid two months of COBRA coverage upon termination. The Debtors estimate that COBRA payments to Senior Management to aggregate $6,000. Each member of Senior Management will be entitled to four weeks of paid vacation time for the Incentive Plan Period. Mr. Singerman assures the Court that the costs associated with the Management Incentive Plan are more than justified by the benefits expected to be realized. He contends that absent Senior Management's leadership and accomplishment of the Debtors' principal goals, the Debtors would be faced with a disorderly liquidation or "fire sale" of their remaining assets, resulting in a loss of return to creditors much greater than the amount allocated as incentive payments to the members of Senior Management. He also clarifies that the Management Incentive Plan does not involve any payments to insiders "for the purpose of inducing such person to remain with the debtor's business" that would be prohibited under Section 503(c)(1) of the Bankruptcy Code. Similarly, the Management Incentive Plan (i) does not provide for any severance payments (i) other than those payments under the Debtors' existing policy and authorized by the Court, or (ii) are greater than 10 times the amount of mean severance pay given to non-management employees, Mr. Singerman adds. About TOUSA Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRI STAR ALUMINUM: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------- Tri Star Aluminum Co. LP has filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Middle District of Tennessee. Tri Star listed less than 10,000,000 in assets and debts. Paul Schaffer at AMM.com quoted Tri Star chief restructuring officer Robert Gonzales as saying, "As more and more aluminum processors have filed Chapter 11, or simply gone out of business, scrap dealers have become reluctant to extend trade credit." Tri Star Aluminum Co. LP is based in Tennessee. TRI STAR ALUMINUM: Case Summary 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Tri Star Aluminum Co., L.P. 96 Industrial Rd Alexandria, TN 37012 Bankruptcy Case No.: 09-08974 Chapter 11 Petition Date: August 7, 2009 Court: United States Bankruptcy Court Middle District of Tennessee (Cookeville) Judge: Keith M. Lundin Debtor's Counsel: Elliott Warner Jones, Esq. Drescher & Sharp Pc 1720 West End Avenue, Suite 300 Nashville, TN 37203 Tel: (615) 425-7121 Fax: (615) 425-7111 Email: ejones@dsattorneys.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/tnmb09-08974.pdf The petition was signed by Robert J. Gonzales, chief restructuring officer of the Company. TRIPLE ELL TRANSPORT: Case Summary & 20 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Triple Ell Transport, Inc. aka TransOps Inc aka John Olen Elliott aka Eden Service Center aka Triple ELL Transport aka Triple ELL Logistics aka Professional Driving School aka Triple ELL Warehouse PO Box 3086 Twin Falls, ID 83303 Bankruptcy Case No.: 09-41171 Chapter 11 Petition Date: August 6, 2009 Court: United States Bankruptcy Court District of Idaho [LIVE] (Twin Falls) Judge: Jim D. Pappas Debtor's Counsel: Brent T. Robinson, Esq. POB 396 Rupert, ID 83350 Tel: (208) 436-4717 Email: btr@idlawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/idb09-41171.pdf The petition was signed by John O. Elliott, president of the Company. TOP SHIPS: Posts $15,949,000 Net Loss for June 30 Quarter --------------------------------------------------------- TOP Ships Inc., for the three months ended June 30, 2009, reported a net loss of $15,949,000, or $0.58 per share, compared with a net loss of $5,589,000, or $0.22 per share, for the second quarter of 2008. The results for the second quarter of 2009 include net expenses of $11,786,000 relating to the termination of leases. Excluding these expenses, the net loss becomes $4,163,000, or $0.15 per share. Second quarter operating loss was $11,502,000 for 2009, compared with operating income of $7,078,000 for the corresponding period in 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $284,000. Revenues for the second quarter of 2009 were $28,636,000, compared to $76,687,000 recorded in the second quarter of 2008. For the six months ended June 30, 2009, the Company reported a net loss of $14,579,000, or $0.53 per share, compared with a net loss of $24,430,000, or $1.07 per share, for the first half of 2008. Excluding the net expenses of $11,786,000, relating to the termination of leases, the net loss becomes $2,793,000, or $0.10 per share. For the six months ended June 30, 2009, operating loss was $9,145,000 compared with operating income of $4,644,000 for the first half of 2008. Excluding net expenses of $11,786,000 relating to the termination of leases, operating loss turns into an operating income of $2,641,000. Revenues for the six-month period ended June 30, 2009 were $58,429,000, compared to $149,324,000 recorded in the first half of 2008. Evangelos J. Pistiolis, President and Chief Executive Officer of TOP Ships Inc., commented: "Despite our negative results, we are happy to report that we have concluded two very important milestones in the history of our company: the termination of our last leases involving five old vessels and the completion of our newbuilding program in a very tough financial environment. In the current shipping and general economic environment, the Company believes it is better positioned than many other companies in the industry. TOP Ships also pointed out its current positive characteristics: -- No capital commitments. -- Cash flow from operations is expected to be positive for the full second half of 2009 and for the full year of 2010. -- Very young fleet. The owned fleet is made up of 13 vessels; eight product tankers with an average age of less than two years and five dry bulk vessels with an average age of 8.4 years -- 80% of the total ship days until the end of 2011 are under Fixed employment, and the gross revenue of these charters totals approximately $200 million. Looking further ahead, 73% of the total ship days until the end of 2012 are under fixed employment, and the gross revenue of these charters totals approximately $250 million. "I would like to stress that our banks have been very supportive to our plans and actions since the beginning of the year, which can be proven from the fact that we have received waivers from all five banks in relation to certain covenant breaches that occurred on December 31, 2008," Mr. Pistiolis said. As of June 30, 2009, the Company had $719.4 million in total assets and $441.7 million in total liabilities. Based in Athens, Greece, TOP Ships Inc., formerly known as TOP Tankers Inc., is an international provider of worldwide seaborne crude oil and petroleum products and drybulk transportation services. The Company operates a combined tanker and drybulk fleet. UNIVERSAL MARKETING: Taps Executive Sounding as Restructuring Mgr. ------------------------------------------------------------------ Universal Marketing Inc. asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania for authority to enter into an agreement with Executive Sounding Board Associates, Inc. to provide restructuring management services. Based in Philadelphia, Pennsylvania, Universal Marketing Inc. runs an advertising and marketing business. The Company filed for Chapter 11 protection on July 23, 2009 (Bankr. E.D. Pa. Case No. 09-15404). When the Debtor sought protection from its creditors, it both listed assets and debts between $10 million and $50 million. VERASUN ENERGY: Gets Court Approval for Schrader as Auctioneer -------------------------------------------------------------- Pursuant to Sections 105 and 327(a) of the Bankruptcy Code, the VeraSun Energy Corp. and its affiliates obtained approval from the Bankruptcy Court to employ Schrader Real Estate & Auction Co., Inc., as special real estate agent and auctioneer for these pieces of real property: (a) approximately 380 acres of property in Granite City Township, Madison County, Illinois; (b) approximately 486 acres of property in South Litchfield Township, Montgomery County, Illinois; and (c) approximately 733 acres of property in Danville Township, Vermillion County, Illinois. Mark S. Chehi, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware, relates that the Sites are among the few remaining assets the Debtors own with substantial value and the Debtors are committed to selling the Sites as high as possible to generate as much revenue as possible for their estates and creditors. As real estate agent and auctioneer, Schrader will: (a) market the Sites, including media advertising, photography, sales-related public relations, production of collateral materials and mailings; (b) identify and procure potential purchasers to participate in an Auction of the Sites; (c) conduct the Auction of the Sites; and (d) assist the Successful Bidders of the Auction in closing the sale of the Sites. Schrader intends to collaborate with Westchester Auctions LLC. Westchester will handle some of the tasks associated with marketing and selling the Sites. Among other things, Westchester will (i) provide a sale manager that will assist in marketing at least one of the Sites; (ii) provide a mailing list of buyers for large Midwest acreage like the Sites; (iii) include the announcement of the Auction in its company newsletter distributed nationally and internationally; (iv) present the Sites to prospective buyers; and (v) provide personnel at the Auction to secure bids from registered buyers. In exchange for these services, Schrader will share approximately 30% of the compensation it receives with Westchester. Mr. Chehi tells the Court that the Debtors will not be entering into a separate agreement with Westchester. Nevertheless, he submits that Westchester is qualified to assist Schrader in marketing and selling the Sites, and is a disinterested person, pursuant to a declaration made by Kent V. Prince, a member of Westchester. The Debtors will pay Schrader with a commission, which will consist of a 3% buyer's premium to be added to the bid price and purchase contract and collected from the buyer at closing. In addition, the Debtors will pay the marketing and sale room expenses, estimated to be $67,300, incurred in connection with the sale of the Sites. Pursuant to the Contract, the Debtors will pay $67,300 to Schrader within 15 days of executing the Contract, and any excess or shortage of prepaid marketing expenses will be adjusted upon closing of the Sites. Given the transactional nature of Schrader's engagement, Schrader will not be billing the Debtors by the hour and will not be keeping records of time spent for professional services rendered in the Chapter 11 Cases. Schrader will, however, be keeping descriptions of the services that were rendered pursuant to its engagement. Because Schrader's compensation is based on specified fees without regard to hours worked, the Debtors submit that there is no need for Schrader to comply with the monthly and interim fee application requirements. The Debtors ask that Schrader be paid its compensation at the times set forth in the Contract. Schrader has no agreement with any other entity -- other than Westchester -- to share any compensation received, nor will any be made, except as permitted under Section 504(b)(1) of the Bankruptcy Code, Mr. Chehi notes. Rex Schrader, president of Schrader, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Mark S. Chehi, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware, certified that as of July 22, 2009, there was no objection or response to the Debtors' request. About VeraSun Energy Headquartered in Sioux Falls, South Dakota, VeraSun Energy Corp. -- http://www.verasun.comor http://www.VE85.com/-- produces and markets ethanol and distillers grains. Founded in 2001, the company has a fleet of 16 production facilities in eight states, with 14 in operation. The Company and its debtor-affiliates filed for Chapter 11 protection on October 31, 2008 (Bankr. D. Del. Case No. 08-12606). Mark S. Chehi, Esq., at Skadden Arps Slate Meagher & Flom LLP represents the Debtors in their restructuring efforts. AlixPartners LLP serves as their restructuring advisor. Rothschild Inc. is their investment banker and Sitrick & Company is their communication agent. The Debtors' claims noticing and balloting agent is Kurtzman Carson Consultants LLC. The Debtors' total assets as of June 30, 2008, was $3,452,985,000 and their total debts as of June 30, 2008, was $1,913,214,000. VeraSun closed on April 1, 2009, the sale of substantially all of its assets to Valero Renewable Fuels, a subsidiary of Valero Energy Corporation, North America's largest petroleum refiner and marketer. The purchased assets included five ethanol production facilities and a development site. The facilities are located in Aurora, South Dakota; Fort Dodge, Charles City, and Hartley, Iowa; and Welcome, Minnesota, and the development site is in Reynolds, Indiana. Valero paid $350 million for the ethanol production facilities in Aurora, Fort Dodge, Charles City, Hartley and Welcome, in addition to the Reynolds site. Valero also successfully bid $72 million for the Albert City facility and $55 million for the Albion facility. The purchase price also includes working capital and other certain adjustments. VeraSun also completed on April 9 the sale to AgStar Financial Services PCA of substantially all of the assets relating to the company's production facilities in Dyersville, Iowa; Hankinson, North Dakota; Janesville, Minnesota; Central City and Ord, Nebraska; and Woodbury, Michigan. AgStar released the USBE Subsidiaries from their obligations under $319 million of existing indebtedness and assumed certain liabilities relating to the AgStar Facilities. On April 13, US BioEnergy Corporation and US Bio Marion LLC completed the sale to Marion Energy Investments LLC, as assignee of Dougherty and First Bank & Trust, of substantially all of the assets relating to the Debtors' production facility in Marion, South Dakota. The consideration for the acquired assets consisted of release of US Bio Marion from its obligations under approximately $93 million of existing indebtedness to the Marion Buyers, payment by MEI of $934,861 in cash and assumption by the Marion Purchasers of certain liabilities relating to the Marion facility. VeraSun Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). VISTEON CORP: Term Loan Agent Opposes Two Advisors for Committee ---------------------------------------------------------------- Wilmington Trust FSB, as administrative agent under Visteon Corp.'s senior secured term loan facility, on behalf of itself and the several lenders of the Prepetition Term Loan, asserts that the Official Committee of Unsecured Creditors does not explain why it needs two financial advisors, and why one of the firms cannot provide the services the other firm is to provide, or how inevitable duplication is to be avoided. The Creditors Committee has sought the Court's permission to retain FTI Consulting, Inc., and Chanin Capital Partners as its financial advisors. According to Wilmington Trust, although the FTI and Channin Applications state that FTI and Chanin will coordinate to prevent duplication, no protocol to ensure sufficient allocation of labor and a cooperative working environment is provided. Wilmington Trust further contends that the FTI and Channin Applications' proposed fee structures are excessive. Pursuant to FTI's Application, the Debtors will pay $250,000 for the first three months, 225,000 for the fourth month and $200,000 per month thereafter and a completion fee of $1,500,000. On the other hand, the Debtors will pay Chanin $175,000 per month for the first two months and $150,000 per month thereafter and a restructuring transaction fee of $1,500,000. In the event both Applications are approved, Wilmington Trust asks the Court to make it explicit in an order that FTI and Chanin must submit interim and final applications pursuant to Sections 330 and 331 of the Bankruptcy Code. About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VINYL PROFILES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Vinyl Profiles Acquisition, LLC 11675 Mahoning Ave PO Box 698 North Jackson, OH 44451 Bankruptcy Case No.: 09-42981 Chapter 11 Petition Date: August 6, 2009 Court: United States Bankruptcy Court Northern District of Ohio (Youngstown) Judge: Kay Woods Debtor's Counsel: Andrew W. Suhar, Esq. Suhar & Macejko, LLC 29 East Front Street, 2nd Floor P.O. Box 1497 Youngstown, OH 44501-1497 Tel: (330) 744-9007 Email: asuhar@suharlaw.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ohnb09-42981.pdf The petition was signed by Randy Vegso, president of the Company. WATCHWOOD LLC: Failure of Deal With Creditor Leads to Chapter 11 ---------------------------------------------------------------- An official of Watchwood LLC -- the Hagerstown Hotel & Convention Center operator -- and Bahman Inc., which owns the six-acre site, have filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the District of Maryland. The tentative deal that had been worked out with BB&T, Hagerstown Hotel's largest creditor that is owed about $5.5 million, collapsed, Arnold S. Platou at The Herald-Mail states, citing Farhad Jabberi, Hagerstown Hotel's general manager. The report says that the hotel's owners were forced to file for bankruptcy to stop BB&T from foreclosing on the hotel. According to The Herald-Mail, a hotel official said on Friday that a tentative deal had been worked out with BB&T. The Herald-Mail relates that sales Manager Roy Arnold said that the auction wouldn't be held, but it was still listed as active on American Auctions & Appraisals Inc.'s Web site on Monday morning. Court documents say that Hagerstown Hotel's financial troubles "have stemmed from a variety of factors including, but not limited to, the current economic downturn and ineffective management services provided by a former hotel management company. As a result of these and other factors, the hotel's occupancy rates significantly dropped beginning in the fall of 2008, and continued through the early summer of 2009." Hagerstown Hotel's business has improved the last couple of months and the prior management company has been replaced with an in-house manager. Hagerstown Hotel currently has 60 workers, The Herald-Mail says, citing Mr. Jaberi. The report states that a hotel official said last week that the hotel had 90 full- and part-time employees. The Herald-Mail says that Craig Palik assists Watchwood and Bahman in their restructuring efforts. Hagerstown Hotel & Convention Center has 108 rooms. Watchwood LLC and Bahman Inc. bought the hotel in 2006 for $7.4 million from longtime Hagerstown businessman Nick Giannaris. WATCHWOOD LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Watchwood LLC t/a Hagerstown Hotel & Convention Center 1910 Dual Highway Hagerstown, MD 21740 Bankruptcy Case No.: 09-24690 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Thomas J. Catliota Debtor's Counsel: Craig Palik, Esq. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: (301) 441-2420 Fax: (301) 982-9450 Email: cpalik@mhlawyers.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/mdb09-24690.pdf The petition was signed by Bahman Rowhani, managing member of the Company. WAYTRONX INC: Posts $1.5MM Net Loss in Six Months Ended June 30 --------------------------------------------------------------- Waytronx, Inc., posted a net loss of $282,187 for the three months ended June 30, 2009, compared with a net income of $1,967,300 for the same period in 2008. For the six months ended June 30, 2009, the Company posted a net loss of $1,568,902 compared with a net income of $769,277 for the same period in 2008. At June 30, 2009, the Company's balance sheet showed total assets of $35,349,071, total liabilities of $27,224,815 and stockholders' equity of $8,124,256. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?416c Going Concern Doubt On March 26, 2009, Webb & Company, P.A., in Boynton Beach, Florida, raised substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial results for the fiscal years ended December 31, 2008, and 2007. The auditors noted that the Company has a net loss of $1,830,367 and cash used in operations of $313,473 and an accumulated deficit of $50,548,086 at December 31, 2008. About Waytronx, Inc. Based in Vista, California, Waytronx, Inc. (OTCBB: WYNX) -- http://www.waytronx.com-- formerly known as Onscreen Technologies, Inc., is primarily focused on commercialization of its thermal cooling technology, WayCool(TM), which addresses intense heat generated in electronic systems, including computers, home entertainment systems, test fixtures and medical monitoring devices. WayCool provides cooling technology that transfers heat at extraordinarily high rates to promote superior thermal management in electronics. WEST CORP: Balance Sheet Upside-Down by $2.36 Billion ----------------------------------------------------- West Corporation reported net income of $27,126,000 on revenues of $606,907,000 on the three months ended June 30, 2009. This compares to an $11,479,000 net income on revenue of $441,433,000 in the same period in 2008. As of June 30, 2009, West Corp. had total assets of $3,295,327,000 against liabilities of $4,423,148,000, resulting to a stockholders' deficit of $2,363,605,000. The Company has a $2,534,000,000 senior secured term loan facility and $250,000,000 senior secured revolving credit facility. The senior secured term loan facility requires annual principal payments of approximately $25.3 million, paid quarterly, with a balloon payment at the maturity date of October 24, 2013 of approximately $2,365,300,000. The senior secured term loan facility pricing is based on the Company's corporate debt rating and the grid ranges from 2.125% to 2.75% for LIBOR rate loans (LIBOR plus 2.375% at June 30, 2009), and from 1.125% to 1.75% for base rate loans (Base Rate plus 1.375% at June 30, 2009), except for the $134.0 million term loan expansion, which is priced at LIBOR (subject to a 3.5% floor) plus 5.0%, and Base Rate plus 4.0% for base rate loans. The rate at June 30, 2009 is Base Rate plus 4.0% or 7.25%. In September 2008, Lehman Brothers, Inc. filed for bankruptcy protection. West Corp.'s revolving credit facility is administered by Lehman Commercial Paper, Inc. In October 2008, LCPI also filed for bankruptcy protection. These events have affected the availability of West's revolving credit facility as LCPI has not funded $26.0 million of their commitment. Subsequent to June 30, 2009, an amendment to replace LCPI as the administrative agent on the senior secured term loan facility and senior secured revolving credit facility was executed. West Corp. said in its Form 10-Q submitted to the SEC, "If we cannot make scheduled payments on our debt, we will be in default and, as a result: our debt holders could declare all outstanding principal and interest to be due and payable; the lenders under our new senior secured credit facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and we could be forced into bankruptcy or liquidation." A copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?4171 Amendment to Term Loan West Corp. is asking lenders to extend $750 million of the term loan in exchange for being paid a higher interest rate, Bloomberg news reported August 11, citing a person familiar with the amendment. Under the deal sought by West Corp., those that agree to extend the loan until July 2016 from October 2013 will have their interest payments increased by 125 basis points and also receive a 5-basis-point commitment fee, Bloomberg said. A basis point is 0.01 percentage point. According to Bloomberg, West Corp. was scheduled to hold a call led by Deutsche Bank AG August 10 in New York to discuss the amendment with lenders. About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West has a team of 41,000 employees based in North America, Europe and Asia. Moody's has issued a B2/Stable corporate credit rating/outlook on West Corp. while Standard & Poor's issued B+/Stable. West Corp.'s term loan and revolving loan are both rated B1 by Moody's. WEST CORP: Maturity Extension Won't Move Moody's B2 Rating ---------------------------------------------------------- Moody's Investors Service stated that West Corporation's proposed extension of the maturity date of $750 million of term loan B to 2016 from 2013 and other proposed amendments to its secured credit facility will have no immediate impact on its credit or liquidity ratings. The last rating action on West Corporation was on May 8, 2007, at which time Moody's lowered the senior secured credit facility rating to B1 from Ba3 while affirming all other credit and liquidity ratings. Based in Omaha, Nebraska, West is a leading provider of business process outsourcing services through 3 business segments: communication services, conferencing services and receivable management. West's major shareholders are Thomas H. Lee Funds, Quadrangle Group Funds, Gary L. West, Mary E. West and company management. West has a B2 Corporate Family Rating and a stable rating outlook. WM F. KIEFER: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Wm F. Kiefer & Associates Inc. 4305 Butler Hill Road Saint Louis, MO 63128 Bankruptcy Case No.: 09-47751 Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. ------ -------- W & W Enterprises Surratt-States 09-47752 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Kathy A. Surratt-States Debtor's Counsel: Randall F. Scherck, Esq. Lathrop & Gage LLP 7701 Forsyth Boulevard, Suite 400 St. Louis, MO 63105 Tel: (314) 613-2822 Fax: (314) 613-2801 Email: rscherck@lathropgage.com Total Assets: $784,211 Total Debts: $1,657,345 A full-text copy of Wm F. Kieper's petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/moeb09-47751.pdf The petition was signed by William F. Kiefer, Jr., president of the Company. WOODBURY COUNTRY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Woodbury Country Club PO Box 5157 Deptford, NJ 08096 Bankruptcy Case No.: 09-30880 Chapter 11 Petition Date: August 10, 2009 Court: United States Bankruptcy Court District of New Jersey (Camden) Debtor's Counsel: Ira Deiches, Esq. Deiches & Ferschmann 25 Wilkins Ave. Haddonfield, NJ 08033 Tel: (856) 428-9696 Fax: (856) 795-6983 Email: ideiches@deicheslaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Stephen Kocinski, president of the Company. WORLDCOM INC: IRS Wins Remand In Excise Tax Fight With WorldCom --------------------------------------------------------------- The Hon. Barbara S. Jones of the U.S. District Court for the Southern District of New York ruled that modems used by WorldCom Inc. in certain of its telecommunications systems were two-way communications devices, remanding to the Bankruptcy Court a fight over $38 million in tax payments for such systems, according to Law360. WorldCom, Inc., a Clinton, MS-based global communications company, filed for chapter 11 protection on July 21, 2002 (Bankr. S.D.N.Y. Case No. 02-13532). On March 31, 2002, WorldCom listed $103,803,000,000 in assets and $45,897,000,000 in debts. The Bankruptcy Court confirmed WorldCom's Plan on Oct. 31, 2003, and on Apr. 20, 2004, the Company formally emerged from U.S. Chapter 11 protection as MCI, Inc. On Jan. 6, 2006, MCI merged with Verizon Communications, Inc. MCI is now known as Verizon Business, a unit of Verizon Communications. ZILA INC: Stockholders Meeting on Sept. 18 to Consider Merger ------------------------------------------------------------- A special meeting of stockholders of Zila, Inc., will be held September 18, 2009, at 8:00 a.m. Arizona time., at the Hampton Inn & Suites, 16620 North Scottsdale Road, Scottsdale, Arizona. At the special meeting, holders of ZILA common stock will be asked to adopt the merger agreement with TOLMAR Holding, Inc., and to approve the transactions contemplated by the Merger Agreement. ZILA's Board of Directors has unanimously -- with the exception of J. Steven Garrett, who did not participate in the consideration of the Merger Agreement or the proposed Merger because he is employed by TOLMAR, Inc., an affiliate of TOLMAR -- approved the Merger Agreement and the transactions contemplated by the Merger Agreement (including the Merger) and determined that the Merger Agreement and the transactions contemplated by the Merger Agreement (including the Merger) are fair, advisable and in the best interests of ZILA and its stockholders. On June 25, 2009, ZILA's Board of Directors approved and the Company entered into an Agreement and Plan of Merger with TOLMAR and Project Z Acquisition Sub, Inc., a wholly owned subsidiary of TOLMAR. On July 28, ZILA entered into a First Amendment to Agreement and Plan of Merger with TOLMAR and Acquisition Sub. Pursuant to the Merger Agreement, Acquisition Sub will merge with and into ZILA, with ZILA surviving as a wholly owned subsidiary of TOLMAR. If the Merger is completed, (i) holders of shares of ZILA common stock will be entitled to receive $0.45 in cash, without interest and less any applicable withholding taxes, for each share of ZILA common stock that they own immediately prior to the completion of the Merger, and (ii) holders of ZILA Series B Convertible Preferred Stock will be entitled to receive $0.50 in cash, without interest and less any applicable withholding taxes, for each share of Series B Preferred that they own immediately prior to the completion of the Merger. This per share consideration is subject to equitable adjustment in the event of any stock split, stock dividend, reverse stock split or other change in the number of outstanding ZILA shares (or securities convertible or exchangeable into or exercisable for ZILA shares) between the date of the Merger Agreement and the effective time of the Merger. ZILA relates that Columbia West Capital, LLC rendered a written opinion to the Board of Directors dated June 10, 2009 to the effect that, as of that date and based upon and subject to the matters stated in the opinion, the merger consideration to be paid by TOLMAR in connection with the Merger is fair to ZILA's stockholders from a financial point of view. Holders of record of ZILA common stock and the Series B Preferred at the close of business on August 12, 2009, the record date for the special meeting, are entitled to receive notice of and to attend the special meeting. Only holders of record of ZILA common stock as of the close of business on August 12, 2009, are entitled to vote at the special meeting or any adjournment thereof. About ZILA Inc. Based in Scottsdale, Arizona, ZILA Inc. is a diagnostic company dedicated to the prevention, detection and treatment of oral cancer and periodontal disease. ZILA manufactures and market ViziLite(R) Plus with TBlue(R), its flagship product for the early detection of oral abnormalities that could lead to cancer. * * * As reported by the Troubled Company Reporter on June 18, 2009, historically, the Company sustained recurring losses and negative cash flows from operations as it changed its strategic direction to focus on the growth and development of ViziLite(R) Plus and its periodontal product lines. The Company's liquidity needs have arisen from the funding of its research and development program and the launch of its new products, as ViziLite(R) Plus, working capital and debt service requirements, and strategic initiatives. The Company's balance sheet at April 30, 2009, showed total assets of $21,302,884, total liabilities of $16,932,897 and shareholders' equity of $4,369,987. The Company is in compliance with the terms of the senior secured convertible notes, except for the quarterly interest payments due April 30, 2009, and January 31, 2009. The failures to make these payments are events of default under its senior secured convertible notes. Upon an event of default, the senior secured convertible notes bear interest at a default rate of 15.0% per annum. Although the Company has not received a notice of default or acceleration from the note holders as of the date of this filing, which is required prior to any of the principal amount becoming due and payable as a result of the default, the Company has reclassified the senior secured convertible notes to current liabilities. Pursuant to the Note Purchase Agreement, the holders of the Senior Secured Convertible Notes have agreed not to exercise their remedies under the notes unless and until the note purchase agreement is terminated. However, there can be no assurance that the current or future note holders will not accelerate amounts due under the senior secured convertible Notes and proceed against their collateral. In the event of acceleration, the Company indicated it would likely be forced to file for protection under Chapter 11 of the Federal Bankruptcy Code or liquidate the Company under Chapter 7 of the Federal Bankruptcy Code, which would likely result in its common stock becoming worthless. The Company anticipates it will need to refinance its senior secured convertible notes by their due date of July 31, 2010. As of April 30, 2009, there were $1.1 million of unamortized debt issue costs and $2.2 million of debt discounts relative to the senior secured convertible notes. * 2009 Tire Shipments to Drop 16%; Decline in OEM Tires Cited ------------------------------------------------------------- Tire shipments are projected to drop by roughly 16% in 2009 mainly as a result of a nearly 45% decline in Original Equipment Manufacturer passenger tires and almost 43% drop in OEM Commercial truck tires, according to the Rubber Manufacturers Association. Total 2009 tire shipments are projected to decline roughly 45 million units to 237 million units. This level is roughly 84 million units less than the peak of 321 million units in 2000. The decrease in tire shipments reflects the recent struggles of automotive manufacturers, low consumer confidence, high unemployment, and depressed home values. Vehicle miles travelled seem to have stabilized and domestic economic conditions for both the consumer and commercial sectors appear to have bottomed and are poised for a rebound in 2010. The tire industry is expected to realize a nearly 8% growth in 2010 reaching the 260 million unit level. RMA's Tire Market Analysis Committee forecast for key categories and their respective segments for 2008 include: -- Original Equipment Passenger Tires: Large decreases in domestic vehicle production as a result of auto manufacturer production shutdowns and bankruptcy reorganizations will result in a nearly 46% decrease in 2009 shipments to roughly 21 million units. With the Economy predicted to emerge from the recession in 2010, a rebound in vehicle sales and subsequent vehicle production is anticipated, which will result in a nearly 11 million increase in OE tire shipments in 2010. Note that this projection does not account for any changes to the auto industry as a result of further federal intervention or consumer incentive programs. -- Original Equipment Light Truck (LT) Tires: This category Will experience an approximate 12% decrease, or 400,000 units, in 2009 to nearly 2.6 million units due to slower economic conditions and its impact on the commercial sectors which utilize light truck vehicles. There is continued consumer demand for vehicle fitments with P-Metric passenger tires in place of LT tires and as the economy gradually recovers in 2010, a nearly 100,000 unit gain is anticipated. -- Original Equipment Medium/Wide-Base/Heavy On-Highway Commercial Truck Tires: Given the downward revisions in the economic conditions in the commercial sector, a nearly 44% decline to roughly 2.2 million units is anticipated for 2009 -- a decrease of over 1.6 million units. The economic rebound anticipated for 2010 along with pent up demand for vehicles is projected to result in a net gain of roughly 500,000 units increase in shipments. -- Replacement Passenger Tire: As a result of the protracted Economic downturn and the onset of economic recovery pushed closer to 2010, the market will realize another decrease of nearly 9%, or roughly 18 million units, reaching a level of 176 million units. Growth is anticipated to resume in 2010 with the replacement sector estimated to increase by roughly 5 million units, or slightly better than 3% , in tandem with the projected economic growth in the consumer sector. -- Replacement Light Truck Tire: Although the number of vehicles for this market remains steady and largely represented by small commercial vehicles, further declines in economic conditions is forecasted to contribute to a nearly 18% decline in replacement LT tire shipments in 2009 to the 24 million unit level. An increase of nearly 8% is anticipated in 2010 in keeping with commercial economic forecasts. -- Replacement Medium/Wide-Base/Heavy On-Highway Commercial Truck Tires: The market will realize another decrease of over 3 million units in 2009 to roughly 12 million units as a result of the protracted recovery. Given the uneven economic rebound forecast for 2010, this market is expected to increase by less than 1 million units to nearly 13 million units. The Rubber Manufacturers Association -- http://www.rma.org/-- is the national trade association for the rubber products industry. Its members include more than 60 companies that manufacture various rubber products, including tires, hoses, belts, seals, molded goods, and other finished rubber products. RMA's Tire Market Analysis Committee is comprised of tire market professionals representing the major U.S. tire manufacturers, which account for more than 90% of all U.S. tire shipments. Their analyses and forecasts of current and future industry activity include a review of RMA tire industry and economic data, government trade figures, and vehicle sales and production. TMAC develops its consensus view for tire demand from this process. * Bank Failures Assured as Mortgage Holdings Suffer --------------------------------------------------- U.S. banks are so heavily invested in home mortgages that more are sure to fail, Bloomberg's Carla Main said, citing economist Rebecca Wilder, who writes the News N Economics blog. Bloomberg's "Chart of the Day" shows mortgages have grown far faster than total assets at commercial banks since the end of World War II. Mortgage loans as a percentage of bank assets was 29% at the end of last year, exceeding the postwar average of 18%. The highest figure was 33% in 2006. * Canadian Bankruptcies Rise 52% in June from A Year Ago -------------------------------------------------------- The number of bankruptcies filed by consumers and businesses in Canada climbed 52% to 11,338 in June, the country's bankruptcy superintendent reported on its Web site, according to reporting by Greg Quinn at Bloomberg. Bankruptcies in Canada increased in June from the same month a year ago as more consumers gave up paying their bills amid the country's first recession since 1992, Mr. Quinn said. * Consumer, Celebrity Bankruptcies May Hit 1.4 Million ------------------------------------------------------ Consumer bankruptcies show no sign of abating after rising more than a third this year and may hit 1.4 million by Dec. 31 as jobs are lost and loans are harder to get, Bloomberg News reported, citing the American Bankruptcy Institute. As filings continue, they are found among more varied social and commercial groups, Bloomberg said. Celebrities who filed for bankruptcy in July included movie star Stephen Baldwin and former Major League All Star Lenny Dykstra. According to Carla Main at Bloomberg, JPMorgan Chase & Co., the second-largest U.S. bank, predicted more losses on consumer loans last month even as it announced a rise in second-quarter profit on record investment banking fees. * Kurtzman Carson Named Among Best Places to Work in Los Angeles ---------------------------------------------------------------- Kurtzman Carson Consultants LLC was named as one of the 2009 Best Places to Work in LA by the Los Angeles Business Journal for the second consecutive year. This countywide survey and awards program identifies, recognizes and honors the best places of employment in Los Angeles County, benefiting the region's economy, its workforce and businesses. "As KCC expanded its staff over the past year to stay ahead of growing demand for our services, we remained focused on preserving the 'work-hard, play-hard' culture upon which the company was founded," said Jonathan Carson, KCC's co-founder and managing director. "As we continue to evolve as a company, we maintain our commitment to making KCC a positive and fulfilling place to work with team-building, internal training and fun activities designed to build an even better KCC for tomorrow." The 2009 Best Places to Work in LA list is comprised of 67 companies split into three groups: 5 small-sized companies (15-24 employees), 50 medium-sized companies (25-249 employees) and 12 large-sized companies (250 or more employees). Kurtzman Carson Consultants LLC is named one of the Best Places to Work in LA in the medium-sized company category. Participating companies undergo a thorough reporting process where Best Companies Group, a third party provider and professional firm based in Harrisburg, PA, identifies strengths and weaknesses of the workplace according to a detailed employee survey. The report identifies opportunities within a company to build a better workplace and to recognize areas of excellence. The report includes categories such as leadership and planning, corporate culture and communications, work environment, training and development as well as pay and benefits. In its role as a claims and noticing agent for some of the country's largest Chapter 11 proceedings, KCC employees provide administrative support and services to streamline the restructuring process for corporate debtors and their professionals. Given the rise in Chapter 11 filings during the current downturn, KCC made substantial investments in infrastructure, operational capacity and personnel to remain at the forefront of the restructuring cycle. KCC clients include Cooper-Standard Holdings, Charter Communications, General Growth Properties, Lear Corporation, Six Flags, Visteon, among many others. Founded in 2001, Kurtzman Carson Consultants LLC, a Computershare company, is a claims and noticing agent providing administrative- support services and technology solutions to companies undergoing corporate restructuring. KCC has offices in Los Angeles, New York and Memphis. * Survey Says Lenders See Economic Recovery Within Next 9 Months ---------------------------------------------------------------- The majority of lenders surveyed believe economic recovery will begin within the next nine months. Lenders also weighed in on how the Obama administration's policies will effect inflation and the dollar's value versus other currencies, according to the results of last quarter's Phoenix Management "Lending Climate in America" Survey. More than half of the survey respondents -- 51% -- believe the economy will begin its upswing/recovery in the next nine months (increasing from 30% in the previous survey). When asked about the perceived timing of the economic recovery: -- 34% anticipate the recovery within the next nine months; -- 22% believe the recovery will begin within the next 12 Months; -- 20% of respondents believe signs of improvement will appear within the next 18 months; -- 15% anticipate a recovery beginning with the next six Months; -- 5% of lenders believe it will be more than 18 months before the economic recovery will begin; -- 2% of lenders believe the economic recovery will begin within the next three months. The survey says 47% of lenders believe the Obama administration's policies will result in current inflation concerns, further depressing the dollar's value versus other currencies. When asked to gauge the impact of the current administration's policies on the value of the U.S. dollar against foreign currencies, 37% of respondents opined that proposed policies will have little impact, that the relative value of currencies are more impacted by global economic conditions. The survey says 12% indicated the proposed policies are prudent for the U.S. economy's long-term growth and, therefore, beneficial to the strength of the U.S. dollar. The remaining 4% gave "Other" responses. "What really surprised me about this quarter's survey is how divided Lenders are about the direction of the housing market," said Michael Jacoby, Managing Director and Shareholder of Phoenix Management Services. Lenders are divided on the near-term direction of the U.S. housing market: -- 30% of respondents opined foreclosures will continue to increase as distressed borrowers are unable to modify their current mortgage; -- 27% believe lower home prices will lead to stabilization in the housing market; -- 25% of respondents anticipate average home prices will continue to decline; -- 17% of lenders opined that mortgage rates will continue to rise amidst increasing inflation concerns. Nearly half of all respondents -- 42% -- believe, in relation to the General Motors bankruptcy filing, that additional funds will be required from the U.S. government. When polled regarding the eventual outcome of the GM bankruptcy filing, 20% of lenders gave these two responses: GM will be required to sell additional assets/brands to provide critical liquidity, and it will be a successful process that results in a healthier GM emerging from bankruptcy within the next year. The survey says 14% of respondents believe contentious negotiations between GM's creditors would result in the company being mired in the process for an indefinite timeframe. The final 3% of respondents believe "Other" outcomes will take place regarding the GM bankruptcy. Improved expectations for domestic lending were evident for the third consecutive survey. The overall diffusion index for all lending segments improved to negative 16 percentage points (from negative 52 percentage points in the survey two quarters prior). Respondents indicated that, on average for all domestic lending categories, 24% have expectations for increased loan demand (versus 20% in the prior quarter). The survey says 25% of lenders indicated their financial institution would consider a loan request with a Senior Debt to EBITDA multiple as high as 2.0-2.5x, five percentage points higher than the previous survey. The survey says 21% of respondents indicated their institution would only consider a loan request with a multiple as high as 2.5-3.0x (previous survey: 23%). The survey says 15% of respondents indicated they would only consider a loan request with a Senior Debt to EBITDA multiple as high as 3.0-3.5x (previous survey: 20%). The survey says 27% of respondents indicated they are collateral lenders and do not utilize cash flow multiples as the primary factor in credit decisions. The Phoenix Management Services "Lending Climate in America" survey is conducted quarterly to gauge shifts in lenders' attitudes toward the economy. The Phoenix survey includes lenders from commercial banks, commercial finance companies and factors across the nation. Phoenix has been conducting this survey for over 13 years. Phoenix Management Services Inc. -- http://www.phoenixmanagement.com/-- provides turnaround, crisis and interim management and strategic advisory services to middle market companies in transition. Since 1985, Phoenix has aggressively advocated on behalf of its clients in more than 900 assignments nationwide across a variety of situations and industries. It has offices in Philadelphia, New York, Boston, Washington DC, Ft. Lauderdale, Dallas, Cleveland and Atlanta. * U.S. House Prices Keep Climbing With a 1.2% Rise in June ---------------------------------------------------------- Integrated Asset Services(R), LLC (IAS(R)) released its IAS360(TM) House Price Index (HPI). Based upon the timeliest and most granular data available in the industry, the index for national house prices moved ahead another 1.2% in June. With June's gains -- the fourth consecutive positive month -- the U.S. housing benchmark advanced 2.7% for full second quarter 2009, virtually offsetting the 2.6% decline across the first three months of the year. The IAS360 HPI is still down 16.7% from its high in June 2007. Like May, all four U.S. census regions reported positive numbers for the month and in like order. For June, the Northeast was up 1.9%, the Midwest 1.8%, the South 1.2%, and the West 0.4%. While values showed improvement in neighborhoods across the country, most upper end counties remained mired in a deep slump. In June, price declines continued to accelerate for Putnam County, NY, Morris County, NJ, and Howard County, MD. "I think that a lot of this valuation disparity reflects the immediate effects of Washington's housing-rescue plan," said Dave McCarthy, President and CEO of Integrated Asset Services. "Everything so far has helped spur sales of lower-priced homes, which, at least in the short run, is producing winners and losers." Among the nation's 10 largest metropolitan statistical areas reported, only the Las Vegas housing market continued to slide with a drop of another 1.8% for the month. Boston and Chicago followed solid May numbers with increases of 2.9% and 1.3%, respectively, as did the big California MSAs, with Los Angeles gaining 2.2%, San Francisco up 1.7%, and San Diego 1.4%. "The improvement in the more traditional neighborhoods is encouraging, but it's easy to think there may be trouble lurking further up the food chain," said McCarthy. "If there is to be another decrease in home prices, my bet is it's going to come from the top. One way or the other, the IAS360 will be the first to report it." The IAS360 House Price Index is a comprehensive housing index tracking monthly change in the median sales price of detached single-family residences across the U.S. The index, based on all arms-length transactions, tracks data of 15,000 neighborhoods, that roll up to report on the changes in 360 counties, nine census divisions, four regions, and the nation overall. The IAS360 House Price Index is delivered on a monthly basis. Integrated Asset Services offers full service, end-to-end mortgage service solutions including valuation and data analytics. The firm's i-Series collateral valuation platform -- http://www.iasreo.com/iseries.html-- delivers a comprehensive combination of collateral valuation services that individually offer distinct and critical data, and when combined, a complete view of market volatility, local expert opinions and subject value. The company's data analytics provide vital data on the U.S. residential housing market. About Integrated Asset Services Integrated Asset Services -- http://www.iasreo.com/-- is a privately held Colorado-based corporation specializing in default mortgage services including valuation, reconciliation and full cycle REO disposition. The Company's advanced valuation and volatility technology combined with its expert professional services help its clients reduce exposure while expediting the entire asset management process. Founded by REO industry experts, IAS provides services that go beyond industry expectations, from the level of integrity of its employees to the measurably better service it routinely provides. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- July 29-Aug. 1, 2009 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Conference The Westin Hilton Head Island Resort & Spa, Hilton Head Island, S.C. Contact: http://www.abiworld.org/ Aug. 6-8, 2009 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Conference Hotel Hershey, Hershey, Pa. Contact: http://www.abiworld.org/ Sept. 10-11, 2009 AMERICAN BANKRUPTCY INSTITUTE Complex Financial Restructuring Program Hyatt Regency Lake Tahoe, Incline Village, Nevada Contact: http://www.abiworld.org/ Sept. 10-12, 2009 AMERICAN BANKRUPTCY INSTITUTE 17th Annual Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nevada Contact: http://www.abiworld.org/ Oct. 2, 2009 AMERICAN BANKRUPTCY INSTITUTE ABI/GULC "Views from the Bench" Georgetown University Law Center, Washington, D.C. Contact: http://www.abiworld.org/ Oct. 7-9, 2009 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Desert Ridge, Phoenix, Arizona Contact: 312-578-6900; http://www.turnaround.org/ Oct. 20, 2009 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Paris Las Vegas, Las Vegas, Nev. Contact: http://www.abiworld.org/ Dec. 3-5, 2009 AMERICAN BANKRUPTCY INSTITUTE 21st Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.org/ Feb. 21-23, 2010 INSOL International Annual Regional Conference Madinat Jumeirah, Dubai, UAE Contact: 44-0-20-7929-6679 or http://www.insol.org/ Apr. 29-May 2, 2010 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ June 17-20, 2010 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Michigan Contact: 1-703-739-0800; http://www.abiworld.org/ July 7-10, 2010 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Ocean Edge Resort, Brewster, Massachusetts Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2010 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Conference The Ritz-Carlton Amelia Island, Amelia, Fla. Contact: http://www.abiworld.org/ Aug. 5-7, 2010 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 6-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Dec. 2-4, 2010 AMERICAN BANKRUPTCY INSTITUTE 22nd Annual Winter Leadership Conference Camelback Inn, Scottsdale, Arizona Contact: 1-703-739-0800; http://www.abiworld.org/ Mar. 31-Apr. 3, 2011 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, Maryland Contact: 1-703-739-0800; http://www.abiworld.org/ June 9-12, 2011 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa Traverse City, Michigan Contact: http://www.abiworld.org/ Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, California Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Last Updated: July 19, 2009 ********* 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. The Sunday TCR delivers securitization rating news from the week then-ending. 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. Danilo Munnoz, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2009. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission **